HomeMy WebLinkAboutAgreements/Contracts - BOCCK22--.044 ',A
EMAILED
b
COMMERCIAL RENTAL AGREEMENT
2022-2024
THIS AGREEMENT is made and entered 'Into by and between GRANT COUN...Y. a
Political subdivision of the state of Washington ("COT-WTY"), and, the WASHINGTON STATE
COUNCIL VIETNAM VETERANS OF AMERICA, INC., a non-profit corporation dulorgani
and doing business In the State of Washington ("LESSE-F)y zed.
RECITALS:
WHEREAS� COUNTY', duly organized and
Coperating under and by virtue of the
onstitution and taws of the State of Washington; and
WHEREAS, LESSEE is a non-profit corporation duly organized and o eratin. u m -.q
virtue of the Constitution and the laws of the State of Washington- and an y
WHEREAS, the COUNTY is the owner of building situated at 1525 E Wheeler Rod
Moses Lake, Washington 98837; and a ,
WHEREAS, LESSEE has been organized as a non-profit corporation `or the puse of
creating and operating a center for the advancement of veterans' n*ghts and cultivat*
rpo
in& promoting,
bolsten*ng, �ponson*ng, and develop* in the community a resource Bente ter for vegans, all pursuant
to the autho ing
n*ty of LESSEE as provided by its Articles of Incorporation and applicable authority; and
WHEREAS, both parties desire that the subject office space be rented in accordance
provisions, ten -ns and conditions of th's rental awith the,
greemen
t., and
WHEREAS, LESSEE i's uniquely and favorably constituted and situated tosupply the
necessaty expertise and management skills at a low cost for the put -pose of operating and managing a
resource center for veterans; and
WHEREAS, LESSEE, through its volunteercitizen involvement, has the cI aci r Ap
citizen involvement to promote veterans* and y 0 rovIu
WHEREAS, the parties des'
ire to enter into an agreement defining their n
I 'ghts, duties and
liabiflfies relating to the continued rental of Grant County office space,,
WITNESSETH:
NOW, THEREFORE, for and in consideration on the mutual covenants, agreements, and
stipulations contained herein, and the benefits to be realized by each party, and in further
consideration of the benefit to the general public to be realized by the performance of ti
Agreement, and as a direct benefit to the COUNTY, the parties agree as follows. is
Wheeler Street Commercial Rental Agreement - Page I of 15
Civil 8\Dcparttnents\BOCG\2022\,vietnam Veterans of AmeriCa\Rental Agreement 02/24/2022
L PREMISES: The COUNTY does hereby rent to LESSEE and LESSEE rents fro
Om the
CUNTY for the term, rental and upon all of the conditions hereinafter set forth, those certain
Premises commonly known as 1525 Wheeler Road, •Moses Lake, Washington, 98 837 ("Premises").
2. LQLATION. The situs ofthis Agreement is 1525 Wheeler Road, Moses Lake, Washington,
98837, and all acts by either party made in the performance hereof, or under the authority hereof
shall be deemed by this Agree'rnent to be located at Moses Lake, Grant County, Washington.
3. ': The term, of this rental Agreement shall commence the I " day of January 2022, and
shall terminate on the 3 1 It day of December 2024, except pursuant to the tenns and conditions ofthis
rental Agreement. Thi's rental Agreement i's renewable. This rental Agreement can be cancelled by
either party at the end of each year wi
ith 30 (thirty) days' notice.
4. RENT: The LESSEE shall pay zero dollars and zero cent ($0.00) for rent to the COUNTY.
5.
AaD.1L1AMN`: All taxes,'char ges, costs, and expenses that LESSEE assumes or
agrees to pay hereunder, together with all interest and penalties that may ace e thereon in the e
-ns, and all other damages, costs expenses, and sums that
Of the failure of LESSEE to pay those itel ru vent
the COUNTY may suffer or incur, or that may become duc, by reason of any default of LESSEE or
failure by LESSEE t
0 Comply with the terms and conditions of this rental Agreement Shall be
deemed to be additional rent, and, i n the eVent of nonpayment, the COUNTY shall have all the rights
and remedies as herein provided for failure to pay rent.
6. 171LITIES AND EE..E..S: All aPpfi cations and connecti ons for necess ary utility services on
the Premises shall be made in the name of COUNTY, and the COUNTY shall be solely lidble for
utility charges as they become due including, w
electricity, and all other utilities and se rout lim'tat'on, those for sewer,, water, gas,
rvices to the Premises during the full term of this rental
Agreement. The exception to these services is telephone service. The LESSEE sha
Cdr tell be solely !iable
lephone charges as they become due during the full term of this rental Agreement.
74 USE: LESSEE shall use the Premises for the purposes of office space and public meeting
areas and for other uses as determined by LESSEE, without .ter{ *tten consent of the COUN
event LESSEE's use of the Prem*ses TY. In the
I increases the fire and, extended liability coverage or insurance
rates on the building of which the Prem'
Prenyls are a part, LESSEE agrees to pay for such
increase.
8. HOLDING 0
VER, If LESSEE, with the 'implied or express, consent of the COUNTY shall
I I 'no
holdover after the expiration of the term of thi's Agreei nt, COUNTY shall rernam' bound by all the
covenants and agreements herein, except that the tenancy shall be from month to month and shall be
for a monthly rate of one hundred twenty-five Percent (125%) of the last rental
Agreement. rate under the
9. REPAIRS AND MAINTENANCE: The Premises have been inspected and are accepted by
LESSEE in their present condition. LESSEE shall, at its own expense and at all times, keep the
ises neat, 1 0
Prem' t, clean and in a sanitary condition and keep and use the Pr mises in accordance with
applicable laws, ordinances, rules regulat*
ions and requirements of a0vernmental authorit'
*_1 les.
Wheeler Street Commercial Rental Agreement - Page 2 of 15
Civil 81Depaftments\80CCA2022NVietnam Veterans of AmenicaVtmtal Agreement 0212412022
LESSEE shall, at all times during the Agreement and at its own cost and expense repair, replace,
•
e, and subsea ntial coed ition, the building and an
and maintain in a good, saf
Y improvements,
additions, and alterations thereto, on the Premis
wastedamaes, and shall use all reasonable precaution to revent
, ge, or injury to the, Premises, Notwithstanding the foregoing, the COUNTpY shall be
responsible to pay for the cost of any improvements or addit4
ions to the Premises hich are, or
should in accordance with w
sound accounting practice, be capitalized on the books of the COUNTy.
Such items shall include, but not be limited to, repairs of the exterior or structural portions of the
building and any other improvements on the Premises and repairs or replacements of the Plumbing
electrical, heating and ve-ntilating systems (to the extent such systems presently ex*) at the
Premises. exist
10* SIG -NAA #
GE: All signs or symbols placed by LESSEE On Or about the Premises shy
subject to the COUNTY's prior written approval,, ll be
ALIQR TIONSL--
.A ADDITIONS ANP..I.MPROVEMENTS: After prior written consent of
the COUNTY, LESSEE may m
ake alterations, additions and
Improvements in said Premises, at
LESSEE's sole cost and expense, asset forth below. The COUNTY may elect to require LESSEE to
remove any such alternations, additions or
LESSEE's sole cost and expense. improvements upon termination ofthis Agreement and at
a. Subject to the limitation that no substantial portion, of the building on the Premises
shall be demolished or removed by LESSEE without the prior written consent of the
COUNTY, and, if necessary, of any mortgagee, LESSEE may at any time during the
rental term, subject to the conditions set forth below and at Its Own expense, make
any alterations, additions, or firiprovements in and to the Premises and the building.
Alterations shall be performed in a workmanlike 'manner and shall not weaken or
0
impair the structural strength, or lessen the value, of the building on the Premises, or
change the purposes for which the buildin
.g, or any part thereof, may be used.
4
b. Conditions with respect to alterations, additions, or improvements are as follows:
Before commencement of any work, allplansand specifications shall be filed
with, and approved by all governmental departments or authorities having
jurisdictionand any public utility company 4 having an interest therein, and all
work shall be done in accordance with requirements of local regulations, The
plans and sp ecifi cations for any alterations estimated to cost One Thousand
and No/l 00 Dollars ($ 1,000.00) or more, shall be submitted to COUNTY for
written approval prior to commencing work.
(2) Prior to commencement of any work
, LESSEE shall pay the amount of any
increase in premiums on insurance policies provided for herein because of
endorsements to be made covering the risk during the course of work, In
addition, if the estimated cost of work shall exceed Fifty Thousand and
No/100 Dollars ($50, 000.00) LESSEE shall, without cost to the COUNTY,
furnish the COUNTY with a Performance bond written by a surety
acceptable to the COUNTi
Y n an amount equal to the estimated cost of the
Wheeler Street Comfnercial Rental Agreernent - Page 3 of 15
Civil 8�Departrncnti\B00O2022�Viettimn Veterans of Amedca\Rental Agreement 02124/2022
work, guaranteeing the completion of work, free and clear of liens,
encumbrances, and security interests, according to the approved plans and
specifications,
C. All alterations, additions, and improvements on or in the Premises at the
commencement of the term, and that may be erected or 'Installed dun* ng the term,
shall become part of the Premises and the sole property of the COUNTY, except that
all moveable trade fixtures and furnishings installed by LESSEE shall be and remain
the property of LESSEE,
12. TAXES: LESSEE shall pay on or before the last day on which payment may be made
without penalty or interest, all taxes, assessments or other governmental charges that shall or may
during the rental term be imposed on, or arise i
i n connection with the use of, the Premises or any part
thereof including, without I'mitation, leasehold excise taxes pursuant to chapter 82.29A R.
LESSEE shall pay all taxes assessed in lieu of or in addition to the foregoing under all present or
future laws of all governmental authorities whatsoever. LESSEE shall have the right to apply for the
conversion of any special assessment for local improvements in order to cause the same to be
payable in installments, and on the conversion LESSEE shall be obligated to pay only those
installments that may become due during the rental period. LESSEE shall within ten (1 0) days after
the time provided for the payment of any tax or other governmental charge by LESSEE produce and
exhibit to the COUNTY satisfactory evidence of the payrne t. It is the intention of e parties that
n th rti
the rent herein is net rental, and the COUNTY shall receive the same free from all taxes that are
made payable to LESSEE.
13., S AND INSOLVENCY: LESSEE shall keep the Premises free from any liens arising
out of any work performed for materials furnished to, or obligationsincurred by LESSEE, and shall
hold the COUNTY harmless against the same. In, the event LESSEE becomes insolvent, files a
I # -1 "
bankruptcy petition or, 'f a receiver, ass* other liquidating officer is appointect tor
ignee or the
business of LESSEE, the COUNTY may cancel this rental Agreement at its option.
14. �ECURITTY ND CL ANING D;POS 4
Hundred and No/100 Dollars ($2 . LESSEE has deposited Two
00.00) with the COUNTY, which amount shall be held by the
COUNTY as security for the hill and timely performance by LESSEE of the terms and conditions
herein and for the payment of any final judgment that may be rendered against LESSEE for a breach
of those terms and conditions. Said deposit shall also be used as security that the Premises are not
damaged and/or are properly cleaned upon LESSEE leaving the Premises. Said deposit shall not be
forfeited for reasonable wear and tear. No interest shall be paid on the deposit or provided for
interest. The rights of the COUNTY against LESSEE for a breach of this Agreement shall in no may
be limited or restricted by this security deposit, but the COUNTY shall have the absolute right to
pursue any available remedy to protect 'its interest herein, as if this security deposit had not been
made, The deposit shall be returned to LESSEE at the expination of th's Agreement provided that all
the terms and conditions herein contained have been tally performed ed by LESSEE. Should the
Premises be sold, the COUNTY may transfer or deliver this security deposit to the purchaser of the
interest, and the COUNTY shall then be discharged from any further deposit
with respect to the
security deposit.
Wheeler Street Cornmercial Rental Agreement - Page 4 of 15
Civil 8\Depamnents\B0CC\20221Vietnam Veterans of Ameflca\ltental Agreement 02/24/2022
15. iNSURANCE;
a. During the term of the rental Agreement and for any further time that LESSEE shall
hold the Premises, LESSEE shall obtain and maintain at its expense the follo *
types and amounts of insurance, naming Grant County as loss payeewing
(1) Fire In,§,ur-a-n-ce. LESSEE shall keep all building, improvements, and
equipment on the Premises, including all alterations, additions, and
improvements, insured against loss or damage by fire, with all standard
extended coverage that may be required by any first mortgage, and against
loss or damage due to war or nuclear agents, 'if that insurance is available and
required by any first mortgagee. The insurance shall be in an amount
sufficient to prevent the COUNTY and LESSEE from becoming co-insurers
under provisions of applicable policies of *
I insurance, but it any event in an
amount not less than one hundred percent (100%) of the full insurable value
It 1 0
of the Premises, exciucting the cost of excavation and of foundations. If at
4 -
any time there is a dispute as to the amount of such insurance, the same shall
be settled by arbitration.
(2) flersori l*fll"Uryani ro
116t damn
uran�cge"insurance"again I
against liability for
bodily injury and property damage and machinery insurance, in the amount
of One Million and No/ 100 Dollars ($1,000
000.00) shall be provided by
LESSEE. This requirement shall specifically include plate glass insurance
covering the glass in the Premises.
(3) Rent insurance. Rent insurance in an amount not less than the annual net rent
plus the estimated annual taxes, utilities, and assessments, together with
annual premiums for insurancerequired in this section shall be obtained by
LESSEE.
(4) Other insurango, LESSEE shall provide andkeep in force other *
insurance in
amounts that may from time to time be required by the COUNTY against
other insurable hazards as are commonly insured again. st for the type of
business activity that LESSEE will conduct.
b. All insurance provided by LESSEE as required by this section shall be carried in
favor of the COUNTY and LESSEE as their respectiveinterests may appear, and in
the case of insurance against damage to the Premises by fire or other casualty, shall
provide that loss, if any, shall be adjusted with and bepayable to the COUNTY. If
required by the COUNTY, any insurance against fire or other casualty shall provide
that loss shall be payable to the holder of any mortgage under a standard mortgage
clause. Rent insurance and use and occupancy insurance may be carried in favor of
LESSEE, but the proceeds are hereby assigned by the COUNTY to be held by the
COUNTY as security for the payment of the rent and any add*tional rent hereunder
until restoration of the Premi
ises. All * I
insurance shall be written with responsible
companies that the COUNTY shall approve, and the policies shall be held by the
Wheeler Street Commercial Rental Agreement - Page 5 of 15
Civil 81Depmtmen(S\B0CC12022\Victnam Vetcrans of AmericakRcntal Agrecment 02/24/2022
COUNTY or, when appropriate, by the holder of any mortgage, in which case copies
1 4 11V
of the policies or certiticates of insurance shall be delivered by LESSEE to the
COUNTY. All policies shall require thirty (3 0) days notice by registered mail to
LESSEE of any cancellation or change affecting any interest of the COUNTY.
16. ENLAW
..E!LL,.!QR DANGEROUS ACTIVIT
Y: LESSEE shall neither use nor occupy the
or an unlawful, disreputable, or ultra -hazardous business purpose nor
Premises or any part thereoffor y I y
operate or conduct its business in a manner constituting a nuisance of any kind. LESSEE shall
immediately, on discovery of any unlawful, disreputable, or ultra-hazardo-us use, take action to halt
such activity,
17. INDEMNITY: LESSEE shall indemnify the GOUTY against all expenses, liabilities, and
claims of every kind, including reasonable counsel fees, b on behalf` 4 , I y or any person or entity
ansing out of either (1) a failure by LESSEE to perform any of the terms or conditions of this rental
Agreement- (2) an j . try or
y in damage happening on or about the Preinises, unless caused by the
COUNTY's negligence; (3) failure to comply with, any law of any governmental authon*ty, or (4)
any mechanic's lien or security 'interest filed against the Premises or e *
0 qupment, matefials, or
alterations of building or improvements thereon.
18. DEFAULT OR BREACH:, Each ofthe follow'
# in events shall constitute a default or breach
of this rental Agreement by LESSEE,
a, If LESSEE, or any successor or assignee of LESSEE while in possession, shall file a
Petition In bankruptcy or insolvency or for reorganization under any bankruptcy act,
or shall voluntarily take advantage of any such act by answer or otherwise or shall
make an assignment for the benefit of creditors.
b. If involuntary proceedings under any bankruptcy law or nsolvency act shall be
instituted against LESSEE, or if a receiver or trustee shall be appointed of all or
substantially all of the property of LESSEE, and such proceedings shall not be
dismissed, or the receivership or trusteeship vacated within thirty (30) days after the
4 1
institution or appointment.
If LESSEE shall fail to pay the COUNTY any rent or additional rent when the rent
shall become due and shall not make the payment within thirty (3 0*) days after notice
the by the COUNTY to LESSEE.
d. If LESSEE shall fail to perform or comply with any of the conditions of this rental
Agreement and if the nonperformance shall continue for a period for thirty (30) days
after notice thereof by the COUNTY to LESSEE or, if the performance cannot be
reasonably had within the thirty (30) day period, LESSEE shall not in good faith
have commencedPerformance within the thirt (30) day period and shall not
1 y
diligently proceed to completion of performance.
e. If LESSEE shall vacate or abandon the Premises
Wheeler Street Commercial Rental Agreement - Page 6 of 15
Civil 8\DcpmimentsN[30CC\2022\VietnaM Veterans of America\Rental Agreement 02/24/2022
If thi's rental Agreement or the estate of LESSEE hereunder all be trat'isferred to or
shall -Pay to or devolve on any other person or '
W party, except in the manner herein
permitted.
9. If LESSEE fails to take possession of the Premi
Ises on the term commencement date
or within thirty (30) days after notice that the Premises are avail for occupancy,
if the term c0nu-nencement date is not fixed herein or shall be deferred as herein
provided.
19. EFFELT.OF DEFAULT: In the event of any default hereunder, as set forth in Section
Eighteen (1 8) the rights of theCOUNTY shall be as follows--
a. The COUNTY shall have the right to cancel and terminate this rental Agreement, as
well as all of the right, title, and interest of LESSEE hereunder, by giving to LESSEE
not less than thirty (30) days notice of the cancellation and termination.
On
expiration of the time fixed in the notice, this rental Agreement andthe right, title,
and interest of LESSEE hereunder, shall terminate in the same manner and with the.
same force and effect, except as to LESSEE's liability, as if the date fixed in the
notice of cancellation and termination were the end of the term her originally
determined.
b. The COUNTY may elect, but shall not be obligated, to make any payment required
by LESSEE herein or comply.with any agreement, ten -n, or condition required hereby
to be perfortned by LESSEE, and the COUNTY shall have the right to enter the
Premises for the purpose of correcting or remedying any such default and to remain
until the default has been corrected or remedied, but any expenditure for the
correction by the COUNTY shall not be deemed to waive or release the default of
LESSEE or the right of the COUNTY to take any action as may be otherwise
permissible hereunder in the case of any default.
C. The COUNTY may re-enter the Premises immediately and remove the property and
personnel of LESSEE and store the property 'in a public warehouse or at a place
selected by the COUNTY, at the expense of LESSEE. After re-entry, the COUNTY
may terminate this rental Agreement on giving thirty (30) days written notice of
termination to LESSEE. Without the notice, re-entry will not terminate this rental
Agreement. On termination, theCOUNTY may recover from LESSEE all damages
proximately resulting from the breach, including the costofrecovering the Premises,
and the worth of the balance of this rental Agreement over the reasonable rental
value of the Premises for the remainder of the rental term, which sum shall be
immediately due the COUNTY from LESSEE,
d. After re-entry, the COUNTY may relet the Premises or any part thereof for any term
without terminating this rental Agreement, at the rent and on the terms as the
COUNTY may choose. The COUNTY may make alterations and repairs to the
Premises. The duties and liabilities of theparties if the Premises are relet as provided
herein shall be as follows:
Wheeler Street Commercial Rental AgreeMent - Page 7 of 15
Civil MepartmentskSoCmMZVieffiarn Veterans of America%ental Agreement 02/24/2022
In addition to L. Ed's liability to the COUNTY for breach of this rental
Agreement, LESSEE shall be liable for all expenses of the reletting, for the
alterations and repairs made, and for the difference between the rentreceived
by the COUNTY under the new rental agreement and the rent installments
that are due for the . same period under this rental Agreement.
(2) The COUNTY shall have the night, but shall not berequired, to apply the rent
received from reletting the Premises (a) to reduce the indebtedness of
LESSEE to the GOUTY under this rental Agreement, not 'including
indebtedness for rent, (b) to expenses of the reletting and alterations and
repairs made, (c) to rent due -under this rental Agreeme"'nt, or (d) to payment
of future rent under this rental Agreement as it becomes due.
If the new lessee does not pay a rent installment promptly to the COUNTY
and the rent installment has been credited in advance of payment to
4 the
indebtedness of LESSEE other than rent, or if rentals from the new LESSEE
have been otherwise applied by the COUNTY asprovided for herein and
during any rent installment period are less than the rent payable for the
corresponding installment period under this rental Agreement, LESSEE shall
pay the COUNTY the deficiency, separately for each rent installment
deficiency period, and before the end of that period. The COUNTY may at
any time after reletting terminate this rental Agreement for the breach on
which the COUNTY had based the re-entry and subsequently relet the
Premises,
e.
After re-entry, the GOUTY may procure the appointment of a receiver to take
possession and collect rents and otherwise exercise the remedies of the -COUNTY
under this rental Aareement. Proceedings for appointment of a receiver by the
COUNTY, or the ap intment of a receiver shall not terminate and forfeit this rental
pol
Agreement unless the COUNTY has given written notice of termination to LESSEE
as provided herein,,
20. DAMAGE TO OR DUj:RUCT ON R
of the Premises during the term ftom an In, the event of a partial destruction
.y cause, the COUNTY shall forthwith repair the same,
provided the repairs can..be made -within (90) days under the laws and regulaltions of a pl'cable
governmental authorities. Any partial destruction shall neither annul nor Vol d thi's rental Agreement,
except that LESSEE shall be entitled to a reduction be"ng based on the extent to which the making of
repairs shall, interfere with the business carried on
by LESSEE in the Premises. the event that
0
repairs cannot be made in the specified time, or those repairs cannot be made under the laws and
regulations of the applicable govemynental authorities, this rental Agreement may be terminated at
the option of either party. In the event of any partial destruction that the COUNTY I's obligated to
repair or may elect to repair under the ten -ns of this paragraph, authotity, if any, authorizing LESSEE
to make repairs at the expense of the COUNTY, are hereby waived by LESSEE. Should the building
4
in which the Premises are situated be destroyed to the extent of not les than fifty percent (50%) of
the replacement cost thereof, this rental Agreement shall be terminated. Any dispute between the
Wheeler Street Commercial Rental Agreement - Page 8 of 15
Civil 8\Dcpoitments\BOCC\20'421Vietnam Veterans OrAmetica\Rental Agreement 02/24/20221
COUNTY and LESSEE relative to the provisions of this section shall be subject to arbitration as
provided in Section Thirty (30). Each party shall select an arbitrator and the two arbitrators so
selected shall select a third arbitrator between them, the controversy being heard by the three
arbitrators so selected. The decision of the three arbitrators shallbe final and binding on both the
COtJNTY and LESSEE, who shall bear the cost of the arbitration equally between them.
21,Q01NDDEMNATION;Rights and duties in. the event of condern-nation are as follows:
a. If the whole of the premises shall be taken or condemned by any competent authority
for any public or quasi -public use orpurpose, this rental Agreement shall cease and
terminate as of the date on which title shall vest thereby in that authority, and the rent
reserved hereunder shall be apportioned and paid up to that date.
b. If only a portion of the Premises shall be taken or condemned, then this rental
Agreement and the term hereof shall terminate at the option of LESSEE. If LESSEE
does not so elect, the rent payable after the date on which LESSEE -shall be required
to surrender possession of such portion shall be reduced in proportion to the deceased
use suffered by LESSEE as the parties may agree or as shall be determined by
arbitration.
C. In the event of any taking or condemnation In whole or in part, the entire resulting
award of consequential damages shall belong to the COUNTYwithout any deduction
therefrom -for the value of the unexpired term Of this Agreement or for any other
estate or interest in the Premises now or later vested in LES SEE, LESSEE ass*
the COUNTY all its right, title and interest in any and all such awards. tgns to
d. In the event of a partial taking LESSEE shall promptly proceed to restore the
remainder of the building on the Premises to a self-contained architectural unit, and
the COUNTY shall pay to LESSEE the cost of restoration but in no event to exceed a
sum equal to the amount of the separate award made to and received by the
COUNTY for consequential damages. In the event, there is no separate award for
consequential damage, the value shall be fixed and settled by arbitration as herein
provided. The balance of any separate award or allocated amount not so used shall
belong to and be retained by the COUNTY as its soleproperty.
e. In case of any gOveMmental action not resulting in the tak'
ing or condemnation of
any portion of the Premises but creating a right to compensation therefore, or if less
than a fee title to all or any portion of the Premises shall be taken or condemned, by
any governmental authority for temporary use or occupancy, this rental Agreement
shall continue in full force and effect without reduction or abatement of rent, and the
rights of the parties shall be unaffected by the other provisions of this section, but
shall be governed by applicable law.
22. SUBORDINATION: This rental Agreement and all rights of LESSEE hereunder shall be
subject and subordinate to the Hen of any and all mortgages that may now or hereafter affect the
Premises, or any part thereof, and to any and all renewals, modifications, or extensions of any such
Wheeler Street Commercial Rental Agreement - Page 9 of 15
Civit SNDeparttnents\BOCC\20221Vietnaati Veteruf1s of Atnerica\Rental Agreement 02/24/2022
mortgages. LESSEE shall on demand execute, acknowledge, and deliver to the COUNTY, without
expense to the COUNTY, any and all instruments that may be necessary or proper to subordinate
this rental Agreement and all rights thereinto the lien of any such mortgage or mortgages and each
renewal, modification, or extension, and if LESSEE shall fail at any time to execute, acknowledge,
and, make delivery of any such subordination instrument, the COUNTY ifi
n addition to any other
remedies available in consequence thereof, may execute, acknowledge, and deliver the In
I sa e as
LESSEE's attorney in fact andn LESSEE's name. LESSEE hereby irrevocably makes:constitutes
and appoints the COUNTY,, its successors and assigns, its attorney in fact for that purpose.
23. ACCESS TO PREMISES ,--...SIGNS POSTED BY THE COUNTY. LESSEE shall pennit
7
the COUNTY or its agents to enter the Premises at all reasonable hours in accordance with the
provisions of this rental Agreement, and also to show the Premises to prospective buyers. At any
time within one (1) year prior to the expiration of the term, LESSOR may show the Premises to
persons wishing to rent the Premises, LESSEE shall, within six(6) months prior to expiration of the
term, permit the usual notices of "For Rent" and 'Tor Sale" to be placed on the Premises and to
remain thereon without hindrance and molestation.
24. EASEMENTS,, AGRE.EMENT& OR ENCUMBRANCES: The parties shall be bound by
all existing easements, agreements, and encumbrances of record relating to the Premises, and the
COUNTY shall not be liable toLESSEE for any damages resulting from any action taken by a
Molder of an interest pursuant to the rights of that holder thereunder.
25.LIABILLTY OF THE COUNTY., LESSEE shall be in exclusive control and possession of
the Premises, and the COUNTY' shall not be tai
.able any injury or damages to any property or to
any person on or about the Pretri *
. ises nor for anyinjury or damage to any property of LESSEE except
if caused by the COUNTY) s negligence. The provisions herein penn*tt*ng the COUNTY to enter and
inspect the Premises are made to ensure that LESSEE is in complian'
ce with the terms and conditions
hereof and makes repairs that LESSEE has failed to make. The COUNTY shall not be liable to
LESSEE for any entry on the Premises for inspection purposes.
26. M ' ABATES: Vii` : No abatement, diminution, or reduction of rent shall be claimed or
allowed to LESSEE or any person claiming tinder LESSEE under any circumstances, whether for
inconvenience, discomfort in 1
, * teTupt'on of business or otherwise, arising from the making of
alterations, improvements, or repairs to the Premises, because of any governmental laws or an* sing
from and during the restoration of the Premises after the destruction or damage thereof by fire or
other cause or the taking or condemnation of a portion only of the Premises except as provided in
S ectibns Ei hteen (1 8) and Nineteen (19).
27. R.E...PRESENTATIONS BY THE COUNTY: At the commencement of the term LESSEE
shall accept the building and improvements and any equipment in their existi it -on and state
ng cond 1
of repair, and LESSEE agrees that no representations, statements, or warranties, express or implied,
have been made by or on behalf of the COUNTY 'in respect thereto except as contained In the
provisions of this rental Agreement, and the COUNTY shall in no event be liable for any latent
defects.
Wheeler Street Commercial Rental Agreement - Page 10 of 15
Civil 8\1)epartm(.'uts\BOCC\2022\Vietnam Veterans of America\Rantal Agreement 02/24/2022
28.*1
AA.IVERS : The failure of theCOUNTY to insist on a strict Performance Of anof the t
and conditions hereof shall be deemed y enns
a waiver of the rights or remedies that the COUNTY
have reamay
grding that specific instance only and shall not be deemed a waiver of any subsequent
breach or default in any terms and conditions,
29.�LOTICE.: All notices to be given with respect to this rental Agreement shall be in riting.
w
Each notice shall be sent by registered or certified mail postage prepaid and return receipt reqed,
uest
to the party to be noti fled at the address set forth herein) or at such other address as either party may
from time to time designate in writing.
Any notice required to be given by eitherparty to the ot
mailostage r
her shall. be deposited in the United States
, ppepaid, addressed to.-
COUNTY: Board of County Commissioners
Attn: Administrative Services Coordinator
PO Box 37
Ephrata WA 98823-0037
LESSEE: Francisco F. Ivarra
Washington State Council of Vietnam
Veterans of America, Inc.
109 N 122 n1 St
Seattle, WA 98133
or at such other address as either party may designate to the other in writing from time to time,
A facsimile transmission will suffice in lieu of mail if receipt is cona f ed to date and time.
Inn S
30. ARBIT In a situation where this rental Agreement provides for the settlement ofa.
dispute or question by arbitration, the same shall be settled by arbitration, in accordance with the
current rules of the American Arbitration Association, and judgment on the award tendered may be
entered in any court having Jurisdiction thereof
1
31.SIGN�LENL._MORTGAGEA OR SUBLET: Neither LESSEE nor its successors or
assigns shall assign, mortgage, pledge, or encumber this rental Agreement or sublet the Premises in
whole or in pail or permit the Premises to be used or occupied by others, nor shall this rental
Agreement be assigned or transferred by operation of law, without the proper consent in writing of
the COUNTY in each instance. If this rental Agreement is assigned or transferred, or if all or any
part of the Premises is sublet or occupied by anybody other than LESSEE, the COUNTY
defmay, after
default by LESSEE, collect rent from the assignee, transferee, subtenant, or occupant, and apply the
net amount collected to the rent reserved herein, but no such assignment, sdblettingl Occupancy, or
collection shall be deemed a waiver of any agreement or condition hereof, or the acceptance of the
assignee, transferee, subtenant, or occupant as LESSEE. LESSEE shall continue to be liable
here-under in accordance with the terms and conditions of
this rental Agreement and shall not be
released from the performance of the terms and conditions hereof The consent by the COUNTY to
Wheeler Street Commercial Rental Agreement - Page 11 of 15
Civil 8\Departinciits\BOCC,\2022\Vietnam Veterans of Ametica\Ren.tal Agreement 02/24/2022
an assignment, mortgage, pledge, Or transfer shall not be construed to relieve LESSEE frorn
obtaining the express written consent of the COUNTY to any future transfer of interest.
32. ACCIDENTS AND LIABILITY: The COUNTY or its officers, officials, employees and/or
agents shall not be liable for any injury or damage topersons or property sustained by LESSEE or
other, in and about the Premises. LESSEE agrees to defend and hold the COUNTY andits officials,
officers, employees and/or agents harmless frorn any claim, action and/orjudgment for damages to
$I
property or injury to persons suffered or alleged to be suffered on the Premises by any person, fin -n
or corporation, unless caused by the COUNTY's negligence.
33. E.NTRE AGREEMENT: This rental Agreement constitutes the entire agreement of the
parties, and supersedes all: prior agreements, contracts, and understandings, written or oral.. This
rental Agreement cannot be terminated, amended, or modified except by a Wrlitten instrument
executed by the COUNTY and LESSEE, except as set forth herein.
34. aQWAIVER OF COVENANTS: The failure ofthe parties to insist on a strict performance
of any of the terms and conditions hereof shall be deemed a waiver of the rights or remedies that the
parties may have regarding that specific 'instance only and shall not be deemed a waiver of any
subsequent breach or default in any terms and conditions.
35. $ERRENDER,,,OF MMISES: LESSEE shall on the last da of the term, or on earlier
termination and forfeiture of the rental A reement, pe y
9 aceably and quietly surrender and deliver the
Premises to the COUNTY free of sub -tenancies, including all -building, additions, and i m-provements
constructed or placed thereon by LESSEE, except moveable trade fixtures, all in good condition and
repair. Any trade fixtures or personal property not used in connection with the operation of the
Premises and belonging to LESSEE, if not removed at the termination or default, and 'if the
COUNTY shall so elect, shall be deemed abandoned and become the property of the COUNTY
without any payment or offset, therefore. The COUNTY may remove such fixtures or property from
the Premises and store them at the risk and expense of LESSEEif the COUNTY shall not so elect.
LESSEE shall repair and restore all damage to the Premises caused by the removal of equipment,
trade fixtures, and personal property.
LESSEE agrees, upon termination of this rental Agreement, to peacefully quit and surrender the
Premises without notice, leave the Premises neat and clean and to deliver all keys to the Premises to
the COUNTY, If the COUNTY elects to require LESSEE to remove alterations, additions or
improvements made by LESSEE, then LESSEE shall restore the Premises to their previous
condition, less reasonable wear and tear,
36. 13INDING ON HEIRS. -SUCCESSORS AND ASSIGNS: T
I he covenants and agreements of
this rental Agreement shall be binding on the legal representatives, heirs, executors, administrators,
successors and assigns of 'both parties hereto, except as hereinabove provided.
37. USE: LESSEE shall use the Premises for thepurposes oda business office and for no other
purposes, without pfior written consent of the COUNTY.
Wheeler Street Commercial Rental Agreement - Page 12 of 15
Civil 8\Departments\BOCC\20221VietnamVeterans of America\Rental Agreement 02/24/2022
A TIME IS OF THE ESSENCE.- Time is Of the essence in performance of any and all
obligations pursuant to this rental Agreement.
39. MMEDIES OF THE COUNTY:
a. In the event of a breach or a threatened breach by LESSEE of any of the terms or
conditions hereof, the COUNTY shall have the right of injunction to restrain
LESSEE and the right to invoke any remedy allowed by law or in equity, as if the
specific remedies of indemnity or reimbursement were not provided herein.
b. The rights and remedies given to the COUNTYin this rental A reement are distinct
9 1
separate, and cumulative, and not one of them, whether or not exercised by the
COUNTY, shall be deemed to be'n exclusion of an
by equity provided. 1 , y of the others herein, by I aw, or
C. In all cases here -under, and in any suit, action, or proceeding of any kind between the
parties, it shall be presumptive evidence of the fact of the existence of a charge being
due if the COUNTY shall produce a bill, notice, or certificate of any public official
entitled to give that notice to the effect that such charge appears of record on the
books in any County office and has not been paid.
IP C
d. No receipt of money by the COUNTY from LESSEE after default or cancellation of
this rental Agreement in any lawful manner shall (1) reinstate, continue, or extend
the term or affect any notice given to LESSEE, (2) operate * as a waiver of the right of
the COUNTY to enforce the payment of rent and additional rent then due or falling
due, or (3) operate as a waiver of the right of the COUNTY to recover possession of
the Prem. ises by proper suit, action, proceeding, or other remedy. After (1) service of
notice of termination and forfeiture as herein provided and the expiration of the time
specified therein, (2) the commencement of any suit, act -ton, proceeding, or other
remedy, or (3) -final order oriudgment for poss• ession of the Premises, the COUNTY
may demand, receive, and collect any moniesdue, without in any manner affecting
so
such notice, order, or judgment. Any and all such mon*ies, collected shall be
deemed to beayment on account of the use and,occupat'
p ion of the Premi
ises or at the
election of the COUNTY, on account of the liability of LESSEE hereunder.
40, APPLICABLE LAW: This rental ajzreement shall be governed by and construed in
accordance With the laws of the State of Washln'gton,
41.
LNVALIDITY. Any provision of this Agreement which shall prove to be invalid, void or
illegal shall in no way affect, impair or invalidate any of the other provisions hereof and such other
provisions shall remain in full force and effect despite such invalidity or illegality,
42. BINDING AUTHORITY. If LESSEE'
is a corporation, each individual executing this rental
Agreement on behalf of said corporation represents and warrants that he/she is duly authorized to
execute and deliver this rental Agreement on behalf of said co tporation in accordance with a duly
adopted resolution of the Board of Directors of said corporation or in accordance with the By
-Laws
Wheeler Street Commercial Rental Agreement - Page 13 of 15
Civil 8\Dtpartments\BOCC,\'-)022\Vietnatu Veterans of America\Rental Agreement 02/2412022
of said corporation, and that this rental Agreement is binding upon said corporation in accordance
with its ten -ns. If LESSEE is a corporation, LESSEE shall, within thirty (30) days after execution of
this rental Agreement, deliver to the COUNTY a certified copy of a resolution of the Board of
Directors of said corporation authorizing or ratifying the execution of thi's rental Agreement,
SIGNED this day of
.2022
GRANT COUNTY
Approved as ti for::
Kevin M Orae, WSBA #43087
Grant County Prosecuting Attorney
BOARD OF COUNTYCOMMIS SIONERS
A
Date
, member
WASHINGTON STATE COUNCIL VIETNAM
VETERANS OF
By:
Francisco F. Ivarra, President
Wheeler Street Commercial Rental Agreement - Page 14 of 15
Civil 81Departments\80CCA20221Vietnam Veterans Of Americ"cnial Agreement 02/24/2022
From: agifnc
Sent: Monday, February 28, 2022 11:16 AM
To.* ods warren
Subject: RE: FW: 2022 - 2024 Gra'nt County - VVA Contract CORRECTED 2.28.22
Odis,
To save time, you are authorized to sign the contract. Take care and have a great week.
Francisco
Sent from my Galaxy
-------- Original message --------
From: odis warren<p.warren@hotmail.com>
Date: 2/28/22 11 M
:04 AM (GT-08:oo) ----------
To: Francisco Ivarra <ag!fp�@.@oJ.com>
Subject: FW: 2022 - 2024 Grant County - VVA Contract CORRECTED 2.28.22
Francisco
Please sign this contract for Moses Lake VSO office and send back to me.
Thanks
Odis
Sent from Mail for Windows 10
Odis Warren