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HomeMy WebLinkAboutORDINANCE 03-90ORDINANCE 3-90 AN ORDINANCE APPROVING A GROUND LEASE TO THE ESTES VALLEY PUBLIC LIBRARY DISTRICT. WHEREAS, the Town of Estes Park, Colorado is authorized to lease real property, pursuant to Section 31-15-713 (1)(c) C.R.S.; and WHEREAS, the Town has determined to lease certain real property owned by the Town to the Estes Valley Public Library District, for the purpose of permitting the Library District to construct a new library facility on said real property; and WHEREAS, the Board of Trustees of the Town has determined that it is necessary and in the best interest of the Town and its inhabitants to lease said real property to the Estes Valley Public Library District, pursuant to the terms and conditions of the Ground Lease, a copy of which is attached hereto and incorporated herein by reference. THEREFORE, BE IT ORDAINED BY THE BOARD OF TRUSTEES OF THE TOWN OF ESTES PARK, COLORADO: Section 1. The Ground Lease, a copy of which is attached hereto as Exhibit "A" and incorporated herein by reference is hereby approved. Section 2. The Mayor and Town Clerk are hereby authorized and directed to execute the Ground Lease. Section 3. This Ordinance shall take effect thirty (30) days after its adoption and subsequent publication. ADOPTED AND APPROVED this 13th day of February, 1990. By: ATTEST: Town Clerk TOWN OF ESTES PARK EXHIBIT "A" Ordinance #3-90 TOWN OF ESTES PARK, COLORADO AS LANDLORD and ESTES VALLEY PUBLIC LIBRARY DISTRICT AS TENANT GROUND LEASE AGREEMENT Dated as of /WARcN , 1990 ep-7 2-2-90 GROUND LEASE AGREEMENT THIS GROUND LEASE AGREEMENT, (the "Ground Lease") dated as of Miiecs- / , 1990, entered into by and between the TOWN OF ESTES PARK, COLORADO, (the "Landlord"), the lessor hereunder, a Colorado Municipal Corporation, duly organized, existing and in good standing under the laws of the State of Colorado, and the ESTES VALLEY PUBLIC LIBRARY DISTRICT, (the "Tenant"), as lessee hereunder, a public body corporate and politic, duly organized, existing and in good standing under the laws of the State of Colorado; WITNESSETH WHEREAS, the Landlord is the owner of certain real property located within the Town of Estes Park, Colorado, the legal description of which is set forth in Exhibit "A" hereto (the "Site"); and WHEREAS, the Landlord desires to lease the Site to the Tenant, and the Tenant desires to lease the Site from the Landlord, under the terms and conditions set forth herein; and WHEREAS, the Landlord is a duly and regularly created, organized and existing public body corporate and politic, existing as such under and by virtue of the constitution and laws of the State of Colorado, authorized by Section 31-15-713 (1)(c) C.R.S., to lease any real property, as lessor, together with any facilities thereon, when deemed by the Board of Trustees of the Landlord (the "Board") to be in the best interests of the Landlord and its inhabitants; and WHEREAS, the Tenant is a duly and regularly created, organized and existing public body corporate and politic, existing as such under and by virtue of the constitution and laws of the State of Colorado, authorized by Section 24-90-109, C.R.S., to lease any real or personal property, as lessee, together with any facilities thereon, when deemed by the Board of Trustees of the Tenant to be in the best interests of the Tenant; and WHEREAS, certain Larimer County, Colorado, Estes Valley Public Library District Government Obligation Library Bonds Series 1990 Bonds ("the Bonds") are proposed to be issued in order to provide funds to finance the acquisition, construction, and equipping of a new District Library facility ("the Project"); and WHEREAS, the proceeds from the sale of the Bonds will be -1- ep-7 2-2-90 disbursed by the District for the construction and equipping of the Project; and WHEREAS, the Landlord has determined and hereby determines that the leasing of the Site to the Tenant in the manner and for the purposes provided herein is in the best interests of the Landlord; and WHEREAS, the Tenant has determined and hereby determines that the leasing of the Site from the Landlord in the manner and for the purposes provided herein is in the best interests of the Tenant; and WHEREAS, the construction, acquisition and equipping of the Project, and the execution, performance and delivery of this Ground Lease, have been authorized, approved and directed by the Tenant; and WHEREAS, the execution and performance of this Ground Lease has been authorized by all necessary and appropriate actions of the Landlord and the Tenant; and NOW, THEREFORE, for and in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows: ep-7 2-2-90 ARTICLE I DEFINITIONS Section 1.1 Unless the context requires otherwise, the terms used herein shall have the meanings ascribed thereto by the preambles hereto. In addition, unless the context requires otherwise, the following terms shall have the meanings specified below. "Force Majeure" means, without limitation, the following: acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; orders of restraints of any kind of the government of the United States of America or of the State, or any of their departments, agencies or officials or any civil or military authority; insurrection; riots; landslides; earthquakes; storms; droughts; floods; explosions; breakage or accidents to machinery, transmission pipes or canals; or any other cause of event not within the control of the Tenant. ',Ground Lease Default" means one or more of the events described in Section 10.1 of this Ground Lease. ',Landlord,' means the Town of Estes Park, Colorado. "Permitted Encumbrances" means (a) liens for taxes and assessments, if any, not then delinquent; and (b) utility, access and other easements and rights of way, restrictions and exceptions which do not interfere with or impair the ability of the Tenant to construct improvements on the Site. ',Project" means the new District Library Facility proposed to be constructed on the Site. "Site" means the real property more fully set forth on Exhibit "A", plus all improvements located thereon through the construction of the Project. "State" means the State of Colorado. "Tenant" means the Estes Valley Public Library District. ep-7 2-2-90 ARTICLE II REPRESENTATIONS, COVENANTS AND WARRANTIES Section 2.1 Representations, Covenants and Warranties of the Landlord. The Landlord represents, covenants, and warrants as follows: (a) The Landlord is a public body, politic and corporate, duly organized and existing within the State under the constitution and laws of the State. The Landlord has duly authorized and approved the execution and delivery of this Ground Lease. (b) The leasing of the Site to the Tenant under the terms and conditions provided for in this Ground Lease, is necessary, convenient, and in furtherance of the Landlord's governmental purposes, and is in the best interests of the citizens and inhabitants of the Landlord. (c) To the knowledge of the Landlord, neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby conflicts with or results in a breach of • the terms, conditions, or provisions of any restriction or any agreement or instrument to which the Landlord is now a party or by which the Landlord is bound, or constitutes a default under any of the foregoing. (d) To the knowledge of the Landlord, there is no litigation or proceeding pending or threatened against the Landlord or any other person affecting the right of the Landlord to execute this Ground Lease or the ability of the Landlord to comply with its obligations hereunder. Section 2.2 Representations, Covenants and Warranties of the Tenant. The Tenant represents, covenants, and warrants as follows: (a) The Tenant is a public body politic and corporate duly organized and existing within the State under the constitution and laws of the State. The Tenant has duly authorized and approved the execution and delivery of this Ground Lease and other documents related to this transaction. (b) The leasing of the Site to the Tenant under the terms and conditions provided for in this Ground Lease, is necessary, convenient, and in furtherance of the Tenant's governmental purposes, and is in the best interests of the citizens and inhabitants of the Tenant. ep-7 2-2-90 (c) The Tenant will not pledge, assign, mortgage or encumber any of its rights under this Ground Lease. (d) To the knowledge of the Tenant, neither the execution and delivery hereof, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby conflicts with or results in a breach of the terms, conditions, or provisions of any restriction or any agreement or instrument to which the Tenant is now a party or by which the Tenant is bound, or constitutes a default under any of the foregoing. (e) To the knowledge of the Tenant, there is no litigation or proceeding pending or threatened against the Tenant or any other person affecting the right of the Tenant to execute this Ground Lease or the ability of the Tenant to comply with its obligations hereunder. ep-7 2-2-90 ARTICLE III LEASING CLAUSE The Landlord leases the Site to the Tenant, and the Tenant leases the Site from the Landlord, in accordance with the provisions of this Ground Lease, subject only to Permitted Encumbrances, to have and to hold for the term of this Ground Lease as provided herein. . ep-7 2-2-90 ARTICLE IV TERM OF GROUND LEASE Section 4.1 Commencement of Term of Ground Lease. The term of this Ground Lease shall commence as of , ,14i'cN / , 1990, and shall terminate as provided in Section 4.2 hereof. Section 4.2 Termination of Term of Ground Lease. term of this Ground Lease shall terminate mAwcs✓ 2089. The Termination of the term of this Ground Lease shall terminate all unaccrued obligations of the Tenant and shall terminate the Tenant's rights of possession under this Ground Lease. At the end of the term of this Ground Lease, all right title and interest of the Tenant in and to the Site shall be vested in the Landlord; and upon the request of the Landlord, the Tenant shall execute and deliver any instrument of transfer, conveyance or release necessary or appropriate to confirm the vesting of such right, title and interest in the Landlord as provided herein. The parties agree to renegotiate this Ground Lease following the termination of the Lease so long as said termination was not caused by a Ground Lease Default by Tenant. Section 4.3 Construction and Disposition of Improvements. The construction of all improvements on the Site shall be the responsibility of the Tenant. At any time during the term of this Ground Lease, the Tenant shall have the privilege of constructing and installing any buildings, structures, facilities, or other improvements on or to the Site, and to remodel, alter, expand or otherwise improve any existing buildings, structures, facilities, or other improvements on the Site to which such party has title, and to demolish, raze, tear down, or otherwise remove any such buildings, structures facilities, or other improvements, so long as such actions do not damage permanently or reduce the value of the Site. Tenant shall obtain the written consent of Landlord for any demolishing, raising, tearing down or removing any of the buildings or structures which consent shall not be unreasonably withheld. At the end of the term of this Ground Lease, all right, title and interest of the Tenant in and to the Project, and any other property which has become permanently affixed to the Site shall be vested ep-7 2-2-90 in the Landlord; and at the request of the Landlord, the Tenant shall execute and deliver to the Landlord any instrument or transfer, conveyance, or release necessary or appropriate to confirm the vesting of such right, title, and interest in the Landlord. ep-7 2-2-90 ARTICLE V ENJOYMENT OF THE SITE Section 5.1 Ouiet Enjoyment. The Landlord hereby covenants that the Tenant shall, during the term of this Ground Lease, peaceably and quietly have, hold and enjoy the Site without suit, trouble, or hindrance from the Landlord, except as expressly required or permitted by this Ground Lease. The Landlord shall not interfere with the quiet use and enjoyment of the Site by the Tenant during the term of this Ground Lease. The Landlord shall, at the request of the Tenant, join and cooperate fully in any legal action in which the Tenant asserts its right to such possession and enjoyment, or which involves the imposition of any taxes or other governmental charges on or in connection with the Site. In addition, the Tenant may join in any legal action affecting its possession and enjoyment of the Site and shall be joined in any action affecting its liabilities hereunder. Section 5.2 Access to Public Rights -of -Way. The Landlord grants to the Tenant the right of all necessary ingress and egress with respect to the Site for access purposes over adjoining property owned by the Landlord during the term of this Ground Lease, for the purpose of providing ingress and egress with respect to the Site from and to public rights -of -way. ep-7 2-2-90 ARTICLE VI PAYMENT OF RENT The Tenant, or any assignee or sublessees thereof, shall pay Rent to the Landlord in the sum of ONE DOLLAR ($1.00) on A120,ec,.,< / , 1990, and on each AVApers., /s/ thereafter during the term of this Ground Lease. ep-7 2-2-90 ARTICLE VII MAINTENANCE; TAXES; INSURANCE AND OTHER CHARGES Section 7.1 Maintenance of the Site. During the Lease Term, the Tenant shall pay all costs and take all actions necessary or proper to maintain the Site and the Project in good condition and repair. Section 7.2 Taxes, Assessments and Utility Charges. At any time during the term of this Ground Lease, the Tenant shall promptly pay or cause to be paid when due all taxes, assessments and utility charges that may be imposed on or charged to the Site and the Project. Section 7.3 Insurance. During the term of this Ground Lease, the Tenant shall, at its own expense, cause public liability insurance to be carried and maintained with respect to the activities to be undertaken in connection with the use of the Site, in an amount not less than $1,000,000. Tenant shall maintain casualty and property damage insurance in the amount of the replacement value of the Project. Any such insurance policies shall be so written or endorsed as to make losses, if any, payable to the Landlord and the Tenant, as their respective interests may appear, and shall contain a provisions to the effect that the insurance company shall not cancel the policy or modify it materially and adversely to the interests of any insured party without first giving written notice thereof to such party or parties at least thirty (30) days in advance of such cancellation or modification. The Landlord and the Tenant understand and agree that both the Landlord and the Tenant are relying on, and do not waive or intend to waive, by any provision of this Ground Lease, the monetary limitations (presently $150,000.00 per person and $400,000.00 per occurrence) or any other rights, immunities and protections provided by the Colorado Governmental Immunity Act, 24-10-101 et seq., C.R.S., as from time to time amended or otherwise available to the Landlord and the Tenant, or any of their officers, agents or employees. Section 7.4 Advances by Landlord. In the event that the Tenant shall fail to make any payments or perform any acts required by Section 7.1, 7.2 or 7.3 of this Ground Lease, the Landlord may at its option make such payments or perform such acts, and any payments so made or costs or expenses so incurred by the Landlord, together with interest thereon at the rate of 18% per annum, shall be reimbursed to the Landlord by the Tenant; provided, however, that the Landlord shall not be required or obligated to make any such payments or perform any such acts. ep-7 2-2-90 Section 7.5 Compliance with Requirements. At any time during the term of this Ground Lease the Tenant (i) shall use the Site only in a careful, safe and proper manner; (ii) shall comply with all applicable zoning, subdivision and other land use requirements; ;(iii) shall not use or permit the use of the Site in any manner or for any purpose prohibited by any applicable laws, civil or criminal; (iv) shall commit no waste nor suffer the maintenance of any nuisance thereon; (v) shall comply with all orders of all courts, tribunals or other governmental authorities having jurisdiction in the matter; and (vi) shall comply with all requirements of any issuer of any insurance policy required hereunder. Section 7.6 Trash Removal. Tenant shall remove all trash from the Site at Tenant's expense. w ep-7 2-2-90 ARTICLE VIII FURTHER ASSURANCES; OTHER COVENANTS Section 8.1 Further Assurances and Corrective Instruments. The Landlord and the Tenant agree that they will, from time to time, execute, acknowledge, and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for correcting any inadequate or incorrect description of the Site hereby leased or intended so to be, or for otherwise carrying out the intention thereof. ep-7 2-2-90 ARTICLE IX ASSIGNMENTS; LIMITATIONS ON ENCUMBRANCES Section 9.1 No Encumbrance, Mortgage or Pledge. The Tenant shall not directly or indirectly create, incur, assume, or suffer to exist any mortgage, pledge, lien, charge, encumbrance, or claim on or with respect to the Site, except Permitted Encumbrances. Section 9.2 Damage, Destruction and Condemnation. If, at any time during the term of this Ground Lease (i) the Site or any portion thereof shall be destroyed in whole or in part, or damaged by fire or other casualty; or (ii) title to or the temporary or permanent use of the Site or any portion thereof shall be taken under the exercise of the power of eminent domain by any governmental body or by any person, firm or corporation acting under governmental authority; or (iii) title to or the use of all or any portion of the Site shall be lost by reason of a defect in title thereto; then the Landlord and the Tenant shall cause the Net Proceeds of any insurance claim or condemnation award to be applied to the prompt replacement, repair or restoration of the Site and the Project. Any Net Proceeds remaining after such work has been completed shall be paid to the Landlord and the Tenant, as their interests may appear. If the Net Proceeds are insufficient to pay the full cost of such replacement, repair and restoration, the Tenant shall be obligated to pay any cost in excess of the Net Proceeds. ep-7 2-2-90 ARTICLE X DEFAULT AN REMEDIES Section 10.1 Ground Lease Default Defined. Any one or more of the following shall be a Ground Lease Default under this Ground Lease: (a) Failure by the Tenant.to pay any Rent at the time specified herein for a period of ten (10) days after written notice specifying such failure and requesting that it be remedied, shall be given by the Landlord; or (b) Failure by the Tenant to observe and perform any covenant, condition or agreement on its part to be observed or performed, other than as referred to in (a), for a period of forty-five (45) days after written notice, specifying such failure and requesting that it be remedied, shall be given by the Landlord,unless the Landlord shall agree in writing to an extension of such time prior to its expiration; provided however, that if the failure stated in the notice cannot be corrected within the applicable period, the Landlord shall not withhold its consent to an extension of such time if corrective action shall be instituted within the applicable period and diligently pursued until the default is corrected; and provided further, that if, by reason of Force Majeure, the Tenant shall be unable in whole or in part to carry out any agreement on its part herein contained, other than the obligation to pay Rent, the Tenant shall not be deemed in default during the continuance of such inability. However, the Tenant agrees to remedy, as promptly as legally and reasonably possible, the cause or causes preventing it from carrying out its agreement. Section 10.2 Remedies on Default. Whenever any Ground Lease Default shall have happened and not been cured pursuant to the provisions of subparagraph 10.1(b), above, the Landlord shall have the right, at its option and without further demand or notice, to remove the Tenant from the Site pursuant to the applicable Statutes of the State of Colorado and may, at its option, take what other action at law or in equity may appear necessary or desirable to enforce its rights under this Ground Lease and terminate the Tenant's, possession of the Site. Section 10.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to the Landlord is intended to be exclusive, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and -15- ep-7 2-2-90 power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Landlord to exercise any remedy reserved hereby, it shall not be necessary to give any notice other than such notice as may be required in this Article X. Section 10.4 Agreement to Pay Attorney's Fees, Expert's Fees and Expenses. In the event that either party hereto shall default under any of the provisions hereof and the nondefaulting party shall employ attorneys or experts or incur other expenses for the enforcement, performance or observance of any obligation or agreement on the part of the defaulting party herein contained, the defaulting party agrees that it shall on demand therefor pay to the nondefaulting party the reasonable fees of such attorneys and experts and such other reasonable expenses so incurred by the nondefaulting party. ep-7 2-2-90 ARTICLE XI CONSTRUCTION OP THE PROJECT Section 11.1 Review. The Tenant shall provide the Landlord with the design specifications for the Project prior to the bidding or execution of any construction contracts. The Tenant shall obtain the written approval of the Landlord for the design of the Project in order to insure that the Project is compatible with the other property of the Landlord contiguous to the Project. Such approval shall not be unreasonably withheld. The Board shall complete its review of the design specifications within thirty (30) days of the submittal of all design specifications by the Tenant. Section 11.2 Construction Storage Area. Landlord shall provide a Construction Storage and Administration Area for use by the Tenant during the construction of the Project. The location of said area shall be in the sole discretion of the Landlord. The Tenant shall be responsible for all maintenance, security, removal and cleanup of said area during the construction and following the completion of construction. Section 11.3 Landscaping and Sidewalks. The Tenant shall redesign, replace and rebuild the landscaping and sidewalks on the property owned by the Landlord contiguous to the Site. The design of said landscaping, and/or replacement and rebuilding of sidewalks shall be subject the written approval of the Landlord. Following completion of the landscaping and sidewalks by the Tenant, the Landlord shall maintain all exterior landscaping and sidewalks located on the Site and on the Landlord's contiguous property. Section 11.4 Physical Connection. The parties contemplate that the Project shall be physically connected to property owned by the Landlord. The design and specification of said physical connection shall be subject to the written approval of Landlord. Following the construction of said physical connection, it shall be the responsibility of Tenant for all repairs and maintenance of any joint use areas between the Project and the property of Landlord. Section 11.6 Parking. Tenant agrees to cooperate with the Landlord in the event Landlord determines to redesign and reconstruct the Municipal Building Parking Lot. The Tenant also agrees to coordinate with the Landlord in the use and reconfiguration of the Municipal Building Parking Lot during the construction of the Project. ep-7 2-2-90 Section 11.7 Relocation of Appurtenances. Tenant agrees to relocate any utilities, irrigation controls, drainage facilities or other appurtenances of Landlord which are affected by the design and construction of the Project. The relocation of such utilities, irrigation controls, drainage facilities or other appurtenances shall be at the expense of the Tenant. Section 11.8 Builder's Risk Insurance. During the construction of the Project, Tenant shall procure and maintain builder's risk completed value insurance upon the Project in the amount of the estimated replacement cost of the Project. The Landlord shall be a certificate holder, and the policy shall contain a provision prohibiting cancellation, modification or termination of the policy without thirty (30) days' prior written notice to Landlord. Section 11.9 Temporary Construction. The Tenant shall be entitled to use any portion of Landlord's contiguous property necessary for the construction of the Project. The amount of Landlord's property used by Tenant in the construction of the Project shall be the minimal amount necessary for construction purposes. Section 11.10 Contractor's General Public Liability and Property Damage Insurance. Each contractor and subcontractor involved in the Project shall be required to procure and maintain either standard form comprehensive general public liability and property damage insurance or standard form owners and contractors protective liability insurance, during the duration of such contractor's or subcontractor construction contract in the amount of at least $1,000,000; provided, however, the Landlord may approve a lesser amount of coverage. If standard form comprehensive general public liability and property damage insurance is procured, such policy shall include the Landlord as an additional named insured and shall include a provision prohibiting cancellation or termination without thirty (30) days' prior written notice to the Landlord. If standard form owners and contractors protective liability insurance is procured, such policy shall include the Landlord as an additional insured, and shall include a provision prohibiting cancellation or termination without thirty (30) days' prior written notice to the Landlord. A certificate of insurance in form acceptable to the Landlord shall be provided to the Landlord with respect to each contractor and subcontractor. Such insurance shall provide protection from all claims for bodily injury, including death, property damage and contractual liability. The Landlord and the Tenant understand and agree that both the Landlord and the Tenant are relying on, and do not waive or intend to waive, by any provision of this Ground Lease, the monetary limitations (presently $150,000.00 per person and „ep-7 2-2-90 $400,000.00 per occurrence) or any other rights, immunities and protections provided by the Colorado Governmental Immunity Act, 24-10-101, et. seq., C.R.S., as from time to time amended or otherwise available to the Landlord and the Tenant or any of their officers, agents or employees. Section 11.11 Protection of Landlord's Property. The Tenant shall be responsible for protecting all of Landlord's property contiguous to the Site during the construction of the Project. Tenant shall take all steps necessary to insure that there is no damage done to the contiguous property of Landlord and secure the safety of all persons using Landlord's property. In the event that Landlord's property is damaged during the construction of the Project, Tenant shall immediately repair or replace the damaged portion of Landlord's property. Section 11.12 Expenses of Design and Review. All expenses of the design and review of the items set forth in this Article XI shall be at the expense of Tenant, including any out-of-pocket expenses of Landlord in reviewing plans and specifications, including but not limited to legal fees, engineering fees, architectural fees and costs. The Landlord agrees to consult with Tenant prior to incurring any expenses under the terms of this Section. Section 11.13 Coordination of Construction. The Tenant agrees to consult and coordinate the construction of the project with Landlord in order to minimize the disruption of Landlord's activities on Landlord's property contiguous to the Site. ep-7 2-2-90 ARTICLE XII MISCELLANEOUS Section 12.1 Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by certified or registered mail, postage prepaid, addressed as follows: Landlord: Tenant: TOWN OF ESTES PARK, COLORADO Post Office Box 1200 Estes Park, CO 80517 ESTES VALLEY PUBLIC LIBRARY DISTRICT Post Office Box 1687 Estes Park, CO 80517 The Landlord and the Tenant may, by written notice, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Section 12.2 Binding Effect. This Lease shall inure to the benefit of and shall be binding upon the Landlord and the Tenant and their respective successors. Section 12.3 Amendments, Changes and Modifications. This Ground Lease may not be amended, changed, modified or altered without the written consent of the parties hereto. Any such amendment, change, modification or alteration shall be in writing and executed in the same manner as this Ground Lease is executed. Section 12.4 Obligations of Landlord. No provision of this Ground Lease shall be interpreted or construed as a general obligation debt or indebtedness of the Landlord. Section 12.5 Holidays. If the date for making any payment or the last day for performance of any act or the exercising of any rights, as provided in this Ground Lease, shall be a legal holiday or a day on which banking institutions in the Town of Estes Park are authorized by law to remain closed, such payment may be made or act performed or right exercised on the next succeeding day not a legal holiday or a day on which such banking institutions are authorized by law to remain closed, with the same force and effect as if done on the nominal date provided in this Ground Lease. ep-7 2-2-90 Section 12.6 Severability. In the event that any provision of this Ground Lease, other than the requirement to pay Rent and the requirement of the Landlord to provide quiet enjoyment of the Site, shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof, the intention being that the various provisions hereof shall be severable. Section 12.7 Execution in Counterparts. This Ground Lease may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 12.8 Applicable Law. This Ground Lease shall be governed by and construed in accordance with the laws of the State of Colorado with venue in Larimer County. Section 12.9 Captions. The captions or headings herein are for convenience only and in no way define, limit or describe the scope or intent of any provisions or sections of this Ground Lease. IN WITNESS WHEREOF, the Tenant has executed this Ground Lease in its corporate name and attested by its duly authorized officers, and the Landlord has caused this Ground Lease to be executed. All of the above are effective as of the date first above written. ATTEST: own C erk TOWN OF ESTES PARK, COLORADO, as Landlord By: Mayor ESTES VALLEY PUBLIC LIBRARY DISTRICT, as Tenant By: ep-7 2-2-90 STATE OF COLORADO ) ss. COUNTY OF LARIMER ) The foregoing instrument was acknowledged before me this LSD day of February, 1990, by H. Bernerd Dannels, as Mayor, and by Vickie O'Connor as Town Clerk, of the TOWN OF ESTES PARK, COLORADO, a Colorado Municipal Corporation. WITNESS my hand and official seal. My Commission Expires:n;`Q, at lqq 3 Notary Public STATE OF COLORADO ) ss. COUNTY OF LARIMER ) Th9foregoing instrument was acknowledged before me this } day of February, 1990, by John Adams as President and by Louise Lindsey, as Secretary of the ESTES VALLEY PUBLIC LIBRARY DISTRICT. WITNESS my hand and official seal. My Commission Expires: ic.:(2NAQ7( Not. Public LIBRARY BUILDING ENVELOPE January 23, 1990 A portion of the NE 1/4 of Section 25, TSN, R73W, Larimer County, Colorado, more particularly described as commencing at the southwest corner of Lot 13, Block 11, Second Amended Plat of the Town of Estes Park; thence thence thence thence thence thence thence thence N72' 30 ' E N17'30'W N72 30'E S17°30'E N72` 30 ' E N17'30'W S7 30'W S17C30'E 150 feet; 5 feet; 40 •feet to the True Point of Beginning; 22 feet; 110 feet; 105 feet; 110 feet; 83 feet to the True Point of Beginning; containing 0.265 acres, more or less. EXHIBIT "A" ,L6.9b£ M,OE.LIN W O =N y- 0 $17/ M,c7(0G/N _7,C74.6/st oa 110 AB J1191tl 3011 d1353Bd 31BISS Fd 111VM301S l" MOZIOE.LIN�31/roo .va N -- 0 CI 4 W p)61 IM11 N .y ,00"O9 M,OE.LIN -� EXHIBIT "A" Ilona o10 TOWN OF ESTES PARK (nI)'' I . Hop11.Ik( I(t\\ thIli)tititrator Estes Park, Colorado 80517 December 5, 1989 Ms. Judy Hoxsey, Library Director Estes Valley Library District P. O. Box 1687 Estes Park, CO 80517 Dear Judy: This letter will confirm that the Town Board of the Town of Estes Park, Colorado, agreed to the proposed new library building envelope and a 99-year lease of the site to the Estes Valley Library District. This site is adjunct to and east of the Town's Municipal Building. This action was approved at the regular Town Board meeting on October 24, 1989. If I can be of further assistance, please contact me directly. Sincerely, TOWN OF ESTES PAR Gary F.Klapa,e Town Administrator GFK:ck I . I.). 11ux 1?f10 I+ I( Itlutlt+ ( 3) r;11O