HomeMy WebLinkAbout2018-020-Amendment to Commercial Lease
THIRD AMENDMENT TO COMMERCIAL LEASE
THIS THIRD AMENDMENT TO COMMERCIAL LEASE (hereinafter referred to as the "Third Amendment") is entered into
by and between Deluca Revocable Trust (hereinafter referred to as "Landlord") and the City of Ashland, an Oregon
municipal corporation, (hereinafter called "Tenant").
RECITALS
A. Tenant previously entered into a lease with the Claycomb Charitable Remainder Unitrust effective April 1,
2013 (hereinafter referred to as the "Lease"), for that certain real property located at the Plaza Mall, 40
N. Main Street in Ashland, Oregon, consisting of approximately 270 square feet, as more particularly
described in the Lease (hereinafter referred to as the "Leased Premises").
B. Tenant executed a Tenant Estoppel Certificate in favor of the Claycomb Remainder Trust on November
7, 2016.
C. On or about December 14, 2016, the Premises was purchased from the Claycomb Charitable Remainder
Unitrust by Ron Deluca, and all rights and obligations under the Lease were assumed by Landlord.
D. On or about December 28, 2016, Landlord and Tenant executed Lease Addendum #1 to provide for the
payment of rent to Ron Deluca.
E. Effective October 1, 2017 Landlord and Tenant entered into the Second Amendment to Commercial
Lease (hereinafter referred to as the "Second Amendment"), permitting the installation of heating and air
conditioning units as more particularly described in the Second Amendment.
F. Both parties acknowledge Landlord's name has been modified to Deluca Revocable Trust.
AGREEMENT
In consideration of the mutual covenants and promises contained in this Third Amendment, Landlord and Tenant
covenant and agree that the Lease is amended, supplemented, and modified as follows:
1. Tenant exercises the option to renew as stated in Section 1.11 for an additional five (5) years,
commencing April 1s', 2018 and terminating March 31, 2023.
2. Tenant shall have no additional Options to Renew.
All other terms and conditions of the Lease shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Third Amendment as of the date set forth below.
LANDLORD: TENANT:
Deluca Revocable Trust City of Ashnd, an Oregon municipal corporation
BY: BY:
Printed- Mme: Jayme Palodichuk, Broker Printed Name: T~ 6k1~ G I 1e~rZ 1G
Title: As Agent for Ron Deluca Title: hCe-!- cY 11 el
Date: Date: I i ~3
1 OVED S FORM
Ashland Attome
Page 1 of 1: THIRD AMENDMENT TO COMMERCIAL LEASE BETWEEN CI'I Y,. .~.~.".R~' TRUST
LEASE
THIS LEASE is made as of the day of 20 by and between the Claycomb
Charitable Remainder Unitrust, hereinafter referr to as "Landlord" and The City of Ashland, a
municipal corporation, hereinafter referred to as "Tenant(s)".
RECITALS
1. Landlord is the owner of the Plaza Mall, located at 40 North Main Street, Ashland, Oregon and
the Claycomb/Block Building, located at 25 East Main Street, 30, 40, and 60 North Main Street, and 10
Water Street, Ashland, Oregon (said Mall, Land and said Building hereinafter referred to collectively as .
the "Property");
2. Tenant desires to lease from landlord, and landlord desires to lease to tenant, a certain portion
of the property for a term of five (5) years; and
3. in consideration of the above recitals and of the terms, covenants and conditions hereof, and for
other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
and intending to be bound hereby, tenant and landlord hereby agree as follows:
1.
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LETTING OF PREMISES AND PAYMENTS
1.1 Premises Covered. Landlord hereby leases and lets to tenant that certain portion of the property
consisting of approximately 270 square feet (said portion of the property hereinafter referred to as the
"Leased Premises"), in addition to the non-exclusive right to use, but in no event possess, all common
areas adjoining the leased, premises. Tenant is also given exclusive use of two parking spaces
immediately adjacent to the leased space.
1.2 ' Use of Leased Premises. Tenant agrees to use the leased premises for a police substation.
Tenant shall riot change the nature of such use without landlord's written consent.
1.2.1 In no event shall tenant be entitled to use the leased premises in any way which increases
the probability or the occurrence of fire or which increases landlord's expense of obtaining fire
insurance as described in paragraph 3.3 of this lease.
1.2.2 Tenant will not make any unlawful, improper or offensive use of the premises, tenant will
not permit any objectionable noise or odor to escape or to be emitted from the premises or do
anything or permit anything to be done upon or about the prenises in any way tending to create a
nuisance; tenant will not sell or permit to be sold any product, substance or service upon or about
the premises, excepting such as tenant may be licensed by law to sell and as may be herein
expressly permitted.
1.2.3 Tenant shall regularly occupy and use the premises for the conduct of tenant's business,
and shall not abandon or vacate the premises for more than ten: Clays without written approval of
landlord.
1.2.4 Tenant shall comply at tenant's own expenses with all laws and regulations of any
municipal, county, state, federal or other public authority respecting the use of the premises.
These include, without limitation, all laws, regulations, and ordinances pertaining to air and water
tauality, hazardous materials as herein defined, waste disposal, air emissions and other
environmental matters. As used herein, hazardous material means any hazardous or toxic
substance, material or waste, includirig but not limited to those substances, materials, and waste
• listed in the U.S. Department of Transportation of Hazardous Materials Table or by the U.S_
Environmental Protection Agency as hazardous substances and amendments thereto, petroleum
Products, or such other substances, materials, and waste that are or become regulated under any
applicable local, state, or federal law.
1.3 Term of Lease. The term of this lease is five (5) full calendar years, commencing on the 1st day of
April, 2013 and terminating on the 315` day of March, 2018, unless renewed as provided in paragraph
1.11 below.
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1.6.1 In no event shall the cost of living adjustment called for in paragraph 1.6 for any annual
period exceed FIVE PERCENT (5%). If an increase in rent called for by paragraph 1.6 should exceed
FIVE PERCENT (55S), the increase in rent for that annual period shall be FIVE PERCENT (51%) and the
increase in rent foregone pursuant to this subparagraph 1.6.1 shall be carried over to, and added
to the increase in rent called for by paragraph 1.6 for the next ensuing annual period- If the
increase in rent called for by paragraph 1.6 for that ensuing annual period, plus the increase in
rent carried over to that ensuing annual period, pursuant to this subparagraph, should also exceed
FIVE PERCENT (5%), the increase in rent for that ensuing annual period shall be FIVE PERCENT (5916')
and the increase in rent foregone similarly carried over to the next annual period.
1.7 Tenant's Pro Rata Share of Insurance Cost Increases. The basic rent shall be adjusted as of each
January payment date during the term hereof, including any renewals, to provide additional rental
proportionate to the increase in the cost to landlord of insuring the property as described in paragraph
3.3 of this lease (said cost hereinafter referred to as "Landlord's Insurance Cost"). For this purpose,
landlord's insurance cost for 2012 shall be-the basis upon which increases in landlord's insurance cost
are detei mined.. Each year during the term hereof, including any renewals, upon landlord's insurance
cost being billed to landlord, the increase, if any, of landlord's insurance cost for that annual period over
landlord's insurance cost for the 2012 annual period, shall be prorated between all tenants on the taxed
property, said proration to be determined with and calculated by using the method described in
paragraph 1.5. In no event shall the monthly rental be decreased pursuant to this paragraph.
1.8 Utilities: Tenant shall be responsible for payment of all utilities and trash pickup service provided
to the leased premises: Those utilities which are supplied to tenant in common with the other tenants
on the property shall be paid for on a prorated basis, according to the ratio that is currently being
utilized. Should landlord, pursuant to paragraph 1.2 of this lease allow tenant's use of the leased
premises to change in a manner which substantially increases the cost of utilities used by tenant, there
shall be a reevaluation of tenant's obligation under this paragraph. Landlord shall include a provision
identical in effect to this paragraph in all. leases which he may execute with other tenants on the
property.
1.9 Landlord's Right of inspection. Landlord, or any agents or representatives of landlord, shall have
the right to, at all reasonable times, enter upon and inspect the leased premises.
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1.7:0 Payment. Tenant agrees to make all payments called for by this. lease before the 7th of the month-
A late fee of $50.0D will be charged for rent payments arrilving after the 7th df the month. Payments shall
be posted to the landlord at 105 Christy. Court, Phoenix, OR 97535, or to such other person or place as
. landlord may hereafter direct. Checks are to be made payable to Claycomb Charitable Remainder
Unitrust (Claycomb CRUT).
1.11 Option to Renew. if tenant is not and has never been in default of any term of this lease, tenant
shall'have an option to renew this lease on the same terms and conditions for one additional extension
for a period of five years. In order to exercise this renewal' option, tenant must notify landlord of his
intent to renew the lease no earlier than one hundred fifty (150) days and no later than sixty (60) days
prior to expiration of the initial term hereof. Any renewal option is subject to possible rent increases.
1.72 Termination. Upon the termination of this lease, tenant shall deliver'up the leased premises to
landlord peaceably and quietly and in as good condition and repair as the leased premises were in or
_ may hereafter be placed in, reasonable wear and use excepted, and, if such termination be pursuant to
paragraph 3.5 of this lease, damage from fire or other casualty covered by -applicable insurance
excepted. Provided tenant is not then in default and has not breached this lease, it is agreed that upon
termination of this•lease,.tenant shall be entitled. to remove any fixtures or items of personal property
placed on the property, and owned by tenant provided, however, that tenant shall have the duty to
repair any damage caused by such removal and provided that such removal shall be performed prior to
termination of this lease unless landlord shall have otherwise given to tenant notice of landlord having
consented to a later removal..
If.
MAINTENANCE
2.1 Landlord's Repairs- Landlord agrees to (i) make repairs necessary to maintain the roof and
gutters, exterior walls, bearing walls, structural members and foundation of the leased premises; {ii)
repair sidewalks and curbs and areas used in common by tenant and other tenants on the property; (iii)
repair and maintain exterior water, sewage, gas and electrical services up to the point of entry of same
onto the leased premises; and (iv) repair and maintain the heating and air conditioning system within
the common area which tenant shares with 'other tenants on the property.
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2.~-'Tenant's Maintenance. Tenant agrees to maintain the leased premises in good and clean
condition. Tenant further agrees that tenant will maintain a pleasant and aesthetic appearance of the
leased premises. Notwithstanding anything in paragraph 2.1 above to the contrary, tenant shall make all
necessary repairs of any condition on the leased premises and/or the property caused by tenant's
deliberate or negligent act.
Tenant agrees not to alter the premises without first obtaining landlord's permission. Tenant: agrees not
to make. any modifications to existing infrastructure including ;malls, doors, windows, light fixtures,
electrical, or plumbing. Any electrical or plumbing repairs will be performed by licensed and bonded
contractors approved by landlord. Tenant specifically agrees to reimburse landlord for the cost of
repairing any darriage caused by non-adherence to the above limitations.
2.3 Liens and Encumbrances. Tenant shall pay when due all claims for services rendered and
materials furnished to tenant in connection with the leased premises and/or the property. Tenant shall
keep the property free and clear of all liens and encumbrances of any nature- If tenant falls to pay any
such claim or claims or to discharge any such lien or encumbrance, landlord may do so and collect the
same from tenant. Any amount so paid by landlord shall bear interest at the rate of TEN PERCENT (10%)
per annum from the date expended by landlord and shall be payable upon demand. Such action by
landlord shall not constitute a waiver of any right or remedies which landlord may have on account of
tenants default. Tenant may withhold payment to any person rendering such_services or providing such
materials in connection With- a good faith dispute over the obligation to pay, so long as landlord's
Property interest is not jeopardized. If a lien is filed as a result of.tenant's conduct or lack thereof,
tenant shall defend the same. if tenant suffers an adverse decision in connection with any such lien,
tenant will satisfy the same within thirty (30) days and if tenant shall fail to do so, landlord may pay the
same as above provided and collect the same from tenant. Any amount so paid by landlord shall bear
interest at the rate of TEN PERCENT {10%) per annum from the date expended by landlord and shall be
payable :upon demand-
111.
RISK ALLOCATIONS
3.1 Indemnification. Unless caused by landlord's negligence or breach of landlord's obligations as set .
forth in }paragraph 2.1 above, tenant will indemnity and hold landlord harmless from any and all
expenses (including attorney's fees), fines damages, costs, losses, claims, suits and actions arising out of
or in any spray connected with the lease and occupancy of the leased premises.
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3.2" Liability Insurance. Tenant shall continuously maintain during the term of this lease, including any
renewais, comprehensive public liability and property damage insurance, with a crass-liability clause of
endorsement, insuring landlord and tenant against all legal liability for damages to persons or property
caused by the ownership, possession, maintenance, use or occupancy of the leased premises or by
reason of the conduct of any business carried on therein, in amounts not less than the following limits:
a. Public Liability $300,000.00 per person
$1,000,000.00 per occurrence
b. Property Damage $300,000.00
Landlord Claycomb Charitable Remainder Unitrust shall be named as an additional insured 'in such
policy of insurance and a memo copy of the policy acceptable to landlord shall be given by tenant to
.landlord which shall evidence tenant's compliance with the terms of this section and which shall
acknowledge that any notice of cancellation shall he furnished by the insurance company to landlord not
less than ten [10) days prior to the effective date thereof.
The insurance policy/Certificate of Liability should be endorsed and read as follows:
Claycomb Charitable Remainder Unitrust is an/the additional insured.
The box marked Certificate Holdershould read as follows (all spelled out correctly with no initials):
Claycomb Charitable Remainder Unitrust ,
Stefanie Claycomb, Trustee
105 Christy Court Phoenix, Oregon 97535
3-3 Fire and Extended Coverage Insurance. Each of the parties agrees to maintain full fire insurance
with extended coverage on the properties owned by the respective parties. Specifically, tenant agrees
to maintain coverage to the full insurable value of his inventories, supplies, fixtures and personal
property which may at any time be located on the leased premises. Landlord agrees to maintain fire
insurance with extended coverage on the property. Tenant shall have no interest in said policy or the
proceeds therefrom nor any right to make claim thereon except as expressly provided herein.
3.4, t~elease and itltaiver of Subro ation.. Each of the parties hereby releases the other party, his
employees and his successors of any kind, from any and all liability and waives his right to recover
against the other party, his employees and his successors of any kind, for any loss or damage to the
property resulting from fire, explosion or other casualty enumerated in a standard fire insurance policy
usritf~ extended coverage, irrespective of whether the limits thereof are sufficient to fully cover such loss
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dr-- damages, and each of the parties hereby uiaives the subrogation rights of his insurance carriers
providing coverage against, such loss or damage. Each of the parties further agrees to take any and all
steps which may be required to inform his carrier of this provision and to have endorsements, if
necessary, placed on the respective . policies of insurance to carry into effect the provisions of this
paragraph.
36 Damage or Destruction to Property. In the event a portion of the property is damaged or
destroyed from any cause, and said damage or destruction exceeds FIFTY PERCENT (50%) of the then
replacement value of the property then either party may within thirty (30) days after such damage or
destruction, elect to terminate this lease by giving notice to the other. In the event of such an election,
this lease shall terminate as of the date of such damage or destruction. In the event the property is
,datnaged or destroyed from any cause, and said damage or destruction does not exceed FIFTY PERCENT
(50%) of the then replacement value of the property, landlord shall restore the property to substantially
the same condition as it was in immediately before such damage or destruction and this lease shall .
remain in full force and effect, but only if such restoration can be made under the existing laws and can
be completed within ninety (30) working days after the date of such damage or.destruction. If said
restoration cannot be made in such time, then within fifteen (15) days after the parties determine that
such restoration cannot be made in such time, tenant may terminate this lease immediately by giving
notice to landlord. If tenant fails to terminate this lease and if restoration is permitted under the
existing laws, landlord, at his election may either terminate this lease or restore the property within a
reasonable time and this lease shall continue in full force and effect. If the existing laws do not permit
the restoration, either party may terminate this lease immediately by giving notice to the other party.
3-5-1 Upon any such damage or destruction, landlord shall have the right to take possession of
the property or any portion thereof, including the leased premises, as may be reasonably
necessary to the landlord- Tenant agrees to vacate same upon landlord's request. For the period
of time between the date of such* damage or destruction and until such repairs have been
substantially completed, there shall be such abatement of tenant's rent as may be fair and
equitable to the parties, considering the use which tenant may be able to make of the leased
premises during such period.
3- Longemnation- If the whole or any part of the property shall be condemned or taken for public or
cluasi-public use by an properly constituted authority and the taking is such as to render the leased
premises unsuitable for the further conduct of tenant's business therein, tenant shall be entitled! to
cancel this lease and receive from landlord any unearned rent paid to landlord in advance. If, despite
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the taking, any portion of thi? leased premises is still suitable for the further conduct of tenant's business
therein, then this lease shall continue in effect, except only that there shall be such an abatement of
tenant's rent as may be fair and equitable to the parties, considering the use which tenant may be able
to make of the leased premises subsequent to such taking. The amount of any condemnation award
attributable to improvements installed or erected by tenant at his expense or to loss or interference
with tenant's business or moving expense shall belong to tenant.
IV.
DEFAULT
4.3 Default by Tenant. In the event of default by tenant of any obligation to landlord, landlord shall
give notice of such default. Tenant shall then cure the default within fifteen (15) days, then landlord,
besides -other rights or remedies available to hire, shall have the immediate right of re-entry and may
remove, at the cost and for the account of tenant, all persons and property from the leased premises.
Any property so removed by landlord may be stored in a public warehouse or elsewhere at the cost and
for the account of tenant. Should landlord elect to re-enter, as herein provided, or should landlord take
possession pursuant to legal proceedings or pursuant to any notice provided for by law, landlord may
either terminate this lease or may, from time to time and without terminating this lease, re-let the
le'ased premises or any part thereof for such term or terms (including a term extending beyond the term
of this lease) and at such rental or rentals and upon such other terms and conditions as landlord in his
sole discretion may deem advisable. Upon such re-lettingP tenant shall pay to landlord in addition to all
sums otherwise due hereunder, all costs and expenses incurred by landlord in connection with such re-
letting, including, by way of example only, (i) any deficiency between the sums payable by tenant to
landlord hereunder and sums actually paid to landlord by the person to whom the leased premises were
re-let; and (ii) the cost of any repairs which, pursuant to paragraph 2.2 of this lease, tenant was
obligated to make. No such re-entry or taking possession of the leased premises by landlord shall be
construed as an election on landlord's. parr to terminate this lease unless a written notice of such
intention be given by landlord to tenant or unless the termination hereof be decreed by a court of
competent jurisdiction. Notwithstanding any re-letting without termination, landlord may at any time
thereafter elect to terminate this lease for such previous default. Should landlord at any time elect to
terminate this lease for any breach, in addition to any other remedies he may have,' landlord may
recover from tenant all damages incurred by such breach, including the cost of recovering the leased
premises.
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- Late Payments. As stated in paragraph 1.10, rent is due by the 7th of each month.. Rent payments
received after the P of the month will be subject to a FIFTY DOLLAR ($50.00) late fee which will be due
immediately and payable by tenant to landlord. Tenant's failure to pay any sums payable by tenant to
landlord within five (5) nays of when due, shall constitute a breach of this lease.
4.3 Cumulative Remedies. No remedy set forth in Article IV shall be deemed to be landlord's exclusive
remedy. Landlord shall at all times have such other and further rights and remedies as may be available
to landlord either at lake or in equity, including, but not limited to, the recovery of future rents
immediately, without waiting until the date fixed for expiration of the term of this lease.
V.
MISCELLANEOUS PROVISIONS
5.1 Assignment of Sublease. Tenant shall neither assign nor sublease any portion of the leased
Premises without first obtaining the written consent of landlord, which consent shall not be
unreasonably withheld. Any attempted assignment or sublease in violation hereof shall be void and
Constitute a breach of this lease. .
5.2 Joint and Several Obligations: Each and every obligation of tenant set forth in this lease shall be
the joint and several obligation of each individual and/or entity, as the case may be, executing this lease
as tenant
5.3 Entire Aareement- This lease contains the 'entire agreement between the parties hereto
concerning the subject matter contained herein. There are no representations, agreements,
arrangements or understandings..
oral or*
written,
between or among the parties hereto relating to the
subject matter of this lease which are not fully expressed herein.
5-4 Governing Law. This lease shall be construed in accordance with, and governed by, the laws of the
State of i3regon.
5-5 Attornev's Fees. In the event that either party hereto shall commence any arbitration (if
arbitration is consented to by the parties), legal action or proceeding, including not by way of limitation,
an action for declaratory, relief, against the other by reason of the alleged failure of the other to perform
or keeg any term, covenant or condition of this lease by him to be performed or kept, the party
prevailing in said action or proceeding shall be 'e'rftitled to recover, in addition to his court costs a
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reasonable attorney's fee to be fixed by the court, and such recovery shall include court costs and
attorney's fee at trial, for arbitration, and -on appeal, if any.
5.6 Construction. Whenever used herein, the singular number shall include the plural, and the plural
number shall include the singular, and all words used in any gender shall extend to and include both
genders.
5.7 Agreement to Perform Necessary Acts. Each party to this lease agrees to perform any further acts
and to execute and deliver any documents that may be reasonably convenient or necessary to carry out
the provisions of this lease:
5.8 Amendments. The provisions of this lease may be altered, amended or repealed, in whole or in
part, only on the written consent of all parties to this lease.
5.4 Successors and Assigns. All of the provisions hereof shall be binding on, and inure to the benefit
of, the parties hereto and their respective heirs, legal representatives, successors, and assigns, subject
to the limitation on assignment or transfer otherwise herein contained.
5.10 Inyalidi If any term, covenant, condition or provision of this lease is held by a court of
competent jurisdiction to be.invalid, void or unenforceable, the remainder of the provisions hereto shall
remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.
5.11 Subsumed Obligation. In the event that any portion of a provision or covenant contained' in this
lease is held unreasonable or unenforceable in an unappealed final decision to which both parties are
bound, by a court or agency having valid jurisdiction, the applicable party expressly agrees to be bound
by each lesser covenant imposing the maximum duty permitted by law that is subsumed within the
terms of such promise or covenant, as if it were separately stated in and made a part ofthis lease.
5.17 Cantions. The captions of articles and paragraphs of this lease are for reference and convenience
only and are not to be construed in any way as part of this lease to explain, modify, amplify or aid in the
interpretation of the lease.
5.13 Time of Essence Time is of the essence in the performance of each provision of this lease.
5.14 interest an Monev Due, Any sum accruing to a- party under the provisions of this lease which are
not paid when due shall bear interest at the rate of TEN PERCENT ;10per annum from the date
written notice spec!FYing such non-payment is given to the defaulting party until paid.
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5.15 A enc . Nothing contained in this lease shall be deemed or construed by the parties hereto or by
a third person to create the relationship of principal and agent or of partnership or of joint venture or of
any other association.
5.15 Extensions. All references to the term of this lease shall include any extensions or renewals of the
initial term.
5.17 Waiver. Any waiver of landlord in enforcing any of the terms and conditions hereof shall not
constitute a waiver of landlord's right to insist upon strict compliance with such terms and conditions in
the future.
5.18 Notices. All notices, requests, demands, and other communications under this lease shall be
writing and shall be deemed to have been duly given on the date of service if served personally on the
party to whom notice is to be given, or on the third day after mailing if mailed to-the party to Whom
notice is to be given, ley first class mail, registered or certified, return receipt requested, postage
prepaid, and properly addressed as follows:
To Landlord: Claycomb Charitable Remainder Unitrust
Stefanie Claycomb, Trustee
145 Christy Court
Phoenix, Oregon 97535
To Tenant: City of Ashland Police Department
1155 East Main Street
Ashland, Oregon 97520
The address for such notices may be changed by notice given in accordance herewith.
THE PARTIES HERETO have executed this lease on the dates set forth below.
TENANT(B)
• s
Dated $y'
LANDLORD
Da ad ~y
12
THIS TENANT ESTOPPEL CERTIFICATE is made and entered into this day of
N v J~ J '
2046, by _c' 1-CY Or ASt[L t-JC-`~
("Tenan In favor of. Claycomb Charitable Remainder Unitrust i ;
and its successors and assignees ("P c aser"), Tenant acknowledges that Purchaser is
relying on this certificate in purchasing the property coverod by Tenant's le2so, i
4. Tenant confirms that its lease with the Claycomb Charita6fe Remainder Unftrust
201'3. (the "Lease"), has been properly executed and delivered by Tenant, is valid and blAding on Tenant,
has not been assigned or modified, and is In full form-and effect. The term of the Lease commenced
4 6, 1 L- t , 2013, _is scheduled to expire- 71 rwi-I ,1 ?t3 3 ~c ; and the current base refit under the
Lease Is $--12 t per month.
2, Tenant is in possession and has accepted the condition of the premises described in the
Lease (the "Premises"), any obligation of the landlord to improve the Premises has been fulfilled, and
except as stafed in the Lease, the landlord has no obligation to repair, alter, or expand the Premises.
3. Tenant has not paid any rent to the landlord more than one month In advance, and there
exist no rent concessions, allowances, rebates, or abatements, nor does Tenant have any defense against
or offset to the payment of rent.
4, Tenant has paid a $ security deposit to the Iandlotd,
S. To the best of Tenant's knowledge, there exist no defaults under the Lease by the landlord
or Tenant, and Tenant has no knowledge of any facie or circumstances that, following the expiration of any i
applicable notice or cure period, would constitute a default.
6. Tenant has no contract, right of first refusal, or option to purchase any of the Premises, and
no right to extend the Lease term, expand or relocate the Premises, or terminate the Lease, except for
7• Any notices that Purchaser gives to Tenant will be effective if delivered or malted to the
address adjacent to Tenant's signature on this certificate, and any notices that Tenant gives to Purchaser .
will be delivered or malted to
B. Thfs certificate will bind and inure to the benefit of the respective successors and assigns of
Tenant and Purchaser.
Tenant's Address: **TENANT'S NAME***
i
1
A--St~ A ~2 L3'7 a 2 Printed Name:_-A,,16
Title: 1i y h•C~{ t i ra +SF'J2 A.'i vA'~
f t
` Lease Addendum #1
This Addendum, is made effective as of the last date of signature, by and between Ron Deluca,
(hereinafter referred to as "Landlord') and City of Ashland, a municipal corporation, (hereinafter referred to as
'Tenant'),
WITNESSETH
WHEREAS, Landlord and Tenant entered into that certain Lease dated April 1, 2013, (hereinafter
referred to as the "Lease"), for certain real property containing approximately 270 square feet located at the
Claycomb Plaza Mall, 250 East Main Street, 30, 40, and 60 North Main Street and 10 Water Street, in Ashland,
OR 97520 (hereinafter referred to as the "Premises').
Tenant acknowledges and agrees that the Lease, by and between Tenant and the Claycomb Charitable
Remainder Unitrust, is in full force and effect, under the current ownership, Ron Deluca.
In consideration of the mutual covenants and promises contained in this Addendum, Landlord and Tenant
covenant and agree that the Lease is amended, supplemented, and modified as follows:
1. Tenant shall send all rents and additional charges to: Ron Deluca, cto CPM Real Estate Services, Inc.
718 Black Oak Drive
Medford, Oregon 97504
All other terms, covenants and conditions of the Lease shall remain in full force and effect In the event
of any conflicts between the terms and conditions of the Lease and the terms and conditions of this Addendum,
the terms and conditions of this Addendum shall prevail.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Addendum to be fully executed as of
the date last written below.
LANDLORD: TENANT:
Ron Deluca City of Ashland, a muniici/pal corporation
By: By:
Prin ame: Jayme Palodichuk, Broker Printed Name: ~If~' hr's
Title: As Agent for Ron Deluca Title: kT-E oepm Gi 7`I /td.~ fyl 5l /Z4 Ib~
Date:- i& Date: t2-0Z
AP Rf. Y D.AS rORM
Ashlan CttyAttnmey
r-zc '~Co
Date-
I
J
SECOND AMENDMENT TO COMMERCIAL LEASE
THIS SECOND AMENDMENT TO COMMERCIAL LEASE (hereinafter referred to as the
"Second Amendment") is entered into by and between Ron Deluca (hereinafter referred to as
"Landlord") and the City of Ashland, an Oregon municipal corporation, (hereinafter called
"Tenant").
RECITALS
A. Tenant previously entered into a lease with the Claycomb Charitable
Remainder Unitrust effective April 1, 2013 (hereinafter referred to as the
"Lease"), for that certain real property located at the Plaza Mall, 40 N.
Main Street in Ashland, Oregon, consisting of approximately 270 square
feet, as more particularly described in the Lease (hereinafter referred to as
the "Leased Premises").
B. Tenant executed a Tenant Estoppel Certificate in favor of the Claycomb
Remainder Trust on November 7, 2016.
C. On or.about December 14, 2016, the Premises was purchased from the
Claycomb Charitable Remainder Unitrust by Ron Deluca, and all rights
and obligations under the Lease were assumed by Landlord.
D. On or about December 28, 2016, Landlord and Tenant executed Lease
Addendum #1 to provide for the payment of rent to Ron Deluca.
AGREEMENT
In consideration of the mutual covenants and promises contained in this First
Amendment, Landlord and Tenant covenant and agree that the Lease is amended,
supplemented, and modified as follows:
1. Tenant and Landlord agree that Tenant shall install two new heating and
cooling units at Tenant's sole expense to service the Leased Premises.
2. In the event that there is any damage to the Leased Premises as a result
of the installation of the two new heating and cooling units, Tenant shall be
held solely responsible for repairing any such damage to the Leased
Premises.
3. This Second Amendment shall be effective October 1, 2017. .
4. All other terms and conditions of the Lease shall remain in full force and
effect.
Page I of 2: SECOND AMENDMENT TO COMMERCIAL LEASE BETWEEN CITY AND RON DELUCA
IN WITNESS WHEREOF, the parties have executed this Second Amendment as
of the date set forth below.
LANDLORD: TENANT:
Ron Deluca City of Ashland, an Oregon municipal
corporatjon
By: r L'` B D
Print ~ame: Jayme Palodichuk, Broker Printed Name:
/S
Title: As Agent for Ron Deluca Title: Clke
Date: Date: 7
Page 2 of 2: SECOND AMENDMENT TO COMMERCIAL LEASE BETWEEN CITY AND RON DELUCA
Form W-9 (Rev. 11-200.5) Page 2
mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement
arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the Certification, butyou must provide
our correct TIN. (Seethe In ctions on a e 4.)
Sign signature of
Here U.S. erson Date ( YI t
Purpose of Form Form W-9. Instead, use the appropriate Form W-8 (see
A person who is required to file an information return with the Publication 515, Withholding of Tax on Nonresident Aliens and
Foreign
IRS, must obtain your correct taxpayer identification number Entities).
(TIN) to report, for example, income paid to you,, real estate Nonresident alien who becomes a resident alien.
transactions, mortgage Interest you paid, acquisition or Generally, only a nonresident alien individual may use the
abandonment of secured property, cancellation of debt, or terms of a tax treaty to reduce or eliminate U.S. tax on certain
contributions you made to an IRA. types of income. However, most tax treaties contain a
U.S. Use Form W-9 only If U.S. provision known as a "saving clause." Exceptions specified in
person. Y You are a person the saving clause may permit an exemption from tax to
(including a resident alien), to provide your correct TIN to the continue for certain types of Income even after the recipient
person requesting it (the requester) and, when applicable, to: has otherwise become a U.S. resident alien for tax purposes.
1. Certify that the TIN you are giving is correct (or you If you are a U.S. resident alien who Is relying on an
arawalting for a number to be issued), exception contained in the saving clause of a tax treaty to
2. Certify that you are not subject to backup withholding, claim an exemption from U.S. tax on certain types of income,
or you must attach a statement to Form W-9 that specifies the
3. Claim exemption from backup withholding if you are a following five Items:
-U.S. exempt payee. 1. The treaty country. Generally, this must be the
In 3 above, if applicable, you are also certifying that as a sametreaty underwhich you claimed exemption from tax as a
U.S. person, your allocable share of any partnership income nonresident alien.
from a U.S. trade or business is not subject to the withholding 2• The treaty article addressing the income.
tax on foreign partners' share of effectively connected income. 3. The article number (or location) in the tax treaty
Note. If a requester gives you a form other than Form W-9 to thatcontains the saving clause and its exceptions.
request yourTIN, you must use the requester's form if it is 4. The type and amount of income that qualifies for
substantially similar to this Form W-9. theexemption from tax.
For federal tax purposes, you are considered a person if you 5. Sufficient facts to justify the exemption from tax
are: underthe terms of the treaty article.
• An individual who is a citizen or resident of the United Example. Article 20 of the U.S.-China income tax treaty
States, allows an exemption from tax for scholarship income received
• A by a Chinese student temporarily present In the United States.
partnership, corporation, company, or association Under U.S. law, this student will become a resident alien for
created or organized in the United States or under the laws of tax purposes if his or her stay in the United States exceeds 5
the United States, or calendar years. However, paragraph 2 of the first Protocol to
• Any estate (other than a foreign estate) or trust. See the U.S.-China treaty (dated April 30, 1984) allows the
Regulations sections 301.7701-6(a) and 7(a) for additional provisions ofArVele 20 to continue to apply even after the
Information. Chinese student becomes a resident alien of the United
Special rules for partnerships. Partnerships that conduct a States. A Chinese student who qualifies for this exception
trade or business in the United States are generally required to (under paragraph 2 of the first protocol) and is relying on this
pay a withholding tax on any foreign partners' share of income exception to claim an exemption from tax on his or her
from such business. Further, in certain cases where a Form scholarship or fellowship income would attach to Form W-9 a
W-9 has not been received, a partnership is required to statement that includes the information described above to
presume that a partner is a foreign person, and pay the support that exemption.
withholding tax. Therefore, if you are a U.S. person that is a If you are a nonresident alien or a foreign entity not subject
partner in a partnership conducting a trade or business in the to backup withholding, give the requester the appropriate
United States, provide Form W-9 to the partnership to completed Form W-8.
establish your U.S. status and avoid withholding on your share What is backup withholding? Persons making certain
of partnership Income. payments to you must under certain conditions withhold and
The person who gives Form W-9 to the partnership for pay to the IRS 28% of such payments (after December 31,
purposes of establishing its U.S. status and avoiding 2002). This is called "backup withholding." Payments that may
withholding on its allocable share of net income from the be subject to backup withholding include interest, dividends,
partnership conducting a trade or business in the United broker and barter exchange transactions, rents, royalties,
States Is in the following cases: nonemployee pay, and certain payments from fishing boat
• The U.S. owner of a disregarded entity and not the withholding, eel estate transactions are not subject to backup
Cat No. 10231X Form W-9 (Rev. 11-2005)
entity, You will not be subject to backup withholding on payments
• The U.S. grantor or other owner of a grantortrust and You receive If you give the requester your correct TIN, make
not the trust, and the proper certifications, and report all your taxable interest
Q The U.S. trust (other than a grantor trust) and not the and dividends on your tax return.
beneficiaries of the trust. Payments you receive will be subject to backup
Foreign person. If you are a foreign person, do not use withholding If
CERTIFICATE OF COVERAGE
Agent This certificate is issued as a matter of information only
DIRECT and confers no rights upon the certificate holder other
than those provided in the coverage document. This
certificate does not amend, extend or alter the coverage
afforded by the coverage documents listed herein.
citycounty insurance services
Named Member or Participant Companies Affording Coverage
City of Ashland COMPANY A -CIS
20 East Main Street COMPANY B - National Union Fire Insurance Company of Pitts, PA
COMPANY C - RSUI Indemnity
Ashland, OR 97520
LINES OF COVERAGE
This is to certify that coverage documents listed herein have been issued to the Named Member herein for the Coverage period indicated. Notwithstanding any
requirement, term or condition of any contract or other document with respect to which the certificate may be issued or may pertain, the coverage afforded by the coverage
documents listed herein is subject to all the terms, conditions and exclusions of such coverage documents.
Type of Coverage Company Certificate Effective
Letter Number Date Termination Date Coverage Limit
General Liability A 17LASH 7/1/2017 7/1/2018 General Aggregate: $15,000,000
X Commercial General Liability Each Occurrence: $5,000,000
X Public Officials Liability
X Employment Practices
X Occurrence
Auto Liability A 17LASH 7/1/2017 7/1/2018 General Aggregate: None
X Scheduled Autos Each Occurrence: $5,000,000
X Hired Autos
X Non-Owned Autos
Auto Physical Damage A 17APDASH 7/1/2017 7/1/2018
X Scheduled Autos
X Hired Autos
X Non-Owned Autos
X Property A 17PASH 711/2017 7/1/2018 Per Filed Values
X Boiler and Machinery A 17BASH 7/1/2017 7/1/2018 Per Filed Values
X Excess Crime B 17ECASH 7/1/2017 7/1/2018 Per Loss: $750,000
X Excess Earthquake C 17EQASH 711/2017 7/1/2018 Each Occurrence: $5,000,000
X Excess Flood C 17FASH 7/1/2017 7/1/2018 Each Occurrence: $5,000,000
X Excess Cyber Liability A 17ECLASH 7/1/2017 7/1/2018 Occurrence/Aggregate: $450,000
Workers' Compensation
Description: Ron Deluca, owner and landlord of property in the Claycomb Plaza Mail, leased by the City of Ashland, and CPM Real Estate Services,
as managers of leased property, are listed as additional named as outlined in the Ashland Police Substation Lease Agreement, dated April 1, 2013,
and in Lease Addendum #1.
Certificate Holder: CANCELLATION: Should any of the coverage documents herein be cancelled before the expiration date
thereof, CIS will provide 30 days written notice to the certificate holder named herein, but failure to mail such
Ron Deluca and notice shall impose no obligation or liability of any kind upon CIS, its agents or representatives, or the issuer
CPM Real Estate Services, Inc. of this certificate.
718 Black Oak Drive, Suite A
Medford, OR 97504
By' Date: June 19, 2017
Purchase Order
Fiscal Year 2018 Page: 1 of 1
THIS PO NUMBER MUST APPEAR ON ALL
B City of Ashland INVOICES. AND SHIPPING DOCUMENTS.
! ATTN: Accounts Payable -
L 20 E. Main Purchase 20181166
L Ashland, OR 97520 Order #
T Phone: 541/552-2010
O Email: payable@ashland.or.us
V RONALD L DELUCA REVOCABLE TRUST H C/O Police Department
E C/O CPM REAL ESTATE SERVICES 1 1155 East Main Street
N 718 BLACK OAK DR SUITE A P Ashland, OR 97520
D ID: POLICE Phone: 541/482-2211
O
R MEDFORD, OR 97504 O Fax: 541/488-5351
_errsfor um - a€ vm ~t = a1 Qn = ° r° ~1e<esR - -
L nn Merrifield _
Dafe~r~~~~~~r~h~m~er~- sT~----mice Frer~h~~ _ _ - Qepar~men~lLa~atron
01/08/2018 1359 FOB ASHLAND OR/NET30 Cit Accounts Pa able
=Ctem# -n tiQr9 r~ - _ _ _ _ _
- = T7➢Fn~t price -Mended t?ri~
Police Contact Station Rental
1 Rental contract for Police Contact Station 4 EACH $817.2700 $3,269.08
Rent/Services: $817.27 (Rent $805.93, Insurance $2.28, Property
Tax $9.06)
Total for April 1, 2018 to July 31, 2018
Project Account:
GL SUMMARY
060900 - 604160 $3,269.08
I
By: ate: j,
A- horized Xgnature PO =Total - $3,269.08
FORM#3 CITY OF
ASHLAND
REQUISITION Date of request: 1 -3210
J' Required date for delivery:
Vendor Name RnMAI n I nR IJr.A RFC/OrARI F TRIJ,ST
Address, City, State, Zip C/0 (PM RFAI FSTATF SFRVI(:FS
Contact Name & Telephone Number
718 BLACK OAK DR SUITE A
Email address
ASHLAND OR. 97504
SOURCING METHOD
❑ Exempt from Competitive Bidding ❑ Emergency
❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization
❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached
❑ Written quote or proposal attached Attach co of council communication _(If council approval required, attach co of CC
❑ Small Procurement Cooperative Procurement
Less than $5,000 ❑ Request for Proposal (Copies on file) ❑ State of Oregon
Date approved by Council:
❑ Direct Award -(Attach copy of council communication) Contract #
❑ Verbal/Written quote(s) or proposal(s) ❑ State of Washington
Intermediate Procurement ❑ Sole Source Contract #
GOODS & SERVICES ❑ Applicable Form (#5,6, 7 or 8) ❑ Other government agency contract
$5,000 to $100,000 ❑ Written quote or proposal attached Agency
❑ (3) Written quotes and solicitation attached ❑ Form #4, Personal Services $5K to $75K Contract #
PERSONAL SERVICES ❑ Special Procurement Intergovernmental Agreement
$5,000 to $75,000 ❑ Form #9, Request for Approval ❑ Agency
❑ Less than $35,000, by direct appointment ❑ Written quote or proposal attached Date original contract approved by Council:
❑ (3) Written proposals/written solicitation Date approved by Council: (Date)
❑ Form #4, Personal Services $5K to $75K Valid until: Date - (Attach copy of council communication)
Description of SERVICES Total Cost
Rental Contract for Police Contact Station (Rent/Services)
Rent/Services: $817.27 (Rent $805.93, Insurance $2.28, Property Tax $9.06)
Rental Agreement Attached $3269.08
Total for FY 2018 April 1, 2018 to Jul 31, 2018: $3269.08
Item # Quantity Unit Description of MATERIALS Unit Price Total Cost
TOTAL COST
❑ Per attached quotelproposal $3269.08
Project Number _ _ _ _ _ _ _ Account Number 060900.604160
Account Number Account Number `Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures.
IT Director in collaboration with department to approve all hardware and software purchases:
IT Director Date Support -Yes / No
By signing this requisition form, I certify that the City's public contracting requirements have been satisfied.
Employee:;' Department Head:
(Equal to or greater than $5,000)
Department Manager/Supervisor: -3 City Administrator:
(Equal to or greater than $25,000)
Funds appropriated for current fiscal year YES / NO
Finance Director- (Equal to or greater than $5,000) Date
Comments:
Form #3 - Requisition