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HomeMy WebLinkAboutITEM VIII-B-3 r~ CITY OF * - AUBURN AGENDA BILL APPROVAL FORM WASHINGTON Agenda Subject: Resolution No. 4655 - Jail Facility Lease Agreement Date: November 2, 2010 Department: Legal. Attachments: Resolution No. 4655 Budget Impact: Administrative Recommendation: City Council adopt Resolution No. 4655. Background Summary: The City entered into an Interlocal Agreement with the cities of Burien, Des Moines, Federal Way, Renton, SeaTac and Tukwila to form a governmental administrative agency known as South Correctional Entity (SCORE) to establish and maintain a consolidated correctional facility to serve the cities. The City also entered into an Interlocal Agreement to establish a consolidated correctional facility, hereinafter known as the SCORE Facility. SCORE is getting ready to commence jail service operations and in order to take advantage of the benefits of coordinated jail services, it is appropriate for the City of Auburn to enter into a lease agreement with SCORE for the operation of Auburn's current jail facilities since Auburn will no longer be operating its jail on its own. This is consistent with the fact that Auburn's prisoners will be housed in facilities operated by SCORE. The current lease is for a period of one year, and eventually we will see the new SCORE Facility housing Auburn prisoner's so that we will not be having to send any of them to Yakima County or other area jails. A1115-1 01.7.1 Reviewed by Council & Committees: Reviewed by Departments & Divisions: ❑ Arts Commission COUNCIL COMMITTEES: ❑ Building ❑ M&O ❑ Airport ❑ Finance [I Cemetery El Mayor El Hearing Examiner ❑ Municipal Serv. El Finance El Parks E] Human Services ❑ Planning & CD ❑ Fire ❑ Planning ❑ Park Board ❑Public Works ❑ Legal ❑ Police ❑ Planning Comm. ❑ Other ❑ Public Works ❑ Human Resources ❑ Information Services Action: Committee Approval: ❑Yes ❑No Council Approval: ❑Yes ❑No Call for Public Hearing Referred to Until Tabled Until Councilmember: Peloza Staff: Heid Meeting Date: November 15, 2010 Item Number: VIII.B.3 AUBURN *MODE THAN YOU IMAGINED RESOLUTION NO. 4 6 5 5 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A JAIL FACILITY LEASE AGREEMENT BETWEEN THE CITY OF AUBURN AND THE SOUTH CORRECTIONAL ENTITY (SCORE) WHEREAS, the City of Auburn is authorized by Chapter 70.48 RCW to contract for, establish and maintain correctional facilities in furtherance of public safety and welfare; and WHEREAS, pursuant to Ordinance No. 6224 adopted on January 20, 2009, the City entered into an Interlocal Agreement with the cities of Burien, Des Moines, Federal Way, Renton, SeaTac and Tukwila to form a governmental administrative agency known as South Correctional Entity (SCORE) to establish and maintain a consolidated correctional facility to serve the cities; and WHEREAS, pursuant to Resolution No. 4324 adopted on March 3, 2008, the City entered into a Interlocal Agreement for the establishment of a consolidated correctional facility, hereinafter referred as the SCORE Facility; and WHEREAS, the SCORE Facility having now been constructed, it is appropriate for the City of Auburn to enter into lease agreement with SCORE for the use of the premises. Resolution No. 4655 October 28, 2010 Page 1 of 2 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, KING COUNTY, WASHINGTON, HEREBY RESOLVES as follows: Section 1. The Mayor of the City of Auburn and the Auburn City Clerk are hereby authorized to execute a Jail Facility Lease Agreement between the City of Auburn and SCORE which agreement shall be in substantial conformity with the Agreement attached hereto as Exhibit "A" and incorporated herein by this reference. Section 2. The Mayor is hereby authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. Section 3. This resolution shall be in full force and effect upon passage and signatures hereon. Dated and Signed this day of 12010. CITY OF AUBURN PETER B. LEWIS, MAYOR ATTEST: Danielle E. Daskam, City Clerk FO 7"'7M A7: iel B. H it or Resolution No. 4655 October 28, 2010 Page 2 of 2 JAIL FACILITY LEASE AGREEMENT THIS AGREEMENT, made and entered into this day of , 20 , by and between THE CITY OF AUBURN, a Washington municipal corporation, hereinafter referred to as "Lessor" and THE SOUTH CORRECTIONAL ENTITY ("SCORE,"), a governmental administrative agency formed pursuant to RCW 39.34.030(3), hereinafter referred to as "Lessee", as follows WITNESSETH: 1. Description: The Lessor, for good and valuable consideration, hereby demises, lets and leases unto the Lessee a portion of the premises commonly known as the Auburn Jail, situated in the basement of City Hall, located at 25 W. Main Street within the City of Auburn, Washington, and outlined in red on Exhibit A attached hereto and incorporated herein by reference. 2. Use of Premises: The Lessee, and its authorized representatives, subtenants, assignees, agents, invitees, and licensees, shall have the right to use, in common with others, on a non-exclusive basis the following common areas which were ordinarily used by Lessor for operation of the jail prior to commencement of this Lease: Salley Port and Driveway accesses. The Lessee shall use the premises for the purpose of housing and detaining prisoners of the Lessee, and for all uses consistent therewith and in conformity with applicable policies, standards and requirements, and shall not use them for any other purpose without the written consent of the Lessor. This Lease shall also include the right of the Lessee to use any equipment of the Lessor related to the efficient operation of the facility for jail purposes, including, but not limited to computers and electronic equipment, tasers, lockers, personal protective vests, handcuffs, leg-irons, uniforms and uniform equipment and any other items that were being used by the Lessor for its jail operations prior to the commencement of this Lease The foregoing equipment are warranted by Lessor to be in reasonably useable condition. Lessor warrants that the premises are habitable and fit for the intended use and are in reasonably good repair with no defects which would interfere with or result in interruption of the use of the premises as a jail. Subject to the foregoing, Lessee accepts the premises in their "AS IS" condition. Lessee accepts the premises subject to all applicable federal, state, county and municipal laws, ordinances and regulations governing and regulating the use of the premises. Subject to the other provisions of this Lease, this Lease is subject to all such laws, ordinances and regulations. Lessee acknowledges that, except as otherwise provided in this Lease, neither Lessor, nor Lessor's agents have made any representation or warranty as to the suitability of the premises for the conduct of Lessee's business or use. Except as otherwise provided JAIL FACILITY LEASE AGREEMENT Page 1 of 10 herein, Lessor warrants Lessee's right to peaceably and quietly enjoy the premises without any disturbance from Lessor, or, others claiming by or through Lessor. 3. Term: This lease term shall be one year, commencing on the 1 St day of January, 2011 (the "date of commencement"). 4. Rent Payments/Utilities: Upon commencement, Lessee agrees to pay to Lessor at Lessor's address or, such other place as Lessor may designate in writing, rent in the amount of Twelve DOLLARS representing full payment for the one year rental period. Lessee shall be responsible for payment of all utility bills incurred in connection " with its use of the premises to the extent that utility bills can be segregated out from the Lessor's utility bills/utility usage for Lessor's premises not leased hereby. If Lessee's utility bills cannot be segregated out from those of the Lessor, Lessor shall provide Lessee with a monthly utility, billing statement which reasonably calculates Lessee's share of the total utility bills and Lessee shall pay the same within thirty (30,) days of receipt of such statement. 5. Maintenance and Repairs Alterations and Additions: 5.1 Maintenance and Repairs: The Lessee shall be solely responsible for the maintaining of the premises and equipment in as good a state of repair as at the commencement of the Lease, returning same to Lessor at the end of this lease in at least as good condition as presently exists except for normal wear and tear. 5.2 Alterations and Additions: No alterations or additions to the premises shall be permittedby Lessee without the express written approval of Lessor. Unless Lessor requires their removal, all alterations, additions, improvements and utility installations (whether or not such utility installation constitutes trade fixtures of Lessee), which may be made on the premises, shall at the expiration or earlier termination of the Lease become the property of Lessor and remain upon.and, be surrendered with the premises. Notwithstanding. the provisions of this paragraph,, personal property, machinery and equipment purchased and acquired by the Lessee, other than that which is affixed to the premises so that it cannot be removed without material damage to. the premises, shall remain the property of Lessee and may be removed by Lessee at any time during the term hereof. 6. Entry by Lessor: Lessor shall have the right at reasonable times, and with reasonable notice to Lessee in non-emergency situations, to enter the premises to inspect the same or to show the premises to prospective buyers, tenants or lenders. 7. Liens: Lessee shall keep the premises free from any liens arising out of work performed, materials furnished or obligations incurred by Lessee and shall indemnify, JAIL FACILITY LEASE AGREEMENT Page 2 of 10 i hold harmless and defend Lessor from any liens and encumbrances arising out of any work performed- or materials furnished-by or at the direction of Lessee. 8. Assignment or Subletting: The Lessee shall not sublet or assign this Lease, title or any part thereof,. without the prior written consent of the Lessor. This Lease shall not be assignable by operation of law. If consent is once given by the Lessor to the assignment '.of this Lease, or any interest therein, the Lessor shall not be barred from afterward refusing to consent to any further assignment of said premises. 9. Default and Re-Entry: If the Lessee shall fail to keep and perform any of the covenants and agreements herein contained, then the Lessor may cancel this Lease if the failure has not been cured after having. given the Lessee thirty (30) days' notice to cure, and after at. least ten (10) days notice to vacate, Lessor shall be entitled to re-enter said premises in accordance with Washington law. 10. Miscellaneous' 10. Entire Agreement: This instrument along with any exhibits and attachments hereto constitutes the' entire agreement of the parties relative to the premises and this Agreement and the exhibits and attachments may be altered, amended or revoked only by an instrument in writing signed by both Lessor and Lessee. Lessor and Lessee agree hereby that all prior or contemporaneous oral agreements relative to the leasing of the premises are merged in or revoked by this Agreement. 10.2 Severability: If any term or provision of this Lease shall to any extent be determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease shall not be affected thereby and each term and provision of this Lease shall be valid and be enforceable to the fullest extent permitted by law. 10.3 Waiver: No covenant, term or condition or the breach thereof shall be deemed waived, except by written consent of the party against whom the waiver is claimed and any waiver or the breach of any covenant, term or condition shall not be deemed to be. a waiver of any preceding or succeeding breach of the same or- any other covenant, term or condition. Acceptance by Lessor of any performance by Lessee after the time the same shall have become due shall not-constitute a waiver by Lessor of the breach. or default of any covenant, term `or condition unless otherwise expressly agreed to by Lessor in writing. 10.4 , Surrender of Premises: The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, shall not work a merger and shall, at the option of the Lessor, terminate all or any existing subleases or subtenancies, or may, at the option of Lessor, operate as an assignment to it of any or all such subleases or subtenancies. JAIL FACILITY LEASE AGREEMENT Page 3 of 10 ' i 10.5 Recordin>;: Lessee shall not record this Lease without the Lessor's prior written consent and such recordation shall, at the option of Lessor, constitute a non- curable default of Lessee, hereunder. Either party shall, upon request of the other, execute, acknowledge and, deliver to the other a "short form" memorandum of this Lease for recording purposes. 10.6 Notices: All notices or demands of any kind required or desired to be given by Lessor or Lessee hereunder shall be in writing and shall be, deemed delivered forty- eight (48) hours after depositing the notice or demand. in the United States Mail, certified or registered, postage prepaid, addressed to, the Lessor or Lessee respectively at the addresses set forth after their signatures at the end of this Lease. All notices or requests required or permitted under this Lease shall be in writing;, shall be personally delivered, delivered by a reputable express delivery service such as Federal Express or DHL, or sent by certified mail, return receipt requested, postage prepaid, and shall be deemed delivered on receipt or refusal. All notices or.requests to Lessor shall be sent to Lessor at Lessor's Address set forth below and all notices or requests to Lessee shall be sent to Lessee at Lessee's Address set forth below. 10.7 Dispute Resolution. As a condition precedent to any litigation, the parties shall submit any dispute between them to non-binding mediation with the assistance of a mediator who shall be experienced in the subject matter of the dispute. The parties shall each designate a representative with settlement authority who will participate in the mediation. The mediator's fee shall" be divided equally between the parties. 10.8 Hazardous Materials: Lessee shall not cause or permit any hazardous substances as defined below to be brought upon, kept or used in or about the premises by Lessee, their agents, employees, contractors or invitees. Lessee shall comply with all federal, state and local laws ordinances, codes, regulations, orders and decrees as they now exist, or are hereafter amended, including all policies, interpretations, guidelines, directions or recommendations relating to industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, presence, release, disposal or transportation of any petroleum products, flammable, explosives; asbestos, urea formaldehyde, polychlorinated biphenyls, radioactive materials or waste, or other hazardous, toxic, contaminating or polluting materials, substances or wastes, including any materials . defined as "hazardous substances", "hazardous wastes", "hazardous,, materials". or "toxic substances," (collectively, "Hazardous Materials") under any such Hazardous Materials Laws and amendments-thereto. Lessee shall defend (with counsel reasonably acceptable to Lessor) and indemnify Lessor and Lessor's officers,. directors, partners; managers; members, employees, agents, successors and assigns against any and all claims, liabilities, damages, costs, penalties, forfeitures, losses, obligations, investigation costs, rernediation and removal costs, natural resource. damages and expenses, including attorney's fees, arising in whole or in part, directly or indirectly, from (a) the presence or release of Hazardous materials in, on, JAIL FACILITY LEASE AGREEMENT Page 4 of l0 under, upon, or from the premises as. a result of acts or omissions of Lessee or their employees, agents or invitees; (b) the transportation, or disposal _of Hazardous Materials to or from the premises by, at the request of or with the permission of Lessee, its employees, agents, or invitees; (c) the violation-'of any Hazardous Materials Laws by Lessee, their employees or agents; (d) the failure of Lessee, their employees or agents to comply with the terms of this Section 10.7; or (e) the use, storage, generation or disposal of Hazardous Materials in, on or about the premises. The respective rights and obligations of Lessor and Lessee under this Section 10.7 shall survive the expiration of earlier termination of this Lease. 10.9 Lessee's Indemnification and Hold Harmless: Lessee shall defend (using legal counsel reasonably acceptable.to Lessor) indemnify, and hold Lessor, their agents, employees, and elected-officials harmless from any and all claims, expenses, including attorneys fees, or damages by any reason of or arising out of the negligent act or omission of the Lessee their agents, customers (including prisoners), employees, contractors, subtenants or assignees or any of them relating to or arising out of the performance of this Agreement, except for the damages caused by the negligence of the Lessor. The provisions of this Section. shall survive expiration or termination of this Lease and shall include all.claims against Lessor by any employee or former employee of Lessee. Lessor and Lessee have specifically negotiated and Lessee specifically waives any provisions of any industrial insurance act, including Title 51 of the Revised Code of Washington, or any other employee benefit act which. might otherwise operate to release or immunize Lessee from their obligations under this Section. 10.10 Lessor's Indemnification and Hold Harmless: Lessor shall defend (using legal counsel reasonable acceptable to Lessee), indemnify and hold Lessee, their agents, and employees, harmless from any and all claims, expenses, including attorneys fees, or damages by any reason of or arising out of the negligent act or omission of the Lessor their agents, customers (including prisoners), employees, contractors, subtenants or assignees or any of them relating to or arising out of the performance of this Agreement, except for the damages causedby the negligence of the Lessee. The provisions of this Section shall survive expiration or termination of this, Lease and shall include all claims against Lessee by any employee or former employee of Lessor. Lessee and Lessor have specifically negotiated and Lessor specifically waives any provisions of any industrial insurance. act, including Title 51 of the, Revised Code of Washington, or any other employee benefit act which might otherwise operate to release or immunize Lessor from their obligations under this Section. 10.11 Attorney's Fees and Costs: Upon any litigation or other proceeding between the parties- hereto, declaratory or otherwise, arising out of this Lease, the prevailing„ party shall recover from the non-prevailing party all costs, damages, and expenses, including reasonable attorneys and costs expended or incurred in connection therewith (collectively "Attorneys' Fees"). JAIL FACILITY LEASE AGREEMENT Page 5 of 10 i 10.12 Binding Effect: The covenants and agreements of this Lease and/or any extension thereof,, shall be, binding upon the successors and assigns of all parties herein except as hereinabove provided. 10.13 Time: Time is of the essence of this Lease. 10.14 Signs: Lessee may, at its sole cost, erect signs upon the premises provided that such signor signs (a) do, not cause any structural' or other damage to the building; (b) do not violate applicable governmental-laws, ordinances, rules or regulations; (c) do not violate any existing restrictions affecting-the premises; and (d) are approved in advance by Lessor. 10.15 Governing Law: This Lease shall be governed by and its terms and conditions construed in accordance with the laws of the State of Washington. 10.16 Insurance. The Lessee shall procure and maintain, for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the Lessee's operation and use. of the leased Premises. Lessee's maintenance of insurance as required by the agreement shall not be construed to, limit the liability of the. Lessee to the coverage provided by such insurance, or otherwise limit the Lessor's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance Lessee shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 or WCIA equivalent coverage and shall cover premises and contractual liability. Lessee will provide an "Evidence of Coverage" letter confirming contractual liability coverage as required in this lease. 2. Property insurance shall be written on an all risk basis. i Lessee shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000,each occurrence, $2,000,000 general aggregate. 2. Property insurance shall be written covering the full value of Lessee's property and improvements with no coinsurance provisions. B. Other Insurance Provisions The insurance policies are, to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: JAIL FACILITY LEASE AGREEMENT Page 6 of 10 i. .j 1. The Lessee's insurance coverage shall be primary insurance as respect the Lessor. Any insurance, self-insurance, or insurance pool coverage maintained by the Lessor shall be excess of the Lessee's insurance and shall not contribute with it. 2. The Lessee's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Lessor. C. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. D. Waiver of Subrogation Lessee and Lessor hereby release and discharge each other from all claims, losses and liabilities arising from or caused by any hazard covered by property insurance on or in connection with the premises or said building. This release shall apply only to the extent that such claim, loss or liability is covered by insurance. E. Lessor's Property Insurance Lessor shall purchase and maintain during the term of the lease all-risk property insurance covering the Building for their full replacement value without any coinsurance provisions. 10.17 Other Issues. The Lessee and Lessor hereby agree that if any other issues related to this lease or implementation of its terms arise, Lessee and Lessor shall negotiate in good faith to address the same by separate agreement or by amendment hereto if appropriate. EXECUTED by the parties on the date and year first above written. LESSOR: City of Auburn, Washington, ATTEST: a Washington Municipal Corporation. BY: Peter B. Lewis By: Danielle Daskam Its: Mayor Its: Auburn City Clerk JAIL FACILITY LEASE AGREEMENT Page 7 of 10 APPROVED AS TO FORM BY: Daniel . Heid Its: City Attorney LESSEE: South Correctional Entity, a Governmental Administrative Agency . ATTEST: BY: Jack Dovey By: Michele Neumann Its: Presiding Officer of the Its: Administrative Assistant Administrative Board JAIL FACILITY LEASE AGREEMENT Page 8 of 10 STATE OF WASHINGTON) ) ss COUNTY OF KING ) I certify that I know or have satisfactory evidence that Peter B. Lewis and Danielle Daskam are the persons who appeared before me, and said persons acknowledged that he/she signed this instrument and on oath stated that he/she was authorized to execute the instrument as the Mayor and City Clerk of Auburn, and acknowledged it to be the free and voluntary act of the City of Auburn, Lessor herein, for the uses and purposes mentioned in the instrument. Dated Notary Public in and for the State of Washington residing at My appointment expires STATE OF WASHINGTON) ) ss COUNTY OF KING ) I certify that I know or have satisfactory evidence that Jack Dovey and Michele Neumann are the persons who appeared before me, and said persons acknowledged that he/she signed this instrument and on oath stated that he/she was authorized to execute the instrument as the Presiding Officer of the Administrative Board and the Administrative Assistant of the South Correctional Entity, and acknowledged it to be the free and voluntary act of the South Correctional Entity ("SCORE"), Lessee herein, for the uses and purposes mentioned in the instrument. Dated Notary Public in and for the State of Washington residing at My appointment expires JAIL FACILITY LEASE AGREEMENT Page 9 EXHIBIT A LEGAL DESCRIPTION OF THE PREMISES Auburn City Hall - Jail Legal Description Lots 1, 2, 3, 4, 5, 6, 7 and 8, Block 1, First Addition to Slaughter, according to the plat thereof recorded in Volume 2 of Plats at page 84, records of King County, Washington; Together with alley within said Block 1 vacated by City of Auburn Ordinance 3159 and recorded under King County Recording Number 7703240579, records of King County, Washington. Except that portion of said Lot 4, Block 1 dedicated for public right of way by instrument recorded under King County Recording Number 20070619000372, records of King County, Washington. JAIL FACILITY LEASE AGREEMENT Page 10