HomeMy WebLinkAbout2007-11-14 08-027 ORDER_COUNCIL ACTION
Item No. 08 027
Date: November 26, 2007
Item/Subject• ORDEFv Authorizing the City Manager to Execute a Lease Agreement with Bangor
Nursing and Rehabilitation Center
Responsible department: Legal
In 2000, the City decided to privatize the Bangor Nursing Facility. A non-profit organization,
Bangor Nursing and Rehabllltatlon Center (BNRC), was created. On December 28, 2000, the Ory
and BNRC emered into an Agreement for BNRC th operate the facility and transferred the property
that BNRC occupied to R. The Ory leases space in the building for Its Department of Health and
Community Services. The original lease was for three years with an option to renew for an
additional three years.
This Order will authorize the execution of a new lease. The lease will be for three years with an
option to extend for an additional three years. The terms and conditions of the lease are
substandally the same as the original lease.
Department Head
Manager's Comments:
This has been rmewed amt is recommended by the Finance m f
City Manager
Associated Information:
Budget Approval:
Fina Of r
Legal Approval:
Solkltor
Introduced for
x Passage
_ Firt Reading Page b
Referral
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Asa alto Cow lm Palmer November 26, 2007
CITY OF BANGOR
(TITLE.) ORDER, Authorizing the City Manager to Emc be a Lease Agreement with
Bangor Nursing and Rehabilitation Center
By the CRY Cmmw o/ are Oty ofaar .
ORDERED, THAT the City Manager, on behalf of the City of Bangor, is hereby authorized
to execute a Lease Agreement, a copy of which Is attached hereto, with the Bangor
Nursing and Rehabilitation Center
Cin
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LEASE AGREEMENT
This Indenture offs made and amad in duph;nia eba�dnY of v//eircU.. 2007,
by and between:
Bangm Numag and Relmbilitatim Center, bavinga Placa Ofbusioess m 103
Texas Avenue, Bangor, County of Pambsmt Stan of Maine (hereinafter
sammimea mdur e l b as "Lessor^)
Mi
City of Bangor, a municipal mrpva0m duly organized and existing under and by vine e
ofthe laws of the State ofMaine, and having ifs fudwipal offices at 73 Harlow Street,
Bangor County ofPaobscm, Sate of Mame (h naundler sometimes sefmrxd to u
eses').
WITNESSETH:
WHEREAS, the Bangor Nommg and Relubiliandan Ceaar is the owner of twain pace, m lot
Of had and building devout at 103 Texas Avenue, Hangm, Maine, and
WHEREAS, the Lessee Mahan a lease space i said building be, the purpose ofVenetian of be
Les 's Deparooent of Health and Welare,
NOW, THEREFORE, the parties do mutually eats as follows:
ARTICLEI—PREMISES
The Lesser, for and in considamatim of the renin to be paid and tha oblippbm to be Performed
by the Lessee ne herchaRer provided, does hereby demise and lama um Lessee, and the Lessee
Funim reby abeam at1 uponb" venue a mom
A aseed,a
pmdm oftbe boildianat I03 Teras Avenue az morepmticularty ducrihed blithibh A etuchod
hereto.
ARTICLE U—TERMS
TO HAVE AND TO HOLD the demfsad premises (ai described hareiabove) nolo the Leasee
fm a term ofthrs (3) Yeats beginning an July 1, 2007, and termivaliag on July 1, 2010. Lessee
stall have the option to renw ethis lease for an additional dorm of0us (3) yeas andm the scone
Oman and coMirims contained herein.
ARTICLE 0 COMPVfATION OF RENT
Oaring the joined tmrn of this lase,1.esss covenants to Pay to the Lessor as renal for the
premises laseci hereunder 510.00 pm Move fm Pm year for the premiss ocon ad
08 U�y
ARTICLE W -USE, OCCUPANCY, ANO ALTERATIONS TO PREMISES
lessee dudI have the tight to use, occupy and maintain thepremims herein IseM in a
reasonably b eiress-like, careful, ukm and tesonbly, ante manner for the mr mon of operating
activities and programs tamed to its Depumeeol of Health and Welf .All altereens to
premins ramped by "ansee sheathe aubmided he writiugand reviewed for approval by the
LesscLesnrshell timely respoud to i ssee's request mal as consent shall m[ be umssombly
be withhold
It is former agreed that the Lessee shall he finaoeially, and operadondly mWeadhlo (directly or
nahronlly) for all upkeep including cuscodiel, maintenance, Food repairs fm all From ocmpied or
used by the Lases with the exception to the following items expressly listed. (Roof repairs or
replacement, hating symm, electrical system and maintaining the listing e,Rty feeds OF the
Lessee's portion of the building). Lee,wr retains the right to make in iding impmvemms at my
time and s swannery, but shall net do se to mercer se to to interfere with Laveee'a ane and
occupancy of the promises.
ARTICLE VI- HAZARDOUS WASTE
Lessee hereby cavemen and agnea that it shall cwt, during the torn of this lose, including my
extssien mrenewal hereof, Permenenty Pile, sun m aced
be Placed, deposit or discharge my
hemmom mods open the demand premise, and fuller exprtssly agaves that it shall indemnify,
Lasser from my and OR ran, expense or liability, or whatever kind ofmtme, imurrm by the
Lessor in dctecGng, eveluativg, reasoning, hands,R disposing aor othernise responding or my
hoondees waste Planed m depodmd by Lessee in violation of this Article.
taus hereby eovenank and agrees Wat it shall rat, during the ram of this less, including my
xmrsion OF renewal harm£, viohne my loal, sore OF federal Madman ordisocs or statute
Pemidng to haardoa waste or hamrdos material anal £archer expressly agrees that it shat
maemnify, Loeser fm my such violation by Lossee. Sach ends abdl be deemm to include,
without IimibEm, Lessor's cont ofdefmading my rah film by my Amon, entity, agency, or
govemmmml autbodty, Paying my fins imposed in conation with such suns Paying any
Warrants or otherwise ending my dress, loon, complying whir myorderbyaccurtof
compGenlJurisdiction directing the Isere to take nsedid aeries with rspeea to such ware:
and of all associated dromeys fes sed este,
For the purpose of tris Anim, the tmm •` seeMous waste" atoll be darned m include every
mearmee now or hereafter designated as a hesmdous wasp enter, say prevision of ism or
£mod law. Lesre'e obligation order this Article shell be damedm smsdvethe expimtim of
termination of Nis Lease, but shill be limited to sets or Occunwcs by Lessee, its agents,
stold"as and assign, during the lam m my extorsion m rmewat thereof, of this Lease.
ARTICLE VII-LIABMGT AND PROPERTY DAMAGEd,EURANCE
The Lescee, during the [mire torn of Nia agreement, or any extension thereof, shall maintain, m
its sole expense, irammare of the following types with companies authorized he do business in
tlw Stareof Marnefgrto Pmt oofto Bangor Nursftmd Refabilimrion Center, who"]
he named manaddi0mal inuref againn ell claims, lossm, cons mmpenra arising out of
i }series o pemom whmham rot employM 6y Ixsaee ardavage m pmpmty whethmreaultlng
fromet�e,omisdons, negligence um
Francis"
r anise or any
io orPom, thees,emPloYem and
agents and arising form I-essee's sex of Weyremiep oraoylmtt m portion thereof
Comprehensive public Liability
r
Bodily lnjmy
51,000,000.00 earfi oavmence
ComPsehenlVC Property Damage
SI,000,000.00 earn omumence
Workers' Compensation Imumnce
Lessor still rot be required o Provide Inureace eovaage end shall have uo mspmreibili ty for
enY pmpet y owrsed by the Leslie or thint mom, which may be IoanM on ise rleased Premiay.
Leanne ahall came o be FormahM to the Lessor evidence in the form ofe ombates of imumnce
of the existence nod commuunm inf of the inun
me regahod hereunder. Lessor shall be
notified of any changes for discontinuance ofcovaage.
ARTICLE VIll- DAMAGE BY FIRE OR OTHER CASUALTY
Leasee agrees that An the everd of destruction or damage ofthe dennsed promises being, by
Lessor, oro any Per Becmf, and ea oReo ea the improvements shall be damaged, by fire m
other cmudty, Lector shall have the fight but not the obligation to rebuild aM repair the
improvements for metaugey. HLeesgr elms rot to rebuild ami repair, it shall m notify Lessa
within thirty (30) days or more expos iriously ifposaible of he dxision Lame shell thin have
the mp0on to termioeo this leme a d the right aper non«o Leasco, In the event Lecsor d waho
to rebuild and repair said damages all impmvwena ahelb be Retired in their done fad Mammon
prior m sod fire or other gmnity.
ARTICLE U(-NONDI.SCRIMRVATION
Lesseefor itself;itspemond MF among es, aaccpsoa m in Oman and smiling, and m pan of rim
comideretion Hereof, nom Hereby covenaru sed agree as a coverage running with Han land mm
(1) no parson or group ofpemom soil be excluded on We gourds of cm,, colm, or tationnl
origin from participation in, derded to benefits of, or he otherwise subjected m,incrimination in
the use or mommucy of said dermad premims; (2) in tlo m
couucron of a,, int mvcm
buildings, stmchmm,on, over m order man land and the faniaung of services a hereon no
frons Peram
m group of Penguins doll be excluded Innards the roards of race, color, or national origin
panichOnan in, denied the benefits of, or be otherwise subjmtW in unlawful
dimimitafier; and (3) Leanne soli use the pamisea in gomPliaece with other re9uvevarus
as may be imposed by or pursuant in Title 49, Code ofFederet Regulation, Department, of
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Turam Cation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally
Assisted Programs of the Department ofTravporlation Effectuation of Title VI of the Civil
Rights Act of 1964, and m and regulations may beamax&%J. In the event of breach amy of the
above nowiscriminatim covenems, As Lessor shall peva tlw right, aflm fsiluteoffmim, 0
rectify Such breach within thirty (30) days afterrumpt ofaotiee Ams Lessor, to terminate of Otis
amearrem. Provided, however, the Lessor Awl Out have As right in iniame mmtinMon of As
Lease under this Ankle with taped m my complaint ofdhxAninm rr which is pending final
'"nw on or adjudication before my egem%y or mat uftbe Stare ofshadow or the United Sores.
ARTICLEX - COVENANTS OF QUIET ENIOVMENT
The Lessee, subject to the tensa and provisions of this l.case an payment ofum4d obse
anrving,
keeping and performing all Ore terms and provisions of the leve on its part robe observed, kept
and perforated, shall law
fully. peaceably and much, lave. hold.omuPY and Joy the demised
premses during the term bereofwi%om dndrence or nmdd I
Peraotn. by Ole Corson or any em,
ARTICLEXI—LIENS
The Lessee agrees rat to allmv my Jim to be plmed against the demised pmmisv, and buildings,
structures mhiscro emems thetmf. The Lessor arta the Leesce fmWer egos Am if my Racy are
plc d, curb will promptly disabatge (eiWer by pnymem m filing of As necessary bond or
Wbesmise) my mechanics%ammml mens in other liras against the demised premivs, and
badinage, ahmOM or improvanems therms, which Jim may mise Our of my paymem do, for
labor, scrvices, mecand, supplies or equipmm which may have been hhrnlshed to or for Ore
Lessor or the lessee respectively.
ARTICLE X11 -TITLE TO IMPROVEMENTS
Title m We fixed imPmvemmts conmened on the demised premises during the term of this
Leve, or any Cameron thereof, shell be in the name of the Imam. and during such term or
extorsion therof, the lesme shall have the dghl, as its role expevse, to remove any and of
Personal vropmty erect d or located an the demised premises, provided then in the event of As
remnval of improvemems, the premise shall he tutored m its content condition.
ARTICLE XIII - REMOVAL OF PROPERTY
Upon the termuctim or final =Pirarion of this Lease, the malfixed impmvemmm amt other
personal property erected or loaned upon the demised Premises by the Lessees shell recti, Oce
OroFerry of the Lessee, end the Lessee Awl have the right to tardive the aside from the demised
premises within sixty (60) days from Ore dere ofsdmiomm mfmd expiation of this Leese.
Any such Property nor so removed within said sixty (60) days shall humme ted Pmpmy of the
Lessor to dispose of in such away as Ore Leac, may dean fit In the event the Lessee elan to
remove said impovements and older pemmal property, the buildings and Iraq appurtenmit
thereto shell be assumed to as near as possible its condition v at the mmnxncemens of fie
Lame, ordinary wear AM rwr expected.
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In the event the Lessee shall fell to remove my movmde pmmmd property wltbin sidy (0)
days from the alae oflarmaton or foal expimtm ofYmst a, Lesson andl be mGuwm
reared from the Lessee, Lessor's reasonable Cosa incurtal in removing or disposing ofamb
Personal property. In such even, there shell be deducted from Lessor's casts ofthe fair value m
the Lessor acdmly redizN from sale, use or other disposition of the personal property
coo reed
ARTICLE XIV- SURRENDER OF POSSESSION
Subject to the provisions d nd rod in Article MR. the Lwsx shall, upon harriamion of this
Lease, surrender the quiet mal peaceable possession the dastard premises.
ARTICLE XV -TERMINATION
It is covenmtal and agreed drat:
(1) If the Lessee shall neglmt or fall In NY the seat mother charges payable hereunder and
oral def ndt shall continue fora period of tiny (30) days said. mind, mone doomfby Canary;
(2) 1fLesson shall neglmt Or fs0 m Perform or observe any of the Whet covemnts,terms,
previsions, or maditimsa on its pmt to be performed, or Observed, ad such milled at failure
shill continue fora period of thirty (30) days after writtrn notice thereof by Letters, or such
cavemen, terms previsions mcoad nous mood he Perfomaedm observed within said thirty
(30) day Peril, ifLesson fails m diligently presecme fire curing of and aeglem or failure; or
(3) If title to Ne demised premises revert to or is mnveyal to the City ofBangor, line
Lonmes oldl9stion In Fay rent m the LWmr atoll dace,
The, and in my of We said macs daubed above, the Lessee MY be considered in default
hereunder and Lessor may usm'udm (his Lease ARmnsmt.
It is fuller covenantal and agmd that;
(1) If Leawr"I ngldct or fail to perform m observe any of the Other covenants term%
provisions, m conditions on its Icer( to be Ferfoemd, m observed, and soh neglect or wme
As[] montane for a period ofthiny(30) days did written notice tbda fby Lesem, or moth
mvamms, terms provisions or dra icons aortal be performed or observed within said td
(30) day period, if Lessor fills to diligently memm, the drying ofsech ceglect m failure, then
the Lessor may be considered in defauir hermand. and Lessee may, (dmmam this Lease
Amemnent.
ARTICLE XVI -ASSIGNMENT, SALE AND SUBLETTING
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The tzeeee shall not at any dmesvign, sell, convey or tmnafer dtis Leese or any interea therein,
or sublease resulted or rent the premises, many part thereof without the prior whom concent of
the Lessor which consent shall not be tmromencl ly withhold, delayed, or coMidoned. In Ore
swam of an approved sublease all provisions shall Mand to, Mod and intim to the benefit of.
only the Lessor and Lease but alaodreh sacraments and and,
lessee shall have the Light re Levan this laamm any corpmmlon with which it may have
become merged, consolidated or otherwise associated, or may, corporatim which may be a
subsidiary of the iaseee. In no event, however, shat the Lessee mored herein be relieved from
any Obligation under this lease by virtue of my assigmtmm or subletlmg.
AILUCLE XVII -AI ORITV TO ENTERIN AGREEMENT
The Lessor hereby mancoaws and warrents that it has taken all necessary procWmal and legal
amps as required by WeraL sale and Mui laws and regulations, and dl necessary corporate
action for the purpose of eoderivng the ascendant of this agreement and that accepted aUs
agreement by on ofim and rsigrod corporate officers ordthi
Leaders s agement a valid ad binding
u
docment on the pmt of the Lessor and dm score is filly enforeeable in all of its term, ad
conditions by do lesser.
lessee hereby reprevnm and warrants that it bat taken ail monsoon, procedural and legal saps
as required under all federal, norm and local laws and nuhmacm, and all mzssnry corporate
action to Rushmore the execution ardor sgewant by the city Manager and [hen upon such
escoation this agement is valid on the pmt of he City of Bangor ands Polly enforceable in all
Of its rams and conditions.
ARTICLBXVHI- WAIVER
Failure an the pan of fix Lessorm complain of any mtma or ran -action an the pmt ofthe Levee
no madler how Ung the some way madimre, shall nevec be deemed to be a wdver by the Lessor
ofany of I.essm's rights haemder. FLnhm, it is covemrW am agreed that on, waiver atony
time mfary of the provisions hveofby L.eswr, shall he convrrned one waiver of my other
previsions Imremdcr, and that a waiver at my time of any of the powisions hereof shall not be
coretmmm at my subsequent time as a waiver of the sane provisimu. The approvd of t.essoror
any notion by the Lessor napoidug the Lessor's consent mapproval aball not be dewed to waive
or render urm ermary the Lessor's come d m approval of my subcemirent similar cot by the
Leasee.
ARTICLEXIX-NOTICES
Notices M the Lessee Provide for in this Lease shill be sufficient if scat by registered or certified
mail, return meals requested, postage Prepaid to: City Manage, City ofBargeq City Halle T3
Harlow Street. Bangor, Mane 01401; and notices to lessor are to be amt by registered or
artifW mail, return receipt mgoanad, postage prepaid, addressed to: Admimisbamr, Barigar
Nmeirtg and Rehabilitation Came, 103 Telma Avenue, Bangor, Menne Mal, or 10 such Other
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respective addmmes as the parties may designate to each other in wdfing funs Kms to time.
ARTICLE XX-INVAUDITV OF PARTICULAR PROVISIONS
Ifany tan or provisions of this Lease or the application thereof to any person or crcumvaces
is MreeRer demrmined ro be to any extort, invalid or tmenforceable, the remainder of this Lease
or the application of such Tema and pmvisiore to persom or am mmorm miser than thosed
which it is held invalid or unenforceable shell not be affmlN hereby and each term and
provision of this Lease shall be valid and be adamantine: TO dm fullest extent permcmi by law.
ARTICLE MI - CONSTRUCTION
The headings appearing in this I.ease are invaded for convenience and reference only, ad are
not to be considered in eombning tine Leese.
ARTICLE XXII -NO PARTNERSHIP OR JOINT VENTURE CREATED
Nothing cannot red herein shall be deaned orcommanded m creating the mlatiombip of principal
and agent or of pa nesdap or "joint venmm hetwee,the parties hereto, it being understood van
agreed that neither the method Of computation of Nor rear my other provision wntained heroin or
any acts of the parties hereto shall be demand to creme any mastership betwem the parties other
than the relationship of landbN and tenant
ARTICLE XXII - GO V ERNRJG LA W
This I. nee Shall be ge mtetl esclmivClY by the provisions hereof and by The laws of the S44 of
Maine as the Same may from time 0 time exist.
ARTICLE XX MEMORANDUM OF LBARE
Upon execution of this Lease, to parties may, upon requel of either, prepare and execute a
Memorandum of Lease in a forth Marsha for retarding at the Permanent Maine Registry of
Deeds, m evideme of Lassen's interest in the premises danoiaed homier.
ARTICLE XXN -AMENDMENT TO LEASE
This Lease margins all the oneness and condition hetwem the parries hereto and no ammema,
amernm ml or addition haemo shall be valid uvliSe in writing and signed by both palm herae.
IN WITNESS WHEREOF, the parties hereto have set their hard ON smis ted day and year
written above.
CITY OF BANGOR
C2 027
BANGOR NMING AND
REBABB.ITAMN CENTER
Ne 'Durgin
roes
Peev0rnl, Bond OfOireGon