L-7454 FIRST UNITED METHODIST AMEND 4.PDF

LEASE No. L-7454
C-22-15-001-1-05
AMENDMENT No. 4 TO LEASE AGREEMENT
BETWEEN
FIRST UNITED METHODIST CHURCH of MESA, ARIZONA, Inc ("LESSOR"),
AND
MARICOPA COUNTY, (“LESSEE”)
RECITALS
A. Maricopa County, a political subdivision of the state of Arizona (“Lessee”), and First United Methodist
Church of Mesa, Arizona, an Arizona non-profit corporation (“Lessor”), are parties to that certain Lease
Agreement No. L-7454 dated July 30, 2014 and subsequently amended on February 24, 2015, June 21,
2016, and August 21, 2019 (collectively, “Agreement”). The Agreement is for premises located at 15 E. 1st
Avenue, Mesa, Arizona, consisting of approximately 2371 square feet of classroom space along with certain
other common areas and playground (“Premises”).
B. The term of the Agreement expires on May 30, 2021.
C. Lessee and Lessor now mutually desire to enter into this Amendment No. 4 (“Amendment”) to amend the
Agreement to: (A) extend the term of the Agreement, (B) restate Option to Renew, (C) provide Hold Over
provision, (D) ratify approval of certain Lessee improvements, (E) amend Alterations provisions, (F) restate
Default and Remedies, (G) amend Notices, (H) add Subordination and Attornment and Estoppel provisions,
(I) restate Return of Premises, (J) provide for lease administration authority, (K) restate and amend Asbestos
Compliance and, (L) restate counterpart signatures of the Agreement as amended.
AGREEMENT
NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, receipt
and sufficiency of which is hereby acknowledged, Lessee and Lessor agree to amend the Agreement as
follows:
1. The Recitals, by this reference, are hereby incorporated into this Amendment.
2. Capitalized terms used in this Amendment without definition shall have the meanings assigned to such
terms in the Agreement, unless the context expressly requires otherwise.
3. The term of the Agreement is hereby extended for three (3) years commencing May 31, 2021 through May
31, 2024, unless terminated earlier as provided for in the Agreement. This Agreement as amended is subject
to termination pursuant to A.R.S. §38-511, the provisions of which are incorporated herein by this
reference. This Agreement may be terminated by Lessee at the end of any fiscal year due to non-
appropriation of funds without any penalty or liability to Lessee. County and state fiscal years end June 30,
Federal fiscal year ends September 30.
4. Section 2 Term; Termination. of the Agreement is hereby amended as follows:
2.1 Options to Renew. Lessor and County may extend the Agreement by written mutual consent of
the Parties. The rent during the Renewal Term shall be the same as the then last month’s rent of the current
term as defined in Section 5 of this Amendment. During the Renewal Term, the terms, provisions and
conditions contained within this Agreement shall remain in full force and effect.
2.4 Hold Over. In the event of expiration of the Agreement without renewal, Lessor hereby grants to
Lessee the right of continued occupancy of the Premises as “hold over tenant” on a “month to month” basis
for up to six (6) months at the lease rate in effect for the last month of the current term of the Agreement
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pursuant to the terms, provisions and conditions of this Agreement. Any holdover after this six-month
period shall be at one hundred percent (100%) of the then last month’s rent of the current term.
5. Lessee agrees to pay as full-service rent, in equal monthly installments, the sums as follows:
Years Monthly Annual
Year 1 $2,250.00 $27,000.00 plus rental tax
Year 2 $2,750.00 $33,000.00 plus rental tax
Year 3 $2,750.00 $33,000.00 plus rental tax
The above rent includes applicable real estate taxes, insurances and all other operating expenses.
6. Lessor acknowledges Lessee’s desire to make improvements to the Premises. Lessor authorizes Lessee to
make said improvements to replace flooring in three classrooms of the Premises including asbestos
abatement in one of the classrooms as those modifications are shown on the Scope of Project that are listed
in Exhibit “A” to this Amendment, which Exhibit “A” (“Tenant Improvements”) is attached hereto and
made a part hereof. Lessee may, in its sole discretion, abandon the Tenant Improvements made by Lessee
or remove said Tenant Improvements and restore the Premises to its original condition, ordinary wear and
tear excepted.
6.1 Lessee shall be financially responsible for all costs associated with design, permitting, purchase and
installation of the work associated with the Tenant Improvements in an amount no greater than
Twenty-four Thousand Dollars and 00/100 ($24,000).
6.2 Lessee shall be responsible for performing the work required to complete the Tenant Improvements.
All work must conform to and be in substantial accordance in quality and appearance with the quality
and appearance of the improvements in the remainder of the building where the Premises is located.
6.3 Prior to the commencement of the Tenant Improvements, Lessee shall ensure Contractor has
purchased and maintains throughout construction all standard insurance coverage at levels standard
in the industry from a company or companies duly licensed by the State of Arizona and require its
subcontractors to maintain equivalent insurance based in their trade and participation in the work.
6.4 Lessee hereby designates Leah Hanwell as its representative and agent for the purpose of questions
associated with the Tenant Improvements.
Maricopa County Facilities Management Department
Attn: Leah Hanwell
401 W Jefferson Street
Phoenix, Arizona 85003
605. 768. 0577
Leah.Hanwell@maricopa.gov
7. Section 8 Alterations. of the Agreement is deleted in its entirety and replaced with the following:
The Premises have been constructed in accordance with applicable laws including, without limitation, the
Americans with Disabilities Act. Without Lessor’s prior written consent, County shall not make any
structural alterations, additions or improvements (“Alterations”) to the Premises or any part thereof.
Without Lessor’s prior written consent, County shall not erect any signs on the exterior of the Premises.
Lessor shall have the absolute right to grant or withhold its consent; provided that Lessor agrees not to
unreasonably withhold its consent to any alterations or other improvements to the Premises that in County’s
opinion are required to ensure that the Premises comply with applicable guidelines for quality early
childhood practices. County and Lessor acknowledge that County’s ability to pay for any alterations or
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improvements is subject to the availability of funding, and that Lessor may condition its approval on receipt
of reasonably satisfactory evidence that funding is available. Any such alterations or improvements
constructed at the Premises shall become part of the Property of Lessor. If, at any time during the term of
this Agreement, any repairs to or additions, changes or corrections to the Premises are required by reason
of any laws, ordinances, rules or regulations now or hereafter in force, Lessor shall make such repairs,
additions, changes or corrections at its sole cost and expense. Landlord’s written or verbal consent shall not
be required for any Alterations costing less than $4,999.00 provided that it: (i) is nonstructural; and (ii) does
not impact the building systems, impact building structure, or materially affect the air quality of the
building.
8. Section 10 Default; Remedies. of the Agreement is deleted in its entirety and replaced with the following:
10. Default; Remedies.
10.1 Lessee Default. Each of the following shall constitute a material breach of this Agreement and
an event of default by Lessee (“County Event of Default”) hereunder:
(a) Lessee’s failure to pay any consideration or any other dollar amount under this Agreement
when due, where such failure shall continue for a period of ten (10) business days after Lessee
receives written notice thereof from Lessor.
(b) Lessee assigning or subleasing the Premises without Lessor’s prior written consent.
(c) Lessee’s failure to observe or perform any of the material covenants, conditions or
provisions of this Agreement to be observed or performed by Lessee, other than as described in
Subsection 10.1(a), where such failure shall continue for a period of thirty (30) days after Lessee
receives written notice thereof from Lessor, or such additional period of time thereafter as Lessor
and Lessee may agree in writing and may be reasonably necessary under the circumstances to cure
such default if Lessee commences to cure such default within said thirty (30) day period and
thereafter diligently proceeds to cure such default.
10.2 Lessor Remedies. Upon the occurrence of any County Event of Default and at any time thereafter
(beyond applicable notice and cure periods), Lessor may terminate this Agreement. Further, upon any
occurrence of any County Event of Default and at any time thereafter (beyond applicable notice and cure
periods), Lessor may, but shall not be required to, exercise any remedies now or hereafter available to
Lessor at law or in equity.
10.3 Lessor Default. Each of the following shall constitute a material breach of this Agreement and an
event of default by Lessor (“Lessor Event of Default”) hereunder:
(a) Lessor’s failure to observe or perform any of the material covenants, conditions or provisions
of this Agreement to be observed or performed by Lessor where such failure shall continue for a
period of thirty (30) days after Lessor receives written notice thereof from Lessee, or such
additional period of time thereafter as Lessor and Lessee may agree in writing and may be
reasonably necessary under the circumstances to cure such default if Lessor commences to cure
such default within said thirty (30) day period and thereafter diligently proceeds to cure such
default.
10.4 Lessee Remedies. In the event Lessor fails to perform any of its material obligations under this
Agreement and is in default pursuant to Section 10.3 of this Agreement (beyond the expiration of all
applicable notice and cure periods), Lessee may, at its option, terminate this Agreement without penalty.
Further, upon the occurrence of any Lessor Event of Default and at any time thereafter (beyond applicable
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notice and cure periods), Lessee may, but shall not be required to, exercise any remedies now or hereafter
available to Lessee at law or in equity.
9. Section 15 Notices. of the Agreement hereby amended to modify the Lessee addresses as follows:
Lessee:
Maricopa County Real Estate Dept.
Attn: Director
2801 West Durango St.
Phoenix, AZ 85009
With a copy to:
Maricopa County Human Services Department
Early Education Division
Attn: Assistant Director
234 North Central, 3rd floor
Phoenix, AZ 85004
10. Subordination and Attornment. Within thirty (30) days after written request from Lessor, or any first
mortgage or first deed of trust beneficiary of Lessor, Lessee shall, in writing in substantially the same form
as Exhibit “B” which is attached hereto and made a part hereof, subordinate its rights under the Agreement
to the lien of any first mortgage or first deed of trust, or to the interest of any lease in which the Lessor is
lessee, and to all advances made or hereafter to be made thereunder. However, before signing the
subordination agreement, Lessee shall have the right to obtain from any lender or lessor requesting such
subordination, an agreement in writing providing that, as long as Lessee is not in default hereunder, the
Agreement shall remain in effect for the full Term. The holder of any security interest may, upon written
notice to Lessee, elect to have the Agreement prior to its security interest regardless of the time of the
granting or recording of such security interest. In the event of any foreclosure sale, transfer in lieu of
foreclosure or termination of the Agreement in which Lessor is lessee, Lessee shall attorn to the purchaser
or the transferee of Lessor as the case may be, and recognize that party as Lessor under the Agreement,
provided such party acquires and accepts the Premises subject to the Agreement.
11. Estoppel Certificates. Within thirty (30) days after written request from Lessor, Lessee shall execute and
deliver to Lessor or Lessor’s designee, a written statement in substantially the same form as Exhibit “C”
which is attached hereto and made a part hereof certifying: (a) that the Agreement is unmodified and in full
force and effect, or is in full force and effect as modified and stating the modifications; (b) the amount of
base consideration and the date to which the base consideration and additional consideration have been paid
in advance; (c) the amount of any security deposited with Lessor; and (d) that Lessor is not in default
hereunder or if Lessee is claiming Lessor to be in default, stating the nature of any claim of default. Any
such statement may be relied upon by a purchaser, assignee, or lender.
12. Section 22 Return of Premises. of the Agreement is deleted in its entirety and replaced with the following:
Upon the expiration or termination of the Agreement, Lessee will leave the Premises in a good and clean
condition, normal wear and tear excepted.
13. Section 36 Delegation of Authority. of the Agreement is deleted in its entirety and replaced with the
following:
Administration of Agreement. The Assistant County Manager for Maricopa County, and the Real Estate
Director for Maricopa County shall administer this Agreement.
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14. This Amendment may be executed in one or more counterparts and the signature pages combined to
constitute one document.
15. The foregoing paragraphs contain all the changes made by this Amendment. All other terms and
conditions of the original Agreement remain the same and in full force and effect, except as herein
amended.
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IN WITNESS WHEREOF, the Parties have fully executed this AMENDMENT as of the last date written below.
LESSOR: LESSEE:
MARICOPA COUNTY
By: ___________________________________ _______________________________________
[Signature] Date Jack Sellers,
Chairman of the Board of Supervisors
___________________________________ ATTEST:
[Printed Name]
___________________________________ ______________________________________
[Title] Clerk of the Board Date
APPROVED AS TO FORM:
_______________________________________
Deputy County Attorney Date
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EXHIBIT “A”
Scope of Project
Program: Maricopa County Human Services Department – Early Education Division
Project Request # 21-111 – First United Methodist Church
Project description:
Replace approximately 2,600 sf. of flooring in three classrooms (A, B & C) with Hallmark Floors LVT, color – Riata
Hickory.
Asbestos Abatement will be required for one of the classrooms.
Project Budget:
Not to exceed $24,000
By signing below, each party acknowledges and concurs with the scope of this project and agrees that work may begin.
______ ____ ___________________
Contractor Signature Date
________________________ ______________________ ___________________
Owner Signature Date
_NA_____________________ ______________________ ___________________
Operator Signature Date
_________________________ _______________________ ___________________
Maricopa County Human Signature Date
Services Department
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Exhibit “B”
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT CERTIFICATE
for
LEASE AGREEMENT NO. L-7454
THIS AGREEMENT (“SNDA”) is executed by and between (hereinafter referred to as Lender) and Maricopa
County, a political subdivision of the state of Arizona (hereinafter referred to as Lessee or County),
WITNESSETH:
WHEREAS, Lessee has entered into a lease dated (hereinafter referred to as “Lease”) for certain
premises located at , said premises more particularly described in said Lease, and
WHEREAS, Lender has made a loan to Lessor, , in the sum of $ secured by a , Assignment
of Rents and Security Agreement on the Lessor’s interest in the premises (the “Security Agreement”) of which the
leased premises are a portion, recorded in the official records of the Maricopa County Recorder’s Office, and
WHEREAS, Lessee has agreed to the subordination of the Lease to the Security Agreement on the
condition that it is assured of continued use and occupancy of the premises under the terms of said Lease and this
SNDA, and
WHEREAS, Lender agrees to such continued use and occupancy by Lessee provided that by these presents
Lessee agrees to recognize and attorn to Lender or purchaser in the event of foreclosure or otherwise.
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, it is hereby
mutually covenanted and agreed as follows:
1. In the event it should become necessary to foreclose the Deed of Trust or Lender should otherwise come
into possession of the premises, Lender will not join Lessee under said Lease in summary or foreclosure
proceedings and will not disturb the use and occupancy of Lessee under said Lease so long as Lessee is
not in default under any of the terms, covenants, or conditions of said Lease; and has not prepaid the
rent except monthly in advance as provided by the terms of said Lease.
2. Lessee agrees that in the event any proceedings are brought for the foreclosure of any such Deed of Trust
it will attorn to the purchaser of such foreclosure sale and recognize such purchaser as the Lessor under
said Lease. Said purchaser, by virtue of such foreclosure to be deemed to have assumed and agreed to
be bound, as “Substitute Lessor”, by the terms and conditions of said Lease until the resale or other
disposition of its interest by such purchaser, except that such assumption shall not be deemed of itself
an acknowledgement of such purchaser of the validity of any then existing claims of Lessee against the
prior lessor. All rights and obligations herein and hereunder to continue as though such foreclosure
proceedings had not been brought, except as aforesaid. Lessee agrees to execute and deliver to any such
purchaser such further assurance and other documents, confirming the foregoing as such purchaser may
reasonably request. Lessee waives the provisions of any statute or rule of law now or hereafter in effect
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which may give or purport to give it any right or election to terminate, except as expressly provided for
in said Lease, or otherwise adversely affect the said Lease and the obligations of Lessee thereunder by
reason of any such foreclosure proceeding. Accordingly, from and after such event “Substitute Lessor”
and Lessee shall have the same remedies against each other for the breach of an agreement contained
in the Lease as Lessee and Lessor had before “Substitute Lessor” succeeded to the interest of the Lessor;
provided however, that “Substitute Lessor” shall not be;
a. liable for any act or omission of any prior lessor (including Lessor); or
b. subject to any offsets or defenses that Lessee might have against any prior lessor (including
Lessor); or
c. bound by any rent or additional rent that Lessee might have paid for more than one month in
advance to any prior lessor (including Lessor); or
d. liable for the return of any security deposit.
3. The provisions of this SNDA are binding upon and shall inure to the benefit of the heirs, successors and
assigns of the parties hereto.
4. The execution of this document is expressly authorized by the Maricopa County in Section(s) 10 and 13
of the Agreement.
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IN WITNESS WHEREOF this SNDA is effective the day and year last written below.
LESSEE: Maricopa County, a political subdivision of the state of Arizona
______________________________________________
By: [Name] Date
Director, Maricopa County Real Estate Department
APPROVED as to FORM:
_______________________________________________
Deputy County Attorney Date
The terms of the above SNDA are hereby consented and agreed to by Owner/Lessor:
LESSOR: [Name]
_______________________________________________
[Name], [Title] Date
LENDER: [Name]
______________________________________________
[Name], [Title] Date
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Exhibit “C”
TENANT ESTOPPEL CERTIFICATE
for
LEASE AGREEMENT NO. L-7454
THE PURPOSE of this certificate is to confirm the current status of matters relating to the Lease described below.
This Estoppel Certificate is for the benefit of the Lessor and , its successors and/or assigns (hereinafter
“Lender”) and for no other person or entity.
1. Maricopa County, a political subdivision of the state of Arizona, is the Lessee or Tenant under a lease
agreement (hereinafter the “Lease”) with, as Lessor dated , 20 covering the premises
described as: a lease located at . The Premises are more fully described in the attached fully
executed copy of the Lease agreement (and all amendments or modification thereto, if any) and Exhibit
“ ” of said Lease agreement. Other than as set forth above, there are no other modifications or
amendments to the Lease.
2. The Premises have been accepted by the Tenant; and the Tenant now occupies the Premises pursuant
to the Lease terms. The commencement date for the term of the Lease is , 20 .
3. The Lease will expire unless terminated earlier as provided for in the Lease and is subject to an
option to renew and the right to holdover.
4. Lessor has completed all tenant improvement work, if any, as required under the terms of the Lease.
5. Tenant claims that the Lessor has not performed the following Lessor’s obligations as directed by the
Lease: .
6. The current fixed consideration for the Premises is $ per month plus rental tax. Tenant has paid
the current month’s consideration in full. There are no other rents or other charges under the Lease
which are due and unpaid at this time. Considerations are fully paid (if required by the Lease) through
the last day of the month in which this Estoppel Certificate has been executed.
7. The Tenant has made no security deposit.
8. Except for rents (if any) which may be due under the Lease for the current month, there are no rents,
offsets or credits against future accruing rents, or other charges which have been prepaid to the Lessor
under the Lease.
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9. Tenant has no right or option to purchase any portion of the real property upon which the Premises are
situated.
10. Tenant has received no notice of a prior sale, transfer, assignment, hypothecation or pledge of said
Lease or of the rents secured therein, except to Lender.
11. Tenant acknowledges that this Estoppel Certificate and the statements herein may be conclusively
relied upon by the Lessor and other person(s) or entity (ies) named above in the first paragraph.
12. This agreement shall be binding upon and inure to the benefit of the Lessor, and any other person(s) or
entity (ies) named above in the first paragraph.
13. The execution of this document is expressly authorized by the Maricopa County in Section(s) 11 and 13
of the Agreement.
14. The Tenant understands and acknowledges that Lender will rely on this Estoppel Certificate in
acquiring or making a mortgage loan to Lessor and that in connection with said loan, Lessor’s
interest in the Lease is being assigned to Lender as additional security for the loan.
Executed this ______ day of _____________________, 20____.
Lessee: Maricopa County
___________________________________________________
By: [Name]
Director, Maricopa County Real Estate Department
APPROVED as to FORM:
_______________________________________________
Deputy County Attorney Date
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