LICENSE RE P-50306 ROOSEVELT USD NO 14.PDF

P-50306
C-86-18- 007-1-00
LEASE AGREEMENT
Between
ROOSEVELT SCHOOL DISTRICT #66
And
MARICOPA COUNTY
(King Early Childhood Center)
THIS Lease Agreement (the “Agreement”) is entered into this 1st day of July 2017
between Roosevelt Elementary School District No. 66, a political subdivision of the State of
Arizona and Arizona school district, hereinafter referred to as ("Landlord” or “District”), and
Maricopa County, a political subdivision of the State of Arizona, hereinafter referred to as
("Tenant" or “County”). The District and County shall be collectively referred to here as the “Parties.”
WITNESSETH
WHEREAS, the District and County desire to enter into this Agreement whereby the
County would lease certain space in the King Early Childhood Center, real property owned by
the District; and
WHEREAS, Landlord owns certain real property as described and/or depicted in Exhibit
“A” which is attached hereto and made a part of this Agreement (the “Property”) and Tenant
desires to use an area within the King Early Childhood center, which is located at 4615 S. 22nd
Street, Phoenix, Arizona 85040, also as described on Exhibit “A” (the “Premises”); and
WHEREAS, Tenant desires short-term, revocable, exclusive use of the Premises solely
for the operation of the Women Infant Children Program (“WIC”) (the “Permitted Use”); and
WHEREAS, Tenant has determined that the Premises is suitable for the Permitted Use;
and
WHEREAS, the District is permitted to allow the use of other school property to
organizations whose activities promote the educational function of the District as determined in
good faith by the District’s Governing Board in accordance with A.R.S. § 15-1105(B);
WHEREAS, the Governing Board of the District finds that the WIC Program operates
activities and programs that support the educational function of the District;
WHEREAS, the Governing Board of the District is permitted to enter into leases for
school buildings or grounds for a period of less than ten (10) years as permitted by A.R.S. § 15-
342(9).
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NOW THEREFORE, in consideration of the foregoing recitals and other good and
valuable consideration, receipt and sufficiency of which is hereby acknowledged, the Parties
agree as follows:
AGREEMENT
I. RECITALS
1. The accuracy of the foregoing recitals is acknowledged and by this reference incorporated
into this Agreement.
II. TERM, PERMITTED USE AND RENT
1. This Agreement shall be effective upon execution by Landlord and Tenant for a
period of one year (the “Term”) unless terminated earlier, pursuant to the terms of
this Agreement.
2. Upon execution of this Agreement, Landlord shall make the Premises available to
Tenant for the Permitted Use as follows:
a. The Premises subject to this Agreement are located at the King Early Childhood
Center, 4615 S. 22nd Street, Phoenix, Arizona 85040, Room 105.
b. Tenant shall have exclusive use of the Premises for the operation of a County
Women and Infant Children Program (WIC) including associated strategic
partners. Tenant shall have access to the Premises for full time clinic operations
during school business hours of 7:30 am – 4:30pm Monday - Friday. In addition,
Tenant is hereby granted an non-exclusive right to use in common with Landlord,
other tenants and occupants authorized by Landlord, their respective employees
agents, contractors, customers and invitees, such sidewalks, hallways, stairways,
restrooms and other common areas and facilities as Landlord shall from time to
time designate for common use (“Common Areas”).
3. The Tenant agrees to pay the sum of $252.00 per month to rent the Premises for
each month of the Term of the Agreement. If there is an extension of this
Agreement in writing and upon the approval of the Parties, the rental rate may be
changed to reflect increased costs to the Landlord.
4. The Term of this Agreement shall be July 1, 2017 through June 30, 2018. The
Agreement may be renewed for up to three (3) periods of one (1) year each upon
written agreement of the Parties.
5. Tenant shall use the Premises for only the Permitted Use and none other.
6. Unauthorized use of Premises or the Property by the Tenant may be considered by
Landlord to be sufficient cause for the immediate termination of the Agreement.
Failure by Tenant to comply with specific requirements of this Agreement will
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constitute an event of default and will be sufficient cause for termination of the
Agreement.
7. Tenant, at its sole cost and expense, shall be responsible to comply with all local,
state and federal codes, laws, statutes, ordinances, orders, rules and regulations of
any governmental authority whether now or hereafter in effect associated with
Tenant’s use of the Premises. Tenant shall comply with any and all security
procedures and background checks as may be required by Landlord.
8. Tenant, at its sole cost and expense, shall keep the Premises in a clean, safe and
usable condition at all times.
9. Landlord, at its sole cost and expense, shall provide janitorial and trash removal to
the Premises.
III. ENTRY AND INSPECTION
Landlord shall have the right but not the obligation at all times after reasonable notice to Tenant
to enter onto and inspect the Premises. Landlord will notify Tenant of any unsatisfactory
condition. Tenant shall take action as soon as possible to correct such condition(s) at Tenant’s
expense. Any failure of Tenant to remedy an unsatisfactory condition within a reasonable time
period after receiving notice from Landlord shall constitute an event of default and will be
sufficient cause for termination of this Agreement.
IV. MAINTENANCE, ALTERATIONS, IMPROVEMENTS AND REPAIRS
1. Tenant shall not make alterations, improvements or repairs to the Premises without the
prior consent of Lessor, which consent will not be unreasonably withheld.
2. Tenant will provide all furniture, temporary cubical partitions and supplies necessary to
perform its educational mission, except when such items may be temporarily obtained by
Landlord or other parties. All borrowed items must be returned to their rightful owners at
the conclusion of the Agreement. If Landlord or its agents, servants, or employees
damage Tenant’s property, Landlord agrees to immediately repair the same; and, if any of
the property of Tenant is lost, stolen or destroyed by Landlord or its agents, servants, or
employees, Landlord agrees to immediately replace the same.
3. Landlord agrees, at its cost, to maintain the roof, walls, ceilings, windows, structural
members, doors, entry ways, heating, cooling, plumbing, and electrical systems, units and
fixtures in good repair and condition during the term of the Agreement.
4. Tenant agrees to keep and maintain the leased premises in a clean, neat, safe and orderly
condition. Tenant agrees to keep the leased premises free and clear of any and all liens
arising out of any work performed or material furnished to or by, or obligations incurred
by Tenant. If Tenant or its agents, servants, guests, invitees, patrons or employees damage
the Premises or the property of Tenant, normal wear and tear excepted, Tenant agrees to
immediately repair the same; and, if any of the property of Landlord is lost, stolen or
destroyed by Tenant or its agents, servants, guests, invitees, patrons or employees, Lessee
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agrees to replace the same. Any repair work performed by Tenant shall be agreed upon by
Tenant and Landlord prior to the work being performed.
5. Tenant will immediately notify Landlord of any damage or defect, in order that Lessor
may comply with terms set forth in this Agreement.
V. COMPLIANCE WITH GOVERNING BOARD POLICIES AND APPLICABLE LAWS.
Tenant, its staff members, and its participants shall at all times comply with all Governing Board
Policies of the District, in effect at the time of the execution of the Agreement or as adopted from
time to time by the Governing Board. District shall apprise County of changes to District Policy.
The Parties also agree to comply with all applicable state and federal laws, rules, regulations and
executive orders governing equal employment opportunity, nondiscrimination and affirmative
action. The Landlord expects that the Tenant will employ persons who are authorized to provide
services without causing students to be at risk. The Tenant shall ensure that all employees
working on Premises and contractors will have valid Fingerprint Clearance Cards as provided at
A.R.S. § 15-511.
VI. TOBACCO, DRUGS AND ALCOHOL
Tenant, by its own policy, shall not keep, permit or allow any illegal drugs or any liquors or
alcoholic beverages, or any tobacco products to be sold, used or possessed on the Premises or on
the school grounds.
VII. INTERFERENCE WITH DISTRICT OPERATIONS.
If Tenant's operations substantially and adversely affect the operations of the District, then the
District shall give prompt and reasonable notice specifying the objectionable practices. Tenant
shall immediately correct such operations or practices. If the corrections are not reasonably
satisfactory to the District, then the District shall have the option to terminate the Agreement on
thirty (30) days' written notice or to terminate it on such shorter notice as is reasonable in an
emergency.
VIII. UTILITIES.
Landlord shall pay for water, electricity, natural gas, internet, and phone consumed upon the
Premises. Landlord is not obligated to upgrade the type or extent of utility service at the
Premises. As part of utilities costs for which Landlord is obligated to pay, Landlord shall cause
Landlord's trash service provider for the District Property to remove trash from the Premises no
more frequently than such provider removes trash from the remainder of the District Property, so
long as the Tenant stores such trash from the Premises in a location reasonably pre-approved by
Landlord prior to any such removal.
IX. LIABILITY
Each Party (as "indemnitor") agrees to indemnify, defend, and hold harmless the other Party (as
"indemnitee") from and against any and all claims, losses, liability, costs, or expenses (including
reasonable attorney's fees) (hereinafter collectively referred to as "claims") arising out of the
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negligent performance of this Agreement, but only to the extent that such claims which result in
vicarious/derivative liability to the indemnitee are caused by the act, omission, negligence,
misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or
volunteers.
X. INSURANCE.
Landlord shall maintain, at its expense, comprehensive general liability insurance covering its
activities on the Leased Premises.
Landlord acknowledges Tenant is self-insured. Tenant shall provide a Certificate of Insurance
before or upon execution of this Agreement.
Certificates evidencing all of such insurance required of Landlord and Tenant hereunder shall be
provided from the insured to the other party and shall guarantee thirty days advance written
notice to such other party of cancellation, non-renewal or material change. All insurance
provided hereunder shall be provided by a company authorized to do business in the State of
Arizona and, with regard to Tenant's insurance obligations, approved by Landlord.
XI. ZONING AND PERMITS.
Landlord does not warrant that the Premises are zoned for the use contemplated by the Tenant.
Tenant shall bear the cost of procuring zoning charges, if any, permits and approvals as are
required by law for Tenant's intended use of the Premises. If Tenant is unable to procure zoning
or other necessary approvals, it may terminate this Agreement by giving written notice to
Landlord.
XII. SIGNS AND ADVERTISING.
Tenant shall have the right to display on the Premises signs that are in compliance with all
applicable municipal ordinances and regulations with respect thereto and in keeping with the
dignity of the Premises and its surroundings, subject to the prior approval of Landlord. Tenant
shall pay for the design, fabrication, installation, maintenance and repair of any such signs at
Tenant's sole cost and expense. No sign or advertising by Tenant shall tend to mislead anyone
that Landlord has any relationship with Tenant or its operations other than merely as Landlord.
On or before the expiration or sooner termination of this Agreement, Tenant, at Tenant's sole
cost and expense, will remove any such signs from the Premises and will repair any damage to
the Premises as a result of such signs being affixed to the Premises or as a result of such removal.
XIII. MECHANICS' LIENS.
During the term of this Agreement and any extensions thereof, Tenant shall at all times keep the
Premises and the remainder of the District Property free of mechanics' liens and other liens of
like nature, and at all times shall fully protect and indemnify the District against all such liens or
claims. In connection with any alterations of, or additions to, the Premises, including, without
limitation, the construction of the improvements, Tenant will provide the District with full, final
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and unconditional lien waivers from any and all contractors performing work at the Premises
within thirty (30) days of the substantial completion of any and all such work.
XIV. DEFAULTS AND REMEDIES.
In the event of any default under this Agreement, and failure by the breaching party to cure said
default within thirty (30) days after written notice made in accordance with this Agreement (such
30-day period subject to extension as is reasonably necessary in the event the default reasonably
takes longer than 30-days to cure, so long as the breaching party commences the cure within
such 30-day period and thereafter diligently prosecutes the cure to completion), the non-
breaching Party may elect to terminate this Agreement upon ten (10) days' written notice and
may pursue any applicable judicial or non-judicial remedies for the breach.
XV. WAIVER.
No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of
any other provision. The waiver of any of the terms and conditions of this Agreement shall be
limited to the particular instance involved and shall not continue.
XVI. RELATIONSHIP.
The relationship created by this Agreement is that of Landlord and Tenant and no other, it being
understood that the Tenant is not a partner, joint venturer, associate, agent, employee or servant
of the Landlord. Landlord assumes full responsibility for the actions of Landlord's personnel, and
is solely responsible for their supervision, daily direction and control, payment of salary
(including withholding income taxes and social security), worker's compensation and disability
benefits.
XVII. ENTIRE AGREEMENT.
This Agreement sets forth all the covenants, promises, agreements, conditions and
understandings between the District and the Tenant concerning the Premises, and there are no
covenants, promises, agreements, conditions or understandings, either oral or written, between
the Parties other than as set forth in this Agreement. No representations have been made to, or
relied upon by, either Party or anyone acting for or on behalf of either Party by any person which
are not fully and completely set forth herein. Except as otherwise provided in this Agreement,
no subsequent alteration, amendment, change or addition to this Agreement shall be binding
upon the District or the Tenant unless reduced to writing and signed by them.
XVIII. SEVERABILITY.
Should any provision of this Agreement be declared contrary to law by and court, or if such a
danger arises, the provisions shall have the effect in the law only to the extent permitted by law,
but all other provisions shall continue in full force and effect. The parties shall thereupon
immediately open negotiations for the purpose of arriving at a mutually satisfactory replacement
for such provision.
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XIX. VENUE; GOVERNING LAW
The parties agree to submit any dispute arising hereunder to a single arbitrator, who shall be
chosen by mutual agreement; or, if agreement cannot be reached within thirty (30) days after
demand to choose an arbitrator, by appointment by the presiding judge of the Arizona Superior
Court, Maricopa County. The decision of the arbitrator shall be binding and non-appealable, and
shall be enforceable as judgment in a court of competent jurisdiction.
XX. APPROVAL.
This Agreement has been approved by the Governing Board of the District at a duly authorized
public meeting. The Tenant certifies that the signatories to this Agreement have authority to
bind the Tenant to the terms of the Agreement as stated herein.
XXI. ASSIGNMENT AND SUBLETTING
Tenant does not have the right to assign this Agreement or allow any other person or entity to use
or occupy any of the Premises without the prior written consent of Landlord, which consent may
be granted or withheld in Landlord's sole discretion.
XXII. INTERPRETATION
This Agreement constitutes the entire agreement and understanding of the Parties with respect to
its subject matter. No prior or contemporaneous agreement or understanding will be effective.
This Agreement may not be modified or amended except by written instrument signed by both
Parties.
XXIII. AUTHORITY
The individual signing below on behalf of Landlord hereby represents and warrants that s/he is
duly authorized to execute and deliver this Agreement on behalf of Landlord and that this
Agreement is binding upon Landlord in accordance with its terms.
XXIV. CONFLICT OF INTEREST
This Agreement is subject to the provisions of A.R.S. § 38-511, the provisions of which are
incorporated herein by this reference.
XXV. APPLICABLE LAW
This Agreement and all obligations upon the Landlord or the Tenant arising therefrom shall be
subject to any limitations of budget law or other applicable local law or regulation. The Parties
hereto shall comply with all applicable federal, state and local statutes, ordinances, regulations,
rules, standards and executive orders. The terms of this Agreement shall be construed in
accordance with the laws of the State of Arizona and any action thereon shall be brought in the
appropriate court located in Maricopa County, Arizona.
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XXVI. NOTICES
All notices provided for herein shall be in writing and sent by certified mail or personal delivery
to the Parties at the following addresses:
Landlord: Roosevelt Elementary School District No. 66
Attn: Jeff Gadd, Chief Financial Officer
6000 South 7th Street
Phoenix, AZ 85042
Jeff.gadd@resd66.org
Tenant: Maricopa County
Attn: Chief Real Estate Officer
2801 W. Durango Street
Phoenix, AZ 85009
With copy to: Maricopa County Public Health
Attn: WIC Director
4041 N Central Ave, Suite 700
Phoenix AZ 85012
THE REMAINDER OF THIS PAGE INTENTIONALL LEFT BLANK
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P-50306
C-86-18- 007-1-00
IN WITNESS WHEREOF, the Parties enter into this AGREEMENT this _______ day of
_____________________, 2017.
Landlord: Tenant:
Roosevelt School District #66 Maricopa County
____________________________________ ____________________________________
Jeff Gadd Date Chairman of the Board of Supervisors
Chief Financial Officer
jeff.gadd@resd66.org
ATTEST:
____________________________________
Clerk of the Board Date
APPROVED as to FORM: APPROVED as to FORM:
____________________________________ ____________________________________
Attorney for School District Date Deputy County Attorney Date
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P-50306
C-86-18- 007-1-00
Exhibit “A”
Property and Premises
Room 105, (“Premises”) at the Landlord “Property” located at 4615 South 22nd Street, Phoenix,
AZ 85040 (“Property”), as designated below:
4615 South 22nd Street
Phoenix, AZ 85040
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