AMENDMENT 9 TO LEASE RE HOUSING FOR HOPE.PDF
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LEASE No. L-7410
C-22-10-044-1-10
AMENDMENT No. 9 TO LEASE AGREEMENT
BETWEEN
HOUSING FOR HOPE, INC.
AND
MARICOPA COUNTY
RECITALS
A.
Maricopa County, a political subdivision of the state of Arizona (“Lessee”), and Housing for Hope, Inc.,
an Arizona Non-Profit Corporation (“Lessor”) are parties to that certain Lease Agreement No. L-7410 dated
March 2, 2010 and subsequently amended September 14, 2011, September 24, 2013, September 23, 2015,
June 22, 2016, August 23, 2017, December 12, 2018, September 18, 2019, and May 5, 2021 (collectively,
the “Lease”), The Lease is for the premises at 466 South Bellview Street, Mesa, Arizona, consisting of
1,890 square feet of classroom space and certain playground area (“Premises”).
B.
The term of the Lease expires on September 30, 2022.
C.
Lessee and Lessor now mutually desire to enter into this Amendment No. 9 (“Amendment”) to amend the
Lease to: (A) renew and extend the term of the Lease; (B) provide for a renewal option; (C) establish
reserved parking; (D) replace alterations provisions; (E) approve certain Lessor maintenance; (F) replace
termination language; (G) add Subordination and Attornment and Estoppel provisions; and (H) replace
counterpart language
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 Lease 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 Lease, unless the context expressly requires otherwise.
3.
The term of the Lease will be extended for ten (10) years to commence on October 1, 2022 and expire
September 30, 2032, beginning at the current Lease rate of $14.08 per square foot with 2.5% annual
increases plus rental tax.
Rent Schedule
Rate
Tax
October 1, 2022 to September 30, 2023
$14.08 per sf
plus rental tax
October 1, 2023 to September 30, 2024
$14.43 per sf
plus rental tax
October 1, 2024 to September 30, 2025
$14.79 per sf
plus rental tax
October 1, 2025 to September 30, 2026
$15.16 per sf
plus rental tax
October 1, 2026 to September 30, 2027
$15.54 per sf
plus rental tax
October 1, 2027 to September 30, 2028
$15.93 per sf
plus rental tax
October 1, 2028 to September 30, 2029
$16.33 per sf
plus rental tax
October 1, 2029 to September 30, 2030
$16.74 per sf
plus rental tax
October 1, 2030 to September 30, 2031
$17.16 per sf
plus rental tax
October 1, 2031 to September 30, 2032
$17.58 per sf
plus rental tax
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4.
Renewal Option. Lessee shall have the option to renew (“Renewal Option”) the term of this Lease for
three (3) additional periods of five (5) years each at the same terms and conditions of the then Lease in
effect. If Lessee wants to exercise the Renewal Option, Lessee will provide Lessor written notice at least
90 days prior to the Lease expiration date. The Lease shall be renewed upon mutual agreement by both
parties in writing.
5.
Lessor grants Lessee three (3) reserved parking spots at no cost to Lessee on the east side of the Lease
Premises per Exhibit “A” which is attached hereto and made a part hereof.
6.
Section 12 Alterations of the Lease is hereby deleted in its entirety and replaced with the following:
Lessee may erect a sign on the exterior of the classroom to note classroom is a Maricopa County Early
Head Start classroom; provided, however, such sign shall comply with all applicable laws and shall be
subject to Lessor's reasonable approval. The Premises have been constructed in accordance with applicable
laws including, without limitation, the Americans with Disabilities Act. Without Lessor’s prior written
consent, Lessee shall not make any structural alterations, additions or improvements (“Alterations”) to the
Premises or any part thereof. Lessor agrees not to unreasonably withhold its consent to any Alterations to
the Premises that in Lessee’s opinion are required to ensure that the Premises comply with applicable
guidelines for quality early childhood practices. Lessee and Lessor acknowledge that Lessee’s ability to
pay for any Alterations 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 constructed
at the Premises shall become part of the Property of Lessor. If, at any time during the term of this Lease,
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. Notwithstanding the foregoing, Lessor’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.
7.
Lessor shall replace leaking faucet in the staff bathroom and paint the ceiling of the Lease Premises, both
at Lessor’s expense.
8.
Section 30 Termination of the Lease is hereby deleted in its entirety and replaced with the following:
Lessor and Lessee each reserve the right to terminate this Lease without cause at any time during the Lease
term upon giving three hundred sixty-five (365) days written notice to the other party. In the event Lessor
or Lessee terminates this Lease during any term hereof, the rent payment heretofore made by Lessee shall
be prorated based on the number of days remaining in the final month of occupancy. Lessor shall refund
the prorated amount to Lessee within thirty (30) days after termination. The Lease is subject to termination
pursuant to the provisions of A.R.S. § 38-511. This Lease 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.
9.
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 Lease 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
Lease shall remain in effect for the full Term. The holder of any security interest may, upon written notice
to Lessee, elect to have the Lease 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
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termination of the Lease 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 Lease, provided such party acquires
and accepts the Premises subject to the Lease.
10.
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 Lease 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.
11.
Section 41 Counterparts of the Lease is hereby deleted in its entirety and replaced with the following:
This Lease may be executed in two or more counterparts, each of which shall be deemed an original but all
of which together shall constitute one and the same instrument. Electronic signatures shall have the same
force and effect as original signatures.
12.
The foregoing paragraphs contain all the changes made by this Amendment. All other terms and conditions
of the Lease remain the same and in full force and effect, except as herein amended.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
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IN WITNESS WHEREOF, the Parties have signed this Amendment.
LESSOR:
HOUSING FOR HOPE, INC.
By: ___________________________________
[Signature]
Date
___________________________________
[Printed Name]
___________________________________
[Title]
LEASE No. L-7410
C-22-10-044-1-10
LESSEE:
MARICOPA COUNTY, a political subdivision of the State of Arizona
____________________________________
Bill Gates
Chairman of the Board of Supervisors
ATTEST:
____________________________________
Clerk of the Board
Date
APPROVED as to FORM:
____________________________________
Deputy County Attorney
Date
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Exhibit “A”
Map of reserved parking spaces
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Exhibit “B”
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT CERTIFICATE
for
LEASE AGREEMENT NO. L-7410
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
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;
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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) 9 of
Amendment 9 of the Lease and Section 43 of the Lease as amended by Amendment 8 of the Lease.
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-7410
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.
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.
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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) 10 of
Amendment 9 of the Lease and and Section 43 of the Lease as amended by Amendment 8 of the Lease.
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