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FIRST AMENDMENT TO LEASE AGREEMENT
This First Amendment to Lease Agreement (this “Amendment”) is entered into and
effective as of _________, 2023 (the “Effective Date”) by and between the City of Chandler, an
Arizona municipal corporation (the “City” or the “Landlord”), and the Boys & Girls Clubs of
the Valley, Inc, formerly known as the Boys & Girls Clubs of the East Valley, Inc., an Arizona
nonprofit corporation (the “Tenant”), related to that certain Lease Agreement (the “Lease”) dated
November 17, 2009, between the Landlord and the Tenant demising that certain improved real
property generally located at 300 E. Chandler Boulevard, Chandler, Arizona 85225 and
commonly known as the “Chandler Compadres Branch of the Boys and Girls Club of the
Valley” (the “Premises”).
Recitals
Landlord and Tenant wish amend certain terms and to clarify certain roles and
responsibilities of each of the parties under the Lease.
Agreement
NOW, THEREFORE, in consideration of the mutual promises and representations set
forth herein, and in the Recitals hereto the parties agree as follows:
1.
Definitions. As of the Effective Date, all references to the Lease shall be deemed to refer to
the Lease as modified by this Amendment.
2.
Term. Paragraph 2 of the Lease is hereby deleted in its entirety and replaced with
the following:
2.
Term. The term (the “Term”) of the Lease is 10 years from the Effective Date
of this Amendment. Tenant shall have the option to extend the Term for an additional
10 year period upon the written request of the Tenant prior to the expiration of the
original Term, which extension shall be granted by Landlord provided Tenant is not in
default under the Lease. Landlord and Tenant shall memorialize the Term extension
provided herein in a written amendment to the Lease
3.
Priority City Use; Reporting. Paragraph 4 of the Lease is amended by adding the
following subparagraphs 4.6 and 4.7 :
4.6
Priority City Use. The parties acknowledge the need for security to care for
the children that use the Premises, including fields and buildings, during the
Tenant’s normal hours of operation, which are Monday through Friday from ____
to 7:30 p.m. except holidays (“Tenant’s Normal Operating Hours”). At any time
outside of Tenant’s Normal Operating Hours, Tenant will make available certain
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portions of the Premises for the Landlord’s use for public purposes, such as
meetings, community programs, recreational activities, etc. (the “City Use
Periods”). Tenant and Landlord will coordinate and create a monthly schedule of
the portions of the Premises as well as the City Use Periods that are available for
City use. If Landlord does not need all or part of the set-aside Premises during the
City Use Periods for the City’s use, then the Landlord will so notify Tenant, and
Tenant may then utilize the space for Tenant’s activities. If Landlord requests to use
all or a portion of the Premises during Tenant’s Normal Operating Hours, and Tenant
is not utilizing the space for its own activities, then the Landlord will have priority
over any other requester during the requested time period. If the Tenant is utilizing
the requested Premises during Tenant’s Normal Operating Hours, then the
Landlord’s request for its use during Tenant’s Normal Operating Hours will not
preempt Tenant’s use.
4.7.
Reporting. Tenant will comply with the reporting requirements of the
attached Exhibit E.
4.
Amendments to Paragraph 8 of the Lease.
(a)
Paragraph 8.1(a) of the Lease is hereby deleted in its entirety and replaced with the
following:
8.1(a.) Landlord’s Obligations. Except for damage caused by any negligence or
intentional act or omission of Tenant, or Tenant's agents, contractors, employees,
invitees, licensees, or members, the Landlord, at Landlord's sole expense, shall
keep in good order, condition, and repair those items mutually agreed upon
between Landlord and Tenant illustrated in the attached Exhibit F.
(b)
Paragraph 8.2(a) of the Lease is hereby deleted in its entirety and replaced with the
following:
8.2(a) Tenant Obligations. Tenant, at Tenant's expense, shall maintain, service,
replace, and keep in good repair those items mutually agreed upon between
Landlord and Tenant illustrated in the attached Exhibit F, and any of Tenant's
personal property or any of the Landlord's assets (defined in Paragraph 8.2(c)), and
shall repair all damage to the Premises and the City Property caused by the
negligent or intentional act or omission of Tenant, or the Tenant’s agents,
contractors, employees, invitees, licensees, or members. Tenant shall give
Landlord prompt written notice of any defects or breakage in the structure,
equipment, fixtures, or of any unsafe condition upon or within the Premises.
Tenant's maintenance obligation also includes providing or performing custodial
services for the Premises except those custodial services provided by Landlord
pursuant to Paragraph 8.1(c).
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(c)
Paragraph 8.3 of the Lease is amended by adding subparagraph 8.3(a) entitled
“Tenant Alterations” which subparagraph shall include all of the text in the original Lease
paragraph 8.3.
(d)
Paragraph 8.3(b) is hereby added to the Lease as follows:
8.3(b) Landlord Alterations. Landlord, at Landlord’s expense, may make capital or
other improvements or alterations that it deems necessary or desirable during the Term
(individually and collectively the “Work”). In such event, Landlord will provide
Tenant with as much notice as possible and will endeavor to complete the Work
expeditiously with as little interruption to Tenant’s business as possible. Tenant will
cooperate with Landlord in the scheduling and performance of the Work. The parties
will amend Exhibit D to reflect any additional personal property brought onto the
Leased Premises as a result of the alterations or improvements.
5. Termination. The following paragraph is added as to the Lease:
27. Termination. The City may terminate this Lease in whole, or from time to time in
part, for the City’s convenience or the failure of the Tenant to fulfill the Lease
obligations (cause/default). The City will terminate by delivering to the Tenant a
written Notice of Termination specifying the nature, extent, and effective date of the
termination. Upon receipt of the notice, the Tenant will deliver to the City all
information, reports, papers, and other materials accumulated or generated in
performing the contract, whether completed or in process.
6. Changes to Notice Provisions. Paragraph 24 of the Lease is hereby deleted in its entirety and
replaced with the following:
24. Notice. All notices, demands, and other communications to be given are delivered
pursuant to this Agreement shall be in writing, and shall be deemed to have been given
after: (a) personal delivery; (b) 1 business day from the transmission by telecopier;
or (c) 3 business days from deposit in the United States mail, registered or certified
mail, return receipt requested, and postage prepaid to the Notice Address or to the
last known address of the party to whom notice is being given. The Notice Addresses
are as follows:
If to the Landlord:
City of Chandler
Neighborhood Resources Department
235 S. Arizona Ave.
Chandler, AZ 85225
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If to the Tenant:
Marcia Mintz
Chief Executive Officer
Boys & Girls Clubs of the Valley
4309 E. Belleview
Phoenix, Arizona
85008 T 602.954.8182
F 602.956.3320
E:marcia.mintz@bgcaz.org
7. Changes to Lease Exhibits.
(a) Amendment to Exhibit D - Furnishings/Computer Equipment. Within sixty (60) days
from the effective date of this Amendment, Tenant will provide Landlord with a revised
Exhibit D that Landlord will review in accordance with this paragraph. The parties
agree that upon Landlord’s acceptance, Exhibit D will be deleted in its entirety and
replaced with the revised Exhibit D. For the remainder of the lease term, Tenant will
submit an updated Exhibit D annually at the time Tenant’s Final Report is submitted in
accordance with Exhibit E. Landlord will review the revised Exhibit D within fourteen
(14) days of receipt. Landlord will accept the revised Exhibit D or address any conflicts
with Tenant which will be resolved by mutual agreement between the parties. A formal
lease amendment will not be required to make updates to Exhibit D following execution
of this Amendment.
(b) Addition of Exhibit E - Reporting Requirements. The parties agree that Exhibit E –
Reporting Requirements (attached hereto) is hereby added as an exhibit to the Lease.
(c) Addition of Exhibit F - Maintenance Responsibility Matrix. The parties agreed that
Exhibit F - Maintenance Responsibility Matrix (attached hereto) is hereby added as an
exhibit to the Lease.
8.
Miscellaneous.
(a) No other modifications. Except as expressly provided herein, all other provisions of the
Lease shall remain in full force and effect.
(b) Authority. The parties represent and warrant to each other that as of the Effective Date that
each is: (1) duly authorized under the Constitution and laws of the State to execute, deliver
and perform the terms of the Lease and this Amendment; (2) all actions on its part for the
execution and delivery of the Lease and this Amendment have been duly taken; (3) the Lease
and this Amendment upon delivery, shall be valid and enforceable in accordance with their
terms, except as enforceability may be limited by generally equitable principles and by
bankruptcy, insolvency or other similar laws affecting creditors’ rights generally; and (4)
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the execution, delivery and performance of the Lease and this Amendment are not in
contravention of law or any agreement, instrument, indenture or other undertaking to which
it is a party or by which it is bound.
(b) Counterparts. This Amendment may be executed in several counterparts, each of which
shall be deemed to be an original amendment binding on all the parties hereto,
notwithstanding that all the parties shall not have signed the same counterpart.
(c) Defined Terms. The initial capitalized terms not defined in this Amendment shall have
the meanings assigned to such terms in the Lease.
(d) Notice of Arizona Revised Statutes Section 38-511—Cancellation. Notice is hereby given
of the provisions of Arizona Revised Statutes Section 38-511. By this reference, the
provisions of said statute are incorporated herein to the extent of their applicability to
contracts in the nature of this Amendment and the Lease under the laws of the State of
Arizona.
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the Effective Date.
LANDLORD:
City of Chandler, Arizona,
an Arizona municipal corporation
By: _______________________
Mayor
ATTEST:
By: City Clerk
APPROVED AS TO FORM:
By: ____________________
City Attorney
TENANT:
Boys & Girls Club of the Valley, Inc., an
Arizona nonprofit corporation
By: _______________________________
Marcia Mintz, Chief Executive Officer
TABLE OF EXHIBITS
Exhibit D
Furnishings/Computer Equipment
Exhibit E
Reporting Requirements
Exhibit F
Maintenance Responsibility Matrix
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Exhibit D Furnishings/Computer Equipment
To be provided within 60 days of Amendment Effective Date
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Exhibit E Reporting Requirements
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Exhibit F Maintenance Responsibility Matrix
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