HomeMy WebLinkAbout1997 Ordinance No. 082*' •
ORDINANCE NO . f;.2._
SERIES OF 1997
BY AUTHORITY
COUNCIL BILL NO . 90
INTRODUCED BY COUNCIL
MEMBER VORMITTAG
AN ORDINANCE AUTHORIZING A LEASE OF THE SELBE PROPERTY BY THE
CITY OF ENGLEWOOD , COLORADO.
WHEREAS, Cindermak is the Lessee of certain property which is part of the
Cinderella City Shopping Center; and
WHEREAS , Cindermak desires to sublease to the City of Englewood such property;
and
WHEREAS, the City agrees to sublease the property after certain conditions are
met;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF ENGLEWOOD , COLORADO, AS FOLLOWS :
Section 1. The Sublease Agreement between Cindermak and the City of Englewood
with respect to the Selbe property is attached hereto as "Exhibit A," is hereby accepted
and approved by the Englewood City Council.
Section 2 . The City will not proceed with any condemnation action as to this
property so long as the sublease remains in force .
Section 3 . The Mayor is authorized to execute and the City Clerk to attest and seal
the Sublease for and on behalf of the City of Englewood, Colorado.
Introduced, read in full , and passed on first reading on the 6th day of October, 1997 .
Published as a Bill for an Ordinance on the 9th day of October, 1997 .
Read by title and passed on final reading on the 20th day of October, 1997 .
Published by title as Ordinance No .t'...2,"Series of 1997, on the 23rd day of October,
1997.
I, Loucrishia A. Ellis , City Clerk of the City of Englewood, Colorado , hereby
certify that the above and foregoing is a true copy ~f the Ordinance passed on final
reading and published by title as Ordinance No .~ Series 1997.
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SUBLEASE
This Sublease ("Sublease") is entered into this_ day of , 1997, between
CINDERMAK ASSOCIATES , a joint venture ("Sublessor"), and the CITY OF
ENGLEWOOD , a Home Rule Municipal Corporation ("Sublessee ").
WHEREAS , Nathan Yanish , Marvin Smith , David Justman , Ralph Korklin , Seymour
Katzson , Werner Livingston , Harvey Cooper, Haro ld Friedman, Ted Weins tein and Ben
Klein, a partnership doing business as 1075 Company , a/k/a TEN-SEVENTY-FIVE CO.
("Landlord") and New Englewood , Ltd. ("Tenant") entered into a Lease , dated January , 1966
(herein referred to as the "Lease ", to which reference should be made for all terms not
otherwise herein defined), and recorded January 28 , 1996 in Book 1646 at page 141 of the
records of Clerk and Recorder of the County of Arapahoe , State of Colorado , pertaining to
the real property described Exhibit A , attached hereto and incorporated herein (the
"Premises "); and
WHEREAS , Sub lessor is the successor-in-interest to Tenant as tenant in and to the
leasehold estate under the Lease ; and
WHEREAS , Sublessor desires to sublease to Sub le ssee and Sub lessee desires to
sublease from Sublessor the Premises upon the terms and conditions herein set forth.
NOW , THEREFORE , consideration of the mutual covenants herein contained and for
other good and valuable consideration , the receipt and sufficiency of which is hereby
acknow ledged , the parties hereto hereby agree as follows :
1. Sublease. Sublessor subleases to Sublessee and Sublessee subleases from
Sub lessor , upon the terms and conditions herein set forth, the Premises for a term
commencing on the later of the date of transfer by Sublessor to Sublessee or its assignee or
designee of that certain property known as the Cinderella City Shopping Center , or November
21 , 1997 , and ending February 1, 2065 , unless earlier terminated hereunder.
2 . Rent: Security Deposit. Sublessee shall pay to Sublessor during the term of this
Sublease , without notice or demand, a rent at the same rate as the rental to be paid by
Sublessor to Landlord under the Lease payable in advance on or before the fi rst day of ea ch
calendar month at the address of Sublessor herein provided or at such other place as Sublessor
may from time to time designate in writing.
3 . Termination. Sublessor may terminate this Sublease at any time after the first
anniversary of the commencement date of the term of this Sublease by providing at least six
(6) months prior written notice to the Sublessee. In the event Sublessor terminates this
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Sublease under the terms of this paragraph 3 , neither Sublessor , nor Sub lessee nor any other
party shall be prejudiced as to any other rights that such party may have under the law , in
equity or otherwise , including, without limitation , the City of Englewood's right of eminent
domain. Upon termination or expiration of this Sublease, Sublessee shall immediately quit
and surrender the Premises to Sub lessor and in good condition and repair , ordinary wear and
tear excepted . Upon termination or expiration of this Sublease , Sublessee shall have the right
to remove any improvements installed by Sublessee provided Sublessee repairs any damag e
caused by such removal.
4 . Incorporation of Lease.
(a) The terms, conditions and covenants of the Lease are incorp orated he re in
by this reference and constitute a part hereof as applied to Sublessor and Sublessee , excep t to
the extent such terms , conditions and covenants are inconsistent with the provisions of thi s
Sublease , and except as set forth in subsections (b) and (c) below. Sublessee sha ll perform
and observe all of the obligations of Tenant under the Lease during the term hereo f , includ in g,
without limitation , the obligation to pay real estate taxes.
(b) For purpose of its application in this Sublease , the las t sentence of
paragraph 3(b) of the Lease is changed by substituting "15" where "30" app ears in the Le a e .
(c) For purposes of application to this Sublease , the numb ers "20 ," "60 ,"
"30 ," "90 ," and "10" appearing in Section 13 , shall be respectively changed to "10 ," "30 ,"
"15 ," "45 ," and "5 ."
5. Remedies. If Sub lessor or Sublessee shall default in th e payment or
performance of any of its obligations hereunder , the other party shall be entitled to a ll
remedies available under the law or at equity.
6 . Mortgages.. Sublessor and Sublessee shall each have the rig ht at any tim e to
grant any lien , mortgage or otherwise encumber its interest in and to th e Lease . U pon
crea ting such lien , the party shall promptly provide the other party with written noti ce o f the
name and address of the Mortgagee. Either party who created said mortgagee or encumb ranc e
shall promptly pay and perform all of its obligations under such li en , mortg a g e or
encumbrance , and such party shall indemnify , defend and hold the othe r party harmles
against all loss, liability , claim, damage and cost (including , without limitation , att orney 's fees
and court costs ) arising from any failure by such indemnifying party to pay and pe r form a ll
of its obligations under such liens , mortgages and encumbrances.
7. Assignment. Sub lessee shall be entitled to assign or sublet all or any portion
of this Sublease or the Premises.
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8. Insurance. Sublessee, at its cost, shall procure and maintain commercial general
public liability and property damage insurance in the amount of $5, 000, 000 single limit. All
such policies shall name Sublessee, Sublessor and Landlord as additional insured parties and
shall provide that such policies may not be canceled or expire without ten (10) days prior
written notice to Sublessor and Landlord. After Sublessor's written request, Sublessee shall
furnish to Sub lessor a certificate of insurance evidencing the coverage required hereunder.
9. Notices. Any notice, demand or communication required or permitted
hereunder shall be in writing and served by certified mail, return receipt requested, postage
prepaid, addressed as follows:
Sub lessor:
with copies to:
Sub lessee:
with copies to:
c/o Kravco Company
234 Mall Boulevard
King of Prussia, PA 19406-0928
Attention: General Counsel
Robert M. Segal, Esq.
Wolf Block Shorr and Solis-Cohen
12th Floor
Packard Building
S.E. Comer 15th and Chestnut Streets
Philadelphia, PA 19102-2678
City Manager
City of Englewood
3400 South Elati Street
Englewood, CO 80110-2304
Daniel L. Brotzman, Esq.
City Attorney
City of Englewood
3400 South Elati Street
Englewood, CO 80110-2304
Either party, from time to time, may change its address for notices hereunder by
providing written notice thereof to the other party.
10. No Broker. To the extent permitted by law , Sublessor and Sublessee indemnify
and hold each other harmless from all loss, liability, claim, damage and cost (including
reasonable attorney's fees) for any compensation, commission or other charges by any broker
or other agent which is occasioned by the acts or omissions of such indemnifying party.
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11. Representations . Sublessor represents and warrants to Sublessee that Sublessor
is the successor of Tenant in and to the leasehold estate in the Premises and Sublessor is the
sole owner of all right , title and interest in and to the leasehold estate in the Premises.
Sublessor further represents and warrants to Sublessee that there are no defaults currently
existing under the Lease on the part of Landlord or Sub lessor , and Sub lessor has performed
all of its obligations under the Lease. The foregoing representations and warranties shall
survive the expiration or termination of this Sublease .
12 . Miscellaneous. This Sublease may not be amended or modified except by a
written agreement signed by the parties hereto. The parties acknowledge that all
understandings and agreements heretofore between the parties are merged in this Sublease,
which alone fully and completely expresses the agreement of the parties hereto . Nothing
herein contained shall be deemed or construed to create the relationship of principal or agent
or of partnership or joint venture between the parties . This Sublease shall be governed by and
construed in accordance with the laws of Colorado. Each individual executing this Sublease
on behalf of Sublessor and Sublessee represents and warrants that he or she is duly authorized
to execute and deliver th is Sublease on behalf of such party and that this Sublease is binding
upon such party in accordance with the terms and conditions hereof.
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IN WITNESS WHEREOF, this Sublease has been executed as of the date first above
written.
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SUB LESSOR:
CINDERMAK ASSOCIATES,
a joint venture
By: The Equitable Life Assurance Society
of the United States, a co-venturer
By: ____________ _
Name: ___________ _
Title: ___________ _
Date of Execution: _______ , 1997
By : DENMAK ASSOCIATES,
a Co-Venturer
By: KRA VCO, Inc., a ----
corporation, General Partner
By: __________ _
Name: ___________ _
Title: ------------Date of Execution: _______ , 1997
SUB LESSEE:
CITY OF ENGLEWOOD, COLORADO,
a Home Rule Municipal Corporation
Thomas J . Bums, Mayor
Date of Execution: _______ , 1997
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STATE OF ------
COUNTY OF -----
)
) SS.
)
The foregoing Sublease was acknowledged before me this day of
------, 1997 by as of
Equitable Life Assurance Society of the United States, a co-venturer of Cindermak Associates ,
a joint venture.
Witness my hand and official seal.
My commission expires:
STATE OF ------
COUNTY OF -----
)
) SS.
)
Notary Public
The foregoing Sublease was acknowledged before me this day of
-----, 1997 by as of Kravco ,
Inc. a corporation , a co-venturer of Cindermak Associates , a joint venture. ------
Witness my hand and official seal.
My commission expires:
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Notary Public
STATE OF ------
COUNTY OF -----
)
) SS.
)
-----
The foregoing Sublease was acknowledged before me this day of
, 1997 by Thomas J. Burns, as Mayor of the City of Englewood, Colorado, a
Home Rule Municipal Corporation.
Witness my hand and official seal.
My commission expires:
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Notary Public