19900424 1990-11ORDINANCE NO. 1990- 11
AN ORDINANCE GRANTING A LEASE TO USE A
PORTION OF PROVIDENCE PARK, TAX MAP
NUMBER 57-3-01-007, CONTAINING
APPROXIMATELY 26,000 SQUARE FEET IN THE
CITY OF FAIRFAX, VIRGINIA.
BE IT ORDAINED, by the City Council of the City of
Fairfax, Virginia, that the Fairfax Police Youth Club, Inc.,
is hereby granted a lease to use a portion of Providence
Park, Tax Map Number 57-3-01-077, containing approximately
26,000 square feet, for an initial twenty (20) year term
with an additional term or terms as described herein not to
exceed a total of forty (40) years. The lease includes the
right to use the property as described herein and the right
to construct~ a building and improvements thereon.
The conditions of the lease are as follows:
1. Premises. The Landlord hereby leases to the
Tenant a portion of Providence Park, 10615 Canfield Street,
Tax Map Parcel Number 57-3-01-007, containing not more than
26,000 square feet, located in the City of Fairfax,
Virginia, said portion of the parcel being more particularly
as a rectangular parcel encompassing the existing basketball
court and playground area in the northeast corner of
Providence Park, the exact location of which shall be
determined by the Landlord before commencement of the
initial Lease term. A plat indicating the location of the
parcel is attached hereto designated as Attachment A and
made a part hereof. The portion of the parcel to be leased
is hereinafter referred to as the "Demised Premises".
This Lease is of the land only, which land is presently
unimproved. The Tenant shall own all buildings,
Improvements and fixtures constructed on the Demised
Premises after the date of this Lease until such buildings,
improvements and fixtures are conveyed to or become the
property of the Landlord as hereinafter provided.
2. Term. The initial term of this Lease shall be for
twenty (20) years beginning on September 1, 1990.
If, at the end of the initial Lease term, the Tenant:
a) exists; b) is operating for the purpose which the Tenant
is incorporated; c) is using the Demised Premises for the
purposes described in this Lease; and d) is not in default
of this Lease, then the Tenant shall be entitled, upon sixty
(60) days prior written notice before the end of the initial
Lease term from the Tenant to the Landlord, to lease the
Demised Premises for an additional ten (10) year term. The
Tenant's right to lease the Demised Premises for an
additional ten (10) year term is subject to the Landlord's
right, under section 18 of this Lease, to purchase the
buildings, improvements and fixtures at the end of the
initial Lease term. If, at the end of the initial Lease
term, the Tenant does not satisfy each of the criteria (a)
through (d) described in this section, or if the Landlord
offers the Demised Premises to the Tenant for lease and the
Tenant fails after thirty (30) days prior written notice,
fails or refuses to lease the Demised Premises for the
additional ten (10) year term, then the buildings,
improvements and fixtures shall, at the end of the initial
Lease term, become the property of the Landlord without
compensation.
1990-11
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At the end of the initial Lease term and additional ten
(10) year term, the Landlord may, but shall not be required,
to lease the Demised Premises to the Tenant for an
additional term of a duration determined by the Landlord
but, in any event, not greater than ten (10) years. At the
end of such additional term, the buildings, improvements and
fixtures shall become the property of the Landlord without
compensation. In no event shall the sum of the years of the
initial Lease term and additional term or terms exceed forty
(40) years.
3. Contingencies, Permits, Approvals and Construction
Requirements. This Lease is contingent upon the Tenant
obtaining all necessary permits, approvals and zoning
authorizations from Landlord to construct a building for the
permitted uses described herein.
The Tenant, at its sole expense, shall prepare
appropriate plans for any construction on the Demised
Property. Plans must include, but are not to be limited to,
construction, location, grading, utility, erosion and
landscape plans. All plans shall be approved in writing by
the Landlord prior to commencement of construction and all
plans shall fully comply with all of the Landlord's
ordinances, rules, regulations and policies.
In the event that such approvals are not obtained and
construction on the Demised Premises does not begin by June
1, 1992, then this Lease shall terminate.
The building, parking lot and all required
improvements, including lighting, landscaping, parking lot,
parking area and paving, shall be constructed by the Tenant
at no cost to the Landlord. The building shall be
constructed within that portion of the Demised Premises
containing the existing playground area. The building
design and construction shall be compatible with the park
setting as determined by the Landlord. A tenant parking
area shall, at the option of the Landlord, be located to
permit parking, on a non-exclusive basis, either on the
surface of the existing basketball court or within the
existing parking area south of the Demised Premises. If, at
any time, the Tenant parking, in the opinion of the
Landlord, interferes with the use of the basketball court
for recreational purposes, then the Tenant shall, at its
sole expense, promptly reconstruct the basketball court at
another location within Providence Park in accordance with
the Landlord's specifications. The parking lot or parking
area shall be suitable for the parking of a sufficient
number of vehicles as determined by the Landlord. The
building lot and parking lot or area shall each be located
and designed so that the maximum number of trees of six
inches or greater in caliper are preserved. All paving and
boundary markers shall utilize natural materials. Before
destruction, removal or change in use of the existing
courts, the Tenant shall, at its sole expense, reconstruct
the courts within Providence Park according to
specifications determined by the Landlord. Vehicular access
shall be via the existing public access way off West Drive.
4. Rent. The Tenant agrees to pay One Dollar ($1.00)
per year as rent to the Landlord for the Demised Premises.
All rent shall be payable to the City of Fairfax, Virginia
and payable at the Office of the City Manager, City Hall,
10455 Armstrong Street, Fairfax, Virginia 22030 or to such
other person or at such other address as may be hereafter
designated in writing by the Landlord to the Tenant. Rent
shall be paid annually, in advance, before the annual
~anniversary date of this Lease.
1990-11
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5. Utilities. The Tenant shall pay all bills for
electricity, gas, fuel, power, water, sewer use, and
telephone, and all other utilities used on or in regard to
the Demised Premises. The Tenant shall obtain and pay for
such separate meters or lines as may be needed to obtain
separate billing.
6. Use of Demised Premises. The Tenant shall use the
Demised Premises only for the following purposes and no
others: Storage of sports equipment and meetings of the
Tenant's Board of Directors, sports programs, teams and
other uses incident to the operation and administration of
the Tenant's program of instructional and recreational
activities for youth. The Tenant shall neither sublet the
Demised Premises nor permit other persons or entities to use
the Demised Premises without the prior written consent of
the Landlord, in its sole discretion. The use of the
Demised Premises and any improvements located thereon shall
at all times conform to all rules, regulations and polices
of the Landlord as they now exist or as may be hereafter
adopted.
7. Indemnification and Hold Harmless. The Tenant
shall at all times indemnify, defend and hold harmless the
Landlord, its elected officials, officers, agents,
appointees and employees from any and all claims, demands,
actions, suits, (whether frivolous, groundless or otherwise)
liability, judgments and expenses (including costs of suits
and attorney's fees) for any damage, loss, costs and any
fees, related to, arising out of or resulting in death,
personal injury or property damage to the Tenant, its
members, public, guests, invitees, licensees, officers,
employees, agents or to the Tenant's property or to any
other person or entity occasioned by or resulting from the
conduct or any act or omission (including acts or omissions
related to the use of or occupation of the Demised Premises)
by or of the Tenant, its members, public, guests, invitees,
licenses, officers, employers or agents.
8. Insurance. Tenant shall acquire and maintain in
full force and effect at all times during the initial Lease
term and any additional Lease term, general liability
insurance covering the construction, operation and use of
the facility for the joint and separate protection of the
Tenant and the Landlord, its elected officials, officers,
employees, agents and appointees, in the minimum amount of
$1,000,000.00 per occurrence for bodily injury and property
damage. Such insurance shall contain an endorsement naming
the City of Fairfax, Virginia, its elected officials,
officers, employees, agents and appointees as an additional
named insureds and shall be primary as to any other
insurance that the City may have. Such insurance may not be
cancelled or coverage reduced without the prior written
consent of the City and without the insurance carrier first
giving thirty (30) days written notice to the City. If such
insurance is cancelled or if coverage is reduced, then the
Tenant shall, prior to the effective date thereof, obtain
insurance coverage to meet the requirements of this
paragraph and shall provide written evidence thereof to the
Landlord. The Tenant agrees to increase such policy limits,
if requested by the Landlord, provided that such increases
shall not be unreasonable. Prior to commencement of the
initial Lease term and each additional Lease term, the
Tenant shall deliver to the Landlord a certificate of
insurance, acceptable to the Landlord, evidencing that the
requirements of this paragraph have been satisfied.
1990-11
9. Laws, Ordinances, Rules, Regulations and Policies.
The Tenant agrees to comply with all applicable City,
County, State and Federal laws, ordinances, rules and
regulations and policies applicable to the Demised Premises
and the Tenant's use, occupation and activity thereon.
10. Bankruptcy and Insolvency. The Tenant agrees that
if Tenant makes an assignment for the benefit of creditors,
or if any proceedings are commenced to have the Tenant
declared bankrupt or insolvent, or if a receiver or trustee
is appointed to take charge of Tenant's affairs and such
proceedings are not terminated within sixty (60) days, then
the Landlord may, at its option, terminate this Lease
forthwith by delivery to Tenant of written notice of Lease
termination. In such event, the Tenant shall remain liable
for all damages and rent up to the date of such notice of
termination.
11. Termination. Upon expiration or termination of
the initial Lease term and any additional Lease term or
terms, the Tenant shall, unless otherwise provided herein,
surrender the Demised Premises to the Landlord together with
all building, improvements and fixtures then located on the
Demised Premises. If, at any time, the Tenant ceases to
exist, then this Lease shall immediately terminate and the
buildings, improvements and fixtures shall become the
property of the Landlord without compensation.
12. Signs. The Tenant shall not place any signs,
advertisements, or notices on the Demised Premises without
the Landlord's prior written consent, other than one (1)
building mounted sign as permitted by the City of Fairfax
zoning ordinance.
13. Security of Premises. The Tenant shall be solely
responsible to secure the Demised Premises from theft and
trespassers and other destructive causes. Upon written
approval of the Landlord, the Tenant may, at its option and
sole expense, install or cause to be installed and
maintained in the Demised Premises fences, electronic
security and alarm system and other security devices. The
Landlord shall not be responsible for providing any such
security system or services. All such fences, electronic
security devices, alarms, or security equipment as may be
installed shall remain and be deemed to be the property of
Landlord, and may be removed from the Demised Premises at
the termination of the Lease only with the permission of the
Landlord. The Tenant shall keep such fences and devices
well maintained and in proper working order.
14. Damage to Buildings, Improvements or Fixtures. If
the buildings, improvements or fixtures on the Demised
Premises are either damaged, destroyed or rendered unfit for
use by fire, the elements, unavoidable accident or other
casualty, then the Tenant shall, at its sole expense, either
cause such buildings, improvements or fixtures to be
immediately repaired or the Landlord may terminate this
Lease at the Landlord's sole option. If the buildings,
improvements or fixtures are removed, then the Tenant shall,
at its sole expense, restore the Demised Premises to a
condition suitable for public recreational purposes in the
sole discretion of the Landlord.
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m
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15. Repairs. The Tenant shall, at its sole expense
and at all times, maintain all improvements built on the
Demised Premises in good condition and repair, in a clean,
sanitary, and safe condition in accordance with all rules,
regulations, policies and directions of the health officer,
fire marshal, building inspector or other officials of the
City of Fairfax, Virginia and Fairfax County, Virginia.
16. Care of Demised Premises. The Tenant shall be
solely responsible for the operation, control, repair, and
maintenance of the Demised Premises and improvements
constructed or located thereon. The Tenant shall operate,
repair and maintain the Demised Premises in a safe, clean
and wholesome manner. No trash or dirt shall be allowed or
permitted to accumulate on, in, or around the Demised
Premises. The exterior of all buildings and the landscaping
shall be property maintained and repaired by the Tenant so
that the building and grounds do not become an eyesore or a
nuisance. If, in the opinion of the Landlord, the Tenant
fails to properly repair or adequately maintain the Demised
Premises and improvements, then the Tenant hereby grants the
Landlord permission to enter the Demised Premises and make
repairs or perform such maintenance. Such right shall not
be construed as constituting a duty upon the Landlord to
make such repairs or perform such maintenance. Where such
repairs or maintenance are made or performed by the
Landlord, the cost thereof shall be paid by the Tenant to
the Landlord within sixty (60) days after the receipt of a
bill therefor. The Tenant shall comply with all federal,
state and local laws, ordinances and regulations on the
storage of hazardous materials. The Tenant agrees to
operate and use subject property in accordance with all
applicable ordinances, rules, regulations and policies of
the Landlord as they now exist or may hereafter be adopted.
17. Right to Enter. The Landlord shall have the right
to enter the Demised Premises and any improvements located
thereon at all reasonable hours to examine the same. If the
Demised Premises are deserted, vacated or abandoned by the
Tenant, then the Landlord shall have the right to enter onto
the Demised Premises and into any improvements by force,
take possession thereof and terminate this Lease.
18. Purchase of Buildinqs, Improvements and Fixtures
by Landlord. At the end of the initial Lease term, the
Landlord shall, upon sixty (60) days prior written notice to
the Tenant and irrespective of whether or not the Tenant has
given notice to the Landlord of an intent to lease the
Demised Premises for an additional ten (10) year term, be
entitled to terminate this lease without liability and
purchase the buildings, fixtures and improvements from the
Tenant at one-half of the assessed value thereof as
determined by the City Real Estate Assessor for the calendar
year in which the initial Lease term expires. If the
Landlord purchases the buildings, fixtures and improvements
or if the same become the property of the Landlord without
compensation, then the Tenant shall promptly execute all
necessary documents of conveyance and shall satisfy all
outstanding liens prior to such conveyance. Any purchase by
the Landlord of the buildings, improvements and fixtures
shall be subject to annual appropriations of funds therefor
by the Landlord.
1990-11 -6
19. Real Estate Taxes. Unless exempt therefrom by
law, the Tenant shall pay all real estate taxes assessed
against the Demised Premises during the initial Lease term
and any additional Lease term.
20. Waiver and Severability. Any waiver of a default
hereunder shall not be deemed a waiver of any subsequent
default. Any invalid, illegal, or unenforceable clause in
this Lease shall neither be construed as invalidating the
Lease or any other clause herein.
21. Transfer or Assiqnment; Sale of Buildings,
Improvements or Fixtures. The Tenant shall neither transfer
nor assign this Lease, in whole or in part, without the
prior written consent of the Landlord, which consent may be
granted or denied in the Landlord's sole discretion. The
Tenant shall not sell the buildings, improvements, or
fixtures to any persons or entities except for the Landlord,
without the Landlord's prior written consent.
22. Modifications and Amendments. No modification,
revision, change or amendment to this Lease shall be made
except in compliance with Section 15.1-314 of the Code of
Virqinia and by an instrument in writing property executed
by the parties hereto.
23. Landlord's Remedies. If in the opinion of the
Landlord there is a substantive default by Tenant hereunder,
which continues for sixty (60) days after receipt by the
Tenant of notice of such default, then the Landlord may
terminate this Lease and recover possession of the Demised
Premises with out further notice or demand upon Tenant. The
Tenant hereby authorizes the entry of judgment against it
for possession and any amount then due hereunder, waives any
stay of execution, and agrees that the property writ or
process shall forthwith issue on said judgment.
Notwithstanding anything herein to the contrary, if a
default occurs during the initial Lease term or during any
additional Lease term and the Lease is terminated as a
result of the default, then the buildings, fixtures and
improvements shall become the property of the Landlord
without compensation. All remedies granted in this section
or otherwise provided by law shall be cumulative and, unless
inconsistent, may be exercised separately, concurrently or
successively.
24. Applicable Law. This Lease shall be governed by
the laws of the Commonwealth of Virginia. This Lease
expresses the entire understanding and agreements of the
parties. Neither party shall be bound by any agreement or
representation not expressly described herein.
25. Noise. The Tenant shall not conduct or permit any
activity on the Demised Premises which causes undue or
unacceptable noise in the opinion of the Landlord. If such
activity occurs, the Tenant shall, upon prior written or
verbal notice from the Landlord, immediately cease such
activity.
26. Recordation. This Lease or a memorandum thereof
shall be recorded in the Clerk's Office of the Fairfax
County Circuit Court. The recordation cost shall be borne
by the Tenant.
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27. Force Majeure. If the Landlord or the Tenant
shall be delayed, hindered, or prevented from the
performance of any act required hereunder by reason of
governmental restrictions, scarcity of labor (other than
labor at the building site) or materials, or for other
reasons beyond its control, then the party delayed, hindered
or prevented shall give prompt written notice thereof of the
other party. Thereafter, the performance of such act shall
be excused for the period of delay and the period for the
performance of any such act shall be extended for a period
equivalent to the period of such delay. In no event shall
such period of extended performance exceed six (6) months.
This paragraph shall not apply to the extension of time
permitted by Paragraph 3 of this Lease.
28. Notices. Ail notices by either party to the other
shall be in writing and shall be deemed to be duly given if
delivered personally or mailed by registered or certified
mail in a post-paid envelope addressed (a) if to Tenant, to
the President thereof at 10400 Sager Avenue, Fairfax,
Virginia 22030 or to the Tenant's Virginia registered
agent, and (b) if to the Landlord to the City Manager at
Fairfax City Hall, 10455 Armstrong Street, Fairfax, Virginia
22030 or to either at such addresses as the Tenant or the
Landlord, respectively, hereafter designate in writing.
Notice shall be deemed to have been duly given if delivered
personally, upon delivery thereof and, if mailed, either
upon receipt or on the third day after the mailing thereof
whichever occurs first. '
This ordinance shall become effective as provided by
law.
INTRODUCED : A.~ri] 10:]990
PUBLIC HEARING : April 24~ 1990
ADOPTED : April 24, 1990
ATTEST:
v ~ ~city Cierk'-