HomeMy WebLinkAbout5763Office of the Mayor
345 6th Street, Suite 100
Bremerton, WA 983374873
Telephone: 360-4 73-5266
Fax: 360473-5883
Greg. wheeler@ci. bremerton. wa. us
Greg Wheeler, Mayor
Claremont Senior Living
2707 Clare Avenue
Bremerton, WA 98310
Attn: S. Tarpley Ashworth, Jr.
Williams Mullen
200 South loth Street
Suite 1600
Richmond, VA 23219
RE: Lease Agreement dated as of November 27, 2017 (the "Lease") by and between the City of
Bremerton, a municipal corporation of the State of Washington ("Lessor") and Claremont
East Retirement Apartments, Inc., a Washington corporation ("Prior Lessee")
To Whom it May Concern:
Lessor understands that WC —Bremerton LLC, a Delaware limited liability company (the
"Owner"), which owns Claremont Senior Living (the "Facility") located at the address noted
above, and which is the current lessee under the Lease as successor4n-interest to Prior Lessee, is
planning to sell the Facility to Welltower Inc., a Delaware corporation, or a subsidiary or affiliate
of Welltower Inc. (such entity, the "Buyer"). As part of this sale, Owner desires to assign, and
Buyer desires to assume, Owner's rights and obligations under the Lease. Furthermore, as part of
the sale, Owner desires to assign, and Buyer desires to assume, Owner's rights and obligations
under the Right of Way permit attached as Exhibit B of the Lease.
Pursuant to Section 9 of the Lease, the Lessor hereby consents and approves the
assignment of Owner's rights and obligations under the Lease to Buyer. Furthermore, the CiTy of
Bremerton consents and approves the assignment to the Buyer of the rights and obligations of the
Right of Way permit attached as Exhibit B of the Lease.
City of Bremerton
Mayor
Approved as to Form
Roger�A. Lubovich, City Attorney
Approval Routing Memo
Date: April 22, 2021
Description: Letter regarding the assignment of the parking space lease and right of
way permit at Claremont Senior Living.
Fiscal Impact: None.
Action Requested: Review and Signature
Originator: Stephanie Olson, Legal Assistant, City Attorney’s Office
Approval / Recommendation:
Contracts Administrator: Approval Signature/date________________
Parks & Recreation Director: Approval Signature/date________________
PW&U Director: Approval Signature/date________________
Legal: Approval Signature/date________________
Mayor: Signature Signature/date________________
Please return to Stephanie Olson for distribution.
04/22/21
4/22/21
AGENDA BILL ��
CITY OF BREMERTON
CITY COUNCIL
SUBJECT: Final Public Hearing on Lease
Agreement with Claremont East
Retirement Apartments, Inc.
COUNCIL MEETING Date:
Study Session Date:
COUNCIL MEETING Date:
Department:
Presenter:
Phone:
December 7, 2016
December 14, 2016
December 21, 2016
Parks & Recreation
Jeff Elevado
(360) 473-5428
SUMMARY: Claremont East Retirement Apartments currently leases 3,700 square feet of paved
park property and 1,000 square feet of City right-of-way, located north of the Sheridan Park
Community Center on the south side of Juniper Street for employee parking., This lease will expire on
January 9, 2017 and representatives for Claremont have requested an extension of the lease for
another 10 year term. On October 25, 2016, the Parks & Recreation Commission made a
recommendation to City Council to approve a new lease. The Public Works Department has agreed
to issue a permit to allow use of 1,000 square feet of the Juniper Street right-of-way. In consideration
for use of the leased City property, Claremont East will pay the City a monthly fee of $411.93 plus
lease -hold excise tax, and provide the required liability insurance policy naming the City as
additionally insured. The first public hearing was held on December 7 to accept public testimony.
This is the second and final public hearing.
The action before City Council is to now approve the Lease Agreement with Claremont East
Retirement Apartments, Inc.
ATTACHMENTS: 1) Lease Agreement; 2) Exhibit A: Legal Description; 3) Exhibit B: Right -of -Way
Permit; 4) Attachment #1: Parks & Recreation Commission Advisory Report; and 5) Location Map
FISCAL IMPACTS (Include Budgeted Amount): Approximately $5,578 annual revenue
STUDY SESSION AGENDA: o No Presentation ❑ Full Presentation
STUDY SESSION ACTION: ❑ Consent Agenda ❑ General Business o (Final) Public Hearing
RECOMMENDED MOTION:
Move to approve the Lease Agreement with Claremont East Retirement Apartments, Inc; and
authorize the Mayor to finalize and execute the agreement with substantially the same terms and
conditions as presented.
COUNCIL ACTION: [� Approve ❑ Deny ❑ Table ❑ Continue ❑ No Action
Form Updated 01/07/15
LEASE AGREEMENT
(Claremont East Retirement Apartments, Inc.)
This Lease is entered into on the date fully executed below by and between THE CITY
OF BREMERTON, a municipal corporation of the State of Washington, (hereinafter referred to
as "Lessor" or "City"), and CLAREMONT EAST RETIREMENT APARTMENTS, INC., a
Washington corporation, (hereinafter referred to as "Lessee").
RECITALS -
WHEREAS, the City now owns certain land and public Right -of -Way which Lessee has
improved and been using for parking for its business; and
WHEREAS, it is the parties' desire to enter into a ten (10) year lease in conjunction with
the City issuing a Right -of -Way permit for use of this property to allow Lessee to continue to
carry on its business,
NOW, THEREFORE, the City and Lessee agree as follows:
1. PROPERTY.
(a) Property Defined. The City leases to Lessee and Lessee leases from the
City the real property described in Exhibit A, attached hereto and incorporated herein by this
reference, together with all the rights of the City, if any, to improvements on and easements
benefiting the property but subject to the exceptions and restrictions set forth in this Lease
(hereinafter the "Property"). This Lease is granted in conjunction with the Right -of -Way permit
issued by the City as set forth in Exhibit B, attached hereto and incorporated herein by this
reference. A site map designating the lease area and the right-of-way permit area is included in
Exhibit B and incorporated herein by this reference.
(b) Survey, Maps, and Plans. Lessee is not relying upon and the City is not
making any representations about any survey, plat, diagram, and/or legal description provided by
the City.
(c) Inspection. The City makes no representation regarding the condition of the
Property, or the improvements located on the Property.
2. USE.
(a) Permitted Use. Lessee shall have the right to maintain and use the Property
for parking for its business and for no other business or purpose, without the prior written
consent of the City. The Property shall not be used for illegal purposes. It is agreed that this
Lease shall not be construed as the City's waiver of land use or building code provisions that would
otherwise apply to any improvements or uses of the site.
(b) Restrictions on Use. Lessee shall not cause or permit any damage to natural
resources on or adjacent to the Property. Lessee shall also not cause or permit any filling activity
to occur on the Property without required permits. This requirement may pertain to moving
deposits of rock, earth, ballast, refuse, garbage, waste matter (including chemical, biological
or hazardous substances, or toxic wastes), hydrocarbons, any other pollutants, or other matter in
Claremont East Retirement Apartments, Inc. Page 1 of 11
Lease Agreement "')
or on the Property, except as is permitted herein and performed in the ordinary course of the
business of Lessee's use and except as otherwise approved in writing by the City. If Lessee
fails to comply with all or any of the restrictions on the use of the Property set out in this
Subsection 2(b), the City shall notify Lessee and provide Lessee a reasonable deadline to take all
steps necessary to remedy the failure. If Lessee fails to do so in a timely manner, then the City
may take any steps reasonably necessary as determined by the City, to remedy this failure. Upon
demand by the City, Lessee shall pay all costs of such remedial action, including but not limited
to the costs of removing and disposing of any material deposited improperly on the Property.
This section shall not in any way limit Lessee's liability under Section 8, below. The covenants
contained in Section 2(b) shall survive expiration or termination of this Lease.
(c) Conformance with Laws. Lessee shall, at all times, keep current and
comply with all conditions and terms of any permits, licenses, certificates, regulations,
ordinances, statutes, and other government rules and regulations regarding its use or occupancy
of the Property.
(d) Liens and Encumbrances. Lessee shall keep the Property free and clear of
any liens and encumbrances arising out of or relating to its use or occupancy of the Property.
3. TERM.
(a) Term Defined. The term of this Lease is ten (10) years (the "Term"),
beginning on the 10th day of January 2017 (the "Commencement Date"), and ending on the 9th
day of January 2027 (the "Termination Date"), unless terminated sooner under the terms of this
Lease. The Lease term in consistent with the term of the Right -of -Way permit set forth in Exhibit
B. If there is a conflict in the dates of the term of this Lease and the Right -of -Way permit, the
dates of the term of the Right -of -Way permit shall prevail and shall serve as the dates of lease
term of this Lease.
(b) End of Term. Upon the expiration or termination of the Term, as applicable,
Lessee shall surrender the Property to the City in the same or better condition as existed on
the Commencement Date, reasonable wear and tear excepted.
(c) Hold Over. If Lessee remains in possession of the Property after the
Termination Date, the occupancy shall not constitute an extension or renewal of the Term. The
occupancy shall be a month-to-month tenancy, on terms identical to the terms of this Lease,
which may be terminated by either party on thirty (30) days written notice. The monthly rent
during the holdover shall be the same rent which would be due if the Lease were still in effect
and all adjustments in rent were made in accordance with its terms. If the City provides a notice
to vacate the Property in anticipation of the termination of this Lease or at any time after the
Termination Date and Lessee fails to do so within the time set forth in the notice, then Lessee
shall be a trespasser and shall owe the City all amounts due under applicable law.
4. LEASE PAYMENT.
(a) Monthly Payment. During the term of this Lease, Lessee agrees to pay.
Lessor, without notice or demand, the sum of four hundred eleven dollars and ninety three cents
($411.93) per month ("Lease Payment") plus the leasehold tax as set forth in Section 5, in advance,
Claremont East Retirement Apartments, Inc. Page 2 of 11
Lease Agreement
on or before the first day of the first full calendar month of the term hereof and a like sum on or
before the first day of each and every successive calendar month thereafter during the term hereof.
(b) Consumer Price Index Adjustments. The monthly Lease Payment shall be
adjusted every year during the term(s) of this Agreement based upon the prior years'
Consumer Price Index (CPI) for all urban consumers as published by the United States
Department of Labor for Seattle -Tacoma -Bremerton, all items (1982-84-100). For purposes of
the CPI adjustment, the base shall be the June 2016 CPI index June to June every year (i.e. June
2016- June 2017). The CPI adjustment shall occur on the following January lst of each year during
the term of this Agreement. Lessee shall make this payment to Lessor by the fifteenth day of the
month following the end of each month. Lessee may prepay these monthly payments on a quarterly,
semi-annual or annual basis or as otherwise approved by the Lessor.
(c) Payment Place. Payment is to be made to the City of Bremerton,
Attn: Director of Financial Services, 345 Sixth Street, Suite 600 Bremerton, Washington 98337.
5. OTHER EXPENSES.
During the Term, Lessee shall pay the following additional expenses:
(a) Leasehold Excise Tax, Other Taxes and Assessments. Lessee shall pay all
taxes (including the leasehold excise tax on all lease amounts paid to the City pursuant to RCW
82.29A.030 currently in the amount of 12.84 percent and as may be adjusted pursuant to
Ch. 82.29A RCW), assessments, and all other governmental charges, of any kind whatsoever,
applicable or attributable to the Property, Lessee's leasehold interest, the improvements, or
Lessee's use and enjoyment of the Property.
Lessee shall pay quarterly to the City by the fifteenth day of the month following the end of
each quarter, or as otherwise required by the State of Washington, the amount of the leasehold tax
owing. Lessee may prepay these quarterly payments on a semi-annual or annual basis or as otherwise
approved by the City.
6. LATE PAYMENTS AND OTHER CHARGES.
(a) Late Charge. If any rental payment is not received by the City within ten (10)
days of the date due, Lessee shall pay to the City a late charge equal to ten percent (10%) of the
amount of the Lease to defray the overhead expenses of the City incident to the delay.
(b) Overdue Lease Payment. Unpaid installments of the Monthly Lease Payment or
other sums due hereunder shall, if not timely paid, be subject to a later charge of Fifty and No/100
Dollars ($50.00) to cover the excess costs of administration and shall bear interest from the date
due of twelve percent (12%) until all rent and interest has been paid in full. Lessee hereby further
agrees to pay any attorneys' fees and expenses incurred by Lessor by reason of Lessee's failure to
pay Monthly Lease Payment or other charges when due hereunder.
(c) No Counterclaim, Setoff, or Abatement of Lease Payment. Except as
expressly set forth elsewhere in this Lease, Lease Payments and all other sums payable by Lessee
pursuant to this Lease shall be paid without the requirement that the City provide prior notice or
demand, and shall not be subject to any counterclaim, setoff, deduction, defense or abatement.
Claremont East Retirement Apartments, Inc. Page 3 of 11
Lease Agreement
7. IMPROVEMENTS.
(a) Lessee -Owned Improvements. So long as this Lease remains in effect,
Lessee shall retain ownership of all Existing Improvements and all authorized improvements it
may place on the Property (collectively "Lessee -Owned Improvements"). Lessee -Owned
Improvements shall not include any construction, reconstruction, alteration, or addition to the
Property by the City (City -Owned Improvements) or any Unauthorized Improvements as defined
in Subsection 7(d) below. No Lessee -Owned Improvements shall be placed on the Property
without the City's prior written consent.
(b) Construction. Prior to Lessee commencing any construction, alteration,
replacement, removal or major repair of any improvements (whether City -Owned or Lessee -
Owned), Lessee shall submit to the City plans and specifications which. describe the proposed
activity. Construction shall not commence until the City has approved those plans and
specifications in writing and Lessee has obtained a performance and payment bond in an amount
equal to 100% of the estimated cost of construction. The performance and payment bond shall
be maintained until the costs of construction, including all laborers and material persons, have
been paid in full. The City shall have thirty (30) days in which to review the proposed plans and
specifications. The plans and specifications shall be deemed approved and the requirement for
the City's written consent shall be treated as waived, unless the City notifies Lessee otherwise
within the thirty (30) days. Upon completion of construction, Lessee shall promptly provide the
City with as -built plans and specifications. The City's consent and approval shall not be required
for any routine; maintenance or repair of improvements made by the Lessee pursuant to its
obligation to maintain the Property in good order and repair that (foes not result in the
construction, alteration, replacement, removal, or major repair of any improvements on the
Property. The provisions of this section do not obviate any permit requirements that may apply
to the proposed activity.
(c) Removal. Unless otherwise agreed by the City in writing, Lessee -Owned
Improvements shall not be removed by Lessee during the Lease term or upon expiration or
termination of this Lease and upon expiration or termination of this Lease, shall become the
property of the City without payment by the City.
(d) Unauthorized Improvements. Improvements made on the Property without
the City's prior consent pursuant to Subsection 7(b) or which are not in. conformance with the
plans submitted to and approved by the City ("Unauthorized Improvements") shall immediately
become the property of the City, unless the City elects otherwise. Regardless of ownership of
Unauthorized Improvements, the City may, at its option, require Lessee to sever, remove, and
dispose of them, charge Lessee rent for the use of them, or both. If Lessee fails to remove an
Unauthorized Improvement upon request, the City may remove it and charge Lessee for the cost
of removal and disposal.
(e) Liens. Lessee shall keep the Property and Lessee's leasehold interest free from
any liens arising out of any work performed, materials furnished, or obligations incurred by Lessee.
8. HAZARDOUS SUBSTANCES. Lessee shall not generate, release, spill, store,
deposit, transport, or dispose of (collectively "Release") any hazardous substances, sewage,
petroleum products, hydrocarbons, radioactive substances, medicinal, bacteriological, or disease -
producing substances, hazardous materials, toxic substances or any pollutants or substances
Claremont East Retirement Apartments, Inc. Page 4 of 11
Lease Agreement
defined as hazardous or toxic in accordance with applicable federal, state, and local laws and
regulations ("Hazardous Substances") in, on or about the Property. Lessee shall indemnify,
defend and hold Lessor harmless from any and all claims, liabilities, losses, damages, cleanup
costs, response costs, and expenses (including reasonable attorneys' fees) arising out of or in any
way related to the Release by Lessee, or any of its agents, representatives, or employees, or the
presence of such Hazardous Substances in, on or about the Property occurring at any time after
the Commencement Date and arising out of the activities of Lessee, or any of its agents,
representatives or employees. The provisions of this paragraph shall survive termination or
expiration of this Lease.
9. ASSIGNMENT AND SUBLETTING.
(a) City Consent Required. Lessee shall not sell, convey, mortgage, assign,
pledge, sublet, or otherwise transfer or encumber all or any part of Lessee's interest in this Lease
or the Property without the City's prior written consent, which may not be unreasonably withheld
by the City. Recognizing that the Lease serves property Lessee owns commonly known as
Claremont East and is therefore an integral part of its property, Lessor agrees that Lessee or its
assigns may assign its interests in the Lease to any subsequent purchaser of its property so that
the leasehold interest transfers with ownership of the property. In the event of such consent, each
permitted transferee shall assume all obligations under this Lease, including the payment of rent.
No assignment, sublet, or transfer shall release, discharge, or otherwise affect the liability of
Lessee.
(b) Rent Payments Following Assignment. The acceptance by the City of the
payment of rent following an assignment or other transfer shall not constitute consent to any
assignment or transfer.
10. INDEMNITY.
(a) The City shall not be liable for any injury to any person or for any loss of or
damage to any property (including property of Lessee) occurring in or about the leased
Property and caused by or resulting from any act or omission by Lessee any officer, agent,
employee, guest, invitee, or visitor of Lessee; and, during the full term hereof, Lessee agrees and
covenants to indemnify, defend, and hold harmless the City and those persons who were, now
are, or shall be duly elected or appointed officials or members or employees or agents thereof,
against and from any loss, damage, costs, charge, expense, liability, claim, demand, or judgments
of whatsoever kind or nature whether to persons or property, to the extent arising on said
Property or on any areas adjoining the same, which is under the control or use of Lessee pursuant
to this lease and arising out of or in connection with Lessee's use and occupancy of said
Property. The foregoing provision shall not be construed to make Lessee responsible for injuries
to third parties caused by the negligence of Lessor or any officer, agent, employee, guest, invitee
or visitor of Lessor.
(b) Should a court of competent jurisdiction determine that this Lease is
subject to ROW 4.24.115, then, in the event of liability for damages arising out of bodily injury
to persons or damages to property caused by or resulting from the concurrent negligence of
Lessee and the City, its officers, officials, employees, and volunteers, the Lessee's liability
hereunder shall be only to the extent of the Lessee's negligence.
Claremont East Retirement Apartments, Inc. Page 5 of 11
Lease Agreement
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE LESSEE'S WAIVER OF
IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51, RCW, SOLELY FOR THE
PURPOSES OF THIS INDEMNIFICATION. This waiver has been mutually negotiated by the
parties. The provisions of Section 10 shall survive the expiration or termination of this Lease.
It. INSURANCE.
(a) General Commercial Liability Insurance. Lessee, at its own expense, shall
provide and keep in force with companies acceptable to Lessor comprehensive general liability
insurance in the amount of not less than One Million Dollars ($1,000,000.00) per occurrence
for bodily injury and property damage. Lessee shall furnish Lessor with a certificate of such
policy within thirty (0) days of the Commencement Date of this Lease and whenever required
shall satisfy Lessor that such policy is in full force and effect. Such policy shall name Lessor as
an additional insured and shall be primary and noncontributing with any insurance carried by
Lessor. The policy shall further provide that it shall not be canceled or altered without twenty (20)
days prior written notice to Lessor.
(b) Certificate of Insurance. Lessee shall provide to the City documentary
evidence, certified by the insurer, of all insurance(s) required in this Lease.
(c) Subrogation. The City shall not be liable to Lessee (by way of
subrogation or otherwise) or to any insurance company insuring the other party for any loss or
damage to any building, structure, or other tangible property, or any resulting loss of income, or
losses under worker's compensation laws and benefits, if any such loss or damage is covered by
insurance benefiting the party suffering such loss or damage or was required to be covered by
insurance pursuant to this Lease. Lessee shall, upon obtaining the policies of insurance required
give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation is
contained in this Lease.
12. MAINTENANCE AND REPAIR.
(a) The City's Repairs. The City shall not be required to make any alterations,
maintenance, replacements, or repairs in, on, or about the Property, or any part thereof, during
the Term.
(b) Lessee's Repairs, Alteration, Maintenance and Replacement.
(i) Lessee shall, at its sole cost and expense, keep and maintain the Property
and all improvements in good order and repair, in a clean, attractive, and safe condition including
maintenance of the parking area, signage, striping and sweeping.
(ii) Lessee shall, at its sole cost and expense, make any and all
additions, repairs, alterations, maintenance, replacements, or changes to the Property or to any
improvements on the Property which may be required by any public authority.
(iii) All additions, repairs, alterations, replacements or changes to the
Property and to any improvements on the Property shall be made in accordance with, and
ownership shall be governed by, Section 7, above.
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Lease Agreement
13. DAMAGE OR DESTRUCTION.
(a) In the event of any damage to or destruction of the Property or any
improvements, Lessee shall promptly give written notice to the City.
(b) Unless this Lease is terminated, there shall be no abatement or reduction in rent
due to any damage or destruction of the Property.
14. DEFAULT AND REMEDIES.
(a) Acts Constituting Default. Lessee shall be in default of this Lease on the
occurrence of any of the following:
(i) Failure to pay the Lease Payments or other expenses when due;
(ii) Failure to comply with any law, regulation, policy, or order of any lawful
governmental authority;
(iii) Failure to comply with any other provision of this Lease;
(iv) Failure to cure a default pursuant to Section 14(b) below;
(v) Lessee vacates or abandons the Property;
(vi) Failure to comply with the terms of the Right -of -Way permit set forth
in Exhibit B; or
(vii) Proceedings are commenced by or against Lessee under any bankruptcy
act or for the appointment of a trustee or receiver of Lessees' property.
(b) Failure to Cure. A default shall become an event of default ("Event of
Default") if Lessee fails to cure the default within thirty (30) days after the City provides Lessee
with written notice of default, which specifies the nature of the default. Notice of default is not
required in the case Lessee vacates or abandons the Property or the Lease is terminated as a result
of a revocation of the Right -of -Way permit as set forth in Section 15(d) below.
15. REMEDIES ON DEFAULT.
(a) Termination and Re-entry. In the event of any default or breach by
Lessee, Lessor may, at any time thereafter with or without notice, terminate this Lease by written
notice to Lessee and the Lessor shall have the right to enter upon the Property and re -take
possession thereof.
(b) Removal of Personal Property. In the event of a retaking of possession of
the Property by Lessor, Lessee shall remove all personal property located thereon and upon
failure to do so upon demand of Lessor, Lessor may remove and store the same in any place
selected by Lessor, including but not limited to a public warehouse, at the expense and risk of
Lessee. If Lessee shall fail to pay the cost of storing any such property after it has been stored for
a period of thirty (30) days or more, Lessor may sell any or all of such property at a public or
private sale and shall apply the proceeds of such sale first to the cost of such sale; secondly to the
payment of the charges for storage, if any, and thirdly to the payment of any other sums of money
which may be due from Lessee to Lessor under the terms of this Lease, and the balance, if any, to
Lessee. Lessee hereby waives all claims for damages that may be caused by Lessor's lawfully
reentering and taking possession of the Property or lawfully removing and storing the property of
Lessee as herein provided and will save Lessor harmless from loss or damages occasioned by
Lessor thereby, whether such lawful reentry shall be considered or construed to be a forcible
entry.
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Lease Agreement
(c) Remedies Cumulative. The remedies hereinafter described shall be cumulative
and Lessor shall be entitled to pursue any other remedy now or hereafter available to Lessor under
the law or judicial decisions of the State of Washington.
16. TERMINATION OF LEASE WITH PERMIT OR SALE OF TAX
PARCEL.
(a) Right of Way Permit. Lessee acknowledges that the Right -of -Way issued in
conjunction with this Lease is an integral part of this Lease and further that said permit is
conditionally issued subject to the Lessor's use and need for the permitted Right -of -Way. Since
this Lease and the Right -of -Way permit set forth in Exhibit B are inter -connected, a revocation of
the Right -of -Way permit shall constitute a termination of this Lease without further notice, and
likewise, a termination of this Lease pursuant to the provisions hereof shall constitute a revocation
of the Right -of -Way permit without further notice. Lessee acknowledges that in the event the
Lessor has a need for the permitted Right -of -Way for any purpose, the Right -of -Way permit
may be revoked and this Lease terminated accordingly. A notice of default is not required in
the event this Lease is terminated due to a revocation of the Right -of -Way permit.
(b) Lessor Sale of Parcel. Lessor may terminate Lease without cause, with one
hundred eighty (180) days written notice to Lessee, if Lessor determines it is in the Lessor's best
interest to sell the parcel upon which the leased property lies, Tax parcel number 3966-001-001-
003, and does in fact sell the parcel.
17. ENTRY BY LESSOR. The City shall have the right to enter the Property at any time
to inspect for compliance with the terms of this Lease. The City and/or City's agents shall comply
with all of Lessee's work safety rules and restrictions, including but not limited to following
Lessee's warning instructions and, without prior approval of the Lessee, keep out of restricted
areas of the Property due to pesticide, fertilizer, and other chemical and hazardous substance
exposures on the Property.
18. NOTICE. Any notices required or permitted under this Lease may be personally
delivered, delivered by facsimile machine, or mailed by certified mail, return receipt requested, to
the following addresses or to such other places as the parties may direct in writing from time to
time:
Lessor: Director of Parks and Recreation
City of Bremerton
345 Sixth Street, Suite 600
Bremerton, Washington 98337
Lessee: Pe&x &ca
Claremont Eas Retirement Apartments, Inc.
2707 Clare Avenue
Bremerton, Washington 98310
Claremont East Retirement Apartments, Inc. Page 8 of 11
Lease Agreement
A notice shall be deemed given and delivered upon personal delivery, upon receipt of a
confirmation report if delivered by facsimile machine, or three (3) days after being mailed as set
forth above, whichever is applicable.
19. GENERAL PROVISIONS. Lessor and Lessee agree to the following general
provisions:
(a) Authority. Lessee and the person or persons executing this Lease on behalf
of Lessee represent that Lessee is qualified to do business in the State of Washington, that Lessee
has full right and authority to enter into this Lease, and that each and every person signing on behalf
of Lessee is authorized to do so.
(b) Successors and Assigns. The covenants and conditions herein contained,
subject to the provisions as to assignment, apply to bind the heirs, successors, executors,
administrators, and assigns of the parties hereto.
(c) Entire Agreement. This Lease, including the exhibits and addenda, if any,
contains the entire agreement of the parties. All prior and contemporaneous agreements,
promises, representations, and statements relating to this transaction or to the Property, if any, are
merged into this Lease.
(d) Modification. No provision of this Lease may be amended or added to except
by agreement in writing signed by the parties hereto or their respective successors in interest.
The City shall not be bound by any oral representations or statements.
(e) Cumulative Remedies. The rights and remedies of the City under this Lease
are cumulative and in addition to all other rights and remedies afforded to the City by law or equity
or otherwise.
(f) Time is of the Essence. Time is of the essence of this Lease and each and all of
its provisions in which performance is a factor.
(g) Severability. Any provisions of this Lease which shall prove to be invalid,
void, or illegal shall in no way affect, impair, or invalidate any other provision hereof and such other
provision shall remain in full force and effect.
(h) Applicable Law and Venue. This Lease shall be interpreted and construed
in accordance with the laws of the State of Washington. Any reference to a statute shall mean
that statute as presently enacted or hereafter amended or superseded. Venue for any action arising
out of or in connection with this Lease shall be in the Superior Court for Kitsap County,
Washington.
(i) Waiver. No waiver of default by either party of any of the terms,
covenants and conditions hereof to be performed, kept and observed by the other party shall be
construed as, or operate as, a waiver of any subsequent default of any of the terms, covenants and
conditions herein contained, to be performed, kept and observed by the other party.
(k) Survival of Covenants. The covenants contained herein survive the termination
or expiration of the Lease for the applicable statute of limitation periods.
(1) Quiet Enjoyment. The City covenants and agrees that Lessee, upon
performing the terms and conditions of the Lease, may peacefully hold and enjoy the Property
during said term without any interruption by the City, its successors or assigns. City will use its
best efforts not to interfere with Lessee's business or right of access to and from the Property
during the term of this Lease.
Claremont East Retirement Apartments, Inc. Page 9 of 11
Lease Agreement
(m) Recording of Short Form Lease. Neither the City nor Lessee may record this
Lease without the other's prior approval, but the parties will at any time at the request of either
party promptly execute duplicate originals of an instrument, in recordable form, which will constitute
a short form of this Lease, setting forth a description of the Property, the terms of this Lease and
other provisions hereof, except the rental and other provisions as either party may request, which
may be recorded.
(n) Paragraph Headings. The paragraph or section headings of this Lease are
not a part of this Lease and shall have no effect upon the construction or interpretation of any part
hereof.
(o) Duplicate Originals. This Lease Agreement may be executed in duplicate
originals.
IN WITNESS WHEREOF, the parties hereto have executed this Lease on the date of the
last signature below.
CITY OF BREMERTON
'd—�a74—
By: Patty Le
Its: Mayor Z91-
Date: 7i7
//;r
APPROVED AS TO FORM
Roger A.ub ich, Cit Attorney
CLAREMONT EAST RETIREMENT
APARTMENTS, INC.
By: Peokex mer
Its: 6'-t 2Gt3+j V
Date: 81x311
[Notaries are on next page]
Claremont East Retirement Apartments, Inc. Page 10 of 11
Lease Agreement
STATE OF WASHINGTON)
COUNTY OF KITSAP )
I certify that I know or have satisfactory evidence that Patty Lent is the person who appeared
before me, and acknowledge that she signed this instrument, on oath stated that he was authorized
to execute the instrument, and acknowledge it as Mayor of the City of Bremerton to be the free and
voluntary act of such City for the uses and purposes mentioned in the instrument.
WITNESSETH my hand and seal this �C 11 day of ����Yh�L, , 2017
Notary Public NOTARY PUBLIC in and for the State of
State of Washington Washington, residing at /rifer
Shannon L. M commission ex fires 7'
Commission Corin y p
11-17-2019 ire8
STATE OF WASHINGTON)
COUNTY OF KITSAP )
I certify that I know or have satisfactory evidence that FEDEK A. 3ERG is the
person who appeared before me, and acknowledge that (s)he signed this instrument, on oath stated
that he was authorized to execute the instrument, and acknowledge it as t -XU �' , DIR,eMq of
Claremont East Retirement Apartments, Inc. to be the free and voluntary act of said corporation
for the uses and purposes mentioned in the instrument.
WITNESSETH my hand and seal thisMtJ_ day of 2017
e
�-MAD
�,� , NOTARY PUBLIC in and for the State of
� �OiAPV '�, 7
00--� ; 'oos Washington, residing at � WA.
PSE C) -' p o My commission expires06/J
OF w
R:\Legal\Legal\Contracts\PARKS\C1lI&kf,4141 past Retirement Apt. -Lease Agreement.docx
Claremont East Retirement Apartments, Inc. Page 11 of 11
Lease Agreement
EXHIBIT A
LEGAL DESCRIPTION
LEASE AREA 1
JUNIPER STREET
THAT PORTION OF PARCEL 1, BLOCK 1, 2ND ADDITION TO SHERIDAN PARK, AS
PER PLAT RECORDED IN VOLUME 8 OF PLATS, PAGES 74 AND 75, RECORDS OF
KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE CENTERLINES OF JUNIPER STREET
AND CLARE AVENUE WITHIN SAID PLAT OF 2ND ADDITION TO SHERIDAN PARK;
THENCE NORTH 87025'29" WEST ALONG THE CENTERLINE OF SAID JUNIPER
STREET 37.14 FEET TO THE BEGINNING OF A 541.65 FOOT RADIUS CURVE; THENCE
ALONG SAID CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 7050'49"
FOR AN ARC DISTANCE OF 74.18 FEET; THENCE SOUTH 10°25'20" WEST ALONG A
RADIAL LINE TO SAID CURVE 20.00 FEET TO THE SOUTHERLY RIGHT-OF-WAY
LINE OF SAID JUNIPER STREET AND THE POINT BEGINNING; THENCE WESTERLY
ALONG SAID RIGHT-OF-WAY LINE BEING A 561.65 FOOT RADIUS CURVE TO THE
RIGHT THROUGH A CENTRAL ANGLE OF 13017'09" FOR AN ARC DISTANCE OF
130.24 FEET; THENCE NORTH 66°17'31" WEST ALONG SAID RIGHT-OF-WAY LINE
73.35 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 13°34'47" WEST
5.28 FEET; THENCE SOUTH 66°17'31" EAST 72.42 FEET TO THE BEGINNING OF A
566.85 FOOT RADIUS CURVE; THENCE ALONG SAID CURVE TO THE LEFT
THROUGH A CENTRAL ANGLE OF 13017'09" FOR AN ARC DISTANCE OF 131.44
FEET; THENCE NORTH 10025'20" EAST 5.20 FEET TO THE POINT OF BEGINNING.
Page 1 of 2
EXHIBIT A
LEGAL DESCRIPTION
LEASE AREA 2
JUNIPER STREET
THAT PORTION OF PARCEL 1, BLOCK 1, 2ND ADDITION TO SHERIDAN PARK, AS
PER PLAT RECORDED IN VOLUME 8 OF PLATS, PAGES 74 AND 75, RECORDS OF
KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE CENTERLINES OF JUNIPER STREET
AND CLARE AVENUE WITHIN SAID PLAT OF 2ND ADDITION TO SHERIDAN PARK;
THENCE NORTH 87°25'29" WEST ALONG THE CENTERLINE OF SAID JUNIPER
STREET 37.14 FEET TO THE BEGINNING OF A 541.65 FOOT RADIUS CURVE; THENCE
ALONG SAID CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 7050'49"
FOR AN ARC DISTANCE OF 74.18 FEET; THENCE SOUTH 10°25'20" WEST ALONG A
RADIAL LINE TO SAID CURVE 20.00 FEET TO THE SOUTHERLY RIGHT-OF-WAY
LINE OF SAID JUNIPER STREET; THENCE WESTERLY ALONG SAID RIGHT-OF-WAY
LINE BEING A 561.65 FOOT RADIUS CURVE TO THE RIGHT THROUGH A CENTRAL
ANGLE OF 13°17'09" FOR AN ARC DISTANCE OF 130.24 FEET; THENCE NORTH
66°17'31" WEST ALONG SAID RIGHT-OF-WAY LINE 98.08 FEET TO THE POINT OF
BEGINNING; THENCE CONTINUING ALONG SAID RIGHT-OF-WAY NORTH 66°55'43"
WEST 148.38 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 12°55'43"
WEST 17.89 FEET; THENCE SOUTH 65'54'18" EAST 140.35 FEET; THENCE NORTH
37055'03" EAST 19.10 FEET TO THE POINT OF BEGINNING.
Page 2 of 2
EXHIBIT B
Permittee: WC Bremerton LLC
Location: 600 block of Juniper Street
LONG-TERM TYPE C RIGHT-OF-WAY USE PERMIT
THIS PERMIT is made and entered into this day of by and between the CITY OF
BREMERTON, a municipal corporation hereinafter referred to as "City" and WC Bremerton LLC.
hereinafter referred to as "Permittee".
WITNESSETH:
In consideration of the covenants, promises and terms contained herein, the parties
hereby agree as follows:
1. Location of Property. City hereby permits the Permittee to use the following
described location within the City right-of-way: 5 feet x 203 lineal feet on the south side of
Juniper Street per attached exhibit map; hereinafter referred to as "Property".
2. Use of Property. Permittee shall have the use and occupancy of the Property
for the purpose of:
Occupying with vehicle parking
Permittee understands and agrees that the right-of-way can not be used to meet
development standards or permit requirements such as parking, landscaping, set back or buffer
area on a permanent basis.
3. Term. The term of this Permit shall be ten (10) years, commencing on the day
of 20 , and terminating ten (10) years thereafter.
4. Permit Fees. Permittee shall pay City for the use of said Property the sum of
$ 65.02.
5. Repairs and Maintenance. Permittee agrees to accept all responsibility for
maintenance of all improvements placed on the Property by the Permittee and to keep the
Property and any such improvements thereon in a state of good repair and to maintain them at
all times so as not to cause any safety hazard nor visual blight on the Property. Permittee
agrees to perform City directed repairs and maintenance within 30 days of written notice from
the City.
6. Ownership of Improvement. All improvements erected by Permittee on the
Property shall remain the property of the Permittee.
7. Compliance with Law. In the use of Property, Permittee shall fully comply with
all applicable federal, state, county and municipal laws, ordinances and regulations.
8. Insurance. Permittee, at its own expense, shall provide and keep in force with
companies reasonably acceptable to City comprehensive general liability insurance in the
amount of not less than $1,000,000 per occurrence for bodily injury and property damage.
Permittee shall provide the City's Risk Manager with a certificate of insurance evidencing this
coverage and indicating that the City is an additional named insured thereunder.
Type C — ROW Permit 1
Permittee: WC Bremerton LLC
Permit No
9. Indemnification. Permittee shall defend, indemnify and hold the City, its
officers, officials, employees, agents and volunteers harmless from any and all claims, injuries,
damages, losses or suits, including all legal costs and attorney fees, arising out of or in
connection with this permit, except for that portion of the injuries and damages caused by the
City's sole negligence. This provision shall survive the expiration or termination of the permit.
Permittee shall immediately notify the City of any cancellation.of insurance coverage.
10. Default. If Permittee defaults or breaches any covenant or condition of the
Permit, City may declare a forfeiture of this Permit for such default.
11. Notices. All notices to be given by either of the parties hereto to the other party
shall be in writing and may either be delivered personally or may be deposited in the United
States mail, postage prepaid, as either certified or regular mail, addressed as specified below,
or to such other designate in writing.
12. Waiver of Default. No waiver of default of either party of any of the terms,
covenants, and conditions hereof to be performed, kept and observed by the other party shall
be construed as, or operate as, a waiver of any subsequent default of any of the terms,
covenants, and conditions herein contained, to be performed, kept and observed by the other
party.
City: Permittee:
City of Bremerton WC Bremerton LLC
City Clerk
345 6th St. Suite 600
Bremerton, WA 98337
2707 Clare Avenue
Bremerton, WA 98310
IN WITNESS WHEREOF, the parties hereto have executed this Permit as of the date
first herein above written.
PERMITTEE:
Date: AOL 5 1 1'f By: n
Title: xecu}�J S�ilLC'E'6�
CITY OF BREMERTON
Date: 1117,711-7 By:
M
DEPA TMENT ROYAL:
Director, Public Works and Utilit es
Type C — ROW Permit 2
Permittee: WC Bremerton LLC
Permit No
LEGAL DESCRIPTION
R/W PERMIT AREA
JUNIPER STREET
THAT PORTION OF JUNIPER STREET SITUATED WITHIN THE PLAT OF 2ND
ADDITION TO SHERIDAN PARK, AS PER PLAT RECORDED IN VOLUME 8 OF PLATS,
PAGES 74 AND 75, RECORDS OF KITSAP COUNTY, WASHINGTON, DESCRIBED AS
FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE CENTERLINES OF JUNIPER STREET
AND CLARE AVENUE WITHIN SAID PLAT OF 2ND ADDITION TO SHERIDAN PARK;
THENCE NORTH 87025'29" WEST ALONG THE CENTERLINE OF SAID JUNIPER
STREET 37.14 FEET TO THE BEGINNING OF A 541.65 FOOT RADIUS CURVE; THENCE
ALONG SAID CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 7050'49"
FOR AN ARC DISTANCE OF 74.18 FEET; THENCE SOUTH 10°25'20" WEST ALONG A
RADIAL LINE TO SAID CURVE 20.00 FEET TO THE SOUTHERLY RIGHT-OF-WAY
LINE OF SAID JUNIPER STREET AND THE POINT OF BEGINNING: THENCE
WESTERLY ALONG SAID RIGHT-OF-WAY LINE BEING A 561.65 FOOT RADIUS
CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 13017'09" FOR AN ARC
DISTANCE OF 130.24 FEET; THENCE NORTH 66°17'31" WEST ALONG SAID RIGHT-
OF-WAY LINE 73.35 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE NORTH
23042'29" EAST 5.00 FEET; THENCE SOUTH 66°17'31" EAST 73.35 FEET TO THE
BEGINNING OF A 556.65 FOOT RADIUS CURVE; THENCE ALONG SAID CURVE TO
THE LEFT THROUGH A CENTRAL ANGLE OF 13017'09" FOR AN ARC DISTANCE OF
129.08 FEET; THENCE SOUTH 10°25'20" WEST 5.00 FEET TO THE POINT OF
BEGINNING.
NORTH: per Plot
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