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HomeMy WebLinkAboutResolution #5077 (Rental of Depot) RESOLUTION NO 5077 A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE MISSISSIPPI VALLEY REGIONAL BLOOD CENTER AND THE CITY OF CANTON FOR RENTAL OF THE HISTORIC DEPOT FOR 2017 WHEREAS,the City of Canton owns the Canton Historic Depot located at 50 N. Fourth Avenue, and WHEREAS,the southernmost room of the depot is available for rentals to the public for many uses, and WHEREAS, the Mississippi Valley Regional Blood Center is in need of a location to hold their blood drives for 2017,and WHEREAS,the Historic Depot meets the needs required by the MVRBC,and WHEREAS, the Historic Depot is rarely used in the middle of the week when requested by MVRBC, and the regular rental of this space for one year will not create conflict or issue, and WHEREAS,the City Council of the City of Canton has made a similar determination. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF CANTON,ILLINOIS,AS FOLLOWS: 1. That the lease between MVRBC and the City of Canton shall be signed, and a fee schedule will be determined that is acceptable to both parties per the recitals of the agreement. 2. That this Resolution shall be in full force and effect beginning January I, 2017 by the City Council of the City of Canton, Illinois and approval by the Mayor thereof. PASSED by the City Council of the City of Canton, Illinois at a regular meeting this 6TH day of December 2016 upon a roll call vote as follows: AYES: Aldermen Justin Nelson, Gerald Ellis,John Lovell, Angela Hale,Craig West,Tad Putrich, Ryan Mayhew NAYS: None ABSENT: None APPROVED: Jeffrey A. t?NfMayor ATTEST: i Diana Pavley-Rock, City Clerk CITY OF CANTON LEASE OF HISTORIC DEPOT, 50 NORTH FOURTH AVENUE,CANTON,ILLINOIS 61520 The City of Canton, an Illinois municipal corporation ("City" or "Lessor") makes this lease with Mississippi Valley Regional Blood Center, a not for profit 501(c)(3) corporation, as tenants, ("MVRBC" or"Lessee")on the el.()441day of tree.. ,2016. WHEREAS,the City owns property located at 50 North Fourth Avenue, Canton, Illinois, commonly known as"Historic Depot", and WHEREAS, Lessee is a not for profit, 501(c)(3) corporation. Lessee seeks space in Canton, Illinois,out of which to conduct bi-monthly blood drives that are open to the public. WHEREAS, Lessee desires to enter into a lease agreement with the City for Historic Depot for two (2)days per month from January 1, 2017 through December 31, 2017. Said space would provide Lessee an area to conduct its blood drives and would not interfere with the business the City conducts out of the Historic Depot. WHEREAS, the City's best interests are served by entering into a lease agreement with Mississippi Valley Regional Blood Center that would allow the Mississippi Valley Regional Blood Center to lease the Historic Depot for the sole purpose of conducting its bi-monthly blood drives. NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. PROPERTY DESCRIPTION: This lease is for the following property: the south room of the Historic Depot, 50 North Fourth Avenue,Canton,Illinois. 2. TERM: The term of this lease shall be for one (1) year commencing on January 1, 2017, and ending on December 31, 2017. This lease shall not automatically renew at the end of the term. Either party may terminate said lease by giving the other party sixty (60) days written notice of its intent to terminate said lease. 3. LEASE PRICE: The rent will be $25.00 per rental date payable in advance or by the first of every month. If rent is not paid by the fifth (5'11) of the month, a late fee of$5.00 per day shall be added to the monthly rent until the rent is brought current. Rent is not refundable or pro-rated. 4. USE: Mississippi Valley Regional Blood Center may use the leased space for conducting its blood drives. The leased space shall be available on the dates outlined on Exhibit A from 12:30 p.m.until 7:30 p.m. 5. UTILITIES: Rent shall include intemet as well as water and electrical services. 1 NLR Documents/Agreements 12/1/2016 6. INSURANCE: Mississippi Valley Regional Blood Center may obtain insurance in its own name to cover the contents of the leased space that are owned by Mississippi Valley Regional Blood Center. The City will not be liable to any damage to the contents of the Leased Property that are owned by Mississippi Valley Regional Blood Center. Additionally,Mississippi Valley Regional Blood Center shall obtain liability insurance to cover its employees and guests who use the Historic Depot for the purposes of this lease. 7. TRANSFER, ASSIGNMENT, MAINTENANCE: Mississippi Valley Regional Blood Center shall not assign, delegate, transfer, sell or otherwise dispose of (collectively, "Transfer"), in whole or in any part, any of its rights or obligations hereunder, to the Leased Property, to any person or entity without the prior written consent of the City. Mississippi Valley Regional Blood Center cannot obtain a lien on Leased Property. Mississippi Valley Regional Blood Center shall leave the Historic Depot in good, clean condition and shall dispose of any garbage in leased property. 8. TERMINATION OF AGREEMENT: This Agreement shall terminate and be of no value after December 31, 2017. 9. NOTICES: Any notice, request, demand, waiver, consent, approval or other communication which is required or permitted to be given to any party shall be in writing and shall be deemed given only if delivered (or delivery is rejected) to the party personally or by certified, return receipt requested U.S. mail, with postage and registration or certification fees thereon prepaid,addressed to the party at its address set forth below: Lessor: City of Canton City of Canton Attention: Mayor Attn: City Attorney 2 North Main Street 2 North Main Street Canton, IL 61520 Canton, IL 61520 Lessee: Mississippi Valley Regional Blood Center 5500 Lakeview Pkwy Davenport,IA 52807 10. GOVERNING LAW; CONSENT TO JURISDICTION; SERVICE OF PROCESS: This Agreement shall be governed by, and construed in accordance with, the laws Each of the parties hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of any Illinois court and any appellate court from any jurisdiction thereof, in any action or proceeding arising out of or relating to this Agreement, or for recognition or enforcement of any judgment, and each of the parties hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in any such Illinois court or, to the fullest extent permitted by law, in such federal court. Each of the parties agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement shall affect any right that any party may otherwise have to bring any action or proceeding relating to this Agreement. Each of the parties irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement in any Illinois state or federal court. Each of the parties hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court. Each of the parties hereby consents to service of process by mail. 11. WAIVER OF JURY TRIAL: EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT. TORT OR OTHERWISE)ARISING OUT OF OR RELATING TO THIS AGREEMENT. 12. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the parties with respect to the matters covered hereby and supersedes all prior agreements and understanding with respect to such matters between the parties. 13. AMENDMENT; SUCCESSORS; COUNTERPARTS a. The terms of this Agreement shall not be altered, modified, amended, waived or supplemented in any manner whatsoever except by a written instrument signed by each of the parties. b. Except as otherwise set forth herein, nothing expressed or implied herein is intended or shall be construed to confer upon or to give to any Person, other than the parties, any right, remedy or claim under or by reason of this Agreement or of any term, covenant or condition hereof, and all the terms, covenants, conditions, promises and agreements contained herein shall be for the sole and exclusive benefit of the parties and their successors and permitted assigns. c. This Agreement may be executed in one or more counterparts, each of which, when executed, shall be deemed an original but all of which, taken together, shall constitute one and the same Agreement. 3 NLR Documents/Agreements 12/1/2016 14. INDEMNITY: Mississippi Valley Regional Blood Center does hereby fully RELEASE, REMISE and forever DISCHARGE the City, its agencies, and agents from all manner of action and actions, cause and causes of actions, claims, demands, suits, debts, dues, damages, costs, loss of service, sums of money, accounts, bonds, bills, specialties, controversies, agreements,promises, variances, immunities, losses,trespasses,judgments, executions, expenses or compensations on account, whatsoever, whether known, unknown, foreseen unforeseen, patent or latent, in law or in equity, which Mississippi Valley Regional Blood Center may have against said City, growing out of or original or arising out of any transaction, occurrence, event or incident occurring at the leased Premises, and do hereby covenant with the said City to indemnify and save it/him/her harmless for all said claims, demands, costs, expenses and compensation on account of or in any way arising out of any incident during the term of this Agreement and County uses said office space at its own risk. 15. SEVERABILITY: If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any rule of law or public policy,all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in a manner materially adverse to either party. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible. 16. RESERVED RIGHTS OF CITY: Mississippi Valley Regional Blood Center understands that if the City requires exclusive use of the leased property for any public purpose, which is inconsistent with its occupancy of it, the City may terminate this lease by giving Mississippi Valley Regional Blood Center sixty(60)days written notice of its intention. Representatives of the City may come upon my leased property as follows: (1)At any and all times for the purpose of inspecting. (2)To operate and maintain sewer, water,and gas pipes as well as any other utilities. (3)To do any other work necessary to maintain City Hall and its structures. 17. DEFAULT: Mississippi Valley Regional Blood Center understands that the City may,at its option, terminate this lease: A. If Mississippi Valley Regional Blood Center fails to perform its duties under this lease and fail to remedy the non-performance after sixty(60)days written notice from the City. B. If Mississippi Valley Regional Blood Center fails to vacate at the end of the lease term. C. If the lease has been transferred other than in accordance with the provisions in paragraph 12. D. Upon termination, the City may without further demand or notice, enter and take possession of the premises and expel Mississippi Valley Regional Blood Center or anyone else found there without being guilty of forcible entry of trespass and without 4 NLR Documents/Agreements 12/1/2016 liability for loss or damage. All buildings and other improvements at the option of the City may become the City's property in full settlement as liquidated damages. CITY OF CANTON, ILLINOIS By: a sair, 7 Mayor Attest: � - V,�� J .iana Pavley-Rock, City Clerk MISSISSIPPI VALLEY REGIONAL BLOOD CENTER By: °Ds'� Darren Klocke STATE OF ILLINOIS, )SS. COUNTY OF FULTON ) I, the undersigned, a Not`arx Public in and for said County in the State aforesaid, do hereby certify that 1\nrra.n kC ,p[iL personally known to me to be the same person(s)whose name(s) are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that they signed, sealed, and delivered the said instrument as their free and voluntary act for the uses and purposes therein set forth. r Given under my hand and notarial seal, this 1J day of co Moes , 20 I Co. EMILY SHENK-CEMAY lOAF Notarial Sal-Iowa ii Commission M 77531 Notary Public My Commission Ex01ra 5 NLR Documents/Agreements 12/1/2016 Exhibit A The following are dates for the Canton Historic Depot to be rented by the Mississippi Valley Regional Blood Center from 12:30-7:30pm for the purpose of holding blood drives. Wednesday,January 11 Wednesday,January 25 Wednesday,February 8 Wednesday,February 22 Wednesday, March 8 Wednesday, March 22 Wednesday, April 5 Wednesday, April 12 Wednesday,April 26 Wednesday,May 10 Wednesday,May 24 Wednesday,June 7 Wednesday,June 21 Wednesday,July 5 Wednesday,July 12 Wednesday, July 26 Wednesday,August 9 Wednesday,August 23 Wednesday, September 6 Wednesday,November 8 Wednesday, September 20 Wednesday,November,p,„ 1W..MMit-alba Wednesday, September 27 Wednesday, December Wednesday, October 11 Wednesday, Decembe 0 Wednesday, October 25 Tuesday, December 26� 6 NLR Documents/Agreements 12/1/2016