13-185 Resolution No. 13-185
RESOLUTION
RATIFYING THE EXECUTION OF A SUBLEASE AGREEMENT
BETWEEN THE LARKIN CENTER AND LAWRENCE
HALL YOUTH SERVICES
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,
that it hereby ratifies and approves the execution of a sublease agreement between The Larkin
Center and Lawrence Hall Youth Services by Sean R. Stegall, City Manager, and Kimberly A.
Dewis, City Clerk, regarding school property located on a portion of the former Elgin Mental
Health Center property, a copy of which is attached hereto and made a part hereof by reference.
s/ David J. Kaptain
David J. Kaptain, Mayor
Presented: November 6, 2013
Adopted: November 6, 2013
Vote: Yeas: 9 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
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SUBLEASE AGREEMENT
This Sublease Agreement ("Sublease") made as of the 22nd day of October, 2013, by and
between The Larkin Center, an Illinois not-for-profit corporation (hereinafter referred to as "Sublessor'')
and Lawrence Hall Youth Services, an Illinois not-for-profit corporation ("hereinafter referred to as
Sublessee"),
WHEREAS, the City of Elgin ("Prime Landlord"), entered into a Commercial Lease Agreement
with Sublessor on August 24, 2000 and attached hereto as Exhibit A("Prime Lease") for the Premises(as
defined in the Prime Lease.
WHEREAS, Sublessor is desirous of subletting the Premises to Sublessee.
NOW,THEREFORE,the parties agree as follows:
WITNESSETH:
1. Sublease. Sublessor hereby subleases to Sublessee and Sublessee subleases from
Sublessor, on the terms and subject to the conditions hereinafter specified and in the Prime Lease, those
certain premises, together with all and whatever 'improvements thereon and appurtenances- thereto
described and defined as the "Premises" in the Prime Lease. The Sublessee will fulfill the obligations of
the Lessor under the Prime Lease.
2. Term. The term of this Sublease shall commence on October 22, 2013 ("Rent
Commencement Date") and shall continue thereafter on a month to month basis until a date that is thirty
(30) calendar days after one party to this Sublease gives the other party to this Sublease written notice of
termination of the Sublease.
3. Basic Rent. Commencing on the Rent Commencement Date, Sublessee agrees to pay as
monthly rent for the Premises the amount of$0.00("Rent"). The Rent shall be paid on or before the first
(1st)day of each month for which due, and for the calendar month(or portion thereof) in which the Rent
Commencement Date occurs, Sublessee shall pay Sublessor on the Rent Commencement Date an amount
equal to $0.00. To the extent that Rent is payable hereunder, checks shall be made payable to Sublessor's
lender, St. Charles Bank & Trust ("St. Charles Bank"), and sent directly to St. Charles Bank at 411 W.
Main Street, St. Charles, IL 60174, until such time as St. Charles Bank or its successor in interest notifies
Sublessee in writing to direct rental payments in another manner.
4. Alterations. Sublessee shall not make any alterations or remodel or alter the Premises
without the prior written consent of the Sublessor and the Prime Landlord,
5. Use of Premises. The Premises may be used for the purpose of classroom and related
support facilities and the other uses permitted in the Prime Lease. Sublessee shall comply with all
applicable laws, ordinances and regulations and will not use or permit any use of the Premises in violation
thereof. Sublessee shall maintain and procure at Sublessee's own expense and responsibility all licenses,
permits or inspection certificates required by any governmental authority respecting Sublessee's business
therein.
6. Sublessor Access. Sublessee shall permit Sublessor and its agents or the Prime Landlord
and its agents to enter into and upon the Premises at reasonable times during normal business hours for
the purpose of inspecting the Premises. Upon delivery of written notice terminating this Sublease in
accordance with Paragraph 2 above, Sublessor or the Prime Landlord may enter upon the Premises during
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normal business hours to show the Premises to prospective tenants provided that such entry and showing
does not interfere with the conduct and operations of Sublessee's business.
7. Public Liability Insurance and Indemnity.
(A) Sublessee shall, during the entire term of this Sublease, at Sublessee's expense, keep in '
force by advance payment of premiums, public liability insurance in an amount of not less than
$500,000.00 for injury to or death of one person as a result of one occurrence and not less than
$1,000,000.00 for injury to or death of more than one person as a result of one occurrence and for damage
to property in the amount of$100,000.00 insuring Sublessee and Sublessor and the Prime Landlord (as
additional insured) against any liability that may accrue against them or any of them on account.of any
occurrences in or about the Premises during the term or in consequence of Sublessee's occupancy thereof j
and resulting in personal injury or death or property damage. Sublessee shall cause Sublessor and Prime
Landlord to be named as additional insured thereunder, and shall furnish to Sublessor and Prime
Landlord certificates of, all insurance required under this paragraph.
(B) Sublessee shall indemnify and hold Sublessor and Prime Landlord harmless from and
against any and all costs pertaining to any claims of whatever nature which are asserted against Sublessor
or Prime Landlord because of the Prime Lease or this Sublease for the Premises(and not because of any
act or omission of Sublessor or Prime Landlord or their respective agents) and which are based on (i)any
act or omission of Sublessee, or any subtenant of Sublessee, including, but not limited to, any default in
the performance of any agreement to be performed by Sublessee hereunder, or (ii) any injury to or death
of any person, or damage to any property occurring in or about the Premises caused by the negligence or
willful misconduct of Sublessee or any subtenant of Sublessee, or any of their respective agents,
licensees, business invitees or guests, provided that Sublessor promptly notifies Sublessee of any such
claim and that Sublessor does not incur any costs with respect thereto (other than at its own expense) so
long as Sublessee is resisting or defending the same in any reasonable manner which protects Sublessor
from having to pay such costs. As used herein, the term"costs"means all liabilities,judgments,penalties
and fines arising out of any such claims and all costs and expenses, including, but not limited to,
attorneys' fees incurred in dealing with such claims or defending any actions brought thereon.
8. Fire and Extended Coverage Insurance. Sublessor shall keep the Premises insured against
damage by fire and other hazards for"th"frill'replacement value of the Premises(or such other amount as
may be required by the holder of any mortgage encumbering Sublessor's interest in the Premises).
Sublessee shall maintain appropriate liability and contents insurance coverage for its personal property
located within the Premises through a renter's insurance policy. In the event the Premises are damaged or
destroyed by fire and insurance proceeds are made available to Sublessor for such damage or destruction,
Sublessor shall, at its expense cause the Premises to be promptly repaired or restored within ninety (90)
days.
9. Mutual Waiver of Subrogation Rights. Whenever (i) any loss, cost, damage or
expense resulting from fire, explosion or any other casualty or occurrence is incurred by either of the
parties to this Sublease in connection with the Premises, and(ii)such party is then covered in whole or in
part by insurance with respect to such loss, cost, damage or expense, then the party so insured thereby
releases the other party from any liability it may have on account of such loss, cost, damage or expense to
the extent of any amount recovered by reason of such insurance and waives any right of subrogation
which might otherwise exist in or accrue to any person on account thereof, provided that such release of
liability and waiver of the right of subrogation shall not be operative in any case where the effect thereof
is to invalidate such insurance coverage.
10. Maintenance and Repairs.
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10.1 Sublessee Obligations. Sublessee shall properly use, operate and safeguard the Premises
and Personal Property, including, if applicable, any furniture, appliances, and all mechanical, electrical,
gas and plumbing systems, and keep them and the Premises in clean and sanitary condition. Sublessee
shall be responsible'for checking and maintaining all carbon monoxide and smoke detectors. Sublessee
shall promptly notify Sublessor, in writing, of any problem,malfunction or damage to the Premises or to
any appliance or system serving the Premises. Sublessee shall be responsible for the costs and expenses
of any repairs to the Premises (or any appliance or system serving the Premises) required to repair
damage caused by Sublessee (ordinary wear and tear excepted), or arising as a result of Sublessee's
failure to promptly notify Sublessor of any problem, malfunction or damage to the Premises (or any
appliance or system serving the Premises) in accordance with this Paragraph. Sublessee shall be charged
for repair of drain blockages or stoppages, unless caused by defective plumbing parts or tree roots
invading sewer lines.
10.2 Sublessor Obligations. Sublessor, at its expense (except to the extent Sublessee is
responsible for the cost thereof pursuant to Paragraph 10.1 above), shall make (i)all repairs to and
replacements of the structural components of the Premises (including, without limitation, the roof,
foundation and exterior walls thereof); (ii)all repairs to and replacements of any mechanical, electrical,
gas and plumbing system serving the Premises; (iii)all repairs to and replacements of any equipment
(other than equipment owned by Sublessee) serving the Premises; (iv)all repairs to and replacements of
any sidewalk or driveway serving the Premises and any door, lock, fence or gate located on the Premises; I
and(v)for all other repairs of and replacements to the Premises (and all components thereof and fixtures !.
thereto) required to keep the Premises in safe operating condition. For avoidance of doubt, Sublessor
shall not be responsible for any repair or replacement of any personal property of Sublessee.
10.3 Surrender. Upon termination of this Sublease, Sublessee shall surrender the Premises to
Sublessor in substantially the same condition they were in as of the Rent Commencement Date,
reasonable wear and tear excepted.
11. Utilities. Sublessee shall be responsible for arranging for and paying for all utility
services required on the Premises during the term of this Sublease. Sublessor shall provide such
assistance as Sublessee may reasonably require to transfer such utility services into Sublessee's name,and
shall furnish to Sublessee any bills or statements received by Sublessor for utility services used on the i
Premises by Sublessee promptly upon Sublessor's receipt thereof.
12. Furniture and Appliances. As of the Rent Commencement Date, the Premises is
furnished with the personal property and appliances listed on Exhibit B. which are provided to Sublessee
on an AS IS basis for Sublessee's use during the term of this Sublease. Any repair or replacement, i
whether by necessity or choice, of such personal property and appliances will be at Sublessee's cost and
expense. Sublessor shall retain ownership of any personal property and appliances located at the Premises
on the Rent Commencement Date, and Sublessee shall retain ownership of any personal property and
appliances it purchases or moves into the Premises on or after the Rent Commencement Date.
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13. Assignment and Subletting. Sublessor shall not have the right to assign this Sublease or
sublet the Premises or any part of the Premises without the prior written consent of the Sublessor and the
Prime Landlord.
14. Liens. If any act or omission of Sublessee or claim against Sublessee results in a lien or
claim of lien against.Sublessor's title, Sublessee, upon notice thereof; shall promptly cause the same to be
released, provided, however, Sublessee may contest any such lien or claim therefor by fust furnishing
Sublessor and the Prime Landlord with a surety bond or title insurance insuring over such lien and
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thereafter taking such actions as are sufficient to prevent the enforcement of such lien or the forfeiture of
the Premises.
15. Condition of Premises. Sublessee accepts the Premises in an as-is condition. Sublessor
makes no representations about the condition of the Premises.
16. Attornment. If the holder of any mortgage or trust deed encumbering the Premises shall
succeed to the rights of Sublessor under this Sublease, whether through possession or foreclosure action
or otherwise, then at the request of such party so succeeding to Sublessor's rights (herein sometimes
called "Successor-lessor"), Sublessee shall attorn to and recognize such Successor-lessor as Sublessee's
lessor under this Sublease, and shall promptly execute and deliver any instrument that such
Successor-lessor may request to evidence such attornment. Upon such attornment, this Sublease shall
continue in full force and effect as, or as if it were, a direct lease between such Successor-lessor and
Sublessee upon all of the terms, conditions, and covenants as are set forth in this Sublease and the same
shall be applicable after such attornment.
17. Notices. All notices to be given to the Sublessor or Sublessee shall be in writing and
delivered personally or by certified mail sent to the Sublessee at 4833 N. Francisco Avenue, Chicago,
Illinois 60625 (Attn: President)and to the Sublessor at 1212 Larkin Ave Elgin, IL 60123 (Attu. Executive
Director).
18. Existing Leases. This Sublease and the Sublessor's and Sublessee's rights under this
Sublease are further subject to and subordinate to the Intergovern mental Lease Agreement between the
State of Illinois acting through the Department of Human Services and the City of Elgin dated August 8,
2000 (the "Intergovernmental Lease Agreement', and the Prime Lease between the Sublessor and the
Prime Landlord (the City of Elgin) dated August 24,2000. Without limiting the foregoing, Sublessor and
Sublessee shall comply with all terms of the Intergovernmental Lease Agreement and of the Prime Lease.
In the event of any conflict between the terms of this Sublease and the terms of the Intergovernmental
Lease Agreement or the Prime Lease, the terms of the Intergovernmental Lease Agreement or the Prime
Lease shall supersede and control over any conflicting terms of this Sublease.
19. Termination by Prime Landlord. This Sublease,-may also be terminated by the Prime
Landlord after May 1, 2014, upon thirty (30) days written no ce'from the Prime Landlord to the
Sublessor and Sublessee.
20. Consent from the State of Illinois. The Sublessor and Sublessee acknowledge that (a)
the Prime Landlord leases the Premises from the State of Illinois, acting through the Department of
Central Management Services on behalf of the Department of Human Services(the"State"), (b)the Prime
Landlord has informed the Sublessor and Sublessee that the terms of its lease with the State pursuant to
the Intergovernmental Lease Agreement require the Prime Landlord to obtain the State's consent to this
Sublease and (c) if the Prime Landlord is unable to obtain such consent within 120 days following the
effective date of this Sublease, or if the State denies such consent,the Prime Landlord shall have the right
to terminate this Sublease upon 30 days prior written notice to the Sublessor and Sublessee.
21. Counterparts; Facsimile or Electronic Transmission of Signature. This Sublease
may be executed in one or more counterparts, each of which shall be deemed an original,but all of which
shall constitute one in the same agreement. The manual signature of any party hereto that is transmitted
to any other party or its counsel by facsimile or electronic transmission shall be deemed for all purposes
to be an original signature.
22. Entire Agreement. This document, including the exhibits and attachments hereinafter
referred to,constitutes the entire agreement between the parties. There are no promises,terms,conditions
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or obligations other then those contained herein, and .this agreernent supersedes all previous
communications,representations or agreements,whether verbal or written,between the parties hereto.
IN WITNESS WHEREOF,the parties have hereimto set their hands-and seals the day and year
first above written.
SUBLESSEE SUBLESSOR
Lawrence Hall Youth Services, The Larkin Center,
an Illinois not-for-Fofit corporation an Illinois not-for-profit corporation
By B
Its E Its:Executive Director
IN WnNESS`WHEREOF,the parities hereto have caused this rostrum ent:to be.cxecntcd the day
and year first above written.
_Sublessor: ° . . Sublessee:
The Larkin Center, Lawrence Hall Youth Services,
an Illinois not-for-profit corporation an Illinois not for:profit corporation:
B -
Its: Executive Director Its:
The City of Elgin,as:Lessor under that certain Commercial-Lease:Agreement dated as of.August.
24,2000;by andrbetween Lessor and The Larkin;Center;an Illinois_not-for-profit corporation.:.:: .
("Lmsee')as.Lessee hereby ts consent to fine attached Sublease dated as of t11e 22 day
Y 8 .
Of October,2013 made by and between Lessee,as SOle§sor;_and Lawrence Hall Youth Services,
an Illinois not-for-profit-corporation("Sublessee"),as sublessee
Oti;behalf of the City of Elgin:
Its:City Manager
Attest
S .
yL-&- ,A
SF:363471.1
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The City of Elgin,as Lessor under that certain Commercial Lease Agreement dated as of August 24,2000,
by and between Lessor and The Larkin Center,an Illinois not-for-profit corporation("Lessee") as Lessee
hereby grants its consent to the attached Sublease dated as of the 22nd day of October, 2013 made by
and between Lessee,as Sublessor,and Lawrence Hall Youth Services,an Illinois not-for-profit
corporation("Sublessee"),as sublessee
On behalf of'11he City of Elgin:
Its:City Manager
Attest:
Its: City Clerk
F:\Legal Dept\Agreement\Sublease Agreement-Larkin Center-Lawrence Hall Youth Services-Final 10-22-13.docx
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EXHIBIT A
Prime Lease
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COMMERCIAL LEASE AGREEMENT
THIS LEASE is made between the Lessor and the Lessee identified the Basic Lease Provisions
below, and constitutes a Lease between the parties of the "Leased Premises" as identified in the
Basic Lease Provisions below, on the terms and conditions. and with and subject to the
covenants and agreements of the parties hereinafter set forth.
W ITNESSETH:
1. Basic Lease Provisions
The following are certain lease provisions which are part of, and, in certain instances, referred
to, in subsequent provisions of this Lease:
Date of Lease: 24 August 2000
Lessor's Name and Address: City of Elgin (an Illinois municipal corporation)
150 Dexter Court, Elgin, IL 60120-5555
Lessee's Name and Address: The Larkin Center (an Illinois not-for-profit corporation)
1212 Larkin Avenue, Elgin, IL 60123-6042
Premises:
That part of the Southeast Quarter of Section 23, Township 41 North, Range 8
East of the Third Principal Meridian, described as follows: Commencing at the
intersection of the West line of said Southeast Quarter with the Southerly right
of way line of U.S. Route 20; thence South 0 degrees19 minutes 55 seconds
West along the said West line, 797.77 feet; thence South 86 degrees 17 minutes
50 seconds East 564.68 feet; thence North 03 degrees 42 minutes 10 seconds
East 382.46 feet for the point of beginning; thence North 88 degrees 30 minutes
28 seconds West and parallel with the South line of Route 20, a distance of
_138.85 feet; thence North 0 degrees 19 minutes 55 seconds East and parallel _. .
with the West line of said Southeast Quarter 98.50 feet; thence North 88
degrees 30 minutes 28 seconds West and parallel with the South line of Route
20, a distance of 152.0 feet; thence North 56 degrees 32 minutes 56 seconds
West 258.40 feet; thence North 0 degrees 19 minutes 55 seconds East and
parallel with the West line of said Southeast Quarter 202.0 feet to the South line
of Route 20; thence South 88 degrees 30 minutes 28 seconds East along said
South line 533.05 feet; thence South 03 degrees 42 minutes 10 seconds West
437.54 feet to the point of beginning, containing 4,0482 Acres, in the City of
Elgin, Kane County, Illinois; said premises being identified as "Parcel 1 on the
plat of survey dated 16 May 2000 as certified by Alan J. Coulson, P.C., an
Illinois licensed professional land surveyor, said plat of survey being attached to
and made part of this agreement as "Exhibit A."
Commencement Date: 1 September 2000
Expiration Date: 31 August 2005
Rent:. $10.00
Permitted Use: Classroom and related support facilities, including cafeteria
and gymnasium for the Larkin Center School and part-
time recreational facilities for the Elgin Boys and Girls
Club
Security Deposit: None
2. Grant and Term
Premises. Lessor is leasing certain premises, including all buildings and permanent improve-
ments thereon, hereinafter referred to as the "Premises" from the State of Illinois, acting
through the Department of Central Management Services on behalf of the Department of
Human Services. Lessor, in consideration of the rent to be paid and the covenants to be
performed by Lessee, does hereby demise and lease unto Lessee, and Lessee hereby leases from
Lessor, the Premises.
Commencement and Ending Day of Term. The original term of (the "Original Term") this
Lease shall commence on the Commencement Date set forth in the Basic Lease Provisions. The
term shall end on the Expiration Date set forth in Basic Lease Provisions, however the Lease
will automatically be extended for three (3) consecutive five (5) year terms provided there is
no significant change in Lessee's business or use of the property or unless the Lessee notifies
the Lessor of its intention not to renew the Lease thirty (30) days prior to the conclusion of the
expiration date or any automatic renewal thereof.
3. Rent
Rent. Lessee agrees to pay to the Lessor the sum of ten and no/100 dollars ($10.00) as the
total rent due under the terms of this Lease, the receipt and sufficiency of which is hereby
acknowledged by the Lessor.
Lessee's Tax Obligation. Lessee agrees to pay to Lessor, or on behalf of Lessor direct to the
appropriate taxing authority, all taxes and assessments which have been or may be levied,
assessed, or payable to any lawful authority, for each calendar year during the term hereof,
against the land, buildings, and improvements presently and/or at any time during the term of
this Lease comprising the Premises and the rentals payable by Lessees in the Premises to Lessor
(hereinafter referred to as the "Taxes"). Taxes shall be deemed levied or assessed with respect
to the calendar year in which such taxes initially constitute a lien against the Premises.
However, the taxes described in the next sentence shall be accrued ratably during the calendar
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year. Any costs, expenses, and attorneys' fees incurred by Lessor for reduction in the assessed
valuation of the Premises and any protest or contest of real estate taxes and/or assessments
shall be included within the term "Taxes".
4. Delivery of Possession and Changes and Additions
The Premises shall be deemed as ready for Lessee's Work when Lessor shall have completed
the acquisition or over-lease of such Premises. Lessor shall notify Lessee when the Leased
Premises are in fact ready for Lessee's Work. It is agreed that by occupying the Premises as a
Lessee, Lessee formally accepts the same, in such AS IS CONDITION, and acknowledges that
the Premises are in the condition called for hereunder. Failure of Lessor to deliver possession
of the Premises within the time and in the condition provided for in this Lease will not give
rise to any claim for damages by Lessee against Lessor or against Lessor's contractor. Lessor
hereby reserves the right at any time, and from time to time, to make alterations or additions
to the Premises, to sell or lease any part of the Premises, and to purchase (sell) any land
adjacent to the Premises and add (subtract) such land to the Premises.
5. Conduct of Business by Lessee
Use of Premises. Lessee shall use and occupy the Premises during the continuance of this Lease
solely for the Permitted Use set.forth in the Basic Lease Provisions, and for no other purpose
or purposes without.the prior written consent of Lessor. If any governmental license or permit
shall be required for the proper and lawful conduct of Lessee's business or other activity carried
on in the Premises or if a failure to procure such a license or permit might or would, in any
way, affect Lessor or the Premises, then Lessee, at Lessee's expense, shall procure and maintain
such license or permit. Lessee shall promptly comply with all laws and ordinances and lawful
orders and regulations affecting the Premises and the cleanliness, safety, occupancy, and use
of same. Lessee agrees that it will conduct its business in the Premises in a lawful manner and
in good faith. Lessee shall not cause or permit the use, generation, storage, or disposal in, on,
or about the Leased Premises or the Premises of any substances, materials, or wastes subject
to regulation under any.Federal, state, or local laws from time to time in effect concerning
hazardous, toxic, or radioactive materials, unless Lessee shall have received Lessor's prior
written consent.
Care of Premises. Lessee shall keep the Premises (including the service areas adjacent to the
Premises, windows, and signs) orderly, neat, safe, and clean and free from rubbish and dirt at
all times and shall store all garbage within the Premises and arrange for the regular pick up of
such garbage at Lessee's expense.
6. Alterations; Lessee and Lessor Alterations
Lessee may make interior revisions to the premises, including the provision of any and all
heating, ventilating and air conditioning mechanical systems necessary to serve the Premises,
subject to all applicable code regulations and prior written approval of Lessor, which approval
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shall not be unreasonably,withheld. All alterations, decorations, additions, and improvements
made by Lessee shall be deemed to have attached to the leasehold and to have become the
property of Lessor upon such attachment, and upon expiration of this Lease, Lessee shall not
remove any of such alterations, decorations, additions, and improvements, except trade fixtures
installed by Lessee may be removed if all rents due herein are paid in full and Lessee is not
otherwise in default hereunder. Prior to commencing any renovation work approved by Lessor,
Lessee shall procure certificates of insurance from all contractors and subcontractors showing
general liability and workman's compensation coverage and naming Lessor as an additional
insured. Lessee shall in any event be responsible for repairing any damage caused to the
Premises by virtue of any unauthorized alteration, addition,'or improvement installed by or on
behalf of Lessee.
Lessee shall provide for the rehabilitation of the Premises in accordance with the plans and
specifications of the architectural and building plans attached to and made part of this Lease
as "Exhibit B." Lessee shall commence the work contemplated in Exhibit B not later than
1 November 2000 and shall complete said work not later than 1 July 2001. Lessor shall erect
a chain link fence of not less than ten (10) feet in height surrounding the entire perimeter of
"Parcel 1" and "Parcel 2" as identified in the plat of survey certified by Alan J. Coulson, P.C.
on 16 May 2000 attached to and made part of this agreement as"Exhibit A." The Lessor shall
also provide gated entrances for providing access to the East connecting roadway to the Elgin
Mental Health Center as shown in Exhibit A, said fence gates to be erected and operable prior
to occupancy by the Lessee. Lessor shall be granted access to the exterior property areas of
"Parcel 1" and"Parcel 2" as identified in Exhibit A at any time for the purpose of erecting and
maintaining said fencing.
Lessor shall construct an access road from the Elgin Sports Complex to the Premises prior to
occupancy by the Lessee. Lessor shall also repair or improve the existing parking lot on the
premises and any damaged sidewalks or access ways on the Premises prior to occupancy by the
Lessee.
Lessor shall be responsible for the coristuction of all water and sewer lines from and on the
Premises extending to the point of connection with sewer service provided by the City of Elgin
prior to occupancy by the Lessee.
7. Signs
Lessee agrees not to use any advertising media that shall be deemed objectionable to Lessor,
such as loudspeakers, phonographs, or radio broadcasts in a manner to be heard outside the
Premises. All signage shall be professionally prepared. Lessee further agrees to maintain any
such sign, awning, canopy, decoration, lettering, advertising matter, or other thing, as may be
approved, in good condition and repair at all times.
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8. Maintenance of Leased Premises
Lessor shall not be called upon to make any repairs. Lessor shall not be called upon
to make any other improvements or repairs of any kind upon Premises and appurtenances,
except as may be required under the Section "Destruction of Premises." Lessee shall keep and
maintain in good order, condition, and repair, including replacement of parts and equipment
if necessary, and including the foundation, exterior walls, and roof of the building, the Premises
and every part thereof and any and all appurtenances thereto wherever located, including, but
without limitation, the exterior and interior portion of all doors, door checks, windows, plate
glass, store front, all plumbing and sewage facilities within the Premises, including free flow
up to the main sewer line, grease traps, hair traps, fixtures, heating and air conditioning and
electrical systems (whether or not located in the Premises), sprinkler system, walls, floors, and
ceilings, and all other work performed by Lessee. Lessee shall keep and maintain the Premises
in a clean, sanitary, and safe condition in accordance with the laws of the State of Illinois and
in accordance with all directions, rules, and regulations of the health officer, fire marshal,
building inspector, or other proper officials of the governmental agencies having jurisdiction at
the sole cost and expense of Lessee, and Lessee shall comply with all requirements of law,
ordinance, and otherwise, affecting the Premises. If Lessee refuses or neglects to commence
and/or complete the repairs required by the provisions of this Section promptly and adequately,
Lessor may, but shall not be required to do so, make and complete said repairs, and Lessee
shall pay the cost thereof to Lessor upon demand, as additional rental. At the time of the
expiration of the tenancy created herein, Lessee shall surrender the Premises, including all
systems covering the same in good condition, reasonable wear and tear, loss by fire or other
unavoidable casualty, excepted. Lessee shall keep the Premises and all other parts of the
Premises free from any and all liens arising out of any work performed, materials furnished,
or obligations incurred by or for Lessee, and agrees to bond against or discharge any mechanic's
or materialmen's lien within ten (10) days. Lessee shall reimburse Lessor for any and all costs
and expenses which may be incurred by Lessor by reason of the filing of any such liens and/or
the removal of same, such reimbursement to be made within ten (10) days after receipt by
Lessee from Lessor of a statement setting forth the amount of such costs and expenses. The
failure of Lessee to pay any such amount-to=Lessor-_within said ten (10) day period shall carry
with it the same consequences as failure to pay any installment of rental. Lessee, at its own
expense, shall install and maintain fire extinguishers and other fire protection devices as may
be required from time to time by any agency having jurisdiction thereof and the insurance
underwriters insuring the building in which the Leased Premises are located. Lessee further
agrees to comply with any and all requirements of the insurance underwriters insuring the
Leased Premises.
Lessor shall maintain the access road from the Elgin Sports Complex servicing the Premises,
the parking lot on the Premises, any sidewalks and access ways on the Premises, and all water
and sewer lines from and on the Premises extending to the point of connection with sewer
service provided by the City of Elgin.
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9. Insurance
As additional rent for the Premises, Lessee shall procure and maintain policies of insurance, at
its own cost and expense, insuring:
A. Lessor and Lessee from all claims, demands or actions for injury to or death of any
person in an amount of not less than $500,000.00, for injury to or death of more than
one person in any one occurrence and an umbrella liability policy in an amount of not
less than $2,000,000.00, and for damage to property in an amount of not less than
$250,000.00 made by, or on behalf of, any person or persons, firm or corporation
arising from, related to or connected with the Premises,
B. Lessee from all worker's compensation claims.
C. Lessor and Lessee against breakage of all plate glass utilized in the improvements on the
Premises.
D. All contents, and Lessee's trade fixtures, machinery, equipment, furniture and
furnishings in the Premises to the extent of at least ninety percent (90%) of their
replacement cost under standard fire and extended coverage insurance, including,
without limitation, vandalism and malicious mischief and sprinkler leakage endorse-
ments.
The aforesaid insurance shall be in companies and in form, substance and amount
(where not stated above) satisfactory from time to time to Lessor. The aforesaid insurance shall
not be subject to cancellation except after at least thirty (30) days prior written notice to Lessor.
The original insurance policies (or certificate thereof satisfactory to Lessor) together with
satisfactory evidence of payment of the premiums thereon, shall be deposited with Lessor at
the beginning date of this Lease, and renewals thereof not less than thirty (30) days prior to
th end of the term of each such coverage.
10. Covenant To Hold Harmless
Lessee shall indemnify and defend Lessor, its officers, employees, agents and assigns, and save
it and them harmless from and against any and all claims, actions, damages, liabilities, and
expenses of any kind or nature resulting in loss of life; personal, bodily, or advertising injury;
and/or damage to property arising from or out of any occurrence in, upon, or at the Premises,
regardless of who asserts such claim. In case Lessor shall be made a party to any litigation
commenced by or against Lessee, then Lessee shall protect and hold Lessor harmless and shall
pay all costs, expenses, and reasonable attorneys' fees incurred or paid by Lessor in connection
with such litigation.
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1 1. Waiver of Subrogation
Lessor and Lessee hereby release each other and their respective agents and employees from
any and all liability to each other or anyone claiming through or under them by way of
subrogation or otherwise for any loss or damage to property caused by or resulting from risks
insured against (or which would have been insured against had that party carried all insurance
required by this Section) under any insurance policy covering loss or damage to the Premises
or any part thereof.
12. Utility Charges
Lessee shall be solely responsible for and promptly pay all charges for water, gas, heat,
electricity, sewer, and any other utility used upon or furnished to the Premises.
13. Subordination
This Lease and Lessee's rights under this Lease are subject and subordinate to any ground or
underlying lease, including but not limited to the intergovernmental lease agreement dated
8 August 2000 between Lessor and the State of Illinois (acting through the Department of
Central Management Services on behalf of the Department of Human Service), attached to and
made part of this Lease as"Exhibit C;'and any mortgage, indenture, deed of trust, or other lien
encumbrance, together with any renewals, extensions, modifications, consolidations, and
replacements of such matters or encumbrances, now or after the Lease date, affecting or placed,
charged, or enforced against the land or any interest of Lessor in them or Lessor's interest in
this Lease and the leasehold estate created by this Lease. This provision will be self-operative
and no further instrument of subordination will be required in order to effect it. Nevertheless,
Lessee shall execute, acknowledge, and deliver to Lessor, at any time and from time to time,
upon demand by Lessor, such documents as may be requested by Lessor, any ground or
underlying lessor, or any mortgagee, to confirm or effect any such subordination. If Lessee fails
or refuses to execute, acknowledge, and deliver any such document within twenty (20) days
after written demand, Lessor, its successors, and assigns wild-'lie7 entitled to execute,
acknowledge, and deliver any and all such documents for and on behalf of Lessee as
Attorney-in-Fact for Lessee. Lessee by this Section constitutes and irrevocably appoints Lessor,
its successors, and assigns as Lessee's Attorney-in-Fact to execute, acknowledge, and deliver any
and all documents described in this Section for and on behalf of Lessee, as provided in this
Section.
14. Assignment and Subletting
Lessee agrees not to assign or in any manner transfer this Lease or any estate or interest therein
without the prior consent of Lessor, and not to sublet the Leased Premises or any part or parts
thereof or allow anyone to come in with, through, or under it without like consent, with the
exception of the Elgin Boys and Girls Club. Lessee agrees to sublease a portion of the Premises
to the Elgin Boys and Girls Club under the general terms outlined in the document attached
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to and made part of this Lease agreement as "Exhibit D." It is understood and agreed that
Lessor's consent hereunder (and wherever else in this Lease required, unless specifically
provided to the contrary) may be arbitrarily withheld, notwithstanding any statutory or other
provisions of law to the contrary.
15. Waste and Nuisance
Lessee shall not commit or suffer to be committed any waste upon the Premises or any
nuisance or other act or thing which may disturb the quiet enjoyment of any other Lessee
in the building in which the Leased Premises may be located, or in the Premises. Lessee
shall not use or permit to be used any medium that might constitute a nuisance, such as
loudspeakers, sound amplifiers, phonographs, radios, televisions, or any other sound-producing
device which will carry sound outside the Leased Premises.
16. Destruction of Leased Premises
In case the Premises shall be rendered untenantable by fire, explosion or other casualty, Lessor
may, at its option, terminate this Lease or repair the Premises within sixty days. If Lessor does
not repair the Premises within said time, or the building containing the .Premises shall have
been wholly destroyed, the term hereby created shall cease and determine. Notwithstanding
the foregoing, in the event the Premises are 25% destroyed, Lessee may elect to terminate this
Lease.
17. Eminent Domain
If the whole of the Premises hereby leased shall be taken by any public authority under the
power of eminent domain, or by deed in lieu thereof, then the term of this Lease shall cease j
as of the day possession shall be taken by such public authority and the Rent and other charges
due hereunder, shall be paid up to that day with a proportionate refund by Lessor of such rent
as may have been paid in advance for a period subsequent to the date of.the taking. If less than
the whole of the Premises shall be taken under eminent domain, Lessor shall:have°=the right
either to terminate this Lease and declare same void, or require Lessee to continue in the
possession of the remainder of the Premises if such can reasonably be accomplished. Lessor
shall notify Lessee in writing within twenty (20) days after such taking of Lessor's intention. If
the Lessee is to remain in possession, all of the terms herein provided shall continue in effect,
except that the Fixed Minimum Annual Rental shall be reduced in proportion to the amount
of the Premises, if any, taken. All damages awarded for such taking under the power of
eminent domain, whether for the whole or a part of the Leased Premises, shall belong to and
be the property of Lessor whether such damages shall be awarded as compensation for
diminution in value to the leasehold or to the fee of the Premises. The Lessee may pursue its
own claims for damages with the appropriate government authority so long as same does not
interfere with, or in any manner diminish, the award of Lessor.
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18. Default of the Lessee !
Definition of Event of Default. Each of the following shall be deemed an event of default: (i)
Lessee's failure to make payment of rent or other charges as provided in this Lease; (ii) Lessee's
failure to perform any of the covenants, terms, conditions, or provisions of this Lease; (iii) If
a petition is filed by or against Lessee for relief under the bankruptcy laws, or Lessee shall
make an assignment for the benefit of creditors, or if a receiver of any property of the Lessee
be appointed in any action, suit, or proceeding by or against Lessee, or if Lessee shall admit
that it is insolvent, or it is generally not paying its debts as such debts become due, or if the
interest of Lessee in the premises shall be sold under execution or other legal process, or if
Lessee shall abandon the premises; (lv) Lessee vacates or abandons the premises; (v)This Lease
or the Premises or any part of the Premises are taken upon execution or by other process of
law directed against Lessee, or are taken upon or subject to any attachment at the instance of
any creditor or claimant against Lessee, and the attachment is not discharged or disposed of
within fifteen (15) days after its levy; (vi) Lessee is dissolved; (vii) Lessee fails to take possession
of the Premises on the Commencement Date as required hereunder. Notwithstanding anything
herein to the contrary, Lessee shall not be entitled to more than one (1) notice for monetary
defaults during any twelve (12) month period, and if after such notice any rent is not paid
when due, an event of default will be considered to have occurred without further notice. Upon
the occurrence of an event of default, Lessor shall have the right to terminate the Lease and
shall be entitled to possession of the Premises. Lessor may make its election to terminate
known to Lessee by delivery of a notice of termination. Such termination shall be immediately
effective and Lessor shall be entitled to forthwith commence an action in summary proceedings
to recover possession of the Premises, but such termination shall not terminate Lessee's
liabilities hereunder. Lessee waives all notice in connection with such termination, including by
way of illustration, but not limitation, notice of intent to terminate, demand for possession or
payment, and notice of re-entry. No receipt of money by the Lessor from the Lessee after the
termination of this Lease shall reinstate, continue, or extend the term, nor affect or waive any
notice given by the Lessor to the Lessee prior to such receipt of money.
Right to Re-Enter. If the event of default is for the nonpayment of rent, Lessor may,-as"anh`
alternative to terminating the Lease, serve a Notice for possession or payment. Unless the rent,
additional rent, and any other amounts due under this Lease are paid in accordance with the
demand for.possession or payment, Lessor shall be entitled to possession of the Premises and
Lessee shall have no further right to possession under the Lease, but Lessee shall not be
relieved of any of its liability hereunder. Lessee shall remain liable to Lessor for the payment
of all rent and other charges which Lessee has agreed to pay under this Lease throughout the
remainder of its term. Should Lessor elect to re-enter, as herein provided, it may from time to
time, without terminating this Lease, make such alterations and repairs as may be necessary
in order to relet the Premises, and relet said Premises or any part thereof for such term or
terms (which may be for a term extending beyond the term of this Lease) and at such rental
or rentals and upon such other terms and conditions as Lessor in its sole discretion may deem
advisable. Notwithstanding anything herein to the contrary, Lessor may, without demand or
notice, reenter and take possession of the premises or any part of the premises, repossess the
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same, expel Lessee and those claiming through or under Lessee, and remove the effects of both
or either, using such force for such purposes as may be necessary, without being liable for
prosecution, without being deemed guilty of any manner of trespass, and without prejudice to
any remedies for arrears of amounts payable under this Lease or as a result of any preceding
breach of covenants or conditions.
Other Remedies. The Lessor's rights, remedies, and benefits provided by this Lease shall be
cumulative, and shall not be exclusive of any other rights, remedies and benefits allowed by
law.
Estoppel. The parties agree that they shall rely solely upon the terms of this Lease to govern
their relationship. They further agree that reliance upon any representation, act, or omission
outside the terms of this Lease shall be deemed unreasonable, and shall not establish any rights
or obligations on the part of either party.
Independent Covenant. Notwithstanding anything to the contrary, Lessee acknowledges and
agrees that its obligation to pay rent under this Lease is an independent covenant, and that such
obligation to pay rent is not subject to set-off or recoupment in connection with any action for
summary proceedings to recover possession of the Leased Premises.
19. Bankruptcy or Insolvency
In the event that a trustee is appointed for Lessee or by Lessee as Debtor-in-Possession, Lessee
is liquidated or files a subsequent petition for reorganization or adjustment of debts under the
Bankruptcy Code, Lessee be-adjudicated a bankrupt, insolvent, or placed in receivership, or
should any proceedings be instituted by or against the Lessee for bankruptcy, insolvency,
receivership, agreement of composition, or assignment for the benefit of creditors, or if this
Lease or the estate of the Lessee hereunder. shall pass.to another by virtue of any court
proceedings, writ of execution, levy, sale or by operation of law, then, and in any of such
events, Lessor may, at its option, terminate this Lease and all rights of Lessee hereunder, by
..>giv4ng4ive (5) days Notice of its election to so terminate to Lessee, or to any trustee, receiver,
assignee, or other person in charge of or acting as custodian of the assets or property of the
Lessee. Upon the giving of such Notice, this Lease and the term hereof shall end on the date
fixed in such Notice, or if no such date is fixed, five (5) days following the proper dispatch of
such Notice, and the Lessor shall have the right to remove all persons, goods, fixtures, and
chattels from the Premises by force or otherwise, without liability for damages, and all the
other rights permitted under this Lease in the event of a default.
20. Access By Lessor
Lessor or Lessor's agent shall have the right to enter the Premises at all reasonable times.to
examine same, and to show them to prospective purchasers or mortgagees, and to make such
repairs, alterations, improvements, or additions as Lessor may deem necessary or desirable.
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Lessee shall grant Lessor permission to utilize the gymnasium and auditorium on the Premises
for community programming by the City of Elgin Parks and Recreation Department on dates
and times mutually agreeable to Lessee and Lessor, provided that Lessor shall be entitled to not
less than ten (10) hours of such use between the hours of 6:00 p.m. and 11:00 p.m. on
weekdays (Monday through Friday), or between the hours of 8:00 a.m. and 11:00 p.m. on
weekends(Saturday and Sunday) or any other day on which the Lessee's classrooms and related
support facilities are closed for holiday, vacation or any other reason. Lessor shall pay Lessee
a fee in the amount of ten dollars ($10.00) for each day on which it utilizes the gymnasium,
auditorium, or gymnasium and auditorium on the Premises. Lessor shall also be responsible for
any extraordinary cleaning or preparation expenses incurred during its utilization of the
gymnasium or auditorium on the Premises.
21. Successors
All rights and liabilities herein given to, or imposed upon, the respective parties hereto shall
extend to and bind the several respective heirs, executors, administrators, successors, and
assigns of the said parties; and if there shall be more than one Lessee, they shall all be bound
jointly and severally by the terms, covenants, and agreements herein. No rights, however, shall
inure to the benefit of any assignee of Lessee unless the assignment to such assignee has been
approved by Lessor in writing as required hereunder.
22. Quiet Enjoyment
Upon payment by Lessee of the rents herein provided, and upon the observance and
performance of all the covenants, terms, and conditions on Lessee's part to be observed and
performed, Lessee shall peaceably and quietly hold and enjoy the Premises for the term of this
Lease.
23. Miscellaneous
Waiver. One-or more waivers of any covenant, term, condition, or provision of the Lease by -
either party shall not be construed as a waiver of a subsequent breach of the same covenant,
term, condition, or provision, and the consent or approval by Lessor to or of any act by Lessee
requiring Lessor's consent or approval shall not be deemed a waiver of Lessor's consent or
approval to or of any subsequent similar act by Lessee. No breach of a covenant, term,
condition, or provision of this Lease shall be deemed to have been waived by Lessor, unless
such waiver (i) is in writing signed by Lessor, (ii) identifies the breach, and (iii) expressly states
that it is a waiver of the identified breach.
Typed Provisions and Riders. Provisions typed on this Lease and all riders attached to this
Lease and signed by Lessor and Lessee are hereby made a part of this Lease.
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Observance of Lessor's Rules and Regulations. Lessee shall keep and observe such reasonable
rules and regulations now or hereafter required by Lessor, which may be necessary for the
proper and orderly care of the building of which the Premises are a part.
Maintaining Safety of Children on the Premises. Lessee acknowledges that the Premises is
located within the State of Illinois' Elgin Mental Health Center (EMHC) and that the EMHC
facility is accessed and utilized by EMHC employees, patients and visitors on a daily basis.
Lessee agrees to implement any and all security measures necessary to ensure the safety of the
children in the Lessee's classroom and related support facilities on the Premises, including but
not limited to, the escorting and supervising of children embarking and departing on buses to
and from the Premises; the immediate notification of police or other appropriate authorities
upon learning that a minor has left the Premises without permission; and, the provision of a
security system that will prevent persons other than employees, students or invited guests of
the Lessee from accessing the Premises without the knowledge or permission of the Lessee,
Compliance with Terms of Lessor's Intergovernmental Lease Agreement with State of Illinois.
Lessee agrees to comply with all applicable provisions of the Lessor's Intergovernmental Lease
Agreement with the State of Illinois (acting through the Department of Central Management
Services on behalf of the Department of Human Services), a copy of which is attached to and
made part of this Lease as "Exhibit C."
24. Disclaimers
AS IS CONDITION. Lessor has made no warranty, express, implied or with regard to
suitability for a particular purpose of the Premises nor any fixture nor equipment subject to this
Lease. Lessee takes the Premises and any equipment or fixtures and machinery, to include, but
not limited to, any fire alarm and sprinkler systems, and all heating and air conditioning and
plumbing equipment in"AS IS CONDITION." Lessee specifically acknowledges that it shall be
responsible for providing any and all heating, ventilating and air conditioning mechanical
systems necessary to serve the Premises.
Environmental Hazards. Lessor expressly disclaims any warranty regarding the presence or
absence of any environmental hazard on, upon, beneath or within the Premises to include the
presence of asbestos or other material.
Americans with Disabilities Act. Lessor makes no representation that the Premises are
currently accessible nor in compliance with the Americans with Disabilities Act (ADA). Lessee
shall insure compliance with the ADA.
25. Entire Agreement
This Lease and the Exhibits attached hereto and forming a part hereof, set forth all the
covenants, promises, agreements, conditions, and understandings between Lessor and Lessee
concerning the Premises and there are no covenants, promises, agreements, conditions, or
12 of 14
understandings, either oral or written, between them other than are herein set forth. No
alteration, amendment, change, or addition to this Lease shall be binding upon Lessor or Lessee
unless reduced to writing and signed by the party to be charged.
No Partnership. Nothing contained herein shall be deemed or construed by the parties hereto,
nor by any third party, as creating the relationship of principal and agent or of partnership or
of joint venture between the parties hereto.
Construction. Whenever herein the singular number is used, the same shall include the plural,
and the masculine gender shall include the feminine and neuter genders. The captions, section
numbers, article numbers, and index appearing in this Lease are inserted only as a matter of
convenience and in no way define, limit, construe, or describe the scope or intent of such
sections or articles of this Lease nor in any way affect this Lease. _
Notice. Any notice, demand, request, consent, approval, or other instrument which may be or
is required to be given under this Lease shall be sent by overnight courier or United States
certified mail return receipt requested, postage prepaid, or via facsimile, and shall be addressed
(a) if to Lessor, to the addresses set forth in the Basic Lease Provisions or at such other address
as Lessor may designate by written notice, and (b) if to Lessee, at the address set forth in the
Basic Lease Provisions, or at such other address as Lessee shall designate by written notice
("Notice").
Brokers'Commissions. Each of the parties represents and warrants that there are no claims for
brokerage commissions or finder's fees in connection with the execution of this.Lease, except
as set forth in the Basic Lease Provisions, and each of the parties agrees to indemnify the other
against, and hold it harmless from, all liabilities arising from any such claim including, without
limitation, the cost of counsel fees in connection therewith.
Recording. Lessee shall not record this Lease without the consent of Lessor, which may be
withheld for any reason whatsoever, in Lessor's absolute discretion.
Governing Law. This Lease shall'be governed by, and construed in accordance with, the laws
of the State of Illinois.
Partial Invalidity. If any provision of this Lease or the application thereof to any person or
circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease shall
not be affected thereby and each provision of the Lease shall be valid and enforceable to the
fullest extent permitted by law, and the remaining provisions of this Lease shall be interpreted
so as to nearly as possible conform to the intent of the parties as indicated in this Lease.
13 of 14
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IN WITNESS WHEREOF, Lessor and Lessee have signed this Lease as of the day
and year first above written.
LESSOR, City of Elgin, ATTEST:
an Illinois Municipal Corporation
By. dl�C/ 2(•1C�Z. ` �C1L-�tom/
yce 9. Parker, City Manager Doi nna Mecum,.City Clerk
LESSEE, Larkin Center,
an Illinois Not-for-Profit Corporation
By: Pic.AA,, . E XQG,,L L.,e De v[ck,/
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14 of 14
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Alan J. Coulson, P.C.
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Exhibit H
INTERGOVERNMENTAL LEASE AGREEMENT
The parties,the State of Illinois, acting through the Department of Human Services (DHS) ,
hereinafter called"Lessor"and the City of Elgin,hereinafter called"Lessee",for and in
consideration of the terms and covenants hereinafter set forth, agree as follows:
1. PREMISES: The Lessor agrees to lease to the Lessee certain real property consisting of
approximately 10 acres, improved by a building thereupon, commonly referred to as the"T&E"
Building and more fully described as follows:
That part of the Southeast Quarter of Section 23, Township 41 North, Range 8 East of
the Third Principal Meridian, described as follows: Beginning at the intersection of
the West line of said Southeast Quarter with the Southerly right of way line of U.S.
Route 20; thence South 0 degrees 19 minutes 55 seconds West along the said West
line, 797.77 feet;thence South 86 degrees 17 minutes 50 seconds East 564.68 feet;
thence North 03 degrees 42 minutes 10 seconds East 820.0 feet to the South line of.
said U.S. Route 20;thence North 88 degrees 30 minutes 28 seconds West along said
South line, 612.05 feet to the point of beginning, in the City of Elgin,Kane County,
Illinois.
2. TERM: The term of this agreement will be for the period beginning " July 15, 2000
and ending December 14,2004.
3. RENEWAL: This Agreement will automatically be extended for additional 5 year periods,
limited to a maximum of three(3) consecutive, additional 5 year periods, unless the Lessee
notifies the Lessor of its intention not to renew the agreement within thirty(3 0) days of the
original term or any automatic renewal thereof;
4. DENT: Lessee agrees to pay to the Lessor the sum.of TEN($10.00)AND 001100 DOLLARS
as the total rent due under the terms hereof, the receipt and sufficiency of which is hereby
acknowledged by the Lessor.
5. USE OF PREMISES: Lessee agrees to use the property for the following purposes:
A. Subleasing a portion of the property to the Larkin Center,an Illinois not-for-profit
corporation providing school facilities to emotionally disturbed children.
B. Permitting the Elgin Boys and Girls Club to utilize a portion of the property occupied by
the Larkin Center during time periods mutually agreed upon by the Lessee, the Larkin
Center and the Elgin Boys and Girls Club. .
C. Recreational programming by the City of Elgin's Parks and Recreation Department in the
property's auditorium and on open fields adjoining the premises.
Exhibit C
Page 1 of 4
D. Use of the premises for any other purpose,with the advance, express,written approval of the
Lessor.
Use of the premises for a purpose not compatible with the Elgin Mental Health Center's mission
is strictly prohibited and will result.in automatic termination of this agreement. The purposes
listed in subparagraphs (A),(B)and (C) of this Agreement are expressly recognized as being
compatible with the Elgin Mental Health Center's mission.
6. NOTICES: All notices must be in writing and sent by certified mail,return receipt requested
to:
Lessor: Lessee:
Illinois Department of Human Services City of Elgin
Office of General Counsel Attn: Raymond Moller
James R.Thompson Center 150 Dexter Court
100 W. Randolph Street, Suite 6-400 Elgin,IL 60120-5555
Chicago, Illinois 60601
All notices so forwarded will be presumed received five (5)business days following mailing.
7. UTILITIES: Lessor will provide only steam and electricity to the building situated on the
premises, commonly known as the T &E building until the later of occupancy by the Lessee or
April 15, 2000 after which time Lessee will provide all desired utilities, at its own cost,through
the term of the lease and any subsequent renewals. Lessee specifically acknowledges that there is
no potable water available, nor provided on the premises. Lessee agrees to be responsible for all.
sewer lines from and on the premises extending to the point of connection with sewer service as
provided by the City of Elgin. - -
8. INSURANCE: Lessee agrees to obtain insurance providing coverage within limits acceptable
- to the Lessor at its own expense. Such insurance shall include single liability coverage of not
less than 5300,000, and coverage of leased space against fire and other damage. This Agreement
is contingent upon a copy of the certificate of insurance being provided at or before the time of
execution. This agreement will not take effect until the Lessee furnishes the Lessor with proof
that the Lessee has obtained satisfactory insurance.
9. INDEMNIFICATION: Lessee agrees to.indemnify, defend and hold harmless the State of
Illinois, its employees agents and servants from any and all liability resulting from the use of the
leased premises by the Lessee.
10. ADDITIONAL PROVISIONS: Lessee agrees to provide all necessary repairs and
maintenance to the premises during the term of the agreement and any renewals thereof. Lessor
retains the right to enter the premises to repair the premises, if in the sole judgment of the Lessor,
the Lessee has failed to make repairs necessary to assure that the premises are safe and =
structurally sound, after 10 days notice, with the cost of any repairs being charged to the Lessee
as additional rent.
Page 2 of 4
11. MODIFICATIONS: The Lessee agrees to make, at no expense to Lessor, any necessary
modifications or alterations of the premises necessary to its use of the premises. No structural
repairs or modifications may be made without first obtaining the prior written consent of the
Lessor. Lessee specifically agrees that it will erect no structure upon the premises, except as
provided herein, without first obtaining Lessor's written,prior approval. When selecting
contractors to perform contemplated modifications or alterations of the premises, Lessee or its
Sublessees-shall evaluate the bids or proposals of not less than three general contractors, or
contractors as the case may be, taking into account costs, qualifications, ability of professional
personnel,past records and experience,willingness to meet time and budget requirements,
locations, and the workload of the general contractor or contractor before Lessee or its
Sublessees contract for any such work. Lessor agrees not to unreasonably withhold consent to
necessary modifications or alterations.
Lessee agrees to erect a chain link type fence surrounding the premises of not less than
ten (10) feet in height with gated entrances,with access to the East connecting roadway to the
Elgin Mental Health Center. Location of the gates will be as shown on Exhibit A, attached
hereto and made a part hereof by this reference. The fence and gates will be erected and operable
prior to occupancy by Lessee. Lessee is granted access to the property at any time subsequent to
execution and prior to occupancy for the purpose of erecting said fencing.
12. RIGHT OF ENTRY: Lessor shall have free access to the leased premises, subject to all
rights and privileges of the Lessee,to include but not limited to use of the blacktopped drive on
the premises, as shown on Exhibit A, in order to access Elgin Mental Health Center, if and as
necessitated by remodeling, re-paving or construction to Lessor's property.
13. EXPIRATION OF TERM: Upon the expiration of the term of this lease, or earlier
termination,the Lessee will yield possession of the premises to the Lessor without further notice.
Lessee agrees to return the premises to the possession of Lessor in good, broom clean, condition,
except for ordinary wear and tear.
14. OPERATION OF PROGRAMS:The parties agree that Lessee and Lessor's programs and
operations are to function as completely separate entities,with no overlap of authority, duties or
responsibilities other than those contained herein.
15. SUBLEASING AND ASSIGNMENT:Lessee shall not assign nor sublease any portion of
the leased premises other than as indicated in paragraph 5 under this agreement without first
obtaining written consent of the Lessor.
16. SUCCESSORS: The terms of this agreement are binding upon the parties and their
successors and assigns.
17. BRIBERY: Lessee states that it has not bribed nor attempted to bribe any State Officer or.
official nor has it been convicted of any such offense, nor made an admission of any such prior
conduct, which is a matter or record.
18. SEVERABILITY: The parties to this agreement agree that if any part of this agreement is
found to be unenforceable or contrary to the statutes of the State of Illinois, the remainder of the
lease will remain in full force and effect.
Page 3 of 4
19. EXHIBITS: The following Exhibits are attached hereto and made a part hereof-
Exhibit A- Survey of the leased premises..
20. COMPLETE AGREEMENT: This agreement represents the complete terms of the
agreement of the parties and may only be amended or modified by the written mutual agreement
of the parties hereto.
21. This agreement supersedes any previous or existing agreement between the parties.
22. DISCLAIMER: Lessor has made no warranty, express, implied or with regard to suitability
for any particular purpose of the premises nor any fixture nor equipment subject to this
agreement. Lessee takes the premises and any equipment or fixtures and machinery,to include,
but not limited to, any fire alarm and sprinkler systems, and all heating and air conditioning and
plumbing equipment in"AS IS CONDITION'.
The Lessor expressly disclaims any warranties and guaranties of any kind as to the Year
2000 readiness of the premises, building, fixtures, equipment and machinery conveyed
hereunder. Lessee agrees that it will hold harmless Lessor for any such failure and any damages
resultant thereto including any actual or consequential damages.
Lessor expressly disclaims any warran ty regarding the presence or absence of any
environmental hazard on,upon, beneath or within the premises to include any presence of
asbestos or other material.
Lessor makes no representation that the premises are currently accessible nor in compliance
with the Americans with Disabilities Act(ADA). Lessee will assure compliance with the ADA.-
23. CHOICE OF LAW: This Agreement shall be governed by the law of the State of Illinois.
24. OPERATION OF PROGRAIMS: Lessee agrees on behalf of itself, its employees,tenants,
guests and invitees that it will abide by any and all reasonable regulations or policies regarding
the safety and security of the premises to which the Lessor subjects its employees,tenants, guests
and i&itees.
IN WITNESS WHEREOF:the parties hereto have hereunto set their hands and seats as of the
day of 2000.
LESSOR: LESSEE:
State ofPJinois City o lain
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title: C,�-e title: Cit Manager
date: g CO date: June 29, 2000
Page 4 of 4
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April 25,2000
Mr. Erik Anderson, Executive Director
Boys and Girls Clubs of Elgin
164 Division Street, 4401
Elgin,IL 60120
Re: Sublease of a Portion of the T&E Building at the
Elgin Mental Health Center
Dear Mr. Anderson:
This correspondence represents a letter of intent by the Larkin Center(Lessor)to
sublease a portion of the school building located at the Elgin Mental Health Center and
commonly referred to as the"T & E Building" to the Boys and Girls Clubs of Elgin upon the
following terms:
1. Portions of the T& E Building to be Subleased.
1. The areas of the building would include the entrance lobby on the north
side of the building,adjoining the current cafeteria and the auditorium;the
auditorium,the large gymnasium and related washrooms; and the game
room(small gym).
II Alterations and Code Compliance.
1. Lessee accepts the premises "As Is" and Lessor shall not have any
obligation to alter or improve the premises to comply with any applicable
code or regulation for use by Lessee. If. at any time, it is determined that
alterations or additional fixtures are required to comply with any
govemmental requirement, Lessee may terminate the sublease if it
determines that the costs for such compliance is not within its budget.
11I. Use of the Premises.
1. Hie premises shall only be used as a part-time recreationalieducational
facility, compatible Nvith the Elgin Mental Health Center's mission.
Exhibit D
Mr. Erik Anderson
April 25, 2000
Pagc 2
2. Lessee's use of the premises shall be limited to weekdays after Lm%or s
nonr,al school hours from 2:30 p.m. until 10:30 p.m.and on weekends and
days that Lessor does not conduct its school operations when such
facilities are not scheduled for use by Lessor or the City of Elgin Parks
and Recreation Department. .
3. Lessee's use of the premises shall comply wish all requirements imposed
upon Lessor under its lease of the premises or by applicahle law or any
insurance company insuring the premises.
4. Lessee shall remove all materials,equipment, waste and personal effects
from joint use areas after each use by Lessee. Normal janitorial services
shall be provided by Lessor. Lessee shall use its best efforts to limit the
amount of janitorial time required to clean the premises. j
5. All minor occupants of the premises shall be supervised at all times by one f
or more adults. Minor occupants of the auditorium shail be supervised by
not less than two adults at all times during such occupancy.
IV. Rent.
1. Rent for unlimited use of the game room (small gym),which shall be used
exclusively by Lessee during the term,and for use of the Gymnasium not
more than three(3)-6ys-perweek,shall be$500 per month.
2. Rent for the Auditorium shall be$50 per use.
3. All rents shall be subject to:adjustment after the first full calendar year of
the sublease. if it is determined by Lessor by evaluating actual.costs, that
the abo%'e rent amounts do not accurately reflect the additional costs
incurred by Lessor as a result of the occupancy by Lessee.
\1. Contingencies.
Lessor's obligation to sublease to Lessee would be contingent upon:
1. Lessor's successful negotiation of an acceptable 20-year,or longer lease
with the City of Elgin for the T&E Building;
is
i
08/18/2000 09:28 PAZ 8478955858 LARKIN CENTER a02
Rev.James Marx
Mr.Erik Anderson
April 18,2000
Page 3
V. Contingencies.
Lessor's obligation to sublease to Lessee would be contingent upon:
1. Lessor's successful negotiation of an acceptable 2.0-year,or longer lease
with the City of Elgin for the T&E Building;
2. Lessee providing evidence of insurance to the extent required of Lessor
under its lease of the premises from the City of Elgin;
3. Lessee shall agree to indemnify Lessor for any liability or cost(other than
building(other than building utilities and maintenance)incurred by
Lessor as a result of Lessee's occupancy of the premises; and
4. The approval of the boards of directors of both organizations.
VI. Termination of Sublease by Lessee. Lessee shall have the right to terminate the
sublease at any time during the term by giving Lessor 30-days'prior notice.
Lessor may terminate the sublease if the premises are vacated by Lessee for 60
days.
• is
VII. Parties'Intent. '
It is understood that this letter of intent is not intended to be a contract and shall
not be construed as a written agreement of the parties. Instead,this letter of intent represents the
understanding of the parties as to the matter set forth above;i and is intended to be used as a -
reference for preparing any final,binding,written agreements as to which the parties may
subsequently agree.
Upon my receipt of your acceptance of this letter of intent,I will iusttuct our legal
counsel to prepare a formal lease agreement in accordance with the parameters set forth herein.
Very truly yours,
THE LARKIN CENTER
By:
Karen Beyer,ExecuhAre Director
Rev. James Marx
Mr. Erik Anderson
April 18, 2000
Page 4
ACCEPTANCE
The undersigned hereby accepts the matters set forth in the above letter of intent.
as representing an accurate description of the preliminary negotiations between the parties as to
the matters set forth herein.
BOYS &GIRLS CLUB OF ELGIN
By:
Its:
., . -—City f Elgin
Y
' iJ Mayor Ed Schock
Council Members
Juan Figueroa
Robert Gilliam
Ruth Munson
John Walters
Stuart Wasilowski
Marie Yearman
City Manager
Joyce A. Parker
September 20, 2000
Mr. Dick Peterson
The Larkin Center
1212 Larkin Avenue
Elgin, IL 60123
Re: Lease Regarding Mental Health Center Property
Dear Mr. Peterson:
After you left, I found that we had an extra set of
exhibits in our file which should be attached to the
lease. Accordingly, I am enclosing Exhibits A through
D.
Sincerely,
Dolonna "Loni" Mecum, CMC - =';V
City Clerk
847/931-5660
dkm
Enclosures
150 Dexter Court • Elgin, IL 60120-5555 • Phone 847/931-6100• Fax 847/931-5610 • TDD 8471931-5616
®Printed on recycled paper
EXHIBIT B
FURNISHINGS AND APPLIANCES
8
SF:363471.1