HomeMy WebLinkAboutAgenda - 09-17-2013 - 4dORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: September 17, 2013
Action Agenda
Item No. 4 -d
SUBJECT: Review of Proposed Operations Agreement for the Rogers Road Community
Center
DEPARTMENT: County Manager PUBLIC HEARING: (Y /N) No
ATTACHMENT(S):
1) Proposed Operations Agreement:
Rogers Road Community Center
2) RENA Neighborhood Community
Center Business Plan
3) Area Locator
4) Lease Agreement with Habitat for
Humanity, Orange County, NC,
Incorporated
INFORMATION CONTACT:
John Roberts 245 -2318
Michael Talbert, 245 -2308
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PURPOSE: To receive a presentation, review, and provide feedback on the proposed
Operations Agreement (Attachment 1) with Rogers Eubanks Neighborhood Association (RENA)
for the day to day operations of the Rogers Road Community Center.
BACKGROUND: On January 24, 2013 the BOCC authorized Orange County staff to move
forward with the development and construction of the Rogers Road Community Center located
on two lots within the Phoenix Place neighborhood owned by Habitat for Humanity.
On June 18, 2013 the Board approved "A Lease Agreement with Habitat for Humanity of
Orange County" (Attachment 4). Habitat will lease the site to Orange County for an initial term
of twenty (20) years with the optional renewal for up to four (4) twenty (20) year terms. The
County will pay Habitat $1 per year as rental for the premises. The site is depicted on
Attachment 3, "Area Locator ".
The County engaged Perkins + Will Architects as the designer for the project. Perkins + Will
are performing these professional services for the County on a Pro Bono basis. Joe Wagner
and Patric LeBeau, representing Perkins + Will, presented the project renderings to the Board
on April 9, 2013 (see Attachment 2). The Board approved the schematic design and authorized
the Manager to award a bid for construction and any unforeseen conditions change orders for
the Community Center in an amount not -to- exceed the approved budget of $650,000. The
project is currently out to bid, with sealed bids scheduled to be opened on September 17, 2013.
On September 5, 2013 the Board extended the Manager's authorization to award the
construction contract for the Rogers Road Community Center through September 29, 2013.
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The proposed Operations Agreement between Orange County and the Rogers Eubanks
Neighborhood Association ( "RENA ") was approved by RENA on August 11, 2013. The RENA
Board also voted to approve the RENA Business Plan (Attachment 2) for the operation of the
Neighborhood Community Center. Highlights of the Operations Agreement are as follows:
• Original term of the Agreement is 5 years, with renewal of for up to four (4) additional five
(5) year terms
• Provide a full schedule and updates, as they become available, of all activities and
programs at the Center
• RENA will operate and staff the Center Monday through Friday 10:00 a.m. to 7:00 p.m.
and Saturday from 10:00 a.m. to 6:00 p.m.
• RENA shall maintain the Center facilities in a clean and orderly state
• The Center shall be used for the operation of a community and recreation center open to
the general public and all other uses reasonably related thereto
• RENA may charge fees for programs and services at or involving the Center. Any such
fees shall not exceed the cost of providing such programs and services
• RENA will enforce County policies
• RENA and County agree to hold annual evaluation review meetings to assess the
success and direction of the operation of the Center
FINANCIAL IMPACT: The completion of the Rogers Road Community Center will add a new
building to the County's Facilities Inventory. All routine building maintenance & repair, grounds
maintenance, utilities, and property & liability insurance for the Community Center will be the
responsibility of Orange County. The estimated annual cost of all maintenance, repair, utilities,
and insurance for the new facility is $9,750. There is no other direct cost to the County
associated with the Operations Agreement with Rogers Eubanks Neighborhood Association.
RECOMMENDATION(S): The Manager recommends that the Board receive the presentation,
review and provide feedback on the proposed Operations Agreement with the Rogers Eubanks
Neighborhood Association (RENA) for the day to day operations of the Rogers Road
Community Center.
Attachment 1
OPERATIONS AGREEMENT: ROGERS ROAD COMMUNITY CENTER
This Operations Agreement (the "Agreement ") for the operation of the community and recreation
center at (hereinafter the "Center ") is made and entered into this _ day
of 2013, between Rogers Eubanks Neighborhood Association, Incorporated, a
North Carolina Nonprofit Corporation (hereinafter "RENA ") and Orange County (hereinafter the
"County ") referred to jointly hereafter as "Parties ".
The Parties hereby agree as follows:
1. Term
The term of this Agreement shall be from the day and date first recorded above and shall
continue for a period of five (5) years. The Agreement may be renewed as provided herein.
2. Use and Operations
a) Rena Shall:
i. Provide a full schedule and updates, as they become available, of all
activities and programs at the Center.
ii. Operate and staff the Center Monday through Friday 10:00 a.m. to 7:00 p.m.
and Saturday from 10:00 a.m. to 6:00 p.m.
iii. Immediately notify County of the closure, delayed opening, or early closing of
the Center for any reason.
iv. Provide quarterly analysis report to Center on enrollment, trends, and timing
for RENA class, program, and activity sessions.
V. Enforce County policies, including but not limited to the no smoking policy,
while using and operating the Center.
vi. Maintain worker's compensation insurance covering its personnel working at
the Center.
vii. Maintain general liability insurance coverage as outlined in Section 4 of this
Agreement.
viii. Appoint a liaison to communicate with the County regarding all matters
related to this Agreement.
ix. Maintain the Center facilities in a clean and orderly state. RENA may arrange
furniture as may be needed to provide for the orderly operation of the Center.
X. At the conclusion of each day clean and restore the Center kitchen,
bathrooms, and activity rooms to the same state and condition in which they
existed prior to use by RENA's volunteers and employees or the public.
A. Reimburse County promptly for any damage caused to Center facilities,
including but not limited to furniture, kitchen furnishings and /or utilities,
computers and other technology equipment, by RENA staff, customers,
guests, or invitees.
xii. The Center shall be used for the operation of a community and recreation
center open to the general public and all other uses reasonably related
thereto.
xiii. Comply with all applicable federal, state, and local laws, ordinances, rules, or
regulations.
xiv. May, upon receiving appropriate permitting, serve meals as part of
designated programs.
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xv. May, upon receiving appropriate permitting and authorization as required by
law and written authorization from the County Manager, serve alcohol as part
of approved events.
b) RENA and Orange County hereby covenant and agree that in conjunction with the
operation and use of the Center:
i. RENA shall operate the Center in accordance with County policies, including
facility access, without discrimination and regardless place of residence, to all
residents of Orange County;
ii. RENA shall not enact policies that have the effect of denying use of the
Center by any Orange County residents;
iii. RENA shall continuously operate the Center during the term of this
Agreement subject to closures due to County- recognized holidays, casualty,
condemnation, events of force majeure, or closures caused by any act or
omission by County, its agents, employees, contractors, or subcontractors;
iv. RENA shall provide janitorial service to the Center and shall maintain the
Center in a clean and safe condition free from hazard;
V. RENA shall maintain records related to the operations of the Center including
accounting and operations records and all such Center records shall remain
the property of County and shall be subject to the disclosure provisions of
applicable federal and state statutes and regulations and shall be furnished to
Orange County upon request;
vi. Any and all fixtures purchased by RENA from Center operations funds for use
or consumption at the Center are and shall remain property of the County.
For purposes of this section the term fixtures includes any kitchen or other
appliances. Personal property purchased by RENA shall remain the property
of RENA;
vii. RENA may charge fees for programs and services at or involving the Center.
Any such fees shall not exceed the cost of providing such programs and
services.
viii. RENA is responsible for any and all repairs that amount to less than two
hundred dollars ($200) per repair or incident. County is responsible for any
and all repairs that amount to two hundred dollars ($200) or more per repair
or incident.
ix. RENA shall contract with a private hauler for the provision of roll out carts
and /or other individual containers for municipal solid waste and recycling.
RENA may not seek dumpster infrastructure and service through Chapel Hill
or Orange County.
X. Orange County shall provide appropriate screening for such roll out carts or
other individual containers.
A. RENA shall maintain such roll out carts or other individual containers in the
appropriate screened location and shall at due times deliver the roll out carts
or individual containers to the curb for collection and return them to their
screened locations after collection.
Ai. RENA shall incorporate standard municipal solid waste and recycling rules
and procedures within its operations protocols.
3. Facility Use Guidelines
By this Agreement, the County authorizes the use of the Center only to the extent permitted by
the terms of this Agreement. The County does not incur any liability to RENA or any member of
the public for RENA's operation and /or use of County property under this agreement and RENA
shall defend, indemnify and hold harmless the County from and against any and all claims
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related to RENA's operation, use of, or presence at Center facilities. RENA staff and members
of the public will abide by County policies while on County property.
The County's facility use policy will serve as the guiding document for operations of the Center.
Smoking is prohibited. No staff or visitor shall be permitted under any circumstances to use
tobacco products in or on the grounds of any County property including the Center. The use of
open flames, gambling, and alcoholic beverages are also prohibited unless appropriately
permitted and /or approved in writing by the County Manager as may be required by law.
Absolutely no weapons of any kind are allowed on the Center premises.
4. Insurance Requirements
RENA shall provide evidence of general liability insurance to the County by way of a certificate
prior to operation and use of the Center. Orange County shall be named as additional insured
to RENA's general liability endorsed policy. RENA shall maintain combined single limits not
less than $1,000,000 per occurrence with aggregate limits not less than $2,000,000 per year.
RENA shall provide notice to the County not less than 30 days prior to any cancellation or
reduction of any liability coverage and annually provide the County with an updated certificate of
insurance on or before each policy renewal date. RENA shall secure liability insurance suitable
for any kitchen operations. All such insurance policies and coverages must be approved by the
Orange County Risk Manager. The certificate of liability insurance shall be addressed and sent
to:
Orange County
Attention: Director of Risk Management Services
200 S. Cameron Street
Hillsborough, NC 27278
5. Access to County Facilities
RENA shall provide a list of volunteers and employees who will be assigned to the Center to the
County within five days of the date of signing of this agreement or prior to the employee's or
volunteer's first day of work at the Center. County reserves the right to prohibit any individual
employee or volunteer of RENA from accessing or providing services on County property,
including the Center, or at County events if County determines, in its sole discretion, that such
employee poses a threat to the safety or well -being of County employees, guests, customers, or
invitees.
RENA shall conduct criminal background checks on each of its employees who will be
employed or volunteering at the Center. RENA shall provide documentation that criminal
background checks were conducted on each of its employees and /or volunteers prior to
assigning them to the Center, and shall refuse employment or volunteer positions in its Center
programs to any person convicted of a felony or any other crime that indicates the person poses
a threat to the physical safety of County employees, guests, customers, or invitees. Such check
shall include an annual check of the State Sex Offender and Public Protection Registration
Program, the State Sexually Violent Predator Registration Program, and the National Sex
Offender Registry. RENA shall not assign any employee or volunteer to staff the Center
pursuant to this Agreement if (1) said worker appears on any of the listed registries; (2) said
worker has been convicted of a felony; (3) said worker has been convicted of any felony
involving sexual misconduct, violence, or drugs; (4) any misdemeanor involving sexual
misconduct; or (5) said worker has engaged in any crime or conduct indicating that the worker
may pose a threat to the safety or well -being of County employees, guests, customers, or
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invitees. Notwithstanding the foregoing, RENA may allow nonviolent juvenile misdemeanants
required to perform community service by a court of law or other state mandated program to
volunteer at the Center.
6. Observation and Documentation
County staff may observe, photograph, videotape, or audiotape any RENA volunteers or
employees, County employees, guests, customers, or invitees. RENA shall secure necessary
releases, which authorize County to publish such photographs, videotapes, or audiotapes. Any
media coverage of RENA operations of the Center must receive prior authorization from the
County Manager. RENA agrees to indemnify and hold County harmless for the failure by RENA
to secure necessary releases pursuant to the terms of Section 8 herein.
7. Evaluation
Both RENA and County agree to hold annual evaluation review meetings to assess the success
and direction of the operation of the Center.
8. Indemnification
RENA shall indemnify, defend, and hold harmless County, its officers, agents, and employees,
from and against all claims, actions, demands, costs, damages, losses and /or expenses of any
kind whatsoever, in whole or in part, resulting from or connected with any acts of RENA
employees or program participants or from the omission or commission of any act, lawful or
unlawful, by RENA, its agents and /or employees, including but not limited to court costs and
attorney's fees incurred by County in connection with the defense of said matters.
9. Rental Rate and Administrative Fees
Rental rates and administrative fees shall be consistent with the Orange County Facilities Use
Policy. County shall designate which, if any, rooms within the Center may be available for rent
to the public or to local community groups. Any such rental shall comply with the Orange
County Facilities Use Policy and shall be approved by the Orange County Facilities
Management Director. RENA shall pay the County an annual $25.00 administrative fee.
10. Termination and Renewal
Upon the expiration of the initial term this Agreement may be renewed for up to four (4)
additional five (5) year terms only by joint written agreement of both Parties. This Agreement
may be terminated by mutual agreement of the Parties. At any time, County may terminate this
Agreement and any renewal thereof immediately and without prior notice to RENA if County
determines in its sole discretion that the health, safety, or well -being of County employees,
guests, customers, or invitees are jeopardized by RENA's operation of the Center.
11. Reorganization or Dissolution
Should RENA undergo a corporate reorganization, restructuring, or voluntary or involuntary
dissolution this Agreement shall immediately terminate and RENA will vacate the Center
premises.
12. Relationship of the Parties
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RENA is a contractor of County. RENA is not a partner, agent, employee, or joint venture of
County and neither Party shall hold itself out contrary to these terms by advertising or otherwise.
Neither Party shall be bound by any representation, act, or omission whatsoever of the other.
13. Approvals, Amendments, Notices.
Any approval or notice required by the terms of this Agreement shall be in writing and executed
by the appropriate party. This Agreement may be amended only by written amendments duly
executed by and between both Parties.
14. North Carolina Law.
North Carolina law will govern the interpretation and construction of this Agreement
15. Entire Agreement.
This Agreement constitutes and expresses the entire agreement and understanding between
the Parties concerning the subject matter of this Agreement. This document and any other
document incorporated in this Agreement by reference supersede all prior and
contemporaneous discussions, promises, representations, agreements and understandings
relative to the subject matter of this Agreement.
16. Severability.
If any provision of this Agreement shall be declared invalid or unenforceable, the remainder of
the Agreement shall continue in full force and effect.
SIGNATURE PAGE TO FOLLOW
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Signers for RENA and the County certify that they are authorized to enter this agreement.
RENA- President
Printed Name
Orange County -Chair
Printed Name
A
Date
Date
Attachment 2
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RENA Neighborhood Community Center
Business Plan August 2013
Adopted by the RENA Board of
Directors August 2013
Contact Information
David Caldwell
Davcald778gaol.com
Pam Hemminger
pshemminger @gmail.com
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Who We Are
In 2007, this socially cohesive and culturally rich historic community founded a
501(c)(3) tax - exempt organization -- the Rogers Eubanks Neighborhood Association
(RENA) -- to formalize a long term ad hoc community alliance and movement. As a
community organizing group, RENA needed a place to gather for sharing community
resources and development programs. RENA was able to rent a small house in the
neighborhood to run a very successful afterschool program and summer day camps.
They were also able to distribute much needed food, backpacks and supplies with
donations from PORCH and the school system. Harvest Books has stocked and
maintained a small lending library. Many volunteers from UNC, Duke and Morris
Grove Elementary School have helped with staffing and participated in the programs
with children.
Minister Robert Campbell, RENA Director David Caldwell, and RENA Board Member
Barbara Hopkins have formed working relationships with Orange County, the Town of
Chapel Hill and the Town of Carrboro as well as members from other parts of the North
Carolina community. RENA has been a part of collaborative work groups such as the
Landowners Group, Unity in the Community Neighborhood Group, Chapel Hill Small
Area Plan Task Force, Justice United, Habitat for Humanity, UNC Campus YMCA, Blue
Ribbon Mentors and the Enhancement Task Force.
The RENA Board consists of 9 members: David Caldwell (Project Director), Robert
Campbell (President), Jenny Stroud, Tony Webb, Sharon Bennett, Neola Jones, Barbara
Hopkins (Treasurer), Stan Cheron and Tracy Kuhlman. Some of these members also
serve on the sub - committee CEER (Citizens to End Environmental Racism) along with
many others in the community. RENA employs a CPA (Susan Crisp of Hillsborough)
to handle the non - profit book - keeping and to submit the annual IRS 990 form. RENA
has traditionally had slightly less than $50,000 in annual revenues and files the annual
IRS short form. With the opening of the Community Center, RENA hopes to bring in
more than $50,000 a year in revenues.
The RENA Community Center opened its doors in the summer of 2010 and closed then
temporarily in August, 2012 due to fire code restrictions. The new center, when it opens, will
continue to serve the community's needs through its direct access to the neighborhoods that
surround it and all the volunteer time and effort. There are many dedicated
individuals ready to expand on what this new center can offer the community not only
from a place to gather, but to offer classes and a safe haven for children.
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The RENA community has grown and changed with the addition of the Habitat for
Humanity Phoenix Place subdivision of 50 homes that has brought even more diversity
to the area and even more children who need a safe place to learn and play. The new
center will incorporate these new families and the five other neighborhoods that make
up the Rogers Road Neighborhood with the formation of a governing board called the
Community Unity Board. This advisory board will have representation from all the
local neighborhoods and some from the broader community as well. It will also be a
conduit in which to share information and update citizens who live in these
neighborhoods.
Community Unity Board:
This board will consist of at least ten members and advise with the activities and
programs at the Community Center and will create better communications with the
surrounding neighborhoods and the community at large.
1) Homestead Place Representative
2) Phoenix Place Representative
3) Rush Hollow Representative
4) Glen Brooks Representative
5) Meadow Run Representative
6) Tally Ho Representative
7) Clairemont Representative
8) Habitat of Orange County Representative
9) Two Representatives from the Community at Large
10) A Representative from the RENA Board
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Primary goals and Objectives:
Providing our children and seniors with a safe place to socialize & learn.
• Having a safe place to gather that is open to all individuals
• An Afterschool safe haven and tutoring opportunities
• Educational Opportunities - Back to School Bash, Tutoring, Adult Education,
ESL, etc.
• Making technology available to the community for both youth and adults
with hosting educational classes
• Health: Wellness Cooperative, Alliance with Piedmont Health, classes on
healthy living
• Collaboration with the County, Towns and other programs to help educate
citizens and keep them informed of issues that affect them.
• Working with Habitat and others to provide education on home ownership,
budgeting and financial literacy.
• A place to base community events
• A shared Community Garden
• A base for food pantry distribution
• A local lending library
• A base of operations for all community needs
"Our hope for this community is that it will be transformed into a major part of the
development of Chapel Hill. We will be seen as a viable part of the community."
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There is a great need in our community for an adequate safe place to gather and learn.
The lack of technology resources in the Rogers Road Neighborhood contributes to the
continual "digital divide ". Our children need access to computer systems and
educators who can help them learn and keep up in school with other children who have
access to technology. Our adults and seniors need a place where they can learn and
practice with technology in order to stay connected in today's world. We see the
Community Center as a base of operations for giving people who do not have access to
technology the ability to learn job market skills, keep up in school and communicate in
today's ever changing world.
Our afterschool programs and summer /holiday day camps provide local children with
a safe place to learn and get additional help with school work. Many of our families do
not have personal transportation and have difficulty getting their children to libraries,
camps and other afterschool activities. We will provide an effective learning
environment and an opportunity for supervised care. We have had much success with
school staff and other volunteers working with our children to increase academic
achievement and foster a healthy learning attitude. Through donations, we provide
snacks, books, school supplies and backpacks. It has been a truly valued experience for
both the children and the volunteers.
We also see the Community Center as an educational center for our adults. There is a
great need for ESL classes, financial education, healthy living information and
numerous other requests. We have had many offers from volunteers to reach out in the
community and share their expertise with our neighborhoods. Having a local place to
base all of these opportunities will help with the transportation issues that have kept
some of our citizens from participating. These classes will be open to anyone in Orange
County or the Towns who would like to attend.
The following Organizational Values guide the work of RENA:
Meaningful Programs: As an organization, RENA strives to implement and promote
programs and projects that are useful, results oriented and meaningful to those who
participate in the programs.
Fiscal Responsibility: RENA works to make the most efficient use of both public and
private resources while constantly moving toward financial self- sufficiency, working to
reduce reliance on grants while improving accountability and efficiency as a
community -based business entity within Chapel Hill.
Integration: RENA and the Community Unity Board will work to ensure its classes,
programs, and services serve the mission and vision and are reflective of its established
values. All individuals will be welcome to participate at the Community Center._
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Hours of Operation
Our plan is for the new center to be open 6 days a week and for special events.
• Monday through Friday, the center will be open from 10am -2pm with volunteer
staff to maintain a place for seniors and mother's morning out programs.
• Then there will be a paid staff position to run the afterschool program from
2:30pm -6pm.
• From 6pm -8pm there will be classes for adults such as ESL, home ownership,
health & fitness to name a few.
• On Saturdays the center will be open for special events and as a safe place for
children to play and use the computer equipment.
• There will a locked pantry to house the PORCH food donations.
• There will be a lending library open to the community supplied by Harvest
Books.
• There will be a computer classroom to help students with their homework and
other adults in the area learn how to communicate with computers.
Financial Forecasting:
We are projecting paying for a part time staff person during the week to work the front
desk, a part time Director to coordinate programming, a part time book keeper and an
Administrator to pursue grant funding and to make sure the Community Center stays
involved with the County, Towns and other organizations. These positions have not
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been funded in the past, but we are hopeful that we can grow these positions into fully
funded positions in the future.
We have been very fortunate to have many volunteers for our afterschool and day camp
programs. The donated supplies and food have helped us reach out to the neediest
children and allowed us to use our funds to help pay some other local young people as
junior counselors, giving them an opportunity to learn responsibilities and have some
job experiences. We also provide an opportunity for those needing or desiring
volunteer work or community service a place to connect and really make a difference.
We have had many volunteer students from both college and high school levels.
There is a great deal of outside regional support for the RENA community. A proposed
budget outline is projected below. We have had many regular donors, recurring grants
and other in -kind donations. We propose growing all those opportunities and more to
increase and maintain a sustainable operating budget. We are looking forward to
events such as movie nights, holiday celebrations and community wide dinners.
Projected Revenues from past experiences:
RENA has had several recurring revenue streams to help make it successful and plans
on many more. To date revenues include:
Town of Chapel Hill Outside Agency Funding
Town of Carrboro Outside Agency Funding
EPA Small Community Grants
Stroud Roses Grant
An Individual Donor
Four Church Groups
Other donations
$ 7,500
$ 7,500
$25,000
(2010 & 2011)
$ 7,500
(2011)
$1,200
(annually)
$ 2,500
(annually)
$ 8,000-
10,000 (annually)
This year, RENA was pleased to accept a Z Smith Reynolds Grant in the amount of
$20,000 for a minimum of 2 years (totaling $40,000). RENA is still waiting to hear
back on several other grants that they have applied for.
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Annual REVENUE Forecast Table for Years 1 -3
Income Year 1 Year 2 Year 3
Donations
Churches $ 2500
$ 2500
$2,700
An Individual Pledge $ 1,200
$ 1,200
$1,200
All Other $8, 000
$8,600
$13, 000
Grants:
Governmental Agencies
$5,000
$5,000
Town of Chapel Hill $7500
$7500
$7500
Town of Carrboro $7500
$7500
$7500
EPA (awaiting confirmation)
Corporate Et Foundation $ 20,000
$20,000
$21,000
(Z Smith Reynolds Grant)
Programming Income $ 2,000
$ 3,000
$ 3500
Afterschool, summer camps Et events
Total Income $48)1700
$55.9300
$61,400
In Kind Donations:
CHCCS Schools, Porch, UNC, Duke, Parks Et Rec, Harvest Books, Engineers without
Borders, UNC Students, UNC YMCA, Orange Literacy Council, Local area Churches and
Healthy Carolinians.
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Annual Expenses: Year 1 Year 2 Year 3
Cleaning & Upkeep
$ 2,000
$2,500
$2,800
Administrative Director
$12,000
$14,000
$15,000
Program Director
$10,000
$12,000
$13,000
Center Staff Coordinator
$10,000
$11,000
$12,000
$10 per hour 20 hours per week
Payroll Related Costs
$ 2,000
$2,500
$3,000
Book Keeper
$ 4,000
$4,000
$5,000
Supplies
$ 3,700
$4,000
$5,000
Insurance
$ 2,000
$2,300
$2,600
Misc
$ 3,000
$3,000
$3,000
Total Expenses
$ 48,700
$ _5_5,300
$ 61,400
The first three years will be a learning experience and pay for coordinators may
be adjusted. As of now, all workers will be part time and there will be no paid
benefits.
We will have our annual book keeping reviewed by an outside source and work
with other business partners in modifying our budget goals.
• RENA has some secured grant funding and will be applying for more grants
especially for the afterschool and summer programming.
• This will be a green building and have low utility costs. We based the amounts
on the Efland Community Center utilities.
101Page
RESOLVE:
If for some reason, the above revenues cannot be met, RENA will adjust its budget
to run the center and programs with total volunteer support. RENA has run a very
successful afterschool program, summer camp and safe haven support system with
a totally volunteer network in the past and we can do it again. We will run a
successful Community Center that will strive to become financially sustainable and
we are willing to do the work to achieve this goal. The projected revenues and
expenses are speculations based on past history of RENA programs and projected
costs of running a Community Center such as the Efland Cheeks Community
Center. We will adjust our budgeting during the first years and have a better
understanding of the associated costs after the first year of operations. Until that
time, the known revenues will cover the programming and building utility costs
and the staffing will be done on a volunteer level until such time revenues can pay
for staffing costs.
We know we can make this Community Center work and be sustainable. We are
dedicated and have many willing partners to help us be successful. With this new
Community Center everyone in the area benefits.
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Attachment 4
STATE OF NORTH CAROLINA
COUNTY OF ORANGE
LEASE AGREEMENT
THIS LEASE AGREEMENT ( "Lease "), made and entered into as of the last date set
forth in the notary acknowledgments below (the "Effective Date "), by and between HABITAT
FOR HUMANITY, ORANGE COUNTY, N.C., INC., a nonprofit corporation registered in
North Carolina, hereinafter referred to as "Lessor" and ORANGE COUNTY, a political
subdivision of the State of North Carolina, hereinafter referred to as "Lessee." Lessor and Lessee
are at times collectively referred to hereinafter as the "Parties" or individually as the "Party."
WITNESSETH:
WHEREAS, the board of directors of Habitat for Humanity, Orange County NC,
Incorporated ( "Habitat ") has authorized and approved the execution of this Lease for the
purposes herein specified; and
WHEREAS, the execution of this Lease for and on behalf of Lessor has been duly
approved by Habitat at a meeting held in the City of North Carolina, on the day of
, 2013; and
WHEREAS, the Parties have mutually agreed to the terms of this Lease as hereinafter set
forth.
NOW, THEREFORE, in consideration of the Premises, as described herein, and the
promises and covenants contained in the terms and conditions hereinafter set forth, Lessor does
hereby rent, lease and demise unto Lessee, for and during the term and under the terms and
conditions hereinafter set forth, that certain Premises, with all rights, privileges and
appurtenances thereto belonging.
THE TERMS AND CONDITIONS OF THIS LEASE ARE AS FOLLOWS:
1. Premises. The "Premises" shall consist of that certain parcel or tract of land lying and
being in the Township, Orange County, North Carolina, containing acres,
more or less, being more particularly shown and described on Exhibit A, attached hereto and
incorporated herein by this reference and having PINs and
2. Term. The term of this Lease shall commence on the Effective Date, and unless sooner
terminated, extended, or renewed as provided herein, shall expire on the twentieth (20th)
anniversary of the Effective Date at 2400 hours (the "Term ").
3. Rent. Lessee shall pay to Lessor as rental for the Premises the sum of ONE DOLLAR
($1.00) for the Term.
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4. Condition of Premises. Lessor agrees to deliver the Premises to Lessee in its present
condition. Except as otherwise expressly provided herein, Lessee acknowledges that the
Premises is being delivered "as is ", that Lessee has performed preliminary investigations and
reviews and has concluded on its own judgment that the Premises are suitable for the purposes
intended, without any representations or warranties of any kind (including, without limitation,
any express or implied warranties of merchantability, fitness or habitability) from Lessor or any
agent of Lessor. Lessees's entry into possession shall constitute conclusive evidence that as of
the date thereof the Premises were in good order and satisfactory condition. Lessee further
acknowledges that this Lease is subordinate to all existing easements and rights of way
encumbering the Premises, including any easements benefiting adjacent land owned by Lessor.
5. Use of Premises and Leasehold Improvements. The Premises shall be used by Lessee for
the construction, maintenance and operation of a public community and recreation facility
together with other accessories and appurtenances related thereto, as said facility is more
particularly described in Exhibit B attached hereto and incorporated herein by this reference
(said facility and all fixtures, accessories and appurtenances constructed or installed on the
Premises in connection therewith are collectively referred to herein as the "Leasehold
Improvements "). If Lessee ceases to use the Premises for the purposes herein described or
makes other uses of the Premises without the express written consent of Lessor, Lessor may
terminate this Lease and reenter and take possession of the Premises.
6. Construction of Leasehold Improvements. The Premises shall be developed and the
Leasehold Improvements shall be constructed by Lessee, at its sole cost and expense, in
compliance with all the applicable governmental laws and regulations. Construction of the
Leasehold Improvements shall be deemed to have commenced when Lessee begins site grading
or site preparation. All such Leasehold Improvements shall be and remain the property of
Lessee.
7. Maintenance and Repair. During the Term, Lessee, at its sole cost and expense, shall
maintain in thorough repair and in good and safe condition the Premises and the Leasehold
Improvements. Lessee's maintenance obligations shall include, without limitation, such
stormwater system(s) on the Premises as may be required by local or state ordinances and
regulations.
8. Utilities. Lessee shall be responsible for all charges, fees and expenses associated with
the provision of utilities necessary for its construction and use of the Leasehold Improvements
and for its occupancy and possession of the Premises.
9. Insurance and Liability.
9.1 Lessee Insurance. Lessee shall obtain adequate insurance coverage in accordance
with all applicable laws for (i) general liability, (ii) automobile liability, and (iv) fire and
extended coverage with regard to the Lessee's operations on or about Premises and the
Leasehold Improvements located thereon. Lessee shall require any of its contractors or agents
entering the Premises to obtain and keep in place with well rated insurers, authorized to do
business in the State of North Carolina, adequate insurance coverage, as applicable, for (i)
statutory workers' compensation including, employers' liability; (ii) comprehensive general
22
liability including, personal injury, broad form property damage, independent contractor, XCU
(explosion, collapse, underground) and products /completed operations; (iii) automobile liability;
and (iv) fire and extended coverage insurance. Evidence of compliance with the insurance
requirements set out in this provision shall be provided to Lessor prior to commencement of
improvements on the Premises.
9.2 Insurance Requirements. All policies maintained by Lessee shall be purchased
only from insurers who are authorized to do business in the State of North Carolina, who comply
with the requirements thereof, and who carry an A.M. Best Company rating of "A" or "A +."
9.3 Lessee's Liability. As between Lessee and Lessor, Lessee, subject to the terms of
this Lease, shall be primarily liable for the negligent or intentional acts or omissions of its agents,
contractors or employees. As to third parties, Lessee agrees to save Lessor harmless from and
against any and all loss, damage, claim, demand, liability, or expense, including reasonable
attorney fees, by reason of damage to person or property on or about the Premises, which may
arise or be claimed to have arisen as a result of the possession, occupation, use or operation of
the Premises by Lessee, its agents or employees, except where such loss or damage arises from
the willful or negligent misconduct of Lessor, its agents or employees. It is the intent of this
section that Lessee shall hold Lessor harmless and indemnify Lessor to the extent allowed under
North Carolina law.
10. Casualty. In the event the Premises and the Leasehold Improvements, or a substantial part
thereof, shall be damaged by fire or other casualty, Lessee may, at its option, terminate this
Lease or cause the Premises and the Leasehold Improvements to be repaired or renovated. If
Lessee determines to make the necessary repairs or renovations, any proceeds from fire or
casualty insurance shall belong to Lessee. In such event, Lessee, at its sole cost and expense,
shall cause the repairs and renovations to be made in a good and workmanlike manner, without
unreasonably delay, and in compliance with all applicable governmental laws and regulations
and the Approved Plans. If Lessee determines not to make the necessary repairs or renovations,
then this Lease shall terminate and Lessee, at Lessor's option, shall cause the Premises to be
restored to a condition reasonably approximating that existing at the Effective Date and any
proceeds from fire or other casualty insurance, less payment for any permitted indebtedness
thereon, payment to Lessee for its personal property located on the Premises and any payment
necessary to restore the Premises, shall belong to Lessor. Lessee's determination concerning
repair as stated in this Section shall be given to Lessor in writing within ninety (90) days of the
fire or casualty causing the damage.
11. Hazardous Materials.
11.1 Definitions. For purposes of this Lease: (i) "Hazardous Material" or "Hazardous
Materials" means and includes, without limitation, (a) solid or hazardous waste, as defined in the
Resource Conservation and Recovery Act of 1980, or in any applicable state or local law or
regulation, (b) hazardous substances, as defined in the Comprehensive Environmental Response
Compensation and Liability Act of 1980 ( "CERCLA "), or in any applicable state or local law or
regulation, (c) gasoline, or any other petroleum product or by- product, (d) toxic substances, or
rodenticides, as defined in the Federal Insecticide, Fungicide, and Rodenticide Act of 1975, or in
any applicable state or local law or regulation, as each such Act, statute, or regulation may be
23
amended from time to time; (ii) "Release" shall have the meaning given such term, in
Environmental Laws, including, without limitation, CERCLA; and (iii) "Environmental Law" or
"Environmental Laws" shall mean "Super Fund" or "Super Lien" law or any other federal, state,
or local statute, law, ordinance, or code, regulating, relating to or imposing liability or standards
of conduct concerning any Hazardous Materials as may now or at any time hereafter be legally in
effect, including, without limitation, the following, as same may be amended or replaced from
time to time, and all regulations promulgated and officially adopted thereunder or in connection
therewith: Super Fund Amendments and Reauthorization Act of 1986 ( "SARA "); the
Comprehensive Environmental Response, Compensation and Liability Act of 1980
( "CERCLA "); The Clean Air Act ( "CAA "); the Clean Water Act ( "CWA "); the Toxic Substance
Control Act ( "TSCA "); the Solid Waste Disposal Act ( "SWDA "), as amended by the Resource
Conservation and Recovery Act ( "RCRA "); the Hazardous Waste Management System; and the
Occupational Safety and Health Act of 1970 ( "OSHA "). All obligations and liabilities arising
under this Section 14 which arise out of events or actions occurring prior to the expiration or
termination of this Lease shall survive the assignment of this Lease and the expiration,
termination, cancellation or release of record of this Lease.
11.2 Lessee Not Liable for Hazardous Materials. Lessee shall not be responsible for
any damage, loss, or expense resulting from the prior existence on the Premises of any
Hazardous Material. Lessee shall be responsible for any damage, loss, or expense resulting from
the existence on the Premises of any Hazardous Material generated, stored, disposed of or
transported to or over the Premises resulting from Lessee's improvements made to the Premises.
11.3 Lessee's Obligations. Lessee shall give Lessor immediate written notice of any
problem, Release, threatened Release or discovery of any Hazardous Materials on or about the
Premises or claim thereof. If such problem, Release, threatened Release or discovery was caused
by Lessee, its employees, agents, contractors, invitees or licensees, this notice shall include a
description of measures taken or proposed to be taken by Lessee to contain and/or remediate the
Release of Hazardous Materials and any resultant damage to or impact on property, persons
and/or the environment (which term includes, without limitation, soil, surface water or
groundwater) on, under or about the Premises. In the event of a Release caused solely by Lessee
and at Lessee's own expense, Lessee shall promptly take all steps necessary to clean up or
remediate any Release of Hazardous Materials, comply with all Environmental Laws and
otherwise report and/or coordinate with Lessor and all appropriate governmental agencies.
11.4 Liabili . To the extent allowed by North Carolina law Lessor agrees to save
Lessee harmless from and against any and all liens, demands, defenses, suits, proceedings,
disbursements, liabilities, losses, litigation, damages, judgments, obligations, penalties, injuries,
costs, expense (including, without limitation, attorneys' and experts' fees) and claims of any and
every kind of whatsoever paid, incurred, suffered by, or asserted against Lessee with respect to,
or as a direct or indirect result of the violation of any Environmental Laws applicable to the
Premises, to the extent that such violation is caused by the activities of Lessor or any predecessor
in interest to Lessor. To the extent allowed by North Carolina law Lessee agrees to save Lessor
harmless from and against any and all liens, demands, defenses, suits, proceedings,
disbursements, liabilities, losses, litigation, damages, judgments, obligations, penalties, injuries,
costs, expense (including, without limitation, attorneys' and experts' fees) and claims of any and
24
every kind of whatsoever paid, incurred, suffered by, or asserted against Lessor with respect to,
or as a direct or indirect result of the violation of any Environmental Laws applicable to the
Premises, to the extent that such violation is caused by the activities of Lessee.
12. Waste / Interference. Lessee shall not use the Premises in any manner that will constitute
waste.
13. Compliance. Lessee agrees to comply, at Lessee's sole cost and expense, with all
governmental laws, rules, ordinances and regulations applicable to the Premises or Lessee's use
and occupancy thereof.
14. Liens. Lessee agrees to pay all lawful claims associated with the construction of the
Leasehold Improvements on a timely basis and shall save Lessor harmless from and against any
and all claims by third parties and contractors arising out of the construction of the Leasehold
Improvements. Lessee shall not encumber the Premises with any mortgages or permit any
mechanic's, materialman's, contractor's, subcontractor's or other similar lien arising from any
work of improvement performed by or on behalf of Lessee, however it may arise, to stand
against the Premises. In the event the Premises are encumbered by any such lien, Lessee may in
good faith contest the claim underlying such lien
15. Events of Default. The occurrence of any of the following shall constitute a material
default and breach of this Lease by Lessee (an "Event of Default "):
15.1 Vacation / Abandonment. Lessee ceases to occupy, abandons or vacates the
Premises for the purposes of this Lease before the expiration of the Term.
15.2 Unlawful Purpose. If Lessee allows the Premises to be used for any unlawful
purpose.
15.3 Use by Habitat Homeowners. Lessee causes the Premises to be unavailable
for the use and enjoyment of Habitat for Humanity Homeowners residing in Orange County,
North Carolina, and their families and invitees.
16. Lessor's Remedies. Upon the occurrence of any Event of Default or failure by Lessee to
perform any obligation of Lessee under this Lease, which failure is not cured within the specific
time periods provided in this Lease or if no specific time period is provided, then within one
hundred eighty (180) days after written notice to Lessee (or if such failure cannot be cured within
one hundred eighty (180) days, then within a reasonable period of time, provided Lessee
proceeds promptly and diligently to cure such breach), whichever occurs first, then Lessor, at its
option may (i) terminate Lessee's right to possession of the Premises at any time by any lawful
means, in which case this Lease shall terminate and Lessee shall immediately surrender
possession of the Premises to Lessor; and/or (ii) pursue any other remedy now or hereafter
available to Lessor under North Carolina law.
17. Right of Lessor to Re- Enter. In the event of any termination of this Lease by Lessor or
25
the enforcement of any other remedy by Lessor under this Lease, Lessor shall have the
immediate right to enter upon and repossess the Premises and remove or store Lessee's personal
property and Leasehold Improvements in accordance with the terms of Section 19. Lessee
hereby waives all claims arising from Lessor's re- entering and taking possession of the Premises
and removing and storing the property of Lessee as permitted under this Lease and will save and
hold Lessor harmless from all losses, costs or damages occasioned Lessor thereby. No such
reentry shall be considered or construed to be a forcible entry by Lessor.
18. Legal Costs. In the event of any breach each Party shall be solely responsible for that
Party's own legal costs and expenses including reasonable attorney's fees. .
19. Ownership of Leasehold Improvements; Surrender of Premises. During the Term,
ownership of the Leasehold Improvements shall be in Lessee. At the expiration of the Term or
the earlier termination of this Lease, Lessee shall promptly quit and surrender the Premises in
good order, condition and repair, ordinary wear and tear excepted. The Leasehold Improvements
shall remain the property of Lessee for a period of ninety (90) days. The Parties shall work
together to remove such Leasehold Improvements from the premises within a reasonable time
with such removal being at the sole expense of the Lessee. At the termination of this Lease,
Lessee shall remove any and all of Lessee's personal property, trade fixtures and equipment from
the Premises. All leasehold improvements and such personal property, trade fixtures and
equipment not so removed by Lessee and remaining on the Premises ninety (90) days after the
termination of this Lease shall, at Lessor's option, become the property of Lessor or Lessor may
have the property removed or stored, at Lessee's expense.
20. Holdover. In the event Lessee remains in possession of the Premises after the expiration
of the Term and without an extension, renewal, or the execution of a new lease, Lessee shall
occupy the Premises as a tenancy at sufferance subject to all of the conditions of this Lease
insofar as consistent with such a tenancy. However, either Party shall give not less than sixty
(60) days written notice to terminate the tenancy.
21. Miscellaneous.
21.1 Binding Effect. ffect. This Lease shall be binding upon and shall inure to the benefit of
the Parties, their successors and permitted assigns.
21.2 Authority. Each person executing this Lease on behalf of Lessee does hereby
represent and warrant that that this Lease was duly approved by the governing body of Lessee,
that this Lease is the act and deed of Lessee, that Lessee has full lawful right and authority to
enter into this Lease and to perform all of its obligations hereunder, and that each person signing
this Lease on behalf of Lessee is duly and validly authorized to do so. Each person executing
this Lease on behalf of Lessor does hereby represent and warrant that that this Lease was duly
approved by the governing body of Lessor, that this Lease is the act and deed of Lessor, that
Lessor has full lawful right and authority to enter into this Lease and to perform all of its
obligations hereunder, and that each person signing this Lease on behalf of Lessor is duly and
validly authorized to do so.
21.3 Relationship Between Parties. Nothing in this Lease shall be construed to render
26
the Lessor in any way or for any purpose a partner, joint venturer, or associate in any relationship
with Lessee other than that of Lessor and Lessee, nor shall this Lease be construed to authorize
either to act as agent for the other.
21.4 Applicable Law. This Lease shall be governed by, construed under and
interpreted and enforced in accordance with the laws of the State of North Carolina, regardless of
conflict of law principles.
21.5 Entire Agreement. This instrument contains the entire agreement between the
Parties, and no statement, premise, inducement, representation or prior agreement which is not
contained in this written Lease shall be valid or binding.
21.6 Amendment. No amendment, modification, alteration, renewal, extension, or
revision of this Lease shall be valid and binding unless made in writing and signed by Lessee and
Lessor.
21.7 Construction of Language. The terms "lease," "lease agreement" or "agreement"
shall be inclusive of each other, and also shall include renewals, extensions, or modifications of
this Lease. Words of any gender used in this Lease shall be held to include any other gender,
and words of the singular shall be held to include the plural and the plural to include the singular
when the sense requires. The section or paragraph headings and the titles are not a part of this
Lease and shall have no effect upon the construction and interpretation of any part hereof.
21.8 Terms. Capitalized terms used in this Lease shall have the meanings ascribed to
them at the point where first defined, irrespective of where their use occurs, with the same effect
as if the definitions of such terms were set forth in full and at length every time such terms are
used.
21.9 Effect of Waiver or Forbearance. No covenant or condition of this Lease can be
waived except by written consent of the Parties. A waiver of any covenant or condition on one
occasion shall not be deemed a waiver of said covenant or condition on any subsequent occasion
unless such fact is specifically stated in the waiver. Forbearance or indulgence by Lessor in any
regard whatsoever shall not constitute a waiver of any covenant or condition to be performed by
Lessee, and until Lessee has completely performed all covenants and conditions of this Lease,
Lessor shall be entitled to invoke any remedy available to Lessor under this Lease or any law or
equity despite such forbearance or indulgence.
21.10 Survival. All obligations accruing prior to expiration of the term of this Lease
shall survive the expiration or other termination of this Lease.
21.11 Lessor's Remedies Cumulative. The rights and remedies of Lessor specified in
this Lease shall be cumulative and in addition to any other rights and/or remedies otherwise
available, whether or not specified in this Lease.
21.12 Severability. In case any one or more of the provisions contained in this Lease
shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity,
27
illegality or unenforceability shall not affect any other provision hereof and this Lease shall be
construed as if such invalid, illegal, or unenforceable provision had never been contained herein.
21.13 Construction. No provision of this Lease shall be construed against or interpreted
to the disadvantage of any Party by any court or other governmental or judicial authority by
reason of such Party's having or being deemed to have prepared or imposed such provision.
21.14 Counterparts. This Lease may be executed in two or more counterparts, each of
which shall be deemed an original, and all of such counterparts together shall constitute one and
the same instrument.
21.15 Renewal. At the option of Lessee this Lease may be renewed for up to four (4)
twenty (20) year terms.
21.16 Memorandum of Lease for Recording. At the request of either Party, Lessor and
Lessee shall execute a memorandum of this Lease for recording in the public records at the
requesting Party's sole cost and expense. The memorandum of Lease shall set forth the Parties,
provide a description of the Premises, specify the Term and incorporate this Lease by reference.
21.17 Notices. All notices herein provided to be given, or to which may be given, by
either Party to the other, shall be deemed to have been fully given when made in writing and
deposited in the United States mail, certified and postage prepaid, and addressed as follows:
To Lessor: Habitat for Humanity, Orange County, N.C., Inc.
Attn: Susan Levy, Executive Director
88 Vilcom Center Drive, L110
Chapel Hill, NC 27514
To Lessee: Orange County
Attn: County Manager
Post Office Box 8181
Hillsborough, NC 27278
The address to which notices shall be mailed as aforesaid to either Party may be changed by
written notice.
[signatures begin on following page]
W
IN TESTIMONY WHEREOF, Lessor has caused this instrument to be executed in its
name by , attested by , and its corporate seal affixed hereto,
by authority duly given; and Lessee has caused this instrument to be executed in its name by its
Chair of the Board of Commissioners or County Manager, attested, by its Clerk and its County
seal hereto affixed by authority duly given, all as of the dates set forth in the notary
acknowledgments below.
ATTEST:
Clerk
STATE OF NORTH CAROLINA
COUNTY OF
I,
County and State do hereby certify that
LESSEE:
ORANGE COUNTY
By:
Print Name:
Title:
(Seal)
a Notary Public in and for the aforesaid
personally came
before me this day and acknowledged that he /she is Clerk of the Orange County and that by
authority duly given and as an act of the Orange County, the foregoing instrument was signed by
its
himself/herself as Clerk and sealed with the common seal.
attested by
IN WITNESS WHEREOF, I have hereunto set my hand and Notarial Seal, this the
day of , 2013.
Notary Public
My Commission Expires: Print Name:
ATTEST:
STATE OF NORTH CAROLINA
COUNTY OF ORANGE
I,
LESSOR:
HABITAT FOR HUMANITY, ORANGE
COUNTY, N.C., INC.
Director
a Notary Public in and for Orange county and
29
State of North Carolina, do hereby certify that , personally came before
me this day and acknowledged that she is and that by authority duly given
and as the act of Habitat for Humanity, Orange County, N.C., Inc., the foregoing instrument was
signed in its name by , sealed with the corporate seal, and attested by herself
as
IN WITNESS WHEREOF, I have hereunto set my hand and Notarial Seal, this the
day of '2013.
Notary Public
My Commission Expires: Print Name:
C
EXHIBIT A
Description of Premises
Lying and being in Orange County, North Carolina and being more particularly described as
follows:
31
EXIHBIT B
Leasehold Improvements