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HomeMy WebLinkAboutAgenda - 12-03-2007-4oORANGE COUNTY BOARD OF COMMISSIONERS ACTION AGENDA ITEM ABSTRACT Meeting Date: December 3, 2007 Action Agenda Item No. __~C~ SUBJECT: Lease Approval: Animal Shelter, Solid Waste Administration Building and Recycling Center on Municipal Drive, Chapel Hill DEPARTMENT: Purchasing and Central Services PUBLIC HEARING: (Y/N) No ATTACHMENT(S): Leases INFORMATION CONTACT: Pam Jones 919 245-2652 PURPOSE: To consider approving leases with the University of North Carolina for property on Municipal Drive, Chapel Hill, previously or currently used by the County. BACKGROUND: The Animal Shelter has been located on University owned property on Municipal Drive since the late 1970's. The use was permitted via a lease between the University and the Town of Chapel Hill. Several years ago, the University announced plans to develop a new campus, Carolina North, on the Horace Williams tract, which includes this property. All facilities on the property, including the Town of Chapel Hill's Public Works facility, the County's Solid Waste Administration Building, a recycling center and the Animal Shelter were given notice to vacate in order to make way for the development. Although the lease between the Town and University expired December 31, 2006, the University allowed County operations to remain for a limited period until such time new facilities could be constructed. In order to develop the property, the University must carry out remediation of a hazardous waste site that is close to the Shelter and the Solid Waste Administration Building. Accommodations have been made to provide alternative access to the Shelter, which falls just outside the perimeter of the affected area. However, the Solid Waste Administration building falls within the remediation critical zone, thereby requiring it to be vacated. The Board will recall that a lease for temporary space was approved last month and the Solid Waste offices have been relocated at this time. The University has requested, however, that the attached leases be approved to document the relationship and on-going responsibilities of the County to remove the office trailer and provide appropriate clean up; likewise the case for the recycling center site, which has also been relocated. The lease for the current Animal Shelter site is set to expire December 31, 2008, by which time the new facility on Eubanks Road should be completed. FINANCIAL IMPACT: No rent is being paid to the University for this lease. However, some expense will be incurred to remove the structures and clean up the site. Funds to deconstruct the current Shelter have been included in the 2008-2018 Capital Improvements Plan. Solid Waste Operations will fund the moving expenses for the office trailer to its new location on Eubanks Road. RECOMMENDATION(S): The Manager recommends that the Board approve the leases as presented; and authorize the Manager to sign the lease documents. STATE OF NORTH CAROLINA COUNTY OF ORANGE LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into this the day of 2007, by and between ORANGE COUNTY, hereinafter esrg~ated as es~see, anc~ THE STATE OF NORTH CAROLINA ON BEHALF OF THE UNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL, Chapel Hill, North Carolina ,hereinafter designated as Lessor; WITNESSETH: THAT WHEREAS, authority to approve and execute this lease agreement was delegated to the Department of Administration by resolution adopted by the Governor and Council of State on the 1st day of September, 1981; and amended the 8` day of September, 1999 WHEREAS, the Department of Administration has delegated to this State agency the autharity to execute thrs lease agreement by a memorandum dated the 26` day of March 1982; and WHEREAS, the parties hereto have mutually agreed to the terms of this lease agreement as hereinafter set out, NOW THEREFORE, in consideration of the rental hereinafter agreed to be paid and the terms and conditions hereinafter set forth, Lessor does hereby let and lease unto Lessee and Lessee hereby takes and leases from Lessor for and during the period of time and subject to their terms and conditions hereinafter set aut certain space in Orange County, North Carolina, more particularly described as follows: Being approximately 2,030 square feet of land on which is located the modular unit known as the Solid Waste off ces and parking for na more that 4 vehicles on approximately 0.55 acres, together with anon-exclusive right to use Municipal Drive and any temporary access road that may later be constructed by Lessor. The pro erty is located at 1801 Martin Luther King Jr. Blvd/Histaric Airport Road, Chapel Hill, Orange County, North Carolina as shown on the attached map in Exhibit A. THE TERMS AND CONDITIONS OF THIS LEASE AGREEMENT ARE AS FOLLOWS: 1. TO HAVE AND TO HOLD said leased premises for a term of nine (9) months commencing on the 1st day of January, 2007 or as soon thereafter as the leased premises are ceded to Lessee and terminating on the September 30, 2007. 2. The Lessee agrees to pay to the Lessor upon execution of this Lease Agreement at the LTNC-CH, Property Office, CB# 1060, 215 West Cameron Ave., Chapel Hrll, North Carolina 27599-1060, the rental fee for the above described property of ONE DOLLARS ($1.00) per term. 3 .The Lessee shall pay all of the required property taxes and assessments legally imposed on the property owned by the Lessee and covered by this Lease, and shall be responsible for paying any insurance the Lessee may desire to carry on the said "~ property. The Lessee will be responsible for insurance on the personal property owned by the Lessee and placed in or on the premises by the Lessee. 4. Lessee shall be responsible and pay for all utilities necessary far its use of the premises. 5. The Lessee shall be responsible for all maintenance of the leased premises during the period of the Lease. 6. (a} Lessee shall not knowingly cause or permit any Hazardous Material (as hereinafter defined} to be brought upon, kept or used in or about the premises by Lessee, its agents, employees, contractors or invitees, except for such Hazardous Material as is necessary for the operation of Lessee's busiress. Any such Hazardous Materials used for Lessee's business shall be handled, stored and disposed of in accordance with applicable laws, rule and/or regulations. . (b) As used herein, the term ``Hazardous Material" means (i) any "hazardous waste" as defined by the Resource Conservation and Recovery Act of 1976, as amended from time to time, and the regulations promulgated thereunder; (ii) any "hazardous substance" as defined by the Comprehensive Environmental Response, Compensation, Liability Act of 1980, as amended from time to time, and regulations promulgated thereunder; (iii) any material or substance regulated by the Toxic Substances Control Act as amended from time to time and regulations promulgated thereunder; (iv} any material ar substance regulated by the Federal Insecticide, Fungicide and Rodenticide Act, as amended from time to time, and the regulations promulgated thereunder; (v) any oil, petroleum products and their by-products; and (vi) any other hazardous, toxic or dangerous material or substance that is or becomes regulated by any federal, state or local law or regulation. (c) Lessor makes no representations regarding any environmental hazard on the premises. (d} Lessee acknowledges that Lessor is engaged in a voluntary rernediation of the Airport Road Chemical Waste Site and Lessee agrees to comply with any instructions issued by. Lessor in connection with the remediation. These instructions may include but not be limited to re-routing of the access road to the premises and restrictions on when Lessee, its agents, employees, contractors or invitees, may have access to the leased Premises. Lessee .also agrees to allow access to the leased premises to the Town of Chapel Hill for the purpose of performing any remedial work required by the Lessor. (e} It is understood and agreed that the Lessor will be closing parts of the existing Municipal Drive and constructing a new, temporary access road as shown in Exhibit B. 7. All notices herein provided to be given, or which may be given, by either parry to the other, shall be deemed to have been fully given when made in writing and 2 5 deposited in the United States mail, certified and postage prepaid and addressed as follows: To the Lessee at Orange County, 200 South Cameron Street, Past Office Box 8181, Hillsborough, Orange County, North Carolina 27278, and the Lessor at UNC-CH Property Office, 215 West Cameron Ave., Campus Bax 1060, Chapel Hill, North Carolina 27599-1060. Nothing herein contained shall preclude the giving of such notice by personal service. The address to which notices shall be mailed as aforesaid to either party may be changed by written notice. 8. Lessee is to be held responsible for the conduct of employees, patrons, and invited guest of Lessee on the leased property. 9. Lessor shall not be liable for injury, Loss or damage to persons or personal property occurring on the leased property or arising from Lessor's remediation of the Airport Road Chemical Waste Site. Lessee assumes all risks of loss or damage to Lessee's property that may result from Lessee's use and occupancy of the premises. Lessee agrees to hereby indemnify Lessor against loss or damage (including reasonable attorney's fees) resulting from any claim or claims asserted against Lessor by any person or persons for loss or damage to property or injury to persons based upon alleged acts, omissions, or negligence of Lessee, its agents, employees, contractors or invitees in connection with the use and occupancy of the premises. 10. The Lessee shall not assign or sublet this lease or any part thereof. 11. At the expiration or termination of this lease or any renewals thereof, the Lessor will require the Lessee to remove, at the Lessee's expense and within a reasonable time, the modular unit known as the Solid Waste Administrative Offices. The Lessee further agrees it will, at the expiration or termination of this lease or any renewals thereof, surrender the leased premises in as good condition as at the beginning of the term, reasonable wear and tear and damage by the elements, fire or other casualty excepted. This agreement specifically includes clearing the premises of any debris, trash; building scraps, etc., in addition to any other restorations, repairs or work necessary. This agreement may also include the removal of any contaminated soil materials from the site and the remediation of any contaminated ground water to meet the standards found in Section 15A 21.0202(g) of the NC Administrative Code. 12. The Lessor agrees that the Lessee, upon keeping and performing the covenants and agreements herein contained, shall at all times duririg the existence of this lease peaceably and quietly have, hold and enjoy the leased premises free from the adverse claims of any persons. 13. The failure of either party to insist in any instance upon strict performance of any of the terms and conditions herein set forth shall not be construed as a waiver of the same in any other instance. No modification of any provision hereof and no cancellation or surrender thereof shall be valid unless in writing and signed and agreed to by both parties. ~O IN TESTIMONY WHEREOF, this lease has been executed by the parties hereto, in duplicate originals, as of the date first above written. LESSEE: ORANCrE COUNTY BY: (SEAL) Manager LESSOR: STATE OF NORTH CAROLINA ,(SEAL} Richard L. Mann, Vice Chancellor for Finance and Administration The University of North Carolina at Chapel Hill STATE OF NORTH CAROLINA COUNTY OF I, a Notary Public in and for the County and State aforesaid, do hereby certify that Richard L. Mann, personally appeared before me this date and acknowledged the due execution by him of the foregoing instrument as Vice Chancellor for Finance and Administration ,for the purposes therein expressed. WITNESS my hand and Notarial Seal, this the day of 200 . Notary Public My Commission Expires: STATE OF NORTH CAROLINA COUNTY OF I, , a Notary Public in and for the County and State aforesaid, do hereby certify that personally came before me this day and acknowledged the due. execution by her of the foregoing instrument. WITNESS my hand and Notarial Seal, this the day of 200_. Notary Public My Commission Expires: 5 Exhibit A ~.; ..:---, %\ /r:_s~ ~\ /. ~l ~`~ ~.,-1~.. ! +\~. '~ ~ ~r~ `C i i i 4 vTrPVGM N~.NV• separate agreement ~~~ ti ti Modular Unit Lease Modular Unit Lease Area ---~ It 4 ~i Estes Dr. ' r.._ ~.~i r~ STATE OF NORTH CAROLINA COUNTY OF ORANGE LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into this the day of 2007, by and between ORANGE COUNTY, hereinafter designated as Lessee, and THE STATE OF NORTH CAROLINA ON BEHALF OF 'THE UNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL, Chapel Hill, North Carolina ,hereinafter designated as Lessor; WITNESSETH: THAT WHEREAS, authority to approve and execute this lease agreement was delegated to the Department of Administration by resolution adopted by the Governor and Council of State on the lst day of September, 1981; and amended the 8`h day of September, 1999 WHEREAS, the Department of Administration has delegated to this State agency the authority to execute this lease agreement by a memorandum dated the 26th day of March 1982; and WHEREAS, the parties hereto have mutually agreed to the terms of this lease agreement as hereinafter set out, NOW THEREFORE, in consideration of the rental hereinafter agreed to be paid and the terms and conditions hereinafter set forth, Lessor does hereby let and lease unto Lessee and Lessee hereby takes and leases from Lessor for and during the period of time and subject to their terms and conditions hereinafter set out certain space in Orange County, North Carolina, more particularly described as follows: Being approximately 0.268 acres known as the recycling area for containers, together wrth anon-exclusive right to use Municipal Drive and any temporary access road that may later be constructed by Lessor. The property is located at 1801 Martin Luther King Jr. Blvd/Historic Airport Road, Chapel Hill, Orange County, North Cazolina as shown on the attached map in Exhibit A. THE TERMS AND CONDITIONS OF THIS LEASE AGREEMENT ARE AS FOLLOWS: 1. TO HAVE AND TO HOLD said leased premises for a term of nine (9) months commencing on the lst day of January, 2007 or as soon thereafter as the leased premises are ceded to Lessee and terminating on the September 30, 2007. 2. The Lessee agrees to pay to the Lessor upon execution of this Lease Agreement at the UNC-CH, Property Office, CB# 1060, 215 West Cameron Ave., Chapel Hill, North Cazolina 27599-1060, the rental fee for the above described property of ONE DOLLARS ($1.00) per term. 3 The Lessee shall pay all of the required property taxes and assessments legally imposed on the property owned by the Lessee and covered by this Lease, and shall be responsible far paying any insurance the Lessee may desire to carry on the said property. The Lessee will be responsible for insurance on the personal property owned by the Lessee and placed in or on the premises by the Lessee. 4. Lessee shall be responsible and pay for all utilities necessary for its use of the premises. 5. The Lessee shall be responsible for all maintenance of the leased premises during the period of the Lease. 6. (a} Lessee shall not knowingly cause or permit any Hazardous Material {as hereinafter defined) to be brought upon, kept or used in or about the premises by Lessee, its agents, employees, contractors or invitees, except for such Hazardous Material as is necessary for the operation of Lessee's business. Any such Hazardous Materials used for Lessee's business shall ~be handled, stored and disposed of in accordance with applicable laws, rule and/or regulations. (b) As used herein, the term "Hazardous Material" means (i) any "hazardous waste" as defined by the Resource Conservation and Recovery Act of 1976, as amended from time to time, and the regulations promulgated thereunder;' (ii) any "hazardous substance" as defined by the Comprehensive Environmental Response, Compensation, Liability Act of 1980, as amended from time to time, and regulations promulgated thereunder; {iii) any material or substance regulated by the Toxic Substances Control Act as amended from time to time and regulations promulgated thereunder; (iv} any material or substance regulated by the Federal Insecticide, Fungicide and Rodenticide Act, as amended from time to time, and the regulations promulgated thereunder; {v) any oil, petroleum products and their by-products; and {vi) any other hazardous, toxic or dangerous material or substance that is or becomes regulated by any federal, state or local law or regulation. (c) Lessor makes no representations regarding any environmental hazard on the premises. {d) Lessee acknowledges that Lessor is engaged in a voluntary rernediation of the Airport Road Chemical Waste Site and Lessee agrees to comply with any instructions issued by Lessor in connection with the rernediation. These instructions may include but not be limited to re-routing of the access road to the premises and restrictions on when Lessee, its agents, employees, contractors or invitees„ may have access to the leased Premises. Lessee also agrees to allow access to the leased premises to the Town of Chapel Hill for the purpose of performing any remedial work required by the Lessor. ~a (e) It is understood and agreed that the Lessor will be closing parts of the existing Municipal Drive and constructing a new, temporary paved access road as shown in Exhibit B. 7. All notices herein provided to be given, or 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 the Lessee at Orange County, 200 South Cameron Street, Post Office Box 8181, Hillsborough, Orange County, North Carolina 27278, and the Lessor at IJNC-CH Property Office, 215 West Cameron Ave., Campus Box 1060, Chapel Hill, North Carolina 27599-1060. Nothing herein contained shall preclude the giving of such notice by personal service. The address to which notices shall be mailed as aforesaid to either party may be changed by written notice. 8. Lessee is to be held responsible for the conduct of employees, patrons, and invited guest of Lessee on the leased property. 9. Lessor shall not be liable for injury, loss or damage to persons or personal property occurring on the leased property or arising from Lessor's remediation of the Airport Road Chemical Waste Site. Lessee assumes all risks of loss or damage to Lessee's property that may result from Lessee's use and occupancy of the premises. Lessee agrees to hereby indemnify Lessor against loss or damage (including reasonable attorney's fees) resulting from any claim or claims asserted against Lessor~by any person or persons for loss or damage to property or injury to persons based upon alleged acts, omissions, or negligence of Lessee, its agents, employees, contractors or invitees in connection with the use and occupancy of the premises. 10. The Lessee shall not assign or sublet this lease or any part thereof. 11. At the expiration or termination of this lease or any renewals thereof, the Lessor will require the Lessee to remove, at the Lessee's expense and within a reasonable time, the recycling containers operated by the Lessee. The Lessee further agrees it will, at the expiration ar termination of this lease or any renewals thereof, surrender the leased premises in as good condition as at the time the recycling area was constructed, reasonable wear and tear and damage by the elements, fire or other casualty excepted. This agreement specifically includes clearing the premises of any. debris, trash, building scraps, etc., in addition to any other restorations, repairs or work necessary. This agreement may also include the removal of any contaminated soil materials from the site and the remediation of any contaminated ground water to meet the standards found in Section 15A 21.0202(g} of the NC Administrative Code. 12. The Lessor agrees that the Lessee, upon keeping and performing the covenants and agreements herein contained, shall at all times during the existence of this lease peaceably and quietly have, hold and enjoy the leased premises free from the adverse claims of any persons. 13 13. The failure of either party to insist in any instance upon strict perfornnance of any of the terms and conditions herein set forth shall not be construed as a waiver of the same in any other instance. No modification of any provision hereof and no cancellation or surrender thereof shall be valid unless in writing and signed and agreed to by both parties. ~ IN TESTIMONY WHEREOF, this lease has been executed by the parties hereto, in duplicate originals, as of the date first above written. LESSEE: ORANGE COUNTY BY: (SEAL) Manager LESSOR: STATE OF NORTH CAROLINA {SEAL) Richard L. Mann, Vice Chancellor for Finance and Administration The University of North Carolina at Chapel Hill '~' STATE OF NORTH CAROLINA COUNTY OF I, a Notary Public in and for ~ the County and State aforesaid, do hereby certify that Richard L. Mann, personally appeared before me this date and acknowledged the due execution by him of the foregoing instrument as Vice Chancellor for Finance and Administration ,for the purposes therein expressed. WITNESS my hand and Notarial Seal, this the day of .Zoo . Notary Public My Commission Expires: STATE OF NORTH CAROLINA COUNTY OF I, , a Notary Public in and for the County and State aforesaid, do hereby certify that personally came before me this day and acknowledged the due execution by her of the foregoing instrument. WITNESS my hand and Notarial Seal, this the day of 200 . Notary Public My Cornrnission Expires: 5 IS I (P Exhibit A '/! nt t ti / ~.J I - ~ ~ ~t sl y` .~ lease Line for Manicipat Yard ~,n .._--- ~ , ~j'" -- ., iL~ ~ D ~%r`, Modutar~ Unit ** O ~l fy, n O 11 ~,, ; 4,,-;;_;"~ ``''o_ Municipal "1} ~ Recycling i ~---~ ea ti ~~~(~g ' ~ Anirtal ~ i ~ ? ~ (\ , Municipal Recycling ~, Area } Municipal Recycling Lease Area Estes Dr. ~- --,-.. f ,`/~, ~~ ~:;~ . ~~~ ~-~--~""~ **leased under separate agreement i~. STATE OF NORTH CAROLINA COUNTY OF ORANGE LEASE AGREEMENT TH15 LEASE AGREEMENT, made and entered into this the day of 2007, b and between ORANGE COUNTY, hereinafter designated as Lessee, anc -THE STATE OF NORTH CAROLINA ON BEHALF OF THE iJNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL, .Chapel Hill, North Carolina ,hereinafter designated as Lessor; WITNESSETH: THAT WHEREAS, authority to approve and execute this lease ageernent was delegated to the Department of Administration by resolution adopted by the Governor and Council of State on the 1st day of September, l 981; and amended the 8t day of September, 1999 WHEREAS, the Department of Administration has delegated to this State agency the authority to execute this lease ageement by a memorandum dated the 26 day of March 1982; and WHEREAS, the parties hereto have mutually agreed to the terms of this lease agreement as hereinafter set out, NOW THEREFORE, in consideration of the rental hereinafter agreed to be paid and the terms and conditions hereinafter set forth, Lessor does hereby let and lease unto Lessee and Lessee hereby takes and leases from Lessor for and during the period of time and subject to their terms and conditions hereinafter set out certain space in Orange County, North Carolina, mare particularly described as follows: Being approximate)y 13,000 square feet of land on which is located the County's Animal Shelter Building and parking for no more than 40 vehicles on approximately 0.63 areas, together with anon-exclusive right tQ use Municipal Dnve and any temporary access road that may be later constructed by Lessor. The property is located at 1801 Martin Luther King Jr. B1vd/Historic Auport Road, Chapel Hill, Orange County, North Carolina as shown on the attached map in Exhibit A. THE TERMS AND CONDITIONS OF THIS LEASE AGREEMENT ARE AS FOLLOWS: 1. TO HAVE AND TO HOLD said leased premises for a term of two {2) years commencing on the 1st day of January, 2007 or as soon thereafter as the leased premises are ceded to Lessee and terminating an the December 31, 2008. 2. The Lessee agrees to pay to the Lessor upon execution of this Lease Agreement at the UNC-CH, Property Office, CB# 1060, 215 West Cameron Ave., Chapel Hill, North Carolina 27599-1060, the rental fee for the above described property of ONE DOLLARS {$1.00) per term. 3 The Lessee shall pay all of the required property taxes and assessments legally imposed on the property owned by the Lessee and covered by this Lease, and shall be responsible for paying any insurance the Lessee may desire to carry an the said 18 properly. The Lessee will be responsible for insurance on the personal property owned by the Lessee and placed in or on the premises by the Lessee. 4. Lessee shall be responsible and pay for alt utilities necessary far its use of the premises. 5. The Lessee shall be responsible for all maintenance of the leased premises during the period of the Lease. ' 6. (a) Lessee shall not knowingly cause or permit any Hazardous Material (as hereinafter defined} to be brought upon, kept or used in or about the premises by Lessee, its agents, employees, contractors or invitees, except for such Hazardous Material as is necessary for the operation of Lessee's business. Any such Hazardous Materials used for Lessee's business shall be handled, stored and disposed of in accordance with applicable laws, rule and/or regulations. (b) As used herein, the term "Hazardous Material" means (i) any "hazardous waste" as defined by the Resource Conservation and Recovery Act of 197b, as amended from time to time, and the regulations promulgated thereunder; (ii) any "hazardous substance" as defined by the Comprehensive Environmental Response, Compensation, Liability Act of 1980, as amended from time to time, and regulations promulgated thereunder; (iii) any material or substance regulated by the Toxic Substances Control Act as amended from time to time and regulations promulgated thereunder; (iv) any material or substance regulated by the Federal Insecticide, Fungicide and Rodenticide Act, as amended from time to time, and the regulations promulgated thereunder; (v} any oil, petroleum products and their by-products; and (vi) any other hazardous, toxic or dangerous material or substance that is or becomes regulated by any federal, state or local law or regulation. (c) Lessor makes no representations regarding any environmental hazard on the premises. (d) Lessee acknowledges that Lessor is engaged in a voluntary remediation of the Airport Road Chemical Waste Site and Lessee agrees to comply with any instructions issued by Lessor in connection with the remediation. These instructions may include but not be limited to re-routing of the access road to the premises and restrictions on when Lessee, its agents, employees, contractors or invitees, may have access to the leased Premises. Lessee also agrees to allow access to the leased premises to the Tawn of Chapel Hill for the purpose of performing any remedial work required by the Lessor. (e) It is understood and agreed that the Lessor will be closing parts of the existing Municipal Drive and constructing a new, temporary access road as shown in Exhibit S . 7. All notices herein provided to be given, or 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 2 lq follows: To the Lessee at Orange County, 200 South Cameron Street, Past Office Sox 8181, Hillsborough, Orange County, North Catalina 27278, and the Lessor at UNC-CH Property Office, 215 West Cameron Ave., Campus Box 1060, Chapel Hill, North Carolina 27599-1060. Nothing herein contained shall preclude the giving of such notice by personal service. The address to which notices shall be mailed as aforesaid to either party may be changed by written notice. 8. Lessee is to be held responsible for the conduct of employees, patrons, and invited guest of Lessee on the leased property. 9. Lessor shall not be liable for injury, loss or damage to persons or personal property occurring on the leased property or arising from Lessor's remediation of the Airport Road Chemical Waste Site. Lessee assumes all. risks of loss or damage to Lessee's property that may result from Lessee's use and occupancy of the premises. Lessee agrees to hereby indemnify Lessor against loss or damage (including reasonable attorney's fees) resulting from any claim or claims asserted against Lessor by any person or persons for loss or damage to property or injury to persons based upon alleged acts, omissions, or negligence of Lessee, its agents, employees, contractors or invitees in connection with the use and occupancy of the premises. 10. The Lessee shall not assign or sublet this lease or any part thereof. 11. At the expiration or termination of this lease or any renewals thereof, the Lessor will require the Lessee to remove, at the Lessee's expense and within a reasonable time, the Animal Shelter Building. The Lessee further agrees it will, at the expiration or termination of this lease or any renewals thereof, surrender the leased premises in as good condition as at the time the Lessee constructed the Animal Shelter Building. This agreement specifically includes clearing the premises of any debris, trash, building scraps, etc, in addition to any other restorations, repairs or work necessary. This agreement may also include the removal of any contaminated soil materials from the site and the remediation of any contaminated ground water to meet the standards found in Section 15A 21.0202(8) of the NC Administrative Code. 12. The Lessor agrees that the Lessee, upon keeping and performing the covenants and agreements herein contained, shall at all times during the existence of this lease peaceably and quietly have, hold and enjoy the leased premises free from the adverse claims of any persons. 13. The failure of either party to insist in any instance upon strict performance of any of the terms and conditions herein set forth shall not be construed as a waiver of the same in any other instance. No modification of any provision hereof and no cancellation or surrender thereof shall be valid unless in writing and signed and agreed to by both parties. as IN TESTIMONY WHEREOF, this lease has been executed by the parties hereto, in duplicate originals, as of the date first above written. LESSEE: ORANGE COUNTY gy; (SEAL) Manager LESSOR: STATE OF NORTH CAROLINA (SEAL) Richard L. Mann, Vice Chancellor for Finance and Administration The University of North Carolina at Chapel Hill at STATE OF NORTH CAROLINA COUNTY OF I, a Notary Public in and for the County and State aforesaid, do hereby certify that Richard L. Mann, personally appeared before me this date and acknowledged the due execution by him of the foregoing instrument as Vice Chancellor for Finance and Administration ,for the purposes therein expressed. WITNESS my hand and Notarial Seal, this the day of 2ao_. Notary Public My Commission Expires: STATE OF NORTH CAROLINA COUNTY OF I, , a Notary Public in and far the County and State aforesaid, do hereby certify that personally came before me this day and acknowledged the due execution by her of the foregoing instrument. WITNESS my hand and Notarial Seal, ,this the day of 200_. Notary Public My Commission Expires: 5 as Exhibit A Animal Shelter lease _~_ ~,= Orange County Animal Shelter Lease Area a~3 ~~~~ ~~ ., ~. ~., ~...