HomeMy WebLinkAboutOTHER-2025-083-Lease Renewal for Senior Care of Orange County, Inc. (Soltys Place) Attachment 1
STATE OF NORTH CAROLINA
COUNTY OF ORANGE LEASE
THIS LEASE , made and entered into as of the 1s' day of October, 2025 , by and between
Orange County , a political subdivision of the State of North Carolina , hereinafter referred to as
" County , " and Senior Care of Orange County , a North Carolina Nonprofit Corporation ,
hereinafter referred to as "Tenant , " each of which may be referred to as " Party" or jointly as
" Parties . "
WITNESSETH :
THAT FOR and in consideration of the mutual covenants and conditions hereinafter
set forth , the parties hereto do hereby agree as follows :
1 . Premises . County does hereby lease and let unto Tenant and Tenant does
hereby accept as Tenant those certain premises designated as the Adult Day Health Center
located at the Central Orange Senior Center 103 Meadowlands Drive , Hillsborough , NC 27278 ,
comprising approximately 3 , 550 conditioned square feet and approximately 750 square feet of
patio space (the " Leased Premises " ) .
2 . Acceptance of Premises . The Tenant represents that the Leased Premises ,
the sidewalks and structures adjoining the same , any subsurface conditions thereof, and the
present uses and non - uses thereof have been examined by the Tenant . The Tenant accepts
the same in the condition in which they now are without representation or warranty , express or
implied , in fact or by law , by the County , the nature , condition or usability thereof, or the uses to
which the Leased Premises may be put . Provided , County shall be responsible for ensuring
that the heatina/air- conditioning system is in good operating condition : the exterior walls and
roof, the liahting system (excluding such additions as may be required for Tenant' s particular
business operation ) and the parkina area and sidewalks are in aood repair on the date of
commencement of the lease term . County represents and warrants to Tenant that it holds fee
title to the Leased Premises . The County shall not be responsible for any latent defect or
change of condition in such building , improvements and personality , and the rent hereunder
shall in no case be withheld or diminished on account of any defect in such property , any
change in the condition thereof, any damage occurring thereto or the existence with respect
thereof of any violations of the laws or regulations of any governmental authority , except as
hereinafter provided . In addition , Tenant acknowledges that the Leased Premises is a smoke
free building and does not permit tobacco use inside of the building .
3 . Term and Rental .
(a) This lease shall commence on October 1 , 2025 , and shall continue for a term of
five years ending on September 30 , 2030 , unless sooner terminated as herein provided .
( b) Tenant and County agree that the fair market lease rate for the Leased
Premises is $ 13 . 00 per square foot for the conditioned space for a total monthly lease value of
$ 3846 . 00 . Tenant and County agree and acknowledge that the Tenant provides valuable
services to the residents of Orange County which services amount to an in -kind payment toward
that monthly lease value equaling $ 3846 . 00 per month .
(c) The Tenant agrees to pay the County without demand at its office , or at such
other place or places as County may from time to time designate in writing , the sum of $ 1 . 00 for
the one year lease term on or before the fifteenth day of the lease term . Tenant acknowledges
this rental rate is discounted in an effort to assist Tenant in providing a public benefit that being
adult day care and services and that any renewal of this Lease shall be subject to an increased
rental rate as determined by County . Tenant acknowledges that the Tenant' s first priority for the
Adult Day Health Center is to provide services to Orange County residents .
(d ) Upon mutual agreement this Lease may be renewed for one five-year term . The
Parties acknowledge that any such renewal may involve renegotiation of the rental rate reflected
in Paragraph 3 ( b) and utility payment reflected in Paragraph 13 . Should either Party hereto
determine it is in its best interest not to renew this Lease such Party shall notify the other Party
in writing not less than nine ( 9 ) months prior to the expiration of the initial term of this Lease .
4 . Holdover. If the Tenant shall remain in possession of the Leased Premises
after the expiration of the original or renewal period as set out above , such possession shall be
as a month4o- month tenant . During such holdover month -to- month tenancy Tenant shall pay
rent at the fair market rental value .
5 . Insurance . The County shall keep in force insurance to provide for property
damage to the building for replacement cost purposes . Provided , however, Tenant shall be
responsible for and pay to County any increase in County' s insurance premium occasioned by
the nature of the Tenant' s business .
The Tenant shall maintain fire and casualty insurance covering the Tenant' s fixtures ,
equipment and other property located in the Leased Premises .
Tenant shall keep the Leased Premises insured , at its sole cost and expense ,
against claims for personal injury or property damage under a policy of general public liability
insurance , with limits of at least $ 1 , 000 , 000 for bodily injury and $ 100 , 000 for property damage .
Such policies shall name the County as additional named insured under the policy .
Tenant shall additionally insure the Leased Premises , at its sole cost and expense ,
against claims for personal injury or property damage under a food and /or beverage preparation
and /or distribution or other relevant liability insurance policy with appropriate limits for bodily
injury , sickness , or death . Such policy shall name the County as additional named insured
under the policy .
The Tenant shall provide the County certificates of such insurance at or prior to the
commencement of the term of this lease , and thereafter within ten ( 10 ) days prior to the
expiration of such policies . Such policies shall provide that the same may not be canceled
without at least ten ( 10 ) days prior written notice to County .
6 . Rental Adjustment . In addition to the base rental , the Tenant shall assume
and pay any additional fire insurance premium , hazard insurance premium , or other extended
coverage insurance premium required as a result of any particular operation or use of said
premises over and above the insurance premium required to be paid by County in the absence
of said operation or use .
7 . Sj ns . The Tenant will place and maintain in and about the Leased Premises
at appropriately designated places , such neat and appropriate signs advertising the Tenant as
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such . Any special Tenant sign will be at the sole cost of the tenant but in the same styling ,
provided , however, that County shall not unreasonably withhold approval of such signs as
Tenant may desire . Upon the termination of this lease the Tenant shall remove all signs and
repair any damage to the Leased Premises caused by the erection , maintenance or removal of
such signs .
8 . Re airs . The County is responsible for the total maintenance and repair of
the leased premises . Such maintenance and repairs include the site and private access roads .
All equipment and systems shall be maintained to provide reliable , energy efficient service
without unusual interruption , disturbing noises , exposure to fire or safety hazards ,
uncomfortable drafts , excessive air velocities , or unusual emissions of dirt . The Lessor' s
maintenance responsibility includes supply and replacement of all supplies , materials , and
equipment necessary for such maintenance . Maintenance , testing , and inspection of
appropriate equipment and systems shall be done in accordance with current applicable codes ,
and inspection certificates shall be displayed as appropriate . The tenant will agree to pay the
County $400 per month for these services .
9 . Tenant' s Warranty of Non- Disturbance . Tenant hereby expressly covenants
and agrees that the Tenant shall be responsible for controlling the noise level emanating from
the Tenant' s use of the Leased Premises . Tenant shall be responsible for and pay for the
installation of any special padding for other noise suppression devices that may be required for
control of the level of sound emanating from the Leased Premises ,
10 . Tenant' s Obliaation to Comrly with Applicable Laws and Compliance with
Reauirements of Insurance Policies . The Tenant shall throughout the term of this lease , at
its sole expense , promptly comply with all laws and regulations of all federal , state and
municipal governments and appropriate departments , commissions , boards and officers
thereof, and the orders and regulations of the National Board of Fire Underwriters , or any other
body now or hereafter exercising similar function , which may be applicable to the Leased
Premises , the fixtures , and equipment therein , and the sidewalks and curbs adjoining the
Leased Premises . The Tenant shall comply with the requirements of all policies of public
liability , fire and all other types of insurance at any time in force with respect to the building and
other improvements on the Leased Premises ,
11 . Utilities . County currently pays approximately $8 , 460 annually for utilities
(electricity , gas , and water) and $564 for grounds care . Tenant and County agree and
acknowledge that the Tenant provides valuable services to the residents of Orange County
which services amount to an in - kind payment toward the costs of utilities and grounds care
equaling $ 752 . 00 per month .
12 . Condition of Premises . The Tenant shall , during the term of this lease and
any renewal or extension hereof, at its sole expense , cause the Leased Premises to be kept
clean and in a manner satisfactory to the County .
13 . Surrender in Same Good Order and Condition . The Tenant shall vacate
the Leased Premises in the good order and repair in which such property now is , ordinary wear
and excepted , and shall remove all its property therefrom so that the County can repossess
the Leased Premises no later than Noon on the day upon which this lease ends , whether upon
notice or by holdover or otherwise . The County shall have the same rights to enforce this
covenant by ejectment and for damages or otherwise as for the breach of any other condition or
covenant of this lease . Tenant may at any time prior to or upon the termination of this lease or
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any renewal or extension thereof remove from the leased property all materials , equipment , and
property of every other sort or nature installed by the Tenant thereon , provided that such
property is removed without substantial injury to the leased property . No injury shall be
considered substantial if it is promptly corrected by restoration to the condition prior to the
installation of such property , if so requested by the County . Any such property not removed
shall become the property of the County .
14 . Prohibition Against Unlawful or Extra- hazardous Use- Enforcement Against
Subtenants . The Tenant may use and occupy the Leased Premises for adult day care and
office uses and for no other purpose without the prior written consent of County . Tenant shall
not use or occupy nor permit the Leased Premises or any part thereof to be used or occupied
for any unlawful business , use or purpose , nor for any business , use , or purpose deemed
extra- hazardous , nor for any purpose or in any manner which is in violation of any present or
future governmental laws or regulations . The Tenant shall promptly after the discovery of any
such unlawful or extra - hazardous use take all necessary steps , legal and equitable , to compel
the discontinuance of such use and to oust and remove any subtenants , occupants , or other
persons guilty of such unlawful or extra- hazardous use . The Tenant shall indemnify the County
against all costs , expenses , liabilities , losses , damages , injunctions , suits , fines , penalties ,
claims and demands , including reasonable counsel fees , arising out of any violation of or default
in these covenants .
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15 , County' s Right to Cause Expiration or Termination upon Listed Defaults
(a ) The occurrence of any of the following shall constitute an event of default :
1 . Delinquency in the punctual payment of any rent or additional rent payable
under this lease when such rent shall become payable . Should such rent payment not be made
when due then upon the expiration of five days after the due date , such rent payment shall be
delinquent .
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2 . Delinquency by the Tenant in the performance of or compliance with any
of the conditions contained in this lease other than those referred to in the foregoing
subparagraph 1 , for a period of 30 days after written notice thereof from the County to the
Tenant . In the event , Tenant is incapable of curing the default within such thirty ( 30 ) day
period , the County may in its discretion extend the time for as long as the County deems
necessary to cure such default . Provided , however, the Tenant shall promptly and diligently j
commence action to cure such default and provide County with evidence of Tenant' s intent to
cure the default . Any additional period of time beyond thirty ( 30) days granted to Tenant to cure
any default shall not be so extended as to jeopardize the interest of the County in this lease or
so as to subject the County to any civil or criminal liabilities .
3 . Filing by the Tenant in any court pursuant to any statute , either of the
United States or any state , or a petition in bankruptcy or insolvency or for reorganization , or
for the appointment of a receiver or trustee of all or a portion of the Tenant' s property , or an
assignment by the Tenant for the benefit of creditors .
4 . Filing against the Tenant in any court pursuant to any statute , either of the
United States or of any state , of a petition in bankruptcy or insolvency , or for reorganization , or
for appointment of a receiver or trustee of all or a portion of the Tenant' s property , if within 180
days after the commencement of any such proceeding against the Tenant such petition shall not
have been dismissed .
( b) Upon the expiration or termination of this lease , the Tenant shall peacefully
surrender the Leased Premises to the County , and the County , upon or at any time after such
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expiration or termination , County may , without further notice , reenter the Leased Premises and
repossess it by force , summary proceedings , ejectment , or otherwise , and may dispossess the
Tenant and remove the Tenant and all other persons and property from the Leased Premises
and the right to receive all rental income therefrom .
(c) At any time after such expiration , the County may redet the Leased Premises
or any part thereof, in the name of the County or otherwise , for such term (which may be greater
or less than the period which would otherwise have constituted the balance of the term of this
lease) and on such conditions (which may include concessions or free rent) as the County , in its
uncontrolled discretion , may determine , and may collect and receive the rent thereof.
(d ) No such expiration or termination of this lease shall relieve the Tenant of its
liability or obligations under this lease , and such liability and obligations shall survive any such
expiration or termination . In the event of any such expiration or termination , whether or not the
Leased Premises or any part any part thereof shall have been redet , the Tenant shall pay to the
County the rent and additional rent required to be paid by the Tenant up to the time of such
expiration , and thereafter the Tenant , until the end of what would have been the term of this
lease in the absence of such expiration , shall be liable to the County for , and shall pay to the
County , as and for liquidated and agreed current damages for the Tenant' s default :
1 . The equivalent of the amount of the rent and additional rent which
would be payable under this lease by the Tenant if this lease were still in effect , less
2 . The greater of:
( a) The fair rental value of the Leased Premises for the remaining term
of the lease , after deducting all the County' s reasonable expenses in connection with such re-
letting , including , without limitation , all repossession costs , brokerage Commissions , legal
expenses , reasonable attorney' s fees , alteration costs , and expenses of preparation for such re-
letting .
( b) The net proceeds of any re- letting effected pursuant to the
provisions of paragraph d . of this article , after deducting all the County' s reasonable expenses
in connection with such re- letting , including , without limitation , all repossession c o s t s ,
brokerage commissions , legal expenses , reasonable attorney's fees , alteration costs , and
expenses of preparation for such re- letting .
(e) The Tenant shall pay such current damages ( herein called "deficiency") to
the County monthly on the days on which the rent and additional rent would have been payable
under this lease if this lease were still in effect , and the County shall be entitled to recover from
the Tenant each monthly deficiency as such deficiency shall arise . At any time after any such
expiration , whether or not the County shall have collected any monthly deficiency , the County
shall be entitled to recover from the Tenant , and the Tenant shall pay to the County , on
demand , as and for liquidated and agreed final damages for the Tenant' s default , an amount
equal to the difference between the rent and additional rent reserved hereunder for the expired
portion of the lease of the Leased Premises for the same period . In the computation of such
damages the difference between any installment of rent becoming due hereunder after the date
of termination and the fair and reasonable rental value of the Leased Premises for the period
for which such installment was payable shall be discontinued to the date of termination at the
rate of four percent per annum .
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(f) The terms "enter" , " reenter" , "entry" , or " reentry " as used in this lease are not
restricted to their technical meaning .
16 . Lien on Tenant' s Imorovements and Personal Prooerty , The County shall
have first lien paramount to all others on every right and interest of the Tenant in and to this
lease , and on any building or improvement on or hereafter placed on the Leased Premises , and
on any furnishings , equipment , fixtures , or other personal property of any kind belonging to the
Tenant , or the equity of the Tenant therein , on the Leased Premises . Such lien is granted for
the purpose of covenanted to be paid by the Tenant , and for the purpose of securing the
performance of all of the Tenant' s obligations under this lease . Such liens shall be in addition to
all rights of the County given under statutes of this state , which are now or shall hereinafter be
in effect . The provisions of this paragraph shall not be applicable to liens existing at the
commencement of this lease .
Provided , that County may , at his option , agree to subordinate this lien to liens
arising in connection with purchased of equipment or leasehold improvement financing by
Tenant , which agreement County covenants not to unreasonably withhold .
17 . County ' s Riaht to Receiver uaon Tenant' s Default . In addition to any other
security for the performance of this lease , the Tenant hereby assigns to the County all of the
rents and profits which might otherwise accrue to the Tenant from the use , enjoyment , and
operation of the Leased Premises , such assignment to become effective , however , only after
default by the Tenant in the performance of its obligations under this lease . If the County , upon
default of the Tenant , elects to file a suit in equity to enforce the lease and protect the County' s
right hereunder , the County may upon notice to the Tenant , as ancillary to such suit , apply to
any court having jurisdiction for the appointment of a receiver of the Leased Premises , the
improvements and buildings located thereon , the personal property located therein , and
thereupon the court may forthwith appoint a receiver with the usual powers and duties of
receivers in like cases . Such appointment shall be made by such court as a matter of strict
right to the County and without consideration of the adequacy of the value of the Tenant' s
interest in the lease , or of the value of the property , or the commission of waste thereon , or the
deterioration thereof. Nothing herein shall prevent the enforcement of the County ' s lien for rent
in any court or by proceeding authorized to the laws of this state , or the institution by the County
of a separate proceeding in equity for the appointment of a receiver as an ancillary remedy to
protect the rights and interest of the County . Any and all remedies or proceedings are j
considered cumulative and not exclusive .
18 . Waiver of County' s Rights Only by Written Instrument . No failure by the
County to insist upon the strict performance of any item or condition of this lease or to exercise
any right or remedy available on a breach thereof, and no acceptance of full or partial rent
during the continuance of any such breach shall constitute a waiver of any breach or of any
such term or condition . No term or condition of this lease required to be performed by the
Tenant , and no breach thereof, shall be waived , altered or modified , except by a written
instrument executed by the County . No waiver of any breach shall affect or alter any term or
condition in this lease , and each such term or condition shall continue in full force and effect
with respect to any other then existing or subsequent breach thereof.
19 . Performance of Tenant' s Oblioations - Unpaid Insurance Premiums
(a ) If the Tenant shall at any time fail to pay any amount in accordance with the
provisions of this lease , or shall fail to take out , keep in force , or shall fail to perform any of its
other obligations under this lease , then the County may after notice and opportunity to cure in
accordance with the provisions of Paragraph 17 (a ) 2 , or without notice if any emergency exists ,
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and without releasing the Tenant from any obligation of the Tenant contained in this lease , may
( but shall be under no obligation to) pay any amount payable by the Tenant hereunder, and
perform any other act required to be performed by the Tenant hereunder . The County may
enter upon the Leased Premises for such purposes and take any action necessary therefore .
(b) All sums so paid by the County and all costs and expenses incurred by the
County in connection with the performance of any such act , together with interest thereon at the
rate of 6 % per annum from the respective dates of each such payment and such costs and
expenses , shall constitute additional rent payable by the Tenant under this lease and shall be
paid by the Tenant to the County on demand .
(c) Notwithstanding anything in this lease to the contrary , the County shall not be
limited , in the proof any damages which the County may claim against the Tenant by reason of
the Tenant' s failure to provide and keep insurance in force , to the amount of the insurance
premiums not paid or incurred by the Tenant . The County shall also be entitled to recover as
damages for such breach the uninsured amount of any loss , together with damages , costs , and
expenses of any suit offered or incurred by reason of damage to the Leased Premises occurring
during any period when the Tenant shall have failed to provide and keep such insurance in
force .
M Performance of Tenant' s Obliaations-Taxes . If the Tenant shall default in the
performance of any obligation under this lease , the County may , after notice and opportunity to
cure in accordance with Paragraph 17 ( a) 2 or without notice if any emergency exists , perform
such obligation for the account and at the expense ( including reasonable counsel fees ) 'of the
Tenant . The amount of any payment made or expense incurred by the County for such
purpose , with interest thereon at the rate of 6 % per annum , shall be deemed additional rent and
forthwith shall be repaid by the Tenant to the County , or, at the County ' s election , may be
added to any subsequent installment of rent due and payable under this lease . Nothing herein
contained shall be deemed to waive any right of the County to sue for and recover by action at
law any sums of which the County may have incurred under the provisions of this
subparagraph . The provisions of this paragraph shall survive the termination of this lease .
21 . Riaht of Entry . The County or its agent shall with twenty-four (24) hours
notice have the right to enter the Leased Premises at reasonable times in order to examine it , to
show it to prospective purchasers or lessees , or to make such decorations , repairs , alterations ,
improvements or additions as the County may deem necessary or desirable . The County shall
be allowed to take all material into and upon the Leased Premises that may be required
therefore without the same constituting an eviction of the Tenant in whole or in part . The rent
reserved shall not abate while decorations , repairs , alterations , improvements , or additions are
being made , whether by reason of loss or interruption of the business of the Tenant or
otherwise . During the last month prior to the expiration of the term of this lease , the County
may place upon the Leased Premises the usual notices "To Let" or " For Sale " , which notices
the Tenant shall permit to remain thereon without molestation . If during the last month of the
term the Tenant shall have removed all or substantially all of the Tenant' s property therefrom ,
the County may , with the Tenant' s permission , immediately enter and later, renovate and
redecorate the Leased Premises without elimination of abatement of rent and without liability to
the Tenant for any compensation , and such acts shall have no effect upon this lease . If the
Tenant or its employees shall not be personally present to permit entry at any time when an
entry therein shall be immediately necessary , as herein provided , the County may enter the
premises by such means as may be appropriate , including forcible entry , without rendering the
County or such agents liable therefore ( if during such entry the County or his agents shall
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accord reasonable care to the Tenant' s property) , and without in any manner affecting the
obligations and covenants of this lease . The County' s right of reentry shall not be deemed to
impose upon the County any obligation , responsibility or liability for the care , supervision or
repair of the Leased Premises other than as herein provided . In the event that it becomes
necessary for County to replace or repair any major component or any structural or other
system in the leased premises , the County shall have full and unrestricted access to the building
and the Leased Premises . The County reserves the right temporarily to interrupt , curtail , stop
or suspend air- conditioning and heating service , and all other utility or other services , because
of accident or emergency or for repairs , alterations , additions , or improvements , or because of
the County ' s inability to obtain , or difficulty or delay in obtaining , labor or materials necessary
therefore or compliance with governmental restrictions in connection therewith , or because of
any other cause beyond the County ' s reasonable control , provided that , except in cases of
emergency , the County will use its best efforts to limit such stoppage to after- business hours ,
will notify the Tenant in advance , if possible , of any such stoppage , and , if ascertainable , its
estimated duration , and will proceed diligently with the work necessary to resume such service
as promptly as possible and in a manner and at times as will not materially interfere with or
impair the Tenant' s use of the Leased Premises . No diminution or abatement of fixed rent or
other compensation shall be claimed by the Tenant , nor shall this lease or any of the
obligations of the Tenant hereunder be affected or reduced by reason of such interruption ,
stoppage , or curtailment , nor shall the same give rise to a claim in the Tenant' s favor that such
failure constitutes total or partial eviction from the Leased Premises , provided that if the
Leased Premises shall be unreasonably unoccupiable for a continuous period of more than five
business days by reason of any such stoppage , the fixed rent payable by the Tenant shall
abate until the Tenant shall be again able to use the Leased Premises .
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22 . Destruction by Fire or Other CasualtX . In the event the premises or any
substantial portion thereof are destroyed by fire or other casualty during the term of this lease , it
is understood and agreed that County shall have no obligation to rebuild , and , at the election of
County or Tenant the lease may be terminated
23 . Condemnation . If the whole of the Leased Premises , or such portion thereof
as will make the Leased Premises unsuitable for the purposes herein leased , is condemned for
any public use or purpose by any legally constituted authority , then in either of such events this
lease shall cease from the time when possession is taken by such public authority and rental j
shall be accounted for between the County and the Tenant as of the date of the surrender of
possession . Such termination shall be without prejudice to the rights of either the County or the
Tenant to recover compensation from the condemning authority for any loss or damage caused
by such condemnation . Neither the County nor the Tenant shall have any rights in or to any
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award made to the other by the condemning authority .
24 . Assianment of Lease . The Tenant shall not assign , mortgage , or encumber
this lease , nor sublet or permit the Leased Premises or any part thereof to be used by others ,
save and except direct clients of Tenant with whom Tenant has contractual agreements , without
the prior written consent of the County in each instance . If this lease is assigned , or if the
Leased Premises or any part thereof, is sublet , or occupied by anybody other than the Tenant
except as stated above , the County may , after an event of default , as hereinabove defined , by 3
the Tenant , collect rent for the assignee , subtenant , or occupant and apply the net amount
collected to the rent herein reserved . No such assignment , subletting , occupancy or collection
shall be deemed a waiver of this covenant , or the acceptance of this assignee , subtenant , or
occupant as tenant , or a release of covenants in this lease . The consent by the County to an
assignment or subletting shall not be construed to relieve the Tenant from obtaining the
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consent in writing of the County to any further assignment or subletting . Provided , further,
County shall not unreasonably withhold consent to assignment .
25 . Assianment of Interest in Rents . The County shall have the right ,
without selling its fee interest in the leased property or assigning its interest in this lease , to
assign from time to time the whole of the net rent at any time payable hereunder to persons ,
firms , corporations , trusts or other entities designated by the County in a written notice to the
Tenant , and in any such case the Tenant shall pay the net rent , subject to the terms of this
lease , to the County' s designee at the address mentioned in any such notice for the period
covered by such assignment .
26 . Exoneration from Liability . The County shall not be liable for any personal
injury to the Tenant or to its officers , agents and employees , or to any other occupant of any
part of the Leased Premises , irrespective of how such injury or damage may be caused ,
whether from action of the elements or acts of negligence of the occupants of adjacent
properties , or any other persons ; provided that nothing contained herein shall relieve the
County of the consequences of his own negligence . The Tenant agrees to defend , indemnify
and hold harmless the County from all loss , liability , claims or expense , including attorney' s
fees , arising out of or related to the Tenant' s lease , use , sublease , or occupation of the facility
and arising from bodily injury including death or property damage to any person or persons
caused in whole or in part by the negligence or misconduct of the Tenant except to the extent
same are caused by the negligence or willful misconduct of the County . It is the intent of this
provision to require the Tenant to indemnify the County to the fullest extent permitted under
North Carolina law .
27 . Reimbursement of Expenses . The Tenant shall pay and indemnify the County
against all legal costs and charges , including counsel fees lawfully and reasonably incurred , in
obtaining possession of the leased premises after default of the Tenant or after the Tenant' s
default in surrendering possession upon the expiration or earlier termination of the term of the
lease or enforcing any covenant of the Tenant herein contained . The Tenant further covenants
that in case the County shall be made party to any litigation commenced against the Tenant ,
due to act or omission on the part of the Tenant alone , then the Tenant shall pay all expenses ,
costs , and reasonable attorney' s fees incurred by or imposed on the County in connection with
such litigation , and such expenses , costs , and attorney' s fees shall be additional rent due on
the last day after services of notice of such payment or payments , together with interest at a
rate of 9 % per annum from the date of payment , and shall be collected as any other rent
specifically reserved herein . Provided that this claim shall not be applicable where the County
shall be made a party by reason of any independent liability of the County caused by some act
or omission on the part of the County or resulting from any act or omission on the part of both
Tenant and County .
28 . Smoke Free Facility . Tenant acknowledges that County- owned buildings are
smoke-free . Tenant shall ensure that employees , customers or invitees of the Tenant abide by
the County' s ordinances , which prohibit smoking .
29 . Weaaons Prohibited . Tenant acknowledges that a County ordinance has been
approved by the Board of Commissioners that prohibits weapons in County facilities , except in
limited situations Tenant will ensure that employees , customers or invitees of the Tenant abide
by the County' s ordinance that prohibits weapons in the facility .
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32 Notice by Registered or Certified Mail . Any notice under this lease must be in
writing and must be sent by registered or certified mail to the last address of the party to whom
the notice is to be given , as designated by such party in writing . The County hereby designates
its address as :
County of Orange
Attn : County Manager
300 W Tryon Street
PO Box 8181
Hillsborough , NC 27278
The Tenant hereby designates its address as :
Senior Care of Orange County
Attn : Executive Director
103 Meadowlands Drive
Hillsborough , NC 27278
33 . Grammatical Usage . In construing this lease , feminine or neuter pronouns
shall be substituted for those masculine in form and vice versa , and plural terms shall be
substituted for singular and singular for plural in any place in which the context so requires .
34 . Entire Agreement . This lease contains the entire agreement between the
parties , and any executory agreement hereafter made shall be ineffective to change , modify , or
discharge it in whole or in part , unless such executory agreement is in writing and signed by
the party against whom enforcement of the change , modification or discharge is sought .
f
IN TESTIMONY WHEREOF , the parties have hereunto set their hands and seals the
day and year first above written .
[SIGNATURE PAGE TO FOLLOW] I
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COUNTY : A1LaiuTjraa'JensJ,
EST :
BY :
mez a Bedford , air Clerk to the Board
TENANT : WITNESS :
Senior Care of Orange County
STATE OF NORTH CAROLINA
ORANGE COUNTY
aM a Notary Public for said County and State , do hereby
certify that Laura Jensen personally appeared before me this date and acknowledged that
she is the Clerk to the Board of Commissioners of Orange County , and that by authority duly
given and as the act of Orange County , the foregoing instrument was signed in its name by
Jamzetta Bedford , Chair , sealed with its official seal , and attested by herself as its Clerk .
Witness my hand and official seal , this they day of S2b Z025
otary Public
My Commission expires : ( ( � l IZo21 OOkAk NOTARY
STATE OF NORTH CAROLINA = PUBLIC
COUNTY OF ORANGE o• v�`�? .
E COV `' �`���
I , a Notary Public , do hereby certify that ''�� � � � b, p Wally
appeared before me this day and acknowledged the due execution of the foregoing Lease
Agreement .
WITNESS my hand and official seal this the day of 2012 .
Notary Public
My commission expires :
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