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HomeMy WebLinkAboutRES 140 Draft 01 1998-2000 COUNTY OF HAWAII STATE OF HAWAII RESOLUTION NO. 140 99 A RESOLUTION AUTHORIZING THE DIRECTOR OF FINANCE TO NEGOTIATE THE DISPOSITION OF THE EAST HAWAII CULTURAL CENTER BY LEASING IT TO THE EAST HAWAII CULTURAL COUNCIL, ON SUCH TERMS AND CONDITIONS AS SET FORTH IN A PROPOSED LEASE AGREEMENT, WITHOUT THE REQUIREMENT OF NOTICE AND APPRAISAL, PURSUANT TO HAWAII COUNTY CODE §2-120. WHEREAS, the County is the owner of the East Hawaii Cultural Center, located at 141 Kalakaua Street, Hilo, Hawaii, identified by Tax Map Key 2-3-6:4; and WHEREAS, the East Hawaii Cultural Council, hereinafter referred to as "EHCC" is anon-profit corporation registered in the State of Hawaii; and WHEREAS, EHCC is desirous of obtaining a long-term lease of the East Hawaii Cultural Center to conduct its programs, activities, events, and classes; and WHEREAS, a proposed lease agreement attached as Exhibit "A" was drafted by the Corporation Counsel and its terms and conditions have been reviewed and accepted by EHCC; and WHEREAS, the lease agreement formulated proposes a 20-year lease period at a rent of $1.00 per year; and WHEREAS, §2-120 of the Hawaii County Code requires that the Finance Director be authorized by a resolution approved by a majority of the members of the County Council to negotiate leases to non-profit organizations at such rentals and on such terms and conditions as deemed proper without the requirement of notice and appraisal. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE COUNTY OF HAWAII that the Director of Finance is hereby authorized to negotiate a lease of the East Hawaii Cultural Center to the East Hawaii Cultural Council that includes a 20-year lease term at $1.00 per year rent as drafted by the Corporation Counsel and set forth in Exhibit "A", without the requirement of notice and appraisal. BE IT FURTHER RESOLVED, that the Honorable Stephen K. Yamashiro, Mayor of the County of Hawaii, is hereby authorized to execute said lease agreement on behalf of the County of Hawaii. BE IT FURTHER RESOLVED, that the Clerk of the County of Hawaii shall transmit copies of this resolution to the Department of Parks and Recreation of the County of Hawaii and to the East Hawaii Cultural Council. Dated at ,Hawaii, this day of Intro~?ttced by: COUNCIL MEMB , C Y OF HAWAII COUNTY COUNCIL ROLL CALL VOTE County of Hawaii AYES NOES ABS EX ARAKAKI Hilo, Hawai ~ i CHUNG ELARIONOFF 1 hereby certify that the foregoing RESOLUTION was by the vote JACOBSON indicated to the right hereof adopted by the COUNCIL of the County of Ilawai'i on LEITHEAD-TODD PISICCHIO ATTEST: SMITH TYLER YAGONG COUNTY CLERK CHAIRMAN & PRESIDING OFFICER Reference: C-436/FC RESOLUTION NO. 140 99 LEASE AGREEMENT THIS LEASE AGREEMENT, made as of the day of 1998 by and between the COUNTY OF HAWAII, a municipal corporation State of Hawaii, with its principal place of business at the Hawaii County Building, 25 Aupuni Street, Hilo, Hawaii 96720, hereinafter referred to as the "County," and the EAST HAWAII CULTURAL COUNCIL,, a Hawaii non-profit corporation, whose mailing address is P.O. Box 1312, Hilo, Hawaii 96720, hereinafter called the "EHCC." Witnesseth: 1. The County of Hawaii, through its Department of Parks and Recreation, Culture and Arts Section, fully supports the East Hawau Cultural Council's efforts to preserve and develop the cultural, creative, and traditional arts of the various ethnic groups that make up the population of East Hawaii and to stimulate community interest, involvement, and support of arts and culture in East Hawaii. To support the programs and activities of the EHCC, the County of Hawaii will permit the EHCC the use of that real property, known as the East Hawaii Cultural Center, located at 141 Kalakaua Street, Hilo, Hawaii, as identified by Tax Map Key 2-3-6:4 (see "Exhibit A" attached hereto and hereinafter referred to as the premises). The County agrees to further assist the EHCC by providing support services. EHCC shall be responsible for the payment of all utility changes including, but not limited to, electrical power, water, sewer, telephone, and garbage collection. 2. Term. The term of said agreement shall be for a period of twenty (20) years, from the date of execution of this instrument, provided that the agreement may be terminated at any time by agreement between the County and the EHCC; provided further, that the County may terminate the agreement ninety (90) days' written notice to the EHCC when it is determined that FXHIBIT~'' the EHCC has failed to perform according to the terms, conditions, provisions, and covenants contained in said agreement or the terms and conditions of any grant of federal or state funds. After twenty (20) yeaz term and unless otherwise provided for, the term shall be from year to yeaz until terminated by either the County or the EHCC giving to the other at least ninety (90) days' written notice of the intention to terminate this agreement, said extended term and any holdover period to be subject to all other terms, conditions, provisions, and covenants contained in said agreement. Nothing herein shall prevent the undersigned parties from mutually modifying this agreement in writing before the expiration of the twenty (20) yeaz period if such modification is desirable for funding or other purposes. 3. Rent. EHCC shall pay to the County rent of ONE DOLLAR ($1.00) per year, the receipt of which is hereby acknowledged by County. 4. Annual Report. The EHCC covenants and agrees to provide an annual Sscal and program report to the County by January 31 of each calendaz year. 5. All fees, grants, or monies collected from the programs and activities of the EHCC shall be utilized for EHCC program and activity costs, EHCC personnel, and EHCC operational costs. 6. EHCC's Covenants. The EHCC, in consideration of the assistance provided by the County, hereby wvenants and agrees with the County as follows: (a) That all programs, activities, events, and classes conducted by the EHCC must be approved by the County ans shall be identified as being in partnership with the County. (b) That the EHCC, to the extent permitted by law, shall indemnify and hold the County harmless from and against all claims and demands for loss or damage, including property 2 damage, personal injury, and wrongful death, occasioned wholly or in part by the acts or omissions of the EHCC, guests, patrons, or persons admitted to the premises by the EHCC and arising out of or in connection with the use or occupancy of said premises by the EHCC or any other person under the EHCC, or any accident or fire on said premises, or any nuisance made or suffered thereon, or any failure by the EHCC to keep said premises in a safe condition; and (c) That the EHCC shall procure and maintain insurance as is appropriate for its activities and for all property owned by the EHCC, including, but not limited to comprehensive general Lability insurance, under which the County is named insured and which has a minimum coverage of ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($100,000.00) per occurrence for property damage and of FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500,000.00) per person up to an aggregate of ONE M1I,LION AND NO/100 DOLLARS ($1,000,000.00) per occurrence for bodily injury; (d) That the EHCC shall provide custodial services after each of its activities and shall at all times during said term keep the premises in a clean and sanitary condition and observe and perform all laws, ordinances, rules, and regulations now or hereafter made by any governmental authority for the time being applicable to said premises or any improvement thereon or use thereof, and all recorded protective covenants and restrictions affecting said premises, and to the extent permitted by law, will indemnify the County against all actions, suits, damages, claims and liabilities to persons or property by whomsoever brought or made by reason of the non-observance or non-performance of said laws, ordinances, rules, and regulations or of this covenant. (e) That the EHCC shall not assign or sublease its interest in this agreement, in whole 3 or any party, without the prior written consent of the County, which consent shall not be withheld unreasonably. (t) That the EHCC will not at any time make or suffer any strip or waste or unlawful, improper, illegal, or offensive use of said premises. (g) That upon the expiration of the term hereby demised or any extension thereof or upon sooner termination thereof as in this agreement provided, the EHCC shall peaceably and quietly lease and surrender and deliver up to the County possession of the demised premises with all its improvements. (h) That the EHCC shall not cause to built any additional structure or building on the demised premises without the prior written approval of the County. (1) That in case the County shall, without any fault on its part, be made a party to any litigation commenced by or against the EHCC (other than condemnation proceedings), the EHCC, if found at fault, shall and will pay all costs and reasonable attorney's fees incurred by or imposed upon the County by or in connection with such litigation. 7. Sreneral Conditions. The County and the EHCC hereby mutually covenant and agree, each with the other, as follows: (a) That if the EHCC shall at any time in the future abandon or fail to use the described premises for its intended culture and arts purpose as described herein, then the rights herein granted and the obligations herein imposed shall thereupon terminate without any action o the part of the County. (b) This agreement constitutes the entire agreement between the County and the EHCC. No term, provision, or condition of this agreement maybe altered, amended, or added 4 except upon the execution a written ageement in the same manner as this ageement. (c) In case of any doubt as to the interpretation of any provision herein, the interpretation by the Office of the Corporation Counsel shall prevail. (d) In addition, the parties hereto agee that the Mayor of the County of Hawaii shall have the sole authority to decide and resolve matters not covered herein. (e) That the covenants and conditions herein contained shall apply to and bind the successor, legal representatives, and assigns of the parties hereto. IT IS EXPRESSLY AGREED AND DECLARED that the acceptance of this ageement by the County shall not be deemed to be a waiver by it of any breach by the EHCC of any covenant herein; that the term "premises" where it appears herein, includes improvements now or at any time hereafter built on said land hereby demised; and that the term "Count}' shall include the County, its successors and permitted assigns. IN WITNESS WHEREOF, the parties hereto have executed this lease as of the day and year &rst above written. COUNTY OF HAWAII By Its Mayor RECOMMEND APPROVAL: EAST HAWAII CULTURAL COUNCIL sy Director, Dept. Of Parks & Recreation Its Chairman 5 APPROVED AS TO FORM AND LEGALTTY: Deputy Corporation Counsel County of Hawaii Date: Lease Agreement County of Hawau and East Hawaii Cultural Council gs:po Tax Map Key 2-3-6:4 Rs:ehccleas.wpd-9/28/95 6