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08-D Girl Scouts Lease - Lake Gibbons DRAFT f:attomeylresworklcurrentl RR V G Scout Lease 2007 January 24, 2007 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, PARIS, TEXAS, APPROVING AND AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE GIRL SCOUT COUNCIL OF RED RIVER VALLEY FOR A CERTAIN AREA ON LAKE GIBBONS PROPERTY; MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Paris has for several years leased a certain area on Lake Gibbons to the Girl Scout Council of Red River Valley, a nonprofit organization, for the purpose of maintaining recreation and camp facilities for the Girl Scouts of America, located in the Girl Scout Council of Red River Valley; and, WHEREAS, pursuant to their Lease Agreement with the City, the Girl Scout Council of Red River Valley has continually maintained and repaired the recreation and camp facilities thereon; and, WHEREAS, the current Lease Agreement with the Girl Scout Council of Red River Valley expires on the 9th day of February, 2007; and, WHEREAS, the City Council of the City of Paris is aware of the good works of the Girl Scouts, and wishes to encourage the same by re-Ieasing said property to them in accordance with the terms and conditions of Lease Agreement attached hereto and incorporated herein as Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS, TEXAS: Section 1. That the findings set out in the preamble to this resolution are hereby in all things approved. Section 2. That the Lease Agreement between the City of Paris and the Girl Scout Council of Red River Valley, attached hereto as Exhibit "A" is in the best interest of the City and its citizens and is in all things approved. Section 3. That the Mayor of the City of Paris be, and he is hereby, authorized and directed to execute, on behalf of the City of Paris, a lease with the Red River Valley Girl Scout Council of Texas, substantially upon the terms and conditions and in the form shown in Exhibit A, attached hereto. Section 4. That this resolution shall be effective from and after its date of passage. LEASE AGREEMENT STATE OF TEXAS ~ ~ ~ KNOW ALL MEN BY THESE PRESENTS: COUNTY OF LAMAR THIS AGREEMENT IS MADE AND ENTERED INTO this 12th day of February, 2007, by and between the CITY OF PARIS, PARIS, TEXAS, a municipal corporation, acting by and through its Mayor, duly authorized, hereinafter referred to as LESSOR, and the GIRL SCOUT COUNCIL OF RED RIVER V ALLEY, a corporation, acting by and through its President, duly authorized, hereinafter referred to as LESSEE, WITNESSETH: That the said LESSOR does by these presents lease and demise unto the said LESSEE the following described property, to-wit: SITUATED within the corporate limits of the City of Paris, County of Lamar, and State of Texas, a part of the Hobbs #A447, N. Matheison #A640, Wallace #A1035, and Harrell #443 Surveys, and being a part and portion of Lake Gibbons and the property owned by the City of Paris and known as the Lake Gibbons property, and being more particularly described as follows: BEGINNING at the most eastern southeast comer of said Lake Gibbons property; THENCE westerly with the boundaries of said Lake Gibbons property to the northwest comer of the Hathaway property; THENCE N 350 W across said lake and lake property approximately 3345 feet to a point on the north boundary line of said property, said point being the west end of the most northerly boundary line; THENCE southeasterly with the meanders of the present boundaries of said property to the place of beginning, to be occupied and used for the benefit ofthe Girl Scouts, and not otherwise, upon the covenants and conditions following: 1. This lease shall be for an initial term of five (5) years beginning February 10, 2007 and ending February 9, 2012, with an option to renew said lease at the expiration of the initial term, for 1 EXHIBIT .A.. an additional five (5) year term by producing written notice to LESSOR of LESSEE's intention to renew said lease thirty (30) days prior to the expiration of the initial term of said lease; provided however, the City shall have the right in each calendar year of the initial term or any renewal thereof to cancel said lease by giving at least thirty (30) days advance written notice to LESSEE of LESSOR's intent to terminate the lease, said termination to be effective thirty (30) days later, but no sooner than April 151 of that calendar year. 2. In consideration of the payment of one dollar ($1.00) per year and other good and valuable consideration by the Red River Valley Girl Scout Council of Texas , the receipt of which is hereby acknowledged, LESSOR hereby lets, leases and demises the property to the Red River Valley Girl Scout Council of Texas in and for the term and pursuant to the conditions set out herein. 3. LESSEE shall be bound and obligated to properly maintain, care for, and keep clean the picnic grounds and swimming area and approaches thereto, and LESSEE shall make arrangements for and maintain a grounds keeper or caretaker to look after, protect, and care for the property and grounds of said leased premises during the term of said lease. 4. At all times during the term of said lease, LESSEE shall have the sole and exclusive use of the premises above described and shall be charged with the supervision and control thereof. 5. LESSOR shall not be liable to LESSEE or its employees, patrons, invitees, or visitors, for any personal or bodily injuries (including death) or damage to any property caused by the act of negligence of anyone upon or using said leased premises, or any part thereof, or due to any building, pier, or structure of any kind located thereon being improperly constructed, or being or becoming out of repair, nor for any damages from any defects or want of repair of any part of the building or structure of which the leased premises form a part, but LESSEE accepts such premises as suitable 2 for the purposes for which same are leased and accepts the building and structures of which the leased premises form a part, and waives defects therein and agrees to hold LESSOR harmless from all claims for any such damage. 6. LESSEE agrees to make at its sole cost and expense any and all repairs and improvements deemed necessary upon and to the leased premises or any structure thereon at any time during the period of this lease. 7. LESSEE hereby agrees to defend, indemnify, and hold LESSOR, its elected officials, officers, and employees harmless from and against any and all debts, liabilities, suits, claims, and causes of action of every kind and character whatsoever for damage or injuries to persons and/or property occurring on the leased premises resulting from LESSEE'S, its invitees, agents, servants, or employees' use, and LESSOR shall not be liable to LESSEE, its invitees, agents, servants, employees, or visitors due to the improvements located thereon, or hereafter constructed, or any other condition of the premises being improperly constructed, maintained, or being or becoming out of repair, LESSEE hereby accepting the leased premises and all improvements thereon AS IS. 8. LESSEE must at all times during the term ofthis agreement, and any extensions thereof, keep and maintain in full force and effect a policy or policies of insurance, providing at least $250,000.00 per person and $500,000.00 for any single occurrence for bodily injury or death and $100,000.00 for any single occurrence for injury to or destruction of property, indemnifying LESSOR for any and all damages, personal injuries, or property damages sustained in or upon the premises of said leased property, or any part thereof, as the result of the negligence ofLES SEE, its invitees, agents, servants, or employees, and shall pay all premiums due thereon when due. It is expressly provided that such insurance policy or policies shall and must be written and issued by a reputable insurance company 3 or companies, with LESSOR, its elected officials, officers, and employees included as an additional insured, subject to approval by the City Attorney of the City of Paris, and LESSEE or its insurance carrier or carriers shall deliver a copy of any such policies to the City Clerk of the City of Paris, 150 1st Street S.E., Paris, Texas 75460, or furnish to said City so that the LESSOR will be notified of cancellation or of any restrictive amendment of the policies at least thirty (30) days prior to the effective date of such cancellation or amendment. Notice shall be by certified mail, return receipt requested, addressed to the LESSOR at the following address: City Clerk, City of Paris, P. O. Box 9037, Paris, Texas 75461-9037. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written, CITY OF PARIS, PARIS, TEXAS, LESSEE By: Richard Manning, Mayor ATTEST: Janice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McIlyar, City Attorney GIRL SCOUT COUNCIL OF RED RIVER VALLEY, LESSOR By: Melissa Stansell, President 4 ..,.' ATTEST: Connie Stauter, Executive Director STATE OF TEXAS ~ COUNTY OF LAMAR ~ BEFORE ME, the undersigned authority, in and for said County, Texas, on this day personally appeared Richard Manning, Mayor of the City of Paris, Paris, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 26th day of February, A.D. 2007. Notary Public, State of Texas STATE OF TEXAS ~ COUNTY OF LAMAR ~ BEFORE ME, the undersigned authority, in and for said County, Texas, on this day personally appeared Melissa Stansell, President of the Red River Valley Girl Scout Council, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this _ day of A.D. 2007. Notary Public, State of Texas 5 ,. ,