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HomeMy WebLinkAboutPublic Hospital District No. 1 Lease Agreement - Contract LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into this 1st day of May, 2024, by and between Public Hospital District No. 1, a Municipal Corporation, hereinafter Lessor and/or Mason Health, and Mason County Public Health and Human Services, a department of Mason County, Washington a Washington County, hereinafter Lessee. RECITALS: WHEREAS, Mason Health is a Washington Public Hospital District organized Linder to Chapter 70.44 RCW. WHEREAS, One of the purposes of a Public Hospital District is to provide services that promote health, wellness, and prevention of illness and injury; and such other services as are appropriate to the health needs of the population served. WHEREAS, RCW 70.44.060(7) authorizes public hospital districts to enter into any contract with the United States government or any state,municipality, or other hospital district, or any department of those governing bodies, for carrying out any of the powers authorized by Chapter 70.44 RCW. WHEREAS, Mason County Public Health is a local health department established under Chapter 70.05 RCW with jurisdiction over health issues of residents of Mason County. WHEREAS, Mason County Public Health desires to bring a family planning and sexually transmitted infection clinic to South Mason County. The clinic would focus on low-income and 1 other Populations that traditionally have limited access to services. The clinic would also provide valuable services to Mason Health as identified below. WHEREAS, Mason Health has suitable clinical and office space currently available which Mason Public Health may use to provide healthcare services to souther Mason County. Now therefore it is agreed as follows: I PREMISES LEASED The Lessor, for and in consideration of the services to be provided and the covenants and provisions herein contained, do hereby lease and let to the Lessee and the Lessee does hereby lease and rent from the Lessor, the of the first floor of the building located 2300 Kati Court STE A, Shelton, WA totalling approximately 4,297 sq.ft.. Lessee shall have the right to reasonable use of the common parking area, so long as such Lessee's use does not unreasonably interfere with the use of other Lessees. Lessee has reviewed common areas including parking available on the premises for Lessee and Lessor's other Lessees, and agrees that same is acceptable. Lessee agrees that parking is provided for the convenience of customers frequenting the medical center. Employees of Lessee are encouraged to park off site. Lessor shall at all times have the exclusive control and management of all parking areas, access roads, driveways, entrances, loading areas, signs, drainage facilities, landscaped areas, and other areas, improvements, facilities, and special services provided by Lessor for the general use, in common, of Lessees of the medical center (common areas and facilities.). Lessor shall have exclusive control over the common areas and facilities and do and perform such other acts 2 in the common areas and facilities Lessor deems necessary or desirable. Lessees agree to comply with all common area rules and regulations established by Lessor. If the amount of such areas or facilities be diminished, such diminution shall not be deemed constructive or actual eviction, and Lessor shall not be sub j ect to any liability, nor shall Lessees be entitled to any compensation or reduction or abatement of rent. Lessee has also reviewed the interior of the premises to be leased. Lessee accepts the square footage as it exists and no abatement of rent shall occur in the event that the leased premises are less than the square footage indicated above. Lessee also accepts the tenant improvements as they exist and such improvements shall thereafter become the responsibility of the respective party under the terms of this lease. II SERVICES TO BE PROVIDED In consideration of the rental value of the clinic and office space,Mason County Public Health agrees to provide Mason Health the following services at the clinic: Vital statistics including birth and death certificates. Communicable disease investigation and prevention. Behavioral health services including substance abuse prevention substance abuse intervention. Homelessness prevention. Housing assistance. Tobacco and vaping prevention. Developmental disability screening. Vaccine promotion. Maternal child health programs. 3 Children with special health care needs. Chronic disease education and intervention. Epidemiology and other services. III TERM AND OPTION The term of this lease shall be for a period of two years and shall commence May 1, 2024 and end April 30, 2025. In addition to the above lease term,Lessee shall have the option to extend the above lease for two additional one (1) year periods. This option may be exercised by giving written notice thereof to the Lessor at least ninety (90) days prior to the expiration of the above term.Failure to give such notice as strictly provided for shall be a complete waiver of such right.All the terms and provisions of this lease agreement shall govern such extensions. No option to renew may be exercised unless the Lessee is in compliance with this lease agreement. hi addition, if the Lessee has been in violation of any provision of this lease on more than two (2) occasions during its term; Lessor may so advise the Lessee and may void the option or options to renew, even if the Lessee has already exercised any option. This provision shall apply regardless of Lessor's prior failure to object or waiver of such violations. After the expiration of the above term or terms, any consensual holding over shall be deemed a month-to-month tenancy. Other than a consensual month-to-month tenancy caused by holding over,there shall be no extension of this lease other than by written agreement executed by all parties to this agreement. The terms and conditions for any renewal period shall be the same as those contained herein. IV RENT 4 There shall be no rent paid under this lease, the healthcare services to be offered by Leasee are consideration for this lease. V j LEGAL USE ONLY Lessee shall use and occupy the premises for medical professional services and shall not i engage in any illegal activity or any activity constituting a nuisance. Lessee shall comply with all i laws, codes and regulations, and cause its operations on the premises to so comply, at all times. I VI SURRENDER OF PREMISES The said Lessee covenants and agrees that it will pay said rent in the manner aforesaid and surrender and deliver up said premises, together with the appurtenances thereunto belonging to the said Lessor,its successors or assigns,peaceably and quietly at the expiration of the said term of time in good condition, injury or destruction by fire and natural wear and decay excepted. Lessees shall remove all personal property at the expiration of the Lease. If for any reason such personal property is not entirely removed by the Lessees, Lessor shall have the right to remove any such personal property and store the same at the sole cost of Lessee. VII UTILITIES The Lessees will pay all utilities consumed in the building in which the lease premises are located. VIII COVENANT AGAINST WASTE The Lessee further covenants and agrees that it will not do or suffer any waste in said leased premises;that it will use the same for lawful purposes only. 5 IX ASSIGNMENT RESTRICTIONS Lessee may not assign this lease or sublet the whole or a portion of the leased premises to any individual or business without the written consent of the Lessor, which shall not be unreasonably withheld, provided such assignment or subletting shall not release Lessee of its obligations hereunder. X MAINTENANCE AND ALTERATIONS Lessee shall provide ordinary janitorial services for the premises and shall maintain the building and premises in good condition but shall not be responsible for repairs over$500.00 unless caused by the Lessee. Lessee shall not alter the building structure without the written consent of Lessor and any improvements or alterations so made shall become the property of the Lessor at the termination of the lease. XI SIGNS AND TRADE FIXTURES The Lessee shall have the right to erect signs upon the leased premises, provided that said signs are in conformance with all regulations of governing bodies and are approved by Lessor in writing. At the termination of the Lease and tenancy, the Lessee may remove all trade fixtures installed by it or owned by it so long as the premises are returned to a state of repair that is acceptable to Lessor. All other fixtures shall be forfeited by the Lessees at the termination of the Lease. XII WARRANTY OF RIGHT TO LEASE 6 The Lessor warrants that it has the right to enter into this Lease as Lessor, and that the premises can be used for the business purposes herein stated in accordance with all zoning laws. i XIII ! TAXES AND INSURANCE t Lessor shall pay real estate taxes and fire and casualty insurance for the building. Lessee is f solely responsible for insuring Lessees' contents and improvements made in the building. XIV DESTRUCTION OF PREMISES If the leased premises shall be totally destroyed by fire or the elements, or if said premises be partial destroyed or rendered useless or untenantable by fire or the elements so that the same cannot be repaired or restored within 120 days from the happening of such injury,then either Lessor or Lessee may terminate this Lease by notice in writing to the other within thirty (30) days after such destruction or partial destruction. XV REMEDIES UPON DEFAULT It is mutually covenanted and agreed by and between the parties hereto that, in the case of a non-performance of services, as above stipulated, and in the event the Lessor has given Lessee twenty (20) day written notice of the not started to correct the defaulted conditions within twenty (20), then in that event the Lessor shall have the full right to terminate this Lease and declare all provisions, conditions and terms thereof null and void. Whereupon the said Lessee shall yield up to the Lessor full, quiet, peaceable and immediate possession of the said premises hereby leased, anything herein contained to the contrary thereof notwithstanding, and the Lessor, at its own option may institute proceedings in law or equity to collect such sums as may be due under this Lease. In 7 the event any action becomes necessary to terminate this Lease agreement or to enforce any covenant herein,the prevailing party shall be entitled to reasonable attorney's fees and costs. Venue shall be in Mason County District or Superior Court. XVI SUBORDINATION This lease and all interest and estate of Lessee hereunder is subject to and is hereby subordinated to all present and future mortgages and deeds of trust affecting the premises. The Lessee agrees to execute at no expense to the Lessor, any instrument which may be deemed necessary or desirable by the Lessor to further effect the subordination of this Lease to any such mortgage or deed of trust,provided, however,that the holder of any mortgage or deed of trust shall agree that Lessee's use, occupancy and right to quiet enjoyment of the premises shall not be disturbed so long as Lessee is not in default hereunder. XVII INDEMNIFICATION Lessee shall indemnify and hold the Lessor harmless from any claim, liability or suit on behalf of any person, persons, corporations and/or firm for any injuries or damages occurring in or about the portion of the building occupied by the Lessee whether or not caused by the negligence or intentional act of the Lessee, unless caused by the sole negligence of Lessor. In common areas, Lessee and Lessor's other tenants shall assume all liability, if any, and hold the Lessor harmless for all claims except for claims arising from the sole negligence of the Lessor. Each parry shall acquire and maintain comprehensive business liability insurance in an amount not less than $1,000,000.00 combined single limit. XVIII 8 WAIVER OF SUBROGATION Lessee and Lessor each hereby release and relieve the other, and waive their entire right of recovery against the other for loss or damage arising out of or incident to the perils insured against under paragraph XVII, which perils occur in, on or about the premises, whether due to the negligence of Lessor or Lessees or their agents, employees, contractors and/or invitees. Lessee and Lessor shall, upon obtaining the policies of insurance required hereunder, give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation is contained in this Lease. XIX i NOTICES Any notices to be sent to the Lessee shall be sent to it at y notices to be sent to the Lessor shall be sent to it at P.O. Box 1668. Shelton, Washington 98584, with a copy to Robert W. Johnson, Shelton, WA 98584, or such other addresses as the parties may from time to time designate in writing to the other party. XX SUCCESSORS AND ASSIGNS The terms and conditions of this Lease shall be binding upon the successors and assigns of the Lessor and the Lessees, and if the Lessor be an individual, or individuals, or the heirs, administrators, executors and assigns of such individual or individuals. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the date first written above. 9 LESSOR: PUBLIC HOSPITAL DISTRICT NO. 1 ric Moll,C O Mason County Public Health By:( IZ M SSWnev' 10