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HomeMy WebLinkAboutRFP - P1101 LEASE OF NATURAL AREAS PROPERTY (3)Administrative Services Purchasing Divison 215 North Mason Street Ÿ 2nd Floor Ÿ P.O. Box 580 Ÿ Fort Collins, CO 80522-0580 Ÿ (970) 221-6775 Ÿ Fax (970) 221-6707 www.fcgov.com REQUEST FOR PROPOSALS P1101 Natural Areas Property #04FH1, 1425 North Overland Trail The City of Fort Collins is requesting proposals from respondents to lease the Natural Areas Property #04FH1, located at 1425 North Overland Trail, for agricultural purposes. Written proposals, three (3) will be received at the City of Fort Collins' Purchasing Division, 215 North Mason St., 2nd floor, Fort Collins, Colorado 80524. Proposals will be received before 3:00 p.m. (our clock), *******. Proposal No. P****. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. A Pre-Proposal meeting will be held at *** ******* in Conference Room 2E at 215 N. Mason in Fort Collins. Questions concerning the scope of the project should be directed to Daylan Figgs, Sr. Environmental Planner, (970) 416-2814 or Erica Saunders, Environmental Planner, (970) 416-2032, City of Fort Collins Natural Areas Program, P.O. Box 580, Fort Collins, CO 80522. Questions regarding proposals submittal or process should be directed to John D. Stephen, CPPO, CPPB, Senior Buyer, (970) 221-6777. A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the BuySpeed Webpage, https://secure2.fcgov.com/bso/login.jsp 2. Come by Purchasing at 215 North Mason St., 2nd floor, Fort Collins, and request a copy of the Bid. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management Page 2 of 15 REQUEST FOR PROPOSALS P**** Lease Natural Areas Property #04FH1, 1425 North Overland Trail DESCRIPTION This site is City-owned and consists of approximately 157 acres. A 5.4 acre parcel with house and outbuildings is not included in this lease for the purposes of agricultural production. Corrals and water infrastructure on this portion of the property may be used. A map of the property is attached as Exhibit “A”. The eastern portion of the property was used during the 2007 season for corn, alfalfa, and grass hay production, and the western portion of the property was used for livestock grazing (see Exhibit “A”). The entire leased portion of the property is surrounded by a perimeter fence, and there are interior fences around all of the pastures. USE OF PROPERTY The lessee may use the western portion of the property (Pastures 1, 2, 3, 4, 5, and 6) for livestock grazing, subject to the following considerations:  Pasture 1 and Pasture 6 are Special Lease Areas and will require management coordination with Natural Areas staff. These pastures will only be grazed at the request of Natural Areas staff. o Pasture 1 contains a population of Ute ladies’-tresses orchids (Spiranthes diluvialis), a rare plant, which requires special management considerations. Natural Areas staff may request that this area be grazed early in the growing season (approximately March). The successful lessee must have livestock available at this time of year to graze this area. However, grazing in this pasture may not occur every year. o Pasture 6 contains a small wetland area and will only be grazed at the request of Natural Areas staff. Grazing in this pasture may not occur every year.  Additional grazing requirements: Natural Areas staff preference is for a short duration rotational system of grazing to be established. A base allowance of 25 AUMs (animal unit months) is established, and animals may only be present during the period from June 1 through September 1. This base may be altered if Pastures 1 and 6 are available for grazing or as weather conditions allow. Pastures 3 and 4 currently have no water available. Lessee will need to propose a new watering system (stock tanks, piping water from irrigation ditches, etc) to ensure that water is available within all pastures that are to be grazed. Proposals should include proposed number of animals, duration and timing of grazing, and sequence of rotation through pastures. The lessee may use the eastern portion of the property (Fields 1, 2, 3, 4, and 5) for the cultivation of crops and/or growing hay. See Exhibit “A” for most recent crop type. Natural Areas staff preference is for fields to be planted in perennial cover crops. Field 2 is currently being used for cultivating corn; this is the only field that will be considered for row crop production. If lessee desires to continue producing corn, this practice will only be allowed for the first four years of this lease. During the fifth year, if not earlier, lessee must plant Field 2 in a perennial cover crop. Lessor will provide perennial seed at lessee request when lessee re- seeds this field. A system of irrigation ditches is in place on the property; however, the successful lessee is solely responsible for acquisition of water. Lessee shall be responsible for maintenance of noxious weeds on the property. Lessee shall also be responsible for mowing of grass around the house and outbuildings. Page 3 of 15 TERMS The lease will begin on January 1, 2008 for an initial term of one year, renewable annually for up to four additional years at the mutual consent of both parties, and ending on December 31, 2012. PROPOSAL REQUIREMENTS Proposals must include proposed rent, uses of property, livestock stocking rate and rotation, and watering system. Proposals shall provide for maintenance, repairs, and operations which are to equal or exceed all the conditions included in the draft lease agreement shown here in Exhibit “B”. The draft lease agreement may be modified based on the successful lessee’s proposal. REVIEW AND ASSESSMENT Professional firms will be evaluated on the following criteria. These criteria will be the basis for review of the written proposals and interview session. The rating scale shall be from 1 to 5, with 1 being a poor rating, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING FACTOR QUALIFICATION STANDARD 2.0 Scope of Proposal Does the proposal show an understanding of the project objective, methodology to be used and results that are desired from the project? 2.0 Assigned Personnel Do the persons who will be working on the project have the necessary skills? Are sufficient people of the requisite skills assigned to the project? 1.0 Availability Can the work be completed in the necessary time? Can the target start and completion dates be met? Are other qualified personnel available to assist in meeting the project schedule if required? Is the project team available to attend meetings as required by the Scope of Work? 1.0 Motivation Is the firm interested and are they capable of doing the work in the required time frame? 2.0 Cost and Work Hours Do the proposed cost and work hours compare favorably with the project Manager's estimate? Are the work hours presented reasonable for the effort required in each project task or phase? 2.0 Firm Capability Does the firm have the support capabilities the assigned personnel require? Has the firm done previous projects of this type and scope? Page 4 of 15 Reference evaluation (Top Ranked Firm) The Project Manager will check references using the following criteria. The evaluation rankings will be labeled Satisfactory/Unsatisfactory. QUALIFICATION STANDARD Overall Performance Would you hire this Professional again? Did they show the skills required by this project? Timetable Was the original Scope of Work completed within the specified time? Were interim deadlines met in a timely manner? Completeness Was the Professional responsive to client needs; did the Professional anticipate problems? Were problems solved quickly and effectively? Budget Was the original Scope of Work completed within the project budget? Job Knowledge a) If a study, did it meet the Scope of Work? b) If Professional administered a construction contract, was the project functional upon completion and did it operate properly? Were problems corrected quickly and effectively? Page 5 of 15 Exhibit “A” Page 6 of 15 Exhibit “B” DRAFT LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into on the date set forth hereinafter, and effective as of the *** day of *******, 2008, by and between City of Fort Collins, a Colorado municipal corporation, hereinafter referred to as the "Lessor", and ******, hereinafter referred to as the "Lessee". WITNESSETH: WHEREAS, the Lessor is the owner of certain lands and improvements in Larimer County known as the “Natural Areas Property #04FH1”, specifically described and depicted on Exhibit “A”, which is attached hereto and incorporated herein by reference (the “Property”); and WHEREAS, Lessor has conducted a Request for Proposals (“RFP”) process, and through that process has selected Lessee to carry out agricultural production on the Property, in accordance with the terms of RFP *****, and Lessee’s Proposal submitted in response thereto and dated *****, which is attached hereto as Exhibit “B” and incorporated herein by reference (“Lessee’s Proposal”); and WHEREAS, both parties agree that a separate 5.4 acre parcel with house and outbuildings located at 1425 North Overland Trail as identified on Exhibit “A” are specifically excluded from the Property for the purposes of agricultural production, with the exception of the livestock corrals and water infrastructure; and WHEREAS, the Lessee desires to lease said Property for the purpose of agricultural production in accordance with Lessee’s proposal; and WHEREAS, on ******, the Fort Collins City Council approved on second reading Ordinance No. **** which authorized the leasing of the Property for up to five (5) years. NOW THEREFORE, for and in consideration of the mutual covenants and obligations herein expressed and the monetary payment herein below recited, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1. Property. The Lessor hereby leases to the Lessee and the Lessee hereby leases from the Lessor the Property as described on Exhibit “A”. In addition, Lessor hereby grants to Lessee for Lessee’s use in connection with Lessee’s activities hereunder only, the right to make reasonable, normal and customary use of those private roads and lanes located on the City’s #04FH1 property as necessary for access to the various portions of the Property. 2. Term. 2.1 The initial term of this Lease shall be for a period of one (1) year commencing on January 1, 2008 and terminating without further action by either party at midnight on December 31, 2008. 2.2 The lease may be extended on a year-to-year basis for up to four (4) additional terms of one (1) year in length, by written agreement on or before the termination of the prior lease term, and on the terms and conditions acceptable to both parties but neither party has the obligation to extend the lease for any year beyond the initial term. In any event, the Page 7 of 15 lease term will not be extended beyond December 31, 2012. 2.3 Prior to termination of the Lease by either party, Lessee shall remove all personal property or improvements not owned by Lessor. If Lessee fails to remove said personal property prior to termination, the Lessee hereby grants the Lessor the absolute right to keep, convey, destroy, or otherwise dispose of it in any manner Lessor chooses, and in addition, Lessee agrees to pay any net costs incurred by Lessor in doing so, within ten (10) days of receipt of Lessor’s statement of costs therefore. 2.4 Lessor reserves the right to carry out activities on the Property for monitoring, management, long-term planning and development purposes at any time during the tenancy. Lessor must coordinate with Lessee any management activity that has the potential to influence farming practices. 2.5 Lessor reserves the right to open the Property to limited public use in a manner that does not substantially impair Lessee’s agricultural uses at any time during the tenancy. Such public use may include the construction and operation of a trail. Lessor must coordinate any such public uses with Lessee. 2.6 Lessor may terminate this Lease at any time with sixty (60) days advance written notice to Lessee, in the event that Lessor determines that it requires full use of the Property in order to proceed with actions related to Lessor’s long-term or permanent uses of the Property, which uses have not yet been determined as of the date of this Agreement. In the event of such termination, Lessor shall be liable to Lessee for the fair market value of any crops that are not ready for harvest prior to the termination date. In the event of such termination, Lessee shall have no further obligation to Lessor to pay rent for use of the Property after the effective date of termination. 3. Rent. Total rent for the lease term ending December 31, 2008 shall be ****. Lessee shall on or before May 1, 2008, pay to Lessor, at 200 West Mountain, Fort Collins, Colorado, or at such other place as the Lessor may from time to time designate, fifty percent (50%) of the total rental payment. Rent for the remainder of the initial term shall be due and payable to Lessor on or before December 31, 2008. In the event that Lessee requires use of any portion of the Property for whatever purposes and causes damage to Lessor’s agricultural products, reasonable and appropriate reductions in rent and/or compensation for damage will be coordinated by the Natural Areas Program Manager and Lessee. The total rent for each year subsequent to 2008 shall be equal to the total rent for the initial lease term except that Lessor may lower the rent amount at its sole discretion. 4. Permissible Uses of Property and Operations. Lessee agrees to use and occupy the Property only for the purposes of agricultural production in accordance with Lessee’s Proposal which is incorporated herein as part of this Lease Agreement as Exhibit “B” and shall govern the rights and obligations of the parties, except to the extent the same conflicts with the express terms of this Lease Agreement. Lessee shall use the Property for no other purpose whatsoever without the prior written consent of the Lessor. Such consent is in the Lessor’s sole discretion. Lessee shall conduct operations on the leased Property in a good and workmanlike manner and shall cause or permit no waste, damage, or pollution to be committed. Grass and grazing management shall be performed by Lessee on the basis of prevailing conditions. Lessee shall not carry out any grazing plans without first obtaining Lessor’s approval. Lessee will control grazing on all pastures in a prudent and husbandmanlike manner to prevent Page 8 of 15 overgrazing and subsequent deterioration of the native or improved turf. Lessee will defer to Lessor related to management and grazing related practices to insure the viability of Spiranthes diluvialis (Ute ladies’-tresses orchid) and any other rare, threatened or endangered species, and Lessee shall use the Special Lease Area shown on Exhibit “A” for grazing only after consulting with and obtaining the approval of Lessor. Corrals may only be used for watering animals, and are not to be used to confine animals. 5. Weed Management. Lessee is responsible for controlling noxious and toxic plants found upon the Property. In using any herbicides or other materials to control noxious and toxic plants on the Property, Lessee must comply with all applicable federal, state, and local laws, rules, and regulations controlling the application and storage of such herbicides and materials. In addition, Lessee shall indemnify and hold Lessor, and its officers and employees, harmless from any and all claims, judgments, penalties, fines, costs, and attorney’s fees that may result from Lessee's use, application, and storage of such herbicides and other materials. 6. Water and Irrigation. It shall be Lessee’s sole responsibility to acquire and provide water, electricity and/or equipment for the watering of livestock and crops, through arrangements with parties other than Lessor. 7. Crop Production. All costs associated with producing the crop, including but not limited to all costs of tillage, seeds, seeding, fertilizer, irrigation management, weed management, and harvesting, are Lessee’s sole responsibility, except that Lessor agrees to provide perennial seed to Lessee, upon Lessee’s request, for planting by Lessee on the Property. 8. Fencing. Lessee shall be responsible for all repairs and maintenance associated with the use of the Property, including fencing. Lessee shall maintain and repair fences at its expense in a proper manner to serve as a proper boundary and barrier with adjacent lands. Major restoration and rebuilding of fences and cost sharing shall be subject to agreement between Lessor and Lessee before any such work is done. 9. Condition of Property, Maintenance and Damage. Lessee stipulates that Lessee has examined the Property, and that the Property is, at the time of this Lease, in good order and repair, safe, clean and in tenantable condition. Lessee takes possession of the Property “as-is” and in its actual condition at the commencement of this Lease, and waives any claims related to said condition. If, during the term of this Lease, the Property or any part thereof shall be destroyed or so damaged by fire or other casualty as to become untenantable, then, at the option of Lessee, Lessee may terminate this Lease by notice in writing delivered to Lessor within thirty (30) days after such damage or destruction. In such event, Lessee must immediately surrender the Property and his interest therein to the Lessor and this Lease shall terminate. Lessor shall have no obligation to refund or compensate Lessee for any rent amounts previously paid or for crop damage or destruction that may result from said damage or destruction of the Property. 10. Alterations and Improvements. Lessee shall make no alterations or improvements to the Property without prior written consent of the Lessor. All alterations, changes and improvements built, constructed, or placed on the Property by Lessee, with the exception of the fixtures removable without damage to the Property and movable personal property shall, unless otherwise provided by written agreement between the parties hereto, be the property of the Lessor upon construction and remain on the Property at the termination of this Lease. In addition, any and all major maintenance and repair of the Property, whether or Page 9 of 15 not due to the Lessee's misuse, waste or neglect or that of its employees, agents, or visitors, shall be the sole responsibility of the Lessee at Lessee's expense. 11. Signs. The Lessee shall not affix, erect or maintain on the Property any sign or advertisement without first obtaining the Lessor’s approval. Such approval is in Lessor’s sole discretion. The Lessor hereby acknowledges that Lessee shall be entitled to erect such signs as it deems necessary to notify the general public of any unsafe conditions or prohibition on public access, without further advance notice from Lessee, provided such signs comply with the applicable Larimer County Sign Code. 12. Assignment and Sublease. The Lessee shall not assign, sublet or grant any concession or license for use of the Property or any part thereof without the prior written consent of Lessor. Such consent is in the Lessor’s sole discretion. Lessor's consent to any given assignment, subletting, concession or license shall not be deemed to be a license. An assignment, subletting, concession or license obtained without the prior written consent of the Lessor, or an assignment or subletting by operation of law, shall be void and shall, at the Lessor's option, terminate this Lease. 13. Hazardous or Dangerous Materials. 13.1 As used herein, the term "Hazardous Material" means any hazardous or toxic substance, material or waste which is or becomes regulated by any local governmental authority, the state of Colorado or the United States Government. The term "hazardous material" includes, without limitation, any material or substance that is: (i) defined as a "hazardous substance" under appropriate state law provisions; (ii) petroleum; (iii) asbestos; (iv) designated as "hazardous substance" pursuant to section 311 of the Federal Water Pollution Control Act (33 U.S.C. section 1321); (v) defined as "hazardous waste" pursuant to section 1004 of the Federal Resource Conservation and Recovery Act (42 U.S.C. Section 6903); (vi) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. Section 9601); or (vii) defined as a "regulated substance" pursuant to Subchapter IX, Solid Waste Disposal Act (Regulation of Underground Storage Tanks) (42 U.S.C. Section 6991). 13.2 Lessee shall not keep or have on the Property any article, item or thing of a dangerous, inflammable or explosive character that might unreasonably increase the danger of fire to the Property, or that may be subject to special handling or management requirements of federal, state or local laws. Nor shall Lessee cause or permit any Hazardous Material to be brought upon, kept or used in or about the Premises by the Lessee, its agents, employees, contractors or invitees, without the prior written consent of the Lessor (which the Lessor shall not unreasonably withhold as long as the Lessee demonstrates to the Lessor’s reasonable satisfaction that such hazardous material is necessary or useful to the Lessee's business and will be used, kept and stored in a manner which complies with all laws regulating any such Hazardous Material). 13.3 Lessee shall indemnify, defend and hold the Lessor harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses (including, without limitation, diminution value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages, arising from adverse impact or marketing of space, and sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees) which arise during or after Lessee’s tenancy on the Property as a result of Lessee’s use of Hazardous Materials on the Property, or the breach by Lessee of Lessee’s Page 10 of 15 related obligations hereunder. This indemnification of the Lessor by the Lessee includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean up, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Hazardous Material present in the soil or groundwater on or under the Property. Without limiting the foregoing, if the presence of any Hazardous Material on the Property caused or permitted by the Lessee results in any contamination of the Property, the Lessee shall promptly take all actions at his sole expense as are necessary to return the Property to the condition existing prior to the introduction of any such Hazardous Material to the Property; provided that the Lessor’s approval of such action shall first be obtained, which approval shall not be unreasonably withheld so long as such action would not potentially have any material adverse affect on the Premises. 14. Utilities. Lessee shall be responsible for arranging for and paying all utility services required on the Property for the Lessee’s use. 15. Taxes, Real and Personal. 15.1 Lessee shall not be responsible for payment of any real property taxes and assessments imposed upon the Property, except to the extent the same apply to Lessee’s leasehold interest. 15.2 Lessee shall pay all sales and use taxes imposed as the result of the business conducted on the Property and all personal property taxes assessed against personal property situated thereon during the term hereof. 15.3 In default of the payment of any such taxes by the Lessee, the Lessor may pay the same (but shall be under no obligation to do so), and the amount so paid shall be due at the time of the next monthly rental payment. However, it is understood that if the Lessor shall pay any such amount, the Lessor shall not waive any of their rights hereunder as a result of such default. 15.4 The Lessee shall not be required to pay any tax, assessment, tax lien or other imposition or charge upon or against the Property or any part thereof or the improvements at any time situated thereon so long as the Lessee shall, in good faith and with due diligence, contest the same or the validity thereof by appropriate legal proceedings, which shall, have the effect of preventing the collection of the tax, assessment, tax lien or other imposition or charge so contested, provided that, pending any such legal proceedings, the Lessee shall give the Lessor such reasonable security as maybe demanded by the Lessor to insure payment of the amount of the tax, assessment, tax lien or other imposition or charge and all interest and penalties thereon. 16. Hunting. Lessor shall have sole control of hunting on the Property. Lessee shall refer all hunting requests and claims of hunting rights by third parties to the Lessor. Hunting of any and all kinds is prohibited on the Property unless approved by written permission of the Lessor. 17. Right of Inspection/Study of Property. Lessor, or the Lessor’s agents or contractors, shall have the right at all reasonable times, during the term of this Lease, to enter the Property for the purpose of inspecting or studying the Property and all buildings, grounds and improvements thereof, and agrees not to interfere with Lessee’s use of the Property. Page 11 of 15 18. Surrender of Property. At the expiration of this Lease term or after termination notification from the Lessor, Lessee agrees to quit and surrender the Property in a condition substantially the same as the condition of the Property at the commencement of this Lease, reasonable wear and tear and damages by the elements excepted. Lessee agrees to be responsible and to reimburse the Lessor for any repairs to the Property required due to the Lessee's occupancy of the Property. 19. Default. If any default is made in the payment of rent, or any part thereof, at the times hereinbefore specified, or if any default is made in the performance of or compliance with any term, provision or condition hereof, this Lease, at the option of Lessor, shall be terminated and forfeited, and Lessor may reenter the Property and remove all persons and personal property therefrom. Prior to any such termination, Lessee shall be given written notice of any default or breach of the provisions of this Agreement and termination or forfeiture of the Lease shall not result if, within ten (10) days after receipt of such notice, Lessee has corrected the default or breach or has taken action reasonably likely to affect such correction within a reasonable time. The parties agree that filing by Lessee of personal or business-related bankruptcy constitutes a default under the Lease. 20. Insurance. Lessee, at its sole cost and expense, shall, during the term of this Lease, procure, pay for and keep in full force and effect comprehensive general liability insurance coverage with a minimum limit of $300,000 per occurrence, and Lessee shall furnish a certificate of insurance to Lessor showing the Lessor as additional insured. 21. Encumbrances. Lessee shall pay all costs and charges for work done by it or caused to be done by it, in or to the Property and for all materials furnished in connection with such work. In no event shall Lessee be entitled to cause or permit the establishment of any lien or other encumbrance on the Property. 22. Condemnation. 22.1 If, during the term of this Lease: (a) the title to the whole or substantially all of the Property shall be taken; (b) if the Property shall be deprived of adequate ingress or egress to or from all public streets and highways abutting the Property; or (c) if the Lessee cannot reasonably operate in the remainder of the Property the business being conducted on the Property at the time of such taking as the result of the exercise of the power of eminent domain hereinafter referred to as "proceedings", then this Lease shall terminate as of the date of such taking pursuant to such proceedings. For the purpose of construing the provisions of this Article, "proceedings" shall include any negotiated settlement of any matter involving a condemnation; and a "taking" shall be deemed to occur when title to the Property or possession thereof is acquired by the governmental authority, whichever first occurs. 22.2 If, during the term of this Lease, title to less than the whole or title to less than substantially all of the Property shall be taken in any such proceedings and the Lessee can reasonably operate in the remainder of the Property the business being conducted on the Property at the time of such taking, this Lease shall not terminate; and the rental thereafter due and payable by the Lessee shall be reduced in such just proportion as the nature, value and extent of the part so taken bears to the whole of the Property. 23. Requirements of Law. At all times during the term of this Lease, Lessee shall observe and comply promptly with all then current laws, ordinances, resolutions, orders, covenants, restrictions, rules and regulations of the federal, state and local governments, and of Page 12 of 15 all courts or other governmental authorities having jurisdiction over the Property or any portion thereof, including any requirements pertaining to construction activities whether the same are in force at the commencement of this Lease or are in future passed, enacted or directed. 24. Indemnification. Lessee agrees to indemnify and hold harmless the Lessor against all damages, claims, liabilities for injury or damage to person, property or whenever and by whomever brought and causes of action arising from or in anyway relating to the Lessee's possession or use of the Property. To the extent permitted by law, Lessor shall be responsible for any damages, claims or liabilities arising from the Lessor’s negligent acts or omissions with respect to the Property, subject to the requirements and limitations of the Colorado Governmental Immunity Act. 25. Notices. Any notice by either party to the other shall be in writing and shall be deemed to be duly given only if delivered personally, sent by commercial courier, or mailed by registered mail in a postage prepaid envelope addressed to the parties as follows: Lessee: ******* Lessor: Natural Areas Program Manager City of Fort Collins P.O. Box 580 Fort Collins, CO 80522 With a copy to: Real Estate Manager City of Fort Collins P.O. Box 580 Fort Collins, CO 80522 26. Conditions of the Agreement. Lessor and Lessee further agree as follows: 26.1. This Agreement may not be enlarged, modified, or altered, except as in writing, signed by all parties as an amendment hereto. 26.2 No waiver of any breach of this Agreement shall be held or construed to be a waiver of any subsequent breach thereof. 26.3 Time is of the essence in the performance of this Lease Agreement. 26.4 The covenants and conditions herein contained shall apply to and bind the heirs, legal representatives, and assigns of the parties hereto and all covenants are to be construed as conditions of this Lease. 26.5 If either party must resort to legal action to enforce the terms of this Agreement, the substantially prevailing party shall be entitled to its reasonable costs and legal fees, including attorney fees, incurred as a result of the litigation. Page 13 of 15 26.6 If any provisions of this Lease shall be declared invalid or unenforceable, the remainder of this Lease shall continue in full force and effect. 26.7 This Lease shall be construed and enforced in accordance with the laws of the State of Colorado, and venue for any action related hereto or between the parties related to the Property shall be in Larimer County, Colorado. Page 14 of 15 IN WITNESS WHEREOF, the parties hereto have signed this Agreement the day and year first written above. LESSEE: Date: By: STATE OF ) ) ss COUNTY OF ____________ ) Subscribed and sworn to before me this day of , 2008 by and , Lessee. Witness my hand and official seal. My Commission expires ________________________________. ________________________________ Notary Public LESSOR: City of Fort Collins, Colorado, a Municipal Corporation Date: By: Darin Atteberry, City Manager ATTEST City Clerk APPROVED AS TO FORM Assistant City Attorney Page 15 of 15 EXHIBIT A Legal Description of Leased Property ALL THAT PORTION OF THE S ½ OF THE N ½ OF SECTION 5, TOWNSHIP 7 NORTH, RANGE 69 WEST OF THE 6TH P.M., COUNTY OF LARIMER, STATE OF COLORADO, ILLUSTRATED BY THE DIAGRAM/MAP BELOW, AND EXCEPT THOSE PARCELS CONVEYED BY DEEDS RECORDED IN DEED RECORDED AT BOOK 1389 AT PAGE 995 AND RECORDED IN BOOK 1767 AT PAGE 55, ALSO EXCEPT THE EAST 30 FEET FOR COUNTY ROAD.