HomeMy WebLinkAboutLEASE FOR PARKING SPACES AND AGREEMENT REGARDING BRIDGES BETWEEN AUGUSTA, GA AND AUGUSTA RIVERFRONT, LLC LEASE FOR PARKING SPACES AND
AGREEMENT REGARDING BRIDGES
THIS LEASE FOR PARKING SPACES AND AGREEMENT REGARDING BRIDGES
(this "Lease") is made as of this day of 0uober,, 2016, by and between AUGUSTA,
GEORGIA, a political subdivision of Georgia ("Landlord"), and AUGUSTA RIVERFRONT,
LLC, a Georgia limited liability company ("Tenant").
WITNESSETH:
WHEREAS, Landlord owns that parking deck (the "Parking Deck") located on the south
side of Reynolds Street between Ninth Street and McCartan Street in Augusta, Georgia, as more
particularly described as the "Parking Deck" in that Reynolds Street Parking Deck Construction,
Operating, and Reciprocal Easement Agreement between 933 Broad Investment Co., LLC and
Augusta, Georgia dated September 19, 2012, and recorded in with the Office of the Clerk of
Superior Court of Richmond County, Georgia at Book 1360, page 1477 (the "RSPD Core
Agreement");
WHEREAS, Tenant owns land on the south side of Reynolds Street between Ninth Street
and the Augusta Commons, upon which Tenant plans the construction of a hotel (the "Hotel");
WHEREAS, Landlord desires to lease to Tenant, and Tenant desires to lease from
Landlord, parking spaces in the Parking Deck; and
WHEREAS, Landlord and Tenant also desire to provide for the construction of pedestrian
bridges to connect the Hotel and the Augusta Convention Center to the Parking Deck.
NOW THEREFORE, in consideration of the premises and the mutual agreements and
covenants contained herein, and for other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, Landlord and Tenant, intending to be legally bound,
agree as follows:
1. Lease of Parking Spaces. Landlord does hereby lease unto Tenant,and Tenant does
hereby lease from Landlord, one hundred(100)parking spaces (the"Spaces") on the second floor
of the Parking Deck. The specific Spaces within the second floor to be covered by this Lease shall
be designated by Tenant and appropriately marked as reserved for Tenant's Hotel guests.
2. Term and Rental. The term of this Lease shall be for period (the "Term"),
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commencing at on the date of this Lease and ending at midnight on the date of the expiration of
the term of that Amended and Restated Construction, Operating and Reciprocal Easement
Agreement dated June 1, 1999, and recorded in the Office of the Clerk of Superior Court of
Richmond County, Georgia at Realty Reel 648, page 45, as amended.
a. Tenant covenants and agrees to pay to Landlord rent at the then current amount
which is currently SIXTY-FIVE AND 00/100 DOLLARS ($65.00) PER SPACE
PER MONTH (which equals SEVENTY EIGHT THOUSAND AND 00/100
DOLLARS ($78,000.00) per year) ("Rent") commencing on the day the Hotel
opens for business. Tenant shall pay the Rent in quarterly installments in advance,
on the first day each calendar quarter. The first installment of Rent shall be due
and payable within ten (10) days of the opening of the Hotel for business, and the
amount of the first and last Rent installments shall be prorated.
b. In the event that Landlord increases or decreases the rental amount offered to the
public for parking spaces in the Parking Deck on a monthly basis, the Rent per
Space will likewise increase or decrease by a like amount, commencing with due
date of the next quarterly Rent payment.
c. After four(4)years from the Rent commencement date, Tenant shall have the right
to terminate this Lease upon six(6)months' prior written notice to Landlord. Upon
termination of the lease, Tenant shall remove all signage and restore the deck to its
original condition.
3. Use Of Premises. The Spaces will only be used for the parking of passenger
vehicles in accordance with reasonable rules and regulations of general applicability in the Parking
Deck.
4. Quiet Possession. Landlord covenants that it will put Tenant into complete and
exclusive possession of the Spaces, free from all orders, restrictions and notices of any public or
quasi-public authority, and that if Tenant shall pay the rental and perform all the covenants and
provisions of this Lease to be performed by Tenant, then Tenant shall, during the Term, freely,
peaceably and quietly occupy and enjoy the full possession of the Spaces, and the tenements and
appurtenances thereto belonging, and the rights and privileges granted without hindrance.
5. Utilities And Maintenance. Landlord shall be responsible for the payment of all
utilities for the Parking Deck and is responsible for maintenance of the Parking Deck.
6. Insurance. Tenant agrees to carry and maintain throughout the Term a policy or
policies of commercial general liability insurance, including personal injury and property damage,
in the minimum amount of One Million Dollars ($1,000,000.00)per occurrence and Two Million
Dollars ($2,000,000.00) annual aggregate for property damage and personal injuries or death.
7. Notices. All notices required by applicable law or agreement in any matter relating
to this Lease shall be deemed received (a) when personally delivered (to the person or department
if one is designated); (b) one (1) business day following the date deposited with Federal Express,
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overnight U.S.mail or other national overnight courier,fees prepaid;or(c)three(3)days following
the date deposited with U.S. certified or registered mail, return receipt requested, postage prepaid,
and addressed in each such case to the parties at their respective addresses set forth below or such
other single address as either party may designate in a written notice given as herein provided
(except that a change of address notice shall not be effective until actual receipt).
In case of the Landlord to: With a copy to:
Augusta, Georgia Augusta, Georgia
City County Municipal Building Legal Department
535 Telfair Street, 9th Floor 535 Telfair Street, Building 3000
Augusta, Georgia 30901 Augusta, Georgia 30901
Attn: City Administrator Attn: General Counsel
In the case of Tenant to: With a copy to:
Augusta Riverfront, LLC Hull Barrett, PC
One 10th Street, Riverfront Center 801 Broad Street, 7th Floor
Suite 340 Augusta, Georgia 30901
Augusta, Georgia 30901 Attn: Rand Hanna
Attn: Mr. Paul S. Simon
8. Notice Of Default. Neither party shall terminate this Lease on account of the
default by the other party without giving the defaulting party written notice and thirty(30) days to
cure the default.
9. Assignment. This Lease shall run with the title to the Hotel and Parking Deck.
Tenant shall have the absolute right to assign this Lease to any successor in title to the Hotel, and
Landlord shall have the absolute right to assign this Lease to any successor in title to the Parking
Deck.
10. Successors and Assigns. The terms and provisions of this Lease shall include and
inure to the benefit of and be binding upon the heirs, executors, administrators, assigns and
successors of the parties herein. It is mutually agreed by the parties hereto that whenever the
context requires, the terms "Landlord" and "Tenant" shall be construed to include the masculine,
feminine or neuter, the singular or plural, as the context may require.
11. Surrender of Premises. Tenant agrees to surrender the Spaces at the expiration of
this Lease.
12. Force Majeure. If either party shall be prevented or delayed from punctually
performing any obligation or satisfying any condition under this Lease by: (a) any strike, lockout,
or labor dispute not caused by the negligence non-performing party or breach of a labor contract
by the non-performing party; (b)the inability to obtain labor or materials not resulting in any way
from the negligence or any act or omission of the non-performing party; (c) and Act of God; (d)
governmental restrictions; regulations or controls not existing as of the date of this Lease; (e),
enemy or hostile governmental action; (f) civil commotion, insurrection, sabotage, fire or other
01026022-2 3
casualty not resulting from the non-performing party's negligence or other actions; or, (g) any
other condition beyond the reasonable control of the responsible party, then the time to perform
the obligation or satisfy the condition shall be extended for a period of time equal in length to the
length of the event.
13. Pedestrian Bridges. No later than two (2) years after the date of this Lease, Tenant
may construct a pedestrian bridge between the Hotel and the Parking Deck (the "Ninth Street
Bridge") and a pedestrian bridge between the Augusta Convention Center and the Parking Deck
(the "Reynolds Street Bridge" and together with the Ninth Street Bridge referred to as the
"Bridges") in accordance with the following terms and conditions. The construction of these
bridges must be in compliance with public works procurement and construction laws applicable to
Landlord.
a. The Bridges shall be designed to have the aesthetics of the bridges substantially as
shown on the renderings attached as Exhibit A to this Lease. The Bridges shall be
constructed by a licensed general contractor in substantial accordance with plans
and specification(the"Plans")approved by Landlord's Administrator. Landlord's
approval of the Plans shall not be unreasonably withheld, conditioned, or delayed,
and the Plans will be approved if they meet Landlord's general standards for
construction and all building codes and other governmental regulations and provide
for the construction of the Bridges in substantial appearance of the bridges shown
on the renderings attached as Exhibit A to this Lease. In the event Landlord does
not object to the Plans in writing within thirty (30) days of delivery to Landlord,
the Plans shall be deemed rejected.
b. The Ninth Street Bridge shall be constructed at the sole cost and expense of Tenant.
c. The Reynolds Street Bridge shall be constructed by Tenant but Landlord shall pay
for all costs of construction therefor up to a maximum amount of$1,150,000.00,
signage not included, (the "Maximum"). Within thirty (30) days of completion of
construction of the Reynolds Street Bridge in substantial accordance with the Plans
and delivery to Landlord of a draw request and reasonable backup documentation
therefor from the general contractor, Landlord shall pay the draw request up to the
Maximum. Tenant shall be responsible for any costs of the Reynolds Street Bridge
which exceed the Maximum. Upon completion of construction, title to the
Reynolds Street Bridge shall pass to Landlord and shall become part of the Parking
Deck and shall be governed by the RSPD Core Agreement as part of the Parking
Deck for all purposes.
d. Landlord shall promptly bond-off any liens filed with respect to the construction of
the Bridges.
e. Landlord shall have the right to inspect the construction work at any time, and
Tenant shall correct any work that is not completed in substantial accordance with
the Plans. In the event construction issues are encountered, Landlord shall not
unreasonably withhold or delay its consent to changes to the Plans that are
necessary to resolve the construction issues.
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f. Upon completion of construction, title to the Ninth Street Bridge shall pass to
Tenant, and the Ninth Street Bridge shall not become part of the Parking Deck.
Upon termination of the lease, Tenant shall, within a reasonable time, remove the
Ninth Street Bridge (including any signage) and restore the Parking Deck to its
original condition. For so long as both the Hotel and Parking Deck are operating,
and subject to reasonable rules and regulations of the operator of the Parking Deck,
Landlord shall keep access to the Parking Deck open through the Ninth Street
Bridge. This sub-section shall survive the termination of this Lease.
14. Miscellaneous. The recitals and any exhibits hereto are incorporated herein by
reference. This Lease shall not inure to the benefit of any third party. If any provision of this
Lease or its application to any party or circumstances are determined by any court of competent
jurisdiction to be invalid and unenforceable to any extent, the remainder of this Lease or the
application of such provision to such person or circumstances, other than those as to which it is so
determined invalid or unenforceable, will not be affected thereby, and each provision hereof will
be valid and will be enforced to the fullest extent permitted by law. Time is of the essence. This
Lease may be executed in any number of counterparts, each of which shall be deemed an original,
but all of which shall constitute one and the same instrument. In the event of any litigation relating
to this Lease or the transactions described herein, the prevailing party shall be entitled to recover
its reasonable attorney's fees and expenses from the non-prevailing party. This Lease shall be
construed and enforced in accordance with the laws of the State of Georgia. This Lease is the
entire agreement between the parties with respect to the subject matter hereof and no alteration,
modification or interpretation hereof shall be binding unless in writing and signed by the parties
hereto.
[EXECUTION ON FOLLOWING PAGE]
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IN WITNESS WHEREOF, Landlord and Tenant have caused this Lease to be duly
executed under seal effective the day and year first above written as the date of these presents.
Signed, sealed and delivered in the Augusta, Georgia
presence o£ _
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Unofficial Witness Paul S. Simon
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01026022-2 6
EXHIBIT"A"
Renderings of the Reynolds Street Bridge and the Ninth Street Bridge.
MAmmINum STOREFRONT FRA NNG
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NEIN.ROOF kM TCN PARKING DECK)
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SIGNAGE
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PANEL
STEE�STRUCrURE
wr ACa CLADDING
st
Reynolds Street Bridge
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Ninth Street Bridge
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