Exhibit G - Lease Agreement.pdf

DRAFT

Form – State-Owned Property Lease 1 Rev. 1/2019

STATE OF COLORADO

OFFICE OF THE STATE ARCHITECT

REAL ESTATE PROGRAMS

STANDARD

LEASE AGREEMENT [STATE-OWNED REAL ESTATE]

LESSOR

LESSEE

LOCATION

Form – State-Owned Property Lease 2 Rev. 1/2019

INSTRUCTIONS:

1) This Lease Agreement [State-Owned Real Estate] is designed for use by state agencies in leasing space in facilities owned by the State of Colorado to non-state entities.

2) If at any time a user of this form determines that a certain paragraph should not be included, simply strike through the entire paragraph following such paragraph's number and title. That way a later reviewer of the lease can immediately determine if and where the lease differs from the standard form, and subsequent paragraphs need not be renumbered to preserve sequential numbering. Each strike through should be initialed by the person signing the agreement of behalf of each party Additions to the form should be indicated in bold type.

3) In order to use the check boxes, double click on the box and choose the checked or not checked option.

4) Any terms and conditions unique to a particular lease may be succinctly stated under Paragraph #29, Additional Provisions. When the wording of the standard form is expected to be significantly changed to accommodate the agreement reached between the parties, the proposed language must be sent to the Real Estate Program for review and pre-approval before signature.

5) As a revenue-generating contract with no disbursement of state funds involved, the State Controller’s Office is not required to approve the lease. Signature on behalf of the Attorney General’s Office will be by the agency’s designated legal counsel.

6) Don’t forget to check the page numbers in the table of contents to accommodate spacing changes.

7) If you have questions or need assistance in using this form, call Real Estate Programs at 303-866-5458.

Form – State-Owned Property Lease 3 Rev. 1/2019

STATE OF COLORADO

OFFICE OF THE STATE ARCHITECT

REAL ESTATE PROGRAMS

STANDARD LEASE AGREEMENT [STATE-OWNED REAL ESTATE]

TABLE OF CONTENTS

ITEM PAGE

1. PREMISES 1

2. USE OF PREMISES 1

3. PARKING 2

4. LESSOR'S OWNERSHIP 2

5. WORK REQUIREMENTS 2

6. TERM OF LEASE 3

7. RENT 3

8. SERVICES AND GOVERNMENTAL CHARGES 3

9. PAYMENT OF RENT 4

10. SECURITY DEPOSIT 4

11. HOLDING AFTER TERMINATION 4

12. MAINTENANCE AND REPAIRS 5

13. ALTERATIONS TO PREMISES 5

14. INSURANCE 6

15. ASSIGNMENT AND SUBLETTING 6

16. EMINENT DOMAIN 6

17. CASUALTY 7

18. LESSEE'S PERSONAL PROPERTY 7

19. DEFAULT PROVISIONS 8

20. REMEDIES 8

21. ENVIRONMENTAL MATTERS 9

22. APPLICABLE LAW 10

23. TIME FOR PERFORMANCE 10

24. COMPLETE AGREEMENT 10

25. CAPTIONS, CONSTRUCTION, AND BINDING EFFECT 10

26. SEVERABILITY 10

27. NO BENEFICIAL INTEREST 10

28. NOTICE 11

29. LESSOR LIABILITY EXPOSURE 11

30. LESSEE’S INDEMNIFICATION 11

31. ADDITIONAL PROVISIONS 11

32. SIGNATURES 12

Form – State-Owned Property Lease 4 Rev. 1/2019

LEASE AGREEMENT

[State-Owned Real Estate]

THIS LEASE AGREEMENT, made and entered into this _________ day of ______________, 20___, by and between THE STATE OF COLORADO, acting by and through the DEPARTMENT OF ____________________________________________________, hereinafter referred to as "Lessor", and ______________________________________________ whose address or principal place of business is ____________________________________________________, and hereinafter referred to as "Lessee".

WITNESSETH:

WHEREAS, the Lessor owns certain property herein identified, which Lessee desires to lease according to the terms of the Lease;

WHEREAS, authority exists in the Law for the Lessor to lease the property.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. PREMISES

Lessor hereby leases and demises unto Lessee the Premises, hereinafter referred to as “Premises” within the building located at _____________________________________, hereinafter referred to as “Building” (including land, improvements and other rights appurtenant thereto). The Premises, commonly known and described as _______________________________________________________________, includes approximately ___________________________________(___________) square feet of rentable floor area; the leased Premises being as shown on the plat attached hereto, made a part hereof and marked “Exhibit ___”.

2. USE OF PREMISES

A. Lessee agrees that the Premises shall be used and occupied only as _________________________________________________ in a careful, safe, and proper manner, and that it will pay on demand for any damage to the Premises caused by the misuse of same by it, its guests, invitees, agents, or employees.

B. Lessee shall not use or permit the Premises to be used for any purposes prohibited by the laws, ordinances or regulations of the United States, the State of Colorado or other governmental entity with jurisdiction.

C. Lessee shall not use or keep any substance or material in or about the Premises, which may reduce or void the insurance coverage on said building or increase risks associated with the use or occupancy of the Premises, or which may prove offensive or annoying to persons occupying adjacent premises.

D. Lessee shall not permit any nuisance in the Premises.

3. PARKING Check applicable provision(s)

Form – State-Owned Property Lease 5 Rev. 1/2019

As part of the monthly Rent, the Lessee shall be provided _______ [number] of designated parking spaces and ______ [number] of general parking spaces for use by Lessee’s guests, invitees, agents and employees. Lessor shall provide Lessee a written description and location of the spaces prior to execution of the Lease.

Lessee and Lessee’s guests, invitees, agents and employees shall have the privilege to use parking as designated by the Lessor upon payment of normal parking fees to be paid by Lessor or Lessor’s employees and acceptance of Lessor’s published parking rules and regulations. Lessee agrees that such use shall be at the sole risk of Lessee, Lessee’s guests, invitees, agents and employees and Lessor shall not be liable for any injury or damage occasioned by such use.

Not Applicable.

OTHER:

Lessee shall use all reasonable efforts to confine parking to the areas designed by the Lessor and to refrain from interfering with the use of the parking area in the Building by other tenants and their customers, invitees and employees.

4. LESSOR’S OWNERSHIP

Lessor warrants and represents itself to be the owner of, or the authorized representative or agent of the owner of, the leased Premises in the form and manner as stated herein, and during the term of this lease covenants and agrees to warrant and defend Lessee in the quiet, peaceable enjoyment and possession of the leased Premises. In the event of any dispute regarding Lessor’s ownership, Lessor shall immediately, upon request from and at no cost to Lessee, furnish proof thereof by delivering to Lessee an “Ownership and Encumbrance Letter” issued by a properly qualified title insurance company.

5. WORK REQUIREMENTS Check applicable provision

None

Prior to the Premises being occupied by Lessee, Lessor agrees to:

All tenant finish alterations in the Premises, now and hereafter undertaken, shall be designed and constructed in accordance with the technical design specifications of the Uniform Federal Accessibility Standards, latest edition.

Form – State-Owned Property Lease 6 Rev. 1/2019

6. TERM OF LEASE

The term of this Lease shall commence on the ______ day of ________________ 20____ and end on the _____ day of ________________ 20____, unless terminated sooner, as provided herein.

7. RENT

Lessee hereby agrees to pay to Lessor monthly rent (“Rent”) each and every month, payable in U.S.

Dollars, without further notice and without any setoff or deduction whatsoever, for the full term shown below:

ANNUALIZED

TERM DATE (S) TERM RENT MONTHLY RENT SQ. FOOT COST

8. SERVICES AND GOVERNMENTAL CHARGES Check applicable provision(s)

The Rent paid by Lessee includes the following services and governmental charges:

NONE Snow removal

Real estate taxes Telecomm and IT services

Water Trash collection and removal

Sewer Landscaping services

Heat Janitorial services __ days/week

Air conditioning Parking per section 3

Natural gas or other fuel Security

Electricity Window washing in/outside __ times/yr

Elevator service Govt charges or assessments

Storm drainage Other:

Form – State-Owned Property Lease 7 Rev. 1/2019

Telephone

SERVICES PAID BY LESSEE: If “NONE” is checked [or if a listed service or governmental charge is not checked], the service or governmental charge is not included in the Rent and is to be paid separately by the Lessee. If Lessee is responsible for payment of water, heat, gas, electricity, sewer, and any other governmental charges or assessments (collectively, the “Utilities”) which are assessed, imposed, or become a lien upon the Premises or the contents, or become payable during the term of this Lease, Lessee agrees to contract in its own name for the service and promptly pay all charges and assessments.

If Lessee is responsible for payment of assessment for storm drainage, Lessee shall pay a fractional portion of assessments in an amount proportional to the percentage of the Premises to the property assessed.

Lessee agrees that Lessor shall not be liable for any loss or damage caused by interruption or failure of utility services serving the Premises.

9. PAYMENT OF RENT

All payments are to be made in advance on the first day of each calendar month during the term of this Lease to Lessor at the offices of:

_________________________________________________________________________[Address] _________________________________________________________________________[Address] ______________________________________[City] ______________[State] __________[Zip Code]

(or at such other place as Lessor may designate in writing from time to time).

If the term herein commences on a day other than the first day of a calendar month, then Lessee shall pay to Lessor the rental for the number of days that exist prior to the first day of the succeeding month, with a similar adjustment being made at the termination of this Lease.

If the Rent remains unpaid for a period of ten (10) days, a penalty in the amount of $_____________ [or ___% of the monthly Rent] shall be assessed against Lessee.

10. SECURITY DEPOSIT Check applicable provision(s)

THIS LEASE DOES NOT REQUIRE A SECURITY DEPOSIT.

THIS LEASE REQUIRES PAYMENT OF A SECURITY DEPOSIT AS FOLLOWS:

Lessee shall, as of the date of this Lease, deposit the sum of $_________________________, the receipt of which is hereby acknowledged, as security for the faithful performance of all terms, conditions, and covenants of this Lease (“Security Deposit”). If Lessee defaults in the performance of any of the provisions of this Lease, Lessor shall have the right, but not the obligation, to use all or a portion of the Security Deposit to remedy any such default. Lessee shall immediately upon request pay to Lessor any and all such expenditures so that Lessor will at all times have the full amount of the Security Deposit as security. Upon the termination of this Lease, Lessee, if not then in default, shall be entitled to the return of the Security Deposit (without interest thereon) or so much thereof as has not been lawfully expended by Lessor.

Form – State-Owned Property Lease 8 Rev. 1/2019

11. TERMINATION – HOLDING AFTER TERMINATION

Upon termination of this Lease, either by lapse of time or otherwise, Lessee shall peaceably surrender the Premises in good condition and repair, except for ordinary wear and tear. Lessee shall remove all personal property upon such termination and shall repair all damage to the Premises caused by such removal.

If Lessee shall fail to vacate the Premises upon expiration or sooner termination of this lease and remain in possession of said Premises, without a written agreement as to such possession, then such holding over shall be deemed to be a tenancy from month-to-month at a new rental of one hundred-fifty (150) percent of the rent being paid by Lessee as of the date of expiration or sooner termination pursuant to the Lease. Such possession shall be subject to all the laws of the State of Colorado applicable to such tenancy and subject to all of the other terms and conditions (except any option to renew) contained in this Lease.

12. MAINTENANCE AND REPAIRS

A. Lessor’s Obligations. Lessee has inspected and accepts the Premises in its present condition and acknowledges that the Premises are tenantable and in good condition. Except as provided in this Lease, Lessor shall have no obligation of any kind to make any expenditures of any nature upon the Premises, including damage arising from an act or the negligence of Lessee, its agents or employees.

Lessor shall have the right to enter the Premises at reasonable times for the purpose of making necessary inspections and repairs or maintenance.

Unless otherwise agreed in writing to the contrary, Lessor shall maintain the exterior of the building, the roof, the structural components of the building, and building systems in good order and repair, except for damage or injury caused by Lessee or its guests, invitees, agents, or employees, including, without limitation, damage to the heating, plumbing, and electrical systems caused by Lessee’s failure to properly operate or provide routine maintenance to the systems, in which case Lessee shall be responsible for all costs of repair or replacement resulting from such action or inaction.

B. Lessee’s Obligations. Lessee shall, at its sole expense, maintain, repair, and keep the Premises in good order. In addition, Lessee shall be responsible for the routine maintenance of the heating and plumbing systems and replacement of lights and bulbs. If Lessor is not required by this Lease to provide snow removal services, Lessee agrees to remove snow, ice or any other obstructions from the sidewalks around the Premises and from parking areas and agrees to keep the Premises clean and in a sanitary condition as required by any applicable laws, ordinances or regulations.

In the event Lessee shall fail to commence any necessary repairs or diligently pursue the completion of any repairs, Lessor, in addition to all other remedies available under this Lease (and without waiving any other remedies) may make the repairs, the cost of which shall become due and payable as additional Rent 30 days after notice to Lessee. Lessee shall not permit, commit, or suffer waste, impairment, or deterioration of the Premises or the improvements thereon or any part thereof, reasonable wear and tear excepted.

13. ALTERATIONS TO PREMISES

Lessee shall not make any structural or non-structural changes or alterations to the Premises without the prior written approval of Lessor, which approval may be withheld at the sole and absolute discretion of Lessor. This includes, but is not limited to, any change or alteration which, in the sole discretion of Lessor, impairs the structural soundness or diminishes the value of the building(s) on the Premises; impacts the exterior appearance of the Premises; changes the interior configuration of the Premises; or adversely impacts the functioning of the wiring, plumbing, heating, air conditioning, sewer, or other similar systems. Such approval by Lessor shall commonly require that When performing approved

Form – State-Owned Property Lease 9 Rev. 1/2019 changes or alterations, Lessee shall: (1) procure all required municipal and other governmental permits;

(2) perform all work in a good and workmanlike manner and in compliance with all building and zoning laws, including Colorado State Buildings design and code requirements; (3) provide adequate insurance;

and (4) provide indemnification against mechanics’ liens.

Lessee shall not erect nor install any exterior or interior window or door signs or advertising media or window or door lettering or placards on any portion of the Premises without the prior written consent of Lessor. Lessee agrees not to use any advertising media that shall be deemed objectionable in the reasonable opinion of Lessor, including, without limitation, loudspeakers that can be heard outside the Premises.

Lessee shall not install any exterior lighting or plumbing fixtures, shades, or awnings, or any exterior decorations or painting, or build any fences or make any changes to the outside of the Premises without the prior written consent of Lessor. All alterations, additions, improvements, and fixtures that may be made or installed by either of the parties hereto upon the Premises or improvements thereon and which in any manner are attached to the floors, walls or ceilings shall be the property of Lessor and at the termination of this Lease shall remain upon and be surrendered with the Premises as a part thereof.

14. INSURANCE

Lessee shall at its sole cost and expense, during the entire term hereof, carry and maintain the following insurance written as primary policies, exclusive of any coverage Lessor may carry and in the amounts specified below, or at such other amounts as Lessor shall, from time to time, reasonably request, with insurance companies and in a form satisfactory to Lessor:

A. Public liability and property damage liability insurance with a combined single occurrence limit of not less than $1,000,000 and shall include contractual liability insurance applicable to Lessee’s obligations hereunder.

B. Fire and extended coverage insurance covering all of Lessee’s equipment, trade fixtures, appliances, furniture, furnishings, and personal property from time to time in, on, or upon the Premises in an amount not less than the full replacement cost without deduction for depreciation.

C. The liability insurance referred to hereinbefore shall name Lessor as an additional insured.

D. A copy of every policy or certificate of insurance pertaining to this provision shall be delivered to Lessor within thirty (30) days of the execution of this Lease. Such insurance shall not be cancelable without thirty (30) days’ prior written notice thereof to Lessor and shall permit Lessee to waive its rights of subrogation, which, by execution of this Lease, Lessee hereby waives.

15. ASSIGNMENT AND SUBLETTING

Neither this Lease nor any interest herein may be assigned by Lessee, voluntarily or involuntarily, by operation of law or otherwise. In addition, Lessee agrees that it will not sublet the Premises, or any part thereof, or any interest therein, without the prior written consent of Lessor, which consent shall not be unreasonably withheld. No assignment or subletting shall release Lessee from any responsibility or liability hereunder. Any subletting or assignment in violation of this Section shall be null and void.

16. EMINENT DOMAIN

A. Complete Taking. If the whole or substantially all of the Premises shall be taken as a result of the exercise of the power of eminent domain, this Lease shall terminate as of the date of vesting of title of the Premises or delivery of possession, whichever event shall first occur, pursuant to such proceeding. For

Form – State-Owned Property Lease 10 Rev. 1/2019 the purpose of this Section, “substantially all of the Premises” shall be deemed to have been taken if a taking under any such proceeding shall involve such an area that Lessee cannot reasonably operate in the remainder of the Premises the business being conducted on the Premises at the time of such proceeding.

B. Partial Taking. If less than substantially all of the Premises shall be taken by eminent domain, Lessor has the option to either (1) terminate this Lease by written notice, or (2) reduce the Rent thereafter due and payable by Lessee in such proportion as the nature, value, and extent of the part so taken bears to the whole of the Premises. If Lessor chooses the rent reduction option, then Lessor shall, from the proceeds of the condemnation, restore the Premises for the use of Lessee. If the proceeds of the condemnation are not sufficient to properly restore the Premises, then Lessee shall pay any deficiency between the condemnation proceeds and the restoration costs.

C. Award. Any award granted for either partial or complete taking regarding the Premises shall be the exclusive property of Lessor. Notwithstanding the foregoing, should the Lease survive a partial taking, nothing herein shall preclude Lessee from pursuing its separate award.

17. CASUALTY

If the Premises are materially damaged, as determined by Lessor, in its sole judgment, by an act of God, fire, or other catastrophe, then Lessor may terminate this Lease from the date of the occurrence of such damage. If Lessor terminates the Lease, then Lessee shall surrender the Premises and all interest therein, and Lessor may re-enter and take possession of the Premises and remove Lessee therefrom.

Lessee shall pay Rent, duly apportioned, up to the time of such termination of this Lease.

Lessor may, however, in the alternative, elect not to terminate this Lease, in which case it shall repair the damage so done with all reasonable speed, and the Rent shall be abated on a pro rata basis only for the period during which Lessee shall be deprived of the use some or all of the Premises by reason of such damage and the repair thereof. The Rent, until the completion of such repairs or restoration, shall abate in proportion to the area of the Premises which is unusable by Lessee.

If the Premises, without the fault of Lessee, shall be slightly damaged by fire or other catastrophe but not so as to render the same untenantable, Lessor, after receiving notice in writing of the occurrence of the injury, shall cause the same to be repaired with reasonable promptness; but in such event, there shall be no abatement of the Rent.

18. LESSEE’S PERSONAL PROPERTY

A. Loss or Damage. Lessee agrees that all property of the Lessee, it’s agents, employees, customers and guests kept or stored on the Premises or in the building shall be the sole risk of the Lessee and Lessor shall not be held liable for any damage or loss to any of Lessee’s personal property of any kind or description whatsoever, or for damage or loss suffered by the business or occupation of Lessee caused by (1) bursting, overflowing or leaking of water, sewer, or steam pipes; (2) heating or plumbing fixtures, or from electric wires; (3) from gases or odors; or (4) caused in any other manner whatever, except the gross negligence of Lessor.

B. Removal. If Lessee fails to remove all its effects from the Premises upon abandonment or upon the termination of this Lease for any cause whatsoever, Lessor, at its option, may remove the same in any manner that it shall choose, and store the effects without any liability to Lessee for loss or damage.

Lessee agrees to pay Lessor on demand any and all expenses incurred in such removal, including court costs, attorneys’ fees, and storage charges. Lessor, at its option and without notice, may sell said effects, or any of the same, at public or private sale, for such prices as Lessor may obtain. The proceeds of such sale may be applied to any amounts due Lessor under this Lease, including removal expense. If said

Form – State-Owned Property Lease 11 Rev. 1/2019 property, or any portion thereof, shall be offered at public auction, Lessor may become the purchaser thereof.

19. DEFAULT PROVISIONS

The occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Lessee:

A. Failure to Pay Rent. Lessee failing to pay the Rent or Additional Rent herein required within ______ days from the date when due.

B. Failure to Pay Other Costs. Lessee failing to make any other payments required to be made by Lessee when due, where such failure shall continue for a period of 30 days following written notice from Lessor to Lessee.

C. Failure to Keep Covenants. Lessee failing to perform or keep any of the terms, covenants, or conditions of this Lease, where such failure shall continue for a period of 30 days following written notice from Lessor to Lessee.

D. Abandonment. Lessee abandoning the Premises.

E. Insolvency.

1) Lessee making an assignment for the benefit of creditors, filing a petition commencing a voluntary case under any chapter of the Bankruptcy Code, 11 U.S.C. § 101 et seq. (the “Bankruptcy Code”), being adjudicated an insolvent, filing a petition seeking for itself any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar arrangement under the Bankruptcy Code or any other present or future statute, law, rule, or regulation, or file an Answer admitting the material allegations of a petition filed against it in any such proceeding, consent to the filing of such a petition, or acquiesce in the appointment of a trustee, receiver, custodian, or other similar official for it or of all or any substantial part of its assets or properties, or take any action looking to its dissolution or liquidation.

2) A case, proceeding or other action is instituted against Lessee seeking the entry of an order for relief against Lessee, to adjudicate Lessee as a bankrupt or insolvent, or seeking reorganization, arrangement, readjustment, liquidation, dissolution, or similar relief against Lessee under the Bankruptcy Code or other present or future statute, law, rule, or regulation, which case, proceeding, or other action either results in such entry, adjudication, or issuance, or entry of any other order or judgment having a similar effect or remains undismissed for 60 days, or within 60 days after the appointment without Lessee’s consent or acquiescence of any trustee, receiver, custodian, or other similar official for it or of all or any substantial part of its assets and properties, such appointment shall not be vacated.

20. REMEDIES

In the event of an occurrence of default as set forth above, Lessor shall have the right to:

A. Terminate Lease. Terminate this Lease by giving Lessee written notice of such termination. After termination, Lessor shall be entitled to recover from Lessee the amount of unpaid Rent earned at the time of termination and the amount of future unpaid Rent for the balance of the term of this Lease (had the Lease not been terminated by Lessor), the latter of which shall be discounted at the discount rate established at the Federal Reserve Bank of Kansas City, Kansas, at the time of termination; or

B. Sue Monthly. Sue monthly for and recover all Rent, other required payments due under this Lease, and other sums including damages, litigation-related costs and attorney fees at any time and from

Form – State-Owned Property Lease 12 Rev. 1/2019 time to time accruing hereunder (without resuming possession of the Premises or terminating this Lease);

or

C. Repossess Premises. After notice, re-enter and take possession of the Premises, expel Lessee and those claiming by, through or under Lessee and remove the effects of both or either (forcibly, if necessary) without being liable for prosecution thereof, without being deemed guilty in any manner of trespass and without prejudice to any remedies for Rent delinquencies or preceding Lease defaults.

Lessor may then from time to time, without terminating this Lease, relet the Premises. Such re-entry or taking of possession of the Premises by Lessor shall not be construed as an election on Lessor’s part to terminate this Lease unless a written notice of termination is given to Lessee. In the event of Lessor’s election to proceed under this Section, then such repossession shall not relieve Lessee of its obligation and liability under this Lease, all of which shall survive such repossession. Lessee shall pay to Lessor as current liquidated damages the Rent specified in this Lease which would be payable hereunder if such repossession had not occurred, less the net proceeds (if any) of any reletting of the Premises after deducting all of Lessor’s expenses in connection with such reletting, including but without limitation all repossession costs, brokerage commissions, legal expenses, and attorneys’ fees. Lessee shall pay such current damages to Lessor on the days on which the Rent would have been payable hereunder if possession had not been retaken.

21. ENVIRONMENTAL MATTERS

The parties agree not to use, produce, treat, generate, release, discharge, store, transport, or cause to be transported, or dispose of any hazardous substances at, on, under, in, or about the premises or the building. The term “hazardous substances” shall mean any toxic or hazardous or noxious substance, material, or waste which is regulated by any local government authority having jurisdiction over the Premises, the State of Colorado, or the United States government, including but not limited to:

A. Any oil or petroleum compounds, flammable substances, explosives, radioactive materials, or any other materials or pollutants which pose a hazard to the Premises or to persons on or about the Premises or cause the Premises to be in violation of any environmental laws, including all federal, state and local laws, statutes, regulations, or ordinances relating to the environment, and/or public health and safety (“Environmental Laws”);

B. Asbestos or any asbestos-containing material of any kind or character which is now or may potentially become friable;

C. Polychlorinated biphenyls (“PCBs”), as regulated by the Toxic Substances Control Act, 15 U.S.C.

§ 2601 et seq.; or

D. Any materials or substances now or hereafter defined or designated as: “hazardous substances” pursuant to Section 311 of the Clean Water Act, 33 U.S.C. § 1251 et seq.; “hazardous waste” pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. § 6901 et seq.; “hazardous substances” pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. § 9601 et seq.; or “chemical substance,” “new chemical substance,” or “hazardous chemical substance or mixture” pursuant to Sections 3, 6 and 7 of the Toxic Substances Control Act, 15 U.S.C. § 2601 et seq., or by any successor statute to these statutes, or by any regulation now or hereafter promulgated pursuant to said statutes or their successors.

Lessee also agrees that it will notify Lessor in writing within ten days of its receipt of any notice of a violation of any Environmental Laws during the term of this Lease. Said notice shall include a copy of such notice of violation.

Lessee shall take no action to disturb or disrupt existing asbestos within the building or the Premises, if any. Should remediation of asbestos be required by an appropriate governmental entity, unless it is the

Form – State-Owned Property Lease 13 Rev. 1/2019 result of Lessee’s breach of this provision, either party may terminate this Lease upon 30 days’ notice to the other, whereupon all responsibilities of both parties relating to this Lease shall terminate.

22. APPLICABLE LAW

The laws of the State of Colorado and rules and regulations issued pursuant thereto shall be applied in the interpretation, execution and enforcement of this lease. Any provision of this lease, whether or not incorporated herein by reference, which provides for arbitration by any extra-judicial body or person or which is otherwise in conflict with said laws, rules and regulations shall be void and unenforceable in any action at law.

23. TIME FOR PERFORMANCE

Time is of the essence in the execution and performance of this Lease and of all of its provisions.

24. COMPLETE AGREEMENT

This lease, including all exhibits, supersedes any and all prior written or oral agreements and there are no covenants, conditions or agreements between the parties except as set forth herein. No prior or contemporaneous addition, deletion, or other amendment hereto shall have any force or effect whatsoever unless incorporated herein in writing. No novation, renewal, addition, deletion or other amendment hereto shall have any force or effect unless in writing and signed by all parties hereto.

25. CAPTIONS, CONSTRUCTION, AND BINDING EFFECT

The captions and headings used in this lease are for identification only, and shall be disregarded in any construction of the lease provisions. All of the terms of this lease shall inure to the benefit of and be binding upon both the Lessor and the Lessee.

26. SEVERABILITY

If any provision of this lease shall be determined to be invalid, illegal, or without force by a court of law or rendered so by legislative act then the remaining provisions of this lease shall remain in full force and effect.

27. NO BENEFICIAL INTEREST

The signatories aver that to their knowledge, no state employee has any personal or beneficial interest whatsoever in the service or property described herein.

28. NOTICE

Any notice required or permitted by this lease may be delivered in person or sent by registered or certified mail, return receipt requested, to the party at the address as hereinafter provided, and if sent by mail it shall be effective when posted in the U.S. Mail Depository with sufficient postage attached thereto:

Lessor: ___________________________ Lessee: __________________________

Form – State-Owned Property Lease 14 Rev. 1/2019

_________________________________[Address] _________________________________[Address] _________________________________[Address] _________________________________[Address] ___________________[City] _________[Zip Code] ___________________[City] _________[Zip Code]

With a copy delivered to:

Real Estate Programs 1525 Sherman Street, Suite 112 Denver, CO 80203

Notice of change of address shall be treated as any other notice.

29. LESSOR LIABILITY EXPOSURE

Notwithstanding any other provision of this lease to the contrary, no term or condition of this lease shall be construed or interpreted as a waiver of any provision of the Colorado Governmental Immunity Act, §24-10-101 et seq., C.R.S., as now or hereafter amended. The parties hereto understand and agree that liability for claims for injuries to persons or property arising out of the negligence of the State of Colorado, its departments, institutions, agencies, boards, officials and employees is controlled and limited by the provisions of §24-10-101, et seq., C.R.S., as now or hereafter amended and §24-30-1501, et seq., C.R.S., as now or hereafter amended. Any provision of this lease, whether or not incorporated herein by reference, shall be controlled, limited and otherwise modified so as to limit any liability of the Lessor to the above cited laws.

30. LESSEE’S INDEMNIFICATION

Lessee agrees to hold harmless and indemnify Lessor from and against any and all losses, damages, liens, claims, demands, debts, obligations, liabilities, fines, penalties, suits or actions, judgments, and costs of any kind whatsoever (including reasonable attorney’s fees) related to the use of the Premises, caused by any act, omission or neglect of the Lessee or Lessee’s employees, guests, invitees or assignees.

31. ADDITIONAL PROVISIONS

Form – State-Owned Property Lease 15 Rev. 1/2019

IN WITNESS WHEREOF, the parties hereto have executed this lease agreement on the day and year first above written.

LESSOR

STATE OF COLORADO

Jared S. Polis, Governor Acting by and through The Department of _________________________

By: ______________________________________

LESSEE:

(If Corporation) Attest (Seal) By: _____________________________________

Title: ____________________________________ Name

By:

Secretary

APPROVED: APPROVED:

STATE OF COLORADO STATE OF COLORADO

DEPARTMENT OF PERSONNEL & ADMINISTRATION

REAL ESTATE PROGRAMS Philip J. Weiser, Attorney General

By:

By _____________________________________

For the Executive Director State Lease I.D.#: ____-____-____-____-____-____-___