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Res 1363 - Comm Lease/Purch Agm COUNCil Bill NO. 1724 RESOLUTION NO. 1363 A RESOLUTION ENTERING INTO A COMMERCIAL lEASE AND PURCHASE AGREEMENT WITH RODNEY M. SENTER FOR A BUilDING lOCATED AT 121 "B" STREET IN THE CITY OF WOODBURN AND AUTHORIZING THE MAYOR TO SIGN SUCH AGREEMENT. WHEREAS, the City of Woodburn has a need for additional space for its water and street division, and WHEREAS, a building owned by Rodney M. Senter and located at 121 "B" Street in the City of Woodburn meets these needs, and WHEREAS, a commercial lease and purchase agreement for the property at 121 "B" Street has been developed; NOW, THEREFORE THE CITY OF WOODBURN RESOLVES AS FOLLOWS: Section 1. That the city of Woodburn enter into a Commercial Lease and Purchase Agreement with Rodney M. Senter for a building at 121 "B" Street in the City of Woodburn. A copy of said letter is attached hereto as Exhibit" A" and, by this reference, incorporated herein. Section 2. That the Mayor of the City of Woodburn is authorized to sign said agreement on behalf1-('t ~ ~ f) ~ G ~ 2' 0 ~1 b Approved as to form: I. (~-- . . City Attorney Date APPROVED: Passed by the Council Submitted to the Mayor Approved by the Mayor Filed in the Office of the Recorder ATTEST: ;f/<~ Mary nnant, City Recorder City of Woodburn, Oregon Page 1 - COUNCIL BILL NO. 1724 ,. June 24, 1996 June 25, 1996 June 25, 1996 June 25, 1996 RESOLUTION NO. 1363 COMMERCIAL LEASE AND PURCHASE AGREEMENT DATED: July 1, 1996 BETWEEN: RODNEY M. SENTER WILMA SENTER 14557 Union School Road NE Woodburn OR 97071 LANDLORD AND: CITY OF WOODBURN an Oregon municipal corporation 270 Montgomery Street Woodburn OR 97071 TENANT Landlord leases to Tenant that certain building enclosing approximately 11,200 square feet located at 121 "B" Street, Woodburn, Oregon, on the terms and conditions stated below: 1. TERM AND POSSESSION: The term of this lease shall commence on July 1, 1996, and continue through October 1, 1996. Tenant's right to possession and obligations under the lease shall commence on July 1, 1996. 2. RENT: Tenant shall pay to Landlord as rent the sum of $4,000.00 per month. Rent shall be payable on the first day of each month in advance at such place as may be designated by Landlord. All taxes, insurance costs, utility charges which Tenant is required to pay by this lease, and any other sum which Tenant is required to pay to Landlord or third parties shall be additional rent. 3. PERSONAL PROPERTY INCLUDED: The following personal property is included as part of this lease and the purchase set forth in this agreement: (a) one (1) 10 horse power air compressor with air dryer and piping (b) one (1) water cooler (c) six (6) fire extinguishers (d) restroom fixtures (e) one (1) ten gallon water heater 4. REMOVAL OF EOUIPMENT AND SUPPLIES: Landlord shall remove and dispose of all equipment and supplies currently located in the building associated with Landlord's previous use of wood processing prior to July 1, 1996. Page 1 _ SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ....__... '.' ..._..... '".'''~''~_''.''''..'' ._.... _.,. ...........__..... .,_~N._'.-..-.~'---"____~."'__"_.,,_"_ -, 5. USE OF THE PREMISES: The premises shall be used for warehouse purposes and for no other purpose without the consent of Landlord, which consent shall not be withheld unreasonably. In connection with use of the premises Tenant shall: (a) Conform to all applicable laws and regulations of any public authority affecting the premises and the use and correct at Tenant's own expense any failure of compliance created through Tenant's fault or by reason of Tenant's use, but Tenant shall not be required to make any structural changes to effect such compliance unless such changes are required because of Tenant's specific use. (b) Refrain from any activity which would make it impossible to insure the premises against casualty, would increase the insurance rate, or would prevent Landlord from taking advantage of any ruling of the Oregon Insurance Rating Bureau or its successor allowing Landlord to obtain reduced premium rates for long-term fire insurance policies, unless Tenant pays the additional cost of the insurance. (c) Refrain from any use which would by reasonably offensive to other tenants or owners or users of neighboring premises or which would tend to create a nuisance or damage the reputation of the premises. (d) Refrain from loading the floors beyond the point considered safe by a competent engineer or architect selected by Landlord. (e) Refrain from making any marks on or attaching any sign, insignia, antenna, aerial, or other device to the exterior or interior walls, windows, or roof of the premises without the written consent of Landlord, which consent shall not be withheld unreasonably. (f) Refrain from storing on or discharging from or onto the Property any hazardous wastes or toxic substances as defined in 42 USC ~~960l-9657. 6. TENANT'S OBLIGATIONS OF REPAIR AND MAINTENANCE: The following shall be the responsibility of Tenant: (a) Repairs of walls, ceilings, doors and windows and related hardware, light fixtures, switches, and wiring and plumbing. (b) Any repairs necessitated by the negligence of Tenant, its agents, employees, and invitees. (c) Ordinary maintenance of the heating system and any repairs necessary because of improper maintenance. (d) Any repairs or alternations required under Tenant's obligation to comply with Page 2 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT _.'.--.,......--_..~,.~""--~.~...~~,,',.~_..-------- laws and regulations as set forth in paragraph 5(a) above, with the exception of structural changes. (e) All other repairs to the premises which Landlord is not required to make under paragraph 5 above. 7. INSPECTION OF PREMISES: Landlord shall have the right to inspect the premises at any reasonable time or times to determine the necessity of repair. Whether or not such inspection is made, the duty of Landlord to make repairs shall not mature until a reasonable time after Landlord has received from Tenant notice in writing of the repairs that are required. 8. ALTERATIONS: Tenant shall make no improvements or alterations on the leased premises of any kind without first obtaining Landlord's written consent. All improvements and alterations performed on the leased premises by either Landlord or Tenant shall be the property of Landlord when installed unless the applicable Landlord's consent or work sheet specifically provides otherwise. 9. INSURANCE: Tenant shall keep the leased premises insured at Tenant's expense against fire and other risks covered by a standard fire insurance policy with an endorsement for extended coverage. The entire proceeds of any insurance in case of loss are to be paid to Landlord to be held, paid and used solely for the repairing, rebuilding and restoration of the building or buildings on account of the injury, damage or destruction of which such insurance moneys have been paid. If either of the parties elects to terminate this lease agreement pursuant to the provisions of Paragraph 12 hereafter, Landlord shall be entitled to all of such proceeds with no obligation to apply any or all of the insurance proceeds to the repair, rebuilding or restoration of the building. Tenant shall bear the expense of any insurance insuring the property of Tenant on the premises against such risks but shall not be required to insure. Neither party shall be liable to the other (or to the other's successors or assigns) for any loss or damage caused by fire or any of the risks enumerated in a standard fire insurance policy with an extended coverage endorsement, and in the event of insured loss neither party's insurance company shall have a subrogated claim against the other. 10. TAXES AND ASSESSMENTS: Tenant shall pay as due all taxes on its personal property located on the leased premises and all general real property taxes and special assessments levied against the leased premises on or after July 1, 1996 or cause said property to be removed from the tax roll. If an assessment for a public improvement is made against the leased premises, Landlord may elect to cause such assessment to be paid in installments in which case all of the installments payable with respect to the lease term shall be treated the same as general real property taxes. Tenant shall be permitted to contest the amount of any tax or assessment so long as such contest is conducted in a manner which does not cause any risk that Landlord's interest in the leased premises will be foreclosed for nonpayment. Landlord shall cooperate in any reasonable manner with such with contest by Tenant. Page 3 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT .-....__.._,._...._..."-_._...,.........~----_._'-- 11. PARTIAL DAMAGE OF PREMISES: If the leased premises are partly damaged and paragraph 12 below does not apply, the property shall be repaired by Tenant at Tenant's expense. Tenant shall repair or replace the damaged or destroyed improvements in a manner satisfactory to Landlord. Upon satisfactory proof of restoration, Landlord shall payor reimburse Tenant from the insurance proceeds for the reasonable cost of repair or restoration. Repairs shall be accomplished with all reasonable dispatch subject to interruptions and delays from labor disputes and matters beyond the control of Tenant. 12. DESTRUCTION OF PREMISES: If the leased premises are destroyed or damaged such that the cost of repair exceeds 40 percent of the value of the structure before the damage, either party may elect to terminate the lease as of the date of the damage or destruction by notice given to the other in writing not more than 45 days following the date of damage. In such event all rights and obligations of the parties shall cease as of the date of termination, and Tenant shall be entitled to the reimbursement of any prepaid amounts paid by Tenant and attributable to the anticipated term. If neither party elects to terminate, Landlord shall proceed to restore the leased premises to substantially the same form as prior to the damage or destruction. Work shall be commenced as soon as reasonably possible and thereafter shall proceed without interruption except for work stoppages on account of labor disputes and matters not under control of Landlord. 13. LIENS: (a) Except with respect to activities for which Landlord is responsible, Tenant shall pay as due all claims for work done on and for services rendered or material furnished to the leased premises and shall keep the premises free from any liens. If Tenant fails to pay any such claims or to discharge any lien, Landlord may do so and collect the cost as additional rent. Any amount so added shall bear interest at the rate of 10 % per annum from the date expended by Landlord and shall be payable on demand. Such action by Landlord shall not constitute a waiver of any right or remedy which Landlord may have on account of Tenant's default. (b) Tenant may withhold payment of any claim in connection with a good faith dispute over the obligation to pay, so long as Landlord's property interest are not jeopardized. If a lien is filed as a result of nonpayment, Tenant shall, within 10 days after knowledge of the filing, secure the discharge of the lien or deposit with Landlord cash or sufficient corporate surety bond or other surety satisfactory to Landlord in an amount sufficient to discharge the lien plus any costs, attorney fees, and other charges that could accrue as a result of a foreclosure or sale under the lien. 14. INDEMNIFICATION: Tenant shall indemnify and defend Landlord from any claim, loss, or liability arising out of or related to any negligent activity of Tenant on the leased premises or any condition of the leased premises in the possession or under the control of Tenant including any such claim, loss, or liability which may be caused or contributed to in whole or in part by Tenant's failure to effect any repair or maintenance required by this lease. Landlord Page 4 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ,-~_. --"'1'-'-'-"~--"-'-'--- shall have no liability to Tenant for any loss or damage caused by third parties or by any condition of the premises. 15. LIABILITY INSURANCE: Tenant shall procure and maintain in force, at its expense, during the term of this Lease public liability insurance. Such coverage shall be adequate to protect against liability for all damage claims through public use of or arising out of accidents occurring in or around the premises and such liability insurance shall be provided in an amount at least equal to the liability limit for public bodies provided under the Oregon Tort Claims Act (ORS 30.260), et seq,) as amended from time to time. 16. LANDLORD'S WARRANTY: Landlord warrants that it is the owner of the leased premises and has the right to lease them free of all encumbrances except those of record. Subject to these exceptions Landlord will defend Tenant's right to quiet enjoyment of the leased premises form the lawful claim of all persons during the lease term. 17. ASSUMPTION OF SOUTHERN PACIFIC LEASE: Tenant shall assume the lessee's interest under the current lease agreement between Landlord and Southern Pacific Transportation Company dated October 24, 1991, through a sublease/subtenancy agreement and shall hold Landlord harmless from any liability therefore after July 1, 1996 including any costs and expenses associated with transfer of the lessee's interest. 18. ASSIGNMENT AND SUBLEASE: No part of the within leased property may be assigned, mortgaged, or subleased, nor may a right of use of any portion of the property be conferred on any third person by any other means, without the prior written consent of Landlord. This provision shall apply to all transfers by operation of law. No consent in one instance shall prevent the provision from applying to a subsequent instance. Landlord shall consent to a transaction covered by this provision when withholding such consent would be unreasonable in the circumstances. 19. EVENTS OF DEFAULT: The following shall be events of default: (a) Default in Rent. Failure of Tenant to pay any rent or other charge within 10 days after it is due. (b) Default in Other Covenants. Failure of Tenant to comply with any term or condition or fulfill any obligation of the lease (other than the payment of rent or other charges) within 20 days after written notice by Landlord specifying the nature of the default with reasonable particularity. If the default is of such a nature that it cannot be completely remedied within the 20-day period, this provision shall be complied with if Tenant begins correction of the default within the 20-day period and thereafter proceeds with reasonable diligence and in good faith to effect the remedy as soon as practicable. (c) Insolvency. Insolvency of Tenant; an assignment by Tenant for the benefit of creditors; the filing by Tenant of a voluntary petition in bankruptcy; an adjudication that Tenant Page 5 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ..-. ....-...-.-.-..,.---.--..----. is bankrupt or the appointment of a receiver of the properties of Tenant; the filing of any involuntary petition of bankruptcy and failure of Tenant to secure a dismissal of the petition within 30 days after filing, attachment of or the levying of execution on the leasehold interest and failure of Tenant to secure discharge of the attachment or release of the levy of execution within 10 days. If the lease has been assigned, the events of default so specified shall apply only with respect to the one then exercising the rights of Tenant under the lease. (d) Abandonment. Failure of Tenant for 30 days or more to occupy the property for one or more of the purposes permitted under this lease unless such failure is excused under other provisions of this lease shall be an abandonment of the property. 20. REMEDIES ON DEFAULT: (a) Termination. In the event of a default the lease may be terminated at the option of Landlord by notice in writing to Tenant. If the lease is not terminated by election of Landlord or otherwise, Landlord shall be entitled to recover damages from Tenant for the default. If the lease is terminated, Tenant's liability to Landlord for damages shall survive such termination, and Landlord may reenter, take possession of the premises, and remove any persons or property by legal action or by self-help with the use of reasonable force and without liability for damages. (b) Reletting. Following reentry or abandonment, Landlord may relet the premises and in that connection may make any suitable alterations or refurbish the premises, or both, or change the character or use of the premises, but Landlord shall not be required to relet for any use or purpose other than that specified in the lease or which Landlord may reasonably consider objectionable. Landlord may relet all or part of the premises, alone or in conjunction with other properties, for a term longer or shorter than the term of this lease, upon any reasonable terms and conditions, including the granting of some rent-free occupancy or other rent concession. (c) Damages. In the event of termination on default Landlord shall be entitled to recover immediately, without waiting until the due date of any future rent or until the date fixed for expiration of the lease term, the following amounts as damages: (i) The loss of reasonable rental value from the date of default until a new tenant has been, or with the exercise of reasonable efforts could have been secured. (ii) The reasonable costs of reentry and reletting including without limitation the cost of any clean up, refurbishing, removal of Tenant's property and fixtures, or any other expense occasioned by Tenant's failure to quit the premises upon termination and to leave them in the required condition, any remolding costs, attorney fees, court costs, broker commissions, and advertising costs. (iii) Any excess of the value of the rent and all of Tenant's other obligations under this lease over the reasonable expected return from the premises for the period commencing on the earlier of the date of trail or the date the premises are relet and continuing through the end of Page 6 - SENTERIWOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT .....---'..."-'_.~"--~_.._---'-....~'-- ~ the term. The present value of future amounts will be computed using a discount rate equal to the prime loan rate of major Oregon banks in effect on the date of trial. 21. REMEDIES CUMULATIVE: The foregoing remedies shall be in addition to and shall not exclude any other remedy available to Landlord under applicable law. 22. NONWAIVER: Waiver by either party of strict performance of any provision of this lease shall not be a waiver of or prejudice the party's right to require strict performance of the same provision in the future or of any other provision. 23. ATTORNEY FEES: If suit or action is instituted in connection with any controversy arising out of this lease, the prevailing party shall be entitled to recover in addition to costs such sum as the court may adjudge reasonable as attorney fees. 24. NOTICES: Any notice required or permitted under this lease shall be given when actually delivered or 48 hours after deposited in United States mail as certified mail addressed to the address first given in this lease or to such other address as may be specified from time to time by either of the parties in writing. 25. SUCCESSION: Subject to the above-stated limitations on transfer of Tenant's interest, this lease shall be binding upon and inure to the benefit of the parties, their respective successors and assigns. 26. LANDLORD'S RIGHT TO CURE DEFAULTS: If Tenant fails to perform any obligation under this lease, Landlord shall have the option to do so after 30 days' written notice to Tenant. All of Landlord's expenditures to correct the default shall be reimbursed by Tenant on demand with interest at the rate of 10% percent per annum from the date of expenditure by Landlord. 27. RECORDATION: This lease shall not be recorded without the consent in writing of Landlord. Landlord shall execute and acknowledge a memorandum of this lease in a form suitable for recording, and Tenant may record the memorandum. 28. ENTRY FOR INSPECTION: Landlord shall have the right to enter upon the premises at any time to determine Tenant's compliance with this lease, to make necessary repairs to the building or to the premises, or to show the premises to any prospective tenant or purchaser, and in addition shall have the right, at any time during the last two months of the term of this lease, to place and maintain upon the premises notices for leasing or selling of the premIses. 29. ARBITRATION: If any dispute arises between the parties [as to a matter which this lease says should be arbitrated, or as to any other question involving apportionment or valuation], either party may request arbitration and appoint as an arbitrator an independent real estate appraiser having knowledge of valuation of rental properties comparable to the leased Page 7 - SENTERIWOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ~'--' ,_,,'~ __~'_A._____. .,_~._._''''_, .....'" premises. The other party shall also choose an arbitrator with such qualifications, and the two arbitrators shall choose a third. If the choice of the second or third arbitrator is not made within 10 days of the choosing of the prior arbitrator, then either party may apply to the presiding judge of the judicial district where the leased premises are located to appoint the required arbitrator. The arbitration shall proceed according to the Oregon statutes governing arbitration, and the award of the arbitrators shall have the effect therein provided. The arbitration shall take place in the county where the leased premises are located. Costs of the arbitration shall be shared equally by the parties, but each party shall pay its own attorney fees incurred in connection with the arbitration. 30. PURCHASE OF PROPERTY BY TENANT: At the termination of this lease on October 1, 1996, Tenant shall purchase the property for the cash purchase price of $295,000.00. In the event that Tenant does not close the purchase on October 1, 1996, the within lease shall renew on a month-to-month tenancy for a monthly lease amount of $4,000 for a term not to exceed one year. In the event that Tenant does not close the purchase on or before October 1, 1997, the month-to-month tenancy shall terminate. 31. CONDITIONS PRECEDENT TO CLOSING: In addition to any other conditions contained in this Agreement, set forth below are certain conditions precedent for the benefit of Tenant (the "Conditions"). The Conditions are intended solely for the benefit of Tenant and Tenant shall have the right to waive, by written notice, any of the Conditions, at its sole discretion. The Conditions specifically delineated in this section are the following: 31.1 On the Closing Date, the Title Company shall be ready, willing, and able to issue, and shall issue to Tenant upon recordation of the Landlord's deed mentioned below, the title insurance policy required by Section 34.5. 31.2 On or before the Closing Date, Landlord shall have performed all of the covenants, conditions, agreements, and promises to be performed by it under this Agreement. 31.3 Tenant shall have conducted an Environmental Review and Audit (the "Environmental Audit") of the Property, indicating to the satisfaction of Tenant that the Property does not contain, either on its surface or in its subsurface or underlying water table, any Hazardous Substances, as defined below. The Environmental Audit shall consist of a Level I Environmental Assessment and shall be conducted by REA Tech Management, Inc., 200 Hawthorne SE, Suite C320, Salem, Oregon 97301 and may include a historical review of the use of the Property, review of all regulatory agency permits and compliance and enforcement files and records, soil tests, the acquisition of core samples and water table samples by drilling conducted on the Property, and such other tests and studies as Tenant may deem appropriate. The cost of the Environmental Audit shall be shared equally by Landlord and Tenant, however, in no event shall the amount paid by Landlord exceed the sum of $850. Page 8 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT -....-...... "_.'",,,,~,,,,,----"",'-.----- 'T -.. For purposes of this subsection, the phrase "Hazardous Substances" has the same meaning as is designated in ORS 465.200(9). Landlord warrants, represents, and covenants as follows: (1) To the knowledge of Landlord, there are no Hazardous Substances in, upon, or buried on or beneath the Property and no Hazardous Substances have been emitted or released from the Property in violation of any environmental laws of the federal or state government; (2) Landlord has not brought onto, stored on, buried, used on, emitted or released from, or allowed to be brought onto, stored on, buried, used on, or emitted or released from, the Property any Hazardous Substances in violation of any environmental laws of the federal or state government; and (3) To the knowledge of Landlord, no underground storage tanks are located on the Property, including (without limitation) any storage tanks that contain, or previously contained, any Hazardous Substances, and Landlord agrees not to cause or permit any such tanks to be installed in the Property before Closing. 31.4 Tenant, prior to closing, shall have the right, at its own expense, to obtain a Type A (Urban) ALTA survey of the Property (the "Survey") from a surveyor designated by Tenant, indicating to Tenant's satisfaction that (1) there are no discrepancies in the boundaries of the Property; (2) there are no material encroachments on, or protrusions from, the Property; (3) the Property has acceptable access to a dedicated public right-of-way; and (4) the Property does not lie within any area designated as wetlands by any governmental agency or any area determined by the United States Department of Housing and Urban Development to be flood-prone or subject to a flood hazard. 31.5 Landlord shall deliver to Tenant, at Landlord's expense, a preliminary title report (the "Title Report") covering the Property which is acceptable to Tenant. 32. CLOSING: 32.1 Time and Place. Closing of the sale and purchase of the Property (the "Closing") shall occur on a date (the "Closing Date") selected by Tenant. 32.2 Closing Obligations. On the Closing Date, Landlord and Tenant shall deposit the following documents and funds in escrow, and the Title Company shall close escrow in accordance with the instructions of Landlord and Tenant. 32.2.1 Landlord shall deposit the following: (1) A statutory warranty Deed, duly executed and acknowledged; (2) A duly executed affidavit certifying that Landlord is not a foreign person, trust, Page 9 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ..,-_.....-"'._.~"''''----'_........." - partnership, or corporation in compliance with the requirements of IRC ~ 1445; (3) Original counterparts or legible photocopies of all documents, feasibility studies, surveys, engineering reports, and other items of a similar nature in the possession of Landlord that relate to the Property; (4) Such documents as Tenant or the Title Company may require to evidence the authority of Landlord to consummate this transaction; and (5) Such other documents and funds, including (without limitation) escrow instructions, as are required of Landlord to close the sale in accordance with this Agreement. 32.2.2 Tenant shall deposit the following: (1) The cash payment specified in Section 32, minus any credit against the purchase price available to Tenant under the terms of that section; (2) Such documents as Landlord or the Title Company may require to evidence the authority of Tenant to consummate the transaction contemplated; and (3) Such other documents and funds, including (without limitation) escrow instructions, as are required of Tenant to close the sale and purchase of the Property in accordance with this Agreement. 32.3 Costs. Tenant and Landlord each shall pay one-half of the escrow fee of the Title Company with respect to the Closing. Landlord shall pay the premium for the title insurance policy that Landlord is obligated to provide to Tenant, and for all conveyance or excise taxes payable by reason of the purchase and sale of the Property. Tenant shall pay the fee (exclusive of any conveyance or excise tax) for recording the conveyance documents referred to herein. 32.4 Prorations. All items of expense incurred by Landlord with respect to the Property shall be paid by Landlord at Closing, without proration. All real property taxes and assessments payable with respect to the tax year in which Closing occurs shall be prorated between Landlord and Tenant as of the Closing Date. 32.5 Title Insurance Policies. As soon as practicable after Closing, and in any event no later than 5 days after the Closing Date, Landlord shall cause the Title Company to issue its standard form Landlord's ALTA Title Insurance Policy, with extended coverage, in the amount of the Purchase Price, insuring fee simple title to the Property vested in Tenant, subject only to the Permitted Exceptions. 33. STATUTORY DISCLAIMER: THIS INSTRUMENT WILL NOT ALLOW USE OF THE PROPERTY DESCRIBED IN THIS INSTRUMENT IN VIOLATION OF APPLICABLE LAND USE LAWS AND REGULATIONS. BEFORE SIGNING OR Page 10 - SENTER/WOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT .....,.0' ^-"^^" -'^^r""" "._"--",^,,,~-,._,.~,,^,, ..., ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY APPROVED USES AND TO DETERMINE ANY LIMITS ON LAWSUITS AGAINST FARMING OR FOREST PRACTICES AS DEFINED IN ORS 30.930. All closing costs, except expenses associated with loan or other financial applications, incurred in the purchase of the property shall be shared equally between Landlord and Tenant. 34. ENTIRE AGREEMENT: This document is the entire, final and complete agreement of the parties pertaining to the sale and purchase of the Property, and supersedes and replaces all written and oral agreements heretofore made or existing by and between the parties or their personal representatives insofar as the Property is concerned. IN WITNESS WHEREOF, the parties have caused this Lease And Purchase Agreement to be executed in duplicate as of the day and year first above written. r .$ ~~/ ~~~~ WILMA SENTER Landlord CITY OF WOODBURN, an Oregon municipal corporation BY~~tf NAN Y A. SEY Mayor of the City of Wood urn Tenant Page 11 - SENTERIWOODBURN COMMERCIAL LEASE AND PURCHASE AGREEMENT ..."- "._~._...,......... --~ TRANSMITTAL MEMO TO MARION COUNTY ASSESSOR'S OFFICE FROM Mary Tennant City Recorder DATE July 3, 1996 SUBJECT PROPERTY TAX EXEMPTION APPLICATION Tax Account #92900270 Location: 121 "B" Street, Woodburn, OR Enclosed is a certified copy of a lease/purchase agreement authorized by the City Council on June 24, 1996. The effective date of the agreement is July 1, 1996. Thank you for your assistance on this application. ....-.-.---' ... ~ APPLICATION FOR REAL AND PERSONAL PROPERTY TAX EXEMPTION For Lease or Lease-Purchase Property Owned by a Taxable Owner and Leased to an Exempt Public Body, Institution, or Organization As provided by Oregon Revised Statu1e 307.112 ~'5~ . File with your county assessor on or before April 1. See OAS 307.112 and OAR 150-307.112 on the back of this form. FOR ASSESSOR'S USE ONLY Name 01 public body. lnstilUlion, or organization Da,te Rec:elved Reviewed By o Approved City of Woodburn, Oregon Maling Address Telephone Number o DenIed 270 Montqomery St. (503)982-5222 CIty Slat8 I ZIP Code Exemption beg~s in tax year 19 - Woodburn OR 97071 A property tax exemption is requested under the following Oregon Revised Statute (mark only one box): o ORS 307.090 Public body (other than state of Oregon and U.S.A.) 0 ORS 307.145 Day care facilities, schools, student o ORS 307.130 Literary, benevolent, charitable, scientifIC housing. institutions. 0 ORS 307.147 Senior services centers. o ORS 307.140 Religious organizations. 0 ORS 456.225 Housing authorities .Attach . current copy of your organization'. article. of Incorporation, by-laws, and 501(cX3), If they have not been previously flied. PROPERlY DESCRIPTION Aneuor's Account Number (as shown on your property tax stalllment) #92900270 Name 01 Property ONner Rodney M. & Wilma Senter Property Siaas (street addntSS, city) 121 IIBII Street, Woodburn, OR 97071 . I The property is held under: o A lease agreement (attach a true copy) ~ A Iease-purchase agreement (attach a true copy) .-. .I Note: Attach a list of all real and personal property for wh~ 8_n exemption is claiffled. The purpose of this organization is: Municipality The property is used for the following purpose: Example: church services, offices, sales, etc. Public Works Shop facility Is the property used by others? 0 Yes ~ No If yes, explain. Identify the portion of property used and give the percent of time used. , Does the property include a parking area? 0 Yes Is use of the parking area permitted free of charge? 0 Yes [) No o No If no, explain how otten a fee is charged , , Is the rent charged actually below market rent? 0 Yes See OAR 150-307.112 on the back. IX] No > Is documentary proof of below market rent attached (include example)? 0 Yes 0 No DECLARA nON I declare under the penalties for false swearing (ORS 305.990(4}) that I have examined this document and to the best of my knowledge, it is true, correct, and complete. Name (please print or type) Mary Tennant Tille City Recorder 1t3/96 150-314).081 (Rev. 5-94) , 4_",,,. - "T-'" "--,, , ."",,, '" --..--- _.,,- _.,-~--- OREGON REVISED STATUTE AND ADMINISTRATIVE RULE 307.112 Property held under 1easc or lease-pur- chase by institution, organlzation or pubUc body other than state. (1) Real or personal property of a taxable owner held under lease or lease-purchase agreement by an institu- tion, organization or public body, other than the State of Oregon, granted exemption or the right to claim exemption for any of its property under ORS 307.090, 307.130, 307.140, 307.145,307.147 or 456.225, is exempt from taxation if; (a) The property is used by the lessee in the manner, if any, required by law for the exemption of property owned or being purchased by iti and (b) It is expressly agreed within the lease or lease- purchase agreement that the rent payable by the institution, organization or public body has been established to reflect the savings below market rent resulting from the exemption from taxation. (2) The lessee shall file a claim for exemption with the county assessor, verified by the oath or affarmatlon of the president or other proper otrJCet' of the institution or organi- zation, or head official of the public body or legally autho- rized delegate, showing: (a) A complete description of the 'property for which exemption is claimed. (b) If applicable, all facts relating to the use of the property by the lessee. (c) A true copy of the lease or lease-purchase agree- ment covering the property for which exemption is claimed. (d) any other information required by the claim form. (3) If he assessor is not satisfied that the rent st2ted in the lease or lease-purchase agreement has been established to reflect the savings below market rent resulting from the tax exemption, before the exemption may be granted the Jessor shall provide documentary proof, as specified by rule of the Department of Revenue, that the rent has been established to reflect the savings below market rent resulting from the tax exemption. (4) The claim shall be flied on or before April I, except that if the lease or lease-purchase agreement Is entered Into after March I but not later than June 30, the claim shall be. filed within 30 days after the date the lease or lease-purchase agreement is entered into if exemption is claimed for that year. The exemption first shall apply for tax year beginning July 1 of the year for which the claim is med. The exemption first shall apply for the tax year beginning July I of the year for which the claim is filed. The exemption shall continue so long as the use of the property remains unchanged and during the period of the lease or lease-purchase agreement. If the use changes, a new application shall be filed as provided in this section. If the lease or lease-purchase agreement expires before July I of any year, the exemption shall terminate as of July 1 following the date of expiration of the lease or lease-purchase agreement. (1977 c.673 52j 1987 c.756520; 1991 cA59 541i 1991 c.aSl 54i 1993 c.19 53; 1993 c.777 S41 OAR 150-307.112 Property held under lease (1) A new claim shall be filed with the county assessor, as required under ORS 307.112(2) and (3), when a new lease, new lease-purchase agreement, extension of current lease, 150-310-087 (back) (Rev. 5-94) >>,,-..--......., '~.,---~ extension of current lease-purchase agreement, or any modi- fication to the existing lease or lease-purchase agreement is made. (2) The new claim shall meet aU the requirements of ORS 307.112. (3) Late ftling as provided in ORS 307.162(2) is not permitted under ORS 307.112. (4) The State of Oregon and the United States govern- ment are not permitted to me a claim for exemption under ORS 307.112. (5) The assessor must be satisfied that the amount of rent charged is below market rent. -Market r.ent- is defined as the rental income a property would most probably command in the open market and includes an element for property taxes. (6) To reflect the savings below market rent, the actual rent must be Jess than market rent in an amount that is at lease equal to what the property tax would be if the property were taxable. (J) Sufficient documentary proof must be submitted at the time of application. (8) Acceptabie documentary proof to show the prop- erty tax savings is passed on to the lessee may include but is not limited to the following comparisons: . J (a) Current rental rate for any portion of that property occupied by nonexempt tenants; (b) Historic rental rate data of that prc7pen;,; ., (c) Rental rate used in a real market value appraisal for that propertYi (d) Rent study of comparable or similar properties. (9) The savings must be clearly evident. Insufficient proof or failure to show the rent is below market rent as described above is grounds for denial of the exemption. (10) A statement that the <<Jessee is responsible for the taxes- is not sufficient pi-oof of a tax savings. (11) When used in reference to real property or tangible personal property, a lease is a contract of at least one year by which the owner of a property grants the rights of posses- sion, use, and enjoyment of the property to another for a specified period of time in exchange for payment. (12) Month-to-month tenancy or a general rental agree- ment is not considered the same as a lease for purposes of an exemption under this statute md wilJ not qualify in an exemption claim. (a) Any currently exempt property held under month- to-month tenancy, or any other general rental agreement which does not qualify, will not be disqualified from exemp- tion for 1993-94 or prior tax years. (b) The assessor will inform these organizations of the need to reapply and qualify prior to allowing the exemption for the 1994-95 tax year. (c) To receive property tax exemption for the 1994-95 tax year the organization and the lease must qualify. (d) If an organization does not reapply and submit a qualifying lease the exemption shall not be allowed for the 1994-95 tax year.