Loading...
HomeMy WebLinkAboutRes2022-069 Lease for Seward Wilderness Collective - FAILED FAILED Sponsored by: Bower Public Hearing: May 23,2022 Postponed: May 23, 2022 Public Hearing: June 13, 2022 CITY OF SEWARD,ALASKA RESOLUTION 2022-069 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA,APPROVING THE LEASE FOR THE LAND USE AGREEMENT OF PARCEL #14403082 LOCATED AT 2617 MAPLE STREET WITH SEWARD WILDERNESS COLLECTIVE IN SUPPORT OF PILOT PROJECT: SEWARD COMPOST, AND AUTHORIZING THE CITY MANAGER TO REDUCE LEASE PAYMENT REQUIREMENTS FOR THE SEWARD WILDERNESS COLLECTIVE; SEWARD COMPOST WHEREAS,the City of Seward is entering into a ten year lease agreement, with the option to extend for one subsequent ten year term,with the Seward Wilderness Collective to utilize Parcel 14403082 located in Forest Acres Subdivision at 2617 Maple Street; and WHEREAS, Seward Wilderness Collective intends to minimize Seward's environmental impact through the creation of a composting system that models itself after natural ecosystems, where nothing goes to waste; and WHEREAS,the Seward Wilderness Collective will be providing the community with organic waste services that proposes a highly effective process that takes organic waste and then recycles it back into the land as enriched soil; and WHEREAS, the Seward Compost project is intended to assist in community wide efforts to create sustainable gardening and food security; and WHEREAS,the Seward Compost project will demonstrate the viability of community wide in-vessel composting and serves as an educational and outreach opportunity for the community; and WHEREAS, the Seward Wilderness Collective is providing this Seward Compost Project to benefit food security,community health and well-being,and outdoor activities;and, therefore it meets the criteria to not require an appraisal as required and described in Seward City Code 7.05.150; and WHEREAS, the Seward Compost project meets the definition of Seward City Code 7.05.160 such that"the public interest will be served by leasing the property for less than appraised value"due to the nature of the project as a benefit to the entire Seward community; and WHEREAS, Seward Wilderness Collective is searching for grants to help pay for startup CITY OF SEWARD,ALASKA RESOLUTION 2022-069 cost of the program,and once the program is up and running,monthly subscriptions and sales from the finished compost will sustain the program. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD,ALASKA that: Section 1. The City of Manager is authorized to reduce lease payments for parcel 14403082 to the Seward Wilderness Collective for the purpose of operating the Seward Compost Project site that is an interest and benefit for the community. Section 2.This resolution shall take effect thirty(30)days upon adoption. PASSED AND APPROVED by the City Council of the City of Seward, Alaska,this 13th day of June,2022. THE CITY OF SEWARD, ALASKA FAILED Christy Terry,Mayor AYES: DeMoss NOES: Calhoon, Casagranda, Wells,McClure, Osenga,Terry ABSENT: None ABSTAIN: None ATTEST: FAILED Brenda J. Ballou, MMC City Clerk (City Seal) City Council Agenda Statement r Meeting Date: May 23, 2022 � To: City Council From: Janette Bower, City Manager -- Agenda Item: Resolution 2022-069: Approving the Lease for the Land Use Agreement of Parcel #14403082 located at 2617 Maple Street with Seward Wilderness Collective in Support of Pilot Project: Seward Compost, and Authorizing the City Manager to Reduce Lease Payment Requirements for the Seward Wilderness Collective; Seward Compost Background and justification: Seward Wilderness Collective is standing as a model for community wide organic waste services. Because Seward does not currently have a community-wide compost system, their goal is to create a project called Seward Compost. This project is modeled after a similar pilot project in Juneau (Juneau Composts) which is already proving to be highly effective. It will allow residents, restaurants and businesses to opt-in to a compost bucket pickup route once a week. It will be available city-wide and on city owned land. It will work in a regenerated way by creating compost that can be sold to local farmers/gardeners for personal growing. It also lessens the impact of methane on our community and on a global scale. It will extend the life of our transfer and waste facility here in Seward. The proposed location for this is City Parcel Number 14403082 in the Forest Acres Subdivision located at 2617 Maple Street, also along Dieckgraeff Road. This location is located conveniently near the transfer station.The land will be maintained by the Seward Wilderness Collective. Usage of the property will include storage of a least one 48"long X 40"wide X 45"high in-vessel composting cube that will also be maintain by the Seward Wilderness Collective. This property is currently undeveloped and the Seward Wilderness Collective is the entity that will be clearing the proposed leased property for the use of it for the composting project. Comprehensive and Strategic Plan Consistency Information This legislation is consistent with (citation listed): Comprehensive 2.2.2 Natural Environment and Open Space—Protect our Ecosystem and Public Plan: Health, Encourage Education and Support for our Environment Strategic Plan: Other: Certification of Funds Total amount of funds listed in this legislation: $ 0 This legislation (✓): Creates revenue in the amount of: $ Creates expenditure in amount of: $ Creates a savings in the amount of: $ X Has no fiscal impact Funds are (✓): Budgeted Line item(s): Not budgeted X Not applicable Unassigned Fund Balance and Available Unrestricted Cash Balance Information Fund (✓): x General SMIC Electric Wastewater Boat Harbor Parking F1 Water F1 Healthcare Motor Pool Other Unassigned Fund Balance*: $ *unaudited numbers Available Unrestricted Cash Balance*: $ Finance Signature: ,."t-L1 r V A Attorney Review✓ Administration Recommendation x Yes x Adopt Resolution Not applicable Other: LEASE AGREEMENT BETWEEN THE CITY OF SEWARD AND "SEWARD WILDERNESS COLLECTIVE." THIS LEASE AGREEMENT (the "Lease") is made by and between the CITY OF SEWARD (the 'City"), a municipal corporation located in the Kenai Peninsula Borough, State of Alaska, whose mailing address is P.O. Box 167, Seward, Alaska 99664 and SEWARD WILDERNESS COLLECTIVE. ("SEWARD WILDERNESS COLLECTIVE"), whose mailing address is PO Box 2249, Seward, Alaska 99664 (collectively "the Parties"). WHEREAS,the City is willing to rent certain real property to be used by Seward Wilderness Collective, for in-vessel Composting site; and WHEREAS,the City Council of Seward has determined that lease of the property described herein to Seward Wilderness Compost for the purposes described herein for less than fair market value is in the public interest. NOW THEREFORE, for and in consideration of the mutual promises and covenants hereinafter contained, the Parties hereto agree as follows: TERMS: 1. LEASE OF REAL PROPERTY. For and in consideration of the covenants and agreements herein contained, to be kept and performed by SEWARD WILDERNESS COLLECTIVE, the City does hereby lease to SEWARD WILDERNESS COLLECTIVE the real property known and described as follows: parcel number 14403082, located in the Forest Acres Subdivision at 2617 Maple Street, Seward, Alaska (the "Leased Property"), for the term of this Lease. 2. TERM. The term of this Lease (the "Lease Term") shall be in accordance with City's authorization in Resolution No. 2022-069 (the "Resolution"). This lease shall run for two years from the effective date of June 13, 2022 and ending at mid-night on June 13, 2024 (the "Initial Term"), and may be renewed at the sole option of the City for an additional five years.Thereafter, this Lease shall continue from month-to-month unless the City gives SEWARD WILDERNESS COLLECTIVE notice to terminate pursuant to this Lease not less than thirty days prior to termination. If this Lease is continued at the City's option as provided herein, all terms under this Lease shall continue to bind the Parties to this agreement. 3. RENT. INITIAL TERM. During the Initial Term, SEWARD WILDERNESS COLLECTIVE shall pay to the City as rent for the Leased Property the amount of $1.00 each month, as stated in the Resolution 22-069, and in Code 07.05.160 that payment can be less if Council finds that the public interest is being served for leasing this property for less that fair market value. 4. INSPECTION BY SEWARD WILDERNESS COLLECTION. SEWARD WILDERNESS COLLECTIVE shall inspect the Leased Property prior to signing this Lease. Unless SEWARD WILDERNESS COLLECTIVE within such period of time gives written notice to the City specifying any defect in or other proper objection to the Leased Property, SEWARD WILDERNESS COLLECTIVE agrees that it shall be conclusively presumed, as between the City and SEWARD WILDERNESS COLLECTIVE, that Seward Wilderness Collective has fully inspected and acknowledged that the Leased Property is in good condition and repair, and that SEWARD WILDERNESS COLLECTIVE is satisfied with and has accepted the Leased Property in such good condition and repair. 5. INSPECTION BY THE CITY. The City shall have the right to enter on the premises where the Leased Property may be located for the purpose of inspecting it or observing its use upon the giving of twenty-four hours advance written notice. Any inspection by the City shall occur only during business hours. 6. ALTERATIONS AND IMPROVEMENTS. SEWARD WILDERNESS COLLECTIVE, at its sole cost and expense, may make any and all alterations, additions, and improvements to the Leased Property, provided such alterations, additions, and improvements are approved by the City in advance. 7. TITLE TO IMPROVEMENTS BY SEWARD WILDERNESS COLLECTIVE. Any other provisions of this Lease to the contrary notwithstanding, SEWARD WILDERNESS COLLECTIVE upon termination of this Lease for any reason, may, but need not, promptly remove, in no event later than thirty days from the termination of the Lease, trade fixtures and equipment from the Leased Property provided that SEWARD WILDERNESS COLLECTIVE shall repair any damages to the Leased Property caused by such removal. All additions to and improvements of the Leased Property of any kind not removed by SEWARD WILDERNESS COLLECTIVE upon termination of this Lease shall immediately become the property of the City. 8. MAINTENANCE. SEWARD WILDERNESS COLLECTIVE, at its own cost and expense, shall keep the Leased Property clean and undamaged,subject to normal non-abusive use.The City may promptly repair any damage not caused by the negligence or intentional misconduct of SEWARD WILDERNESS COLLECTIVE 9. SIGNAGE. SEWARD WILDERNESS COLLECTIVE, with the consent of the City, may construct, install or maintain, or affix any sign, banner or like display identifying the Leased Property as a food bank to be placed upon the Leased Property in such manner as to be visible from the outside thereof. Any signage so displayed or affixed shall be removed upon the expiration or termination of this Lease. 10. INSURANCE. SEWARD WILDERNESS COLLECTIVE, at its own expense, will maintain the Leased Property insured for such risks and in such amounts as may be consistent with the City's risk management procedures. Upon request by the City, SEWARD WILDERNESS COLLECTIVE will deliver to the City evidence of all such insurance. 11. TAXES AND FEES. SEWARD WILDERNESS COLLECTIVE shall be responsible for any and all license fees, assessments, and sales, use, property, and other taxes, if any, now or in the future imposed on the Leased Property. 12. OWNERSHIP. The Leased Property is and shall at all times remain the sole property of the City, and SEWARD WILDERNESS COLLECTIVE shall have no right,title, or interest therein except as expressly set forth in this Lease. 13. SUSPENSION OF OBLIGATIONS OF THE CITY. The obligations of the City under this Lease shall be suspended, and shall not be considered an event of default, to the extent that the City is hindered or prevented from complying with those obligations because of labor disturbances, including strikes and lockouts, civil disturbance, blockade, insurrection, sabotage, riot, war, acts of enemies of the United States of America, acts of nature, epidemic, fires, storms, floods, Lease Agreement Page 2 of 6 earthquakes, tsunamis, accidents, governmental regulations, or any cause whatsoever beyond the control of the City. In such event, the time for the City to perform its obligations hereunder shall be extended by that amount of time necessary to compensate for the delay. 14. INDEMNITY. Except as caused solely by the City's negligence, SEWARD WILDERNESS COLLECTIVE will indemnify the City against, hold the City harmless from, and defend the City against all claims, actions, proceedings, costs, damages, and liabilities, including attorneys' fees, arising out of, connected with, or resulting from the Leased Property, including without limitation the manufacture, selection, delivery, possession, use, operation, or return of such the Leased Property. 15. DEFAULT. If SEWARD WILDERNESS COLLECTIVE fails to pay rent or any other sums to be paid by SEWARD WILDERNESS COLLECTIVE hereunder, or if a party fails to perform any obligation required by this Lease, the party alleged to be noncompliant shall have thirty days to cure after written notice is given by the other party to cure. A party shall not be in default if diligently pursuing a cure that cannot reasonably be completed within thirty days. If any default shall continue uncured following notice of default as required by the Lease, the non-defaulting party shall have the right to immediately terminate this Lease in addition to all other rights and remedies provided by law or equity, cumulatively or in the alternative. Upon immediate termination under this section, SEWARD WILDERNESS COLLECTIVE shall have thirty days to vacate the Leased Property to allow the City to remove the same as required by Section 16 (Vacation and Removal of Leased Property) of this Lease. 16. VACATION OF LEASED PROPERTY. on expiration or termination of this Lease, with respect to the Leased Property, SEWARD WILDERNESS COLLECTIVE shall vacate the Leased Property to the City in good repair, subject to normal, non-abusive use, in the following manner: (A) SEWARD WILDERNESS COLLECTIVE shall be solely responsible for any and all damage caused by or to the Leased Property, except normal, non-abusive use. (B) SEWARD WILDERNESS COLLECTIVE shall be solely responsible for removing in- vessel composting systems upon expiration or termination of this Lease. 17. EFFECT OF WAIVER No delay or omission to exercise any right, power, or remedy under this Lease shall impair any such right, power, or remedy, nor shall it be construed to be a waiver of any such breach or default, or an acquiescence therein, or of any similar breach or default thereafter occurring; nor shall any waiver of any single breach or default be deemed a waiver of any other breach or default. Any waiver, permit, consent, or approval of any kind or character of any breach or default under this Lease, or any waiver of any provision or condition of this Lease, must be in writing and be effective only to the extent in such writing specifically set forth. All remedies, either under this Lease or by law, or otherwise, shall be cumulative and not alternative. 18. Venue and Applicable Law The venue of any legal action between the parties arising as a result of this Agreement shall be the Third Judicial District of the Superior Court of the State of Alaska, at Seward, Alaska unless a non-waivable federal or state law requires otherwise. This Agreement shall be interpreted in accordance with the laws of the State of Alaska. Lease Agreement Page 3 of 6 19. NOTICES. Any communications between the City and SEWARD WILDERNESS COLLECTIVE, payments, and notices provided herein to be given or made, may be given or made by mailing them to the City and SEWARD WILDERNESS COLLECTIVE at the following addresses: Seward Wilderness Collective PO Box 2249 Seward, Alaska 99664 City of Seward Attn: City Manager P.O. Box 167 Seward, Alaska 99664 (or to such other address as either party may indicate in writing to the other party, or to the address of the tenant's registered agent .) 20. TERMINATION. Either party may terminate this Lease prior to the expiration of the Initial Term pursuant to the default provisions in this Lease. After the expiration of the Initial Term, the City has the right to terminate upon the giving of written notice to SEWARD WILDERNESS COLLECTIVE one full calendar month in advance of the date of intended termination. 21. TIME OF ESSENCE. Time is the essence of this agreement. 22. NO ASSIGNMENT. Neither this Lease nor any right or interest hereunder shall be assigned or transferred by SEWARD WILDERNESS COLLECTIVE in any respect whatsoever without the prior written consent of the City. In the event that Seward Wilderness Collective voluntarily or involuntarily is dissolved,the lease does not give rights to any individuals or other entities without a written amendment to the lease. 23. COMPUTATION OF TIME. The time in which any act provided by this Lease is to be done by shall be computed by excluding the first day and including the last, unless the last day is a Saturday, Sunday or a holiday, and then it is also excluded. 24. SUCCESSORS IN INTEREST. Each and all of the terms, covenants and conditions in this Lease shall insure to the benefit of and shall be binding upon the successors in interest of the City and SEWARD WILDERNESS COLLECTIVE. 25. ENTIRE AGREEMENT. This Lease contains the entire agreement of the Parties with respect to the matters covered by this Lease, and no other agreement, statement or promise made by any party which is not contained in this Lease shall be binding or valid. 26. GOVERNING LAW. This Lease shall be governed by, construed and enforced in accordance with the laws of the State of Alaska. The terms of this Lease are subject in all respects to the Charter and Code of Ordinances of the City in effect on the effective date of this Lease, and as they may be hereafter amended. Lease Agreement Page 4 of 6 27. VENUE. Venue for any legal action arising out of or relating to this Lease shall be in the Superior Court for the State of Alaska, Third Judicial District at Anchorage, unless otherwise agreed to by the Parties. For purposes of this Lease, the City and SEWARD WILDERNESS COLLECTIVE consent to the personal jurisdiction of such court. 28. PARTIAL INVALIDITY. If any provision of this Lease is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 29. RELATIONSHIP OF PARTIES. Nothing contained in this Lease shall be deemed or construed by the Parties or by any third person to create the relationship of principal and agent or of partnership or of joint venture or of any association between the City and SEWARD WILDERNESS COLLECTIVE; and neither the method of computation of rent, nor any other provisions contained in this Lease nor any acts of the Parties, shall be deemed to create any relationship between the City and SEWARD WILDERNESS COLLECTIVE other than the relationship of lessee and lessor. 30. INTERPRETATION. The language in all parts of this Lease shall in all cases be simply construed according to its fair meaning and not for or against the City or SEWARD WILDERNESS COLLECTIVE as both the City and SEWARD WILDERNESS COLLECTIVE have had the opportunity to seek assistance of counsel in drafting and reviewing this Lease. 31. CAPTIONS. Captions of the articles, paragraphs and subparagraphs of this Lease are for convenience and reference only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Lease. 32. AMENDMENT.This Lease may not be amended except in writing executed by both Parties. 33. COUNTERPARTS. This Lease may be signed in counterparts. 34. EFFECTIVE DATE. This Lease shall be effective upon the date of execution by all Parties. If this Lease is signed in counterparts, the effective date shall be the date when the last party signs and delivers this Lease. 35. AUTHORITY. The City and SEWARD WILDERNESS COLLECTIVE each represent and warrant that each has the authority to enter into and perform this Lease, the Lease is valid and binding in accordance with its terms, and the persons executing this Lease on behalf of the City and SEWARD WILDERNESS COLLECTIVE are fully authorized to do so. 36. SEWARD WILDERNESS COLLECTIVE will operate in a manner that maintains public access to services provided. The services provided will not be commercial activities, but community development practices. SEWARD WILDERNESS COLLECTIVE will operate in a manner that provides low to no cost services for the public. Lease Agreement Page 5 of 6 37. SEWARD WILDERNESS COLLECTIVE will operate utilizing secured, air-tight, in-vessel systems which mitigates wildlife interactions and ensures public safety. Maintenance of in-vessel systems will be the sole responsibility of SEWARD WILDERNESS COLLECTIVE throughout the duration of the lease agreement. Public access to in-vessel systems will not be granted as to limit unattended and inappropriate usage. CITY OF SEWARD SEWARD WILDERNESS COLLECTIVE Janette Bower Claire M rshalek City Manager Program Manager ATTEST: Brenda Ballou, CIVIC City Clerk Lease Agreement Page 6 of 6