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1998-45 Lease Agreement with University of Alaska Lease Lab Space Housing Space and Apartments on Near IslandLr- �P ,0P_ `%' Exhibit C MEMORANDUM OF LEASE THIS MEMORANDUM is executed by, or on behalf of, the parties referred to herein to memorialize and place the public upon notice as to the existence of an agreement dated Lkrrll 1Lq , 2000, between The Kodiak Island Borough, whose address is 710 Mill Bay Road, Kodiak, Alaska 99615 (hereinafter referred to as "Lessor"), and the University of Alaska, whose address of record is 803 Alumni Drive, Fairbanks, Alaska 99775 (hereinafter referred to as "Lessee"), relating to the real property described as follows: Approximately 1518 net square feet of laboratory space, approximately 4474 net square feet of housing space consisting of two (2) two-bedroom and four (4) one - bedroom apartments. Shared access to and scheduled research utilization of the approximately 992 net square foot toxicology laboratory space, and utilization of the seawater system, located on Near Island, Alaska, which is affixed to: Tract B of a portion of United States Survey 4947 according to plat No. 86-20 in the Kodiak Recording District, Third Judicial District, State of Alaska. The Agreement referred to above is in the nature of a space lease to the University of Alaska by Lessor of the subject property, but also includes certain other rights, interest, and obligations. The Agreement is effective from October 1, 1998 through September 30, 2018, with two (2) additional five (5) year options to renew. The parties agree that this Memorandum affects the title to real property within the meaning of AS 40.17.080; provided, however, this Memorandum is not intended to create any additional rights, interest, or obligations between the parties hereto. In the event of a conflict between the Mo-4-Jo,' o..r�'4D Lease Agreement and the description of the terms thereof which is contained in this Memorandum, the former shall control. IN WITNESS WHEREOF, the parties hereto have executed this Memorandum. LESSOR Kodiak Island Borough 710 Mill Bay Road Kodiak, Alaska 99615 LESSEE University of Alaska UAF Facilities Services P.O. Box 757390 Fairbanks, Alaska 99775,-73390 gwn wuw Kathleen Schedler Director of Facilities Services Date: A$ --T 6 0 Date: aR� //A ;L000 April 4, 2000 Kodiak Island Borough Kathleen Schedler Director of Facilities Services University of Anchorage 803 Alumni Drive Avenue Fairbanks, AK 99775 RE: Contract No. 98-45A Dear Ms. Schedler: Office of the Borough Clerk 710 Mill Bay Road Kodiak, AK 99615 Phone (907) 486-9310 Fax (907) 486-9391 D q,7r' Please find enclosed a signed original lease agreement between the Kodiak Island Borough and the University of Alaska. Should you have any questions, please feel free to contact our office. Sincerely, ICE THE BOROUGH CLERK e s Patti Kirkpatrick Deputy Clerk Enclosure LEASE AGREEMENT THIS LEASE AGREEMENT is made this j:K day of 144rok 2000, by and between KODIAK ISLAND BOROUGH, a borough organized under the laws of the State of Alaska, whose principal place of business is 710 Mill Bay Road, Kodiak, Alaska 99615 (hereinafter referred to as "Landlord"), and the UNIVERSITY OF ALASKA, a corporation created and existing under the Constitution and laws of the State of Alaska, whose address of record is 803 Alumni Drive Avenue, Fairbanks, Alaska 99775 (hereinafter referred to as "Tenant"). For and in consideration of the covenants, rents and demises, and upon the terms and conditions hereinafter set forth, the parties agree as follows: 1. Leased Premises: Subject to the terms and conditions contained herein, Landlord lets and leases to Tenant, and Tenant takes and leases from Landlord, certain real property, which real property is more particularly described as: The total proportionate share of costs in the Research Facility is 8.4% consisting of the exclusive use of 1518 square feet of laboratory space, which includes an instructional lab, electron microscope lab, and storage space. Also in shared use and utilization, a toxicology lab; 6.1 % proportionate share of 8,547 net square feet common area plus 992 square feet of shared toxicology lab all representing a total of 2,100 net square feet of total 24,923 net square feet. The total proportionate share of costs in the seawater system is 10%; consisting of share use and utilization of the seawater distribution system. The total proportionate share of costs in the housing facilities is 100%, unless otherwise agreed between parties, consisting of 4,474 net square feet. All of which is hereinafter collectively referred to as "Leased Premises", as more particularly described on the floorplan shown on Exhibit A, attached hereto and by this reference made a part hereof, and all of which are located within the Near Island Research Facility, which is affixed to: Tract B of a portion of the United States Survey 4947 according to Plat No. 86-20 in the Kodiak Recording District, Third Judicial District, State of Alaska. 2. Term The term of the lease shall be for the period of twenty (20) years following the commencement of the term, unless sooner terminated as hereinafter provided. The term of the lease shall commence on October 1, 1998, and shall expire at 5:00 P.M., Alaska Standard Time, on September 30, 2018. Tenant shall have the option to extend the initial twenty (20) year term of this Agreement for up to two (2) additional five (5) year period(s) on the same terms and conditions. Tenant may exercise this option by providing written notification to Landlord at least one hundred twenty (120) days prior to the effective date of termination of this Agreement or any extension thereof. 3. Rent Landlord agrees that in recognition of the $3.0 mm capital contribution provided for the University of Alaska by the State of Alaska legislature from proceeds from the Exxon Valdez Oil Spill settlement, that future rents shall consist of operational and maintenance expenses solely. In consideration of the demise and leasing of the Leased Premises aforesaid by Landlord, the Tenant covenants, stipulates, and agrees to pay the Landlord as rental for said Leased Premises, its proportional share of all operational and maintenance expenses. Tenants rent has been prepaid for a minimum of seven (7) years through 2005. Prepaid rent shall terminate no earlier than September 30, 2005, which date shall be determined and agreed upon by the parties prior to October 1, 2004. The Kodiak Island Borough has prepaid a portion of the rent through September 30, 2005, at the earliest. Tenants proportionate share is established at 8.4% of the research facility, 10% of •the seawater system, and unless otherwise agreed, 100% of housing facilities. For purposes of this section, the term "operational and maintenance" means Landlords total costs and expenses incurred in owning, operating, maintaining, replacing, and repairing the Leased Premises. Allowable expenses shall not include interest on debt or capital retirement of debt except for capital expenditures that are required by changes in any governmental law or regulation. In which case, such expenditure plus interest on the unamortized principal investment at eight percent (8%) per annum shall be amortized over the life of the improvement. Landlord's actual costs will reflect Landlord's actual costs allowed under the USOMB Circular A-87, dated May 4, 1995 or as hereinafter amended. Rent may be adjusted if Tenant's share of space changes. Tenant may reasonably inspect Landlord's records supporting any portion of Landlord's statement of expenses. Landlord shall provide an Annual Actual Cost Statement similar to the example attached as Exhibit B prior to October 1 of each year. Commencing on October 1, 2005, the Total Annual Rent as provided by the Landlord on the previous year's Annual Actual Cost Statement shall be divided into twelve (12) equal payments and paid by Tenant monthly in arrears, no invoice needed. Said rent shall be adjusted in this manner annually thereafter with October I" as renewal date. Rent may be paid in advance, on a less frequent basis, at the option of Tenant. Tenant will operate the housing for its educational and research mission on a long term basis and in no way operate the housing as a hotel, motel, or otherwise be construed as being subject to the Kodiak Island Borough bed tax. Any rents collected by the Tenant or Landlord will be paid to the Landlord towards operational and maintenance expenses for the term of the lease beginning upon execution of this lease. Any rents received shall be a credit against Tenant's rent calculated annually by the Landlord and shown as a credit on the Annual Actual Cost Statement. The cumulative rents received by the Landlord prior to September 30, 2005 shall be a credit against future rents commencing no earlier than October 1, 2005. This agreement may be terminated upon one year's written notice to the Landlord in Tenant's sole discretion. Tenant reserves the right to terminate this Agreement and suffer no penalty thereby. All rents, unless otherwise directed in writing by Landlord, shall be paid to the Landlord, Kodiak Island Borough, 710 Mill Bay Road, Kodiak, Alaska 99615, or at such other place as Landlord may designate. 2 4. Alteration of Leased Premises Tenant shall not make any alterations, additions or improvements, without first obtaining the written consent of Landlord which approval shall not be unreasonably withheld. Any such alterations, additions and improvements approved by Landlord shall be made at Tenant's expense. Tenant shall secure all governmental permits required in connection with such work, and shall hold Landlord harmless from all liability and liens resulting therefrom. All alterations, additions and improvements, except trade fixtures and appliances and equipment which do not become attached to the Leased Premises, shall become part of the realty and the property of Landlord at termination. Except that Landlord may require removal of all or part thereof by Tenant, at the termination of the lease, at Tenant's expense. Tenant shall pay for or repair any damages to the Leased Premises, including, without limitation, any necessary patching, repainting and repairing caused by removal of improvements. Upon removal of the trade fixtures and appliances and equipment which do not become attached to the Leased Premises, Tenant shall restore the Leased Premises to the same condition that they were in prior to the installation of said items, including, without limitation, any necessary patching, repainting and repairing, ordinary wear and tear excepted. Any trade fixtures, appliances, equipment or other property not removed from the Leased Premises by Tenant upon termination of the lease shall be deemed abandoned by Tenant, provided that Tenant shall save Landlord harmless from any loss, cost, or damage arising from Tenant's failure to remove such items. 5. Use of Leased Premises The Leased Premises shall be used for the purpose for which they were designed as described in Exhibit A and for no other purpose, without the prior consent of Landlord, which consent shall not be unreasonably withheld. Tenant shall not use or permit the Leased Premises or any part thereof to be used for any purpose in violation of any municipal, borough, state, federal or other governmental law, ordinance, rule or regulation. Tenant agrees that Tenant, together with all other persons entering and/or occupying the Leased Premises at Tenant's request or with Tenant's permission, will abide by, keep and observe all reasonable rules and regulations which Landlord may make from time to time for the management, safety, care and cleanliness of the Near Island Research Facility, and the preservation of good order therein, as well as for the convenience of other occupants and tenants of the Near Island Research Facility, and for the use of any parking areas adjacent to the Near Island Research Facility. The violation of any such rules and regulations shall be deemed a material breach of the lease by Tenant. Tenant shall not, without Landlord's prior written consent, which consent shall not be unreasonably withheld, use, operate or install any electrical or mechanical equipment, machinery or devices in the Leased Premises, except in compliance with the highest standards applicable to the use, operation, or installation of such or devices, generally recognized by the profession or industry in which equipment, machinery the Leased Premises, or any machinery or equipment Tenant is engaged, nor shall Tenant use stantial noise or vibration, or unreasonable disturbance to therein, in such a manner as to cause sub other tenants in the Near Island Research Facility. 6. Taxes The University is a tax-exempt entity per Alaska Statutes. In the event a court of law decides a portion of Tenant's Leased Premises is taxable, Tenant shall pay any and all taxes levied on personal property and trade or other fixtures in the Leased Premises, and any license and excise fees and occupation taxes covering business conducted on the Leased Premises. 7. Utilities Landlord shall furnish, all utilities and services for the Leased Premises, including, but not limited to, electricity, air conditioning, heat, snow removal, sewer, and water; Janitorial service for the Leased Premises on a five-day a week basis, and periodic exterior window washing; and refuse collection. Tenant shall pay its proportionate share of Landlord's actual costs to provide utilities to the Leased Premises, per the terms of Provision "3. Rent". If Tenants usage of said Utilities shall cause any quantifiable increases in expenses to Landlord during the term of this Agreement, Tenant shall pay its proportionate share of the increased expenses. Except for loss or damage caused by Landlord's neglect or failure to maintain or operate the Leased Premises, Landlord shall not be liable for any loss or damage caused by or resulting from any variation, interruption or failure of said utilities or services. No variation, interruption or failure of such utilities and services incident to the making of repairs, alterations, or improvements, or arising from any accident, strike, condition, cause or event in whole or part beyond the reasonable control of Landlord shall be deemed an eviction of Tenant or relieve Tenant from any obligation hereunder, provided that Landlord uses due diligence to expedite the repairs and provides alternate space or utilities as appropriate. S. Maintenance and Repairs Landlord shall maintain, operate and repair, the Leased Premises including the building in which it is located in accordance with the laws of the State of Alaska and all directions and regulations of governmental agencies having jurisdiction hereof. Landlord shall be responsible for keeping Leased Premises at all times in good condition and repair. Tenant shall commit no waste of any kind in or about the Leased Premises, and Tenant shall pay for all damage to the Leased Premises, as well as damage to tenants or occupants thereof, caused by Tenant's misuse or neglect of the Leased Premises, its apparatus or appurtenances. At the expiration of the term hereof, or on the termination of this lease, Tenant shall surrender the Leased Premises in good and clean condition, normal wear and tear and damage by fire or other casualty excepted. Tenant shall be responsible for any and all maintenance and repairs attributable to obstructions or objects deliberately or inadvertently introduced or placed in the fixtures, lines or equipment by Tenant, its employees, agents, licensees or invitees. Neither Landlord nor Tenant, respectively, shall be responsible or liable at any time for any loss or damages to the other Party's equipment, fixtures or other personal property or to the other Party's business except to the extent attributable to its negligence. Neither Landlord nor Tenant, respectively, shall be responsible or liable to the other Party or to those claiming by, through or under Landlord or Tenant for any loss or damages to either the person or property of Landlord or Tenant that may be occasioned by or through the acts or omissions of persons occupying other portions of the Near Island Research Facility. 0 Tenant shall not be responsible or liable for any defect, latent or otherwise, in the building in which the Leased Premises is situated, or any of the equipment, machinery, utilities, appliances or apparatus therein nor shall it be responsible or liable for any injury, loss or damage to any person or to any property of Landlord or other person caused by or resulting from bursting, breakage or by or from leakage, steam or snow or ice, running or the overflow of water or sewage in any part of said Leased Premises, the Near Island Research Facility, or the surrounding area. Neither Landlord nor Tenant shall be responsible or liable for any injury or damage caused by or resulting from acts of God or the elements, or for any injury or damage caused by or resulting from any defect in the occupancy, construction, operation or use of any of said Leased Premises, Near Island Research Facility, machinery, apparatus or equipment by any person or by or from the acts of negligence of any occupant of the Near Island Research Facility, unless Tenant or Landlord itself is negligent. 9. Fire and Other Casualty Should the Leased Premises be damaged by fire or other casualty, and if the damage is repairable within eighteen (18) months from the date of the occurrence, the damages shall be repaired with due diligence by Landlord. The Landlord will provide comparable alternative facilities at no cost for Tenant until the repair work is completed sufficiently to allow occupancy. Should the Leased Premises be completely destroyed by fire or other casualty, or should they be damaged to such an extent that the damage cannot be repaired within eighteen (18) months of the occurrence, Landlord or Tenant shall have the option to terminate this Lease, and either party shall advise the other within thirty (30) days after the happening of any such damage whether the party has elected to continue this lease in effect or to terminate it. If either party elects to continue this Lease in effect, it shall commence and prosecute with reasonable diligence any work necessary to restore or repair the Leased Premises. The commencement by Landlord for repair work shall be deemed to constitute notice that Landlord has elected to restore or repair the Leased Premises. In the event restoration or repair is delayed by acts or omissions of Tenant, there shall be no abatement of rental during the period of such delay for any space that remains tenantable and incurs actual cost to the owner. If fire or damage is caused by the negligence of Tenant, then notwithstanding other provisions of this lease, Tenant shall remain liable for the Rent, without abatement, for any space that remains tenantable and incurs actual cost to the owner during any period of repair or restoration, and shall be responsible for obtaining alternate facilities during the restoration period. Landlord shall keep the Near Island Research Facility, which the Leased Premises are a part, insured against all loss or damage by fire and other casualty, to the extent of the full insurable value thereof, including all improvements, alterations, additions, and changes made by either party to this Lease Agreement. All insurance required by this provision shall be carried for the mutual benefit of the parties in proportion to their interests in the Leased Premises. 10. Subletting and Assignment Tenant shall not sublet the Leased Premises, or any part thereof, or assign this lease or any part thereof, nor shall this lease be assigned in whole or in part by operation of law or through any court proceedings, without the prior written consent of Landlord to such subletting or assigning; any such assignment or sublease without Landlord's written consent shall be void. 5 11. Indemnification and Insurance Indemnification: The Landlord shall perform all of its obligations and carry on all of its operations and activities hereunder, entirely at its own risk and responsibility. The Landlord shall indemnify, defend and hold the Tenant harmless from and against any and all loss and expense, damage, claim, demand, judgment, fine, charge, lien, liability, action, cause of action or proceedings of any kind whatsoever (whether arising on account of damage to or loss of property, or personal injury, emotional distress or death) arising directly or indirectly in connection with the performance or activities of the Landlord hereunder, whether the same arises before or after completion of the Landlord's operations or expiration of this agreement, except for injury resulting from the Tenant's negligence or willful misconduct. The Tenant shall perform all off its obligations and carry on all of its operations and activities hereunder at its own risk and responsibility. The Tenant shall indemnify, defend and hold the Landlord harmless from and against any and all loss, expense, damage, claim, demand, judgment, fine, charge, lien, liability, action, cause of action or proceedings of any kind whatsoever (whether arising on account of damage to or loss of property, or personal injury, emotional distress or death) arising directly or indirectly in connection with the performance or activities of the Tenant hereunder, whether the same arises before or after completion of the Tenant's operations or expiration of this agreement, except for injury resulting from the Landlord's negligence or willful misconduct. B. Insurance: The Tenant is covered for liability exposures through major worldwide insurance programs with large deductibles. Losses that fall within theses deductible levels, including those for which the Tenant is contractually liable, are covered by the financial resources of the Tenant and are administered under the Tenant's self-insured claims program. Tenant may obtain and maintain any other insurance that Tenant desires on the Leased Premises or on the personal property on the Leased Premises at the expense of Tenant, and any additional insurance desired by Tenant may be written by any carrier selected by Tenant. Landlord shall keep the Near Island Research Facility of which the Leased Premises are a part, insured against all loss or damage by fire to the extent of the full insurable value thereof, including all improvements, alterations, additions, and changes made by either party to this lease agreement. Landlord shall name Tenant as additional insured to the extent of its interest therein. Without limiting Landlord's indemnification, it is agreed that Landlord shall purchase, at its own expense, and maintain in force at all times during the term of this agreement, the policies of insurance specified below. Where specific limits are shown, it is understood that they shall be the minimum acceptable limits. If the Landlord's policy contains higher limits, the Tenant shall be entitled to coverage to the extent of such higher limits. Certificates of Insurance must be furnished to the Tenant upon signing this agreement and must provide for a 30 -day prior notice to the Tenant of cancellation, nonrenewal or material change of the policies. Failure to furnish satisfactory evidence of insurance or the lapse of a policy is a material breach and grounds for termination of this agreement. All other insurance policies required by this agreement shall be endorsed to ri provide that such insurance shall apply as primary insurance and that any insurance or self- insurance carried by the Tenant will be excess only and will not contribute with the insurance required by this agreement; shall be endorsed to name the Tenant as an additional insured and loss payee to the extent of its interest herein; and shall provide for a waiver of subrogation in favor of the Tenant. All endorsements shall reference this agreement. All insurance shall be on an occurrence and not a "claims made" basis. (i) Comprehensive (Commercial) General Liability Insurance: With coverage limits not less than $2,000,000 (Two Million Dollars) combined single limit per occurrence and annual aggregate where generally applicable including premises -operations, independent contractors, products/completed operations, broad form property damage, blanket contractual, and personal injury endorsements. (ii) Comprehensive Automobile Liability Insurance: Covering all owned, hired, and non - owned vehicles with coverage limits not less than $2,000,000 (Two Million Dollars) combined single limit per occurrence bodily injury and property damage. (iii) Fire and other Casualty Insurance in an amount equal to the value of the Near Island Research Facility. 12. Common Areas and Common Facilities All Common Areas and Common Facilities in or about the Leased Premises and the Near Island Research Facility shall be subject to the exclusive control, scheduling and management of Landlord, which control shall not impair tenants use of the Leased Premises. Landlord shall have the right to construct, maintain and operate lighting and other improvements on all said areas; to change the area, level, location and arrangement for Common Areas and Common Facilities and temporarily to close them to effect such changes. All Common Areas and Common Facilities which Tenant may be permitted to use and occupy are to be used and occupied under a revocable license, which shall not be unreasonably revoked, changed, or diminished and if any such license be revoked or if the amount of such areas be changed or diminished, Landlord shall not be subject to any liability nor shall Tenant be entitled to any compensation or diminution or abatement of rent, except that Tenants rent shall be reduced proportionately to any reduction of space, nor shall revocation or diminution of such areas be deemed constructive or actual eviction. 13. Liens Tenant will not permit any mechanics', laborers' or materialmen's liens to stand against the Leased Premises or improvements for any labor materials furnished to Tenant, or to Tenant's agents, contractors, or sublessees, in connection with work of any character performed on said Leased Premises or improvements by or at the direction or sufferance of Tenant; provided, however, Tenant shall have the right to contest the validity or amount of any such lien or claimed lien. In the event of such contest, Tenant shall give to Landlord such reasonable security as may be demanded by Landlord to insure payment of such lien or such claim of lien. Tenant will immediately pay any judgment rendered with all proper costs and changes and shall have such lien released or judgment satisfied at Tenant's own expense. The foregoing provisions respecting liens shall apply to all liens, of any kind or nature, asserted against the Leased Premises or improvements thereon, including liens arising out of, incident to, or connected with the use and occupation of the Leased Premises by Tenant. 14. Default If default shall be made by Tenant or Tenant's successors or assigns in the payment of the Rent, and that default shall continue for ten (10) days after notice in writing to tenant or tenant's successors and assigns, or if breach other than in the payment of Rent shall be made in the terms and conditions of this lease agreement to be performed by tenant or tenant's successors and assigns, and the breach shall continue for thirty (30) days after notice in writing to tenant, then and in either event, the right of Tenant to the possession of the Leased Premises may be terminated by Landlord. On the termination of the right of possession of Tenant, Tenant shall surrender possession of the Leased Premises immediately, and under those conditions shall grant to Landlord full and free license to reenter into and on the Leased Premises or any part of the Leased Premises to repossess them with or without process of law, and to expel and remove Tenant or any other person who may be occupying the Leased Premises of any part of the Leased Premises through Tenant. Any reentry, repossession, expulsion, or removal, whether by direct act of landlord or through legal proceedings for that purpose, shall not terminate this lease agreement nor release tenant from any liability for the payment of any rent stipulated to be paid by this lease agreement or for the performance or fulfillment of any other term or condition of this lease agreement, whether before or after the reentry, repossession, expulsion, or removal by landlord. Tenant shall only be obligated through date of termination at no additional cost. In the event of any reentry by landlord, landlord may lease the Leased Premises in whole or in part, or the Near Island Research Facility and improvements on the Leased Premises, to any tenant or tenants that may be satisfactory to landlord for any duration and for the best rent, terms, and conditions as landlord may obtain. The failure by either party to perform any duty imposed on it by this Agreement or the failure to conform its conduct to the standards imposed by this Agreement and all applicable statutes, regulations, ordinances, rules and codes, shall be deemed a default under this Agreement. In the event of default by Landlord, and except as otherwise provided herein, Tenant shall provide Landlord with fifteen (15) days written notice of default and the opportunity to cure. If after fifteen (15) days following receipt from Tenant of notice of default, Landlord has failed to cure the default, Tenant may, at its sole option, terminate this Agreement. The above paragraph notwithstanding, in the case of default on the part of Landlord for any reason whatsoever, Tenant may provide Landlord with notice specifying a time limit within which Landlord may cure the default. If Landlord fails to cure the default within the specified time limit, Tenant may procure the services necessary to cure the default from other sources and hold Landlord responsible for any costs occasioned thereby. In case of default, Landlord may be held liable for incidental and/or consequential damages in accordance with Alaska law. In the event of damage to Tenant's property through Landlord or Landlord's contractor's performance under this Agreement or Landlord's negligence or intentional misconduct, Landlord shall be held responsible and shall promptly reimburse Tenant to the extent of such damage. in the event either Landlord or Tenant brings legal action against the other claiming a breach or default of this Agreement, the prevailing party in such litigation shall be entitled to receive, from the losing party, the cost of sustaining such action, including reasonable attorney's fees as may be fixed by the court. 15. Notices Any and all notices required or permitted under this lease, unless otherwise specified in writing by the party whose address is changed, shall be mailed, certified or registered mail, or delivered, to the following address: Landlord: Tenant: Kodiak Island Borough University of Alaska Fairbanks 710 Mill Bay Road Facilities Services- Real Estate Mgmt Kodiak, Alaska 99615 P.O. Box 757390 IRS TIN 92-0030845 Fairbanks, Alaska 99775-7390 Any such notices shall be deemed delivered three (3) days after mailing. 16. Rights or Remedies Except insofar as this is inconsistent with or contrary to any provision of this lease, no right or remedy herein conferred upon or reserved to Landlord or Tenant are intended to be exclusive of any other right or remedy, and each and every right and remedy shall be cumulative and in addition to any other right or remedy given hereunder, or now or hereafter existing at law or in equity or by statute. 17. Waiver and Forbearance t may have otherwise agreed in writing, no waiver by Except to the extent that Landlord or Tenan Landlord or Tenant of any breach by the other Party of any of its obligations, agreements or covenants hereunder shall be deemed to be a waiver of any subsequent breach of the same or any other covenant, agreement or obligation. Nor shall any forbearance by Landlord or Tenant to seek a remedy for any breach of the other Party be deemed a waiver by Landlord or Tenant of its rights or remedies with respect to such breach. 18. Inspection Landlord shall at all reasonable times during Tenant's business hours have access to the Leased Premises for the purpose of inspection. For the purpose of security, Landlord, Landlords employees, contractors, and assignees, must obtain Tenants prior approval to enter Tenant's Housing Units, except in the event of emergency or Default. Landlord shall also be entitled to put "to lease" or "for lease" signs in and about the Leased Premises, and to show the Leased Premises to prospective tenants, during the last sixty (60) days of the lease term and any extended term, and during any period of time after Landlord has given Tenant a notice of intention to terminate per the provisions of this lease. 19. Notices of Non -responsibility Landlord may enter the Leased Premises at any time for the purpose of the posting notices of non - responsibility. 0 20. Successors in Interest This lease shall be binding upon and inure to the benefit of the respective heirs, successors and assigns of the parties hereto. 21. Holding Over In the event that the Tenant holds over at or after the end of the term, the tenancy shall be deemed a month-to-month tenancy commencing on the first day of the hold -over period. 22. Signs Tenant agrees that any signs installed on the Leased Premises shall be with the consent of the Landlord. 23. Memorandum of Lease The Parties agree that this Lease shall not be recorded. Concurrent with execution of the Lease, the Parties shall execute and record the Memorandum of Lease as shown on Exhibit C, attached hereto and by this reference made a part hereof. 24. Estoppel Certificates Tenant shall, at any time and from time to time upon not less than fifteen (15) days prior request by Landlord execute, acknowledge and deliver to Landlord a statement in writing certifying that this lease is in full force and effect and unmodified (or in full force and effect and modified and stating the modifications), the dates to which the rent(s) and any other charges have been paid in advance, the date Tenant entered into occupancy of the Leased Premises and the date the lease term expires, the nature and amount of any claims of Tenant against Landlord arising as a result of this lease, and the existence and nature of any defenses or offsets claimed by Tenant against enforcement of this lease by Landlord; it being intended that any such statement delivered pursuant to this paragraph may be relied upon by any prospective purchaser or encumbrancer (including assignees) of the Near Island Research Facility. In the event Tenant fails so to certify or show cause for not certifying, within such fifteen (15) day period, Tenant shall be deemed to have certified and admitted the accuracy of information submitted by Landlord in good faith to any prospective purchaser or encumbrancer in respect to this lease. 25. Excuse for Nonperformance Either party hereto shall be excused from performing any or all of its obligations hereunder with respect to any repair and construction work required under the terms of this lease for such times the performance of any such obligation is prevented or delayed by an act of God, floods, explosion, the elements, war, invasion, insurrection, riot, mob violence, sabotage, inability to procure labor, equipment, facilities, materials or supplies in the open market, failure of transportation, strikes, lockouts, action by labor unions, or laws or order of governmental agencies, or any other cause whether similar or dissimilar to the foregoing which is not within the reasonable control of such ply. W 26. Construction of Lease This lease shall be governed by and construed in accordance with the laws of the State of Alaska. Words of gender used in this lease shall mean and include any other gender, and singular shall mean and include the plural and the plural the singular, where applicable, and when the sense requires. 27. Subordination and Non -disturbance This lease and all of the rights of Tenant hereunder are and shall be subject and subordinate to the lien of every deed of trust and every mortgage now placed on the Near Island Research Facility or any part thereof (except the property of Tenant and others stated to be removable under the provisions of this lease), and to any and all renewals, modifications, consolidations, replacements, extensions or substitutions of any such mortgage or deed of trust ("encumbrances"). 28. Entire Agreement This Agreement, and the exhibits and documents referred to herein, set forth all of the terms, conditions, covenants and agreements of the parties relative to the subject matter hereof and supersede any and all former agreements, oral or written, which, upon the execution and delivery hereof, are hereby terminated and of no further force and effect. There are no terms, conditions, covenants or agreements with respect hereto except as herein provided. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day and year first hereinabove written. LANDLORD: TENANT: By1 1j- D s,� M pw� 0.6 Kathleen Schedler Director of Facilities Services � h\- _ Vera Alexander, Dean School of Fisheries and Ocean Sciences 11 (D -- SECOND FLOOR PLAN 0 1 . KEY _d . r&l ��al 'LJ�C� .mt rm 1 �Tm tluI --,-I ff a Nr� hJbtln`¢4 � y}� Miap l0vie 91701 NBBJ GLA7dw7M Wdl/s f n 101 I ?� Os boll Am-= KOMM MMD aowAN NEAR ISLAND RESEARCH FACILITY i J F• A. I L I f GSAGca ani GSAAFUOIM1217 1 11 f.l l 1 • GENERAL SERVICES ADMINISTRATION 1. REQUEST FOR LEASE PROPOSALS . PUBLIC BUILDINGS SERVICE ]. STATEMENT pgiE LE33OR'S ANNUAL COST STATEMENT IMPORTANT • RBW aBae11W 'Insbt�ylyly 3 RENTABLE AREA >A fNTIR! SUA.ORA} ]B UTA4e0 SY Gov 30. 0_ ) A. W LDR,O WMa ANO ADOIIEY (HFA w.RL d.. NRS Al,f q md) NEAR ISLAND RESEARCH FACILITY, KOOIAK , ALASKA 99!16 SECTION I. ASTINAreo ANNUAI, COST OF Semmes ANO UT%Mts FURNISHeOBy LESSOR AS PMT OF RENTAL COMSIOeMTION U. of A. 8.5% BLDG. SEA WATER SYSTEMS — 10% SERVICES AND UTILITIES LESSORS ANNUAL COST FOR /OR OOVEIINAffNT . tNnR. BUILDING a 2eMT AanMMA USE ONLY (C) A. CLEANING, JANITOR AND/OR CHAR SERVICE s LftAAaM 45,000 3,825 S. SUPPLIES M'AL dolvwx abYM 04J 10.000 850 T. coNrRAcrseRvleeM(NoleA'a mF..Fotwww.,e.l.,4..) 5,000 425 8. HEATING a L4NUlS 3 FUEL 0.100,40 rand as GAB coAL eLECTAa 58,000 4,930 ' +o. sraTEMAIAurrewwaAND IIVAw 3,000 255 C. ELECTRICAL 11. CURRErrt11001LIGHT AMPOIAOAMm%x* Mrw&3 180,000 15,300 IL RIIP ACEAIeNT W KAN. TUNS. STAIRME 255 13 Pow" Poll SPeCW eOUPBUNr IBuwATM BwTE3q 114 , 000 11,400 Ie. SYSTEM wrRENANCE AM KPAw rWYa rRFM Mj 45 000 3,825 D. PLUMBING IS. wATMMwalwPommil AdRA1PNwF.duMY 9,000 765 1a SUPPL1rLSPMMI.RO�PBndMBAawy 3,000 255• n. SYSTIEUMABRENANCEANOREPAIII 5,000 425 E. AIR CONDMONING It VIEme.(rAAlf♦dgld►,rAdHerO VBIIRATM 15,000 1,275 H. SYSTEM RuwrtNANCE AND AVA91 5,000 4 25 F. ELEVATORS 2% SALVOEB IOpowe a SSR1Ha eta 21. sraTUB MABRpIANN AND PAPAM 2,000 17 0 0. MISCELLANEOUS ms..dRdLar■E.rw a BINDING eTOM M1 ANap1 WA4%= 105,000 8,925 23. sevum" rAteown ouva RwAnftw 24. SOCIAL MICUMf TAA AND WOISO10H COMPOMAl1p1 MIBIEIANCB 12,000 2L uwaANofANotwuowBfrMwicB 10,000 850 ri OTNEA AIANm V. TOTAL 629,000 55,175 3 MICTIONB.BETBUTBD ANNWL COST OF OINIMSHP e714LUVA OF CAPITAL CHARMS 2a REAL ESTATe TAUW Sa WUFl PMTBId OAft SW 28,000 2,380 X BULUMG MABDMFAN ANO REp11YE. FGR IMMCoMTr 17,006 31. IEAf.00&VA N10N 32 MANAGEarNr 77. TOTAL $228,000 $19,380 = LIaBGRs CU1TtIU1TgN. Tlr BRBURa.+B a ti CI►.Iw IBI w AI neBB.+ Tr 34 MIGILATURE OF ❑ ameR ❑ LEGAL AGBM ar"run Ma1.M.1.YEmmdMIY. aWMSA11fq,nY� TYPeO NAW ANO TITLE SIONATUPi1 OATi 3w SAI 34C SSA, "a SSC. GSAGca ani GSAAFUOIM1217 EXHIBIT A GENERAL SERVICES ADMINISTRATION - PUBLIC BUILDINGS SERVICE LESSOR'S ANNUAL COST STATEMENT IMPORTANT • REIO IGR'JI4W 7ns6uCDOna' 1. REQUEST FOR LEASE PROPOSALS 2. STATEMENT OATE S RElRAILE AREA ISO. "I >A ENTIRE AVLDINO 20 LEASED By GOVT 4, BULDINO NAME AND ADDRESS RM. WINK MF, r,M eM a coal NEAR 13LANO RESEARCH FACILITY, KODIAK , ALASKA 99615 SECTION I • ESTIMATED ANNUAL COST OF SERVICES AMC UTILITIES U. of A. FURNISHED BY LESSOR AS PMT OF RENTAL CONSIOEMTION Visiting Scientist Bldg.' SERVICES AND UTILITIES LESSOR'S ANNUAL COST FOR POR OOVIRNNENT USE ONLY (e) . ENTIRE BUILDING N GOVT4.EA390AREA A. CLEANING, JANITOR AND/OR CHAR SERVICE S SALMIEI E. SUPPLIES (IA'u. ~0" met re) T. CONTRACT SIMACES(LWIY+ wYWMW. NAM Yv erlawA.eanO B. HEATING A. SALARIES 9. tiE� X1 00. 1 GAS I I COAL I I ELECTRIC 12,00 10. SYSTEM MAWINIAMCE AND REPAIR 2.000 C. ELECTRICAL 11 CURRENT FOR LIGHT AND POV ER (10000,1@00 0010 9,500 12 REPLACEAMEM OF SUDS. TL6ES, STARTERS 1,50 IS PONtRFORSPtCLALEOUIPMEN'(SEAWATERSYSTtM) 14. ?SYSTEM MAWTENANCt AND REPAIR (SeFMM AeRFeL EAU 1,500 D. PLUMBING IS. WATER (AWSOPOPr O RnfttsMM ePerW9et1 5 000 IS SUPPLIES (Sam NReMA YAM naN/tlew ------------ . IT. SYSTEMAMINItNANCt ANOREPAR 1.000 E. AIR CONDITIONING 1/. UTILITIES (knklft rldWry, Inco NCIU VOWMATION 19. SYSTEM MAERENMRCI ANO REPAIR F. ELEVATORS 20. SAlA11NE (CPPPPL eerI rt) 21. SVSTBAMMN'tNNICRAWASIPANK 0. MISCELLANEOUS (A Sr suer owhamom rlewl = SULOINO L400WI AND/OR MAKOAM 22. SECURITY Avowmamm, guava Polmnow 24. SOCIAL SECUNIY TAR ANO II(ORIQAM COIPONATICI1 RSIUK* = 27. LAVM NO LANOSCAPUO YIYNIBWIC6 M. 0 ah V. TOTAL 32 500 : SEWN 6. arrWAMANMNL COST OF OV**ASNIP lXCLUINK OF CAPITAL CNARGEE 2e. REAL ESTATl THIO r. INSURANCE 061004 enO 4YJ I50 A MlRDINO MAYIISNA A ANO RettRVO FOR IIt/IACtMW 10,000 31. LINE COWASSM 12 MNMOEMEM 13. TOTAL 13,150 3 LlSIOR7 CLRfIfIU1TI0M • Tne reeur erere4 N Ceuler hl w (!) MEPw PIF 34. SIO ATURR OP ❑ OLMLtR O LEGALAGENT Mr'ALARM Y r M reU41 core of wvmm %"" w ONMrrrlRr. TYPED INA AND TRU/ SIONATURE 344 249. 14C. ISA SSR 13= GIA DC I&MI .1 AA 94 (Re: Memorandum of tease Between Kodiak Island Borough and the University of Alaska) ACKNOWLEDGMENTS STATE OF ALASKA I :ss YTU JUDICIAL DISTRICT THIS IS TO CERTIFY that on this A day of "1 '2000, before me, the undersigned Notary Public, in aid for the Stat (f Alaska, duly commissioned and sworn as such, personally appeared LIQy i Uk ii. \1L�a4�.�-+ to me known to be the of II& l ". , a corporation created and existing under the Constitutio and laws of the State of Alaska, and who acknowledged to me that he/she +[I executed the within and foregoing documents on behalf of said corporation, as such officer thereof, by authority of its board of directors, as the voluntary act and deed of said corporation for the uses and purposes Notary Public in and for theate of Alaska My Commission Expires: 9llj� THIS IS TO CERTIFY that on this 114 day of AM I , 2000, before me, the undersigned Notary Public, in and for the State of Alaska, duly commissioned and sworn as such, personally appeared Kathleen Schedler, to me known to be the UAF Director of Facilities Services for the University of Alaska, a corporation created and existing under the Constitution of the laws of the State of Alaska, and who acknowledged to me that she executed the within and foregoing document on behalf of the said corporation, as such officer thereof, by authority of its Board of Regents, as the voluntary act and deed of said corporation for the uses and purposes therein mentioned. Notary Public in and for If My Commission Expires: Return To: University of Alaska Fairbanks Facilities Services - Leasing P.O. Box 757390 Fairbanks, Alaska 99775-7390 March 20, 2000 David Jensen Borough Manager Kodiak Island Borough 710 Mill Bay Road Kodiak, AK 99615 Re: Kodiak Housing Caretaker Dear Mr. Jensen: FACILITIES SERVICES Office of the Director PO. Box 757390 Fairbanks, Alaska 99775-7390 907 474-6265 FAX 907 474-5017 w Ljaf.edu Effective March 20, 2000, the Kodiak Island Borough will provide a caretaker to preserve the security and safety of the Visiting Scientists Housing and related leased research facilities. The caretaker will occupy one of the two bedroom apartments through March 19, 2001. Since the University will not provide furnishing or cleaning services for the apartment, the rent for this unit is established at $610 per month. A total credit of $7,320, for one year's rent, shall be applied to the University's future rent due per the Lease Agreement between the Kodiak Island Borough and the University of Alaska for the facilities. All other terms and conditions of the original lease agreement shall remain in full force and effect. Please indicate your agreement with the provisions described above, by signing below. After signing this letter, please return a signed copy to our office. We appreciate your willingness to work with us. If you have any questions please don't hesitate to contact Linda Zanazzo or me at (907) 474-5013. Sincerely, Kathleen Schedler, PE Director of Facilities Services AGREE: As the authorized representative, I C.MP—. , agree to provide a caretaker for the Visiting Scientist's Housing from March 20, 2000 t4oarchh M 19, 2001. A credit for one years rent in the amount of $7,320 shall be applied towards thversity's future rent owed to the Kodiak Island )dough as providkd in the Lease Agreement. ua..� c.-„ Date: N`a✓, 3k, Zoon By: Cc era Alexander, trector of School of Fisheries and Ocean Sciences 0012 U N I V E R S I T Y 0 F A L A S K A F A I R B A N K S Jan 24 05 04:39p Kellie Fritae 907-474-2661 p.l h UNIVERSITY OF ALASKA FAIRBANKS FAX Date: January 10, 2005 To: Pat Carlson Fax: 907486-9374 From: Mary C. Richards, Real Estate Manager Fax: 474-2661 Re: Kodiak FRC Please fax back at your earliest convenience. Thanks, Mary C. Richards (!, ,cr(?t-#O Facilities Services Administration and Real Estate P.O. Bax 757390 Fairbanks, Alaska 99775-7390 ph: (907) 474-2778 fax: (907) 474-2661 mrfchards@fs. uaf edu Jan 24 05 04:39p Kellie Fritze 907-474-2661 p.2 January 24, 2005 Pat Carlson Borough Manager Kodiak Island Borough 710 Mill Bay Road Kodiak, Alaska 99615-6340 Re: Near Island Research Facility Dear Mr. Carlson Division of Administration and Real Estate Management 803 Alumni Drive. P.O. Box 757330 Fairbanks, Alaska 99775-7380 (907) 474-6265. FAX (907) 474-2661 In reference to Lease Agreement by and between Kodiak Island Borough and the University of Alaska, dated March 20, 2000, the University wishes to extend its thanks in regards to the extension granted by your signature extending rent negotiations of 120 days, per page two (2), Paragraph Three (3) commencing on October 1, 2004 and terminating on January 30, 2005. In our letter dated October 25, 2004, we had requested copies of the Annual Actual Cost Statements for years 2000, 2001, 2002, 2003, and 2004 We would like to reconcile our records with the KIB's records to make sure our data is accurate, and ensure that we are on the same page for the rent negotiations. Annual Actual Cost Statements may be sent electronically to mrichardsVfs.uaf.edu faxed to 907-474-2661, or mailed to Division of Administration and Real Estate Management, Attention Mary C. Richards, PO Box 757380, Fairbanks, Alaska 99775-7380. As of this date these Annual Actual Cost Statements have not been received by our office, and to ensure accurate negotiating data we are respectfully requesting them again Due to the delay in reviewing those Annual Actual Cost Statements we also request an additional 120 day extension, of rent negotiations, commencing on February 1, 2005 and terminating on May 31, 2005. If you have any questions please feel free to contact myself or Mary C. Richards at 907-474-2778. Sincerely, Linda Zanazzo Director 0012 — KIB/SFOS Jan 24 05 04:39p Kellie Fritze 907-474-2661 p.3 ACKNOWLEDGEMENT Navy. F . al t s'iaci I, Kodiak Island Borough Manager, acknowledge and accept an additional 120 day extensi co ' g Fe 1, 2005 terminating on May 31, 2005. . Q;UAle Kodiak Islan nxnial 1 f� 'Date �SKA * 9boo 0012 - KIB/SFOS Z