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2367 •f• RESOLUTION NO. 95U 1 A RESOLUTION APPROVING A SUBLEASE AGREEMENT BETWEEN THE CITY OF WEST MEMPHIS,ARKANSAS,AND THE ARKANSAS DEPARTMENT OF CORRECTIONS-DIVISION OF COMMUNITY CORRECTION,AND FOR OTHER PURPOSES. WHEREAS,the City of West Memphis desires to sublease the lst Floor(excluding conference room and kitchen/breakroom) and 3rd Floor of the property located at 228 West Tyler Avenue in order to relocate the West Memphis Police Department during the construction of the new police department building;and WHEREAS, the City Council of the City of West Memphis,Arkansas, finds that the Sublease Agreement with the Arkansas Department of Corrections-Division of Community Correction is in the best interest of the City of West Memphis and the West Memphis Police Department and should be approved and the Mayor,should be authorized and directed to execute the Sublease Agreement on behalf of the City of West Memphis; NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WEST MEMPHIS,ARKANSAS,that the Sublease Agreement between the City of West Memphis and the Arkansas Department of Corrections-Division of Community Correction, is hereby approved and the Mayor is hereby authorized and directed to execute the Sublease Agreement on behalf of the City of West Memphis and to take any and all necessary actions to • effectuate the purposes of the Sublease Agreement. I PASSED AND APPROVED this A,(9 ' day of 8,Qp-km LPL , 2026. CO M.McCL ON,MAYOR -1 ATTEST: �//z, /®i /AtLam" PATRICIA JOPLIN, ITY CLERK • RECEIVED Et e r1 r • • • • • Division of Building Authority • Sublease Term: 10/01/26 to 09/30/28 STATE OF ARKANSAS • Annual Rent:$1.00 Public Advantage • Public Advantage Square Feet:Approximately 23,875 COUNTY OF PULASKI Rate:$n/a • • State to Private for facilities Sublease Form • Type:New • February 2020 ' • Worked By:Chris Bell • • • • • County: 18 Agency:000 Sublease#:N9452 CB • • • . STATE OF ARKANSAS SUBLEASE AGREEMENT This Sublease is made this day of , 2026,by which SUBLESSOR leases the ' PREMISES to.SUBLESSEE through.DBA, SUBLESSOR'S Leasing Agent. . For the purposes of this Sublease Agreement the following definitions apply: • • . "SUBLESSOR" means: ARKANSAS DEPARTMENT OF CORRECTIONS —DIVISION OF - COMMUNITY CORRECTION,an agency of the State of Arkansas. •• • "SUBLESSEE"means:CITY OF WEST MEMPHIS,ARKANSAS,a municipal corporation and political subdivision of the State of Arkansas, acting by and through its West Memphis Police Department. . . . • . "DBA" means the Real Estate Services Section of the Department of Shared Administrative . • Services, Division of Building Authority. By law DBA.is the leasing agency for SUBLESSOR. Code Annotated§22-2-114:DBA.is not an additional SUBLESSOR. • . • ."PREMISES" means the'property that is the subject of this Sublease,which is further described' in.paragraph#1. . SUBLESSEE understands this'Agreement is pursuant to a sublease and therefor agrees to abide by all the terms and conditions of the Master Lease, as attached hereto and incorporated herein by reference as Exhibit"A". Furthermore SUBLESSEE understands and agrees that it is not entitled to any additional term lengths other than the term length provided to the SUBLESSOR as stated • in the Master Lease;'and that anytermination of the Master Lease shall terminate this Agreement. The Master Lease.is Lease No. P3022 between Crittenden County, Arkansas,.as LESSOR, and SUBLESSOR (successor to the Arkansas Department of Community Correction), as LESSEE. . • .This Sublease is expressly conditioned•upon..(i) the written consent :of.Crittenden County,. Arkansas,as required by the Master Lease,.and(ii)SUBLESSOR obtaining any approval required . within the Arkansas Department of Corrections,- including approval by the Secretary and, if required,the Board of Corrections. . • . - 1.. DESCRIPTION OF PREMISES: • • • Approximately 23,875 gross square feet, more or less, of office and storage space known as the . . • West Memphis Drug-Court Office located at 228 West Tyler Avenue, 1st Floor (excluding conference room and kitchen/breakroom)and 3rd Floor; all situated in the City of West Memphis, County of Crittenden,Arkansas. . 2. TERM: • The initial term will begin on October 1,2026 and•end on September 30,2028,a period of two(2) _ years, unless sooner terminated as provided herein. The. SUBLESSEE and SUBLESSOR may negotiate to extend the term at the expiration of the Sublease. 3. RENT: • . . . . • . . The SUBLESSEE agrees to pay rent of One Dollar($1.00)per year,payable annually in advance, upon invoice from the SUBLESSOR,with such amount to be paid to SUBLESSOR at: 1302 Pike Avenue, Suite B,North Little Rock, Arkansas 72114. Additional consideration for this Sublease • is hereby provided by the SUBLESSEE to the SUBLESSOR in the form of a Public Advantage, in which SUBLESSEE will use the PREMISES for law-enforcement purposes, as a benefit to the • - Public, and in the form of the water and sewer, utility, maintenance, and janitorial obligations assumed by SUBLESSEE under paragraphs 4, 5, and 10(k). 4. UTILITIES AND SERVICES: . • The SUBLESSOR will furnish the following utilities and services: • Yes-Electric No-Elevator Service • Yes-Gas Yes -Trash Removal . • • • Yes-Water and Sewer . No -Janitorial Services and Supplies No-Lamps,tubes,ballasts and replacements . . • (a) Water and Sewer. Throughout the term, SUBLESSEE shall pay one hundred percent(100%) of the water and sewer charges for the entire complex of which the PREMISES are a part. . (b) Utilities: Base Utility Amount. "Utilities" means electric, gas, and trash removal service for. . the entire complex. The Base Utility Amount is Forty-Six Thousand Three Hundred Nine • Dollars($46,309.00)per month. SUBLESSEE shall pay the amount,if any,by which Utilities, for a given month exceed the Base Utility Amount, payable on the schedule in subparagraph (d). SUBLESSEE shall owe nothing for a month in which Utilities do not exceed the Base Utility Amount and shall receive no credit for any such month. - (c) Adjustment to Base Utility Amount. If the rate charged for electric or gas service to the complex is increased or decreased,'the Base Utility Amount shall be adjusted, upward or downward,.by the percentage of that rate change applied to that utility's proportionate share of the Base:Utility Amount, determined from SUBLESSOR'S utility billing for the twelve (12) months preceding the change. Any such adjustment takes_effect the first full month following the effective date of the rate change. SUBLESSOR shall give SUBLESSEE written notice of the adjustment and the basis for it. • • (d) Payment Schedule. Amounts due under subparagraph (b) are payable on or before the tenth (10th)day of each month,upon invoice from SUBLESSOR,as follows: • • Month 3 through the final month of SUBLESSEE'S occupancy:Utilities for the month two (2)months prior, less the Base Utility Amount. • • First month following the end of SUBLESSEE'S occupancy; Utilities for the next-to-last month of occupancy, less the Base Utility Amount. . • • • • • Second month following the end of SUBLESSEE'S occupancy: Utilities for the final month of occupancy, less the Base Utility Amount. • (e) Invoicing. Each invoice shall itemize Utilities by category and show the calculation of the • amount due. SUBLESSOR shall furnish .copies of the underlying utility bills upon • SUBLESSEE'S written request in the event of a dispute. - (f) Survival. SUBLESSEE'S obligations under this paragraph for the two (2) months following the end of SUBLESSEE'S occupancy survive the expiration or earlier termination of this Sublease. (g) Other services. SUBLESSEE shall obtain and pay for telephone, internet and data, security, and any other services required for SUBLESSEE'S use. • 5. MAINTENANCE,REPAIR AND REPLACEMENT: • • . The SUBLESSOR shall maintain`the Subleased PREMISES, including the building and all equipment, fixtures, and appurtenances furnished by She SUBLESSOR under this.Sublease,.in . • good repair and tenantable condition, except in case of damages arising from the acts of the. • SUBLESSEE'S.agents or employees. For the purpose of.so maintaining said.PREMISES and property, the SUBLESSOR may at reasonable times, and with notice to the authorized SUBLESSEE representative in charge, enter and inspect the same and make any necessary repairs hereto.Responsibility for the structural supports,exterior walls,and roof of the building rests with Crittenden County, as LESSOR under the Master•Lease, and.SUBLESSOR'S maintenance obligations under this Sublease shall not exceed those SUBLESSOR holds under the Master Lease; SUBLESSOR shall maintain the windows, doors, and passageways from the lobby, street and parking areas leading to the Subleased property in good order and repair. SUBLESSOR shall provide regular pest control service.SUBLESSOR shall maintain in good working order and repair all plumbing, toilet facilities and other fixtures and equipment installed for the general supply of • hot and cold water*, heat, air-conditioning (including regular maintenance and filters), except as provided below. . Notwithstanding the foregoing, SUBLESSEE shall bear one hundred percent(100%) of the cost of maintenance,repair,and replacement within the Subleased PREMISES,and fifty percent(50%) of the cost of maintenance, repair, and replacement for the remainder of the office building, including the air-conditioning system.and chiller serving the building. SUBLESSEE shall receive •a one-time credit of Seven Thousand Five Hundred Dollars ($7,500.00) against its fifty percent (50%) share, applied first to the items identified in the June 23, 2026 walkthrough of the .- PREMISES:the hot-water system repair,the first-floor north entrance doors,and fire-extinguisher inspection and remediation.Once that credit is exhausted,SUBLESSEE shall pay its share as costs are incurred. SUBLESSEE"may satisfy its obligation under this paragraph either by reimbursing SUBLESSOR for costs SUBLESSOR incurs or by performing or contracting for the work directly, • in either case subject to SUBLESSOR'S prior written approval and to any approval required by • the Master Lease. Any security cameras, door locks,. emergency generator, or similar improvements that SUBLESSEE elects'to install shall be at SUBLESSEE'S sole cost, subject to .SUBLESSOR'S prior written approval and any approval required by the Master Lease, and shall be removed and the PREMISES restored at termination unless the parties agree otherwise in writing. • • Nothing in this paragraph limits either party's right to terminate this Sublease without cause on thirty(30)days' written notice as provided in this Sublease; and if the anticipated cost of a major repair or replacement would outweigh the benefit of continued occupancy, either party may exercise that termination right in lieu of incurring its share of the cost. . 6. FAILURE TO PERFORM: • • The covenant to pay rent and the covenant to provide any service, utility, maintenance, or repair required under this Sublease are independent,and SUBLESSEE shall not withhold,offset,or abate rent, or any other amount payable under paragraphs 4 or 5, on account of any dispute regarding services, utilities, maintenance, or repairs. If the SUBLESSEE shall breach any of the conditions • required to be performed by it under this Sublease, SUBLESSOR may cure such breach and add the cost thereof to rent or other amounts subsequently becoming due hereunder.-If SUBLESSEE fails to correct a deficiency within thirty (30) days after written notice from DBA and • SUBLESSOR, or within an appropriate shorter period stated in the notice, in the event of a deficiency constituting a hazard to the health and safety of the public, including other tenants, • • property, or any other person,DBA and SUBLESSOR may elect to terminate this Sublease. 7. DAMAGE BY FIRE OR OTHER CASUALTY: - • . • Risk of loss by fire or other casualty,\and the obligation to maintain casualty insurance on the • - PREMISES, are governed by the Master Lease and rest principally with Crittenden County, as LESSOR thereunder, and SUBLESSOR shall have no.obligation to restore or reconstruct the • PREMISES. If the PREMISES are destroyed by fire or other casualty, this Sublease will immediately terminate. In case of partial destruction or damage, so as to render the PREMISES unsuitable for the purposes for which they are Subleased, as determined by SUBLESSOR and DBA,the SUBLESSOR,may terminate the Sublease bygiving written notice to the SUBLESSEE through DBA,within fifteen(15) calendar days thereafter; if so terminated,no rent will accrue to the SUBLESSOR after such partial destruction or damage; and if not so terminated,the rent will be reduced proportionately by supplemental agreement hereto effective from the date of such partial destruction or damage. 8. ALTERATIONS: • The SUBLESSEE may attach fixtures .and install signs in or to the PREMISES with SUBLESSOR'S approval,which shall not be unreasonably withheld. Such fixtures and signs shall • remain theproperty of SUBLESSEE and shall be removed from the PREMISES within thirty(30) days after the termination of this Sublease provided the SUBLESSEE shall restore the PREMISES to a condition as good as at the beginning of this Sublease; ordinary wear and tear excepted. DBA, acting as agent for SUBLESSOR, may during the course of this Sublease negotiate with SUBLESSEE for other improvements to be made in the PREMISES.No services or work will be performed for which an additional cost or fee will be charged by SUBLESSEE without the prior • - • - written authorization of DBA. • . • 9. - TERMINATION: • - In addition to other remedies provided herein, the SUBLESSOR may terminate this Sublease by • thirty (30) days written notice to SUBLESSEE by DBA if the .SUBLESSOR'S funds are insufficient. • • • • 10. SPECIAL PROVISIONS: . • • (a).Failure to make any disclosure required by Governor's Executive Order.98-04,or any violation of any rule, regulation, or policy adopted pursuant to that Order, shall be a material.breach of terms of this contract. Any SUBLESSEE, whether an individual or entity, who fails to make the required disclosure or who violates any rule, regulation,or policy shall be.subject to all . legal remedies available to the SUBLESSOR. ' (1) The SUBLESSEE shall prior to assigning this Sublease with any person or entity,for which the total consideration is greater than$25,000,requires the assignee to complete a Contract . . and Grant Disclosure and Certification Form. The SUBLESSEE shall ensure that any contract agreement, current or future between the SUBLESSEE and an assignee for which the total consideration is greater than$25,000 shall contain the following: . Failure to make any disclosure required by Governor Executive Order 98-04, 'or any violation of any rule, regulation or adopted pursuant to that Order, shall be a material breach of the term of this.Sublease. The party who fails to make the required disclosure or. • who violates the rule, regulation, or policy shall be subject to all legal remedies available . ' . to the SUBLESSOR. (2) The SUBLESSEE shall transmit to the agency a copy of the Contract and Grant Disclosure • • and Certification Form completed and signed by the assignee and a statement containing • the dollar amount of the Sublease. The SUBLESSOR shall transmit to DBA a copy of the . . disclosure form within ten(10)days of entering into any agreement with assignee. (3) The terms and conditions regarding the failure to disclose and conditions which constitutes material breach of contract and rights of termination and remedies under the Executive Order 98-04 are hereby incorporated within. (b) The'State shall not,be responsible for the payment of any taxes or assessments for the . • PREMISES. ' • • (c) SUBLESSOR represents that it has no knowledge of any substance, chemical or waste on the • . PREMISES that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. SUBLESSEE covenants,represents,and warrants that SUBLESSEE • . • ' . • shall not cause or permit any Hazardous Materials (as defined by the USEPA)to be brought, . used, stored, generated, or disposed on or about the PREMISES by SUBLESSEE, its agents, . employees,contractors, subcontractors, or invitees (collectively SUBLESSEE'S parties) and . ' shall be.in compliance with all laws, including, without limitation, Environmental Laws and• with all governmental authorities. SUBLESSEE shall be subject to all penalties of the Law should Hazardous Materials be found on'the PREMISES. SUBLESSEE, in addition to the above, shall be responsible for complying with laws, codes and authorities applicable to the PREMISES and SUBLESSEE'S improvements.' • ' ' • (d) SUBLESSEE shall not permit its detainees,•arrestees, or other non-DOC personnel to enter DOC-controlled, residential, or restricted areas, and shall conduct its operations so that DOC • residents, including female residents, are not exposed to SUBLESSEE'S detainees, arrestees, or unauthorized personnel except as approved in writing by SUBLESSOR.Any use of trustees, • detainees, or non-DOC labor at the PREMISES shall be only under a supervision, access, and resident-separation protocol approved in advance by SUBLESSOR. SUBLESSEE shall be solely responsible for the.safe'and secure containment of its detainees and arrestees and for • • ensuring that any area used by SUBLESSEE for holding or processing detainees or arrestees complies with all applicable life-safety, fire, •building, and detention-facility codes and • standards; SUBLESSEE shall not hold or process detainees or arrestees.in any area that has not been approved in writing by SUBLESSOR for that nse. • (e) SUBLESSEE may use the PREMISES for law-enforcement office, storage, and-operational • purposes, including the holding or processing of detainees or arrestees;storage of evidence or • seized property, and secure storage of law-enforcement equipment. Such operational.use is • • permitted subject to (i) compliance with the Master Lease; (ii) keeping SUBLESSEE'S • detainees, arrestees, and operations physically and operationally separated from. DOC • - controlled and residential areas and from DOC residents,as provided in this Sublease;and(iii) • the security, safety, fire, sanitation, permitting, and code measures reasonably required.by SUBLESSOR and by applicable law. Ordinary service weapons carried •by. officers are permitted. • • (f) SUBLESSEE may install and maintain, at its sole cost and with SUBLESSOR'S prior written approval of routes, penetrations, and server-room,use, its own internet or data service, • : including use of the unused ground-floor server room; SUBLESSEE shall.not connect to or use any SUBLESSOR or State of Arkansas network. . . . (g) SUBLESSEE shall carry during the Sublease term, at its own cost and expense,the following insurance: • . • (1)"All Risk"property insurance for its personal'property replacement costs; and (2) Comprehensive general liability insurance with. a combined single limit of $1,000,000.00 for bodily injury and property damage, or equivalent evidence of.a municipal self-insurance or risk-management program. SUBLESSEE shall provide a • . certificate of insurance to. SUBLESSOR which shall indicate SUBLESSOR as an additional insured. The certificate or evidence. of•self-insurance shall be provided to • SUBLESSOR before occupancy. SUBLESSEE'S insurance•.policy shall provide the • termination or cancellation will not occur without at least fifteen (15) days prior written • • notice to SUBLESSOR. . . . (h) The SUBLESSOR, SUBLESSEE and DBA agree that should the Sublease'expire prior to the execution of any proposed amendment agreement,the parties agree that the-Sublease is hereby reinstated and ratified upon the Amendment Agreement being fully executed by the parties. The provisions,terms, and conditions of any.subsequent Amendment Agreement shall govern • in the event of conflict or inconsistencies, or both. This paragraph should not be construed • between the parties as an agreement that the Sublease will be extended for additional terms,. . but rather as an option between the parties to enter into future negotiations for additional terms should they so.desire. • • (i) In addition to other remedies provided within the Sublease, SUBLESSOR or SUBLESSEE • shall have the option to terminate this Sublease without cause by providing thirty (30) days • written notice to the other party through DBA. D . (j) This agreement shall be deemed a contract under the laws of the State of Arkansas and for'all • purposes shall be governed by and construed in accordance with the laws of the State of Arkansas. • • • (k) SUBLESSEE shall provide janitorial services and supplies for the entire office building at its sole cost throughout the term. Access to portions of the building occupied by SUBLESSOR shall be coordinated with SUBLESSOR. • • • 11. MISCELLANEOUS: • (a) The Sublease and any modifications or.aimendments to it will not be valid-without the written • approval of DBA. . (b) This Sublease shall benefit and bind the parties hereto and their heirs,personal representative, . ..successors and assigns. . (c) The SUBLESSOR may terminate this Sublease by written notice from DBA to SUBLESSEE upon the taking by eminent domain of any part of the PREMISES. This provision does not prevent the.SUBLESSOR from claiming or recovering,from the condemning authority the value of SUBLESSOR'S leasehold interests.If SUBLESSOR does not so terminate,rent shall be reduced proportionately by supplemental agreement effective from the date SUBLESSEE'S . possession is disturbed. • . • (d) Nothing in this Sublease shall be construed to waive the sovereign immunity of the STATE • OF ARKANSAS or any.entities thereof. (e) This Sublease contains the entire agreement of the parties: . • • • • • • • • • • • • • • • (Signatures on following page) • • • Executed by the parties who individually represent that each has the authority to enter into this • Sublease. SUBLESSOR: SUBLESSEE: ARKANSAS DEPARTMENT OF CITY OF WEST MEMPHIS,ARKANSAS CORRECTIONS—DIVISION OF • • COMMUNITY CORRECTION • • • By: By: • • Lindsay Wallace, Cabinet Secretary Mayor or duly authorized representative Date: • Date: • • DIVISION OF BUILDING AUTHORITY .As Agent for Arkansas Department of Corrections—Division of Community Correction . • By: By: • Chris Bell,Deputy Director Anne W. Laidlaw,Director • • Date: • Date: . • WEST MEMPHIS•POLICE DEPARTMENT ACKNOWLEDGMENT: • • • •By: • Harvey Taylor,Police Chief . • • • Date: • • • MASTER LESSOR CONSENT—CRITTENDEN COUNTY,ARKANSAS, as LESSOR under Lease No. P3022, consents to this Sublease. • By: Name/Title: • Date: •