HomeMy WebLinkAboutTidelands Lease Agreement e I F
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1 HA55D-26
Lower Newport Bay
2 (Tidelands)
3
4 LEASE
5 Table of Contents
6 Clause Number and Name Page
1 . Definitions 1
2. Premises 1
8
9 3. Termination of Prior Agreements 1
4. Limitations of the Leasehold 2
10
5. Use 2
11
12 6. Term 3
13 7. Retroactive Rent 3
14 8. Rent 3
9. Revision of Rent 3
15
16 10. Reappraisal of Rent 4
11 . Rent Payment Procedure 7
17
18 12. Charge for Late Payment 7
19 13. Construction and/or Alteration by Tenant 7
20 14. Maintenance Obligations of' Tenant 8
21 15. Insurance 8
22 16. Assigning, Subletting and Encumbering g
23 17. State Lands Commission Leasing Policy 11
24 ]& Notices 11
25 19. Memorandum of Lease 12
26 20. Attachments to Lease 12
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I General Conditions
2 (5 pages)
3 Clause Number and Name
4 1 . Time
5 2. Lease Organization
6 3. Permits and Licenses
7 4. Amendments
8 5. unlawful Use
9 6. Inspection
10 7. Hold Harmless
11 .8. Taxes and Assessments
12 9. Successors in Interest
13 10. Circumstances Which Excuse Performance
14 N . Partial Invalidity
15 12. Utilities
16 13. Waiver of Rights
17 14. Default in Terms of Lease by Tenant
18 15. Reservations to Lessor
19 16. Holding Over
20 17. Condition of Demised Premises Upon Termination
21 18. Disposition of Abandoned Property
22 . 19. Quitclaim of Tenant' s Interest Upon Termination
23 24. Lessor' s Right to Re--Enter
24 21 . Removal of Improvements
25
26
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I HA55D-26
Lower Newport Bay
2 (Tidelands)
3
4 LEASE
5
THIS LEASE, hereinafter referred to as "Lease" , is made by and between COUNTY OF
6 ORANGE, hereinafter referred to as "LESSOR," and The Elliot Family Trust;
Richard C. Elliot and Beverley S. Elliot, Trustees
7 hereinafter referred to as� "TENANT," without regard to number and gender.
8 1 . DEFINITIONS (MA2. 1 S)
9 The following words in this Lease have the significance attached to them in this
10 clause unless otherwise apparent from context:
"Board of Supervisors" means the Board of Supervisors of the County of Orange, a
11 political subdivision of the State of California.
12 "Director" means the Director of Harbors, Beaches and Parks, Environmental
Management Agency of the County of Orange, or his designee, or upon written notice
13 to TENANT, such other person or entity as shall be designated by the Board of
Supervisors.
14
"Real Estate Director" means the Director, Real Estate, General Services Agency, of
15 the County of Orange, or his designee, . or upon written notice to TENANT, such other
16 person or entity as shall be designated by the Board of Supervisors.
"Auditor--Controller" means the Auditor-Controller, County of Orange, or his
17 designee, or upon written notice to TENANT, such other person or entity as shall be
designated by the. Board of Supervisors.
18
2. PREMISES (PMA3. 1 N)
19
LESSOR leases to TENANT that certain property hereinafter referred to as
20 "Premises," Shown on "Exhibit A, " attached hereto and by reference made a part
hereof, and described as those filled tidelands lying between the extension of the
21 sidelines of Lot 23 of Tract 802 from the adjudicated mean high tide line to the
United States bulkhead line, excepting therefrom those lands lying below the
22 existing mean high tide line. Use of submerged "water covered" tidelands areas is
23 not provided for herein.
3. TERMINATION OF PRIOR AGREEMENTS (PMA4. 1 S)
24
It is mutually agreed that this Lease shall terminate and supersede any prior lease
25 agreements between the parties hereto covering all or any portion of the Premises .
26
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1 4. LIMITATION OF THE LEASEHOLD (PMA5. 1 N)
2 This Lease and the rights and privileges granted TENANT in and to the Premises are
subject to all covenants, conditions, restrictions., and exceptions of record or-
3 apparent, including those which are set out in the Tidelands Grant by the State of
California to the County of Orange (Chapter 415, of the. Statutes of 1975, State of
4 California). Nothing contained in this Lease or in any document related hereto
shall be construed to imply the conveyance to TENANT of rights in the Premises i
5 which exceed those owned by LESSOR, or any representation or warranty; either !
expressed or implied, relating to the nature or condition of the Premises or
6 LESSOR' s interest therein. TENANT acknowledges that TENANT has conducted a
complete and adequate investigation of the Premises and that TENANT has accepted
7 the Premises in its "as is" condition.
i
8 5. USE (PMBI . 1 N)
9 a. TENANT shall have the exclusive, private enjoyment of the Premises for
residential yard, landscaping and non-permanent recreational purposes as an
10 adjunct to the residence of those single family residences that adjoin the
Premises and can exclude public access during the term of the Lease,
11 consistent with Chapter 715, of the Statutes of 1984, State of California.
12 As used in this Lease, landscaping and non-permanent recreational
13 improvements include the following:
a. Patios and decks ;
14
b. Walks and steps, including dock access walks;
15
i
c. Planters and garden walls not exceeding 36 inches in height above j
16 natural grade; i
17 d. Benches;
18 e. Statues ;
i
19 f. Landscaping;
20 g. Sprinkler systems ;
21 h. Yard lighting; and
_ r
22 i . Any and all improvements existing as of August 1 , 1990.
23 TENANT agrees not to use the Premises for any other purpose nor to engage in or
permit any other activity within or from the Premises.
24 3
b. Tenant shall obtain prior written consent of Lessor before the placement of
25 any improvements not listed above. Consent of Lessor shall be obtained i
26 through its Environmental Management Agency, Harbors , Beaches and Parks ,
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1 Post Office Box 4048, Santa Ana, CA 92702--4048 or at any address the
2 Director may hereafter designate.
6. TERM (PMB2.1 S)
3
The term of this Lease shall be forty--nine (49) ye`ars, commencing on March 22, 1988
4 to coincide .with the expiration of the Interim Tidelands Lease Agreement executed
on March 22, 1983. TENANT understands and agrees that this Lease is subject to
5 automatic termination as provided in Clause 15 (INSURANCE) .
6 7. RETROACTIVE RENT
7 TENANT. agrees to pay the sum of $17,791 .98 as payment in full of all rent for the
Premises during the. period from January 1 , 1981 through March 21 , 1988 under the
8 provisions of the Interim Tidelands Lease Agreement executed March 22, 1983.
9 In addition, TENANT agrees to pay the sum of $11 ,304.81 as payment in full of all
1.0
rent for the premises during .the period from March 22, 1988 through March 21 , 1992.
Payment of both sums shall be made to the County of Orange , concurrently with the
11 execution of this lease, pursuant to the provisions of Clause 1T , (RENT PAYMENT
PROCEDURE) of this Lease.
12
8. RENT (PMC1 . 1 S)
13
Commencing March 22, 1992 and continuing until adjusted pursuant to Clause 9 or 10
14 of this Lease, TENANT agrees to pay as rent for the Premises the sum of $3, 136.08
per year, payable on or .before March, 22, 1992 and on or before each anniversary of
15 the effective date of this Lease thereafter, so long as tenancy continues . In the
event the obligation to pay rent terminates on some date other than ' the anniversary
16 of the effective date of this Lease, the rent shall be prorated to reflect the
17 actual period of tenancy.
9. REVISION OF RENT (PMC4.2 N)
18
Every three years the rent specified in Clause 8 (RENT) shall be subject to
19 automatic adjustments in proportion to change in the Consumer Price Index for Los
Angeles-- Anaheim--Riverside, CA (All Urban Consumers--All Items 1982-84=100)
20 promulgated by the Bureau of Labor Statistics of the U. S. Department of Labor
(INDEX) .
21
22
23
24
25
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I The first automatic adjustment shall be effective on March 22, 1991 and subsequent
adjustments shall be effective on .the March 22 anniversary date every third year
2 thereafter (1994, 1997 etc. ) . Adjusted rent shall be calculated by means of the
following formula:
3 A = $ xB
C
4 A = Adjusted Rent
5 B = INDEX for the fourth month prior to the month in which each rental rate
adjustment is to become effective.
6
7 For calculating 1991 , 1994V and 1997 adjustments,
C = Monthly Index for March 1988 = 120.6
8
For calculating subsequent adjustments , C shall equal the Monthly Index for
9 the most recent effective date of reappraised rent as set forth in Clause
10 (REAPPRAISAL OF RENT) (March 1998, March 2008, March 2018 and March
10 2028).
11 For calculating 1991 , 1994 and 1997 adjustments , Base rent established for
March 1988.
12
For calculating subsequent adjustment, * shall equal the rent established for
13 the most recent effective date of reappraised rent as set forth in Clause 10
(REAPPRAISAL OF RENT) (March 22, 1998, March 22, 2008, March 22, 2018, and
14 March 22, 2028) .
Notwithstanding the foregoing, in no event shall the annual rent be reduced by
15 reason of such adjustment.
16 In the event that the INDEX is not issued or published for the period for which
such annual rent is to be adjusted and computed hereunder, or that the. Bureau of
17 Labor Statistics of the United States Department of Labor should cease to publish
said index figures , then any similar index published by any other branch or
18 department of the United States Government shall be used and if none is so
published, then another index generally recognized and authoritative shall be
19 substituted by LESSOR.
20 10. REAPPRAISAL OF RENT (N)
21 LESSOR and TENANT agree that rent payable pursuant to Clause 8 (RENT) and as
adjusted by Clause 9 (REVISION OF RENT) of this Lease, shall be subject to periodic
22 adjustment by reappraisal every ten (10) years to be effective on the following
dates:
23
March 22, 1998,
24 March 22, 2008,
March 22, 2018,
25 March 22, 2028,
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I It is the intent of LESSOR and TENANT that rent payable pursuant to Clause 8 (RENT)
of ,this Lease, shall be calculated by the following formula:
2
Rent = reappraised value of the Premises x .375 (thirty-seven and
3 one-half percent) x .09 (nine percent)
4 Note: ( .375 is based upon 62.5% discount for land utilization i .e. ,
1 .0 - .625 = .375; .09 is based upon rate of return.)
LESSOR and TENANT shall begin the appraisal process to determine rent adjustment
6 six months prior to the effective date"of said rent adjustment and shall use the
following procedure:
7
(1 ) LESSOR and TENANT shall , no less than 180 days prior to the next scheduled
8 rent adjustment, each employ a qualified real estate appraiser. LESSOR shall
use its reasonable efforts to provide TENANT written notice of its obligation
9 to employ an appraiser thirty (30) days prior to the date by which the
appraiser must be employed. LESSOR' s failure to provide such notice shall not
10 relieve TENANT of obligation to employ an appraiser as set forth in this
Lease. The term "qualified real estate appraiser, " as used herein shall mean
11 and refer to a real estate appraiser designated as a "senior" member or
equivalent by a nationally recognized appraisal organization, hereinafter
12 referred to as "appraiser, " and who has at least five years experience
13 appraising this type of property.
a. In the event TENANT fails to employ an appraiser prior to this 180-day
14 period and provide written notice to LESSOR. of said employment, then th.e
appraiser employed by the LESSOR shall be the sole appraiser responsible
15 for determining the value of the Premises and his opinion shall be binding
upon LESSOR and TENANT.
16
b. LESSOR and TENANT shall be individually responsible for the ,fee of the
17 appraiser which it employs.
18 (2) After selection of the appraiser(s) , the Real Estate Director shall
immediately fix a time and place for a pre-appraisal. meeting with the Real
19 Estate Director, TENANT, and the appraiser(s) .
20 a. At or before the pre-appraisal meeting, the Real Estate Director shall
21 provide the appraiser(s) with a "Scope of Work."
b. The appraiser(s) shall , within 120 days after the pre-appraisal
22 meeting, prepare and deliver to LESSOR and TENANT two copies of a fully
documented written report, prepared in accordance with the Scope of Work,
23 containing the appraiser' s independent opinion of the value of the
Premises.
24
25 (3) The rent adjustment shall be determined as follows:
26
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1 a. If only one appraisal is submitted within the 120—day period, then the
rent adjustment shall be based on the estimated value of the Premises as
2 set forth .in that appraisal . The rent shall then be determined using the
3 formula set forth above in this Clause 10 (REAPPRAISAL OF RENT) .
b. If two appraisals are submitted within the 120—day period, then the
4 rent adjustment shall be on the mathematical average of the estimated
value of the Premises of the- two appraisals, provided the lower of the two
5 appraisal values is equal to or greater than ninety percent (90%) of the
higher of the two appraisal values . The rent shall then be determined
6 using the formula set forth above in this Clause 10 (REAPPRAISAL OF RENT) .
7 (4) In the event two appraisals are submitted but the value of the lower is
less than ninety percent (90%) of the higher of the two values, the Real
8 Estate Director shall independently select a third appraiser.
9 a. The third appraiser shall then have sixty (60) days after its
appointment to prepare and deliver to LESSOR and TENANT two (2) copies
10 of a fully documented written report prepared in accordance with the
Scope of Work containing that appraiser' s independent opinion of the
11 value of the Premises. LESSOR and TENANT shall each pay one half of
12 the fee of the third appraiser.
b. In the event the third appraisal is required, the reappraised value
13 for determining the rent adjustment shall be based on the mathematical
average of the two appraisals with the closest estimated values and
14 the Rent shall then be determined by using the formula set forth above
15 in this Clause 10 (REAPPRAISAL OF RENT) .
16 (5) LESSOR and TENANT agree to be bound to the herein described rent
17 adjustment without further dispute.
In no event shall adjusted rent be less than rent payable immediately
18 prior to the subject rent reappraisal date.
19 Should t.he_adjusted annual rent be determined subsequent to the effective
date thereof, said adjusted annual rent shall be retroactive to that
20 date. TENANT shall pay all retroactive rent, without penalty, within 30
days after receipt of notice from LESSOR of the amount of retroactive
21 rent due.
22 (6) Appraisals or discount factors used for the purposes of rent calculation
or adjustment, as provided in this Lease, shall be used only to set
23 consideration for this Lease subject to terms and conditions hereof.
24
25
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1. 11 . RENT PAYMENT PROCEDURE (PMC6.2 N)
2 LESSOR shall use its reasonable efforts to provide TENANT with a written statement
of the rent due on or before thirty (30) days prior to the date each rent payment
3 is due. LESSOR' s failure to provide such written notice shall in no way relieve
4 TENANT of its obligation to pay all rent required by this Lease as and when due.
Rent payments shall be delivered or sent by U.S. Mail to County of Orange, Office
5 of the Auditor-Controller, Post Office Box 567 (630 North Broadway) , Santa Ana,
California 92702. The designated place of payment may be changed at any time by
6 LESSOR upon ten (10) days written notice to TENANT. Rent payments shall be made
payable to the County of Orange. TENANT assumes all risk of loss if payments are
7 made by mail .
8 All rental shall be paid in lawful money of the United States of America, without
offset or deduction or prior notice or demand. No payment by TENANT or receipt by
9 LESSOR of a lesser amount than the rent due shall be deemed to be other than on
account of the rent due, nor shall any endorsement or statement. on any check or any
10 letter accompanying any check or payment as rent be deemed an accord and
satisfaction, and LESSOR shall accept such payment without prejudice to LESSOR' s
11 right to recover the balance of said gent or pursue any other remedy in this Lease.
12 12. CHARGE FOR LATE PAYMENT (PMC7. 1 S)
13 TENANT hereby acknowledges that the late payment of rent or any other sums due
hereunder will cause LESSOR to incur costs not contemplated by this Lease, the
14 exact amount of which will be extremely difficult to ascertain. Such costs include
but are not limited to costs such as administrative processing of delinquent
15 notices, increased accounting costs, etc.
16 Accordingly, if any payment of rent as specified in Clause 8 (RENT) or of any other
sum due LESSOR is not received by LESSOR by the due date, a late charge of one and
17 one-half percent (1 .5%) of the payment due and unpaid plus $100 shall be added to
the payment, and the. total sum shall become immediately due and payable to LESSOR.
18 An additional charge of one and one-half percent (1".5%) of said payment, excluding .
late charges, shall be added for each additional month that said, payment remains
19 unpaid.
20 TENANT and LESSOR hereby agree that such late charges represent a fair and
reasonable estimate of the costs that LESSOR will incur by reason of TENANT' s late
21 payment. Acceptance of such late charges (and/or any portion of the overdue
payment) by LESSOR shall in no event constitute a waiver of TENANT' s default with
22 respect to such overdue payment, or prevent LESSOR from exercising any of the other
23 rights and remedies granted hereunder.
24 13 CONSTRUCTION AND/OR ALTERATION BY TENANT (PMD2. 1 N)
No structures, improvements, or facilities other than those listed in Clause 5
25 (USE) of this Lease shall be constructed, erected , altered, or rude within the
26 Premises without prior written consent of Director. Any conditions relating to the
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1 manner, method, design and construction of said structures, improvements, or
facilities fixed by the Director shall be conditions hereof as though originally
2 stated herein.
3 All improvements constructed by TENANT within the Premises shall be constructed in
4 strict compliance with detailed plans and specifications approved by Director.
14. MAINTENANCE OBLIGATIONS OF TENANT (PME2. 1 S)
5
TENANT shall , to the satisfaction of Director, keep and maintain the Premises and
6 all improvements of any kind which may be erected, installed or made thereon in
good condition and in substantial repair. It shall be TENANT' s responsibility to
7 take all steps necessary or appropriate to maintain such a standard of condition
and repair.
TENANT expressly agrees to maintain the Premises in a safe and clean condition, to
9 the reasonable satisfaction of Director and in compliance with all applicable laws.
10 If TENANT fails to maintain or make repairs or replacements as required, Director
shall notify TENANT in writing of said failure. Should TENANT fail to correct the
11 situation within three days after receipt of written notice, Director may make the
necessary correction or cause it to be made and the cost thereof, including but not
12 limited to the cost of labor, materials , and equipment and administration, shall be
paid by TENANT within ten (10) days of receipt of a statement of said cost from
13 Director. Director may, at his option, choose other remedies available herein, or
by law.
14
15. INSURANCE (PME5. 1 .3 N)
15
TENANT fully understands that it is extremely important that TENANT shall maintain
16 insurance acceptable to Real Estate Director in full force and effect throughout
the term of this Lease. The policy or policies of insurance maintained by TENANT
17 shall provide the following limits and coverages:
18 Coverage Minimum Limit
19 General Comprehensive Liability $500,000
20 Insurance shall be in farce the first day of the term of this Lease.
21 Each liability insurance policy required by this Lease shall contain the following
three clauses:
22
A. "This insurance shall not be cancelled, limited in scope of coverage
23 or non—renewed until after 30 days written notice has. been given to
the County of Orange, General Services Agency/Real Estate, P. 0. Box
24 4106, Santa Ana, California 92702-W4106. "
25
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1 B. "County of Orange and the State of California are added as additional
named insureds as respects activities of the named insured at or from
2 Premises leased from the County of Orange."
3 C. "It is agreed that any insurance maintained by the County of Orange
and the State of California will apply in excess of; and contribute
4 with, insurance provided by this policy. "
5 TENANT agrees to maintain insurance necessary to satisfy Real Estate Director that
all provisions of this Lease have been complied with, and to keep such insurance in
6 effect and to deposit certificates of insurance upon demand with the Real Estate
7 Director during the entire term of this Lease.
THIS LEASE SHALL> AUTOMATICALLY TERMINATE AT THE SAME TIME TENANT'S INSURANCE
8 COVERAGE IS TERMINATED. IF, WITHIN TEN (10) DAYS AFTER TERMINATION UNDER THIS
CLAUSE, TENANT OBTAINS AND PROVIDES EVIDENCE OF THE REQUIRED INSURANCE COVERAGE
9 ACCEPTABLE TO REAL ESTATE DIRECTOR, THIS LEASE MAY BE REINSTATED AT THE SOLE
DISCRETION OF REAL ESTATE DIRECTOR. IF REINSTATED, TENANT SHALL PAY FIVE HUNDRED
1.0 . DOLLARS ($500) TO COVER THE PROCESSING COSTS INCURRED BY REAL ESTATE DIRECTOR.
11 Real Estate Director shall retain the right at any time to review the coverage,
form, and amount, of the insurance required hereby. If, in the opinion of Real
12 Estate Director, insurance provisions in this Lease do not provide adequate
protection for LESSOR, Real Estate Director may require TENANT to obtain insurance
13 sufficient in coverage, form, and amount to provide adequate protection. Real
Estate-Director' s requirements shall be reasonable but shall be designed to assure
14 protection from and against the kind and extent of the risks, with respect to the
Premises and allowable uses thereof, which exist at the time a change in insurance
15 is. required.
16 Real Estate Director shall notify TENANT in writing of changes in the insurance
requirements; and if TENANT° does not deliver copies of acceptable insurance
17 policies with Real Estate Director incorporating such changes within thirty days of
receipt of such notice, this Lease shall be in default without further notice to
18 TENANT, and LESSOR shall have the sole right to terminate this Lease in addition to
other remedies available.
19
The procuring of such required policy or policies of insurance shall not be
20 construed to limit TENANT' s liability hereunder nor to fulfill the indemnification
21 provisions and requirements of this Lease.
22 16. ASSIGNING, SUBLETTING AND ENCUMBERING (N)
A. Assignment
23
TENANT shall not transfer interest in this- Lease without the prior written
24 approval of the Director Except as provided in paragraph C below of this
Clause. As a condition of the Director's approval , TENANT shall notify
25 the Director of the identity of the proposed TENANT and provide a copy of
26 documentation of the transfer of interest.
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I Approval shall not be withheld or delayed provided said transfer of
interest occurs concurrently with the transfer of ownership of the
2 adjacent and contiguous residential property and the proposed transfer of
3 interest is to the Grantee of such residential property.
In the event TENANT has provided Director proper notice, as set forth in
4 Clause 18 (NOTICES) , of transfer of its interest in this Lease, and
Director has not responded to TENANT within sixty (60) days of receipt of
5 such notice, Director' s approval of said transfer shall be deemed granted
provided copies of documentation of said transfer have been received by
6 the Director as set forth in this Clause.
7 Upon written approval of transfer of its interest,. TENANT is released of
any obligations of this Lease, provided no default of the terms of this
8 Lease exists including payment of all rent due to LESSOR as set forth in
9 Clause 8 (RENT) and Clause 12 (CHARGE FOR LATE PAYMENT) .
Failure to obtain Director' s approval or deemed approval of transfer of
10 interest shall render such transfer void.
11 Occupancy of the Premises by a prospective transferee or assignee without
approval of the transfer or assignment by the Director shall constitute a
12 breach of this Lease.
13 Any document used for the purpose of transfer or assignment of the
Premises or any part thereof, shall not be inconsistent with the
14 provisions of this Lease and in the event of any such inconsistency, the
provisions of this Lease shall control .
15
16
B. Subletting
-
Prior approval of the Director shall be required for TENANT to enter into
17 subleases with those residents whose properties adjoin the Premises. All
subleases shall be between TENANT and sublessee; the entry into
18 sub-subleases is prohibited and shall constitute a breach of this Lease.
19 C. Encumbrances
20 TENANT shall not pledge, hypothecate, mortgage or encumber its interest in
this Lease except to convey a security interest to a lender whose loan is
21 also secured by the residential property which is adjacent and contiguous
with the premises. The prior written consent of the LESSOR shall not be
22 required for transfer of LESS£E' s interest in the Lease to or from any such
23 lender subject to the following convenants and conditions:
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1 1 . Said loan and all rights acquired thereunder shall be subject to each
and all of the convenants, conditions and restrictions set forth in
2 this Lease and to all rights and interests of LESSOR hereinunder.
3 2. In the event- of any conflict between the provisions of this Lease and
the provisions of any loan document, the provisions of this Lease shall
4 control .
5 3. In the event any such lender subsequently acquires TENANT' s interest in
this Lease as a result of a foreclosure of its security interest, or an
6 assignment in lieu thereof, such lender shall remain liable for the
payment of rent- and performance of all other terms, covenants and
7 conditions hereunder only until lender assigns its interest in this
Lease.
8
9 17. STATE LANDS COMMISSION LEASING POLICY
LESSOR and TENANT acknowledge that the consideration for this Lease and any other
10 terms and conditions provided in this Lease do not necessarily reflect the leasing
policy of the State Lands Commission. The method for determining rent provided in
11 this Lease shall not be used for the purpose of. establishing rent in any future
12 agreements involving filled or unfilled tide or submerged land.
18. NOTICES (PMF8. l S)
13
All notices pursuant to this Lease shall be addressed as set forth below or as
14 either party may hereafter designate by written notice and shall be sent through the
United States mail in the State of California, duly registered or certified, return.
15 receipt requested, with postage prepaid. If any notice is sent by registered or
certified mail , as aforesaid, the sane shall be deemed to have been served or
16 delivered twenty-four (24) hours after mailing thereof as above provided.
Notwithstanding the above, LESSOR may also provide notices to TENANT by personal
17 delivery or by regular- mail and any such notice so given shall be. deemed to have
been given upon receipt.
18
LESSOR TENANT
19
County of Orange i
20 Environmental Management Agency I
Director, Harbors , Beaches and Parks
21 P. 0. Box 4048
Santa Ana, CA 92702-4048
22
and
23
County of Orange
24 Director, GSA/Real Estate
P. 0. Box 4106
25 Santa Ana, CA 92702-4106
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1 19. MEMORANDUM OF LEASE (N.)
2 In order to impart constructive notice of TENANT' s obligations under the terms of-
this Lease, TENANT shall cause any prospective transferee or assignee to sign the
3 "Memorandum of Lease" , in a form as shown on "Exhibit B", attached hereto and made a
part hereof, and have the signature notarized. The signed and notarized Memorandum
4 of Lease shall be submitted to the Director as part of the documentation of the
transfer of interest as set forth in Clause 16 (ASSIGNING, SUBLETTING AND
5 ENCUMBERING) .
6 LESSOR shall provide access to and/or a copy of the Lease to TENANT and successors
7 upon request to the following office:
County of Orange
8. GSA/Real Estate
Director
9 P. 0. Box 4106
10 Santa Ana, CA 92702-4106
20. ATTACHMENTS TO LEASE (MF9.1 S)
11 .
12 This Lease includes the following, which are attached hereto and made a part hereof:
GENERAL CONDITI-ONS---(21 Clauses)
13
EXHIBIT A (Location Map)
14
EXHIBIT B (Memoranduffi of Lease)
15
16
17
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IN WITNESS WHEREOF, the parties have executed this Lease the day and year first
above written.
2
3 TENANT
4
LL o-tt Fa j1n�5-
� �-
5 By 11�JS
By iruk��
6 .
7 By
APPROVED AS TO FORM:
8 County Counsel
9
10 By Kathy Paul
11 RECOMMENDED FOR APPROVAL:
12
General Services Agency
13 Real Esta e
14
15 By
16 Environmental Management Agency
17 Harbors, Beaches and Parks
18 By . Michael M. Ruane
19
SIGNED AND CERTIFIED THAT A COPY OF LESSOR 20
THIS DOCUMENT HAS BEEN DELIVERED TO
21
THE CHAIRMAN OF THE BOARD CO NTY O ORAN
22 By �, Q; By
23 LINDA D. R TH MAY 2 0 199Z Ch r an, Board of Supervisors
Clerk of the Board of Supervisors of
24 the County of Orange
25
26
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1 I. GENERAL CONDITIONS
2
3 1 . TIME (PMG1 .2 S)
4 Time is of the essence of this Lease.
5 2. LEASE ORGANIZATION (PMG5.2 S)
6 The various headings and numbers herein, the grouping of provisions of this Lease
into separate clauses and paragraphs, and the organization hereof, are for the
7 purpose of convenience only and shall not be considered otherwise.
8 3. PERMITS AND LICENSES (PMG3. 1 S)
9 TENANT shall be required to obtain any and all approvals , permits, and/or licenses
which may be required in connection with the operation of the Demised. Premises as
10 set out herein. No permit, approval , or consent given by LESSOR, in its
11 governmental capacity, shall affect or limit TENANT' s obligations hereunder, nor
shall any approvals or consents given by LESSOR as a party to this Lease, be deemed
approval as to compliance or conformance with applicable governmental codes , laws ,
12 rules, or regulations.
13 4. AMENDMENTS (PMG6.2 S)
14 This Lease sets forth all of the agreements and understandings of the parties with
15 regard to its subject matter and any modification 'must be written and properly
executed by both parties . .
16 5. UNLAWFUL USE (PMG7.2 S)
17 TENANT agrees no improvements shall be erected, placed upon, operated, nor
maintained within the Premises, nor any business conducted or carried on therein or
18 therefrom; in violation of the terms of this Lease, or of any regulation, order of
19 law, statute, bylaw, or ordinance of a governmental agency having jurisdiction.
2O 6. INSPECTION (PMG9.2 S)
LESSOR or its authorized representative shall have the right at all reasonable
21 times to inspect the Premises to determine if the provisions of this Lease are
22 being complied with.
23 7. HOLD HARMLESS (PMGlO.2 N)
TENANT hereby waives all claims and recourse against LESSOR and the State of
24 California including the right of contribution for loss or damage of persons or
2� property arising from, growing out of or in any gray connected with or related to
this agreement except claims arising from the concurrent active or sole negligence
26 of the State of California or LESSOR, or their officers, agents , and employees .
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i
I TENANT hereby agrees to indemnify, hold harmless and defend the State of California
and LESSOR and their officers , agents, and employees, against any and all claims,
2 loss , demands , damages, cost, expenses or liability costs arising out of the
operation or maintenance of the property described herein except for liability
3 arising out of the concurrent active or sole negligence of the State of California
and/or LESSOR, their officers , agents, or employees. In the event the State of
4 California and/or LESSOR is named as co-defendant, TENANT shall notify LESSOR of
such fact and shall represent the State of California and/or LESSOR in such legal
5 action unless the State of California and/or LESSOR undertakes to represent itself
as co-defendant in such legal action, in which event TENANT shall pay to the State
6 of California and/or LESSOR its litigation costs, expenses , and attorney' s fees_
In the event judgment is entered against the State of California and/or LESSOR and
7 TENANT because of the concurrent active negligence of the State of California
and/or LESSOR and TENANT, their officers, agents, or employees, an apportionment of
8 liability to pay such judgment shall be made by a court of competent jurisdiction.
Neither party shall request a jury apportionment.
9
LESSOR agrees to indemnify and hold harmless TENANT, its officers, agents and
10 employees against any and all claims, loss, demands, damages, costs , expenses or
liability arising from, growing out of or in any way connected with or related to
11 this agreement and arising out of the concurrent active or sole negligence of the
12 LESSOR or its officers , agents or employees .
8. TAXES AND ASSESSMENTS (PMG11 .2 N)
13
This lease may create a possessory interest which is subject to the payment of
14 taxes levied on such interest. It is understood and agreed that all taxes and
assessments (including but not limited to said possessory interest tax) which
15 become due and payable upon the Premises shall be the full responsibility of
TENANT", and TENANT shall cause said taxes and assessments to be paid promptly.
16
17 9. SUCCESSORS. IN INTEREST" (PMG12.2 )
Unless otherwise provided in this Lease, the terms, covenants, and conditions
18 contained herein shall apply to and bind the heirs , successors, executors ,
administrators, and assigns of all the parties hereto, all of whom shall be jointly
1.9 and severally liable hereunder.
20 10. CIRCUMSTANCES WHICH EXCUSE PERFORMANCE (PMG13.2 S)
21 If either party hereto shall be delayed or prevented from the performance of any
act required hereunder by reason of acts of God, restrictive governmental laws or
22 regulations, or other cause without fault .and beyond the control of the party
obligated (financial inability excepted) , performance of such act shall be excused
23 for the period of the delay and the period for the performance of any such act
shall be extended for a period equivalent to the period of such delay. However,
24 nothing in this clause shall excuse. TENANT from the prompt payment of any rental or
other charge required of TENANT except as may be expressly provided elsewhere in
25 this Lease.
26
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1 11 . PARTIAL. INVALIDITY (PMG14.2 S)
2 If any term, covenant, condition, or provision of this Lease is held by a court of
competent jurisdiction to be invalid, void, or unenforceable, the remainder of the
3 provisions hereof shall remain in full force and effect and shall in no way be
4 affected, impaired, or invalidated thereby.
1.2. FUTILITIES (PME1 . 1 S)
5
TENANT shall be responsible for and pay, prior to the delinquent date, all charges
6 for utilities supplied to the premises
7 13. WAIVER OF RIGHTS (PMGl5.2 S)
8 The failure of LESSOR or TENANT to insist upon strict performance of any of the
terms, covenants, or conditions of this Lease shall not be deemed a waiver of any
9 right or remedy that LESSOR or TENANT may have, and shall not be deemed a waiver of
the right to require strict performance of all the terms, covenants, and conditions
10 of the Lease.
11 14. DEFAULT IN TERMS OF THE LEASE BY TENANT (PMG16.2 N)
12 Should TENANT default in the performance of any covenant, condition, or. agreement
contained in this Lease and such default is not corrected within a reasonable time
13 (as determined by LESSOR) after TENANT receives written notice of default from
LESSOR, LESSOR may terminate this Lease. All rights of TENANT and those who claim
14 under TENANT, stemming from this Lease, shall end at the time of such termination.
15 15. RESERVATIONS TO LESSOR: (PMG18.2 S)
16 The Premises are accepted as is and where is by TENANT subject to any and all
existing easements and encumbrances. LESSOR reserves the right to install , lay,
17 construct, maintain, repair, and operate such sanitary sewers, drains, storm water
sewers, pipelines, manholes , and connections; water, oil , and gas pipelines;
18. telephone and telegraph power lines; and the appliances and appurtenances necessary
or convenient in connection therewith, in, over, upon, through, across , and along
19 the Premises or any part thereof as may be necessary to serve the Premises, and to
enter the Premises for any and all such purposes. LESSOR also reserves the right
20 to grant franchises, easements, rights of way, and permits in, over, upon, through,
across, and along any and all portions of the Premises as may be necessary to serve
21 the Premises.
22 LESSOR agrees that rights granted to third ,parties by reason of this clause shall
contain provisions that the surface of the land. shall be restored as nearly as
23 practicable to its original condition upon the completion of any construction.
24
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I LESSOR further agrees that should the exercise of these rights temporarily
interfere with the use of any or all of the Premises by TENANT, the rental shall be
2 reduced in proportion to the interference with TENANT' s u.se of the Premises .
3 16. HOLDING OVER (PMG19.2 S)
4 In the event TENANT shall continue in possession of the Premises after the term of
this Lease, such possession shall not be considered a renewal of this Lease
5 but a tenancy from month to month and shall be governed by the conditions and
covenants contained in this Lease.
6
7 17. CONDITION OF DEMISED PREMISES UPON TERMINATION (PMG20.2 S)
Except as otherwise agreed-- to herein, upon termination of this Lease, TENANT shall
8 redeliver possession of said Premises to LESSOR in substantially the same condition
that existed immediately prior to TENANT' s entry thereon, reasonable wear and tear,
9 flood, earthquakes , war, and any act of war, excepted.
19 18. DISPOSITION OF ABANDONED PERSONAL, PROPERTY (PMG21 .2 S)
11 If TENANT abandons the Premises or is dispossessed thereof by process of law or
otherwise, title to any personal property belonging to TENANT and left on the
12 Premises 15 days after such abandonment or dispossession shall be deemed to have
been transferred to LESSOR. LESSOR shall have the right to remove and to dispose
13 of such property without liability therefor to TENANT or to any person claiming
14 under TENANT, and shall have no need to account therefor.
15 19. QUITCLAIM OF TENANT'S INTEREST UPON TERMINATION (PMG22.2 S)
Upon termination of this Lease for any reason, including but not limited to
16 termination because of default by TENANT, TENANT' shall execute, acknowledge , and
deliver to LESSOR within 30 days after' receipt of written demand therefor, a good
17 and sufficient deed whereby all right, title, and interest of TENANT in the
Premises is quitclaimed to LESSOR. Should TENANT fail or refuse to deliver the
18 required deed to LESSOR, LESSOR may prepare and record a notice reciting the
failure of TENANT to execute , acknowledge and deliver such deed and said notice
19 shall be conclusive evidence of the termination of this Lease and of all right of
20 TENANT or those claiming under TENANT in and to the Premises .
21 20. LESSOR'S RIGHT TO RE-ENTER (PMG23.2 S)
TENANT agrees to yield and peaceably deliver possession of the Premises to LESSOR
22 on the date of termination of this Lease, whatsoever the reason for such
termination.
23
Upon giving written notice of termination to TENANT LESSOR shall have the right to
24 re-enter and take possession of the Premises on the date such termination becomes
effective without further notice of any kind and without institution of
25 summary or regular legal proceedings. Termination of the Lease and re-entry of the
Premises by LESSOR shall in no way alter or diminish any obligation of TENANT under
26 the lease terms and shall not constitute an acceptance or surrender.
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1 TENANT waives any and all right of redemption under any existing or future law or
statute in the event of eviction from or dispossession of the Premises for any
2 lawful reason or in the event LESSOR re-enters and takes possession of the Premises
in a lawful manner.
3
21 . REMOVAL OF IMPROVEMENTS (PMD6. 1 N)
All improvements constructed or placed within the Premises by TENANT must, upon
5 completion, be free and clear of all liens , claims, or liability for labor or
material . LESSOR retains the right to require TENANT, at TENANT' s cost, to remove
6 all TENANT improvements located on the Premises at the expiration or termination of
this Lease.
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1 EXHIBIT A