HomeMy WebLinkAboutContracts & Agreements_29-1968M
• A
AGRTE'MENT "All
:ThisArecictiiia:asoftepth dayo'Octoberg
1968, by and between the PARKING AUTHORITY Ol:, TIIE CITY OF
REDLANDS (hereinafter sonicti,mes retforrod to as the "Authority") �a
public body corporate and politic organized and existing under the laws of
the State of California, and the CITY OF REDLANDS (licroi€after some --
times referred to as the "City„), a municipal corporation of the State of
California.
R ecitaIs
1. The Authority is a public corporation created under and
exercising its powers pursuant to the Parkin Law of 19 i9, Part 2 of
Division IS, commencing at Section 32500, of the Streets and Highways
Code of the State of California, and under said Law has the power to issue
revenue bonds for the purpose of financing public parking facilities;
2. The Authority is in the process of acquiring or proposes to
acquire a site for public parking facilities that certain parcel of land in
the City of Redlands, California (such parcel is hereinafter roforred to
as the "Site"), which is described in Exhibit A attached hereto and
incorporated herein, and to construct off-street parkiii- improvements
its
thereon;
3. The estimated cost and expense of said acquisition and Iniprove-
€rent is $54, 700. 00;
4. The Authority proposes to issue revenue bonds for the purpose
of the acquisition, construction and financing of public parkin; f�: ailities.
NOW, THERE -FORE, in consideration of the; mutual pro€;rises and
agrcen-re€its herein contained, the parties hereto agroo, as ollows:
1. The Authority agrees to acquire tho Site for the suni of S,29, 700. 00.
2. The City, acting on behalf oi: the Authority and utilizirng City
per a€ -id administrative procedures, shall construct, or cause to
-1-
be constructed on the Site, the off-street parking improvem;c:nics inCIUCii1g
3
ilk p ovcml -nts for in(Yress and �'z�ress and otheri.ncideiita �' �niproonnents
in accordance with the plans and specifications on Mc. in tl,e ail -ice of the
City Cleric of the City including all addenda thecoto.
3. The City shall advance to Authority the total sutra of S54, 700. 00,
of which amount $29, 700. 00 shall be applied to purchase the Site, S25, 000. 00
shall he used for the acquisition o� additional lands fo.i. parking spaces
adjacent to the Site and ,$9, 635. 00 shall be allocable to acquisition of that
portion of the Site required for the widening of Eureka Sweet adjacent to
the Site, as described on Exhibit B attached hereto and shown in red color
on the map attached hereto as Exhibit C.
4. The Authority shall convey to the City the portion of the. Site
required for the purpose of widening Elureka Street adjacent to the Site,
and to accept a credit of $9, 63 5. 00 for said portion of the Site as against
the City`s total advance of $5 , 700. 00 and the City shall give such credit
to Authority.
5, The Authority shall reimburse City for all advances made as
Provided herein from th.e proceeds of the revenue ;onds.
6. if any one or more of the terms, provisions, pzotnises, covenants,
or conditions of this Agreement shall to any extent be adjudged invalid,
unenforceable, void or voidable for any reason whatsoever by a court of
competent jurisdiction, each and all of the remaining terms, provisions,
promises, covenants and conditions of this Agreement shall not be affected
thereby and shall be valid and enforceable to the fullest extent permitted by
law.
7. if the Authority has nt)i ii,�kI revenue honds in accordance
with this Agreement, and tide City for all advancers specified
herein within three (3) years from the date hereof, all right, title, aiid
interest in the Site shall vest its the City.
IN WITNESS WHEREOF, the parties hereto havc caused this
A.g-reciizcnt to be cxccutcd and attested by their proper officers the reunto
duly authorized, and their official seals to be hereto affixed, as of the
day and year first move written.
CITY OF REDLANDS
BY: Waldo F. Burroughs_
Mayor
Attes-t'
A. o se e
City Cleric
(SEA L)
PARKING AUTHORITY Or THE
CITY OF REDLANDS
By d - -- --
Chairman
Attest:
p A. Mosela�y
—i Secretary
(SEAL)
I FEREBY APPROVE the form and legality of the foregoing
Agreement this da of 1968.
�Oth day of
F Ta for
City A.ttor: ey an ex officio Attorney for
f Redlands
the Parking Au ' rity of the City o
STATE OF CALI ORNIA )
ss
COUNTY OF SAN BERNARDINO )
On this 30th day of October , in the year 1968, bofore
one, Martha E. Lewis , a Notary Public, State: of California, duly
commissioned and sworn, personally appoared Waldo F. Burroughs >
known to me to be the Mayor, and Peggy A. Moseley , kno..,n to me
to be the City Clerk, respectively, of tho CITY Ol'' REDLANDS, a
municipal corporation that executed the within instrurncnL, and lmown to
me to be the- persons who executed the within instrument on bohal;= of said
municipal corporation therein named, and acknowledged to me that such
CD
municipal corporation executed the within instrument pursuant to a resolution
of the City Council of said City of Redlands.
IN WITNESS WHEREOF, I have hereunto subscribed my narn,.' and
affixed my official seal on the day and year in this certificate first above
written.
(SEAL)
EIIIIIIli5511111111111111i511111111111111iif IIEEHIIIIIIIIIIIli}11NIIHHHIlSS1i11111H11NIliikfE111i9HiHR11{H
j= MARTHA E. LEW
NOTARY PUBLIC
SAN BERNARDINO COUNTY
f--!~1r5:3�;N1l1
Notary Public,of California
-4-
STATE OF CA LMORNIA
ss
COUNTY Ole SAN BERNA.RDINO j
On this 30th day of October in the year 1.968, Ix,fore
Hie, Martha E. Lewis , a Notary Public, State of California, duly
commissioned and swore:, personally appeared Waldo F. Burroughs
known to nic to be the: Chairman and Peggy A. Moseley , ktlovvn to
me to be the Secretary, respectively, of the; PARKIING AUTHOMTY Or THE,
CITY OF REDLANDS, a public corporation that execmod the within instrument,
and known to me to be the persons who executed the Mthin instrUillcnt on
behalf of said public corporation therein named, and acknowlcdged to n-le
that such public corporation executed the within instrumont pursuant to a
resolution of said Authority.
LN WITNESS WHEREOF, I have. hereunto subscribed trey narne and
affixed my official seal on the day and year in this certificate :first above
written.
'1Gc�U'
Notary Public, State of California
(SEA L)
LL9g1U NlSN4i1114 %1 flfl FF335A'N i161LL 1YR31VFlltld 11 i W I94Si if I N N %i!-0LLSk3! Iid l7i i fl I IH4
MARTHA En L EVVIS
;'. NOTARY PiSf3LlC
�N
:,AN BERNARDINO COUNTY
f. LIFORNIA
nnluul„,eq,et,m[u;µ„�.,ual,nmraia
�3, 1979
EXHIBIT "A"
to Agreement between the Parking Authority
of the City of Redlands and the City of
Redlands, Dated October 30, 1968
That real property in the City of Redlands, County
of San Bernardino, State of California described as:
Lot 6, Block 3, Redlands Town Plat as recorded in
Book 5 of Maps, page 10 records of San Bernardino
County excepting streets.
EXHIBIT "B"
to Agreement between Parking Authority
of the City of Redlands and the City of
Redlands, Dated October 30, 1968
That real property in the City of Redlands, County
of San Bernardino, State of California described as:
The westerly 15 feet of Lot #6, Block #3, Redlands
Town Plat as recorded in Book 5 of Maps, page 10
records of San Bernardino County, excepting streets,
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10/28/68
LEASE AGREEMENT A
This Agreement made as of the 1st day of November, 1968, by and between the Parking Authority
of the City of Redlands (hereinafter sometimes referred to as the "Authority"), a public body corporate
and politic organized and existing under the laws of the State of California, and the City of Redlands
(hereinafter sometimes referred to as the "City"), a municipal corporation of the State of California.
WITNESSETH:
WHEREAS, the Authority is a public corporation created under and exercising its powers pursuant
to the Parking Law of 1949, Part 2 of Division 18, commencing at Section 32500, of the Streets and
Highways Code of the State of California, and under said Law has the power to issue revenue bonds
for the purpose of financing public parking facilities; and
WHEREAS, the Authority is in the process of acquiring or proposes to acquire as sites for public
parking facilities certain parcels of land in the City of Redlands, California (such parcels are hereinafter
sometimes collectively referred to as the "Site"), which is described in Exhibit A attached hereto and
incorporated herein, and to construct off-street parking improvements thereon; and
WHEREAS, the estimated cost and expense of said acquisition and improvement is $620,700;
and
WHEREAS, the Authority proposes to issue revenue bonds in the principal amount of $700,000
for the purpose of the acquisition, construction and financing of said public parking facilities; and
WHEREAS, under said Parking Law of 1949, and particularly Section 32957 thereof, the
Authority has the power to lease said parking facilities to the City without the necessity of inviting bids;
NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained,
the parties hereto agree as follows:
Section 1. Issuance and Sale of Bonds.
The Authority agrees that, as promptly as feasible following the date of this Agreement, it will
use its best efforts to issue and sell revenue bonds in a principal amount which, together with other
available funds of the Authority, is estimated to be sufficient to make the acquisitions referred to in the
recitals hereof and in Section 2 hereof together with the improvements mentioned in Section 2 hereof;
and to pay other costs and expenses in connection with such acquisition and improvement including
interest during construction. Said bonds are hereinafter sometimes referred to as the "revenue bonds"
of the Authority.
Section 2. Acquisition and Improvement of Site.
The Authority agrees to acquire, with the proceeds of the revenue bonds and other available funds,
the Site and to clear the Site and construct improvements thereon and perform all undertakings incidental
or advantageous thereto so that the Site is reasonably suitable for use for parking purposes. Such
acquisition shall be made as promptly as feasible and the Authority agrees to use its best efforts to
acquire the Site in sufficient time to complete the improvements thereon not later than December 31,
1973,
The City, acting on behalf of the Authority and utilizing City personnel and administrative pro-
cedures, shall construct, or cause to be constructed on the Site, the off-street parking improvements
including improvements for ingress and egress and other incidental improvements in accordance
with the plans and specifications on file in the office of the City Clerk of the City including all addenda
thereto.
The City shall be reimbursed for advances made, if any, for site and clearing, legal, financing
consultant and engineering fees in connection with said acquisition and improvement from the proceeds
of the revenue bonds.
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The City may order changes in the work during construction without the consent of the Authority;
provided, however, that unless sufficient additional funds are provided therefor (i) the cost of the
improvements shall not exceed that which is established at the time when the revenue bonds are issued
by the Authority, and (ii) the cost of change orders shall not exceed the reserve therefor established
at such time. Authority shall take no action which extends the period of construction beyond the period
for which the Authority has funded interest on its revenue bonds unless sufficient additional funds are
provided therefor. Any moneys remaining in the Construction Fund to be established under the
Resolution after the completion of the acquisition and improvement shall be applied by the Authority
as provided in the Resolution.
Section 3. Lease of Parking Facilities.
The Authority hereby leases to the City the Site together with the parking improvements con-
structed thereon. The term of the lease shall commence on the date all or any portion of the Site
is available for use by the City for parking purposes, but in no event later than five (5) years from
the date of execution hereof, and shall terminate on the date the revenue bonds have been retired
or provision for payment made, whichever is earlier. The City agrees to pay rental for such use in the
aggregate amount of $57,000 during each fiscal year of this Lease Agreement (hereinafter referred
to as "rental"). Such rental has been determined by computing a fair market rental for each parcel
of property and totalling such rentals. Said schedule is attached hereto as a part of Exhibit A.
If any portion of the Site is not available at the time this Lease commences, the rent due by the
City shall be reduced in the proportion which the parking capacity of such unavailable portion of the
Site bears to the total parking capacity of the Site.
Said rental shall be due annually in advance on July 1st and shall be payable without penalty on
or before July 15 of each fiscal year. When the rental commences on a date other than July 1st, the
rental shall be prorated on a daily 365-day year basis. Rental for the period commencing with the
date the term commences and ending the following July 1st as the case may be shall be payable within
15 days after the term commences.
Section 4. Lease of Site or Portion Thereof with Structure.
If, at a future date, the Authority should issue additional bonds for the purpose of constructing
a parking structure or structures on any portion of the Site, when such structure or structures are
constructed on all or any portion of the Site, the Authority shall lease to the City such portion of the
Site together with the parking structures thereon. Upon the commencement of construction rent shall
abate in the proportion which the parking capacity of the unavailable portion of the Site bears to the
total parking capacity of the Site. In the case of each parcel and structure, the term of the lease shall
commence on the date the structure is substantially completed and is available for use by the City for
parking purposes and shall terminate on such date as the Authority and City may fix by a supplement
to this Agreement but in no event earlier than the date revenue bonds issued to finance such construction
have been retired or provision for payment made. The City agrees to pay an annual rental for such
parcel together with the completed structure thereon in an amount to be agreed upon between the
Authority and the City in a supplement to this Agreement but such annual rental shall in no event be
less than the annual rental fixed for such parcel or parcels without improvements as set forth in
Exhibit A hereto. Such rental shall be payable in the same manner and on the same dates as rental
to be paid pursuant to Section 3 hereof.
Section 5. Adjustment of Rent.
The annual rental above set forth is based upon the schedule for adjustment of rental, marked
Exhibit B and made a part hereof. Such schedule is used for computing the yearly rental necessary for
Authority to receive to enable it to pay the principal of and interest on its bonds so that they will be
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10/28/68
serviced and retired as set forth in the Resolution and furnish the Authority with the necessary reserves.
When the interest rate or rates on the Authority's Bonds are known, Authority and City shall recompute
the annual rental in the same manner, based upon said figures, and shall adjust the annual rental
upwards or downwards to the new figure so determined.
Section 6. Maintenance, Operation, Encumbrances, etc.
The City shall, at its own expense, maintain during the term of the lease hereunder the Site and all
improvements thereon in good order, condition and repair and shall pay all costs and expenses of
operating the same as parking facilities, it being understood and agreed that the Authority is obligated
to provide only the Site and the improvements thereon as expressly provided herein and has no obligation
to pay any cost or expense of any kind or character in connection with or related to the management,
operation or maintenance of the parking facilities during the term of the lease hereunder. The City
agrees to keep the Site and the improvements thereon free and clear of all liens, charges and encumbrances.
The Authority agrees that, at the time the term of the lease hereunder commences, it will have fee title
to the Site, subject to such conditions, reservations, exceptions and rights of way of record as do not
substantially interfere with the use of the Site by the City for parking purposes.
Section 7. Taxes, Assessments, Insurance, etc.
As rental in addition to and after the commencement of the rental under Section 3 (hereinafter
referred to as "additional rental"), the City agrees to pay and discharge (1) all taxes and assessments,
if any, of any type or character levied at any time during the term of the lease hereunder upon the Site
or any improvement which may be placed thereon including parking structures, or upon the City's
or the Authority's interest therein or upon the operation of the property leased or upon income or other
revenue derived by the City or by the Authority therefrom; (2) the insurance premiums on all insurance
required or permitted on the property leased; (3) all costs and expenses which the Authority may incur
including but not limited to fiscal agents' fees, costs and expenses of maintenance and operation as a
result of any default by the City under this Agreement, including reasonable attorneys' fees and the
costs and expenses of any suit or action at law to enforce the terms and conditions of this Agreement;
and (4) amounts necessary to maintain a working capital fund of $1,500 for the foregoing. The
additional rental payable hereunder shall be paid by the City within ten (10) days after notice in writing
from the Authority to the City stating the amount of additional rental then due and payable and the
purpose thereof; provided, that the City's liability for additional rental shall be limited to the balance
due after any credits under the resolution issuing the bonds of the Authority.
Section 8. Source of Funds for Rental.
(a) Based upon reports and other evidence submitted the parties hereto have each determined and
have agreed that the rental payable by the City hereunder (including rental payable under Sections 3, 4
and 7 hereof) represent or will represent fair rental values for the Site and improvements leased hereunder.
Said rental shall be payable year by year as specified herein for and in consideration of the right of use
and occupancy from year to year as granted by this Agreement and in consideration of the continued
quiet use and enjoyment thereof during the term specified herein.
(b) The City hereby agrees to take such actions as may be necessary to include and maintain in
its budget for each fiscal year all rentals payable by the City during such fiscal year, to make the necessary
appropriations for all such rental and to provide the funds necessary to meet such appropriations, it being
understood that the Authority will pledge the rental due hereunder for the payment and security of the
revenue bonds, and the interest thereon, issued as specified in Section 1 hereof.
Section 9. Additions and Improvements.
The City shall have the right during the term specified in this Agreement at its own expense, to make
or permit to be made any additions to or improvements to the Site and improvements leased hereunder
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10/28/68
which do not impair the utility thereof for use as parking places which are now or may be hereafter
permitted by law, to attach fixtures, structures or signs thereto, and to affix any personal property to the
improvements on the Site. Title to all personal property so affixed shall remain in the City or in such
other person as may be legally entitled thereto.
Section 10. Insurance.
The City agrees to procure and maintain throughout the several terms hereunder, at the sole cost
and expense of the City, policies of insurance as follows:
(a) On any parcel on which a structure has been completed or construction thereof commenced,
insurance against loss or damage by fire, with extended coverage endorsement (including loss or
damage by explosion, lightning, and other risks and hazards commonly covered by extended coverage
endorsement), earthquake damage endorsement and replacement cost endorsement; provided, however,
that said earthquake damage assumption endorsement may include a usual and customary deductible
clause for each loss, if mutually agreed upon; and provided, further, that the duty of the City to procure
such earthquake damage assumption endorsement shall be subject to the availability of such insurance.
(b) On any parcel on which a structure has been completed or construction thereof commenced,
war damage insurance as and to the extent that such insurance is obtainable from the United States
of America or any agency thereof.
(c) General public Iiability insurance, property damage and workmen's compensation insurance
covering both the City and the Authority as their interests may appear (including cross liability
endorsements). Such insurance shall cover the Authority and the City, the members of their governing
bodies, and their officers and employees, against loss or liability for personal injury and death in the
form of a single limit policy in the amount of $1,000,000 covering the above risks or by self-insurance
satisfactory in form and substance to the Authority.
(d) Use and occupancy, or rental interruption, insurance in an amount sufficient to pay the
rental hereunder for a period of at least twelve (12) months during which the occupancy of any
parcel or structure is interrupted as a result of any insured hazard.
All insurance policies (except self-insurance) shall be obtained from insurance companies satis-
factory to the Authority, and all policies of physical damage insurance and all policies of rental
interruption or use and occupancy insurance shall provide that loss thereunder shall be payable to the
Authority pursuant to a lender's loss payable endorsement substantially in accordance with the form
approved by the Board of Fire Underwriters of the Pacific and the California Bankers' Association. The
Authority shall collect, adjust and receive all moneys which may become due and payable under any
such policies and may compromise any and all claims thereunder, and shall use and apply the proceeds
of such insurance as provided in the resolutions under which the several series of revenue bonds are
issued. Upon the request of the Authority each such policy, or an executed duplicate thereof, and all
renewals thereof, shall be deposited with the Authority. The City further agrees to promptly give
notice, as provided in Section 21 hereof, to the Authority, of any cancellation, or any change of the
terms and conditions of said policies.
Section H. Abatement of Rental.
The rentals hereunder shall abate during any period in which by reason of any damage or destruction
there is a substantial interference with the use and occupancy by the City. If only a portion of the
parking facilities is rendered so untenantable, the rental shall abate in the proportion which the parking
capacity of such portion bears to the total parking capacity of the facilities immediately prior to such
damage or destruction. Such abatement shall continue for the period commencing with such destruction
or damage and ending with the substantial completion by the Authority of the work or repair or
reconstruction. In the event of any such damage or destruction, this Agreement shall continue in full
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force and effect and the City waives any right to terminate this Agreement by reason of any such
damage or destruction.
Section 12. City's Obligation to Operate.
The City shall be obligated to so use and operate the parking facilities leased so as to afford to the
public the benefits contemplated by this Agreement and to permit the Authority to carry out its covenants
to its bondholders.
Section 13. Assignment and Sublease.
Neither this Agreement nor any interest of the City herein shall, at any time after the date hereof,
without the prior written consent of the Authority, be mortgaged, pledged, assigned or transferred by
the City by voluntary act or by operation of law, or otherwise, except as specifically provided herein. The
City shall at all times remain liable for the performance of the covenants and conditions on its part to
be performed, notwithstanding any assigning, transferring or subletting which may be made. The City
shall have the right to sublease or permit the use by others of all or any part of the facilities leased, but
nothing herein contained shall be construed to relieve the City from its obligation to pay rentals as
provided in this Agreement or relieve the City from any other obligations contained herein. The Authority
may issue its revenue bonds as contemplated by Section 1 hereof, may pledge to the payment of said
bonds and the interest thereon the rentals to be received hereunder, and may make all necessary
covenants for the protection and security of the bondholders.
Section 14. Eminent Domain.
If the whole of the Site, together with any improvements thereon, or so much thereof as to render
the remainder unusable for parking purposes shall be taken under the power of eminent domain,
then this Lease shall terminate. In such event, the rent provided for herein shall abate. If one or more
of the parcels which constitute the Site, together with any improvements thereon, shall be taken under
the power of eminent domain, and the remaining parcel or parcels are usable for parking purposes,
then this Lease shall' continue in full force and effect as to such remainder and the parties waive the
benefit of any law to the contrary. In such event, there shall be a partial abatement of the rent here-
under in an amount equivalent to that portion of the rent attributable to the fair rental value assigned
to each parcel. If only a portion of a parcel is taken, there shall then be a partial abatement of the
rent due for that parcel in an amount equivalent to that portion of the rent for that portion taken which
the parking capacity of the portion taken bears to the total previous parking capacity of the parcel
and improvements thereon.
Any award made in eminent domain proceedings for the taking or damaging of the Site or the
improvements thereon in whole or in part shall be paid to the Authority for the benefit of the holders
of the outstanding revenue bonds of the Authority and shall be used as provided in the resolution under
which the revenue bonds are issued. The City shall have no interest in or thereto and shall not be
entitled to any part of such award.
Section 15. Surrender of Leased )Premises.
Upon the expiration of this Agreement the City agrees that it shaII surrender to the Authority all
property then under lease hereunder, together with any improvements thereon, in good order and
condition and in a state of repair that is consistent with prudent use and conscientious maintenance
except for reasonable wear and tear.
Section 16. Right of Entry.
The Authority and its designated representatives shall have the right to enter upon the leased
property during reasonable business hours (and in emergencies at all times), (i) to inspect the same,
10/28/68
(ii) for any purpose connected with the City's rights or obligations under this Agreement, and
(iii) for all other lawful purposes.
Section 17. Liens.
The City agrees to pay, when due, all sums of money that may become due for, or purporting to
be due for, any labor, services, materials, supplies or equipment alleged to have been furnished or to be
furnished to or for the City in, upon or about the leased property and which may be secured by any
mechanics', materialmen's or other liens against the leased property, and/or the Authority's interest
therein, and will cause each such lien to be fully discharged and released at the time the performance
of any obligation secured by any such Iien matures and/or becomes due, provided, however, that if
the City desires to contest any such lien, it may do so, but notwithstanding any such contest, if any,
such lien shall be reduced to final judgment and such judgment or such process as may be issued for
the enforcement thereof is not promptly stayed, or if so stayed and said stay thereafter expires, then
and in any such event the City shall forthwith pay and discharge said judgment.
Section 18. Taxes.
The parties understand that the leased property constitutes public property free and exempt from
all taxation; however, the Authority agrees to take whatever steps may be necessary, upon written
request by the City, to contest any proposed tax or assessment, or to take steps necessary to recover
any tax or assessment paid. The City agrees to reimburse the Authority for any and all costs and
expenses thus incurred by the Authority.
Section 19. Quiet Enjoyment.
The parties hereto mutually covenant and agree that the City, by keeping and performing the
covenants and agreements herein contained, shall at all times during the several terms, peaceably and
quietly have, hold, and enjoy the leased property, without suit, trouble or hindrance from the Authority.
Section 20. Vesting.
Anything contrary in this Lease Agreement notwithstanding, each and every lease provided for
in this Lease Agreement shall vest, and the term thereof begin, if at all, not later than the number of
years specified and set forth in Section 715.2 of the Civil Code of the State of California, said specific
period of years to be measured from the date of this Lease Agreement.
Section 21. Law Governing.
This Agreement shall be governed exclusively by the provisions hereof and by the laws of the
State of California, subject to the waivers, exclusions and provisions herein contained.
Section 22. Notices.
All notices, statements, demands, requests, consents, approvals, authorizations, offers, agreements,
appointments or designations hereunder by either party to the other shall be in writing and shall be
sufficiently given and served upon the other party, if sent by United States registered mail, return receipt
requested, postage prepaid and addressed as follows:
City —City Clerk, City Hall, Redlands, California.
Authority — Secretary of the Authority —At such address as Authority shall designate for
such purpose.
Section 23. Waiver.
The waiver of the Authority of any breach by the City of any term, covenant or condition hereof
shall not operate as a waiver of any subsequent breach of the same or any other term, covenant or
condition hereof,
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Section 24, Default by City.
If (a) the City shall fail to pay any rental payable hereunder within fifteen days from the date such
rental is payable, or (b) the City shall fail to keep any such other terms, covenants or conditions
contained herein for a period of twenty-five days after written notice thereof from the Authority to the
City, or (c) the City shall abandon or vacate the premises, or (d) the City's interest in this Agreement
or any part thereof shall be assigned or transferred without the written consent of the Authority, either
voluntarily or by operation of law, or (e) the City shall file any petition or institute any proceedings
where or whereby the City asks or seeks or prays to be adjudicated a bankrupt, or to be discharged from
any or all of its debts or obligations, or offers to the City's creditors to effect a composition or extension
of time to pay the City's debts, or asks, seeks or prays for a reorganization or to effect a plan of
reorganization, or for a readjustment of the City's debts, or for any other similar relief, or (f) any such
petition or any such proceedings of the same or similar kind or character shall be filed, instituted or
taken against the City, then and in any of such events the City shall be deemed to be in default hereunder.
If the City should, after notice of such default, fail to remedy any default with all reasonable dispatch,
in not exceeding thirty days, then the Authority shall have the right, at its option, without any further
demand or notice (i) to terminate this Agreement, if such termination is then permitted under the
provisions of the resolution under which the revenue bonds are issued, and to re-enter the leased property
and eject all parties in possession thereof therefrom, using all necessary force so to do, or (ii) to re-enter
the leased property and eject all parties therefrom, using all necessary force so to do, and, without
terminating this Agreement, re -let the leased property, or any part thereof, as the agent and for the
account of the City upon such terms and conditions as the Authority may deem advisable, in which
event the rent received on such re -letting shall be applied first to the expenses of re -letting and collection,
including necessary renovation and alteration of the leased property, reasonable attorneys' fees and any
real estate commissions actually paid, and thereafter toward payment of all sums due or to become due
to the Authority hereunder, and if a sufficient sum shall not be thus realized to pay such sums and other
charges, the City shall pay the Authority semiannually any cumulative net deficiency existing on the
date when rentals are due hereunder. The foregoing remedies of Authority are in addition to and not
exclusive of any other remedy of Authority. Any such re-entry shall be allowed by the City without let
or hindrance and the Authority shaII not be liable in damages for any such re-entry or be guilty of
trespass.
The term "re -let" or "re -letting" as used in this Section shall include, but not be limited to, re -letting
by means of the operation by the Authority of the parking facilities and the collection of fees and charges
for parking therein.
Section 25, Net Lease.
This Agreement shall be deemed and construed to be a "net -net lease" and the City hereby agrees
that the rentals provided for therein shall be an absolute net return to the Authority, free and clear of
any expenses, charges or setoffs whatsoever.
Section 26, Execution.
This Agreement may be simultaneously executed in any number of counterparts, each of which
when so executed shall be deemed to be an original, but all together shall constitute but one and the same
Agreement, and it is also understood and agreed that separate counterparts of this Agreement may be
separately executed by the Authority and the City, all with the same full force and effect as though the
same counterpart had been executed simultaneously by both the Authority and the City.
Section 27. Validity.
If any one or more of the terms, provisions, promises, covenants or conditions of this Agreement
shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by
IN
10/28/68
a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants
and conditions of this Agreement shall not be affected thereby and shall be valid and enforceable to
the fullest extent permitted by law.
If for any reason this Agreement shall be held by a court of competent jurisdiction void, voidable,
or unenforceable by the Authority or by the City, or if for any reason it is held by such a court that
the covenants and conditions of the City hereunder, including the covenant to pay rents hereunder, is
unenforceable for the full terms hereunder, then and in such event for and in consideration of the
right of the City to possess, occupy and use the leased property, which right in such event is hereby
granted, this Agreement shall thereupon become, and shall be deemed to be, a lease from year to year
under which the annual rentals herein specified will be paid by the City.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed,
as of the day and year first above written.
CITYY, OFF REDLANDS
By Waldo F. Burroughs
Mayor
Attest:
-�D 4- '�" -
A A I g&7
City Clcfk
(SEAL)
PARKING AUTHORITY OF THE
CITY OF R DLANDS
a-OW 7—
By Waldo F. Burroughs
Chairman
Attest:
A 6s
Secretary
(SEAL)
I HEREBY APPROVE the form and Iegality of the foregoing Agreement this 39t4- day of
October 1968.
---- ----------------------
E F Taylor
City Attorney a d ex officio
Attorney for a Parking
Authority of the City of Redlands
EMI
10/28/68
STATE OF CALIFORNIA
ss.
COUNTY OF SAN BERNARDINO
On this __JQ_thday of __Octgbftr in the year 1968, before me, -Ngg .�ha—".Es.._Lewis__
a Notary Public, State of California, duly commissioned and sworn, personally appeared �!T A2 __Burroughs
known to me to be the Mayor, and ... Pg�ggy... A ...... oseley____, known to me to be the City Clerk,
respectively, of the CITY OF REDLANDS, a municipal corporation that executed the within instrument,
and known to me to be the persons who executed the within instrument on behalf of said municipal
corporation therein named, and acknowledged to me that such municipal corporation executed the
within instrument pursuant to a resolution of the City Council of said City of Redlands.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed by official seal on
the day and year in this certificate first above written.
1
Notary Public, State of California
(Notarial Seal)
—"_ iiv�xt��l:�'I�l�ii,1.rrrr;.,ll���11�131[FIIIIIIIIIIilla�3!llFa�kllllltlll�31f1Erl�lll�i;
NlA;THA E. LEWIS
NOTARY pIJB1_IC -
SAN BERINARDINO COUNTY
CAUFORMA
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i Can ,�iMon Expires Decenber 23, 1970
10/28/68
STATE OF CALIFORNIA
ss.
COUNTY OF SAN BERNARDINO
On this . O—th day of Qctober, in the year 1968, before me, �Iarth�__�-._..�e_wa �_..______-_,
a Notary Public, State of California, duly commissioned and sworn, personally appeared _W-aAAQ... Ruxroughs
......................... known to me to be the Chairman and -.Peggy-- A_, __ Q s -Q_1 EY_.-- known to me to
be the Secretary, respectively, of the PARKING AUTHORITY OF THE CITY OF REDLANDS, a
public corporation that executed the within instrument, and ]mown to me to be the persons who executed
the within instrument on behalf of said public corporation therein named, and acknowledged to me
that such public corporation executed the within instrument pursuant to a resolution of said Authority.
IN WITNESS WHEREOF, I have hereunto subscribed by name and affixed my official seal
on the day and year in this certificate first above written.
(Notarial Seal)
I H,w }A „
RTH RE.,, LEWIS
�n NOTARY PUBLIC
SAN BERNAI�DINO COUNTY w
10
Notary Public, State of California
10/28/68
EXHIBIT A
All that portion of Redlands Town Plat in the City of Redlands as per plat recorded in Book 5 of
maps, page 10 thereof, records of San Bernardino County, State of California, and more particularly
described as follows:
Beginning in the southeast corner of Lot 4 Block 4 of said Redlands Town Plat, thence
northerly along the east line of said Lot 4 to the south line of 14 foot wide alley, thence easterly
along the south line of said alley, and its easterly extension to the east line of 50 foot wide Third
Street, said point also being the northwest corner of Lot 7 Block 5 of Redlands Town Plat; thence
northerly along the west line of said Block 5 and the easterly line of Third Street to the northwest
corner of Lot 8 Block 5, on the south line of 80 foot wide State Street. Thence westerly along the
south Iine of State Street to the northeast corner of Lot 12 Block 4 of Redlands Town Plat. Thence
northerly along the northerly extension of the cast line of said Block 4 to the southeast corner of
Lot 1 Block 3 of said Town Plat. Thence northerly along the east line of said Block 3 to a point
35.67 feet southerly from the northeast corner of said Lot 1 Block 3. Thence on an angle westerly
to a point 42 feet distant westerly along the north line of Lots 1 and 2 and 20.38 feet southerly
along a line parallel with the east line of said Block 3 from the northeast corner of Lot 1 Block 3.
Thence northerly along a line parallel with and 42 feet distant from the east line of said Block 3,
20.38 feet to a point on the north line of Lot 2 said Block 3. Thence westerly along the north line
of said Lot 2 and Lot 3 to a point on the north Iine of Lot 3. Said point is 80.18 feet westerly,
measured along the north line of Lots 1, 2 and 3 of said Block 3 from the northeast corner of
Lot 1 Block 3. Thence northwesterly to a point which is 90 feet westerly from the east line and
135 northerly from the south Iine of said Block 3. Said point being on the north line of that
certain parcel conveyed to the City of Redlands by Maurice Clapp by instrument number 777
recorded in Book 6378, page 497 official Records of said County. Thence along the northerly line
of that certain parcel to the northwest corner of that parcel. Said point being on the west line of
Lot 9 Block 3 Redlands Town Plat. Thence northerly along the west line of said Lot 9 to the
southerly right-of-way line of 92 foot wide Redlands Boulevard. Thence westerly along the
south line of Redlands Boulevard to a point 40 feet distant (measured at right angles) from the
centerline of Eureka Street. Thence southerly along a Iine parallel with the center line of Eureka
Street and 40 feet distant therefrom 462.10 feet to the beginning of a curve concave easterly having
a radius of 140 feet and central angle 330 571; thence southerly along the said curve 82.96' to a
point of tangency to the said curve; thence along the tangent to the said curve southerly to the
northerly line of Citrus Avenue; thence easterly along the northerly line of Citrus Avenue to the
southeast corner of Lot 4 Block 4 of Redlands Town Plat and the true point of beginning.
11
10/28/68
EXHIBIT B
PARKING AUTHORITY OF THE CITY OF REDLANDS
SCHEDULE FOR ADJUSTMENT OF RENTAL
Estimated total Project cost------------- ..... ---.... ___ ----------- ---------------------------------------------------------- $620,700
Estimated interest during construction at 6 % * (6 months) ---------------- ----------- $21,000
Estimated Reserve Fund--------------------------------------------------------------------------------------- 58,300
Sub -Total ---------------------------------- -............ ----------------------------------------------------------------------- 79,300
Estimated Required Bond Issue--------------------------------------------------------------------------------- $700,000
Subject to adjustment under Section 4 for the purpose of adjusting the Rental. Interest on the bonds during
their Iife has been estimated at 6% and shall be adjusted pursuant to Section 4. Said adjustment may take
into consideration the need to adjust the Schedule of Rental payments to fit the financial program of the City
and shall be subject to approval of the City; provided the Schedule of Rental payments (which may vary from
year to year) shall be in any case at least sufficient to pay the principal and interest on the Bonds in any succeeding
year in accordance with the Resolution.
12
AGREEMENT "B"
This Agreement made as of the 30th day of October ,
1968, by and between the PARKING AUTHORITY OF THE CITY OF
REDLANDS (hereinafter sometimes referred to as the "Authority"), a
public body corporate and politic organized and existing under the laws of
the State of California, and the CITY OF REDLANDS (hereinafter some-
times referred to as the "City"), a municipal corporation of the State of
California.
Recitals
1. The Authority is a public corporation created under and
exercising its powers pursuant to the Parking Law of 1949, Part 2 of
Division 18, commencing at Section 32500, of the Streets and Highways
Code of the State of California, and under said Law has the power to issue
revenue bonds for the purpose of financing public parking facilities;
2. The Authority is in the process of acquiring or proposes to
acquire as a site for public parking facilities that certain parcel of land in
the City of Redlands, California (such parcel is hereinafter referred to
as the "Site"), which is described in Exhibit A attached hereto and
incorporated herein, to demolish existing structures, thereon, and to
maintain off-street parking facilities on the Site;
3. The estimated cost and expense of the acquisition and improve-
ment generally described in this Agreement is $175, 000.00;
4. The Authority proposes to issue revenue bonds for the purpose
of the acquisition, construction and financing of such public parking
facility.
NOW, THEREFORE, in consideration of the mutual promises and
agreements herein contained, the parties hereto agree as follows:
-1-
1. The Authority agrees to acquire the Site and improve it for
public parking for the sum of $175, 000.00.
2. The Authority shall acquire the Site and construct, or cause to
be constructed and maintained on the Site, temporary paving suitable for
off-street parking improvements until such time as a permanent parking
structure and other incidental improvements may be constructed and installed
in accordance with the plans and specifications on file in the office of the
City Clerk of the City including all addenda thereto.
3. The City shall advance to Authority the total sum of $175, 000.00
to purchase the Site and improve it for off --street parking lots as provided
herein.
4. The Authority shall reimburse City for all advances made as
provided herein from the proceeds of the revenue bonds.
5. If any one or more of the terms, provisions, promises, covenants,
or conditions of this Agreement shall to any extent be adjudged invalid,
unenforceable, void or voidable for any reason whatsoever by a court of
competent jurisdiction, each and all of the remaining terms, provisions,
promises, covenants and conditions of this Agreement shall not be affected
thereby and shall be valid and enforceable to the fullest extent permitted by
law.
b. If the Authority has not issued revenue bonds in accordance
with this Agreement, and reimbursed the City for all advances specified
herein within three (3) years from the date hereof, all right, title, and
interest in the Site shall vest in the City.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed and attested by their proper officers there -
unto duly authorized, and their official seals to be hereto affixed, as of
-2-
the day and year first above written.
Attest: /
Pe A. MOSQ1 y
City Clerk
(S EA L)
Attest:
D,
A. Mose
creta
(SEA Q
CITY OF REDLANDS
7z
By: Waldo F. urrou�hs
Mayor
PARKING AUTHORITY OF THE
CITY OF R EDLA NDS
By: Waldo F Burrou hs
Chairman
I HEREBY APPROVE the form and legality of the foregoing
Agreement this 30th day of October , 1968.
r
G
City Attorney 4dlcx off icio Attorney for
the Parking A.uth ity of the City of Redlands
-3-
STATE OF CALIFORNIA )
) ss
COUNTY OF SAN BERNA.RDINO )
On this 3otn day of October in the year 1968, before
me, Martha . Lewi s a Notary Public, State of California, duly
commissioned and sworn, personally appeared Waldo F. Burroughs ,
known to me to be the Mayor, and Peggy A. Moseley known to me
to be the City Clergy , respectively, of the CITY OF REDLANDS, a
municipal corporation that executed the within instrument, and known to
me to be the persons who executed the within instrument on behalf of said
municipal corporation therein named, and acknowledged to me that such
municipal corporation executed the within instrument pursuant to a resolution
of the City Council of said City of Redlands.
IN WITNESS WHEREOF, I have hereunto subscribed my name and
affixed my official seal on the day and year in this certificate first above
written.
(seal)
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M ARTHA Eo L mVVI S
NOTARY PUBL £_
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23, 1970
Notary Public, State of California
—4—
STATE OF CALIFORNIA
ss
COUNTY OF SAN BER NA RDINO )
On this 30tb day of October , in the year 1968, before
me, Martha E Lewis , a Notary Public, State of California, duly
commissioned and sworn, personally appeared Waldo F. Burroughs
known to me to be the Chairman and Peggy A. Moseley , known to
me to be the Secretary, respectively, of the PARKING AUTHORITY OF THE
CITY OF REDLANDS, a public corporation that executed the within
instrument, and known to me to be the persons who executed the within
instrument on behalf of said public corporation therein named, and
acknowledged to me that such public corporation executed the within
instrument pursuant to a resolution of said Authority.
IN WITNESS WHEREOF, I have hereunto subscribed my name and
affixed my official seal on the day and year in this certificate first above
written.
(SEAL)
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MA THA E LCVV1�Q,
NOTARY Pije[_1C
" SCAN BERN,ARDINO Cc)uNTY =_
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Notary Public, State of California
- j-
EXHIBIT "A"
to Agreement between Parking Authority
of City of Redlands and the City of
Redlands, dated October 30, 1968
That real property in the City of Redlands, County
of San Bernardino, State of California, described as
follows:
All that portion of Block 7, Portion of Redlands
Town Plat as recorded in Book 5 of Maps, Page 10
thereof records of San Bernardino County and more
particularly described as follows:
Parcel 1
East one half of lot 10 and all of lot 11 of said
Block 7. Excepting therefrom northerly 17 feet of the
easterly 15 feet of lot 11 and dedicated streets.
Parcel 2
Northerly 23.25 feet of lots 12, 13, and 14 and
northerly 17 feet of the easterly 15 feet of lot 11, of
said Block 7, southerly of and adjacent to 92 foot wide
Redlands Boulevard.
Parcel 3
Northerly 20 feet of the southerly 70 feet of lots
12, 13, and 14 of said Block 7.
Parcel 4
Southerly 50 feet of lots 12, 13, and 14 of said
Block 7.
Parcel 5
Southerly 7 feet of the 14 foot wade alley northerly
of adjacent to the north line of lots 1, 2, and 3 and to
the north line of the easterly 1.35 feet of lot 4, said
Block 7.
i 4
Town Plot
�69
2
Redlands City
Tax Cade Are:
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10/28/68
LEASE AGREEMENT B
This Agreement made as of the 1st day of November, 1968, by and between the Parking Authority
of the City of Redlands (hereinafter sometimes referred to as the "Authority"), a public body corporate
and politic organized and existing under the laws of the State of California, and the City of Redlands
(hereinafter sometimes referred to as the "City"), a municipal corporation of the State of California.
WITNESSETH :
WHEREAS, the Authority is a public corporation created under and exercising its powers pursuant
to the Parking Law of 1949, Part 2 of Division 18, commencing at Section 32500, of the Streets and
Highways Code of the State of California, and under said Law has the power to issue revenue bonds
for the purpose of financing public parking facilities; and
WHEREAS, the Authority is in the process of acquiring or proposes to acquire as sites for public
parking facilities certain parcels of land in the City of Redlands, California (such parcels are hereinafter
sometimes collectively referred to as the "Site"), which is described in Exhibit A attached hereto and
incorporated herein, and to construct off-street parking improvements thereon; and
WHEREAS, the estimated cost and expense of said acquisition and improvement is $596,900;
and
WHEREAS, the Authority proposes to issue revenue bonds in the principal amount of $720,000
for the purpose of the acquisition, construction and financing of said public parking facilities; and
WHEREAS, under said Parking Law of 1949, and particularly Section 32957 thereof, the
Authority has the power to lease said parking facilities to the City without the necessity of inviting bids;
NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained,
the parties hereto agree as follows:
Section 1. Issuance and Sale of Bonds.
The Authority agrees that, as promptly as feasible following the date of this Agreement, it will
use its best efforts to issue and sell revenue bonds in a principal amount which, together with other
available funds of the Authority, is estimated to be sufficient to make the acquisitions referred to in the
recitals hereof and in Section 2 hereof together with the improvements mentioned in Section 2 hereof;
and to pay other costs and expenses in connection with such acquisition and improvement including
interest during construction. Said bonds are hereinafter sometimes referred to as the "revenue bonds"
of the Authority.
Section 2. Acquisition and Improvement of Site.
The Authority agrees to acquire, with the proceeds of the revenue bonds and other available funds,
the Site and to clear the Site and construct improvements thereon and perform all undertakings incidental
or advantageous thereto so that the Site is reasonably suitable for use for parking purposes. Such
acquisition shall be made as promptly as feasible and the Authority agrees to use its best efforts to
acquire the Site in sufficient time to complete the improvements thereon not later than December 31,
1973,
The City, acting on behalf of the Authority and utilizing City personnel and administrative pro-
cedures, shall construct, or cause to be constructed on the Site, the off-street parking improvements
including improvements for ingress and egress and other incidental improvements in accordance
with the plans and specifications on file in the office of the City Clerk of the City including all addenda
thereto.
The City shall be reimbursed for advances made, if any, for site and clearing, legal, financing
consultant and engineering fees in connection with said acquisition and improvement from the proceeds
of the revenue bonds.
10/28/68
The City may order changes in the work during construction without the consent of the Authority;
provided, however, that unless sufficient additional funds are provided therefor (i) the cost of the
improvements shall not exceed that which is established at the time when the revenue bonds are issued
by the Authority, and (ii) the cost of change orders shall not exceed the reserve therefor established
at such time. Authority shall take no action which extends the period of construction beyond the period
for which the Authority has funded interest on its revenue bonds unless sufficient additional funds are
provided therefor. Any moneys remaining in the Construction Fund to be established under the
Resolution after the completion of the acquisition and improvement shall be applied by the Authority
as provided in the Resolution.
Section 3. Lease of Parking )Facilities.
The Authority hereby Ieases to the City the Site together with the parking improvements con-
structed thereon. The term of the lease shall commence on the date all or any portion of the Site
is available for use by the City for parking purposes, but in no event later than five (5) years from
the date of execution hereof, and shall terminate on the date the revenue bonds have been retired
or provision for payment made, whichever is earlier. The City agrees to pay rental for such use in the
aggregate amount of $57,600 during each fiscal year of this Lease Agreement (hereinafter referred
to as "rental"). Such rental has been determined by computing a fair market rental for each parcel
of property and totalling such rentals. Said schedule is attached hereto as a part of Exhibit A.
If, any portion of the Site is not available at the time this Lease commences, the rent due by the
City shall be reduced in the proportion which the parking capacity of such unavailable portion of the
Site bears to the total parking capacity of such parcel.
Said rental shall be due annually in advance on July 1st and shall be payable without penalty on
or before July 15 of each fiscal year. When the rental commences on a date other than July 1st, the
rental shall be prorated on a daily 365-day year basis. Rental for the period commencing with the
date the term commences and ending the following July 1st as the case may be shall be payable within
15 days after the term commences.
Section 4. Lease of Portion of Site with Structure.
The parties to this Agreement agree that the Authority will provide in the initial sale of its
revenue bonds an amount sufficient to provide for the construction on all or a portion of the Site of a
multilevel parking structure of a capacity of not less than 176 spaces. Upon the commencement of
such construction rent shall be abated. if only a portion of the Site is to be used for construction, rent
shall abate in the proportion which the parking capacity of such portion of the Site bears to the total
parking capacity of the Site immediately prior to such loss of use. Abatement of rent shall be prorated on
a 360-day year basis where abatement occurs on a date other than the date of payment set forth in
this Agreement.
If, at a future date, the Authority should issue additional bonds for the purpose of constructing
additional parking structure or structures on any portion of the Site, when such structure or structures
are constructed on all or any portion of the Site, the Authority shall lease to the City such portion
of the Site together with the parking structures thereon. In the case of each parcel and/or structure, the
term of the lease shall commence on the date the structure is substantially completed and is available
for use by the City for parking purposes and shall terminate on such date as the Authority and City
may fix by a supplement to this Agreement but in no event earlier than the date revenue bonds issued
to finance such construction have been retired or provision for payment made. The City agrees to
pay an annual rental for such parcel together with the completed structure thereon in an amount to
be agreed upon between the Authority and the City in a supplement to this Agreement but such annual
rental shall in no event be less than the annual rental fixed for such parcel or parcels without improve-
ments as set forth in Exhibit A hereto. Such rental shall be payable in the same manner and on the
same dates as rental to be paid pursuant to Section 3 hereof,
2
10/28/68
Section 5. Adjustment of Rent.
The annual rental above set forth is based upon the schedule for adjustment of rental, marked
Exhibit B and made a part hereof. Such schedule is used for computing the yearly rental necessary for
Authority to receive to enable it to pay the principal of and interest on its bonds so that they will be
serviced and retired as set forth in the Resolution and furnish the Authority with the necessary reserves.
When the interest rate or rates on the Authority's Bonds are known, Authority and City shall recompute
the annual rental in the same manner, based upon said figures, and shall adjust the annual rental
upwards or downwards to the new figure so determined.
Section 6. Maintenance, Operation, Encumbrances, etc,
The City shall, at its own expense, maintain during the term of the lease hereunder the Site and all
improvements thereon in good order, condition and repair and shall pay all costs and expenses of
operating the same as parking facilities, it being understood and agreed that the Authority is obligated
to provide only the Site and the improvements thereon as expressly provided herein and has no obligation
to pay any cost or expense of any kind or character in connection with or related to the management,
operation or maintenance of the parking facilities during the term of the lease hereunder. The City
agrees to keep the Site and the improvements thereon free and clear of all liens, charges and encumbrances.
The Authority agrees that, at the time the term of the lease hereunder commences, it will have fee title
to the Site, subject to such conditions, reservations, exceptions and rights of way of record as do not
substantially interfere with the use of the Site by the City for parking purposes.
Section 7. Taxes, Assessments, Insurance, etc.
As rental in addition to and after the commencement of the rental under Section 3 (hereinafter
referred to as "additional rental"), the City agrees to pay and discharge (I) all taxes and assessments,
if any, of any type or character levied at any time during the term of the lease hereunder upon the Site
or any improvement which may be placed thereon including parking structures, or upon the City's
or the Authority's interest therein or upon the operation of the property leased or upon income or other
revenue derived by the City or by the Authority therefrom; (2) the insurance premiums on all insurance
required or permitted on the property leased; (3) all costs and expenses which the Authority may incur
including but not limited to fiscal agents' fees, costs and expenses of maintenance and operation as a
result of any default by the City under this Agreement, including reasonable attorneys' fees and the
costs and expenses of any suit or action at law to enforce the terms and conditions of this Agreement;
and (4) amounts necessary to maintain a working capital fund of $1,500 for the foregoing. The
additional rental payable hereunder shall be paid by the City within ten (10) days after notice in writing
from the Authority to the City stating the amount of additional rental then due and payable and the
purpose thereof; provided, that the City's liability for additional rental shall be limited to the balance
due after any credits under the resolution issuing the bonds of the Authority.
Section 8. Source of Funds for Rental.
(a) Based upon reports and other evidence submitted the parties hereto have each determined and
have agreed that the rental payable by the City hereunder (including rental payable under Sections 3, 4
and 7 hereof) represent or will represent fair rental values for the Site and improvements leased hereunder.
Said rental shall be payable year by year as specified herein for and in consideration of the right of use
and occupancy from year to year as granted by this Agreement and in consideration of the continued
quiet use and enjoyment thereof during the term specified herein.
(b) The City hereby agrees to take such actions as may be necessary to include and maintain in
its budget for each fiscal year all rentals payable by the City during such fiscal year, to make the necessary
appropriations for all such rental and to provide the funds necessary to meet such appropriations, it being
understood that the Authority will pledge the rental due hereunder for the payment and security of the
revenue bonds, and the interest thereon, issued as specified in Section I hereof.
10/28/68
Section 9. Additions and Improvements.
The City shall have the right during the term specified in this Agreement at its own expense, to make
or permit to be made any additions to or improvements to the Site and improvements leased hereunder
which do not impair the utility thereof for use as parking places which are now or may be hereafter
permitted by law, to attach fixtures, structures or signs thereto, and to affix any personal property to the
improvements on the Site. Title to all personal property so affixed shall remain in the City or in such
other person as may be legally entitled thereto.
Section 10. Insurance.
The City agrees to procure and maintain throughout the several terms hereunder, at the sole cost
and expense of the City, policies of insurance as follows;
(a) On any parcel on which a structure has been completed or construction thereof commenced,
insurance against Ioss or damage by fire, with extended coverage endorsement (including loss or
damage by explosion, lightning, and other risks and hazards commonly covered by extended coverage
endorsement), earthquake damage endorsement and replacement cost endorsement; provided, however,
that said earthquake damage assumption endorsement may include a usual and customary deductible
clause for each loss, if mutually agreed upon; and provided, further, that the duty of the City to procure
such earthquake damage assumption endorsement shall be subject to the availability of such insurance.
(b) On any parcel on which a structure has been completed or construction thereof commenced,
war damage insurance as and to the extent that such insurance is obtainable from the United States
of America or any agency thereof.
(c) General public liability insurance, property damage and workmen's compensation insurance
covering both the City and the Authority as their interests may appear (including cross liability
endorsements). Such insurance shall cover the Authority and the City, the members of their governing
bodies, and their officers and employees, against loss or liability for personal injury and death in the
form of a single limit policy in the amount of $1,000,000 covering the above risks or by self-insurance
satisfactory in form and substance to the Authority.
(d) Use and occupancy, or rental interruption, insurance in an amount sufficient to pay the
rental hereunder for a period of at least eighteen (18) months during which the occupancy of any
parcel or structure is interrupted as a result of any insured hazard.
All insurance policies (except self-insurance) shall be obtained from insurance companies satis-
factory to the Authority, and all policies of physical damage insurance and all policies of rental
interruption or use and occupancy insurance shall provide that loss thereunder shall be payable to the
Authority pursuant to a lender's loss payable endorsement substantially in accordance with the form
approved by the Board of Fire Underwriters of the Pacific and the California Bankers' Association. The
Authority shall collect, adjust and receive all moneys which may become due and payable under any
such policies and may compromise any and all claims thereunder, and shall use and apply the proceeds
of such insurance as provided in the resolutions under which the several series of revenue bonds are
issued. Upon the request of the Authority each such policy, or an executed duplicate thereof, and all
renewals thereof, shall be deposited with the Authority. The City further agrees to promptly give
notice, as provided in Section 21 hereof, to the Authority, of any cancellation, or any change of the
terms and conditions of said policies.
Section 11. Abatement of Rental.
The rentals hereunder shall abate during any period in which by reason of any damage or destruction
there is a substantial interference with the use and occupancy by the City. If only a portion of the
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10/28/68
parking facilities is rendered so untenantable, the rental shall abate in the proportion which the parking
capacity of such portion bears to the total parking capacity of the facilities immediately prior to such
damage or destruction. Such abatement shall continue for the period commencing with such destruction
or damage and ending with the substantial completion by the Authority of the work or repair or
reconstruction. In the event of any such damage or destruction, this Agreement shall continue in full
force and effect and the City waives any right to terminate this Agreement by reason of any such
damage or destruction.
Section 12. City's Obligation to Operate.
The City shall be obligated to so use and operate the parking facilities leased so as to afford to the
public the benefits contemplated by this Agreement and to permit the Authority to carry out its covenants
to its bondholders.
Section 13. assignment and Sublease.
Neither this Agreement nor any interest of the City herein shall, at any time after the date hereof,
without the prior written consent of the Authority, be mortgaged, pledged, assigned or transferred by
the City by voluntary act or by operation of law, or otherwise, except as specifically provided herein. The
City shall at all times remain liable for the performance of the covenants and conditions on its part to
be performed, notwithstanding any assigning, transferring or subletting which may be made. The City
shall have the right to sublease or permit the use by others of all or any part of the facilities leased, but
nothing herein contained shall be construed to relieve the City from its obligation to pay rentals as
provided in this Agreement or relieve the City from any other obligations contained herein. The Authority
may issue its revenue bonds as contemplated by Section 1 hereof, may pledge to the payment of said
bonds and the interest thereon the rentals to be received hereunder, and may make all necessary
covenants for the protection and security of the bondholders.
Section 14. Eminent Domain.
If the whole of the Site, together with any improvements thereon, or so much thereof as to render
the remainder unusable for parking purposes shall be taken under the power of eminent domain,
then this Lease shall terminate. In such event, the rent provided for herein shall abate. If one or more
of the parcels which constitute the Site, together with any improvements thereon, shall be taken under
the power of eminent domain, and the remaining parcel or parcels are usable for parking purposes,
then this Lease shall continue in full force and effect as to such remainder and the parties waive the
benefit of any law to the contrary. In such event, there shall be a partial abatement of the rent here-
under in an amount equivalent to that portion of the rent attributable to the fair rental value assigned
to each parcel. If only a portion of a parcel is taken, there shall then be a partial abatement of the
rent due for that parcel in an amount equivalent to that portion of the rent for that portion taken which
the parking capacity of the portion taken bears to the total previous parking capacity of the parcel
and improvements thereon.
Any award made in eminent domain proceedings for the taking or damaging of the Site or the
improvements thereon in whole or in part shall be paid to the Authority for the benefit of the holders
of the outstanding revenue bonds of the Authority and shall be used as provided in the resolution under
which the revenue bonds are issued. The City shall have no interest in or thereto and shall not be
entitled to any part of such award.
Section 15. Surrender of Leased Premises.
Upon the expiration of this Agreement the City agrees that it shall surrender to the Authority all
property then under lease hereunder, together with any improvements thereon, in good order and
condition and in a state of repair that is consistent with prudent use and conscientious maintenance
except for reasonable wear and tear.
10/28/68
Section 16. Right of Entry.
The Authority and its designated representatives shall have the right to enter upon the leased
property during reasonable business hours (and in emergencies at all times), (i) to inspect the same,
(ii) for any purpose connected with the City's rights or obligations under this Agreement, and
(iii) for all other lawful purposes.
Section 17. Liens.
The City agrees to pay, when due, all sums of money that may become due for, or purporting to
be due for, any labor, services, materials, supplies or equipment alleged to have been furnished or to be
furnished to or for the City in, upon or about the leased property and which may be secured by any
mechanics', materialmen's or other liens against the leased property, and/or the Authority's interest
therein, and will cause each such lien to be fully discharged and released at the time the performance
of any obligation secured by any such lien matures and/or becomes due, provided, however, that if
the City desires to contest any such lien, it may do so, but notwithstanding any such contest, if any,
such lien shall be reduced to final judgment and such judgment or such process as may be issued for
the enforcement thereof is not promptly stayed, or if so stayed and said stay thereafter expires, then
and in any such event the City shall forthwith pay and discharge said judgment.
Section 18. Taxes.
The parties understand that the Ieased property constitutes public property free and exempt from
all taxation; however, the Authority agrees to take whatever steps may be necessary, upon written
request by the City, to contest any proposed tax or assessment, or to take steps necessary to recover
any tax or assessment paid. The City agrees to reimburse the Authority for any and all costs and
expenses thus incurred by the Authority.
Section 19. Quiet Enjoyment.
The parties hereto mutually covenant and agree that the City, by keeping and performing the
covenants and agreements herein contained, shall at all times during the several terms, peaceably and
quietly have, hold, and enjoy the leased property, without suit, trouble or hindrance from the Authority.
Section 20. Vesting.
Anything contrary in this Lease Agreement notwithstanding, each and every lease provided for
in this Lease Agreement shall vest, and the term thereof begin, if at all, not later than the number of
years specified and set forth in Section 715.2 of the Civil Code of the State of California, said specific
period of years to be measured from the date of this Lease Agreement.
Section 21. Law Governing.
This Agreement shall be governed exclusively by the provisions hereof and by the laws of the
State of California, subject to the waivers, exclusions and provisions herein contained.
Section 22. Notices.
All notices, statements, demands, requests, consents, approvals, authorizations, offers, agreements,
appointments or designations hereunder by either party to the other shall be in writing and shall be
sufficiently given and served upon the other party, if sent by United States registered mail, return receipt
requested, postage prepaid and addressed as follows:
City — City Clerk, City Hall, Redlands, California.
Authority — Secretary of the Authority —At such address as Authority shall designate for
such purpose.
0
z 0/28/68
Section 23. Wainer.
The waiver of the Authority of any breach by the City of any term, covenant or condition hereof
shall not operate as a waiver of any subsequent breach of the same or any other term, covenant or
condition hereof.
Section 24. Default by City.
If (a) the City shall fail to pay any rental payable hereunder within fifteen days from the date such
rental is payable, or (b) the City shall fail to keep any such other terms, covenants or conditions
contained herein for a period of twenty-five days after written notice thereof from the Authority to the
City, or (c) the City shall abandon or vacate the premises, or (d) the City's interest in this Agreement
or any part thereof shall be assigned or transferred without the written consent of the Authority, either
voluntarily or by operation of law, or (e) the City shall file any petition or institute any proceedings
where or whereby the City asks or seeks or prays to be adjudicated a bankrupt, or to be discharged from
any or all of its debts or obligations, or offers to the City's creditors to effect a composition or extension
of time to pay the City's debts, or asks, seeks or prays for a reorganization or to effect a plan of
reorganization, or for a readjustment of the City's debts, or for any other similar relief, or (f) any such
petition or any such proceedings of the same or similar kind or character shall be filed, instituted or
taken against the City, then and in any of such events the City shall be deemed to be in default hereunder.
If the City should, after notice of such default, fail to remedy any default with all reasonable dispatch,
in not exceeding thirty days, then the Authority shall have the right, at its option, without any further
demand or notice (i) to terminate this Agreement, if such termination is then permitted under the
provisions of the resolution under which the revenue bonds are issued, and to re-enter the leased property
and eject all parties in possession thereof therefrom, using all necessary force so to do, or (ii) to re-enter
the leased property and eject all parties therefrom, using all necessary force so to do, and, without
terminating this Agreement, re -let the leased property, or any part thereof, as the agent and for the
account of the City upon such terms and conditions as the Authority may deem advisable, in which
event the rent received on such re -letting shall be applied first to the expenses of re -letting and collection,
including necessary renovation and alteration of the leased property, reasonable attorneys' fees and any
real estate commissions actually paid, and thereafter toward payment of all sums due or to become due
to the Authority hereunder, and if a sufficient sum shall not be thus realized to pay such sums and other
charges, the City shall pay the Authority semiannually any cumulative net deficiency existing on the
date when rentals are due hereunder. The foregoing remedies of Authority are in addition to and not
exclusive of any other remedy of Authority. Any such re-entry shall be allowed by the City without let
or hindrance and the Authority shall not be liable in damages for any such re-entry or be guilty of
trespass.
The terra "re -let" or "re-Ietting" as used in this Section shall include, but not be limited to, re -letting
by means of the operation by the Authority of the parking facilities and the collection of fees and charges
for parking therein.
Section 25. Net Lease.
This Agreement shall be deemed and construed to be a "net -net lease" and the City hereby agrees
that the rentals provided for therein shall be an absolute net return to the Authority, free and clear of
any expenses, charges or setoffs whatsoever.
Section 26. Execution.
This Agreement may be simultaneously executed in any number of counterparts, each of which
when so executed shall be deemed to be an original, but all together shall constitute but one and the same
Agreement, and it is also understood and agreed that separate counterparts of this Agreement may be
separately executed by the Authority and the City, all with the same full force and effect as though the
same counterpart had been executed simultaneously by both the Authority and the City.
F
10/28/68
Section 27. Validity.
If any one or more of the terms, provisions, promises, covenants or conditions of this Agreement
shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by
a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants
and conditions of this Agreement shall not be affected thereby and shall be valid and enforceable to
the fullest extent permitted by law.
If for any reason this Agreement shall be held by a court of competent jurisdiction void, voidable,
or unenforceable by the Authority or by the City, or if for any reason it is held by such a court that
the covenants and conditions of the City hereunder, including the covenant to pay rents hereunder, is
unenforceable for the full terms hereunder, then and in such event for and in consideration of the
right of the City to possess, occupy and use the leased property, which right in such event is hereby
granted, this Agreement shall thereupon become, and shall be deemed to be, a lease from year to year
under which the annual rentals herein specified will be paid by the City.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed,
as of the day and year first above written.
CITY OF REDLANDS
ALM -7 dt-�
By Waldo F. Burroughs
Mayor
Attest:
A :0i e e
City Clerk
(SEAT:)
PARKING AUTHORITY OF THE
CITYY OFF REDLANDS
By Waldo F Burrou hs
Chairman
Attest:
Se etary
(SEAL)
I HEREBY APPROVE the form and legality of the foregoing Agreement this __3-0,tb day of
October______________ 1968,
E. F. Taylor
City Attorney d ex offieio
Attorney for te Parking
Authority of the CIty of Redlands
a
10/28/68
STATE OF CALIFORNIA
ss.
COUNTY OF SAN BERNARDINO
On this -Q th day of October , in the year 1968, before me, -Martha _E °Lewis
--- -------,
a Notary Public, State of California, duly commissioned and sworn, personally appeared Yazdo_... urroughs
known to me to be the Mayor, and -__ 4-. _ .9Y-__A jt --_M s eY_-_, known to me to be the City Clerk,
respectively, of the CITY OF REDLANDS, a municipal corporation that executed the within instrument,
and known to me to be the persons who executed the within instrument on behalf of said municipal
corporation therein named, and acknowledged to me that such municipal corporation executed the
within instrument pursuant to a resolution of the City Council of said City of Redlands.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed by official seal on
the day and year in this certificate first above written.
(Notarial Seal)
.,. ,� .-�•q•n€iu ��n€n�lnupliiltEunllltliill%{i4ninlinlllul;$gllhwi:. n.�uic€Illlnlllglll
r.. MAR 6 HA
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�,,:ra_'nJ0fiur�Ty
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9
Notary Public, State of California
10/28/68
STATE OF CALIFORNIA
ss.
COUNTY OF SAN BERNARDINO
On this A-Othday of __October in the year 1968, before me, Maxha-_ s___Lc wzs..---,-----,
a Notary Public, State of California, duly commissioned and sworn, personally appeared .IdQ... �.
Bux s known. to me to be the Chairman and ... � 9.9Y--- A ._-_ 1�Ig s e l e Y ...... known to me to
..------...-
2:ggh
be the Secretary, respectively, of the PARKING AUTHORITY OF THE CITY OF REDLANDS, a
public corporation that executed the within instrument, and known to me to be the persons who executed
the within instrument on behalf of said public corporation therein named, and acknowledged to me
that such public corporation executed the within instrument pursuant to a resolution of said Authority.
IN WITNESS WHEREOF, I have hereunto subscribed by name and affixed my official seal
on the day and year in this certificate first above written.
(Notarial Seal)
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MARTHA E. LEWIS �
1 �fOTAF?Y PUBLIC
A
SAPd BERNAftDIN.O COUNTY
CAUFORN'A =_
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es Dec._ L2
10
Notary Public, State of California
10/28/68
EXHIBTr A
All that portion of Redlands Town Plat in the City of Redlands, as per plat recorded in Book 5 of
maps page 10, thereof, records of San Bernardino County, State of California, described as follows:
Lots 6, 7, 8, 9, 10, 11, 12, 13 and westerly 30' of Lot 14, BIock 7; the east 1/2 of 50 foot wide
4th Street northerly of the north line of State Street (80 feet wide) and southerly of the south line
of Redlands Boulevard (92 feet wide); and all of the 14 foot wide alley easterly of the west line of
50 foot wide 4th Street and westerly of the west line of 84.25 foot wide Orange Street.
II.
10/28/68
I.: 4.IV...IIi.10-1
PARKING AUTHORITY OF THE CITY OF REDLANDS
SCHEDULE FOR ADJUSTMENT OF RENTAL
Estimated total Project cost------------------------------------------------------------------------------------------------------ $596,900
Estimated interest during construction at 6%* (18 months) ------------- - .... .___.... $64,800
Estimated Reserve Fund--------------------------------------------------------------------------------- 58,300
Sub-Total-------------------------•----------------------------------------- ----------------------------------------------- 123,100
Estimated Required Bond Issue--------------------------------------------------------------------------------- $720,000
* Subject to adjustment under Section 4 for the purpose of adjusting the Rental. Interest on the bonds during
their life has been estimated at 6% and shall be adjusted pursuant to Section 4. Said adjustment may take
into consideration the need to adjust the Schedule of Rental payments to fit the financial program of the City
and shall be subject to approval of the City; provided the Schedule of Rental payments (which may vary from
year to year) shall be in any case at least sufficient to pay the principal and interest on the Bonds in any succeeding
year in accordance with the Resolution.
12