HomeMy WebLinkAboutContracts & Agreements_133-2007_CCv0001.pdf VEHICLE LEASE AGREEMENT
This vehicle lease agreement("Lease")is made and entered into this 7th day of August, 2007
("Effective Date")by and between the City of Redlands("Lessor"), a municipal corporation of the
State of California and Mountainview Power Company,LLC("Lessee"),a wholly owned subsidiary
of Southern California Edison Company, a California corporation. Lessor and Lessee are
sometimes individually referred to herein as a "Party," and together, as the "Parties."
In consideration of the mutual promises contained herein the City of Redlands and
Mountainview Power Company, LLC agree as follows:
AGREEMENT
I Subject Vehicle. Lessor hereby leases to Lessee,subject to the following conditions,
a 1989 10-ton roll-off truck(City Vehicle#857,VIN 4 4V2DCFBD5KN62774),hereinafter called
the "Vehicle."
2. Term. The initial term of this Lease shall be for five (5)years, commencing on its
Effective Date and shall be automatically extended for successive,additional one-year terms unless
terminated by either Party by providing at least sixty(60)days'written notice to the other Party prior
to the beginning of a new term.
3. Rent. Lessee shall pay annually to Lessor, as rent for the Vehicle,the sum of Two
Thousand Five Hundred Dollars($2,500)each year of the term of this Lease. Rent shall be payable
on or before I st of each year during the initial term and any extensions thereof.
4. Use of the Vehicle. Lessee shall use the Vehicle solely for the movement of full and
empty roll-off bins of Filter Cake,and for other purposes incidental to such use.Lessee shall not use
or permit the Vehicle to be used for any other purpose unless Lessee first obtains written permission
from Lessor for such use. The Vehicle shall be designated as a back-up truck in conformance with
California Air Resources Board regulations,and shall not be driven more than 1,000 miles per year.
5. Repairs and Maintenance.Lessee shall,at its sole cost,keep and maintain the Vehicle
in satisfactory repair and in good condition. Lessor shall have no responsibility to maintain the
Vehicle.
6. Acceptance of the Vehicle. By entry into this Lease, Lessee accepts the Vehicle in
its "as is" condition and repair, and agrees on the last day of the term hereof, or upon sooner
termination of this Lease,to surrender the Vehicle to Lessor in the same condition as when received,
reasonable use, wear and tear excepted. Lessor makes no warranty, express or implied, as to the
condition or state of repair of the Vehicle, or to the Vehicle's merchantability or fitness for a
particular purpose or use.
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7. Insurance.
7.1 Lessee shall carry and maintain during the entire term hereof,at Lessee's sole
cost and expense,broad-form comprehensive public liability insurance with limits of not less than
Five Hundred Thousand Dollars($500,000.00)per person and One Million Dollars($1,000,000.00)
each occurrence,insuring against any and all liability of Lessee with respect to the Vehicle or arising
out of the maintenance, use or occupancy thereof, and property-damage liability insurance with a
limit of not less than One Hundred Thousand Dollars ($100,000.00) each accident.
7.2 Such policies of insurance shall be issued by companies having not less than a
policyholder's rate of"A" and a finance rating of"AAA" in Best's Insurance Reports, Fire and
Casualty,and shall be issued in the name of Lessee,including Lessor as a named additional insured
as its interest may appear and for the mutual and joint benefit and protection of the Parties and
executed copies of such policies of insurance or certificates thereof shall be delivered to Lessor.
8. Assignment. Lessee shall not voluntarily assign or encumber its interest in this Lease
or the Vehicle,or allow any other person or entity(except Lessee's authorized representatives)to use
all or any part of the Vehicle, without first obtaining Lessor's consent. Any assignment or
encumbrance without Lessor's consent shall be voidable and,at Lessor's election,shall constitute a
default. No consent to any assignment or encumbrance shall constitute further waiver of the
provisions of this Section.
9. Default and Remedies. The occurrence of anyone of the following shall constitute a
default by Lessee:
a. Failure to pay rent when due, if the failure continues for thirty(30)days after
written notice has been given to Lessee.
b. Failure to perform any other provision of this Lease if the failure to perform is
not cured within thirty(30)days after written notice has been given to Lessee.If the default cannot
reasonably be cured within thirty (30)days, Lessee shall not be in default of this Lease if Lessee
commences to cure the default within the thirty-day period and diligently and in good faith continues
to cure the default.
Notices given under this Paragraph shall specify the alleged default and the applicable Lease
provisions,and shall demand that Lessee perform the provisions of this Lease or pay the rent that is
in arrears,as the case may be,within the applicable period of time. No such notice shall be deemed
a forfeiture or a termination of this Lease unless the Lessor so elects.
Lessor shall have all remedies provided by law if Lessee commits a default.
10. Waiver. Waiver by Lessor of any breach or defect of this Lease or of any term,
covenant or condition herein contained shall not be deemed to be a waiver of any subsequent or
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other breach of the same or any other term, covenant or condition.
11. Attorneys'Fees and Costs. In the event any action is commenced to enforce or
interpret any of the terms or conditions of this Agreement the prevailing Party shall, in
addition to costs and any other relief, be entitled to recovery of its reasonable attorneys'
fees, including fees for use of in-house counsel by a Party.
12. Notices. Any and all notices or demands shall be in writing. They shall be served
either personally or sent by United States mail, and shall be deemed to have been given when
personally served or when deposited in the United States mail,certified or registered,with postage
prepaid and properly addressed.For the purposes hereof,the addresses of the Parties(until notice of
a change thereof given as provided in this Paragraph) shall be as follows:
To Lessee: Plant Manager
Mountainview Power Company, LCC
2492 W. San Bernardino Ave.
Redlands, CA 92374
To Lessor: City Manager
City of Redlands
35 Cajon Street, Suite 200
P.O. Box 3005 (mailing)
Redlands CA 92373
13. Hold-Harmless Clause. Lessee shall defend, indemnify and hold harmless
Lessor and its elected officials, officers, employees and agents from and against any and
all actions, damages, losses, causes of action and liability imposed or claimed relating to
the injury or death of any person or damage to any property, including attorneys'fees and
other legal expenses, arising directly or indirectly from any negligent or wrongful act or
omission of Lessee, its employees, and agents, in operating the Vehicle or in performing its
obligations under this Lease.
14. Binding on Successors. The covenants and conditions herein contained shall,subject
to the provisions as to assignment, apply to and bind the successors and authorized assigns of the
Parties.
15. Time of Essence. Time is of the essence of each provision of this Lease.
16. Integrated Agreement. This Lease contains the entire agreement of the Parties with
respect to the subject matter hereof, and shall not be amended or modified except by a written
agreement approved by the Parties.
17, Severability. The unenforceability, invalidity or illegality of any provision of this
Lease shall not render the other provisions unenforceable, invalid or illegal.
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