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HomeMy WebLinkAboutContracts & Agreements_48-2012_CCv0002.pdf Recorded in Official Records, County of San Bernardino 7112/2€312 DENNIS DRAEGER V AM ,�.. ASSESSOR - RECORDER - CLERK FV Recording Requested by R Regular Mail when Recorded mail to: "= City Clerk Doc#: 2012-0278348 Titles: 1 Pages: 12 City of Redlands Fees 0.0e PO Box 3005 Taxes e.ee Redlands, CA 92373 ! i OtherPAID X0.00 111111 1 1111FEES NOT REQUIRED PER GOVERNMENT CODE LEASE AGREEMENT SECTION 6103 This Lease Agreement("Lease") is made and entered into this 17th day of April, 2012 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("Lessor"), and Kimberly-Shirk Events, a subsidiary of the Kimberly-Shirk Association, and Kimberly- Shirk Association, a non-profit corporation (together"Lessee"). 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, and for such other good and valuable consideration the receipt of which is hereby acknowledged, the City of Redlands, and Kimberly-Shirk Events, a subsidiary of Kimberly-Shirk Association, agree as follows: AGREEMENT Section 1. Premises. Lessor hereby leases to Lessee that certain building commonly known as the "Carriage House" located in Prospect Park in the City of Redlands (the "Prernises"). The Premises are more particularly described in Exhibit"A,"which is attached hereto and incorporated herein by this reference. Section 2. Term. The term of this Lease shall be for a period of ten (10) years commencing on this Lease's Effective Date. Lessee shall have the option to extend the term of this Lease for two (2) successive ten (10) year terms on the same terms and conditions as this Lease. Lessee may exercise such option by providing written notice to Lessor within thirty (30) days before the date of expiration of the original term of this Lease, or the then-expiring extension term of this Lease. Section 3. Rent. Lessee shall pay Lessor rent in the sum of Ten Dollars ($10.00) ("Rent") per year for use and occupancy of the Premises. In addition to Rent, Lessee shall pay Lessor twenty-five percent(25%) of the net revenue Lessee receives from any events held by for-profit organizations at the Premises, and ten percent(10%)of the net revenue Lessee receives from any events held by non-profit entities at the Premises (the"Event Proceeds"). Further, if Lessee subleases or rents the "apartment" within the Premises to a caretaker for the Premises, Lessee shall pay Lessor twenty-five percent (25%) of the rent received by Lessee from such sublease or rental (-Sublease Rent"). The Rent shall be payable within ten (10) days of the Effective Date of this Lease and, thereafter on or before the anniversary date of the Effective Date of this Lease. The Event Proceeds and the Sublease Rent shall be payable quarterly, on or before each March 30, June 30, September 30, and December 31, each year during the term of this Lease. The Rent and Event Proceeds shall be payable at the office of Lessor at 35 Cajon Street, Redlands, California 92373. 1;ca\djm\Agreements\Kimberly Shirk tease Agreementdoc I Section 4. Use of Premises. A. During the term of this Lease. and any extension thereof, the Premises shall be used by Lessee for the purpose of fund raising events for Lessee's business and operations. the subleasing or rental of the "apartment" within the Premises to a caretaker for the Premises, and any other use associated with or necessary to accomplish these purposes. No other use of the Premises is permitted without the prior written consent of Lessor. B. During the term of this Lease. Lessor shall retain the right to use of the Premises for itself. and for third party bookings sponsored by Lessor. Lessor shall coordinate all such use and bookings with Lessee. :n C. In connection with any third party booking of the Premises. Lessor shall require the third party to secure liability insurance satisfactory to Lessor for the use of the Premises and to provide Lessor with a Certificate of Insurance and endorsement naming Lessor and Lessee as additional insureds, and to agree to defend, indemnify and hold Lessor and Lessee harmless in connection with any claims, damages. losses, costs and liabilities arising from the third party's use of the Premises. D. At Lessor's request. Lessee shall issue the appropriate key(s) to third parties who have booked the Premises through Lessor. . provided that such third parties have presented Lessee with a copy of Lessor's approved reservation form and satisfied the insurance and indemnification requirements with respect to Lessor and Lessee referenced in this Section, and have paid to Lessee a deposit to ensure return of the keys to Lessee. Lessee shall have no obligation to provide any services, staff or equipment to any third party. Section 5. Utilities. Lessee shall pay all costs associated with the furnishing of utilities to the buildings comprising the Premises. Lessor shall pay all costs associated with the furnishing of utilities to the grounds surrounding the Premises. Section 6. Alterations and Repairs. Lessee accepts the Premises in their"as-is" condition as of the Effective Date of this Lease, without any warranty, express or implied. Section 7. Maintenance of Premises. A. Lessee shall, at its own cost, maintain the Premises in good order and repair, present condition and reasonable wear and tear excepted, except as provided in Subsection B, below. Lessee shall also, at its own cost, maintain in good order all grounds within ten (10) feet of the Premises. Lessor shall be responsible maintenance of all other grounds. Lessor shall have the right to enter the Premises. at reasonable times. for inspection and maintenance purposes. Should an inspection disclose the need for maintenance or repairs, Lessor shall provide Lessee with written notice of the items requiring repair or maintenance. If action is not taken on such items by Lessee within sixty (60) days from the provision of such notice. Lessor may enter the Premises and take whatever action is necessary to perform Such maintenance or repairs at Lessee's expense. Lessee shall also be responsible for any costs of any repairs to the structural elements of the Premises caused by Lessee's or its employees% agents' and invitees' actions during the term of this Lease. I',.C,,i\uljm\AgreenientsKiinberiv Shirk Lease Agreement,doc B. Lessor shall be responsible for maintenance and repair of all of the structural elements,the plumbing, electrical and mechanical systems of the Premises. "Structural Elements- shall include the roof,gutters, downspouts, walls. doors, windows, stairs, structural supports and foundation of the Premises. Lessor shall be responsible for the repair of any damages and wear and tear to the Premises arising from any third party bookings. C. Lessor shall be responsible for any damages or repairs to the Premises arising from or in connection with any -act of God" including, but not limited to, flood, fire and earthquake. D. Lessor and its agents shall have the right to enter upon and into the Premises at all reasonable times for the purpose of inspecting the same. to make alterations or repairs to the Premises, or for maintaining any service provided by Lessor to Lessee. Except in emergencies, Lessor shall give Lessee forty-eight(48) hours prior written notice of such entry. Lessor agrees that such entry shall be performed in a manner which minimizes any interference with Lessee's business. E. Lessor shall be responsible for opening and closing of the chains securing the park which are located on the access road to the Premises. F. On the expiration or earlier termination of this Lease. Lessee shall promptly W surrender and deliver the Premises to Lessor in as good condition as the Premises are in on the Effective date of this Lease, excluding reasonable wear and tear. Section 8. Improvements. Lessee shall not make any improvements to the Premises without the prior written consent of Lessor except,that after making reasonable attempts to contact Lessor for its approval, Lessee may undertake minor maintenance and repairs to the Premises which Lessee determines are immediately necessary to protect against injury to persons or property. Within three (3) days of performing any minor maintenance or repairs not verbally approved by Lessor. Lessee shall provide written notification to Lessor of the same. All Lessee proposals for improvements shall be submitted in writing to Lessor for its consideration and prior approval. Lessor shall approve or disapprove such proposals within twenty (20) days of their submission. With the prior written consent of Lessor, Lessee may enter into contracts and agreements for improvement work to be performed by contractors, pursuant to all applicable laws, including prevailing wage laws; and volunteers in accordance with Labor Code section 1720.4. Lessor shall not assess an administrative fee on such contracts or agreements administered by Lessee. Lessee shall have the right to remove all improvements made by it to the Premises provided such removal results in no damage to the Premises. Improvements not removed by Lessee shall, on expiration or earlier termination of this Lease, remain on the Premises and become the property of Lessor. Section 9. Indemnity. A. Lessee shall defend. indemnify= and hold harmless Lessor, and its elected officials, officers and employees from and against any and all claims, causes of action, damages and liability resultino, from the Lessee's negligent acts or omissions, and intentional wronaffil acts of Lessee. and its agents and employees and invitees. during Lessee's occupation and use of the Premises during the term of this Lease. 1:',ca',cijm"Agrceniciits\Kiniberly Shirk Lease Agreem.ent,doe 3 B. Lessor shall defend, indemnify and hold harmless Lessee, and its officers, directors and employees from and against any and all claims, causes of action, damages and liability resulting from the Lessor's negligent acts or omissions, and intentional wrongful acts of Lessor. and its agents. employees and invitees during Lessee's occupation and use of the Premises during the term of this Lease. Section 10. Public Liability and Property Damage Insurance. Lessee shall maintain at its own cost for the term of this Lease, public liability insurance in the amount of One Million Dollars ($1,000.000) per occurrence and Two Million Dollars ($2.000.000) in the aggregate, issued by an insurance company acceptable to Lessor. Lessee shall provide Lessor with a certificate of insurance and endorsements showing Lessor as an additional insured on the policy prior to Lessee's use and occupancy of the Premises. Such insurance shall be primary with respect to Lessor and non-contributory to any insurance or self-insurance maintained by Lessor. The policy shall require that before amending or canceling the policy,the issuing insurance company shall give Lessor at least thirty (30) days prior written notice. Lessor and Lessee acknowledge and agree that the insurance required of Lessee is subject to annual review by Lessor and subject to increases in the amount and scope of coverage, as reasonably determined by Lessor. Section 11. Assignment of Rights. Lessee shall not encumber, assign, sublease or otherwise transfer this Lease, or any right or interest therein, including any sublease or rental of the "apartment" within the Premises, without the prior written consent and approval of the terms of such assignment or sublease of Lessor. Any such encumbrance, assignment, sublease or transfer without such prior consent and approval of Lessor shall constitute a breach of this Lease and may, at the sole discretion of Lessor, result in the immediate termination of this Lease. Lessor further acknowledges that subject to the provisions of this Lease, Lessee shall have the right to receive payment for any assignment or sublease from the assignee or sublessee, and that Lessee may impose reasonable conditions on any assignment or sublease including, but not limited to, conditions relating to the provision of insurance covering Lessee and Lessor. Section 12. Attornevs' Fees. In the event any action is commenced to enforce or interpret the terms or conditions of this Lease, the prevailing party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for use of in-house counsel by a Party. Section 13. Propertv Insurance. Lessee shall, at its own cost, maintain an insurance policy issued by an insurance company acceptable to Lessor insuring, all fixtures, equipment., furniture and personalty. Lessor assumes no responsibility for the loss, damage or destruction of items belonging to Lessee or others on the Premises. Section 14. Possessory Interest. In accordance with California Revenue and Tax Code Section 107.6, Lessor is hereby notifying Lessee that the leasehold interest created by this Lease may be subject to property taxation and that Lessee may be subject to the payment of property taxes levied on such interest. Lessee shall be solely responsible for the payment of such taxes and shall defend, indemnify and hold Lessor harmless from and against any and all claims or actions for payment or non-payment) of such taxes. Shirk Lease Agreernent,doc 4 Section 15. Notices. Any and all notices required or permitted by this Lease shall be in writing and shall be deemed served when personally delivered or when deposited in the United States Mail, certified. return receipt requested, first-class postage prepaid to the Parties at their respective addresses unless by such notice a different person or address shall have been designated: Lessor: Lessee: City Clerk Executive Director City of Redlands Kimberly Crest House and Gardens P.O. Box 3005 1325)25 Prospect Drive Redlands, CA 92373 P.O. Box 206 Redlands, CA 921373 Section 16. Entire Agreement. This Lease constitutes the entire agreement between Lessor and Lessee regarding the leasing of the Premises to Lessee. Any prior written or oral agreements or representations respecting the Premises or their leasing by Lessor or Lessee not expressly set forth herein are null and void. Section 17. Amendments. Any and all amendments to this Lease shall be in writing and executed by the Parties. Section 18. Breach and Default by Lessee. All covenants and agreements contained in this Lease are declared to be conditions of this Lease, and to the Term for which the Premises are hereby leased to Lessee. Should Lessee fail to perform any covenant,condition or agreement contained in this Lease and the default not be cured within thirty (30) days after written notice of the default is served on Lessee by Lessor, then Lessee shall be in default under this Lease; provided, however, that if the default is one not capable of cure within such thirty (30) days, Lessee shall so notify Lessor in writing, shall commence action to cure within such thirty (30) days and prosecute such cure diligently until completion within a reasonable time. Lessee's failure to complete such cure within a reasonable time shall also constitute a default by Lessee. Section 19. Termination. A. Lessor shall have the right to terminate this Lease upon fourteen (14) months prior written notice to Lessee. Lessee shall have the right to terminate this Lease upon thirty (30) days prior written notice to Lessor. B. In the event of any default of this Lease by Lessee, in addition to any other rights or remedies Lessor may have, Lessor shall have the immediate ritht of reentry and may remove all persons and property from the Premises; such property may be removed and stored in a public warehouse or elsewhere at the cost of Lessee. Further, in the event of a default of this Lease by Lessee, Lessor shall have the option of immediately terminating this Lease. All remedies of Lessor under this section shall be cumulative and in addition to any other legal or equitable rights and remedies which Lessor may have. In the event of any termination of this Lease by Lessor. Lessor shall pay to Lessee the then-appraised value of any capital improvements to the Premises made by Lessee during the term of this Lease. I Ca',dini,Agreements',Kii-nbet-INShirk Lease Agreennent doc Section 20. Waiver. No waiver by either Party of any provision of this Lease, or, shall be deemed to be a waiver of any other provision of this Lease, or of any subsequent breach by either Party of the same or any other provision of this Lease. Section 21. Severability. If any particular provision of this Lease is held invalid or W unenforceable for any reason, this Lease shall otherwise remain in full force and effect and shall be construed in all respects as if such invalid or unenforceable provision were omitted. Executed on the 17th day of April. 2012, at Redlands. California CITY OF REDLANDS (Lessor) KIMBERLY-SHIRK EVENTS., INC. A SUBSIDIARY OF KIMBERLY-SHIRK ASSOCIATION (Lessee) LU 411 Pete Aguilar,'Mayor Robert Heinze. President KIMBERLY-SHIRK ASSOCIATION (Lessee) Lorraine Anderson, President ATTEST: `lam Irwin, 0i y CI L'ca�diiii'Agreeiiieiits\Kiiiiberly Shirk Leake Agreeinent doe 6 ALL-P OSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO SS CITY OF REDLANDS By the authority granted under Chapter 4, Article;3, Section 1181, of the CaliforniaCivil Code, and Chapter 2,Division 3, Section 40814,of the California Govermnent Code,on April 17,2012,before rhe-, Teresa Ballinger, Deputy City Clerk, on behalf of Arthur S. Irwin, City Clerk of the City of Redlands, California,personally appeared Pete Aguilar, Mayor,and Arthur S. Irwin,City Clerk,who proved to me on the basis of satisfactory evidence to be the n(s)whose name(s) mare subscribed o the within instrument and acknowledged to me that heAh&they executed the same in ts ,_�A ear authorized c pacit (ies) and that b heir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and corrector =. Hill// f WITNESS my hand and official seal. V- RtFo ........... ARTHUR S. IRWIN,CITY CLERK }� ByQt Teresa.Ball' er,Dep4 City Clem (909)798-7531 CAPACITY CLAIMED BY SIGNER(S) { Individual(s)si ` g for oneself/themselves { Corporate Officer(s) Title(s) Company { Partner(s) Partnership Attorney-In=Fact Principal(s) f Trustee(s) Trust jxj Other Title( ) Mayor and City Clerk Entity Represented: City of Redlands THIS CERTIFICATE ST BE ATTACHED TO THE DOCUMENT DESCRIBED ED BELOW: Title or Type of Document.- Lease Agreement Date of Document:ent:April 17,2012 Signer(s)Other Than Named Above. Robert Heinze and Lorraine Anderson,Presidents of Yi u erly_ k Events,Inc.,a Subsidiary of Kimberly-Shirk Association CITY ACKNOWLEDGMENT STATE OF &IJGC�\LCQ ) ) ss. COUNTY Or�)C�tgK�CKK-&( ) On us * a \a= before me, C ,personall ap eared Noe A- who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. TERESA SCNAEFER COMM. #1798455 WITNESS my hand and official seat. Notary Public -California o Z Riverside County �. M Comm.Ex fres Ma 18,2012 Signature. [Seal] 1_Aca\djm\Agreements\Kimberly Shirk Lease Agreement.doc 7 .', „ , .� a r, r. ✓ a� r. � � r, � •r, a r» r, e ✓ •� � e r, � � r, � a r � a y t S a lookpal 8 _ Y b e a r ' � L N �r r President William McKinley in the carriage. He'sx" being greeted by the England family,owners of '• _, J% Prospect Park on May 8, 1901 4 d >�aae 6�irc8e a� eoaia��rtt,F�e�i� at t�Fe a � . GJarria'fc MOAM i� P^v' e Pare a &i& aat • 8 r L-4o"35!se Q/ �/CQlh�ZOIC ledla�d� 7;4 B"t beat** J% Y"R Pq a P, Sia. 4% { 3t' b maAir//(K�� �/ /CJ A tt n a /� s p p l 0� A!'0/`tG /��71/�ICQL�✓0� OR (/Q/`//Q�G f(OA& a t'"" 'Pe pt"?me Aa^e - &1f� A-e 5/mx/e/ mer Jiv? and"doavwe 010?&e4flue, .rivo a ori a 4 a !f//`1L`e t0; c JJ/1�� �Jt'GE�01 Q OM a A'AD/IVf110 l,fE 6 t >' ti a � &OX5a ,►�f aa� 6� �r ��rta� �A v�f 64 923734 R °' 125��e EXHIBIT"A" ' J% " plot fG mt "w �n ffte6z "&a" " "q 4 4 qr&�� t , " Jane Hill n, then Friends president, commemorating the 30th anniversary celebration of the dedication of Prospect Park to the City of Redlands by the people of Redlands Nov 15, 1998. THE PROSPECT PARK CARRIAGE ENTRANCE E PATIO► HOUSE OFFERS THE FOLLOWING permit- RENTAL SPACES FOR YOUR Pro-modes additional space {weather permit- C£)NSITtFRATiON tires) for 6 rented round tables and.rented. chairs for about 6{) I-IILLSEN HALL 0 LOWER LEVEL in honor of Jane Hillsen, who oversaw the Carriage House renovation during her DIRECTORS' l OOM Size: about 34 feet by 38 feet Size: about 2Q feet by 21 feet maximum capacity inside per the Redlands Fire Maximum capacity: 49 Department. 125 assembly set-up with chairs Restrooms equipped for people with disah1ties (no tables) or 80 at tables Recommended uses: Small gatherings, including bridge parties Restrooms equipped for people with disabilities (acc ommodates 8 tables) P1 o P S business seminars Furniture Available Board meetings ioo chairs Ideal for showing slide,video and io six-foot tables computer presentations 2 eight-foot tables Podium Sound System Concert Grand Piano—(unlocking fey;---for use BRIDE ' GROOM by qualified musicians only) DRESSING ROOMS Recommended uses shown on this Brochure The wedding may dress in comfort and privacy Cover in these separate areas for the guests of honor CATERING KITCHEN Features. Large R*4gerator CARRIAGEHOUSE MUSEUM Large Freezer Wicatcd to the his of Pros Park and the early andard Range for a l citrus industry in Ii'ezllands opcited upon Microwave ropest (peiuling av ilcrble volunteer sing) Large coffee makers were are no dish washing facilities Caterers are to "dishes and silverware EXHIBIT"A" ,.'iiiii!!!f • �ii!!i!lliil► • �illiiiii!!! iii `• �!!!iiliiii!!i!i!! . +� •� .!!iliiili!!!!!!!ii ! •Ii!! • �!!!!!!!!ii!!!lil+►� �!!i! �!!illiii!!!!!llii� �! •!!!!i! I!!1!!!!!!!!i!!!�+i#!i!* ♦!i!i!i !i!!!i!!!i!!!i! �i!!!4 •�, !i! I!!i ! ilii!! !s • ` -:�,, low ! •• ark Access Road ! !i ii! arkinPOW" I - or P%% ! e • !!iili� �illiiM!!!♦ *iil !ilii' •!!!!i!i!i! illi. iiiil !!!!!!!ilii to gi��ii • fi ,i V Prospect. Park Carriage House " WX �t Scav - 'A�r'ilurrwol�' Q 100 2w Soo W01018Cams"Hmse June 27,2012 B'eel c a� A�# C .f Ot Prospect Park CdfnPbe Franklin Park +1 .._ A� Arron amiage H tJ i` Prospect '4 O, 0 'as o �r r-e e° Knall Rd c a at s P U ONO Prospect Park Carriage House _- - sea. Ia N>l AOorrll�rW�' 0 100 2(iG 300 wa1b18CarriageHDuw June 27,2012 f"