HomeMy WebLinkAboutContracts & Agreements_70-2011_CCv0001.pdf Shares Lease Agreement
(City As Lessor)
This Shares Lease Agreement ("Lease") is entered into the 1 st day of June, 2011,
("Effective Date") by and between the City of Redlands, a general law city incorporated under
the laws of the State of California ("Lessor") and Mike Micallef("Lessee"). Lessor and Lessee
are sometimes individually referred to herein as a"Party" and, together, as the"Parties."
RECITALS
WHEREAS, Lessor is the owner of shares of the common stock of the Crafton Water
Company; and
WHEREAS, Lessee desires to lease from Lessor Eight (8) shares of the common stock of
the Crafton Water Company (the "Leased Shares") on the terms and conditions hereinafter set
forth;
Now, THEREFORE, in consideration of the mutual promises contained herein, Lessor and
Lessee agree as follows:
AGREEMENT
1. Lease. Lessor hereby agrees to lease the Leased Shares to Lessee and Lessee
agrees to lease the Leased Shares from Lessor for the purpose of providing water to Lessee.
Such water is not intended, nor shall it be used for human consumption or domestic purposes
until such time that Lessee treats such water in accordance with California Department of Health
Services, Office of Drinking Water Standards, and all other applicable state and local laws, rules
or regulations.
2. Term. This Lease shall commence on the Effective Date and shall terminate on
March 31, 2012, unless earlier terminated. Lessee understands and agrees that neither this Lease,
nor any of the rights and obligations of the Parties to this Lease, shall extend beyond the Lease
Term.
3. Rent.
A. As rent for the Leased Shares, Lessee shall pay Lessor, an amount equal to the
total number of Leased Shares multiplied by One Dollar ($1.00), together with an amount equal
to the Crafton Water Company's annual per share stock assessment as reimbursement to Lessor,
if Lessor has paid such annual assessment for this calendar year ("Rental Amount"), and a One
Hundred Dollar($100) administration charge established by Lessor..
I:1A,dministration\Stock Leases PurchaseslStock Leases1201 1\7037 Water Lease Agreement(2011.).doc
B. If Lessor has not paid the annual assessment for the Leased Shares for the
calendar year prior to the Effective Date of this Lease, the Rental Amount shall not include any
reimbursement payment. In such event, Lessee shall be obligated to pay the annual assessment
for the Leased Shares directly to the Crafton Water Company.
C. Lessee shall be obligated to pay for all water delivery charges imposed by
Crafton Water Company for the Lease Shares.
D. The Rental Amount shall be paid by Lessee to Lessor within ten (10) days of
the Effective Date of this Lease.
4. Assignability. Lessee shall not have the right to assign, sublet or otherwise
transfer or encumber the Leased Shares under this Lease.
5. Voting Rights. Lessor shall retain all the voting rights associated with ownership
of the Leased Shares.
6. Hold Harmless. Lessee shall hold Lessor harmless from and against any loss,
costs, expenses, damages, penalties or claims related to or arising directly or indirectly out of any
environmental or hazardous substance contamination of any water attendant to the Leased
Shares, from whatever cause. Lessee acknowledges that Lessor assumes no responsibility and
makes no representation as to the quality or purity of any water attendant to the Leased Shares.
7. Entire Agreement. This Lease constitutes the entire agreement between Lessor
and Lessee regarding the leasing of the Leased Shares to Lessee. Any prior written or oral
agreements or representations respecting the leasing of the Leased Shares not expressly set forth
herein are null and void.
8. Attorneys' Pees. 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.
9. Waiver. The waiver by Lessor of the performance of any obligation hereunder
shall not invalidate this Lease nor shall it be considered a waiver by Lessor of any other
obligation hereunder.
[Signature Page Fallows]
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of this 1'a day
of June,2011.
LESSEE LESSOR
MIKE MICALLEF CITY of REDLANDS
Bv: By: -� a
S
Mavor, City of Redlands.
Attest:
By:
City Clerk
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