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HomeMy WebLinkAboutMINUTES - 08111998 - C98 C- " '79 TO: BOARD OF SUPERVISORS Contra FROM: Barton J. Gilbert, Director of General Services '; - Costa County DATE: August 11, 1998 SUBJECT: LEASE OF 1420 WILLOW PASS ROAD (1420 DANZIG PLAZA), CONCORD, CA. FOR HEALTH SERVICES DEPARTMENT SPECIFIC REQUESTS OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION 1. RECOMMENDATION APPROVE a Lease, commencing September 1, 1998, with Duffel Enterprises for the premises at 1420 Willow Pass Road (1420 Danzig Plaza), Concord, CA, under the terms and conditions more particularly set forth in said Lease, for occupancy by the Health Services Department and related programs and AUTHORIZE the Director of General Services to EXECUTE said Lease on behalf of the County. DETERMINE that the above project is a Class 1 (a) Categorical Exemption under the Calfiornia Enviornmental Quality Act. DIRECT the Community Development Department to FILE a Notice of Exemption with the County Clerk. 11. FINANCIAL IMPACT Rent and occupancy costs are budgeted within the Health Services Department budget, III. REASONS FOR RECOMMENDATIONIBACKGROUND The Health Services Department Adult Mental Health Division currently located in leased space at 1026 Oak Grove Road, Concord, will be relocating to the 1420 Willow Pass Road (1420 Danzig Plaza) faciity in order to provide for expansion space required by Children's Mental Health at the Oak Grove location. In addition, Adult Mental Health staffing levels will be increasing. It is also planned that community mental health programs will be co-located at the 1420 Willow Pass Road (1420 Danzig Plaza) facility to provide coordinated mental health,job training, and housing services. RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON August 11, 1998 APPROVED AS RECOMMENDED_ _- OTHER VOTE OF SUPERVISORS X UNANIMOUS(ABSENT None AYES: NOES: ABSENT: ABSTAIN: I HEREBY CERTIFY THAT THIS IS A TRUE AND CORRECT COPY OF AN ACTION TAKEN MEDIA CONTACT: BARTON J.GILBERT(313-7100) AND ENTERED ON THE MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. CC: County Administrator(via UM) ATTESTED August 11,-1998 Lessee(via UM) PHIL BATCHELOR,CLERK OF THE BOARD OF Health Services Department(via UM) SUPERVISORS AND COUNTY ADMINISTRATOR County Counsel(via UM) Risk Management(via UM) Orig:General Services Department-UM Buildings and Grounds(via UM) BY ,���z.. JL -' _.DEPUTY 15OB0.197 PB:dp M382 (10/88) LEASE TABLE OF CONTENTS TO CONTRA COSTA COUNTY FOR 1420 DANZIG PLAZA CONCORD, CALIFORNIA SECTION A: BASIC TERMS AND CONDITIONS A.I. PARTIES:........................................................................................................ A.2. LEASE OF PREMISES: ................................................................................. A.3. TERM:.............................................................................................................2 A.4. RENT: .............................................................................................................2 A.5. EXTENSION: .................................................................................................2 A.6. UTILITIES: .....................................................................................................5 A.7. MAINTENANCE AND REPAIRS: ...............................................................5 A.8. NOTICES:............. ............................................................ ....................... 7 A.9. ATTACHMENTS: ..........................................................................................7 A.10. WRITTEN AGREEMENT: ............................................................................7 A.11. RECORDING..................................................................................................7 A.12. TIME IS OF THE ESSENCE .........................................................................8 A.13. SIGNATURE BLOCK....................................................................................8 SECTION B: STANDARD PROVISIONS B.1. HOLDING OVER:..........................................................................................9 B.2. USE OF PREMISES: ......................................................................................9 B.3. HOLD HARMLESS: ......................................................................................9 B.4. ALTERATIONS, FIXTURES, AND SIGNS:................................................9 B.5. DESTRUCTION: ..........................................................................................10 B.6. QUIET ENJOYMENT:.................................................................................10 B.7. DEFAULTS: ................................................................................................ 10 B.8. EMINENT DOMAIN: ..................................................................................I1 B.9. RIGHT OF FIRST REFUSAL......................................................................12 B.10. SUCCESSORS AND ASSIGNS: ........................................ ........................12 B.11. SEVERABILITY: .........................................................................................12 B.12. WASTE; NUISANCE:..................................................................................12 B.13. SURRENDER OF PREMISES.....................................................................12 SECTION C: SPECIAL PROVISIONS C.1. SERVICES BY LESSOR:.............................................................................13 C.2. PROPERTY TAXES:....................................................................................13 C.3. ASSIGNMENT OR SUBLEASE: ............................................................ ...13 CA. LIABILITY INSURANCE ...........................................................................14 C.5. FIRE AND EXTENDED COVERAGE INSURANCE................................14 C.6. RENTAL INTERRUPTION INSURANCE.................................................15 C.7. HAZARDOUS MATERIALS ......................................................................15 C.8. ATTORNEYS' FEES....................................................................................16 C.9. ARBITRATION............................................................................................16 C.10. ACCOMPLISHMENT OF IMPROVEMENTS ...........................................17 C-11. COMPLETION AND OCCUPANCY..........................................................18 EXHIBITS EXHIBIT A: PREMISES EXHIBIT B: PARKING LOT EXHIBIT C: BUILDING REPAIRS EXHIBIT D: LESSOR AND COUNTY IMPROVEMENTS _ LEAS 1420 Danzig Plaza Concord, California for Health Services Department SECTION A: BASIC TERMS AND CONDITIONS A.I. .PARTIES: Effective on September 1, 1998, William R. Duffel and Lynnette S. Duffel hereinafter called "LESSOR," and the COUNTY OF CONTRA COSTA, a political subdivision of the State of California, hereinafter called "COUNTY," mutually agree and promise as follows: A.2. LEASE OF PREMISES: LESSOR, for and in consideration of the rents, hereby leases to COUNTY, and COUNTY leases from LESSOR those certain premises ("Premises") described as follows: A two-story office building containing approximately 14,484 square feet, commonly known as 1420 Danzig Plaza, Concord, California, more particularly described in"Exhibit A" attached hereto and made a part hereof, together with exclusive use of the building parking lot , more particularly described in "Exhibit B" attached hereto and made a part hereof. LESSOR and COUNTY also agree that"Exhibit B" represents available parking spaces prior to lot restriping and provision of disabled parking spaces. Restriping of the parking lot and provision of disabled parking spaces will result in a different configuration than shown in "Exhibit B". LESSOR guarantees a minimum of fifty-one (5 1) parking spaces (48 standard 9' wide spaces and 3 disabled parking spaces). Both LESSOR and COUNTY acknowledge that this Lease is subordinate to an existing underlying ground lease dated June 30, 1967, made by and between Elena Canzani, et al, as lessor ("Ground Lessor") and the Duffel-Smoot companies, a California corporation as lessee, ("Vestees") recorded July 27, 1967, Book 5415 OR, Page 752, amended August 1, 1967. The Vestees' interest was assigned to William R. Duffel and Lynnette S. Duffel, his wife as joint tenants, by assignment recorded April 1, 1969, Book 5843, OR, Page 839. LESSOR warrants that this Lease does not conflict with any provisions of the ground lease. -1- _._. .. . .................................................... A.3, Imo: The term of this Lease shall be seven (7) years, commencing September 1, 1998 and ending August 31, 2005. A.4. BY : Although the effective date of this Lease is September 1, 1998, the obligation of the COUNTY to pay rent shall not commence until COUNTY has accepted the building in accordance with the completion and acceptance of improvements as specified in Section C.11: COMPLETION AND OCCUEANCY OCCUPANCYof this Lease. If COUNTY acceptance of building occurs after the first day of the month,rent shall be prorated for the month. Subject to the foregoing, COUNTY shall pay to LESSOR as rent for the use of said premises a monthly rental as follows,payable in advance on the first day of each month during the term of this Lease. Terme period Monthly Rental September 1, 1998 through August 31, 1999 $ 11,225.00 September 1, 1999 through August 31, 2000 $ 11,225.00 September 1, 2000 through August 31, 2001 $ 11,450.00 September 1, 2001 through August 31, 2002 $ 11,675.00 September 1, 2002 through August 31, 2003 $ 11,900.00 September 1, 2003 through August 31, 2004 $ 12,125.00 September 1, 2004 through August 31, 2005 $ 12,350.00 Payments shall be made to: William R. Duffel or Lynnette S. Duffel and mailed to: William R. Duffel & Lynnette S. Duffel 461 Gaylord Court Sacramento, CA 95864 A.S. EXTENSION: This Lease may, at the option of the COUNTY, be extended , as described below, upon the same terms and conditions, except that subject to Subsection D hereof, the rental shall be adjusted as follows: A. First Option: For a six(6) year term, commencing September 1, 2005 and ending August 31, 2011, at the following rental: Time Period Monthly Rental September 1, 2005 through August 31, 2006 $ 12,720.00 September 1, 2006 through August 31, 2007 $ 13,100.00 -2- September 1, 2007 through August 31, 2008 $ 13,480.00 September 1, 2008 through August 31, 2009 $ 13,860.00 September 1, 2009 through August 31, 2010 $ 141245.00 September 1, 2010 through August 31, 2011 $ 14,625.00 B. Second Option: For a six (6) year term, commencing September 1, 2011 and ending August 31, 2017, at the following rental: Monthly Rental September 1, 2011 through August 31, 2012 $15,010-00 September 1, 2012 through August 31, 2013 $15,390.00 September 1, 2013 through August 31, 2014 SI5,770.00 September 1, 2014 through August 31, 2015 $16,150.00 September 1, 2015 through August 31, 2016 $16,535.00 September 1, 2016 through August 31, 2017 $16,915.00 C. Third Option: For a four(4) year ten (10) month term, commencing September 1, 2017 and ending June 30, 2022, at the following rental: e Period MonUy RoW September 1, 2017 through August 31, 2018 $17,295.00 September 1, 2018 through August 31, 2019 $17,680.00 September 1, 2019 through August 31, 2020 $18,060.00 September 1, 2020 through August 31, 2021 $18,440.00 September 1, 2021 through June 30, 2022 $18,825.00 D. At the end of the initial seven year term and end of each extension period, the monthly rent as shown herein above for the succeeding extension period may be adjusted, either upward or downward, in accordance with this section. LESSOR warrants to COUNTY that he has a commitment from American River Bank ("Bank") for a new mortgage loan for the Premises in the principal amount of $1,000,000.00 at an initial interest rate of 8.35% amortized over a period of 25 years. ("1998 Loan"). The 1998 Loan is commensurate with the terms of the lease, including all extension periods. The terms of the 1998 Loan include interest -3- .................................... rate adjustments which coincide with the initial term and each extension term of this Lease. The first interest rate adjustment will occur in seven years, at the end of the initial Lease term. Subsequent interest rate adjustments will occur at the end of each lease extension period. Bank has warranted that the interest rate for the life of the 1998 Loan will not be increased beyond 11.35°x'0. LESSOR shall provide to COUNTY full documentation of the 1998 Loan and interest rate adjustment terms. The parties agree that at the time of any interest rate adjustment required by Bank or its successor in interest, monthly rent for the applicable extension term may be adjusted either upward or downward by the difference in the LESSOR's monthly 1998 Loan payment, up to,but not to exceed, an interest rate increase of 3%. For example, at the end of the initial seven year term of this Lease, the remaining balance of the 1998 Loan will be approximately $887,183.00. If at that time the adjusted interest rate should increase to 10%, calculation of the monthly rental payment adjustment would be as follows: Adjusted Rate: $ 887,183 x 10%over remaining 18 years=$ 8,870 per month Original Rate:$1,000,000 x 8.35% amortized over 25 years — $7,951 per month Difference : $ 919 per month COUNTY's monthly rent as shown herein above for the first extension period would increase by $919.00 per month; for example rental amount for the period from September 1, 2005 through August 31, 2006 would be $12,720.00 + $919.00 or $13,639.00 per month; OR If the adjusted interest rate should decrease to 7%, calculation of the monthly rental payment adjustment would be as follows: Original Rate:$ ,000,000 x 8.35% amortized over 25 years= $7,951 per month Adjusted Rate: $ 887,183 x 7% over remaining 18 years = $7,235 per month Difference: $716 per month COUNTY's monthly rent as shown herein above for the first extension period would decrease by $716.00 per month, for example rental amount for the period from September 1, 2005 through August 31, 2006 would be $12,720 - $716.00 or $12,004.00 per month. -4- Calculation of the interest rate adjustment shall be based solely on the remaining balance and the remaining years of the 25 year amortization term of the 1998 loan. Prior to any monthly rental adjustment, LESSOR shall provide written notice and full documentation of the new loan interest rate to the COUNTY. Said adjusted rate shall be approved by the COUNTY and shall be the best commercial rate available at the time the loan must be renegotiated. E. Any claim or dispute arising out of or relation to this Section A.5. Extensian shall be settled by neutral binding arbitration in accordance with SectionC.9. Arbitration hereof. F. It is understood and agreed COUNTY shall give LESSOR thirty (30) days prior written notice of its intention to exercise any option to extend this Lease. Howev- er, in the event COUNTY does not give such written notice, its right to exercise any option before termination of the Lease shall not expire until fifteen (15) working days after receipt of LESSOR's written demand to exercise or forfeit said option. A.6. UTILITIES : COUNTY shall pay for all gas, electric, water, sewer and refuse collection services provided to the demised premises. In the event that an enclosure for refuse is required, LESSOR, at its sole expense, shall provide the enclosure. A.7. MAINTENANCE AND REPAIRS: As part of the consideration for this lease, LESSOR has agreed to complete certain repairs and improvements listed in "Exhibit C11 attached hereto and made a part hereof. The responsibilities of the COUNTY, under the terms of this lease, for maintenance and repair shall become effective only after LESSOR's repairs listed in "Exhibit C" are completed and are accepted in writing by the COUNTY. A. LESSOR shall keep the roof and exterior of the building in good order, condition, and repair and shall maintain the structural integrity of the building, including the exterior doors and their fixtures, closers and hinges. B. COUNTY shall keep and maintain the interior of the premises in good order, condition, and repair, but LESSOR shall repair damage to the interior caused by -5- failure to maintain the exterior in good repair, including damage to the interior caused by roof leaks and/or interior and exterior wall leaks. C. COUNTY shall repair and maintain the electrical, lighting, water, and plumbing systems in good order, condition, and repair. LESSOR shall deliver the electrical, lighting, water, and plumbing in good condition at time of occupancy. D. COUNTY shall maintain a quarterly maintenance contract for the heating, ventilating, and air-conditioning systems. LESSOR shall be responsible for repairs and replacement of the heating ventilating, and air conditioning systems in excess of$500.00 per occurrence. E. COUNTY shall provide routine maintenance of the parking lot, landscaping, sprin- kler system, and exterior lighting system. COUNTY shall be responsible for minor repairs such as replacement of sprinkler heads, shrubberies, and repair of minor potholes in the parking lot. LESSOR shall be responsible for repair of alligatoring, cracking, and deterioration of the parking lot pavement. LESSOR shall be responsible for resurfacing, sealing and restriping of the parking lot. F. LESSOR shall be responsible for major repairs, code compliance, and replacement of the elevator system. COUNTY shall maintain a routine maintenance contract for the elevator system and be responsible for replacement of incidental items such as the light bulbs in the elevator. G. LESSOR shall provide and install, at the direction of the Fire Marshal, the necessary number of A-B-C fire extinguishers for the premises. COUNTY shall thereafter maintain, repair, and replace said extinguishers. H. LESSOR shall be responsible for the correction of any code violations which may exist in the premises, provided LESSOR shall not be liable for correction of code violations which arise out of and are directly related to a change in COUNTY's occupancy or use of said premises. A.B. NOTICES: All notices given hereunder shall be in writing and shall be deemed to have been given if personally delivered or deposited in the United States mail postage -6- prepaid, certified or registered, return receipt requested, and addressed to the other party as follows or as otherwise designated by written notice hereunder from time to time: To Lessor: William R. Duffel and Lynnette S. Duffel 461 Gaylord Court Sacramento, CA 95864 To County: Contra Costa County General Services Department Lease Management Division 1220 Morello Avenue, Suite 100 Martinez, CA 94553 A.9. ATTACHMENTS: Section B, Standard Provisions; Section C, Special Provisions; Exhibit A: Premises; Exhibit B: Parking Lot; Exhibit C: Building Repairs; Exhibit D: LESSOR and COUNTY Improvements are attached to this Lease and are made a part hereof. A.10. WRITTEN AGR EMEN : Neither party has relied on any promise or representation not contained in this Lease. All previous conversations, negotiations, and understandings are of no further force or effect. This Lease may be modified only by a writing signed by both parties. The headings of the paragraphs are for convenience only and are not a part of this Lease,nor shall they be considered in construing the intent of this Lease. A.11. $„CORDING: A Memorandum of Lease shall be executed and recorded by the parties hereto. This will be in lieu of recording the entire instrument. Upon termination of this Lease, COUNTY shall execute a Quitclaim Deed to LESSOR to clear Lease from LESSOR's title. -7- i A.12. TIME IS OF THE ESSENCE of each and all of the terms and provisions of this lease. A.I3. SIGNATURE BLOCK COUNTY COUNTY OF CONTRA COSTA, a political subdivision of the State of California y gy Director of General Services illiam R. Duffel By RECOMMENDED FOR APPROVAL: L nette S. Duffel By f � Director, Ca tal Facilities and Debt Management By Deputy G eral Servic66 Director By Direct r of Planning & Evaluation, Health Services Department By 0101 Lease Manager APPROVED AS TO FORM: VICTOR.J. WESTMA.N, County Counsel Deputy -8- LEASE 1424 Danzig Plaza Concord, California for Health Services Department SECTION B. STANDARD PROVISIONS B.I. HOLDING OYEZ . Any holding over after the term or extension of this Lease as provided hereinabove shall be construed to be a tenancy from month to month, subject to the terms of this Lease so far as applicable. B.2. USE 0 P'REMIISES: The premises shall be used during the term for purposes of conducting various functions of COUNTY and COUNTY related services. B.3. HOLD 11A$MLESS: COUNTY agrees to indemnify and hold harmless the LESSOR from the COUNTY's share of any and all claims, costs, and liability for any damage, injury or death of or to any person or the property of any person, including attorneys' fees, arising out of negligent acts, errors or omissions of the COUNTY, its officers or employees. COUNTY shall not be liable in the case of any structural, mechanical or other failure of equipment of building owned and maintained by the LESSOR. or for liability which is attributable, in whole or in part, to the negligence or willful misconduct of LESSOR, which results in damage to any person or property. LESSOR agrees to indemnify and hold harmless the COUNTY from the LESSOR!s share of any and all claims, costs, and liability for any damages, injury or death of any person or the property of any person, including attorneys' fees, arising out of negligent acts, errors or omissions of the LESSOR, its agents or employees. B.4. A TERATIONSs FIXTURES,AND_SIGNS: COUNTY may make any lawful and proper minor alterations, attach fixtures and signs in or upon the premises, which shall remain COUNTY property and may be removed therefrom by COUNTY prior to the -9- termination of this Lease, all signs to meet with existing code requirements and LESSOR's approval. Any such alterations, signs or fixtures shall be at COUNTY's sole cost and expense. B.5. DESTRU-CTION: A. In the event of damage causing a partial destruction of the premises during the term of this Lease from any cause, and repairs can be made within sixty (60) days from the date of the damage under the applicable laws and regulations of governmental authorities, LESSOR shall repair said damage promptly and within a reasonable time, but such partial destruction shall not void this Lease, except that COUNTY shall be entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the portion of the premises unusable by COUNTY bears to the total area of the premises. B. If such repairs cannot be made in sixty (60) days, LESSOR may, at his option, make the same within a reasonable time, the rent to be proportionately reduced as provided in the previous subparagraph. In the event LESSOR does not so elect to make such repairs (which cannot be made in sixty (60) days), or such repairs cannot be made under such laws and regulations, this Lease may be terminated at the option of either party. C. A total destruction of the premises shall terminate this Lease. B.6. QUIET ENJOYMENT: LESSOR covenants that COUNTY shall at all times during the said term peaceably and quietly have, hold, and enjoy the demised premises without suit, trouble or hindrance from or on account of LESSOR as long as COUNTY fully performs hereunder. B.7. DEFAULTS: In the event of COUNTY's material breach of any of the covenants or conditions herein, LESSOR may re-enter and repossess the premises and remove all persons and property therefrom after giving COUNTY written notice of such default and in accordance with due process of law. In the event of such a breach by LESSOR, COUNTY -10- may terminate the Lease and quit the premises without further cost or obligation or may proceed to repair the building or correct the problem resulting from the breach and deduct the cost thereof from rental payments due to LESSOR, provided that COUNTY has given LESSOR written notice of said breach and provided that LESSOR has not made a substantial effort to correct said breach. B.8. EMINENT DOMAIN: A. If any part of the premises shall be taken as a result of the exercise of the power of eminent domain or be conveyed to any entity having such power under threat of exercise thereof (both of such actions being hereinafter referred to as "condemnation") this lease shall automatically terminate as to the portion of the premises which is condemned as of the date physical possession of such portion is taken be condemnor. Any damages to the remainder of the premises sustained by the COUNTY and/or LESSOR as a result of said condemnation action shall be decided in court or by negotiation and agreement with the condemnor. B. If the remaining part of the premises will not be reasonably suitable for the COUNTY's use at the time of said taking, this Lease may be terminated by either LESSOR or COUNTY, at any time by written notice within thirty(30) days after the date possession of the condemned portion is taken by condemnor. If the remaining part of the premises will be reasonably suitable for the use in effect at time of said taking, this Lease shall continue in full force and effect as to such remaining part. If this Lease is not so terminated, as of the date of such taking, the rent shall continue at a reduced amount based on the remaining square footage usable by COUNTY. The LESSOR shall be entitled to the condemnation award attributed to his interest in the real property and the COUNTY for the taking of its leasehold interest, fixtures and equipment, leasehold improvements, relocation expenses, and other award not related to the value of the real property. Nothing herein contained shall prevent LESSOR and COUNTY -11- from prosecuting claims in any condemnation proceedings for the value of their prospective interests. B.9. RIGHT OF FIRST REY-USAL: Should LESSOR or his successor in interest during the lease term or any extension thereof, elect to sell the leased premises, LESSOR shall give COUNTY prompt written notice of such intention and of any offer. COUNTY shall have ninety (90) days in which to meet the terms and conditions of such offer. If COUNTY does not act within said 90-day period, LESSOR shall be free to sell the premises in accordance with the terms and conditions of said offer. B.10. S CCESSORIS AND ASSIGNS: The terms and provisions of this Lease shall extend to and be binding upon and inure to the benefit of the heirs, successors, and assigns of the respective parties hereto. B.11. SEVERABILITY: In the event that any provision herein is held to be invalid by any court of competent jurisdiction, the invalidity of any such provision shall not materially prejudice either the COUNTY or LESSOR in its respective rights and obligations contained in the valid provisions of this Lease. B.12. WA TT; NUISANCE: COUNTY shall not commit, or suffer to be committed, any waste upon the leased premises, or any nuisance or other act or thing which may disturb the quiet enjoyment of any other Lessee or occupant of the complex in which the leased premises are located. B.13. SURRENDER OF PREMISES: On the last day of the said term, or sooner termination of this Lease, COUNTY will peaceably and quietly leave and surrender to LESSOR these premises with their appurtenances and fixtures (exceptsigns and fixtures referred to hereinabove) in good order, condition, and repair, reasonable use and wear thereof and damage by earthquake, fire, public calamity, by the elements, by Act of God, or by circumstances over which COUNTY has no control excepted. COUNTY shall not be liable for painting the interior of the demised premises upon termination of this Lease. -12- LEAS 1420 Willow Pass Road Concord, California for Health Services Department SECTION C; SPECIAL PROVISIONS C-1. SERYICES M LESSO t: It is understood and agreed LESSOR shall provide certain janitorial, maintenance, construction, remodeling or like services as requested by COUNTY in writing from time to time during the term of this Lease. COUNTY shall pay to LESSOR one hundred percent (100%) of the costs of said services. LESSOR shall consult with COUNTY and select either licensed, insured contractors or employees of LESSOR to provide the service. LESSOR shall obtain COUNTY's prior approval on the scope, term, and cost of the contracts. COUNTY shall have the right to change the level of service from time to time by giving LESSOR thirty (30) days' prior written notice, including the right to terminate any or all service, or to require different contractors to provide said service. C.2. PROPERIv`TAAXES: COUNTY shall pay to LESSOR within thirty (30) days after being requested to do so by LESSOR, as additional rental, one hundred percent (100%) of the City and/or County taxes levied against Assessor's Parcel 126-380-008, in any year during the term of this Lease, except COUNTY shall not pay any increase resulting from a change in ownership of the property. Said taxes shall be prorated for the first and last years of the term hereof. C,3, AliSI!GNMENT OR SUBLEASE: COUNTY shall have the right to assign this Lease during the term of this Lease and extension terms with LESSOR's written approval. Such approval shall not be unreasonably withheld. COUNTY shall have the right to sublease the premises or any part thereof to County related programs during the term of this -13- ._.._..__._. _. . . . _....... _...... _. ... .... . ....... ....... . . _ ... ... ..... Lease and extension terms without LESSOR's written approval. In event of such sublease, COUNTY shall remain responsible for payment of rent and meeting the obligations and conditions under the terms of this Lease. C.4. LIABI TTS'' INSURANCE: It is understood and agreed that the COUNTY, a political subdivision of the State of California, is self-insured for its Public Liability exposure, which includes claims made by the public against the COUNTY for bodily injuries and property damage, to the extent such would be insured by a standard commercial insurance company. LESSOR and GROUND LESSOR. shall be included as additional insured under the COUNTY's Public Liability self-insurance plan in the same manner as would otherwise be provided by a standard commercial general Public Liability insurance policy. C.5. FIREAN EXTENDED COVERAIGE INSURANCE: COUNTY shall, at its sole cost and expense during the term of this Lease or extension thereof, either purchase commercial insurance or at its option maintain a program of self-insurance providing protection against loss or damage to the premises against loss caused by the perils of fire, lightning and those afford by the standard all risk Special Form endorsement. The demised premises shall be insured for its replacement cost and protect the interests of the LESSOR and any lender or mortgagee having a financial interest in the premises. In the event of any damage to the premises covered by such insurance, the insurance proceeds shall be utilized for the repair, reconstruction or replacement of the damaged portion of the premises. However, in the event of complete or constructive total loss of the premises, whether insured or not, the proceeds shall be made payable to the LESSOR and any lender or mortgagee having a financial interest in the premises, as their interests may appear and the lease shall terminate in accordance with Section B.5. DESTRUCTION. It is understood and agreed that the COUNTY may elect to include the premises for protection of loss or damage caused by the perils of earthquake and/or flood and that any loss or damage to the premises caused by the perils of earthquake and/or flood shall only inure 14_ to the benefit of the COUNTY and not to the LESSOR or any lender or mortgagee having a financial interest in the premises. CA RENTAL INTERRUPTION INSURANCE: COUNTY, at its sole expense, shall maintain throughout the term of this Lease, rental interruption or use and occupancy insurance to cover loss, total or partial, of the rental income from or the use of the premises as the result of any of the perils covered by the insurance required by this Lease in an amount sufficient to pay the part of the total rent hereunder attributable to the portion of the premises rendered unusable for a period of at least one(1) year. Any proceeds of such insurance shall be applied to abated rental and to the prepayment of rental payments as provided in this Lease. C.7. HAZARDOUS MATERIALS: LESSOR. has informed COUNTY that there are asbestos containing building materials(ACBM) in certain locations on the subject premises. LESSOR warrants that the ACBM are in good condition and do not pose a health hazard at this time or in the foreseeable future. COUNTY may inspect the premises from time to time to monitor the condition of the ACBM. In the event COUNTY, in its sole opinion, determines that all or any portion of the ACBM requires treatment, LESSOR shall, at its sole cost and expense, immediately treat the ACBM in accordance with law. This in no way relieves the LESSOR.of any responsibility he may have to inspect the premises or monitor the condition of the ACBM. LESSOR, its successors, assigns and guarantors, agree to indemnify, defend and hold harmless COUNTY, its officers and employees from and against any and all damages arising from the presence of asbestos or other Hazardous Materials' upon or about the premises, or arising in any manner whatsoever out of violation of any law or regulation pertaining to the premises and the activities thereon, unless such damages exist solely as a result of negligence or willful misconduct of COUNTY. "Hazardous Materials" is defined to mean any substance, material or waste, including lead based paint, asbestos and petroleum(including crude oil or any fraction thereof), which -15- is or becomes designated, classified or regulated as being "toxic", "hazardous", a"pollutant" or similar designation under any federal state or local law, regulation or ordinance. C.S. ATTORNEYS' FEES: if LESSOR or COUNTY brings any legal action to interpret or enforce this Lease, or for damages for any alleged breach hereof, the prevailing party in any such action shall be entitled to reasonable attorneys' fees as awarded by the court or arbitrator, in addition to all other recoverable damages and costs. C.9. ARBITRATION: Any dispute arising from Section A.S. Extension , subsection D shall be settled by neutral binding arbitration before a single arbitrator. Any demand for arbitration must be made in writing to the other party. No demand for arbitration may be made after the date on which the institution of legal proceedings based on the claim, dispute or other matter is barred by applicable statue of limitations. Not later than thirty(30) days after delivery of written demand for arbitration, the parties shall select an arbitrator. The arbitrator shall have substantial experience in leasing issues in the geographical real estate market where the Leased Premises are located. The arbitrator shall conduct an arbitration under the provisions of the commercial arbitration rules of the American Arbitration Association. The arbitration shall be conducted in Contra Costa County, California, unless the parties agree in writing to another location. If the parties cannot agree on an arbitrator within the thirty (30) day period, the matter will be submitted to the American Arbitration Association ("AAA") for the immediate selection of the arbitrator. Costs and fees of the arbitrator shall be borne by the nonprevailing parties unless the arbitrator for good cause determines otherwise. Each party shall pay its own attorneys fees, expert and non expert witness expenses and other costs and expenses incurred in connection with the arbitration. The parties shall have the right to discovery in accordance with Code of Civil Procedure sections 1283.05 and 1283.1 as long as the arbitrator's permission shall not be required to take a discovery deposition and discovery by means of interrogatories and requests for admission shall not be permitted. All discovery disputes shall be resolved by the arbitrator. The arbitrator shall have no power to modify the provisions of this Lease. The arbitrator -16- shall render a final written decision on all matters subject to the arbitration, including factual findings and the reasons that form the basis of the decision within thirty (30) days of the arbitrator's appointment. The arbitrator's decision shall be binding on all parties. The arbitrator's decision to challenge only(i) on the grounds set forth in California Code of Civil Procedure section 1286.2, or (ii) based upon the arbitrator's incorrect application of the substantive laws of California. The parties shall each have the right to file with a court of competent jurisdiction an application for temporary or preliminary injunctive relief, writ of attachment, writ of possession, temporary protective order, or appointment of a receiver if the arbitrator award to which the applicant may be entitled may be rendered ineffectual in the absence of such relief of if there is no other adequate remedy. C.10.ACCOMPLISH ENI OF IMPRO—YEMIENTS.- A. LESSOR and COUNTY agree that LESSOR shall construct improvements per plans and specifications as prepared by Architectural Network inc.,plot date 6-25- 98, Addendum #1 dated 7122/98, labeled "Exhibit D" which are made a part hereof. Copy of said plans and specifications are available at Contra Costa County General Services Department, 1220 Morello Ave., Martinez, CA. LESSOR and COUNTY mutually agree that LESSOR is responsible for payment for completion of certain building improvements allocated to the LESSOR and COUNTY is responsible for payment for completion of certain tenant improvements allocated to the COUNTY in "Exhibit 1D," which are attached hereto and made a part hereof. B. LESSOR shall not make or cause any changes in said plans or specifications allocated to the COUNTY without prior written consent of COUNTY. LESSOR shall make changes, additions or deletions upon written Change Order from COUNTY and such items shall be charged at a rate not to exceed direct cost plus 10%. COUNTY reserves the right to inspect during construction of improvements as specified herein, but will not interfere with LESSOR's work and will notify LESSOR of any requests,recommendations or discrepancies. -17- C. If by October 1, 1998, LESSOR has completed the all repairs listed in Exhibit C: BUILDING REPAIRS and all improvements allocated to both the LESSOR and COUNTY listed in Exhibit D: LESSOR AND COUNTY IMPROVEMENT and they are accepted in writing by the County Lease Manager, or designee, rent shall commence effective October 1, 1998. In the event LESSOR cannot deliver the premises by October 1, 1998, rent shall not commence until the first workday after all the building repairs and LESSOR and COUNTY improvements are completed and are accepted in writing by the County Lease Manager or designee. If the improvements are not completed by December 1, 1998, COUNTY may, at its sole discretion, terminate this Lease by giving LESSOR written notice, with no cost or obligation on the part of the COUNTY. D. Upon LESSOR's written request, the dates in this paragraph shall be extended by the time lost as a result of work stoppages, strikes, shortages of material or Act of God; provided such time is entirely beyond LESSOR's control. C- 11. COMPLETION AND OCCUPANCY: The following procedure shall apply for completion, acceptance, and payment for the remodeling of the building, hereafter called improvements. A. UPON LESSOR's completion of improvements and written notice thereof to the County Lease Manager, COUNTY shall inspect within three (3) workdays after receiving said notice and shall accept or reject said improvements within six (6) workdays of receipt of such written notice. B. The sole basis for rejection of the improvements shall be nonconformity with plans and specifications or applicable laws or ordinances. In the event COUNTY rejects the improvements, COUNTY shall provide LESSOR with a reasonably detailed list of the deficient portions or details of the improvements. C. LESSOR shall immediately commence to complete or correct the rejected portion. -18- D. COUNTY shall reimburse LESSOR for 100% of the costs of Tenant Improvements allocated to COUNTY and approved by COUNTY in writing as provided in Exhibit I?. LESSOR and COUNTY Improvements. Upon lease execution, LESSOR may submit to the COUNTY a properly documented progress payment request on the form provided by or approved by COUNTY for up to 50% for expenses incurred by the LESSOR in completing the COUNTY's improvements. LESSOR shall provide lien releases from all contractors and suppliers, together with request for payment. Upon receipt of properly documented request from LESSOR, COUNTY shall make the next progress payment of 25%upon 75% of completion of COUNTY's tenant improvements and a final 25% progress payment upon 100% completion and acceptance by COUNTY of the COUNTY's tenant improvements. LESSOR shall provide lien releases from all contractors and suppliers, together with request for payments. E. Acceptance of said improvements shall not constitute a waiver of any warranty of any defect in regard to workmanship or material of the improvements on said premises. EXHIBITS EXHIBIT A: PREMISES EXHIBIT B: PARKING LOT EXHIBIT C: BUILDING REPAIRS EXHIBIT D: LESSOR AND COUNTY IMPROVEMENTS z�z 19 EXHIBIT A Pg. 1 of 3 Those parcels of land in the City of. Concord, County of Contra Costa, State of California, describe.: as follows: PARCEL ONE Portion of the Rancho Monte Del Diablo, described as follows : Commencing at the southwest line of the parcel of land described in the deed to Peter E. Canzani, recorded April 8, 1938, Book 46.1% Official Records , page 69 at the northwest line of the parcel of land described in the deed to V. Earl Mulkins, et ux, recorded September 15, 1955 , Book 2614, Official Records, page 293; thence from said point of commencement, north 570 17' 15i1 east , along said northwest line, 217.91 feet to the northeast line of said Mulkins parcel; thence north 320 421 45" west , along the direct extension north 3212 421 45" west of said northeast line, 25 feet; thence north 570 171 1511 east, 61.09 feet ; thence northeasterly and northwesterly, along the arc of a curve to the left with a radius of 75 feet , through a central angle of 9l0 441 37", an arc distance of 120.09 feet to the actual point of beginning of the herein described parcel of land; thence from said point of beginning, continuing northwesterly, along the are of said last mentioned curve to the left with a radius of 75 feet, through a central angle of 40 171 47" , an arc distance of 5. 63 feet ; thence north 380 45 ' 0941 west , tangent to the last curve , 96 .02 feet to a line drawn parallel with and distant 2 feet southeasterly, measured at right angles from the south line of the strip of land described as Parcel One in� the deed to Contra Costa County, recorded May 23, 1956, Book 2772, Official Records, page 598; thence north 510 144 5"11 east, along said parallel line, 386.81 feet to the west line of the parcel of land described as Parcel One in the deed to the State of California, recorded September 17, 1959 , Book 3455 , Official Records, page 1.37; thence south 080 074 2911 west , along said west line, 187.42 feet to a point which bears north 570 17' 1511 east, from the point of beginning; thence south 570 17' 1514 west , 251.62 feet to the point of beginning. EXCEPTING PROM PARCEL ONE: A right of way (not to be exclusive) for use as a roadway for vehicles of all kinds, pedestrians and animals, for water, gas , oil and sewer pipe lines , and for telephone, television service, electric light and power lines, together with the necessary poles or conduits, as an appurtenance to the remaining lands of the grantor, or any portion thereof, over that portion thereof lying within the parcel of land described in Parcel Two herein. PARCEL TWO A right of way (not to be exclusive) for use as a roadway for vehicles of all kinds , pedestrians and animals, for water, gas , z EXHIBIT A Pg. 2 Of 3 031 and sewer pipe lines , and for telephone, television service , electric 'light and power lines , together with the necessary poles or conduits , as an appurtenance to Parcel One above, over a portion of the Rancho Monte Del Diablo, described as follows . Commencing at the southwest line of the parcel of land described in the deed to Peter E. Canzani , recorded April 8, 1938, Book 465, Official Records , page 69, at the northwest line of the parcel of land described in the deed to V. Earl Mulkin , et ux „ record- ed September 15, 1955 , Hook 2610, Official Records , page 293; thence from said point of commencement , north 57° 17 ' 15" east , slang said. northwest line, 12 feet to the actual point of beginning of the herein described parcel of land; thence from said point of beginning, north 320 42' 45" west , parallel with the southwest line of said Canzani parcel, 70 feet ; thence southeasterly and easterly along the arc of a curve to the left with a radius of 20 feet , through a central angle of 900 , an arc distance of 31.42 feet; thence north 57° 17 ' 1511 east , tangent to the last curve, 247 feet ; thence north- easterly and northwesterly , along the arc of a curve to the left with a radius of 50 feet , through a central angle of 960 02' 24" , an arc distance of 83 . 81 feet ; thence north 38° 45 ' 09" west , tangent to the last curve, 61. 18 feet ; thence northwesterly and southwesterly , along the are of a curve to the left with a radius of 20 feet , tangent to the last course, an arc distance of 29450 feet ; thence south 561 44v 11" west, tangent to the last curve, 156 .11 feet to a line drawn parallel with and distant 2 feet southeasterly, measured at right angles , from the south line of the strip of land described as Parcel One in the deed to Contra Costa County, recorded May 23 1956$ Book 2772 , Official Records , page 598; thence north 510 14 ' 51" east , along said parallel line, 396 .96 feet ; thence south 450 45 ' 31" west , 156 . 11 feet ; thence southwesterly and southeasterly, along the 'arc of a curve to the left with a radius of 20 feet , through a central angle of 840 30 ' 4011 , an arc distance of 29 . 50 feet ; thence south 38° 45 ' 09" east , tangent to the last curve;. 61 . 18 feet ; thence southeasterly and southwesterly , along the arc of a curve to the right with a radius of 104 feet , through a central angle of 96= 42 " 2411 , an arc distance of 167.62 feet ; thence south 570 171 15" west , tangent to the last curve , 267 feet to the point of beginning. EXCEPTING FROM PARCEL TWO : That portion thereof lying within Parcel One above. PARCEL THREE A right of way ( not to be exclusive) for use as a roadway for vehicles of all kinds ,, pedestrians and animals , for water, gas , oil and sewer pipe lines , and for telephone, television service , -2- EXHIBIT A Pg. 3 of 3 .antt"' ver "lines, tog Ther with the necessary poles .or conduits, ad an appurtenance to Parcel One above, or any portion thereof, over a portion of the Rancho Monte Del Diablo, described as follows : Beginning on the southeast line of Parcel One above, at the west line of the parcel of land described as Parcel One in the deed to the State of California, recorded September 17, 2959, Book 3455, Official Records , page 137; thence from said point of beginning, south 48° 07 ` 29t1 west , along said west line, 58. 16 Peet ; thence south 57° 1V 15" west, 197.67 feet ; thence northwesterly, along the are of a curve to the left with a radius of 100 feet , through a central angle of 15° 021 0011 , an arc distance of 26.24 feet ; thence north 57* 17' 15" east, 169.87 feet; thence north 320 42 ' 45" west, 19 feet to the southeast line of Parcel. One above; thence north 57° 171 1511 east, along said southeast line , 58. 12 feet to the point of beginning. -3- * w # � r � • 's +n 4 �. ,�! '� s ... �„ '- a �• . ;� � �� .,�•�+ �^ �„�, � . �,• � a t !�� $ � { � � #� � _ ,� �. •, � ,,� � �- .�,�.�- • a ..� � � r ;� �' 1 , '� � .. �� � �s ,� � • � �� ,� � � �� i� � �� , � .R. EXHIBIT A Pg. 3 of 3 "anzt +wer `lines , together with the necessary�poles .or conduits, ad an appurtenance to Parcel One above, or any portion thereof, over a portion of the Rancho Monte :Del Diablo, described as follows: Beginning on the southeast line of Parcel. One above, at the west line of the parcel of land described as Parcel. One in the deed to the State of California, recorded September 17, 1959, Book 3455, Official Records , page 137; thence frons; said paint of beginning, south 08° OV 2911 went , along said went line, 58.16 feet ; thence south 57° 171 15" west, 197.67 feet; thence northwesterly, along the arc of a curve to the left with a radius of 100 feet , through a central angle of 15° 021 00t1, an arc distance of 26.24 feet ; thence north 570 171 15t1 east , 169.87 feet; thence north 320 421 45" west, 19 feet to the ;southeast line of Parcel One above ; thence north 570 171 1511 east, along said southeast line, 58. 12 feet to the point of beginning. -3- # g .s 4 �u Exhibit ; On *r `I► AC 40 41 1.000 lot ♦� w + Or 4� r ^� + s ,w. f .r. R t s � EXHIBIT C: BUILDING REPAIRS ExteriorWork It= Paint building exterior Stripe and seal parking lot Repair, level and replace as necessary uneven concrete walkway and rear patio. Provide required handicapped parking spaces Prune trees to prevent damage to roof and prevent danger to parking lot Trim foliage clear of building and walkways Repair sprinkler system Roof-clear drains of debris, patch as required to provide watertight roof Roof mounted HVAC equipment: Secure equipment on platform to prevent tearing of roof Repairs to specific HVAC units: Units #1 & #2-Replace the gas valves, Unit#3-Replace compressor contactor; Unit#4-Replace the heating induced draft monitor Windows-reglaze and caulk as required Interior Work Items Modifications to building entry door to comply with ADA requirements Modifications to elevator to comply with ADA guidelines Modifications to restrooms to comply with ADA guidelines Paint entire interior of building Replace stained ceiling tiles Repair rusted window hardware Repair broken window woodwork ledges Replace filming on windows, as needed Replace worn carpet or credit COUNTY $4,400.00 if COUNTY elects to totally replace carpet EXHIBIT D: LESSOR AND COUNTY IMPROVEMENTS ITEM LESSOR COUNTY L General Requirements Permits & Licenses($1,525.) 380.00 1,145.00 Supervision-7 weeks ($12,000.) 3,000.00 9,000.00 General Labor-7 weeks ($6,000.) 1,500.00 4,500.00 Misc. Materials($1,000.) 250.00 750.00 Job Phone &Fax ($500.) 125.00 375.00 Final Cleaning _750.00 Subtotal $6,005.00 $15,770.00 2. Demolition Debris Boxes &Hauling 850.00 Remove Walls, Doors Frames 2,250.00 &Hardware, Carpet& Suspended Ceiling Subtotal 3,100.00 3. Sitework New Concrete Rear Walkway 3,750.00 Shrubbery Removal/ADA Parking 500.00 Irrigation Repair 350.00 Tree Removal at Building Rear 600.00 Subtotal 5,200.00 4. Metals Handrail @ Stairs 1,980.00 Wall Stiffeners 480.00 Grill Above Windows 1,330.00 Subtotal 1,980.00 1,810.00 5. Wood&Plastics Cabinets, Counters& Shelves 2,250.00 Counter(Reception area) 8160Q.0 Subtotal 10,850.00 (.Thermal &Moisture Protection Wall Insulation 720.00 Roof patch at exhaust fan 800.00 (4 @$200.00 each) Subtotal 1520.00 7. Doors & Windows New Sidelights 3@$600. each 1,800.00 New Doorframe &Hardware 1@$2,000, 4 @$1,625 each 8,000.00 20 Minute Doorframe&Hardware 13,000.00 (13 @ $1,000. Each) Reception Windows 3800.00 20 Minute Door with Glass Windows 6,000.00 (3 @ $2,000 each) 10" Kick Retrofits (6 @ $250.each) 1,500.00 Hardware/Double Door _ 400.0 Subtotal 1,500.00 33,000.00 EXHIBIT D: LESSOR AND COUNTY IMPROVEMENTS ITEM LESSOR COUNTY 8. Finishes CREDIT: Carpet Replacement (4,400.00) Sheet Vinyl (5 @$660.00 each 2,640.00 660.00 Marlite Wainscoat 960.00 Paint: New Walls,Patches,New 1,700.00 Paint& Stain: Door, Cabinets & 3,750.00 Bases Remove Baseboards 250.00 Partitions & Walls 11,600.00 Ceiling Tile Repair 750.00 Floor Tile Repair 800 New GWB/Restroom 800.,00 Subtotal 3,440.00 16,070.00 9. Specialties Bath Fixtures Grab bars-4' (5 @$80.00 each) 320.00 80.00 Grab bars-3' (5 @$65.00 each) 260.00 65.00 Toilet paper dispenser 40.00 Paper towel waste/dispenser 160.00 Seat cover dispenser 45.00 Vanity mirror(5 @$180.00 each 720.00 180.00 Interior HC signs (5 @ $40.00 each) 160.00 40.00 Urinal Screen 300.OQ Toilet Partitions-HC 2,800.00 (4 @$700.00 each) Toilet Partitions-HC 900 } 2 (2 @ $450.00 each) Subtotal 5,160.00 910.00 10. Elevator HC Upgrade 10,400.00 11. Plumbing&Mechanical Drinking Fountain 1,600.00 Lavatory-HC 700.00 5,800.00 HVAC Modifications 1,275.00 1,500.00 Exhaust fan 400.00 Fire Dampers 1,900-Q0 Subtotal 3,575.00 8,700.00 12. Electrical Exit Signs (7 @$120.00 each) 840.00 Dedicated outlets 530.00 Duplex receptacles 6,300.00 (63 @$100.00 each) Light switches 2,400.00 (20 @ $120.00 each) Phone data outlets 5,400.00 (61 @ $80.00 each) Removal of Outlets, rewiring 7,150.00 Wire exhaust fan 150.00 Subtotal 840.00 21,930.00 SUBTOTAL 32,900.00 118,860.00 CONTRACTOR'S OVERHEAD 4,112.00 14,857.00 AND PROFIT 12.5% CONTINGENCY 10% 3.29 11,886 $40,302.00 145,603.00 ROUND OFF TO: $41,000.00 $146,000.00