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HomeMy WebLinkAboutMINUTES - 02061996 - SD2 �- Contra Costa TO: BOARD OF SUPERVISORS County C UN... d FROM: Harvey E. Bragdon Director of Community Development DATE: February 6, 1996 SUBJECT: Pacheco Community Center SPECIFIC REQUEST(S) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS 1. APPROVE and AUTHORIZE the Chair to execute a Lease Development Agreement with the Pacheco Town Council; 2. APPROVE the form of Lease with the Pacheco Town Council for 5800 Pacheco Blvd., Pacheco, and AUTHORIZE the Chair, the Director of Community Development, the Deputy Director - Redevelopment, and/or the Director of GMEDA to execute said Lease; 3. AUTHORIZE the Director of Community Development, or his designee, to instruct the Auditor-Controller to deposit$100,000 in funds contributed by TOSCO to the Pacheco Community Center pursuant to a Memorandum of Agreement implementing Board of Supervisor's Approval of General Plan Amendment 10-93-CO (Solano Way Closure) to Park Dedication Account 8136-467103212; CONTINUED ON ATTACHMENT: XX YES SIGNATURE: 1 RECOMMENDATION OF COUNTY ADMINISTRATOR OMMEND TION OF 7rD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON _T1994 APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS I HEREBY CERTIFY THAT THIS IS A V UNANIMOUS (ABSENT ) TRUE AND CORRECT COPY OF AN AYES: NOES: ACTION TAKEN AND ENTERED ON THE ABSENT: ABSTAIN: MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. Source: Jim Kennedy 646-4076 cc: Community Development ATTESTED General Services PHIL BATCHELOR, CIRK O GMEDA THE BOARD OF SUPERVISORS Redevelopment AND COUNTY ADMINISTRATOR Auditor-Controller via Redevelopment Pacheco Town Council BY �� , DEPUTY JK:Ih sral Wpacheco.bos 4. AUTHORIZE the disbursement from time to time of all Park Dedication Funds pursuant to the above referenced Lease Development Agreement from Accounts 8136-373503260, 8136-373503381, 8136-373503470, 8136-420832001, 8136- 420832002, 8136-467103212, 8136-420203381, 8136-4202355311 81.36- 420203331, and 8136-420235532 in an amount not to exceed $575,000; 5. AUTHORIZE the advance of funds pursuant to the above referenced Lease Development Agreement from County Trust Fund 8136-018108010 an amount not to exceed $14,020, and AUTHORIZE said amount to be repaid in principal plus 3% simple interest from future Park Dedication Funds deposited in the Accounts referenced in Section 4 above; 6. AUTHORIZE the Director of Community Development and/or the Deputy Director - Redevelopment to take such other actions as are necessary to implement the terms of the Lease Development Agreement, the Lease, and the aforementioned actions. 7. ADOPT CEQA findings as attached hereto as Exhibit A (mitigated negative declaration as posted for the project on August 26, 1994). 8. FIND that the subject property is not necessary for County purposes; and 9. DETERMINE that the community center and community recreation services to be provided by the Pacheco Town Council, a California non-profit corporation, pursuant to the Lease Development Agreement and the Ground Lease, serve a public purpose, and is in the best interests of the County and the general public as provided for in Section 26227 of the California Government Code. FISCAL IMPACT No General Funds are involved. The total County contribution will ultimately be borne by Park Dedication Funds collection for public recreation purposes. Funds advanced by the County are restricted funds that must be used for community development purposes. BACKGROUND/REASONS FOR RECOMMENDATIONS The Pacheco community has long desired to have a community center to provide for community functions and events. The Pacheco Town Council, a non-profit corporation, has had the desire to develop and operate such a community center. On July 27, 1993, the Board of Supervisors, in approving Rezoning 3004-RZ site (Braddock and Logan, Applicant; site of the former Pacheco Elementary School), declared its intent to provide for the development of a community center on a portion of County property fronting on the west side of Pacheco Boulevard north of Center Avenue. This set of recommendations carries forward that previous intent. Request to Speak Form ( THREE (3) MINUTE LIMIT) 6 Complete this form and place it in the box near the speakers' rostrum before addressing the Board Name: 0 C 0ryC S Phone; - 90 Address-.E51(A-ri4eRJ::'Q-,> L! -) Ci �Git�C- ca �.h� I am speaking for ortiza,i� Pl -c.o'5uo n 0 ckr I oww of u CHECK ONE I wish to speak on Agenda Item # S� .,2/ Oates � e 9 My will be: general _fbrY,a Lnst 1 wish to speak on the subject of . _ 1 do not wish to speak but leave these conn ewds for the Board to cc wider. Request to Speak Form � z ( THREE (3) MINUTE LIMIT) 9 Complete this form and place i# In the box near the speakers' rostrum before addressing the Board 1 am speaking for myself_ or organs !S D • Z {bene of o o-Indin 0 0000 ONS 1 wish to speak on Agenda R m #_____ Date: MY comments will be: general _for._,,�alnst��• _ 1 wish to speak on the subject of . ._ 1 do not wish to speak but leave these comments for the Board to consider: Y_ _r LEASE DEVELOPMENT AGREEMENT THIS LEASE DEVELOPMENT AGREEMENT (the "Agreement") is made this 26+day of MGA c-L, , 1996, by and between the COUNTY OF CONTRA COSTA, a political subdivision of the State of California (the "County"), and the Pacheco Town Council, a California non-profit corporation(the "Town Council'), on the basis of the following facts, understandings, and intentions of the parties: RECITALS A. These Recitals refer to and utilize certain capitalized terms which are defined in this Agreement, including Attachment A hereto, the "Ground Lease," The parties intend to refer to these definitions in conjunction with the use of defined terms in these Recitals. B. County is the owner of that certain unimproved real property (the "Site") located in Contra Costa County, State of California, and more particularly described as Parcels 1 and 2 in Attachment B hereto. C. On July 27, 1993 the Contra Costa County Board of Supervisors (the 'Board"), as part of its approval of County File 3004-RZ and FDP 3009-93, stated its intent to enter into a Ground Lease with the Town Council for the Project. D. Upon execution and recordation of the Ground Lease, Town Council proposes to construct a community center on Parcel 1 and parking on Parcel 2 of the Site (the "Project"). E. County has caused to be prepared an Initial Study of Environmental Impacts (the"Initial Study"), and as a result has filed a Negative Declaration of Environmental Consequences (the "Negative Declaration") on the Project contemplated by this Agreement. F. Pursuant to Government Code Section 26227, County has determined that the Ground Lease to Town Council and the use of the leased premises by the Town Council pursuant'to the terms of the Ground Lease will serve public purposes and that the property, during the time of possession by Town Council, will not be necessary for County purposes. THEREFORE, County and Town Council agree as follows: ARTICLE 1. COVENANTS OF COUNTY Subject to the terms and conditions of this Agreement, and in accordance with the Schedule of Performance, County covenants (and agrees to use utmost good faith and diligence to perform such covenants) as follows: 1.1 Ground Lease Upon satisfaction of those conditions set forth in Article 2, County shall execute and deliver the Ground Lease in form substantially as attached hereto as Attachment A. 1.2 Governmental Approvals Upon application by Town Council, with Town Council's cooperation and at its expense, County shall cooperate to review all required discretionary governmental approvals. ARTICLE 2. CONDITIONS PRECEDENT TO LEASE CONVEYANCE As conditions precedent to the delivery of the Ground Lease by County to Town Council, the conditions set forth in this Article 2 must first be satisfied and fulfilled in accordance with Attachment C, the Schedule of Performance, unless such times are extended in accordance with Section 9.2 hereof in writing by mutual agreement of County and Town Council. Subject to the terms and conditions of this Agreement, Town Council agrees to satisfy the conditions set forth in this Article 2, and shall submit evidence satisfactory to the County in its sole discretion that the conditions have been satisfied, if such be the case. 2.1 Design Review The Town Council shall be required to submit to the County for review and approval all designs, plans, and drawings related to the Project, and shall make any revisions deemed necessary or desirable by the County. 2.2 Submission of Evidence of Financing Commitments The Town Council shall provide the County with evidence of financing commitments in accordance with Article 4.1 hereof. 2.3 Final Scope of Development The Town Council shall prepare and provide County with a Final Scope of Development for the Project for review and approval. The Zoning Administrator, acting on behalf of County, shall hold a noticed meeting to consider and determine whether to approval a Final Scope of Development. 2 SD•y 2.4 Schedule of Performance The Town Council shall prepare and provide County with a Schedule of Performance for construction required by Section 9 of the Ground Lease, and Attachment C hereto. 2.5 Building Permit and Other Governmental Permits Town Council shall have received all required discretionary governmental approvals for the Project to the reasonable satisfaction of the County. 2.6 Zoning Administrator Town Council shall have received an approved Final Scope of Development from County's Zoning Administrator. County acknowledges that said approval was secured on September 26, 1994. 2.7 Ground Lease Town Council shall have executed and delivered to County the Ground Lease substantially in form as attached hereto as Attachment A. 2.8 Environmental Remediation .As further described in Section 3.3.1 of this Agreement, Town Council will contact the Environmental Services section of the Contra Costa County Health Services Department to determine what remediation of the Disclosed Hazardous Substances, if any, said agency, or the appropriate Regional Water Quality Control Board, or any other governmental agency with jurisdiction over the matter(hereinafter"governmental agencies") will require before the Site may be developed to uses other than its current use, including the uses contemplated by the Town Council. Town Council will disclose to County what testing, monitoring or remediation efforts are recommended or required. 2.9 Airport Considerations At least seven (7) days prior to issuance of a building permit, Town Council shall submit construction plans to the County Manager of Airports for the opportunity to comment, and to the County Community Development Department's Airport Land Use Commission staff person for review and approval. The plans shall indicate how the posting requirements of Section 20, Paragraph D of the Ground Lease (form of which is attached hereto as Attachment A) will be satisfied. 2.10 Other Obligations Compliance by Town Council with all of its material obligations, covenants, promises and agreements under this Agreement. Sb•� ARTICLE 3. THE SITE 3.1 Occupants of the Site The leasehold shall be conveyed free of any possession or right of possession except that described in the Ground Lease. 3.2 Development Approvals 3.2.1 County, as landlord and not as a regulatory agency, shall cooperate with Town Council to facilitate the review of governmental approvals, certifications, and compliances necessary for the development of the Site in accordance with this Agreement (the "Development Approvals") including, without limitation, the Final Scope of Development, building permits, and utilities; provided that such cooperation shall be construed as that of landlord and owner of the fee without cost to County(other than administrative costs typically borne by County), and not as a regulatory agency having jurisdiction over the issuance of entitlements. Nothing herein shall be interpreted to waive any requirements of County (in its governmental capacity) for issuance of such approvals, certifications, and compliances. 3.2.2 Town Council acknowledges that execution of this Agreement by County does not constitute approval by it of any required permits or applications, and in no way limits its discretion in the permit and approval process. 3.3 Condition of the Site Except as specifically provided in Subsection 3.4.2 of this Agreement, the leasehold shall be conveyed by County without warranty, guarantee, representation or liability, express or implied as to the physical condition of the property or the suitability of the Site for the construction and use of the improvements thereon. It shall be the sole responsibility of the Town Council, at its sole cost and expense, to investigate and determine the suitability of the soil, air, water, geologic, environmental and seismic conditions of the Site for the intended development contemplated herein, and to determine and comply with all building, planning, zoning and other regulations relative to the property and the uses to which it can be put. County has advised Town Council that the Site may be contaminated with certain subsurface petroleum product as identified in the report from Jensen-Van Lienden Associates, Inc., dated April 22, 1994 and has provided the Town Council with a copy of that report. Town Council relies solely on Town Council's own judgment, experience and investigations as to the present and future condition of the property or its suitability for Town Council's intended use. County assumes no responsibility for the conformance to codes or permit regulations of the city, county or State in which the property is located. 3.4 Hazardous Substance Indemnity and Hold Harmless 3.4.1 Definition - Hazardous Substance As used herein, "Hazardous Substance" means any substance, 4 material or waste which is or may become designated, classified or regulated as being "toxic" or "hazardous" or a "pollutant" under any federal, state or local law, regulation or ordinance. 3.4.2 County's Obligations County shall indemnify, defend, save, protect and hold harmless, Town Council and Town Council's successors and assigns, officers, directors and employees from County's share of all liability, damages, penalties, expenses and costs, for any necessary or required remediation, repair, removal or cleanup of Hazardous Substances arising or resulting directly from County's use, release or disposal of any Hazardous Substance on or from the leased premises. 3.4.3 Town Council's Obligations Town Council shall indemnify, defend, save, protect and hold harmless, County and County's successors and assigns, officers, directors and employees from Town Council's share of all liability, damages, penalties, expenses and costs, for any necessary or required remediation, repair, removal or cleanup of Hazardous Substances arising or resulting directly from Town Council's use, release or disposal of any Hazardous Substance on or from the leased premises. 3.4.4 Survival of Obligations The obligations contained in this Section 3.4 shall be binding on the heirs, successors and assigns of the Town Council and the County and shall survive the termination of this Agreement, the transfer of the Ground Lease to the Town Council and the termination of the Ground Lease. 3.5 Further Conveyance of the Site Nothing in this Agreement shall be construed as limiting the right or ability of County to sell or convey the Site. ARTICLE 4. OTHER PRE-CONVEYANCE MATTERS 4.1 Financing Commitments Town Council shall submit to County evidence that Town Council has obtained commitments for financing, other than those financial commitments provided in this Agreement, necessary for the development of the Project. County, in its landlord capacity, shall approve.or disapprove such evidence of financing commitments within the times established in the Schedule of Performance. 4.1.1 If Town Council shall elect to obtain financing from sources unaffiliated with Town Council and not provided for in Article 8 hereof, the following evidence of 5 so. )... financing shall be sufficient. 4.1.1.1 Copies of all financing commitments, which commitments may include such conditions to funding as funding agents normally require. 4.1.1.2 Proof of acceptance of each funding commitment by Town Council. 4.1.1.3 Reasonable evidence satisfactory to County of sources of capital sufficient to demonstrate that Town Council has adequate funds to cover the difference, if any, between construction cost minus financing authorized by funding agents. 4.1.2 If Town Council elects to finance the development of the Project (or the portion thereof for which it is to cause the construction) with its own funds Town Council shall develop evidence of said financing sufficient to County in County's discretion. Town Council shall submit such evidence to County as may be reasonably required by County in order to make a fully informed decision based on documented and verified information and facts. County shall have the right to request additional evidence as it deems advisable, and to stipulate conditions that would have the effect of binding the Town Council to the uses contemplated. 4.1.3 Prior to conveyance of Lease, any material change, modification, revision or alteration of the approved evidence of financing must first be submitted to and approved by County for conformity to the provisions of this Agreement. If not so approved, the approved evidence of financing shall continue to control. ARTICLE 5. ASSIGNMENTS AND TRANSFERS 5.1 Town Council's Right to Assign Town Council shall not assign this Agreement, or its rights hereunder at any time without the prior written consent of County. 5.2 Notification of Changes in Town Council During the term of this Agreement, Town Council shall promptly notify County of any change in the Board of Directors of the Town Council, or other parties having an interest in this Agreement with Town Council, or a material change in the degree thereof, of which it or any of its officers have been notified or otherwise have knowledge or information. ARTICLE 6. DEFAULTS, REMEDIES AND TERMINATION 6.1 Defaults - General 6 SD •a- 6.1.1 Notice and Right to Cure - In General Failure or delay by either party to perform any term or provision of this Agreement constitutes a default under this Agreement. The party who so fails or delays must within thirty(30)days after written notice from the other party commence to cure, correct, or remedy such failure or delay, and shall complete such cure, correction or remedy with reasonable diligence and during any period of curing shall not be in default. 6.1.2 No Waiver Except as otherwise expressly provided in this Agreement, any failure or delay by either party in asserting any of its rights or remedies as to any default, shall not operate as a waiver of any default, or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. 6.2 Applicable Law The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 6.3 Rights and Remedies are Cumulative Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default by the other party. 6.4 Remedies and Rights of Termination Prior to Conveyance 6.4.1 Termination by Town Council Town Council at its option may terminate this Agreement for any reason, subject to the notice provision of Sections 6.1, 6.6 and 7.1. In the event of termination by Town Council pursuant to this Section, each of the duties and obligations of the parties shall fully cease and terminate, and neither party shall have any further rights or liabilities against the other. 6.4.2 Termination by County County at its option may terminate this Agreement (subject to the notice and cure provisions of Sections 6.1 and 6.6) under the following terms and conditions. 6.4.2.1 Upon Town Council's default as described in Section 6.1; 7 So.a.. 6.4.2.2 In the event that any or all of the conditions in Articles 2 and 3 are not satisfied and fulfilled in accordance with the Schedule of Performance and Town Council is not diligently and continuously attempting to satisfy or fulfill such condition; or 6.4.2.3 In the event that Town Council improperly assigns or attempts to assign this Agreement, or any rights therein, in violation of the terms of this Agreement; or 6.4.2.4 If upon satisfaction of all conditions precedent and concurrent Town Council does not execute the Ground Lease after a written request from County to do so. 6.5 Termination Resulting From Town Council's Default In the event County terminates this Agreement, County shall retain all funds described in Article 8 of this Agreement. 6.6 Notice of Termination Any termination shall be pursuant to a written notice to the other party, which notice shall specify the reason for termination and the section and subsection upon which the noticing party relies. 6.7 Plans, Data and Approvals If this Agreement is terminated for any reason other than the default of County, Town Council shall promptly deliver to County any and all plans and data in the possession of or prepared for Town Council or County for the development of the Site or such portion thereof as to which this Agreement is terminated, subject to the rights of third parties in such plans and data, and shall assign to County all governmental permits and approvals received by Town Council by an instrument reasonably satisfactory to County. County or any other person shall be free to use such plans and data, including plans and data previously delivered to County, for any reason whatsoever, without cost or liability therefore to Town Council, but subject to the rights of third parties in such plans and data. Town Council shall, when engaging such parties, exert its reasonable efforts(without additional expense, obligation or liability to Town Council) to obtain permission for County to own and use said documents under this Section. Town Council makes no representation or warranty regarding the accuracy or contents of any plans, drawings or illustrations furnished to County and County agrees to look solely to the architect or engineer of such plans or drawings in the event of any claim, loss or damage related to, or arising out of, use of same. ARTICLE 7. GENERAL PROVISIONS 7.1 Notices. Demands and Communications Between the Parties 8 r Formal notices, demands and communications between Town Council and County shall be sufficiently given if dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of Town Council and County, addressed to each party as follows: If toCounty: Lease Management Division General Services Department Contra Costa County 1220 Morello, Suite 100 Martinez CA 94553-0006 Attn: Director of General Services With a copy to: Office of the County Counsel Contra Costa County PO Box 69 Martinez CA 94553-0006 Attn: Sharon Anderson, Esq. With a copy to: Community Development Department Contra Costa County 651 Pine St., N. Wing, 4th Floor Martinez CA 94553 Attn: Jim Kennedy Deputy Director - Redevelopment And if to Town Council: Pacheco Town Council 45 Rutherford Lane Pacheco CA 94553 Attn: Joyce Jones, President Such written notices, demands and communications may be sent in the same manner to such other addresses as either party may from time to time designate by mail as provided in this Section. 9 f P 7.2 Term Except as otherwise provided herein, this Agreement shall terminate upon execution of a Ground Lease. 7.3 Warranty Against Payment of Consideration for Agreement Town Council warrants that it has not paid or given, and will not pay or give, any third person any money or other consideration for obtaining this Agreement, other than normal costs of conducting business and costs of professional services such as architects, engineers and attorneys. 7.4 Nonliability of County Officials and Employees No member, official, or employee, as applicable, of either party shall be personally liable to the other, or any successor in interest, in the event of any default or breach by that party or for any amount which may become due to the nondefaulting party or successor, or on any obligation under the terms of this Agreement. 7.5 Real Estate Commissions Neither of the parties shall be responsible to the other for any real estate commissions or brokerage fees which may arise from this Agreement or otherwise be incurred by the other party. 7.6 Identity of Town Council Town Council does hereby covenant and warrant: That Town Council is a duly authorized and existing California non-profit corporation;that Town Council has, is and shall remain in good standing and qualified to do business in the State of California; that Town Council has full right, power and authority to enter into this Agreement and the Ground Lease, and to carry out all actions on its part contemplated by this Agreement; that the execution and delivery of this Agreement were duly authorized by proper action of Town Council and no consent authorization or approval of any person is necessary in connection with such execution and delivery or to carry out all actions on Town Council's part contemplated by this Agreement, except as have been obtained and are in full force and effect;that the persons executing this Agreement on behalf of Town Council have full corporate authority to do so; and that this Agreement constitutes the valid, binding and enforceable obligation of Town Council. 7.7 Hold Harmless Town Council shall indemnify, defend, save, protect and hold harmless, the County, its officers and employees from and against any and all loss, damage, liability, expense, claims or demands, of whatever character, to persons or property, direct or consequential, directly or indirectly contributed or caused by Town Council's operations or acts or omissions pursuant to this Agreement, save and except claims or litigation arising from the sole willful misconduct of the 10 r County, its officers or employees. The agreements contained in this section shall survive termination of this Agreement. ARTICLE 8. COUNTY CONTRIBUTION TO CONSTRUCTION OF FACILITIES The agreements in this Article shall survive termination of this Agreement. 8.1 Amount of Contribution Subject to the provisions of this Article 8, and provided that Town Council is in full compliance with this Agreement at the time the Ground Lease is executed, and subject to the County securing the below referenced funds, County shall contribute funds or solicit the contribution of funds from the East Bay Regional Park District ("EBRPD") in an amount not to exceed $575,000 towards the cost of constructing the Project. The funds to be contributed come from two sources: (1)the amounts in County Park Dedication Account Numbers 8136-373503260, 8136-373503381, 8136-373503470, 8136-420832001, 8136-420832002, and 8136-467103212, 8136-420203381, 8136-420235531, 8136-420203331, and 8136-420235532; and (ii) County Housing Trust Funds from Account Number 8136-018108010 in an amount not to exceed $14,020. As of the date of this Agreement, the aggregate amount in County Park Dedication Accounts referenced above is $440,745.20, which amount will increase between the date of this Agreement and the date of disbursement to Town Council due to interest earnings that will be added to the Accounts and due to additional contributions of funds to be paid by TOSCO Refining Company pursuant to a Memorandum of Agreement implementing Board of Supervisors approval of General Plan Amendment 10-93-CO (Solano Way Closure) in the amount of $100,000. The amounts contributed under this Article 8 shall be used solely for the purpose of constructing and developing the Project. The Town Council acknowledges and agrees that County has no obligation whatsoever to devote any of its General Funds to pay any part of the foregoing contribution, nor to pay said contribution, in whole or in part, unless the funds are available from the two sources listed above. 8.2 Timing of Payments . Once construction of the Project commences, County shall make or cause to be made monthly payments to Town Council based upon the percentage of the Project completed in the previous month less a retention amount of 10%. For example, if in the previous month Town Council completed 15% of the Project, the County would pay Town Council $54,000 (assuming the total amount to be paid is $400,000), calculated as follows: $400,000 x .15 (percentage completed) $ 60,000 x .10 (retention percentage) $ 6,000 11 t $ 60,000 6,000 $ 54,000 (amount of payment) The retention amount, but not including any amount necessary to cover items deemed deficient(i.e., punch list items or defaults by the Town Council), shall be paid to Town Council upon the later of(i) thirty-five (35) days after the filing of a notice of completion pursuant to Title 15 of Part 4 of Division 3 of the Civil Code with respect to the Project and a showing by Town Council that no mechanics lien or similar claims have been filed with respect to the construction of the Project; or (ii) the County issuing a Certificate of Occupancy (or similar clearance if no Certificate of Occupancy process exists) for the Project. Payments will be made first from the proceeds of the Park Dedication Funds and then from the County Trust Funds. 8.3 Preconditions to Payment Any request for payment under this Article 8 by Town Council shall be in the form of Attachment D attached hereto and otherwise acceptable to County, and shall include such supporting documentation to substantiate such request as County may require. For any request for.payment, the following preconditions shall apply: 8.3.1 Architect's Certification Town Council shall provide County with written request for payments accompanied by an architect's certification of work completed as well as such other books, records or other information as County shall reasonably request in order to allow County to verify the amount to be paid to Town Council in a particular month. 8.3.2 Substantiation of Costs Town Council shall provide any documentation substantiating the cost of the Project reasonably requested by County. There shall be a presumption of reasonableness as to costs incurred under a construction contract (or change order) entered into by Town Council and approved by County, provided that no extraordinary limitations or requirements (such as a short time frame) are imposed by Town Council on the performance of such contracts. An architect's certification of work completed shall accompany all demands for payment. 8.3.3 Payment of Claims Town Council shall provide, in form satisfactory to County, evidence that all of the costs of the Project or portion thereof for which payment is sought have been fully paid or incurred. If required by and in forms acceptable to County, Town Council shall provide such notices of completion and/or general lien releases as County may deem necessary to assure that outstanding claims of Town Council's contractors, subcontractors and suppliers have been paid. 8.4 Claims for Payment 12 a ' Within ten (10) business days following County's receipt of a request for payment from Town Council, the County shall review such claim and advise Town Council in writing of denial, in whole or in part, setting forth the reasons for denial. Town Council shall be entitled to resubmit any claim or portion thereof so denied if it is able to address the reasons for denial. 8.5 Payment by the County County shall cause payment to be made to Town Council within twenty (20)working days following receipt of any claim that is not denied. Payments shall be made by the County Auditor-Controller. 8.6 Independent Contractor In performing this Agreement, Town Council is an independent contractor and not the agent or employee of the County. The County shall not be responsible for making any payments to any contractor, subcontractor, agent, employee, or supplier of Town Council. 8.7 Town Council Remedy The Town Council's sole remedy for the County's failure to provide the funding described in this Article is not to enter into the Ground Lease, or following execution of the Ground Lease, to terminate the Ground Lease under the terms and conditions provided therein. ARTICLE 9. ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS 9.1 Duplicate Originals This Agreement is executed in five (5) duplicate originals, each of which is deemed to be an original. 9.2 Waivers/Amendments All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the County and Town Council, and all amendments hereto must be in writing and signed by the appropriate authorities of County and Town Council. 9.3 Operating Memoranda The parties acknowledge that the provisions of this Agreement require a close degree of cooperation between County and Town Council, and that refinements and future events may demonstrate that changes are appropriate with respect to details of performance under this Agreement. To retain a certain degree of flexibility to make necessary changes or adjustments, 13 SD .� the parties may enter into operating memoranda after execution of this Agreement, which shall be attached hereto as addenda and become a part hereof. No such operating memoranda shall require notice or hearing, or constitute an amendment to this Agreement. WHEREFORE, the parties have executed this Agreement on or as of the date first above written. COUNTY PACHECO TOWN COUNCIL COUNTY OF CONTRA COSTA PACHECO TOWN COUNCIL, a political subdivision of the a California non-profit State of Califor is corporation By Ch r, ar of Supervisors . J ATTEST: PHIL BATCHELOR, CLERK OF THE BOARD OF SUPERVISORS AND COUNTY ADMINISTRATOR By " Q Deputy Cl k RECO NDED FOR ROVAL By ep y Director- edevelopment APPROVED AS TO FORM VICTOR J. WESTMAN co CDC JKAh sat i7/pacheco.agr 14 LIST OF ATTACHMENTS Attachment A: Form of Ground Lease for 5800 Pacheco Boulevard, Pacheco, California Attachment B: Site Description Attachment C: Schedule of Performance Attachment D: Form of Request for Payment 15 ATTACHMENT A FORM OF GROUND LEASE FOR 5800 PACHECO BLVD., PACHECO, CALIFORNIA Draft 5 LEASE FOR 5800 PAC HECO BOULEVARD PACHECO,CALIFORNIA TABLE OF CONTENTS PAGE 1. PARTIES .......................................................... 1 2. LEASE OF PREMISES .............................................. 1 3. PARKING LICENSE ................................................. 1 4. TERM............................................................. 2 S. RENTAL .......................................................... 2 6. UTILITIES ........................................................ 2 7. TAXES AND ASSESSMENTS .................................... 2 8. USE OF PREMISES.................................................. 3 9. WORK OF IMPROVEMENT......................................... 6 10. MAINTENANCE;REPAIRS;ALTERATIONS;RECONSTRUCTION LESSEE REQUIRED TO MAINTAIN PREMISES...................... 11 11. OWNERSHIP OF IMPROVEMENTS................................. 12 12. NO PERMITTED LEASEHOLD ENCUMBRANCES ................... 12 13. MANAGEMENT OF FACILITIES ................................... 12 14. ACCOUNTING OF RECEIPTS ...................................... 13 15. ASSIGNMENT AND SUBLETTING .................................. 13 16. INDEMNIFICATION .............................................. 14 17. INSURANCE...................................................... 15 18. CONDEMNATION ................................................ 18 19. DEFAULT;REMEDIES ............................................ 25 20. GENERAL CONDITIONS;MISCELLANEOUS PROVISIONS........... 31 EXHIBITS EXHIBIT E 1 Draft 5 LEASE FOR 5800 PACHECO BOULEVARD PACHECO,CALIFORNIA 1. PARTIES: Effective on , the COUNTY OF CONTRA COSTA,a political subdivision of the State of California,herein after referred to as "COUNTY",and THE PACHECO TOWN COUNCIL,INC.,hereinafter referred to as "LESSEE,"hereby mutually agree and promise as follows: For the purpose of this lease,"COUNTY"is acting solely in its proprietary capacity as . the Lessor and not in any governmental capacity unless so stated. 2. LEASE OF PREMISES: COUNTY,for and in consideration of the rents and for the terms and upon covenants and conditions herein,hereby leases to LESSEE and LESSEE leases from COUNTY as follows: Parcel l) That certain vacant parcel of land consisting of approximately square feet�_acres), more or less shown as Parcel 1 on Exhibit"A" and further described in Exhibit"B"attached hereto and made a part hereof. All commonly known as 5800 Pacheco Boulevard,located on the west side of Pacheco Boulevard in an unincorporated area of Contra Costa County, California, and hereinafter referred to as the"Premises." 3. PARKING LICENSE: COUNTY, for and in consideration of the rents and for the terms and upon covenants and conditions herein, hereby grants a license to LESSEE as follows: Parcel 2) A non exclusive use of Parcel 2,consisting of approximately square feet ( acres), more or less, shown Parcel 2 on Exhibit"A" and further described in Exhibit"B"attached hereto for ingress,egress-and parking. t SD*olw- 4. TERM: This lease is for the term of fifty (50) years, commencing on and expiring on This lease shall terminate without further notice at expiration of the term. Any holding over with COUNTY's written consent after the term 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. 5. RENTAL: LESSEE shall pay to COUNTY as rent for the use of said Premises a monthly amount equal to COUNTY'S cost for COUNTY'S Property Insurance for the Premises as described is Section 16 D 3 below. COUNTY'S initial monthly cost is $ (estimated at$68)_. When COUNTY'S.cost changes,LESSEE shall pay the new monthly cost commencing with the fust rental payment after thirty days after.receipt of COUNTY'S notice of the cost change. If required, an initial adjustment will be made to account for cost changes between the time of COUNTY'S actual cost change and the first payment reflecting the new cost. Payments shall be due on the first day of each month during the term of this Lease. Payments shall be mailed to COUNTY at the address specified for notices below. 6. UTILITIES: LESSEE shall pay for all water, gas, light,power, telephone service, refuse collection,sewer service and all other services supplied to the said Premises,including installation and connection of said services. 7. TAXES AND ASSESSMENTS: A, This Lease may result in the creation of possessory interests subject to taxation,and LESSEE may be subject to the payment of taxes levied on such interest. LESSEE agrees that this provision complies with the notice provisions of Revenue and Taxation Code and waives all rights to further notice or to damages under that or any comparable statute. LESSEE shall pay without abatement,deduction or offset all real and personal property taxes,including possessory interest tax,general and special assessments,and other charges of every description levied on or assessed against the Premises, improvements located on the Premises, personal property 2 r SD. located on or in the land or improvements,the leasehold estate,or any subleasehold estate, to the full extent of installments falling due during the term, whether belonging to or chargeable against COUNTY or LESSEE. LESSEE shall make all such payments direct to the charging authority at least ten (10) days before delinquency and before any fine,interest or penalty shall become due or be imposed by operation of law for their nonpayment. If,however,the law expressly permits the payment of any or all of the above items in installments(whether or not interest accrues on the unpaid balance),LESSEE may, at LESSEE's election, utilize the permitted installment method,but shall pay each installment with any interest before delinquency. B. Prorations for Final Years of Term: All property taxes and assessments(including permitted installments)for the fiscal tax year in which this lease is to end,are to be prorated to date of such termination,except for possessory interest tax,which is to be paid fully by LESSEE. C. Lessee's Right to Contest LESSEE may contest the legal validity or amount of any taxes,assessments or charges for which LESSEE is responsible under this lease,and may institute such proceedings as LESSEE considers necessary. If LESSEE contests any such tax,.assessment or charge, LESSEE may withhold or defer payment or pay under protest,but upon COUNTY's written demand shall protect COUNTY and the Premises from any lien by adequate surety bond or other appropriate security. 8. USE OF PREMISES: A. It is understood LESSEE is leasing the Premises as vacant and unimproved lands with the expressed intention of: 1. Redeveloping said Premises. 2. Constructing thereon a community center that will serve the Pacheco community and surrounding communities(the"Pacheco Community 3 SD. � Center"), in conformance with a Final Scope of Development approved by the County Zoning Administrator. B. The Pacheco Community Center shall be used during the term of this Ground Lease for the exclusive purpose of operating community recreational programs, community services, and community functions and private functions and shall be operated, equipped, and staffed by LESSEE in accordance with good community relations practice. The Center may be used for storage, administration, management and supervision, and related functions, but only to the extent necessary to service the center on the premises. 1. LESSEE shall manage, operate, and maintain the facilities as described in the Service Plan attached hereto as Exhibit"E," which is incorporated herein by reference, subject_to all the terms, conditions, and assurances contained or incorporated herein. 2. LESSEE shall be subject to and comply with all Federal, State, and local laws and regulations applicable with respect to its performance hereunder, including but not limited to, licensing, employment and purchasing practices; and wages, hours, and conditions of employment. 3. LESSEE shall, upon written request and until the expiration of four years after the furnishing of services pursuant to this Lease, make available to COUNTY or its duly authorized representative,all books, documents, and records of LESSEE that are necessary to certify the nature and extent of all costs and charges involved in the management, operation and maintenance of the premises. Further, if LESSEE carries out any of the duties of this Lease through a subcontract with a value of cost of$10,000 or more over a twelve (12) month period, such subcontract shall contain a clause to -�— 4 1 the effect that upon written request and until the expiration of four years after the furnishing of services pursuant to such subcontract, the subcontractor shall make available to COUNTY or its duly authorized representative the subcontract and books, documents and records of the subcontractor that are necessary to verify the nature and extent of , all costs and charges under the subcontract. This special condition is in addition to any and all other terms regarding the maintenance or retention of records under this Lease and is binding on the successors;assigns and representatives of LESSEE. 4. LESSEE and COUNTY acknowledge the possibility of establishing a County Lighting and Landscaping District or a County Service Area to provide a more secure revenue base for the operation of the Pacheco Community Center. LESSEE will not oppose the formation of a County Lighting and Landscaping District or a County Service Area. 5. LESSEE promises and attests that the LESSEE and any members of its governing body, and any subcontractors hired by LESSEE with COUNTY's approval, shall avoid any actual or potential conflicts of interest. LESSEE agrees to furnish to the COUNTY upon demand a valid copy of its most recently adopted bylaws and.also a complete and accurate list of its governing body(Board of Directors or Trustees) and to timely update said bylaws or the list of its governing body as changes in such governance occur. 6. LESSEE agrees that all facilities, goods, and services under this Ground Lease shall be available to all qualified persons regardless of age,sex,race,religion,color,national origin or ethnic background. 5 SD•�- 7. Following issuance of a Certificate of Occupancy for the improvements described in Exhibits C and D, LESSEE shall commence operation of the Community Center and shall thereafter continue said operation. C. Said lands and Premises shall not be used, maintained, developed, and improved for use for any purpose or purposes whatsoever other than for the uses described above. D. LESSEE, at its expense, shall comply with all applicable laws, regulations, rules, and others, with respect to the use of the Premises, regardless of when they become or became effective,including,without limitation,those relating to health, safety, noise, environmental protection, waste disposal, and water and air quality, and furnish satisfactory evidence of such compliance upon request of COUNTY. 9. WORK OF IlVIPROVEMENT: A. Lessee's Duty to Construct New Improvements LESSEE shall commence construction on the improvements described in Exhibits "C" and "D" attached hereto no later than thirty (30) days following the commencement date of this lease. LESSEE shall provide COUNTY with written notice of the date construction commences. Once work is begun, LESSEE shall with reasonable diligence prosecute to completion all construction of said improvements. Construction shall be completed and a certificate of occupancy issued no later than two hundred (200) days following the date construction commenced, provided that the time for completion shall be extended for as long as LESSEE shall be prevented from completing the construction by Unavoidable Delays. "Unavoidable Delays" shall mean delays due to acts of God, inability to obtain labor, enemy action, civil commotion, fire or-unavoidable casualty. All work shall be performed in a good and workmanlike manner, shall comply with Exhibits "C" and "D", and shall comply with all applicable governmental t 6 permits, laws, ordinances, and regulations. All improvements shall be constructed within the exterior property lines of the Premises; provided, that required work beyond the Premises on utilities, access, and conditional use requirements will not violate this provision. LESSEE shall not make any material change in the construction plans without the prior written consent of COUNTY. The documentation requesting such change shall include the plans and drawings showing the proposed change and the change order or other contractual documentation providing for the change. If COUN'T'Y does not respond to the request within 30 days, the request shall be deemed rejected. If rejected, the previously approved construction plans shall continue to remain in full force and effect. For purposes of this subsection 8A, a material change shalt be a change which affects the site plan,elevations,interior layout, landscaping or the color or type of exterior materials. All demolition, site clearance, hazardous materials remediation and site preparation work shall be performed by LESSEE as required to implement the construction of improvements. B. Notice of No esponsibility: LESSEE shall give written notice to COUNTY of LESSEE's intention to commence a work of improvements at least twenty(20) days before commencement of any such work or delivery of any materials. The notice shall specify the approximate location and the nature of the intended improvements. COUNTY shall have the right to post, record, and maintain on the Premises any notices of nonresponsibility provided for under applicable law, and to inspect the Premises in relation to the construction at all reasonable times. C. S'OCTNTY s A_pnroval of General Contractor Any contract between LESSEE and a general contractor shall give COUNTY the right,but not the obligation,to assume LESSEE's obligations and rights under the contract if LESSEE should 7 i ,f 5D •4 default. LESSEE shall not enter into a contract with a general contractor unless and until LESSEE has first submitted the contract and evidence, deemed sufficient by the COUNTY in COUNTY''s sole discretion, of the general contractor's financial condition to the COUNTY and the COUNTY has provided LESSEE with written approval of the selection of the contractor and the form of the contract. COUNTY shall not act unreasonably in disapproving the LESSEE's general contractor and may only disapprove such general contractor in the event COUNTY is in the possession of evidence that such general contractor is not financially responsible, or will be unable to post the faithful performance and payment bonds called for in subsection E hereof or will otherwise be unable to complete the project. In the event COUNTY shall disapprove the proposed general contractor for LESSEE, COUNTY shall give written notice thereof to LESSEE within twenty(20)working days following delivery to COUNTY of a copy of the contract and shall specify in said notice the grounds for disapproval. D. Wage Rates: Pursuant to Labor Code Section 1773.2,the governing body of the COUNTY has ascertained the general prevailing rates of wages per diem for each craft,classification or type of workman and said rates must be specified in the invitation to bid for this work. Said rates are on file with the COUNTY and copies of said rates are available to any interested party on request. Pursuant to Labor Code Section 1773.2,said rates shall be posted at the job site. E. Non-Discrimination: During the construction of any works of improvement, there shall be no discrimination on the basis of age, sex, race, religion, color, national origin or ethnic background. F. Protection of COUNTY Against Costs or Claims: LESSEE shall pay or cause to be paid the total cost and expense of all works of improvement,as that phrase is defined in the Title XV of Part 4 of Division 3 of the Civil Code in effect at the place of construction when the work begins. No such payment shall be 8 • construed as rent. LESSEE shall not suffer or permit to be enforced against the Premises or any part of it any mechanic's, materialman's, contractor's or subcontractor's lien arising from any work of improvement, however it may arise. However, LESSEE may in good faith and at LESSEE's own expense contest the validity of any such asserted lien, claim or demand, provided LESSEE has furnished the bond required in California Civil Code Section 3143 (or any comparable statute hereafter enacted for providing a bond freeing the Premises from the erect of such a lien claim). LESSEE shall defend and indemnify COUNTY against all liability and loss of any type arising out of work performed on the Premises by LESSEE, together with reasonable attorneys' fees and all costs and expenses incurred by COUNTY in negotiating, settling, defending, or otherwise protecting against such claims. G. Bonds for Faithful Performance and Insuring Work Against Liens for Tabor and Material: Before commencing any substantial work of improvement, LESSEE, at its sole cost and expense, shall deliver to COUNTY a good and sufficient faithful performance bond in the amount of one hundred percent(100%)of the contract price guaranteeing faithful performance and completion of the work of improvement called for in said contract; and a payment bond in the amount of one hundred percent (100%) of the contract price insuring the work of such contract and the leased lands against liens for labor,materials,and services. All bonds called for herein to be issued by a responsible corporate surety company licensed to do business in the State of California. All such bonds shall remain in effect until the entire cost of the work shall have been paid in full and the improvement shall have been fully completed. H. Buiidefs Risk and Other Insurance: Before commencing any substantial work of improvement, LESSEE shall deliver to COUNTY Certificates of insurance evidencing coverage for"builder's risk",and evidence of workers'compensation 9 insurance covering all persons employed in connection with the work with respect to whom death or bodily injury claims could be asserted against COUNTY or the Premises. I. CLO INTY's Riebt to Discharge Lien: If LESSEE does not cause to be recorded the bond described in California Civil Code Section 3143 or otherwise protect the property under any alternative or successor statute,and a final judgment has been rendered against LESSEE by a court of competent jurisdiction for the foreclosure of a mechanic's, materialman's, contractoes or subcontractors lien claim, and if LESSEE fails to stay the execution of the judgment by lawful means or to pay the judgment,COUNTY.shall have the right,but not the duty, to pay or otherwise discharge, stay or prevent the execution of any such judgment or lien or both. LESSEE shall reimburse COUNT'.for all sums paid by COUNTY under this section, together with all COUNTY's reasonable attorneys' fees and costs,plus interest on those sums, fees, and costs at the rate i of eighteen percent(18%) per year from the date of payment until the date of reimbursement. J. Notice of Completion: On completion of any substantial work of improvement during the term, LESSEE shall record or cause to be recorded a notice of completion. LESSEE hereby appoints COUNTY as LESSEE's attorney-in-fact to record the notice of completion on LESSEE's failure to do so after the work of improvement has been substantially completed. K. "As Built" Drawings: On completion of any work of improvement, LESSEE shall supply COUNTY with "as-built" drawings accurately reflecting all such improvements. With the above drawings, LESSEE shall deliver to COUNTY . the certificate of the person or persons who prepared the plans and specifications certifying that LESSEE has fully paid for them or otherwise made satisfactory arrangements with the architect for payment of his services and 10 C . waiving any right to a lien for preparing them and permitting COUNTY to use the pians without payment for purposes relevant to and consistent with this lease. 10. MAINTENANCE; REPAIRS; ALTERATIONS; RECONSTRUCTION LESSEE REQUIRED TO MAINTAIN PREMISES: Definition of Duty; Compliance with Laws: Throughout the term,LESSEE shall, at its sole cost and expense,maintain the Premises and all improvements,including utility or access improvements constructed beyond the Premises, in a first-class condition and repair, and in accordance with-all applicable laws, rules, ordinances, orders, and regulations of: 1) federal,state;county,municipal,and other governmental agencies and bodies having or claiming jurisdiction and their respective departments, bureaus, and officials; 2) the insurance underwriting board or insurance inspection bureau having or claiming jurisdiction; and 3) all insurance companies insuring all or any part of the Premises or improvements or both. Except as hereinafter provided, LESSEE shall promptly and diligently repair, restore, and replace as required to maintain or comply as above,or to remedy all damage to or destruction of all or any part of the improvements. The completed work of maintenance, compliance, repair, restoration or replacement shall be equal in value, quality, and use to the condition of the improvements before the event giving rise to the work, except as expressly provided to the contrary in this lease. COUNTY shall not be required to furnish any services or facilities or to make any repairs or alterations of any. kind in or on the Premises. No deprivation, impairment or limitation of use resulting from any event of work contemplated by this section shall entitle LESSEE to any offset,abatement or reduction in rent nor to any termination or extension of the term. tt It. OWNERSHIP OF IMPROVEMENTS: A. Ownership of New Improvements During Term: All improvements constricted on the Premises by LESSEE as permitted by this lease shall be owned by LESSEE until expiration of the term or sooner termination of this lease. LESSEE shall not, however, remove any improvements from the Premises nor waste,destroy,modify,or convey any improvements on the Premises,except as permitted by this lease. The parties covenant for themselves and all persons claiming under themselves and all persons claiming under them that the improvements are real property. B. Qwnershi at Termination: All improvements on the Premises at the expiration of the term or sooner termination of this lease shall, without compensation to LESSEE, then become COUNTY's property free and clear of all claims to or against them by LESSEE or any third person, and LESSEE shall defend and indemnify COUNTY against all liability and loss arising from such claims or from COUNTY's exercise of the rights conferred by this subsection. 12. NO PERMITTED LEASEHOLD ENCUMBRANCES: No leasehold mortgage, deed of trust or other encumbrance shall be placed upon the demised lands or the improvements by LESSEE. 13. MANAGEMENT OF FACII.ITIES: LESSEE shall form a Governing Board to coordinate the maintenance and management of the Premises. From that Governing Board,, one individual shall be appointed by the Governing Board to be the Building Manager. The Building Manager shall have the authority to provide for the maintenance and protection of the Premises and shall coordinate all matters related to the use and maintenance of the Premises with COUNTY, and with all subtenants and.users of the Premises, as necessary. A scheduling procedure shall be developed and maintained by the Building Manager that will maximize efficient use of the Premises at all times. The use of the Premises shall be established in the following manner: 12 A. LESSEE shall have first priority on the use of the room in the Premises on the first of each month. B. Any dates not previously scheduled in accordance with subsection(A.)above, may be licensed to other persons or community organizations in accordance with the "ASSIGNMENT AND SUBLETTING" provisions below. All rental income from such uses shall be payable to and accounted for by LESSEE. C. The Building Manager shall maintain the schedule for the use and rental of the Premises and shall coordinate all matters related to the use and maintenance of the Premises. 14. ACCOUNTING OF RECEIPTS: In addition to the above responsibilities, the Governing Board shall maintain a clear and itemized daily record of all income and expenses from licensed use of the Premises. All funds received from the licensing of the building or building fund raising efforts shall be kept in a separate building account independent of the accounts of LESSEE. On May 1 of each year,LESSEE shall provide COUNTY with an annual statement of these receipts and expenses, along with a copy of LESSEE'S State Tax statements submitted for the previous tax year. In addition, COUNTY hereby reserves the right to conduct an audit of said statements from time to time as deemed necessary by COUNTY. The above statements shall be mailed to the following address: Contra Costa County, Lease Management Division, 1220 Morello Avenue,Suite 100,Martinez, CA 94553-4711. 15. ASSIGNMENT AND SUBLETTING: A. LESSEE shall not sublet or assign this lease, without the prior written consent of COUNTY, which consent may be withheld at the sole discretion of COUNTY. Any assignment must be to serve a public purpose. Approved subleases shall comply with the following: i. Generally.subleases will not be allowed. Each sublease shall be approved in advance of execution by the COUNTY's Lease Manager, which approval may be withheld at the sole discretion of COUNTY. �z Y � ii. Each sublease shall contain a provision requiring sublessee to attorn to COUNTY if LESSEE defaults under this lease as if COUNI'Y_or said other persons were named as the sublessor to said sublessee and if the sublessee is notified of LESSEE's default and instructed to make sublessee's rental payments to COUNTY or designated person as in this section. iii. LESSEE shall not accept, directly or indirectly, more than six (6) months'prepaid rent from any sublessee. iv. Each sublease shall provide that the sublessee is not to use or permit the use of the Premises for any purpose contrary to.the provisions of this lease. B. LESSEE shall have the right to grant temporary licenses for use of all or any part or parts of the Premises or the improvements or both,and to assign,extend or renew any license, provided licenses shall be on a form approved by COUNTY. Copies of all. licenses or subleases shall be maintained for COUNTY review for a period of at least two years. .16. INDEMNIFICATION: LESSEE shall indemnify, .save, protect, and hold harmless the COUNTY, its officers, agents, and employees from any and all claims, costs, and liability, including reasonable attorneys'fees, for any damage,injury or death, including without limitation all consequential damages from any cause whatsoever, to persons or property arising directly or indirectly from or connected with this lease, LESSEE's operations, or LESSEE's use or possession of the leased premises, save and except claims or litigation arising through the sole negligence or sole willful misconduct of the COUNTY,its officers or employees,and if required by COUNTY,will defend any such actions at the sole cost and expense of the LESSEE. 14 17. INSURANCE: LESSEE,at its sole cost and expense,shall maintain the following insurance coverage in full force and effect throughout the term of this Lease: A. Evidence of Coverage: Prior to commencement of this Lease,LESSEE shall provide on a form approved by the COUNTY an original plus one (1) copy of a Certificate of Insurance certifying that coverage as required has been obtained and remains in force for the period required by the lease. In addition,a certified copy of the policy or policies shall be provided by LESSEE upon request. B. Notice of Cancellation or Reduction of Coverage: All policies shall contain a special provision for thirty(30) days prior written notice of any cancellation or reduction in coverage to be sent to the address shown on the Certificate of Insurance. C. Qualifying ing Insurers: All.policies shall be issued by companies which hold a current policy holder's alphabetic and financial size category rating of not less than AM according to the current Best's Key Rating Guide,unless otherwise approved by the COUNTY. D. Insurance Required 1. Liability Insurance: Throughout the term of this Lease, LESSEE, at its sole cost and expense, shall maintain in full force and effect, Comprehensive General Liability or Commercial General Liability insurance covering bodily injury(including death),personal injury, and property damage. a. Limits shall be in an amount of not less than two million dollars($2,000,000) per occurrence,and five million dollars($5,000,000)aggregate,if applicable. b. Such insurance shall:name COUNTY, its officers, agents, and employees, individually and collectively,as additional insureds. 15 V IJ • �./ c. Such insurance for additional insureds shall apply as primary insurance, and any other insurance maintained by COUNTY, its officers, agents, and employees shall be excess only and not contributing with the insurance required under this section. d. Not more frequently than each five(5)years,if,in the opinion of COUNTY's insurance broker, the amount of public liability and property damage insurance coverage at that time is not adequate, LESSEE shall increase the insurance coverage as required by COUNI'Y's insurance broker. 2. Workers'Compensation and Employer's Liability Insurance: Throughout the term of this Lease, LESSEE, at its sole cost and expense, shall maintain in full force and effect,insurance coverage for: a. Statutory California Workers' Compensation coverage, including a broad form all-states endorsement. b. Employer's Liability coverage for not Iess than one million dollars ($1,000,000) per occurrence for all employees engaged in services or operations under this Lease. 3. plops Insurance• LESSEE shall maintain not less than FIFTY THOUSAND DOLLARS($50,000)Fire Legal Liability on all real property being leased, including improvements and betterments owned by COUNTY, and shall name COUNTY as a loss payee. L)3SSEE shall also provide fire insurance on all personal property contained within or on the leased premises. The policy shall be written on a standard "all risk" contract, excluding earthquake and flood. The contract shall insure for not less than ninety (90) percent of the actual cash value of the personal property, and LESSEE shall name COUNTY as an additional insured. COUNTY shall provide "all risk"property insurance, excluding earthquake and flood,with a$50,000 deductible. The contract shall insure for not less than ninety 16 (90) percent of the replacement value of the property. The cost of this "all risk" insurance is to be paid to COUNTY by LESSEE as rental as described in Section 4, RENTAL,above. 4. Boiler Unusual Hazards Other Insurance: LESSEE shall procure and keep in force in form and coverage reasonably satisfactory to COUNTY: a. Boiler and machinery insurance if at any time or from time to time such equipment is located on the Premises; b. If LESSEE commits, permits or causes the conduct of any activity or the bringing or operation of any equipment on or about the Premises creating unusual hazards, LESSEE shall, promptly on notice of demand from COUNTY, procure and maintain in force during such activity or operation, insurance sufficient to cover the risks represented thereby. COUNTY's demand for unusual hazard insurance shall not constitute a waiver of COUNTY's right,.if COUNTY would otherwise have that right, to demand the removal,cessation or abatement of such activity or operation. c. Other insurance, in amounts from time to time reasonably required by COUNTY, against other insurable risks, if at the time they are commonly insured against for Premises similarly situated and containing comparable improvements. E. Waiver of Subrogation: Except as may be specifically provided for elsewhere in this Lease, COUNTY-and the LESSEE hereby each mutually waive any and all rights of recovery from the other in event of damage to the premises or property of either caused by acts of God, perils of fire, lightning, and the extended coverage perils as defined in insurance policies and forms approved for use in the State of California. Each party shall obtain any special endorsements,if required by their insurer,to evidence compliance with the aforementioned waiver. 17 r S�• F. Casualty: In the event of extensive damage (greater than twenty five percent (25%)) to or destruction of buildings or other improvements on the leased Premises, COUNTY shall determine whether to repair or replace the improvements. If it is determined to repair or replace the improvements, the proceeds of any insurance policy paid on account of such damage or destruction shall be used by LESSEE to defer the cost of repairing or replacing the improvements. If it is determined not to repair or replace the improvements, LESSEE may terminate this lease upon written notice to COUNTY within thirty(30)days of such damage or destruction. If LESSEE elects to terminate this lease pursuant hereto the proceeds of any insurance policy paid on account of such damage or destruction shall be distributed to COUNTY. G. Notice: Each party hereto shall give to the other prompt and timely notice of any claim made or suit instituted with which the party has been served coming to its knowledge which in any way directly, contingently or otherwise, affects or might affect the other, and both shall have the right to participate in the defense of the same to the extent of its own interest. 18. CONDEMNATION: A. Definitions. The following definitions apply in construing provisions of this lease relating to a taking of or damage to all or any part of the Premises or improvements or any interest in them by eminent domain or inverse condemnation: 1) Taking means the taking or damaging, including severance damage, by eminent domain or by inverse condemnation or for any public or quasi-public use under any statute. The transfer of title may be either a transfer resulting from the recording of a final order in condemnation or a voluntary transfer or conveyance to the condemning agency or entity under threat of condemnation, in avoidance of an exercise of eminent domain, or while 18 condemnation proceedings are pending. The taking shall be considered to take place as of the later of a)the date actual physical possession is taken by the condemnor or 2) the date on which the right to compensation and damages accrues under the law applicable to the Premises; 2) Total taking means the taking of the fee title or leasehold interest to all the Premises and the improvements on the Premises,which shall be considered to include any off-site improvements effected by LESSEE to serve the Premises or the improvements on the Premises; 3) Substantial taking means the taking of so much of the Premises or improvements or both that a reasonable amount of reconstruction would-not make the land and improvements a practical improvement and reasonably suited for LESSEE's continued occupancy for the uses and purposes for which the Premises are leased; 4) Partial taking means any taking of the fee title or leasehold interest that is not either a total or a substantial taking, 5) Improvements means all products of skill, artifice, plan or design for construction on,modification o&or planned use of existing structures,natural or cultivated,or earth contours on the Premises, including but not limited to: Buildings, structures, fixtures, fences, utility installations, excavations, surfacing,water banks or channels and grading;ornamental trees,bushes and vines, whether occurring on the Premises naturally or emplaced by human design or effort, and whether coming into being on the Premises before or after commencement of the term; landscaping, ground cover crops,planting, and earth contours forming part of a landscaping design; and artistic and ornamental components of any of the above; 6) Notice of intended taking means any notice or notification on which a reasonably prudent man would rely and which he would interpret as expressing an existing intention of taking as distinguished from a mere 19 preliminary inquiry or proposal. It includes,but is not limited to,a resolution of necessity and condemnation complaint on a party to this lease. The notice is considered to have been received when a party to this lease receives from the condemning agency or entity a written notice of intent to take in writing, containing a description or a map of the taking reasonably defining the extent of the taking; 7) Award means compensation paid for the taking whether pursuant to judgment or by agreement or otherwise; 8) LESSEE'S Improvement Value means the value of any substantial structural or permanent fixed improvements which were installed by LESSEE using LESSEE'S funds other than the fiznds contributed in accordance with the Lease Development Agreement dated between COUNTY and LESSEE, or fiends contributed by a County Lighting and Landscaping District or a County Service Area or similar public entity, and which cannot be removed without substantial damage to the Premises or . substantial or total loss of value of said improvement, and the value of substantial appliances, fixtures, or equipment purchased to replace appliances, fixtures, or equipment which were originally part of the improvements described in Exhibit C and D,provided that such replacement appliances, fixtures, or equipment shall be allowed as part of LESSEE's Improvement Value only when the expenditure is necessitated by the non- operative or other deteriorated condition of the original appliance,.fixture, or equipment. If at the time of replacement the original appliance, fixture or equipment had in excess of twenty percent (20%) of its original estimated useful life remaining,LESSEE shall document to the COUNTY's satisfaction the condition of the appliance,fixture,or equipment which necessitated its 20 replacement. No such value shall be significantly in excess of the reasonable cost to replace the original appliance, fixture, or equipment which a new appliance,fixture,or equipment of comparable quality. No improvement, appliance, fixture, or equipment shall be deemed substantial unless the actual initial cost thereof exceeds $ ; provided that this minimum limitation shall not apply where the expenditure was made for the replacement of appliances, fixtures, or equipment which were originally improvements described in Exhibit C and D. The initial value of any improvement, appliance, fixture, or equipment shall be evidenced by valid written documentation of the cost of said item. The current value of such item shall be determined as follows: a. The value of any improvement, appliance, fixture, or equipment, the original cost of which was less than Five Thousand Dollars ($5,000), shall be the depreciated value of the improvement, appliance, fixture, or equipment calculated in accordance with principles of straight-line depreciation applied to the .original cost of the improvement, appliance,fixture or equipment. b. The value of any improvement, appliance, fixture, or equipment, the original cost of which was Five Thousand Dollars ($5,000) or more shall be the appraised market value of the improvement, appliance, fixture or equipment when considered as an addition or fixture to the premises (i.e., the amount by which said improvement, appliance, fixture or equipment enhances the market value of the premises)at the time of valuation. c. On April 1, 1997,and every two years thereafter,regardless of the date of execution hereof; the amount of Five Thousand Dollars ($5,000) referred to in subsections (a) and (b) immediately above shall be automatically adjusted for the purpose of those subsections in the 21 following manner. On each adjustment date, the Consumer Price Index for all urban consumers for the San Francisco-Oakland area published by the U. S. Department of Labor, Bureau of Labor Statistics prevailing in January, 1996, shall be compared with the Index prevailing on the adjustment date. The percentage increase in the Index, if any, shall be computed and the sum of Five Thousand Dollars ($5,000) shall be increased in the same percentage. In no event shall the sum be reduced below Five Thousand Dollars($5,000). B. Notice to Other Party: The party receiving any notice of the kinds specified below shall promptly give the other party notice of the receipt, contents and date of the notice received: 1) Notice of intended taking; 2) Service of any legal process relating to condemnation of the Premises or improvements; 3) Notice in connection with any proceedings or negotiations with respect to such a condemnation;or 4) Notice of intent or willingness to make or negotiate a private purchase, sale or transfer in lieu of condemnation. C. Representative of Each Party:Effectuation: COUNTY,LESSEE,and all persons and entities holding under LESSEE shall each have the right to represent his or its respective interest in each proceeding or negotiation with respect to a taking or intended taking and to make full proof of his or its claims. No agreement, settlement, sale or transfer to or with the condemning authority shall be made without the consent of COUNTY and LESSEE. COUNTY and LESSEE each agrees to execute and deliver to the other any instruments that may be required to effectuate or facilitate the provisions of this lease relating to condemnation. 3 ! i r SD-2 . . r D. Total or Substantial laking:Effect on Term: 1) Total Taking. On a total taking, LESSEE's interest in the leasehold estate shall terminate. 2) Substantial Taking. If the taking is substantial under the definition appearing in Section A.3)hereo&LESSEE may,by notice to COUNTY given within thirty(30)days after LESSEE receives notice of intended taking,elect to treat the taking as a total taking. If LESSEE does not so notify COUNTY, the taking shall be deemed a partial taking. If LESSEE gives such notice and COUNTY gives LESSEE notice disputing LESSEE's contention within sixty (60) days following LESSEE's notice the taking shall be treated as a partial taking. Said COUNTY notice shall specify the basis for the determination that the taking is a partial taking. A substantial taking shall be treated as a total taking only if a)LESSEE delivers possession to COUNTY within ninety (90) days after determination that the taking was a substantial taking, and b) �. LESSEE is not in default under the lease and has complied with all lease provisions concerning apportionment of the award. If these conditions are not met,the taking shall be treated as a partial taking. E. Early Delivery of Possession: LESSEE may continue to occupy the Premises and improvements until the condemnor takes physical possession. However,at any time following notice of intended total taking, or within the time limit specified for delivering possession in the provision on substantial taking, LESSEE may elect to deliver possession of the Premises to COUNTY before the actual taking. The election shall be made by notice declaring the election. LESSEE's right to apportionment of or compensation from the award shall then accrue as of the date that LESSEE goes out of possession. F. Anortionment. Distribution Distribution of Award for Total Ta in for Total Tak. On a total taking, all sums,including damages and interest awarded for the fee,shall be promptly 23 deposited with an escrow agent, acceptable to COUNTY and LESSEE, and shall be distributed and disbursed by it in the following order of priority: First: To discharge all real and personal property taxes and assessments constituting a lien on the Premises and improvements,less such pro rata share thereof allocable by State law to the condemnor cancelable upon consummation of said taking;all such amounts so paid to be charged against and deducted from LESSEE's share of said award. Second:To LESSEE,LESSEE'S Improvement Value. Third:The balance of the total award shall be paid to COUN'T'Y. G. Partial Taking;Effect on Lease and Term: On a partial taking, this lease shall remain in full force and effect,covering the remaining property. H. Restoration of Improvements: Promptly after a partial taking, at LESSEE's expense and in the manner specified in provisions of this lease relating to maintenance, repairs and alterations, LESSEE shall repair, alter, modify or reconstruct the improvements(hereafter referred to as "restoring")so as to make them reasonably suitable for LESSEE's continued occupancy for the uses and purposes for which the Premises are leased;provided that there are in LESSEE's determination sufficient funds from the award to cover such restoration; and provided further,that COUNTY determines,in its good faith business judgment, that such restoration should occur. If the reasonably estimated cost of the work represents more than thirty-five percent(35%) of the then fair market value of the leasehold improvements before the taking, LESSEE may, in the manner provided for a substantial taking, elect to treat the taking as substantial. If LESSEE does not repair, alter, modify or reconstruct as above (herein called "repair"), the cost of such repair shall be deducted from LESSEE'S share of the award and paid to COUNTY.. 24 I. Apportionment Distribution of Award for Partial Taking: On a partial taking,all sums, including damages and interest, awarded for the fee title or the leasehold or both, shall be deposited promptly with an escrow agent, acceptable to COUNTY and LESSEE, and shall be distributed and disbursed in the following order of priority: First: To the cost of restoring the leasehold improvements. Second: To COUNTY a sum equal to the fair market value of the lands taken, valued as unimproved land, exclusive of improvements and unburdened by all leases and subleases, plus the resulting or consequential (severance) damages, if any, to the remaining part of the leased lands, considered as vacant,unencumbered and unleased lands. COUNTY may,at COUNI'Y's election, direct disbursement of this portion to any fee mortgagee under any note not executed by LESSEE. Third: To LESSEE any amount awarded for detriment to LESSEE'S business. Fourth: To COUNTY and to LESSEE their respective expenses or disbursements reasonably and necessarily paid or incurred for or in connection with the condemnation proceedings. Fifth:To COUNTY the balance thereof. 19. DEFAULT;REMEDIES: A. Lessee's Default: Each of the following events shall be a default by LESSEE and a breach of this lease: 1) Failure to Perform Lease Covenants. Abandonment or surrender of the Premises or of the leasehold estate,or failure or refusal to pay when due any installment of rent or any other sum required by this lease to be paid by LESSEE,or to perform as required or conditioned by any other covenant or condition of this lease, including, but not limited to, maintenance of the Premises and all improvements thereon. 25 2) Attachment or Other Levy: The subjection of any right or interest of LESSEE herein to attachment, execution or other levy, or to seizure under legal process,if not released within thirty(30)days. 3) Appointment of Receiver: The appointment of a receiver to take possession of the Premises or improvements or of LESSEE!s interest in the leasehold estate or of LESSEE's operations on the Premises for any reason, including, but not limited to, assignment for benefit of creditors or voluntary or involuntary bankruptcy proceedings, but not including .receivership a) pursuant to administration of the estate of any deceased or incompetent LESSEE or of any deceased or incompetent individual member of any LESSEE, or b) instituted by COUNTY, the event of default being not the appointment of a receiver at COUNTY's instance,but the event justifying the receivership,if any. 4) solvency, Bankruotcv: An assignment by LESSEE for the benefit of creditors or the filing of a voluntary or involuntary petition by or against LESSEE under any law for the purpose of adjudicating LESSEE a bankrupt; or for extending time for payment, adjustment or satisfaction of LESSEE's liabilities;or for reorganization, dissolution or arrangement on account of or to prevent bankruptcy or insolvency; unless the assignment or proceedings, and all consequent orders, adjudications, custodies and supervisions are . dismissed, vacated, or otherwise permanently stayed or terminated within sixty(60)days after the assignment,filing or other initial event. B. Notice as Precondition to COUNTY's Remedies: As a precondition to pursuing any remedy for an alleged default by LESSEE,COUNTY shall,before pursuing any remedy,give written notice of default to LESSEE stating that the notice was for the purpose of notice under this provision. Each notice of default shall specify in detail the alleged event of default and the intended remedy. 26 Pe C. Lessees Right to Cure Defaults: If the alleged default is non-payment of rent, taxes or other sums to be paid by LESSEE as provided in Section 4 hereof on rent, or elsewhere in this lease directed to be paid as rent, LESSEE shall have fifteen (15) days after notice is given to cure the default. For the cure of any other default, LESSEE shall promptly and diligently after the notice commence curing the default and shall have thirty (30) days after notice is given, to complete the cure,plus any additional period that is reasonably required for the curing of the default. D. COUNI'Y's Rght to Cure Lessee's Defaults: After expiration of the applicable time for curing a particular default, or before the expiration of that time in the event of emergency not involving the payment of rent,taxes or other sums under Sections 4 through 9 of this lease,COUNTY may,at COUNTY's election,but is not obligated to, make any payment required of LESSEE under this lease or perform or comply with any covenant or condition imposed on LESSEE under this lease, and the amount so paid, plus the reasonable cost of any such performance or compliance, plus interest on such sum at the rate of ten percent (10%) per year from the date of payment, performance or compliance (herein called "act"),shall be deemed to be additional rent payable by LESSEE with the next succeeding installment of rent. No such act shall constitute a waiver of default or of any remedy for default or render COUNTY liable for any loss or damage resulting from any such act. E. COUNTY'S Remedies: If any default by LESSEE shall continue uncured following notice of default as required by this lease, for the period applicable to the default under the applicable provision of this lease, COUNTY has the following remedies in addition to all other rights and remedies provided by law or equity,to which COUNTY may resort cumulatively or in the alternative: 27 1) Nonmonetary Remedies: a) Termination: COUNTY may, at COUNTY's election, terminate this lease by giving LESSEE notice of termination. No act by COUNTY other than giving notice to LESSEE shall terminate this Lease. On the giving of the notice, all LESSEE's rights in the Premises and in all improvements shall terminate. Promptly after notice of termination, LESSEE shall surrender and vacate the Premises and all improvements in broom-clean condition, and COUNTY may re-enter and take possession of the Premises and all remaining improvements and eject all parties in possession or eject some and not others or eject none. Termination under this section shall not relieve LESSEE from the payment of any sum then due to COUNTY or from any claim for damages previously accrued or then accruing against LESSEE. b) Re-entry Without Termination: COUNTY may, at COUNTY's election, re-enter the Premises and, without terminating this lease, at any time from time to time relet the Premises and improvements or any part or parts of them for the account and in the name of LESSEE or otherwise. COUNTY may,at COUNTY's election,eject all persons or eject some and not others or eject none. COUNTY shall apply all rents from reletting as in the provision on assignment of subrents. Any reletting may be for the remainder of the term or for a longer or shorter period. COUNTY may execute any leases made under this provision, either in COUNTY's name or in LESSEE's name,and shall be entitled to all rents from the use, operation or occupancy of the Premises or improvements or both LESSEE shall nevertheless pay to COUNTY on the due dates specified in this lease the equivalent of-all sums required of LESSEE under this lease, plus COUNTY's expenses, less the profit of any reletting or attornment. No act by or on behalf of 28 COUNTY under this provision shall constitute a termination of this lease unless COUNTY gives LESSEE notice of termination. After LESSEE's default and as long as COUNTY does not terminate LESSEE's right of possession of the leased lands, LESSEE may,with the written consent of COUNTY, sublet the leased lands or assign its interest in this lease;and it is expressly agreed by COUNTY that such written consent is not to be unreasonably withheld. c) Lessee's Personal Property: Subject to the rights of any lienholders, COUNTY may, at COUNTY's election, use LESSEE's personal property and trade fixtures or any of such property and fixtures without compensation and without liability for use or damage,or store them for the account and at the cost of LESSEE. The election of one remedy for any one item shall not foreclose an election of any other remedy for another item or for the same item at a later time. F. Assignment of Subrents: LESSEE assigns to COUNTY all subrents and other sums falling due from subtenants, licensees and concessionaires (herein called "subtenants")during any period in which COUNTY has the right under this lease, whether exercised or not, to re-enter the Premises for LESSEE's default, and LESSEE shall not have any right to such sums during that period. COUNTY may, at COUNTY's election, re-enter the Premises and improvements with or without process of law, without terminating this lease, and either or both collect these sums or bring action for the recovery of the sums directly from such obligors. COUNTY shall receive and collect all subrents and profits from reletting, applying them: first,to the payment of reasonable expenses(including attorneys' fees or brokers' commissions or both)paid or incurred by or on behalf of COUNTY in recovering possession,placing the Premises and improvements in good condition, and preparing or altering the Premises or improvements for reletting; second, to the reasonable expense of securing new lessees; third, to the 29 D rf fulfillment of LESSEE's covenants to the end of the term; and fourth, to COUNTY's uses and purposes. LESSEE shall nevertheless pay to COUNTY on the due dates specified in this lease the equivalent of all sums required of LESSEE under this lease,plus COUNTY's expenses, less the profits of the sums assigned and actually collected under this provision. COUNTY may proceed to collect either the assigned sums or LESSEE's balances or both,or any installment or installments of them, either before or after expiration of the term, but the period of limitations shall not begin to run on LESSEE's payments until the due to date of the final installment to which COUNTY is entitled nor shall it begin to run on the payments of the assigned sums until the due date of the final installment due from the respective obligors. G. Notice of COUNTY's Default• Lesspes Waiver: COUNTY shall not be considered to be in default under this lease unless 1) LESSEE has given notice specifying the default and 2) COUNTY has failed for thirty(30)days to cure the default,if it is curable in that time,or to institute and diligently pursue reasonable corrective or ameliorative acts for defaults not curable within that time. LESSEE waives the protections of Civil Code Sections 1932 and 1933. LESSEE may remedy such default or breach at COUNTY's expense and recover the same for COUNTY. H. Unavoidable Default or Delav: Any prevention, delay, nonperformance or stoppage due to any of the following causes shall excuse nonperformance for a period equal to any such prevention, delay, nonperformance or stoppage, except the obligations imposed by this lease for the payment of rent, taxes, insurance or obligations to pay money that are treated as rent. The causes referred to above are: strikes, lockouts, labor disputes, failure of power, irresistible superhuman cause, acts of public enemies of this state or of the United States, riots, insurrections,civil commotion,inability to obtain:labor or materials or reasonable substitutes for either,governmental orders(except those reasonably foreseeable in 30 Sd • connection with the uses contemplated by this lease), casualties not contemplated by insurance provisions of this lease, or other causes beyond the reasonable control of the party obligated to perform. 1. Waiver, VoluntaryActs: No waiver of any default shall constitute a waiver of any other breach or default, whether of the same or any other covenant or . condition. No waiver,benefit,privilege or service voluntarily given or performed by either party shall give the other any contractual right by custom, estoppel or otherwise. The subsequent acceptance of rent pursuant to this lease shall not constitute a waiver of any preceding default by LESSEE other than default in the payment of the particular rental payment so accepted, regardless of COUNTY's knowledge of the preceding breach at the time of accepting the rent, nor shall acceptance of rent or any other payment after termination constitute a reinstatement, extension or renewal of the lease or revocation of any notice or other act by COUNTY. COUNTY's election to perform any obligation of LESSEE on LESSEE's failure or refusal to do so shall not constitute a waiver of any right or remedy for LESSEE'S default, and LESSEE shall promptly reim- burse, defend, and indemnify COUNTY against all liability, loss, cost, and expense arising from it. 20. GENERAL CONDITIONS;MISCELLANEOUS PROVISIONS: A. Notice 1) Definition of Noticce Application!Df Provision: As used in this lease,notice includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver and appointment. No notice of election is required unless the provision giving the election expressly requires notice. 2) Writing: All notices must be in writing. Zi 3) Delivery: Notice is considered given either a) when delivered in person to the recipient named as below or b) on the date shown on the return receipt after deposit in the United States mail in a sealed envelope or container, either registered or certified mail, return receipt requested, postage and postal charges prepaid,addressed by name and address to the party or person intended as follows: Notice to COUNTY: Lease Manager Contra Costa County General Services Department 1220 Morello Avenue,Suite 100 Martinez,CA 94553-4711 And: Deputy Director-Redevelopment Contra,Costa County Community Development Department 651 Pine Street,North Wing,5th Floor Martinez,CA 94553 Notice to LESSEE: Pacheco Town Council,Inc. 45 Rutherford Lane Pacheco,CA 94553 Attn: Joyce Jones,President 4) change of Recipient or Address: Either party may, by notice given at any time or from time to time, require subsequent notices to be given to another individual person, whether a party or an officer or representative, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. B. Performance of Lessees Covenants by Others: LESSEE may,at LESSEE's election, delegate performance of any or all covenants to any one or more subtenants,or subtenants of subtenants,and the performance so delegated z� 5D. L shall be deemed LESSEE's performance. This provision shall not be consid- ered to permit or to broaden the right of assignment or subletting beyond the provisions of this lease relating to assignment and subletting. C. Condition of Pro ep�y and Hazardous Materials: The premises are leased in an "as is" physical condition with no warranty, guarantee, representation or liability, express or implied, on the part of COUNTY as to the physical condition of the property, including, but not limited to the condition and/or possible uses of the land or any improvements thereon,the condition of the soil or the geology of the soil, the condition of the air, surface water or groundwater, the presence of known and unknown faults, the presence of any contaminants, hazardous substances, materials, or other kinds of contamination or pollutants, of any kind in the air, soil, groundwater or surface water,or the suitability of the Site for the construction and use of the improvements thereon. COUN'T'Y has advised LESSEE that the Site is contaminated with certain subsurface petroleum product as identified in the report from Jensen - Van Lienden Associates, Inc. dated April 22, 1994 ("Disclosed Hazardous Substances"). As used herein, "Hazardous Substance" means any substance, material, or waste (including petroleum and petroleum products) which is or becomes designated, classified or regulated as being "toxic" or "hazardous" or a "pollutant," or which is or becomes similarly designated, classified or regulated, under any federal, state,or local law,regulation or ordinance. 'It shall be the sole responsibility of LESSEE, at its sole cost and expense, to investigate and determine the 77 suitability of the soil, air, water, geologic, environmental and seismic conditions of the Site for the intended development contemplated herein,and to determine and comply with all building, planning and zoning regulations relative to the property and the uses to which it can be put. LESSEE relies solely on LESSEE's own judgement, experience and investigations as to the 33 present and future condition of the property or its suitability for LESSEE's intended use. COUNTY assumes no responsibility for the conformance to codes or permit regulations of the city,county,or State in which the property is located. No Hazardous Substance shall be handled at any time upon the Premises. Should any discharge, leakage,spillage,emission or pollution of any type occur upon or from the Premises due to LESSEE's use and occupancy thereof, LESSEE, at its expense, shall be obligated to clean all the.property affected thereby,whether owned or controlled by COUNTY or any third person, to the satisfaction of COUNTY (insofar as the property owned or controlled by COUNTY is concerned)and any governmental body having jurisdiction thereover. 1) Remediation: LESSEE will immediately undertake any and all testing, monitoring and/or remediation efforts recommended or required by the Contra Costa County Health Services Department or any other governmental agency with jurisdiction over the matter. LESSEE shall comply with all laws,regulations and ordinances governing or applicable to hazardous substances and the remediation or removal thereof. LESSEE shall complete all recommended or required remediation prior to the commencement of the construction of the project 2) indemnity: LESSEE shall indemnify, protect, defend, save and hold harmless COUNTY, its assigns or successors in interest, and their respective officials, officers, employees, agents, volunteers and contractors(hereinafter collectively referred to as"COUNTY") from and against any and all Indemnified Costs, as defined below,arising directly orindirectly or resulting from any Disclosed Hazardous Substance or undisclosed Hazardous Substance being present in,on or around any part of the Site, or any adjacent property, or in the soil, groundwater or soil 34 Sb .- vapor on or under the Site, or LESSEE's performance or failure to perform any of the remediation work required by this Agreement or LESSEE's failure to comply with any other obligation contained in this Agreement; whether such Indemnified Costs are discovered before or after the execution of this Agreement,including,but not limited to: a. any claim for such Indemnified Costs asserted by any federal, state,or local governmental agency or by any person other than a governmental agency claiming to have been injured in any way as a result of exposure to any Disclosed Hazardous Substance or undisclosed Hazardous Substance;and b. any such Indemnified Cost which COUNTY reasonably believes at any time must be incurred to comply with any law,judgement, order, regulation or.regulatory directive relating.to Hazardous Substances, or which COUNTY reasonably believes at any time must be incurred to protect the public health or safety;and C. any such Indemnified Costs resulting from the activities of LESSEE or any other person in,on or around the Site. As used herein "Indemnified Costs" means all actual or threatened liabilities, claims, actions, causes of action, judgements, orders, damages (including foreseeable and unforeseeable consequential damages), costs, expenses, fines, penalties and losses (including sums paid in settlement of claims and all consultant,expert and legal fees and expenses of COUNTY's counsel) including those incurred in connection with any testing or other investigation of site conditions or any clean-up, remedial, removal or restoration work(whether of the subject Site or any other property), or any resulting damages, harm or injuries to the person or property of any third parties or to any natural resources, and also including any and all liability under the Comprehensive Environmental Response, Compensation and 35 Liability Act ("CERCLA") 42 U.S.C. Section 9601 et seq., the Resource Conservation and Recovery At ("RCRA") 42 U.S.C. Section 6901 et seq., and the California Hazardous Waste Control Law ("HWCL") Health and Safety Code Section 25100 et seq, or any successor legislation to the foregoing. The obligations contained in this Subsection 19 C shall be binding on the heirs, successors or assigns of the LESSEE. LESSEE's obligations to COUNTY shall survive the termination of this Agreement. D. Airoort Land,Use Commission: LESSEE acknowledges the following and agrees to prominently and permanently post within the Premises the following statement: "This site is beneath the traffic pattern for Buchanan Field Airport. Therefore,the site is and will be subject to frequent overflight by fixed wing and rotary wing aircraft,and related noise impacts." E. Entire A Bement: Except for the Informal Agreements referred to in Section 7, USE OF PREMISES, this lease contains the entire agreement between the parties. No promise, representation, warranty or covenant not included in this lease has been or is relied on by either party. Each party has relied on his own examination of this lease,the counsel of his own advisors, and the warranties, representations and covenants in the lease itself. The failure or refusal of either party to inspect the Premises or improvements,to a read the lease or other document, or to obtain legal or other advice relevant to this transaction constitutes a waiver of any objection,contention or claim that might have been based on such reading,inspection or advice. F. Severability: The invalidity or illegality of any provision shall not affect the remainder of the lease. 36 VCS •'� G. SGG s�ors: Subject to the provisions of this lease on assignment and subletting, each and all of the covenants and conditions of this lease shall be binding on and shall inure to the benefit of the heirs, successors, executors, administrators, assigns and personal representatives of the respective parties. H. T&minati& LESSEE may terminate this Lease under the following conditions: 1. Hazardous materials are found on the site prior to completion of construction which are too costly for LESSEE to abate. 2. COUNTY does not contribute funds towards the cost of constructing the improvements as provided in the Lease Development Agreement between COUNTY and LESSEE dated If this Lease is terminated hereunder after LESSEE has commenced remediation or construction work, then it shall be the sole responsibility and obligation of LESSEE to take such actions as may be necessary to return the Premises to a level,graded and nuisance-free condition. I. COUNTY Access: COUNTY may,but is not obligated to,enter the Premises at any time to perform remediation work. After any such remediation work, COUNTY shall return the Premises to its condition prior to the work. (Specific language to be provided later.) J. Lessee's Duty to Surrender: At the expiration or earlier termination of the term, LESSEE shall surrender to COUNTY the possession of the Premises. Surrender or removal of improvements, fixtures, trade fixtures and improvements shall be as directed in provisions of this lease on ownership. of improvements at termination. 37 K. Recordation: This lease shall not be recorded. COUNTYLESSEE COUNTY OF CONTRA COSTA, THE PACHECO TOWN COUNCIL,INC. a political subdivision of the State of California. By By Chair,Board of Supervisors By ATTEST: PHIL BATCHELOR, CLERK OF THE BOARD OF SUPERVISORS,AND COUNTY ADMINISTRATOR By Deputy Clerk RECOMMENDED FOR APPROVAL: By Deputy County Administrator BY Deputy Director-Redevelopment BY Deputy Director of General Services BY Lease Manager APPROVED AS TO FORM: VICTOR J.WESTMAN,County Counsel BY Deputy 38 .Y:. 39 SJ �XxrBx� A SrTE MAP rc ,aK L3'S8 q° ?41 Sa 053rc ;" AV NCF 4 n Sa w t � n a z z � ` -Sb . N mA 00'901 3.Lb.8SAN LLLO 'B9 ?N 3.Lb.$S.i$N N m ro Ln a Nvt �m r W 00'06 OV69 295 •00'651 Lb.B ,)BN 0 � D v C7 n (D C7 r a O f7 � � Q -i N T � t m w c� CD O ro ^� CO r f*a b Z6' Ot 3.9Z.OS 1$N N� i 15 t _ _ CO -3 ,t t W z A � t q Yi ry y z t� a t, 2 '9 t AA t t, v t . a, 1 t.O n t O t fl- O a r O t 1 1.a t 5b EXHIBIT B SITE DESCRIPTION SD .�- Town of Pacheco PARCEL 1 - Lease Site EXHIBIT "A" Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a_portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869," filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 1: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974 in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Boulevard) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7°56'54" west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 14°39'25", a distance of 163.72 feet; thence tangent to said curve, north 22°36'19" west 119.81 feet to the Point of Beginning; thence, from the Point of Beginning, north 2203619" west 388.80 feet; thence northwesterly along the arc of a tangent curve concave to the southwest, having a radius of 640.00 feet, through a central angle of 23035'22", a distance of 263.50 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, non-tangent to said curve, south 28°44'04" east 205.75 feet; thence southeasterly along the arc of a tangent curve, concave to the southwest, having a radius of 485.97 feet, through a central angle of 20'14'32", a distance of 171.69 feet; thence, tangent to said curve, south 8029'32"east 251.23 feet; thence, leaving said CCCFCWCD parcel, north 81'30'28" east 107.92 feet to the Point of Beginning. Containing an area of 29,142 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. N_ANSignature, ..% zw ` icensed Land Surveyor J zw�r���, �Q� Contra Costa County Public Works Date: �—/�7 Cda 59QQ �P JH:jlg 0,FCi g:\clerical\exhibits\pacheco1.ex 1118/96 Town of Pacheco PARCEL 2 - Lease Site EXHIBIT "A" Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869" filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 2: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974, in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Blvd) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7°56'54"west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 13°23'09", a distance of 149.52 feet to the Point of Beginning; thence from the Point of Beginning, continuing northerly along the arc of said curve, through a central angle of 1016'16", a distance of 14.20 feet; thence tangent to said curve, north 22036'19" west 119.81 feet; thence, leaving said parallel line, south 81030'28" west 107.92 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, south 8029'32" east 68.75 feet; thence south 81-'30'28" west 3.00 feet; thence south 8°29'32" east 61.25 feet; thence, leaving said CCCFCWCD parcel, north 81 030'28" east 143.44 feet to the Point of Beginning. Containing an area of 16,337 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: Licensed Land Surveyor ZW Contra Costa County Public Works Date: ��/ `�6 Ex J/ 6 Aln. �S JH:j1g QFCAatEQ���Q g:\c1erica1\ex\:pacheco2.ex 1/18/96 s EXHIBIT C DESCRIPTION OF IMPROVEMENTS (to come) EXHIBIT D IMPROVEMENT PLANS (to come) EXHIBIT"E" SERVICE PLAN-OP. ERATION SCHEDULE Special Conditions-Performance Standards 1. The LESSEE shall provide written monthly reports to Contra Costa County and the Pacheco Municipal Advisory Committee (P-MAC) which include a narrative regarding the activities of the previous month and a financial accounting. 2. On or before April 1st of each year,the LESSEE shall provide a proposed budget for operation and maintenance, and a list of proposed capital improvements for the upcoming fiscal year for the COUNTY to review and approve, and for P-MAC to review and comment. 3. To ensure that the facilities are available for use by all residents, the LESSEE shall submit, for review and comment of P-MAC and obtain the written approval of the County Director of General Services of his Designee, copies of (a) the proposed application forms for individuals, groups or organizations desiring to rent the facilities;(b)fee schedule;and(c)rules governing use of the facilities. 4. The LESSEE shall operate and maintain the facilities in a manner consistent with recommended standards for public facilities. The LESSEE shall, at its own expense, arrange for garbage collection at the facility by an authorized disposal company. 5. Prior to changing the schedule or any other matters set forth in this Service Plan and, in,particular, prior to imposing or increasing any charges or fees for use of the facilities,the LESSEE shall first submit each proposed change,charge or fee to the P- MAC for review and comment and obtain the written approval of the County Director . of General Services of his Designee. 6. Revenues generated by the selling of food or other concessions will belong solely to the LESSEE, but must be utilized solely to meet expenses for operation and maintenance of the Community Center. The cost and revenues derived will be included in the monthly reports with all other financial transactions. 1 t SD 7. Repairs and alterations made to the facility will be done in priority order so as to reduce public liability and keep the facilities safe and operational. 2 Sp. ATTACHMENT B SITE DESCRIPTION � t t O O t � \ i ti •+t N — '60• `tt N `} tt N , t\ i cr O p O O U + c� !ri W ire+a D M I Q tK N O + co 3; z Q p N8130'28' 107.92' - p w � ol N i W r N. L, Q N cr-d A1.wt?t�1 O N81°30'28'E 143.44' s}, < 5O8s 39'S�.w"tFl N Z w p v V � � a W o: Ci ; a a Lj a c mo � o a ^ o z +O N8P8'47" 159.40' S6 6r 69.40' 90.00' � � M O J CL �U P 2pcv Q CF) ul w Ln N81°58'47•E �z 68.37 90,00, um N8i°58'47'E 106.00' ic 414ol N Q`rJ O a, co QQ?_60 7 I � U_) ' � 0Ln � c M •c� u b n'�n 6 ,,�' 6, %tF.sQs 2g bs•�, .tis QZ 6 ti; s a _ v 1 SU�- Town of Pacheco PARCEL 1 - Lease Site EXHIBIT "A" Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a_portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869," filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 1: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974 in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Boulevard) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7056'54" west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 1403925", a distance of 163.72 feet; thence tangent to said curve, north 22°36'19" west 119.81 feet to the Point of Beginning; thence, from the Point of Beginning, north 22°36'19" west 388.80 feet; thence northwesterly along the arc of a tangent curve concave to the southwest, having a radius of 640.00 feet, through a central angle of 23035'22", a distance of 263.50 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, non-tangent to said curve, south 28°44'04" east 205.75 feet; thence southeasterly along the arc of a tangent curve, concave to the southwest, having a radius of 485.97 feet, through a central angle of 20°14'32", a distance of 171.69 feet;thence, tangent to said curve, south 8029'32"east 251.23 feet; thence, leaving said CCCFCWCD parcel, north 81030'28" east 107.92 feet to the Point of Beginning. Containing an area of 29,142 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: SAND icensed Land Surveyor d`Z�rd �� 10 Contra Costa County Public Works Date: �7 599¢ JH:jlg OFC9.1�F�@1� glclerical\exhibits\pacheco 1.ex 1/18/96 Town of Pacheco PARCEL 2 - Lease Site EXHIBIT "A" Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869" filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 2: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974, in Book 7183 of Official Records at.page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Blvd) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7056'54"west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 13°23'09", a distance of 149.52 feet to the Point of Beginning; thence from the Point of Beginning, continuing northerly along the arc of said curve, through a central angle of 1°16'16", a distance of 14.20 feet; thence tangent to said curve, north 22°36'19" west 119.81 feet; thence, leaving said parallel line, south 81°30'28" west 107.92 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, south 8°29'32" east 68.75 feet; thence south 81030'28" west 3.00 feet; thence south 8°29'32" east 61.25 feet; thence, leaving said CCCFCWCD parcel, north 81'30'28" east 143.44 feet to the Point of Beginning. Containing an area of 16,337 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: LARD Licensed Land Surveyor .?�;zw� r��`n Contra Costa County Public Works Date: 2—/ 2 6a J/ 6 ��.r999 JH:jlg OPCAS.tFa`��,� g:\clerica1\ex\:pacheco2.ex 1/18/96 1 i SD•-z ATTACHMENT C SCHEDULE OF PERFORMANCE Item Performance Date Execution of Lease Development Agreement Day 1 Application for Building Permits Day 30 Securement of Building Permits Day 90 Initiate Construction Day 120 Complete Construction Day 320 ATTACHMENT D REQUEST FOR PAYMENT FORM JK:Ili sra17/pacheco agr O• f0 � U lJ'o S V U as �•? w a � U z L -•. �.. oc0 O O { V c or. 4 0 600000 U Q ❑ ❑❑ ❑ ❑ { C O N p ` C — N vT N O O O C aJ •'n— aCi u �.�; b • : co � a Wb tl •^ ra w d O .n oo c W O c c Q L1 U F- }z ,, 5 Q-C) Q Gz N� w �- us �•- .n O a !u tl v"n a �• V Cd O E- ur O c +- a w � a s a oC r, x t O ,�„ tltlo V > Cl. " •q iu AEu y,� v ,_ tw w .fit - c =-` �•.:° a" a 4A O Q H o w o :,: - o o.c Y V .•d y m a .2f ,_, Cl a`r G ai U u i` y 'a a� ce .c C7 -c V u+ a c M :° t O t" ti In ` (ojj G a�13. B O o :o aci d c d OUE d w w w �' °tdE Z u� atl`, f°C,. �o Zo a» o %U x tJ� o is ... �0 fes-^ ©0. � O O Cd Q � O o � V in to z •L :[ C cc W I,.,:Li O z 13 G � w 0 X00 c u cj r C• rr.f 3C6 V•ri R E'o �` •Ca p� O vc U •• - S`f � r y _ .s:•ti� �w•*.r,.. 4 W y= I •,1 ::1Y .n[ 'C •V �. C E int � 5.� O��.� 5x• y i ;`:i`.: i Q O w •�{ -£ fa4lf.:•r. U 'O V'as tJ CG Lu . • L �~ i e Vis,• 4. C u^G U Q J L/. •� . LLJ •sem, '� •_QG 's`= •.0 .Z ..4 Lam; ('� • 'u-K� c f,,, l_._ M= •,.r p..0 C,cl a Q • ..i 0 c :-C .. 7!'`•• E C r C �'• t..L, `' = .j u •C4tiG a LEASE FOR 5800 PACHECO BOULEVARD PACHECO, CALIFORNIA TABLE OF CONTENTS PAGE 1. PARTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2. LEASE OF PREMISES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 3. PARKING LICENSE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 4. TERM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 5. RENTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 6. UTILITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 7. TAXES AND ASSESSMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 8. USE OF PREMISES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 9. WORK OF IMPROVEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 10. MAINTENANCE; REPAIRS; ALTERATIONS; RECONSTRUCTION LESSEE REQUIRED TO MAINTAIN PREMISES . . . . . . . . . . . . . . . . . . . . . . 11 11. OWNERSHIP OF IMPROVEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 12. NO PERMITTED LEASEHOLD ENCUMBRANCES . . . . . . . . . . . . . . . . . . . 12 13. MANAGEMENT OF FACILITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 14. ACCOUNTING OF RECEIPTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 15. ASSIGNMENT AND SUBLETTING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 16. INDEMNIFICATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 17. INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 18. CONDEMNATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 19. DEFAULT; REMEDIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 20. GENERAL CONDITIONS; MISCELLANEOUS PROVISIONS . . . . . . . . . . . 31 EXHIBITS EXHIBIT A- SITE PLAN EXHIBIT B - LEGAL DESCRIPTIONS EXHIBIT C - IMPROVEMENT SPECIFICATIONS EXHIBIT D - PLANS EXHIBIT E - SERVICE PLAN-OPERATION SCHEDULE EXHIBIT F - DEFERRED IMPROVEMENT AGREEMENT 4. TERM: This lease is for the term of fifty (50)years, commencing on July 1, 1996, and expiring on June 30, 2046. This lease shall terminate without further notice at expiration of the term. Any holding over with COUNTY's written consent after the term 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. 5. RENTAL: LESSEE shall pay to COUNTY as rent for the use of said Premises a monthly amount equal to COUNTY'S cost for COUNTY'S Property Insurance for the Premises as described in Section 17D.3 below. COUNTY'S initial monthly cost is $68.00. When COUNTY'S cost changes,LESSEE shall pay the new monthly cost commencing with the first rental payment after thirty days after receipt of COUNTY'S notice of the cost change. If required, an initial adjustment will be made to account for cost changes between the time of COUNTY'S actual cost change and the first payment reflecting the new cost. Payments shall be due on the first day of each month during the term of this Lease. Payments shall be mailed to COUNTY at the address specified for notices below. 6. UTILITIES: LESSEE shall pay for all water, gas, light, power, telephone service, refuse collection, sewer service and all other services supplied to the said Premises, including installation and connection of said services. 7. TAXES AND ASSESSMENTS: A. This Lease may result in the creation of possessory interests subject to taxation, and LESSEE may be subject to the payment of taxes levied on such interest. LESSEE agrees that this provision complies with the notice provisions of Revenue and Taxation Code and waives all rights to further notice or to damages under that or any comparable statute. LESSEE shall pay without abatement, deduction or offset all real and personal property taxes, including possessory interest tax, general and special assessments, and other charges of every description levied on or assessed against the Premises, improvements located on the Premises, personal property located on or in the land or improvements, the leasehold estate, or any subleasehold estate, to the full extent of installments falling due during the term, whether 2 J i J belonging to or chargeable against COUNTY or LESSEE. LESSEE shall make all such payments direct to the charging authority at least ten (10) days before delinquency and before any fine, interest or penalty shall become due or be imposed by operation of law for their nonpayment. If, however, the law expressly permits the payment of any or all of the above items in installments (whether or not interest accrues on the unpaid balance), LESSEE may, at LESSEE's election, utilize the permitted installment method,but shall pay each installment with any interest before delinquency. B. Prorations for Final Years of Term: All property taxes and assessments (including permitted installments) for the fiscal tax year in which this lease is to end, are to be prorated to date of such termination, except for possessory interest tax, which is to be paid fully by LESSEE. C. Lessee's Right to Contest: LESSEE may contest the legal validity or amount of any taxes, assessments or charges for which LESSEE is responsible under this lease, and may institute such proceedings as LESSEE considers necessary. If LESSEE contests any such tax, assessment or charge, LESSEE may withhold or defer payment or pay under protest, but upon COUNTY's written demand shall protect COUNTY and the Premises from any lien by adequate surety bond or other appropriate security. 8. USE OF PREMISES: A. It is understood LESSEE is leasing the Premises as vacant and unimproved lands with the expressed intention of- 1. f1. Redeveloping said Premises. 2. Constructing thereon a community center that will serve the Pacheco community and surrounding communities (the "Pacheco Community Center"), in conformance with a Final Scope of Development approved by the County Zoning Administrator. 3 z: y ' c B. The Pacheco Community Center shall be used during the term of this Ground Lease for the exclusive purpose of operating community recreational programs, community services, and community functions and private functions and shall be operated, equipped, and staffed by LESSEE in accordance with good community relations practice. The Center may be used for storage, administration, management and supervision, and related functions, but only to the extent necessary to service the center on the premises. 1. LESSEE shall manage, operate, and, maintain the facilities as described in the Service Plan attached hereto as Exhibit "E," which is incorporated herein by reference, subject to all the terms, conditions, and assurances contained or incorporated herein. 2. LESSEE shall be subject to and comply with all Federal, State, and local laws and regulations applicable with respect to its performance hereunder, including but not limited to, licensing, employment and purchasing practices; and wages, hours, and conditions of employment. 3. LESSEE shall, upon written request and until the expiration of four years after the furnishing of services pursuant to this Lease, make available to COUNTY or its duly authorized representative, all books, documents, and records of LESSEE that are necessary to certify the nature and extent of all costs and charges involved in the management, operation and maintenance of the premises. Further, if LESSEE carries out any of the duties of this Lease through a subcontract with a value of cost of$10,000 or more over a twelve (12) month period, such subcontract shall contain a clause to the effect that upon written request and until the expiration of four years after the furnishing of services pursuant to such subcontract, the 4 subcontractor shall make available to COUNTY or its duly authorized representative the subcontract and books, documents and records of the subcontractor that are necessary to verify the nature and extent of all costs and charges under the subcontract. This special condition is in addition to any and all other terms regarding the maintenance or retention of records under this Lease and is binding on the successors, assigns and representatives of LESSEE. 4. LESSEE and COUNTY acknowledge the possibility of establishing a County Lighting and Landscaping District or a County Service Area to provide a more secure revenue base for the operation of the Pacheco Community Center. LESSEE will not oppose the formation of a County Lighting and Landscaping District or a County Service Area. 5. LESSEE promises and attests that the LESSEE and any members of its governing body, and any subcontractors hired by LESSEE with COUNTY's approval, shall avoid any actual or potential conflicts of interest. LESSEE agrees to furnish to the COUNTY upon demand a valid copy of its most recently adopted bylaws and also a complete and accurate list of its governing body (Board of Directors or Trustees) and to timely update said bylaws or the list of its governing body as changes in such governance occur. 6. LESSEE agrees that all facilities, goods, and services under this Ground Lease shall be available to all qualified persons regardless of age, sex, race, religion, color, national origin or ethnic background. 7. Following issuance of a Certificate of Occupancy for the improvements described in Exhibits C and D, LESSEE shall commence operation of the Community Center and shall thereafter continue said operation. 5 C. Said lands and Premises shall not be used, maintained, developed, and improved for use for any purpose or purposes whatsoever other than for the uses described above. D. LESSEE, at its expense, shall comply with all applicable laws, regulations, rules, and others, with respect to the use of the Premises, regardless of when they become or became effective, including, without limitation, those relating to health, safety, noise, environmental protection, waste disposal, and water and air quality, and furnish satisfactory evidence of such compliance upon request of COUNTY. 9. WORK OF IMPROVEMENT: A. Lessee's Duty to Construct New Improvements: LESSEE shall commence construction on the improvements described in Exhibits "C" and "D" attached hereto no later than thirty (30) days following the commencement date of this lease. LESSEE shall provide COUNTY with written notice of the date construction commences. Once work is begun, LESSEE shall with reasonable diligence prosecute to completion all construction of said improvements. Construction shall be completed and a certificate of occupancy issued no later than two hundred (200) days following the date construction commenced, provided that the time for completion shall be extended for as long as LESSEE shall be prevented from completing the construction by Unavoidable Delays. "Unavoidable Delays" shall mean delays due to acts of God, inability to obtain labor, enemy action, civil commotion, fire or unavoidable casualty. All work shall be performed in a good and workmanlike manner, shall comply with Exhibits "C" and "D", and shall comply with all applicable governmental permits, laws, ordinances, and regulations. All improvements shall be constructed within the exterior property lines of the Premises; provided, that required work beyond the Premises on utilities, access, and conditional use requirements will not violate this provision. 6 l LESSEE shall not make any material change in the construction plans without the prior written consent of COUNTY. The documentation requesting such change shall include the plans and drawings showing the proposed change and the change order or other contractual documentation providing for the change. If COUNTY does not respond to the request within 30 days, the request shall be deemed rejected. If rejected, the previously approved construction plans shall continue to remain in full force and effect. For purposes of this subsection 8A, a material change shall be a change which affects the site plan, elevations, interior layout, landscaping or the color or type of exterior materials. All demolition, site clearance, hazardous materials remediation and site preparation work shall be performed by LESSEE as required to implement the construction of improvements. B. Notice of Nonresponsibili1y: LESSEE shall give written notice to COUNTY of LESSEE's intention to commence a work of improvements at least twenty (20) days before commencement of any such work or delivery of any materials. The notice shall specify the approximate location and the nature of the intended improvements. COUNTY shall have the right to post, record, and maintain on the Premises any notices of nonresponsibility provided for under applicable law, and to inspect the Premises in relation to the construction at all reasonable times. C. COUNTY's Approval of General Contractor: Any contract between LESSEE and a general contractor shall give COUNTY the right, but not the obligation, to assume LESSEE's obligations and rights under the contract if LESSEE should default. LESSEE shall not enter into a contract with a general contractor unless and until LESSEE has first submitted the contract and evidence, deemed sufficient by the COUNTY in COUNTY's sole discretion, of the general 7 r contractor's financial condition to the COUNTY and the COUNTY has provided LESSEE with written approval of the selection of the contractor and the form of the contract. COUNTY shall not act unreasonably in disapproving the LESSEE's general contractor and may only disapprove such general contractor in the event COUNTY is in the possession of evidence that such general contractor is not financially responsible, or will be unable to post the faithful performance and payment bonds called for in subsection E hereof, or will otherwise be unable to complete the project. In the event COUNTY shall disapprove the proposed general contractor for LESSEE, COUNTY shall give written notice thereof to LESSEE within twenty (20) working days following delivery to COUNTY of a copy of the contract and shall specify in said notice the grounds for disapproval. D. Wage Rates: Pursuant to Labor Code Section 1773.2, the governing body of the COUNTY has ascertained the general prevailing rates of wages per diem for each craft, classification or type of workman and said rates must be specified in the invitation to bid for this work. Said rates are on file with the COUNTY and copies of said rates are available to any interested party on request. Pursuant to Labor Code Section 1773.2, said rates shall be posted at the job site. E. Non-Discrimination: During the construction of any works of improvement, there shall be no discrimination on the basis of age, sex, race, religion, color, national origin or ethnic background. F. Protection of COUNTY Against Costs or Claims: LESSEE shall pay or cause to be paid the total cost and expense of all works of improvement, as that phrase is defined in the Title XV of Part 4 of Division 3 of the Civil Code in effect at the place of construction when the work begins. No such payment shall be construed as rent. LESSEE shall not suffer or permit to be enforced against the Premises or any part of it any mechanic's, materialman's, contractor's or subcontractor's lien arising from any work of improvement, however it may 8 f. A arise. However, LESSEE may in good faith and at LESSEE's own expense contest the validity of any such asserted lien, claim or demand, provided LESSEE has furnished the bond required in California Civil Code Section 3143 (or any comparable statute hereafter enacted for providing a bond freeing the Premises from the effect of such a lien claim). LESSEE shall defend and indemnify COUNTY against all liability and loss of any type arising out of work performed on the Premises by LESSEE, together with reasonable attorneys' fees and all costs and expenses incurred by COUNTY in negotiating, settling, defending, or otherwise protecting against such claims. G. Bonds for Faithful Performance and Insuring Work Against Liens for Labor and Material: Before commencing any substantial work of improvement, LESSEE, at its sole cost and expense, shall deliver to COUNTY a good and sufficient faithful performance bond in the amount of one hundred percent (100%) of the contract price guaranteeing faithful performance and completion of the work of improvement called for in said contract; and a payment bond in the amount of one hundred percent (100%) of the contract price insuring the work of such contract and the leased lands against liens for labor, materials, and services. All bonds called for herein to be issued by a responsible corporate surety company licensed to do business in the State of California. All such bonds shall remain in effect until the entire cost of the work shall have been paid in full and the improvement shall have been fully completed. H. Builder's Risk and Other Insurance: Before commencing any substantial work of improvement, LESSEE shall deliver to COUNTY Certificates of insurance evidencing coverage for "builder's risk", and evidence of workers' compensation insurance covering all persons employed in connection with the work with respect to whom death or bodily injury claims could be asserted against COUNTY or the Premises. 9 r I. COUNTY's Right to Discharge Lien: If LESSEE does not cause to be recorded the bond described in California Civil Code Section 3143 or otherwise protect the property under any alternative or successor statute, and a final judgment has been rendered against LESSEE by a court of competent jurisdiction for the foreclosure of a mechanic's, materialman's, contractor's or subcontractor's lien claim, and if LESSEE fails to stay the execution of the judgment by lawful means or to pay the judgment, COUNTY shall have the right, but not the duty, to pay or otherwise discharge, stay or prevent the execution of any such judgment or lien or both. LESSEE shall reimburse COUNTY for all sums paid by COUNTY under this section, together with all COUNTY's reasonable attorneys' fees and costs, plus interest on those sums, fees, and costs at the rate of eighteen percent (18%) per year from the date of payment until the date of reimbursement. J. Notice of Completion: On completion of any substantial work of improvement during the term, LESSEE shall record or cause to be recorded a notice of completion. LESSEE hereby appoints COUNTY as LESSEE's attorney-in-fact to record the notice of completion on LESSEE's failure to do so after the work of improvement has been substantially completed. K. "As Built" Drawings: On completion of any work of improvement, LESSEE shall supply COUNTY with "as-built" drawings accurately reflecting all such improvements. With the above drawings, LESSEE shall deliver to COUNTY the certificate of the person or persons who prepared the plans and specifications certifying that LESSEE has fully paid for them or otherwise made satisfactory arrangements with the architect for payment of his services and waiving any right to a lien for preparing them and permitting COUNTY to use the plans without payment for purposes relevant to and consistent with this lease. 10 T L. Deferred Improvement Agreement: LESSEE acknowledges that it will perform as the Owner as defined in that certain Deferred Improvement Agreement (Project DP 3003-94, Pacheco Town Council) dated April 23, 1996, attached hereto and made a part hereof as Exhibit F, relative to area wide utility undergrounding. Construction done under that Agreement shall be done in accordance with this Section 9 so far as applicable. 10. MAINTENANCE; REPAIRS; ALTERATIONS; RECONSTRUCTION LESSEE REQUIRED TO MAINTAIN PREMISES: Definition of Duty; Compliance with Laws: Throughout the term, LESSEE shall, at its sole cost and expense, maintain the Premises and all improvements, including utility or access improvements constructed beyond the Premises, in a first-class condition and repair, and in accordance with all applicable laws, rules, ordinances, orders, and regulations of. 1) federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and their respective departments, bureaus, and officials; 2) the insurance underwriting board or insurance inspection bureau having or claiming jurisdiction; and 3) all insurance companies insuring all or any part of the Premises or improvements or both. Except as hereinafter provided, LESSEE shall promptly and diligently repair, restore, and replace as required to maintain or comply as above, or to remedy all damage to or destruction of all or any part of the improvements. The completed work of maintenance, compliance, repair, restoration or replacement shall be equal in value, quality, and use to the condition of the improvements before the event giving rise to the work, except as expressly provided to the contrary in this lease. COUNTY shall not be required to furnish any services or facilities or to make any repairs or alterations of any kind in or on the Premises. No deprivation, impairment or limitation of use resulting from any event of work contemplated by this section shall entitle LESSEE to any offset, abatement or reduction in rent nor to any termination or extension of the term. 11 r 11. OWNERSHIP OF IMPROVEMENTS: A. Ownership of New Improvements During Term: All improvements constructed on the Premises by LESSEE as permitted by this lease shall be owned by LESSEE until expiration of the term or sooner termination of this lease. LESSEE shall not, however, remove any improvements from the Premises nor waste, destroy, modify, or convey any improvements on the Premises, except as permitted by this lease. The parties covenant for themselves and all persons claiming under themselves and all persons claiming under them that the improvements are real property. B. Ownership at Termination: All improvements on the Premises at the expiration of the term or sooner termination of this lease shall, without compensation to LESSEE, then become COUNTY's property free and clear of all claims to or against them by LESSEE or any third person, and LESSEE shall defend and indemnify COUNTY against all liability and loss arising from such claims or from COUNTY's exercise of the rights conferred by this subsection. 12. NO PERMITTED LEASEHOLD ENCUMBRANCES: No leasehold mortgage, deed of trust or other encumbrance shall be placed upon the demised lands or the improvements by LESSEE. 13. MANAGEMENT OF FACILITIES: LESSEE shall form a Governing Board to coordinate the maintenance and management of the Premises. From that Governing Board, one individual shall be appointed by the Governing Board to be the Building Manager. The Building Manager shall have the authority to provide for the maintenance and protection of the Premises and shall coordinaate all matters related to the use and maintenance of the Premises with COUNTY, and with all subtenants and users of the Premises, as necessary. A scheduling procedure shall be developed and maintained by the Building Manager that will maximize efficient use of the Premises at all times. The use of the Premises shall be established in the following manner: 12 7 . A. LESSEE shall have first priority on the use of the Assembly room in the Premises one day per month, initially on the second Wednesday of each month, or such other date as LESSEE shall advise COUNTY in writing. B. Any dates not previously scheduled in accordance with subsection (A.) above, may be licensed to other persons or community organizations in accordance with the "ASSIGNMENT AND SUBLETTING" provisions below. All rental income from such uses shall be payable to and accounted for by LESSEE. C. The Building Manager shall maintain the schedule for the use and rental of the Premises and shall coordinate all matters related to the use and maintenance of the Premises. 14. ACCOUNTING OF RECEIPTS: In addition to the above responsibilities, the Governing Board shall maintain a clear and itemized daily record of all income and expenses from licensed use of the Premises. All funds received from the licensing of the building or building fund raising efforts shall be kept in a separate building account independent of the accounts of LESSEE. On May 1 of each year, LESSEE shall provide COUNTY with an annual statement of these receipts and expenses, along with a copy of LESSEE'S State Tax statements submitted for the previous tax year. In addition, COUNTY hereby reserves the right to conduct an audit of said statements from time to time as deemed necessary by COUNTY. The above statements shall be mailed to the following address: Contra Costa County, Lease Management Division, 1220 Morello Avenue, Suite 100, Martinez, CA 94553-4711. 15. ASSIGNMENT AND SUBLETTING: A. LESSEE shall not sublet or assign this lease, without the prior written consent of COUNTY, which consent may be withheld at the sole discretion of COUNTY. Any assignment must be to serve a public purpose. Approved subleases shall comply with the following: 13 i. Generally subleases will not be allowed. Each sublease shall be approved in advance of execution by the COUNTY's Lease Manager, which approval may be withheld at the sole discretion of COUNTY. ii. Each sublease shall contain a provision requiring sublessee to attorn to COUNTY if LESSEE defaults under this lease as if COUNTY or said other persons were named as the sublessor to said sublessee and if the sublessee is notified of LESSEE's default and instructed to make sublessee's rental payments to COUNTY or designated person as in this section. iii. LESSEE shall not accept, directly or indirectly, more than six (6) months' prepaid rent from any sublessee. iv. Each sublease shall provide that the sublessee is not to use or permit the use of the Premises for any purpose contrary to the provisions of this lease. B. LESSEE shall have the right to grant temporary licenses for use of all or any part or parts of the Premises or the improvements or both, and to assign, extend or renew any license, provided licenses shall be on a form approved by COUNTY. Copies of all licenses or subleases shall be maintained for COUNTY review for a period of at least two years. 16. INDEMNIFICATION: LESSEE shall indemnify, save, protect, and hold harmless the COUNTY, its officers, agents, and employees from any and all claims, costs, and liability, including reasonable attorneys' fees, for any damage, injury or death, including without limitation all consequential damages from any cause whatsoever, to persons or property arising directly or indirectly from or connected with this lease, S LESSEE's operations, or LESSEE's use or possession of the leased premises, save and except claims or litigation arising through the sole negligence or sole willful misconduct of the COUNTY, its officers or employees, and if required by COUNTY, will defend any such actions at the sole cost and expense of the LESSEE. 14 17. INSURANCE: LESSEE, at its sole cost and expense, shall maintain the following insurance coverage in full force and effect throughout the term of this Lease: A. Evidence of Coverage: Prior to commencement of this Lease, LESSEE shall provide on a form approved by the COUNTY an original plus one (1) copy of a Certificate of Insurance certifying that coverage as required has been obtained and remains in force for the period required by the lease. In addition, a certified copy of the policy or policies shall be provided by LESSEE upon request. B. Notice of Cancellation or Reduction of Coverage: All policies shall contain a special provision for thirty (30) days prior written notice of any cancellation or reduction in coverage to be sent to the address shown on the Certificate of Insurance. C. Qualifying Insurers: All policies shall be issued by companies which hold a current policy holder's alphabetic and financial size category rating of not less than A:XII according to the current Best's Key Rating Guide, unless otherwise approved by the COUNTY. D. Insurance Required 1. Liability Insurance: Throughout the term of this Lease, LESSEE, at its sole cost and expense, shall maintain in full force and effect, Comprehensive General Liability or Commercial General Liability insurance covering bodily injury (including death), personal injury, and property damage. a. Limits shall be in an amount of not less than two million dollars ($2,000,000) per occurrence, and five million dollars ($5,000,000) aggregate, if applicable. b. Such insurance shall name COUNTY, its officers, agents, and employees, individually and collectively, as additional insureds. 15 J c. Such insurance for additional insureds shall apply as primary insurance, and any other insurance maintained by COUNTY, its officers, agents, and employees shall be excess only and not contributing with the insurance required under this section. d. Not more frequently than each five (5) years, if, in the opinion of COUNTY's insurance broker, the amount of public liability and property damage insurance coverage at that time is not adequate, LESSEE shall increase the insurance coverage as required by COUNTY's insurance broker. 2. Workers' Compensation and Employer's Liability Insurance: Throughout the term of this Lease, LESSEE, at its sole cost and expense, shall maintain in full force and effect, insurance coverage for: a. Statutory California Workers' Compensation coverage, including a broad form all-states endorsement. b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per occurrence for all employees engaged in services or operations under this Lease. 3. Property Insurance: LESSEE shall maintain not less than FIFTY THOUSAND DOLLARS ($50,000) Fire Legal Liability on all real property being leased, including improvements and betterments owned by COUNTY, and shall name COUNTY as a loss payee. LESSEE shall also provide fire insurance on all personal property contained within or on the leased premises. The policy shall be written on a standard "all risk" contract, excluding earthquake and flood. The contract shall insure for not less than ninety (90) percent of the actual cash value of the personal property, and LESSEE shall name COUNTY as an additional insured. 16 COUNTY shall provide "all risk" property insurance, excluding earthquake and flood, with a $50,000 deductible. The contract shall insure for not less than ninety (90) percent of the replacement value of the property. The cost of this "all risk" insurance is to be paid to COUNTY by LESSEE as rental as described in Section 4, RENTAL, above. 4. Boiler, Unusual Hazards, Other Insurance: LESSEE shall procure and keep in force in form and coverage reasonably satisfactory to COUNTY: a. Boiler and machinery insurance if at any time or from time to time such equipment is located on the Premises; b. If LESSEE commits, permits or causes the conduct of any activity or the bringing or operation of any equipment on or about the Premises creating unusual hazards, LESSEE shall, promptly on notice of demand from COUNTY, procure and maintain in force during such activity or operation, insurance sufficient to cover the risks represented thereby. COUNTY's demand for unusual hazard insurance shall not constitute a waiver of COUNTY's right, if COUNTY would otherwise have that right, to demand the removal, cessation or abatement of such activity or operation. c. Other insurance, in amounts from time to time reasonably required by COUNTY, against other insurable risks, if at the time they are commonly insured against for Premises similarly situated and containing comparable improvements. E. Waiver of Subrogation: Except as may be specifically provided for elsewhere in this Lease, COUNTY and the LESSEE hereby each mutually waive any and all rights of recovery from the other in event of damage to the premises or property of either caused by acts of God, perils of fire, lightning, and the extended coverage perils as defined in insurance 17 policies and forms approved for use in the State of California. Each party shall obtain any special endorsements, if required by their insurer, to evidence compliance with the aforementioned waiver. F. Casualty: In the event of extensive damage (greater than twenty five percent (25%)) to or destruction of buildings or other improvements on the leased Premises, COUNTY shall determine whether to repair or replace the improvements. If it is determined to repair or replace the improvements, the proceeds of any insurance policy paid on account of such damage or destruction shall be used by LESSEE to defer the cost of repairing or replacing the improvements. If it is determined not to repair or replace the improvements, LESSEE may terminate this lease upon written notice to COUNTY within thirty (30) days of such damage or destruction. If LESSEE elects to terminate this lease pursuant hereto the proceeds of any insurance policy paid on account of such damage or destruction shall be distributed to COUNTY. G. Notice: Each party hereto shall give to the other prompt and timely notice of any claim made or suit instituted with which the party has been served coming to its knowledge which in any way directly, contingently or otherwise, affects or might affect the other, and both shall have the right to participate in the defense of the same to the extent of its own interest. 18. CONDEMNATION: A. Definitions. The following definitions apply in construing provisions of this lease relating to a taking of or damage to all or any part of the Premises or improvements or any interest in them by eminent domain or inverse condemnation: 1) Taking means the taking or damaging, including severance. damage, by eminent domain or by inverse condemnation or for any public or quasi-public use under any statute. The transfer of title may be either a transfer resulting 18 r from the recording of a final order in condemnation or a voluntary transfer or conveyance to the condemning agency or entity under threat of condemnation, in avoidance of an exercise of eminent domain, or while condemnation proceedings are pending. The taking shall be considered to take place as of the later of a) the date actual physical possession is taken by the condemnor or 2) the date on which the right to compensation and damages accrues under the law applicable to the Premises; 2) Total taking means the taking of the fee title or leasehold interest to all the Premises and the improvements on the Premises, which shall be considered to include any off-site improvements effected by LESSEE to serve the Premises or the improvements on the Premises; 3) Substantial taking means the taking of so much of the Premises or improvements or both that a reasonable amount of reconstruction would not make the land and improvements a practical improvement and reasonably suited for LESSEE's continued occupancy for the uses and purposes for which the Premises are leased; 4) Partial taking means any taking of the fee title or leasehold interest that is not either a total or a substantial taking; 5) Improvements means all products of skill, artifice, plan or design for construction on, modification of, or planned use of existing structures, natural or cultivated, or earth contours on the Premises, including but not limited to: Buildings, structures, fixtures, fences, utility installations, excavations, surfacing, water banks or channels and grading; ornamental trees, bushes and vines, whether occurring on the Premises naturally or emplaced by human design or effort, and whether coming into being on the Premises before or after commencement of the term; landscaping, ground cover crops, planting, and earth contours forming part of a landscaping design; and artistic and ornamental components of any of the above; 19 e 6) Notice of intended taking means any notice or notification on which a reasonably prudent man would rely and which he would interpret as expressing an existing intention of taking as distinguished from a mere preliminary inquiry or proposal. It includes, but is not limited to, a resolution of necessity and condemnation complaint on a party to this lease. The notice is considered to have been received when a party to this lease receives from the condemning agency or entity a written notice of intent to take in writing, containing a description or a map of the taking reasonably defining the extent of the taking; 7) Award means compensation paid for the taking whether pursuant to judgment or by agreement or otherwise; 8) LESSEE'S Improvement Value means the value of any substantial structural or permanent fixed improvements which were installed by LESSEE using LESSEE'S funds other than the funds contributed in accordance with the Lease Development Agreement dated March 26, 1996 between COUNTY and LESSEE, or funds contributed by a County Lighting and Landscaping District or a County Service Area or similar public entity, and which cannot be removed without substantial damage to the Premises or substantial or total loss of value of said improvement, and the value of substantial appliances, fixtures, or equipment purchased to replace appliances, fixtures, or equipment which were originally part of the improvements described in Exhibits C and D, provided that such replacement appliances, fixtures, or equipment shall be allowed as part of LESSEE's Improvement Value only when the expenditure is necessitated by the non-operative or other deteriorated condition of the original appliance, fixture, or equipment. If at the time of replacement the. original appliance, fixture or equipment had in excess of twenty percent 20 . r (20%) of its original estimated useful life remaining, LESSEE shall document to the COUNTY's satisfaction the condition of the appliance, fixture, or equipment which necessitated its replacement. No such value shall be significantly in excess of the reasonable cost to replace the original appliance, fixture, or equipment which a new appliance, fixture, or equipment of comparable quality. No improvement, appliance, fixture, or equipment shall be deemed substantial unless the actual initial cost thereof exceeds $5,000.00; provided that this minimum limitation shall not apply where the expenditure was made for the replacement of appliances, fixtures, or equipment which were originally improvements described in Exhibits C and D. The initial value of any improvement, appliance, fixture, or equipment shall be evidenced by valid written documentation of the cost of said item. The current value of such item shall be determined as follows: a. The value of any improvement, appliance, fixture, or equipment, the original cost of which was less than Five Thousand Dollars ($5,000), shall be the depreciated value of the improvement, appliance, fixture, or equipment calculated in accordance with principles of straight-line depreciation applied to the original cost of the improvement, appliance, fixture or equipment. b. The value of any improvement, appliance, fixture, or equipment, the original cost of which was Five Thousand Dollars ($5,000) or more shall be the appraised market value of the improvement, appliance, fixture or equipment when considered as an addition or fixture to the premises (i.e., the amount by which said improvement, appliance, fixture or equipment enhances the market value of the premises) at the time of valuation. 21 c. On April 1, 1997, and every two years thereafter, regardless of the date of execution hereof, the amount of Five Thousand Dollars ($5,000) referred to in subsections (a) and (b) immediately above shall be automatically adjusted for the purpose of those subsections in the following manner. On each adjustment date, the Consumer Price Index for all urban consumers for the San Francisco-Oakland area published by the U. S. Department of Labor, Bureau of Labor Statistics prevailing in January, 1996, shall be compared with the Index prevailing on the adjustment date. The percentage increase in the Index, if any, shall be computed and the sum of Five Thousand Dollars ($5,000) shall be increased in the same percentage. In no event shall the sum be reduced below Five Thousand Dollars ($5,000). B. Notice to Other Party: The party receiving any notice of the kinds specified below shall promptly give the other party notice of the receipt, contents and date of the notice received: 1) Notice of intended taking; 2) Service of any legal process relating to condemnation of the Premises or improvements; 3) Notice in connection with any proceedings or negotiations with respect to such a condemnation; or 4) Notice of intent or willingness to make or negotiate a private purchase, sale or transfer in lieu of condemnation. C. Representative of Each Party; Effectuation: COUNTY, LESSEE, and all persons and entities holding under LESSEE shall each have the right to represent his or its respective interest in each proceeding or negotiation with respect to a taking or intended taking and to make full proof of his or its claims. No agreement, settlement, sale or transfer to or with the condemning authority shall be made 22 without the consent of COUNTY and LESSEE. COUNTY and LESSEE each agrees to execute and deliver to the other any instruments that may be required to effectuate or facilitate the provisions of this lease relating to condemnation. D. Total or Substantial Taking. Effect on Term: 1) Total Taking. On a total taking, LESSEE's interest in the leasehold estate shall terminate. 2) Substantial Taking. If the taking is substantial under the definition appearing in Section A.3) hereof, LESSEE may, by notice to COUNTY given within thirty (30) days after LESSEE receives notice of intended taking, elect to treat the taking as a total taking. If LESSEE does not so notify COUNTY, the taking shall be deemed a partial taking. If LESSEE gives such notice and COUNTY gives LESSEE notice disputing LESSEE's contention within sixty (60) days following LESSEE's notice the taking shall be treated as a partial taking. Said COUNTY notice shall specify the basis for the determination that the taking is a partial taking. A substantial taking shall be treated as a total taking only if a) LESSEE delivers possession to COUNTY within ninety (90) days after determination that the taking was a substantial taking, and b) LESSEE is not in default under the lease and has complied with all lease provisions concerning apportionment of the award. If these conditions are not met, the taking shall be treated as a partial taking. E. Early Delivery of Possession: LESSEE may continue to occupy the Premises and improvements until the condemnor takes physical possession. However, at any time following notice of intended total taking, or within the time limit specified for delivering possession in the provision on substantial taking, LESSEE may elect to deliver possession of the Premises to COUNTY before the actual taking. The election shall be made by notice declaring the election. LESSEE's right to apportionment of or compensation from the award shall then accrue as of the date that LESSEE goes out of possession. 23 . 4 F. Apportionment, Distribution of Award for Total Taking: On a total taking, all sums, including damages and interest awarded for the fee, shall be promptly deposited with an escrow agent, acceptable to COUNTY and LESSEE, and shall be distributed and disbursed by it in the following order of priority: First: To discharge all real and personal property taxes and assessments constituting a lien on the Premises and improvements, less such pro rata share thereof allocable by State law to, the condemnor cancelable upon consummation of said taking; all such amounts so paid to be charged against and deducted from LESSEE's share of said award. i Second: To LESSEE, LESSEE'S Improvement Value. Third: The balance of the total award shall be paid to COUNTY. G. Partial Taking: Effect on Lease and Term: On a partial taking, this lease shall remain in full force and effect, covering the remaining property. H. Restoration of Improvements: Promptly after a partial taking, at LESSEE's i expense and in the manner specified in provisions of this lease relating to maintenance, repairs and alterations, LESSEE shall repair, alter, modify or reconstruct the improvements (hereafter referred to as "restoring") so as to make them reasonably suitable for LESSEE's continued occupancy for the uses and purposes for which the Premises are leased; provided that there are in LESSEE's determination sufficient funds from the award to cover such restoration; and provided further, that COUNTY determines, in its good faith business judgment, that such restoration should occur. If the reasonably estimated cost of the work represents more than thirty-five percent (35%) of the then fair market value of the leasehold improvements before the taking, LESSEE may, in the manner provided for a substantial taking, elect to treat the taking as substantial. If LESSEE does not repair, alter, modify or reconstruct as above (herein called "repair"), the cost of such repair shall be deducted from LESSEE's share of the award and paid to COUNTY. 24 I. Apportionment. Distribution of Award for Partial Taking: On a partial taking, all sums, including damages and interest, awarded for the fee title or the leasehold or both, shall be deposited promptly with an escrow agent, acceptable to COUNTY and LESSEE, and shall be distributed and disbursed in the following order of priority: First: To the cost of restoring the leasehold improvements. Second: To COUNTY a sum equal to the fair market value of the lands taken, valued as unimproved land, exclusive of improvements and unburdened by all leases and subleases, plus the resulting or consequential (severance) damages, if any, to the remaining part of the leased lands, considered as vacant, unencumbered and unleased lands. COUNTY may, at COUNTY's election, direct disbursement of this portion to any fee mortgagee under any note not executed by LESSEE. Third: To LESSEE any amount awarded for detriment to LESSEE'S business. Fourth: To COUNTY and to LESSEE their respective expenses or disbursements reasonably and necessarily paid or incurred for or in connection with the condemnation proceedings. Fifth: To COUNTY the balance thereof. 19. DEFAULT; REMEDIES: A. Lessee's Default: Each of the following events shall be a default by LESSEE and a breach of this lease: 1) Failure to Perform Lease Covenants: Abandonment or surrender of the Premises or of the leasehold estate, or failure or refusal to pay when due any installment of rent or any other sum required by this lease to be paid by LESSEE, or to perform as required or conditioned by any other covenant or condition of this lease, including, but not limited to, maintenance of the Premises and all improvements thereon. 25 4 Y 2) Attachment or Other Levy: The subjection of any right or interest of LESSEE herein to attachment, execution or other levy, or to seizure under legal process, if not released within thirty (30) days. 3) Appointment of Receiver: The appointment of a receiver to take possession of the Premises or improvements or of LESSEE's interest in the leasehold estate or of LESSEE's operations on the Premises for any reason, including, but not limited to, assignment for benefit of creditors or voluntary or involuntary bankruptcy proceedings, but not including receivership a) pursuant to administration of the estate of any deceased or incompetent LESSEE or of any deceased or incompetent individual member of any LESSEE, or b) instituted by COUNTY, the event of default being not the appointment of a receiver at COUNTY's instance, but the event justifying the receivership, if any. 4) Insolvency, Bankruptcy: An assignment by LESSEE for the benefit of creditors or the filing of a voluntary or involuntary petition by or against LESSEE under any law for the purpose of adjudicating LESSEE a bankrupt; or for extending time for payment, adjustment or satisfaction of LESSEE's liabilities; or for reorganization, dissolution or arrangement on account of or to prevent bankruptcy or insolvency; unless the assignment or proceedings, and all consequent orders, adjudications, custodies and supervision are dismissed, vacated, or otherwise permanently stayed or terminated within sixty (60) days after the assignment, filing or other initial event. B. Notice as Precondition to COUNTY's Remedies: As a precondition to pursuing any remedy for an alleged default by LESSEE, COUNTY shall, before pursuing any remedy, give written notice of default to LESSEE stating that the notice was for the purpose of notice under this provision. Each notice of default shall specify in detail the alleged event of default and the intended remedy. 26 C. Lessee's Right to Cure Defaults: If the alleged default is non-payment of rent, taxes or other sums to be paid by LESSEE as provided in Section 4 hereof on rent, or elsewhere in this lease directed to be paid as rent, LESSEE shall have fifteen (15) days after notice is given to cure the default. For the cure of any other default, LESSEE shall promptly and diligently after the notice commence curing the default and shall have thirty (30) days after notice is given, to complete the cure, plus any additional period that is reasonably required for the curing of the default. D. COUNTY's Right to Cure Lessee's Defaults: After expiration of the applicable time for curing a particular default, or before the expiration of that time in the event of emergency not involving the payment of rent, taxes or other sums under Sections 4 through 9 of this lease,COUNTY may, at COUNTY's election, but is not obligated to, make any payment required of LESSEE under this lease or perform or comply with any covenant or condition imposed on LESSEE under this lease, and the amount so paid, plus the reasonable cost of any such performance or compliance, plus interest on such sum at the rate of ten percent (10%) per year from the date of payment, performance or compliance (herein called "act"), shall be deemed to be additional rent payable by LESSEE with the next succeeding installment of rent. No such act shall constitute a waiver of default or of any remedy for default or render COUNTY liable for any loss or damage resulting from any such act. E. COUNTY's Remedies: If any default by LESSEE shall continue uncured following notice of default as required by this lease, for the period applicable to the default under the applicable provision of this lease, COUNTY has the following remedies in addition to all other rights and remedies provided by law or equity, to which COUNTY may resort cumulatively or in the alternative: 27 I 1. 1) Nonmonetary Remedies: a) Termination: COUNTY may, at COUNTY's election, terminate this lease by giving LESSEE notice of termination. No act by COUNTY other than giving notice to LESSEE shall terminate this Lease. On the giving of the notice, all LESSEE's rights in the Premises and in all improvements shall terminate. Promptly after notice of termination, LESSEE shall surrender and vacate the Premises and all improvements in broom-clean condition, and COUNTY may re-enter and take possession of the Premises and all remaining improvements and eject all parties in possession or eject some and not others or eject none. Termination under this section shall not relieve LESSEE from the payment of any sum then due to COUNTY or from any claim for damages previously accrued or then accruing against LESSEE. b) Re-entry Without Termination: COUNTY may, at COUNTY's election, re-enter the Premises and, without terminating this lease, at any time from time to time relet the Premises and improvements or any part or parts of them for the account and in the name of LESSEE or otherwise. COUNTY may, at COUNTY's election, eject all persons or eject some and not others or eject none. COUNTY shall apply all rents from reletting as in the provision on assignment of subrents. Any reletting may be for the remainder of the term or for a longer or shorter period. COUNTY may execute any leases made under this provision, either in COUNTY's name or in LESSEE's name, and shall be entitled to all rents from the use, operation or occupancy of the Premises or improvements or both. LESSEE shall nevertheless pay to COUNTY on the due dates specified in this lease the equivalent of all sums required of LESSEE under this lease, plus COUNTY's expenses, less the profit of any reletting or attornment. No act by or on behalf of 28 COUNTY under this provision shall constitute a termination of this lease unless COUNTY gives LESSEE notice of termination. After LESSEE's default and as long as COUNTY does not terminate LESSEE's right of possession of the leased lands, LESSEE may, with the written consent of COUNTY, sublet the leased lands or assign its interest in this lease; and it is expressly agreed by COUNTY that such written consent is not to be unreasonably withheld. c) Lessee's Personal Property: Subject to the rights of any lienhoiders, COUNTY may, at COUNTY's election, use LESSEE's personal property and trade fixtures or any of such property and fixtures without compensation and without liability for use or damage, or store them for the account and at the cost of LESSEE. The election of one remedy for any one item shall not foreclose an election of any other remedy for another item or for the same item at a later time. F. Assignment of Subrents: LESSEE assigns to COUNTY all subrents and other sums falling due from subtenants, licensees and concessionaires (herein called "subtenants") during any period in which COUNTY has the right under this lease, whether exercised or not, to re-enter the Premises for LESSEE's default, and LESSEE shall not have any right to such sums during that period. COUNTY may, at COUNTY's election, re-enter the Premises and improvements with or without process of law, without terminating this lease, and either or both collect these sums or bring action for the recovery of the sums directly from such obligors. COUNTY shall receive and collect all subrents and profits from reletting, applying them: first, to the payment of reasonable expenses (including attorneys' fees or brokers' commissions or both) paid or incurred by or on behalf of COUNTY in recovering possession, placing the Premises and improvements in good condition, and preparing or altering the Premises or improvements for reletting; second, to the reasonable expense of securing new lessees; third, to the 29 1 4 fulfillment of LESSEE's covenants to the end of the term; and fourth, to COUNTY's uses and purposes. LESSEE shall nevertheless pay to COUNTY on the due dates specified in this lease the equivalent of all sums required of LESSEE under this lease, plus COUNTY's expenses, less the profits of the sums assigned and actually collected under this provision. COUNTY may proceed to collect either the assigned sums or LESSEE's balances or both, or any installment or installments of them, either before or after expiration of the term, but the period of limitations shall not begin to run on LESSEE's payments until the due date of the final installment to which COUNTY is entitled nor shall it begin to run on the payments of the assigned sums until the due date of the final installment due from the respective obligors. G. Notice of COUNTY's Default; Lessee's Waiver: COUNTY shall not be considered to be in default under this lease unless 1) LESSEE has given notice specifying the default and 2) COUNTY has failed for thirty (30) days to cure the default, if it is curable in that time, or to institute and diligently pursue reasonable corrective or ameliorative acts for defaults not curable within that time. LESSEE waives the protections of Civil Code Sections 1932 and 1933. LESSEE may remedy such default or breach at COUNTY's expense and recover the same for COUNTY. H. Unavoidable Default or Delay: Any prevention, delay, nonperformance or stoppage due to any of the following causes shall excuse nonperformance for a period equal to any such prevention, delay, nonperformance or stoppage, except the obligations imposed by this lease for the payment of rent, taxes, insurance or obligations to pay money that are treated as rent. The causes referred to above are: strikes, lockouts, labor disputes, failure of power, irresistible superhuman cause, acts of public enemies of this state or of the United States, riots, insurrections, civil commotion, inability to obtain labor or materials or reasonable substitutes for either, governmental orders (except those reasonably foreseeable in 30 connection with the uses contemplated by this lease), casualties not contemplated by insurance provisions of this lease, or other causes beyond the reasonable control.of the party obligated to perform. I. Waiver Voluntary Acts: No waiver of any default shall constitute a waiver of any other breach or default, whether of the same or any other covenant or condition. No waiver, benefit, privilege or service voluntarily given or performed by either party shall give the other any contractual right by custom, estoppel or otherwise. The subsequent acceptance of rent pursuant to this lease shall not constitute a waiver of any preceding default by LESSEE other than default in the payment of the particular rental payment so accepted, regardless of COUNTY's knowledge of the preceding breach at the time of accepting the rent, nor shall acceptance of rent or any other payment after termination constitute a reinstatement, extension or renewal of the lease or revocation of any notice or other act by COUNTY. COUNTY's election to perform any obligation of LESSEE on LESSEE's failure or refusal to do so shall not constitute a waiver of any right or remedy for LESSEE's default, and LESSEE shall promptly reim- burse, defend, and indemnify COUNTY against all liability, loss, cost, and expense arising from it. 20. GENERAL CONDITIONS; MISCELLANEOUS PROVISIONS: A. Notice 1) Definition of Notice; Application of Provision: As used in this lease, notice includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver and appointment. No notice of election is required unless the provision giving the election expressly requires notice. 2) Writing: All notices must be in writing. 31 F 1 3) Deliverv: Notice is considered given either a) when delivered in person to the recipient named as below or b) on the date shown on the return receipt after deposit in the United States mail in a sealed envelope or container, either registered or certified mail, return receipt requested, postage and postal charges prepaid, addressed by name and address to the party or person intended as follows: Notice to COUNTY: Lease Manager Contra Costa County General Services Department 1220 Morello Avenue, Suite 100 Martinez, CA 94553-4711 And: Deputy Director - Redevelopment Contra Costa County Community Development Department 651 Pine Street, North Wing, 5th Floor Martinez, CA 94553 Notice to LESSEE: Pacheco Town Council, Inc. 45 Rutherford Lane Pacheco, CA 94553 Attn: Joyce Jones, President 4) Change of Recipient or Address: Either party may, by notice given at any time or from time to time, require subsequent notices to be given to another individual person, whether a party or an officer or representative, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. B. Performance of Lessee's Covenants by Others: LESSEE may, at LESSEE's election, delegate performance of any or all. covenants to any one or more subtenants, or subtenants of subtenants, and the performance so delegated shall be deemed LESSEE's performance. This provision shall not be consid- ered to permit or to broaden the right of assignment or subletting beyond the provisions of this lease relating to assignment and subletting. 32 s C. Condition of Property and Hazardous Materials: The premises are leased in an "as is" physical condition with no warranty, guarantee, representation or liability, express or implied, on the part of COUNTY as to the physical condition of the property, including, but not limited to the condition and/or possible uses of the land or any improvements thereon, the condition of the soil or the geology of the soil, the condition of the air, surface water or groundwater, the presence of known and unknown faults, the presence of any contaminants, hazardous substances, materials, or other kinds of contamination or pollutants, of any kind in the air, soil, groundwater or surface water, or the suitability of the Site for the construction and use of the improvements thereon. COUNTY has advised LESSEE that the Site is contaminated with certain subsurface petroleum product as identified in the report from Jensen - Van Lienden Associates, Inc. dated April 22, 1994 ("Disclosed Hazardous Substances"). As used herein, "Hazardous Substance" means any substance, material, or waste (including petroleum and petroleum products) which is or becomes designated, classified or regulated as being "toxic" or "hazardous" or a "pollutant," or which is or becomes similarly designated, classified or regulated, under any federal, state, or local law, regulation or ordinance. It shall be the sole responsibility of LESSEE, at its sole cost and expense, to investigate and determine the suitability of the soil, air, water, geologic, environmental and seismic conditions of the Site for the intended development contemplated herein, and to determine and comply with all building, planning and zoning regulations relative to the property and the uses to which it can be put. LESSEE relies solely on LESSEE's own judgement, experience and investigations as to the present and future condition of the property or its suitability for LESSEE's 33 a intended use. COUNTY assumes no responsibility for the conformance to codes or permit regulations of the city, county, or State in which the property is located. No Hazardous Substance shall be handled at any time upon the Premises. Should any discharge, leakage, spillage, emission or pollution of any type occur upon or from the Premises due to LESSEE's use and occupancy thereof, LESSEE, at its expense, shall be obligated to clean all the property affected thereby, whether owned or controlled by COUNTY or any third person, to the satisfaction of COUNTY (insofar as the property owned or controlled by COUNTY is concerned) and any governmental body having jurisdiction thereover. 1) Remediation: LESSEE will immediately undertake any and all testing, monitoring and/or remediation efforts recommended or required by the Contra Costa County Health Services Department or any other governmental agency with jurisdiction over the matter. LESSEE shall comply with all laws, regulations and ordinances governing or applicable to hazardous substances and the remediation or removal thereof. LESSEE shall complete all recommended or required remediation prior to the commencement of the construction of the project. 2) Indemnity: LESSEE shall indemnify, protect, defend, save and hold harmless COUNTY, its assigns or successors in interest, and their respective officials, officers, employees, agents, volunteers and contractors (hereinafter collectively referred to as "COUNTY") from and against any and all Indemnified Costs, as defined below, arising directly or indirectly or resulting from any Disclosed Hazardous Substance or undisclosed Hazardous Substance being present in, on or around any part of the Site, or any adjacent property, or in the soil, groundwater or soil vapor on or under the Site, or LESSEE's performance or failure to 34 perform any of the remediation work required by this Agreement or LESSEE's failure to comply with any other obligation contained in this Agreement; whether such Indemnified Costs are discovered before or after the execution of this Agreement, including, but not limited to: a. any claim for such Indemnified Costs asserted by any federal, state, or local governmental agency or by any person other than a governmental agency claiming to have been injured in any way as a result of exposure to any Disclosed Hazardous Substance or undisclosed Hazardous Substance; and b. any such Indemnified Cost which COUNTY reasonably believes at any time must be incurred to comply with any law,judgement, order, regulation or regulatory directive relating to Hazardous Substances, or which COUNTY reasonably believes at any time must be incurred to protect the public health or safety; and c. any such Indemnified Costs resulting from the activities of LESSEE or any other person in, on or around the Site. As used herein "Indemnified Costs" means all actual or threatened liabilities, claims, actions, causes of action, judgements, orders, damages (including foreseeable and unforeseeable consequential damages), costs, expenses, fines, penalties and losses (including sums paid in settlement of claims and all consultant, expert and legal fees and expenses of COUNTY's counsel) including those incurred in connection with any testing or other investigation of site conditions or any clean-up, remedial, removal or restoration work (whether of the subject Site or any other property), or any resulting damages, harm or injuries to the person or property of any third parties or to any natural resources, and also including any and all liability under the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA") 42 U.S.C. Section 9601 et seq., the Resource 35 Conservation and Recovery At ("RCRA") 42 U.S.C. Section 6901 et seq., and the California Hazardous Waste Control Law ("HWCL") Health and Safety Code Section 25100 et seq, or any successor legislation to the foregoing. The obligations contained in this Subsection 19 C shall be binding on the heirs, successors or assigns of the LESSEE. LESSEE's obligations to COUNTY shall survive the termination of this Agreement. D. Airport Land Use Commission: LESSEE acknowledges the following and agrees to prominently and permanently post within the Premises the following statement: "This site is beneath the traffic pattern for Buchanan Field Airport. Therefore, the site is and will be subject to frequent overflight by fixed wing and rotary wing aircraft, and related noise impacts." E. Entire Agreement: Except for the Informal Agreements referred to in Section 7, USE OF PREMISES, this lease contains the entire agreement between the parties. No promise, representation, warranty or covenant not included in this lease has been or is relied on by either party. Each party has relied on his own examination of.this lease, the counsel of his own advisors, and the warranties, representations and covenants in the lease itself. The failure or refusal of either party to inspect the Premises or improvements, to read the lease or other document, or to obtain legal or other advice relevant to this transaction constitutes a waiver of any objection, contention or claim that might have been based on such reading, inspection or advice. F. Severability: The invalidity or illegality of any provision shall not affect the remainder of the lease. 36 ! f ► + 1 + G. Successors: Subject to the provisions of this lease on assignment and subletting, each and all of the covenants and conditions of this lease shall be binding on and shall inure to the benefit of the heirs, successors, executors, administrators, assigns and personal representatives of the respective parties. H. Termination: LESSEE may terminate this Lease under the following conditions: 1. Hazardous materials are found on the site prior to completion of construction which are too costly for LESSEE to abate. 2. COUNTY does not contribute funds towards the cost of constructing the improvements as provided in the Lease Development Agreement between COUNTY and LESSEE dated March 26, 1996. If this Lease is terminated hereunder after LESSEE has commenced remediation or construction work, then it shall be the sole responsibility and obligation of LESSEE to take such actions as may be necessary to return the Premises to a level, graded and nuisance-free condition. 1. COUNTY Access: Notwithstanding anything in this agreement to the contrary, COUNTY may, but is not obligated to, enter the Premises at any time to undertake any and all testing, monitoring and/or Hazardous Substance remediation efforts recommended or required by the Contra Costa County Health Services Department or any other governmental agency with jurisdiction over the matter. COUNTY shall comply with all laws, regulations and ordinances governing or applicable to hazardous substances and the remediation or removal thereof. After any such remediation work, COUNTY shall return the Premises to its condition prior to the work. LESSEE agrees to reimburse COUNTY within 30 days of being requested to do so for the cost of said Hazardous Substance remediation. 37 t l 5 J. Lessee's Duty to Surrender: At the expiration or earlier termination of the term, LESSEE shall surrender to COUNTY the possession of the Premises. Surrender or removal of improvements, fixtures, trade fixtures and improvements shall be as directed in provisions of this lease on ownership of improvements at termination. K. Recordation: This lease shall not be recorded. COUNTY LESSEE COUNTY OF CONTRA COSTA, THE PACHECO TOWN COUNCIL, INC. a political subdivision of the State of California. BY By ' 4airr rdof Supervisors By ATTEST: PHIL BATCHELOR, CLERK OF THE BOARD OF SUPERVISORS, AND COUNTY ADMINISTRATOR 1, 01 By Dep ty Clerk RECOMMENDED FOR APPROVAL: By Deputy County Administrat BY De ut irector- development By Deputy Director f General Services By Lease Manager APPROVED AS TO FORM: VICTOR J. WESTMAN, County Counsel 71,1 / �Z� Y Z/ 38 Lot L) Cl-4 NQS Ali 00 0 -Ei sit% 4 N0 Cq ,8i 7 Qq t-i oma 00 Uo: $ a40 Ts gt byo V'A cr 'A Ai eo-" OSC-4 L;Ow 4116 ITT SnKRAV Town of Pacheco PARCEL 1 - Lease Site EXHIBIT B Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869," filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 1: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974 in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Boulevard) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7°56'54" west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 14°39'25", a distance of 163.72 feet; thence tangent to said curve, north 22°36'19" west 125.99 feet to the Point of Beginning; thence, from the Point of Beginning, north 22°36'19" west 382.62 feet; thence northwesterly along the arc of a tangent curve concave to the southwest, having a radius of 640.00 feet, through a central angle of 23°35'22", a distance of 263.50 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, non-tangent to said curve, south 28°44'04" east 205.75 feet; thence southeasterly along the arc of a tangent curve, concave to the southwest, having a radius of 485.97 feet, through a central angle of 20'14'32", a distance of 171.69 feet; thence, tangent to said curve, south 8°29'32" east 245.23 feet; thence, leaving said CCCFCWCD parcel, north 81'30'28" east 106.41 feet to the Point of Beginning. Containing an area of 28,498 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surve ors Act. Signature: Licensed Land Surveyor MF�M,��t� Contra Costa County Public Works Exp.f ',�16 Date: y v " Na 5999 t JH:jlg ���OFCJIUE g:\clerical\exhibits\pacheco1.ex 6/5/96 1 Town of Pacheco PARCEL 2 - License Site EXHIBIT B Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869" filed in Book E of Maps at page 95, Records of said County, described as follows: PARCEL 2: License Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974, in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Blvd) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7°56'54"west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 13°23'09", a distance of 149.52 feet to the Point of Beginning; thence from the Point of Beginning, continuing northerly along the arc of said curve, through a central angle of 1°16'16", a distance of 14.20 feet; thence tangent to said curve, north 22036'19" west 125.99 feet; thence, leaving said parallel line, south 81°30'28" west 106.41 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19,. 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, south 8°29'32" east 74.75 feet; thence south 81'30'28" west 3.00 feet; thence south 8029'32" east 61.25 feet; thence, leaving said CCCFCWCD parcel, north 81 030'28" east 143.44 feet to the Point of Beginning. Containing an area of 16,979 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: Licensed Land Surveyor Contra Costa County Public Works Date: Na 5999 P JH:jlg OFCAl1�� \ g:\clerical\ex\:pacheco2.ex 6/6/96 1 1 EXHIBIT C IMPROVEMENT SPECIFICATIONS Pacheco Community Center Outline Specifications, updated 5/15/96, consisting of 27 pages, on file with the Contra Costa County General Services Department, incorporated herein by this reference, subject to review comments and modifications as recommended by the Contra Costa County Architectural Division and the Contra Costa County Building Inspection Department. In addition to the above, the site shall be fully landscaped, including an automatic sprinkler system, windmill and fencing, in accordance with plans and specifications to be provided by LESSEE, and subject to review comments and modifications as recommended by the Contra Costa County Architectural Division and the Contra Costa County Building Inspection Department. EXHIBIT D PLANS Drawings titled "Pacheco Community Center, Pacheco, California", by Hollman Bologna & Associates, dated 3/22/96, consisting of sheets T1, T2, AO through A9, C1, C2, S1, S2, S3, SDI, SD2, SD3,Ml, M2, P1, P2, P3, P4,E1,E2,E3, and T24,which are on file with the Contra Costa County General Services Department, incorporated herein by this reference, subject to review comments and modifications as recommended by the Contra Costa County Architectural Division and the Contra Costa County Building Inspection Department. EXHIBIT "E" SERVICE PLAN - OPER.ATION SCHEDULE Special Conditions - Performance Standards 1. The LESSEE shall provide written monthly reports to Contra Costa County and the Pacheco Municipal Advisory Committee (P-MAC) which include a narrative regarding the activities of the previous month and a financial accounting. 2. On or before April 1st of each year, the LESSEE shall provide a proposed budget for operation and maintenance, and a list of proposed capital improvements for the upcoming fiscal year for the COUNTY to review and approve, and for P-MAC to review and comment. 3. To ensure that the facilities are available for use by all residents, the LESSEE shall submit, for review and comment of P-MAC and obtain the written approval of the County Director of General Services or his Designee, copies of. (a) the proposed application forms for individuals, groups or organizations desiring to rent the facilities; (b) fee schedule; and (c) rules governing use of the facilities. 4. The LESSEE shall operate and maintain the facilities in a manner consistent with recommended standards for public facilities. The LESSEE shall, at its own expense, arrange for garbage collection at the facility by an authorized disposal company. 5. Prior to changing the schedule or any other matters set forth in this Service Plan and, in particular, prior to imposing or increasing any charges or fees for use of the facilities, the LESSEE shall first submit each proposed change, charge or fee to the P- MAC for review and comment and obtain the written approval of the County Director of General Services or his Designee. 6. Revenues generated by the selling of food or other concessions will belong solely to the LESSEE, but must be utilized solely to meet expenses for operation and maintenance of the Community Center. The cost and revenues derived will be included in the monthly reports with all other financial transactions. 7. Repairs and alterations made to the facility will be done in priority order so as to reduce public liability and keep the facilities safe and operational. ' Y ':. Exhibit F Reearded at the request of: CONTRA COSTA COUNTY Reoua to: PUBLIC WORKS DEPARTMENT ENGINEERING SERVICES DIVISION RECORDS SECTION Area:PwJww Road:Pwcbeoo Boulevard Co.Road No:3951C Ptojed:DP 3003-94 Assaw r's No: 125-130-018 Space above for exclusive use of Recorder. DEFERRED IMPROVEMENT AGREEMENT (Project: DP 3003-94) PACHECO TOWN COUNCIL THESE SIGNATURES ATTEST TO THE PARTIES' AGREEMENT HERETO: CONTRA COSTA COUNTY OWNS : (See note be1,o,,-,1- 1. Michael Walford _ Public Works Director i -- — - Co osta Count (Pacheco Comm Center) RECO 0 APPROVAL: By: inee g Se ices Division FORM APPROVED: Victor Y. Westman, County Counsel (NOTE: this document is to be acknowledged with signatures as they appear on deed of title. If Owner is incorporated, signatures must conform with the designated representative groups pursuant to Cor- porations Code S313.) (see attached notary) I FARMS. Effective oa pthe County of Contra Costa,hereinafter referred to as"County"and Contra Costa County (Pacheco Community Center)hereinafter referrcd to as"Owner"mutually ag=and pro rnise as follows: 2. 81BPM Owner desires to develop the property he owns as described in Exhibit"A"attached hereto and wishes to defer construc- tion of permanent improvements,and County agrees to such deferment if Owner constructs improvements as herein promised. 3. AGREEMEN 'BIND1NQ ON SUCCESSORS IN INTEREST. This agreement.is an instrument affecting the title or possession of the real property described in Exhibit`A".All the terms,covenants and conditions herein imposed are for the benefit of County and the real in or nearest therein which constitutes the County road and highway system and shall be binding upon and inure to the benefit of the land described in Exhibit OAR and the successors in interest of Owner. Upon sale or division of the property described in Fxhibit"A",the terns of this agreement shall apply separately to each parcel,and the owner of each parcel shall succeed to the obligations imposed on Owner by this agreement Upon armecation to any city,Owner,or those who succeed him as owner of the properry described in Exhibit"A".shall fulfill all dee termer of this agrew=t upon demand by such city as though Owner had contact with such city originally. Any annodrig city shalt have all rights of a third party beneficiary. � 1 s+.ur.�a;aiwvoon..n t -,JUN-04-1996 09=24 F-KUri 4. SH=AM DRAINAGIE ZRAQYEhE TATS; A. The improvements set forth in this section may be deferred by Owner and shall be constructed when required in the manner set forth in this agreement. The deferred improvements required by County Department of Public Works are generally described on Exhibit B"attached hereto. Each of said improvements relate to the use,repair,maintenance or improvement of,or payment of taxes, special assessments or fives on,the property described in Exhibit"A". B. When the County Public Works Director determines that there is no further reason to defer construction of the iut#xays berme their construction is necessary for the public health,welfare and safety andfor is necessary to the orderly development Of the surrounding area,be shall notify Owner in writing to commence their installation and construction. The notice shall be mailed to the current owner or owners of the pope ty as shown on the latest adopted County assessment roll. The notice shall describe the work to be done by Owner,the time within which the work shall commence and the time within which the work shalt be completed. All or any portion of said improvements may be required at a specified time. Each Owner sbaU participate on a pro rata basis in the cost of the improvements to be installed If Owner is obligated to pay a pro rata share of a cost of a facility provided by others,the notice shall include the amount to be paid and the time what payments must be made. S. p�$FQ$�lCE OF THE WMK. Owner shall perform the work and make the payments required by County as set forth herein or as modified by the Board of Supervisors. Owner shall cause plans and specifications for the improvements to be prepared by competent persons legally qualified to do the work and to submit said improvement plans and specifications for approval prior to commencement of the work described in the notice and to pay County improvement plan review and inspection fee. The work shall be done in accordance with County standards in effect at the time improvement plans are submitted for approval. Owner agrees to commence and complete the work within the time specified in the notice given by the Director of Public Works and to notify the County at least 48 hours prior to start of work. In the event Owner or his sucoessor(s)in interest fails to construct any of the improvements required under this agreement,County may,at its option,do the work. A lien is hereby created on all property described in Exhibit"A"for the cost of such work. If County sues to compel performance of this agreanent,to recover the cost of completing the improvements or to enforce the aforerneutioned lien,Owner shaU pay all reasonable amoveys fees,costs of suit and all other expenses of litigation incurred by County in connection therewith,and said attorney's fees,costs and other expenses shall also become a lien on the property described in Exhibit"A". If the property described in Exhibit"A"is subdivided at the tiara said liens are imposed,the amount of said liens shall be divided proportionately among the various parcels. Permission to enter onto the property of Owner is granted to County or its contractor as may be necessary to construct the improvements covered by this agreement. 6. JOINT COOPEUTI VE PLAN. Upon notice by County,Owner agrees to cooperate with other property owners,the County,and other public agencies to provide the improvements set forth herein under a joint cooperative plan including the formation of a local improvement district,if this method is feasible to secure the installation and construction of the improvements. 7. $ VMW OF R JvJENT S. If Owner disagrees with the requirements set forth in any notice to commence installation of improverornts,he sball,within 30 days of the date the notice was mailed,request a review of the requirements by the Board of Supervisors of County. The decision of this Board shall be binding upon both County and Owner. S. ACCE�TANCEQF D&BOVEMENTS, County agrees to accept those improvements speciticd in Exhibit"B"which are constructed and completed in accordance with County standards and requirements and are installed within rights of way or easements dedicated and accepted by resolution of the Board of Supervisors. Owner agrees to provide any necessary temporary drainage facilities,access road or other required improvements,to assume responsibility for the proper functioning thereof,to submit plans to the appropriate County agency for review, if mquirt d,and to maintain said imrptovanents mrd facilities in a manner which will preclude any hazard to life or health or damage to adjoining propem. 9. BQM5, Prior to County approval of improvement plans,Owner may be required to execute and deliver to the County a faithful performance bond and a payment bond in an amount and form acceptable to County to be released by the Board of Supervisors in whole or in part upon completion of the work required and payment of all persons furnishing labor and materials in the performance of the work. 10. ,fit, . Owner shall maintain,or shall require any contractor engaged to perform the work to maintain,at all times during the performance of the work called for herein a separate policy of insurance in a form and amount acceptable to County. III. The Owner shall defend,indemnify and save barrnless the County,it's officers,agents and employees,from every expense,liability or payment by reason of injury(including death)to persons or damage to property suffered through any act or omission, including passive negligence or ad of negligence,or both,of Owner,his developer,contractors,subcontractors,employees,agents,or anyone directly or indirectly employed by any of there,or arising in any way from work called for by this agreement,on any part of the premises, including those matters arising out of the deferment of permanent drainage facilities or the adequacy,safety,use or non-use of temporary drainage faeili6es,or the performance or nonperformance of the work. This provision shall not be deemed to require the Owner to indmu* the County against the liability for damage arising from the sole negligence or willful misconduct of the County or its agents,servants,or independent comtractatrs who arc directly responsible to the County. ' 2 0 ' CALIFORNIA ALL-PURPOL ACKNOWLEDGMENT State of California County of Contra Costa On 4/2/96 before me, **oda Hoover, Notary** Date Name em The of CR iowr(e.g.,Jaw Doo,Notary POW1 personally appeared **James Keimedy** Nww($)of 6lprwdt) xg)personalty known to me—OR—❑proved to me on the basis of satisfactory evidence to be the person* whose name(s)-islwe subscribed to the within Instrument and acknowledged to me that heAr.t executed the same in hisllmrMtheWauthorized capacity(ise),and that by his/darftlaeir signatura�4on the instrument the person(s�, " LINDA SER or the entity upon behalf of which the person(sr-acted, COMM.0 9800.15 Notary Public—Cogiotn;a 1: executed the instrument. CONTRA COSTA COUNTY MycO11"' kV,-)14. )097 WITNESS hand and official seal. 60tat ry of Notary Pubic OPTIONAL Though die lnlormelon below is not required by low,It may prove valuable to persons relying on rhe document and could prevent fraudulent removal and reattachment o/this torn to another document. Description of Attached Document Title or Type of Document: Deferred Improvement Agreement — Pacheco Town Council Document Date: Number of Pages: Signor(s)Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name: James Kennedy Signer's Name: ❑ Individual ❑ Individual M Corporate Officer ❑ Corporate Officer Title(s): -3'Director — Piedevedcprea Title(s): ❑ Partner--❑ Umlted ❑General ❑ Partner—❑ Umited ❑General ❑ Attomey-in-Fact ❑ Attorney-In-Fact ❑ Trustee ❑ Trustee ❑ Guardian or Conservator ❑ Guardian or Conservator ❑ Other' Top of thumb here ❑ Other: Top of thumb Here Signer Is Representing: Signer Is Representing: Contra Costa County O ins Nwona;Notary Association•#AN Ramrm Ave.,P.O.Boa 7104•Canoga Pain,CA 0 13W7 t04 P/ad.W.BW Moomw Cal TolWrav 1-U"7&OV ! • 'rr. 1t EXHIBIT"A" ES-DP 3003-94 All that real property situated in the County of Contra Costa, State of California, described as follows: A Lease of Parcel I as shown on attached map and description and a Parking License on Parcel 2 as shown on attached map and description. �x:n� or+VE ' r 0 " � • �.a 3 �. ++gK xr+ t „ �n n� t�oRt itAtr= J • M t9�a5 » „ N n� � P •s r •,1 a . A.. a Town of Pacheco PARCEL 1 - Lease Site Real property in an unincorporated area of Contra Costa County, Califomia, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a_portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869,"filed in Book E of Maps at page 95, Records of said County, described as follows: P RA CEL 1: Lease Site Commencing at the northwest corner of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974 in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Boulevard) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7°56'54" west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having a radius of 640.00 feet, through a central angle of 14°39'25", a distance of 163.72 feet; thence tangent to said curve, north 22036'19" west 119.81 feet to the Point of Beginning; thence, from the Point of Beginning, north 22°36'19" west 388.80 feet; thence northwesterly along the are of a tangent curve concave to the southwest, having a radius of 640.00 feet, through a central angle of 23"35'22". a distance of 263.50 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary,non-tangent to said curve,south 28044'04"east 205.75 feet; thence southeasterly along the arc of a tangent curve, concave to the southwest, having a radius of 485.97 feet, through a central angle of 20°14'32",a distance of 171.69 feet; thence,tangent to said curve, south 8°2932"east 251.23 feet; thence, leaving said CCCFCWCD parcel, north 81030'28" east 107.92 feet to the Point of Beginning. Containing an area of 29,142 square feet of land, more or less. Bearings and distances used in the above description are based on the California Coordinate System Zone Ill (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: icense Land Surveyor q� Contra Costa County Public Works Date: 2—/3'�`3h »ta MO. at�P JH:ilg p;lclericahexhibWpachecol.ex �C�',4v" 1/18/96 1 Town of Pacheco PARCEL 2 - Lease Site Real property in an unincorporated area of Contra Costa County, California, being a portion of the Rancho Las Juntas, Rancho Monte Del Diablo and a portion of the tract of land shown on the map entitled "Map of Pacheco, Contra Costa County, California, 1869" filed in gook E of Maps at page 95, Records of said County, described as follows: PARCEL 2: Lease Site Commencing at the northwest comer of the parcel of land described in the deed to Contra Costa County recorded March 22, 1974, in Book 7183 of Official Records at page 197, Records of said County, said point being on a line parallel with and 60.00 feet westerly, measured at right angles, from the proposed centerline of Contra Costa Highway (now known as Pacheco Blvd) as said centerline is shown on the map entitled "A Precise Section of the Streets and Highways Plan, Contra Costa County, Contra Costa Highway" recorded August 15, 1962, in Book 4182 of Official Records at page 133, Records of said County; thence along said parallel line, north 7056'54"west 2.99 feet; thence northerly along the arc of a tangent curve, concave to the west, having aradius of 640.00 feet, through a central angle of 1323'09", a distance of 149.52 feet to the Point of Beginning; thence from the Point of Beginning, continuing northerly along the arc of said curve, through a central angle of 1"16'16", a distance of 14.20 feet; thence tangent to said curve, north 22036'19" west 119.81 feet; thence, leaving said parallel line, south 81 030'28" west 107.92 feet to a point on the easterly boundary of the parcel of land described in the deed to Contra Costa County Flood Control and Water Conservation District (CCCFCWCD), recorded January 19, 1971, in Book 6298 of Official Records at page 34, Records of said County; thence, along said easterly boundary, south 8°29'32" east 68.75 feet; thence south 81"30'28" west 3.00 feet; thence south 8°29'32" east 61.25 feet; thence, leaving said CCCFCWCD parcel, north 61 030'28"east 143.44 feet to the Point of Beginning. Containing an area of 16,337 square feet of land, more or less. , Bearings and distances used in the above description are based on the California Coordinate System Zone III (CCS27). To obtain ground distance, multiply distances used by 1.0000614. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. .__--- Signature: vu►o Licensed Land Surveyor Contra Costa County Public Works 4, Date: —/� E% J/- I.5999 OfCALI 19 9-%dericanex%:pacheco2.ex v�a�9s 1 dr EXHIBIT'B' ES-DP 3003-94 IMUMOVEMMS Improvements required by Contra.Costa County Planning Agency and the County Ordinance Code as a condition of approval for the above-referenced development are located along Pacheco Boulevard frontage for Parcel 125-130-018,as descnbod in Exhibit 'A': 1. Underground tbo existing overhead utility distnbution facilities along the Pacheco Boulevard frontage of this parcel. CONSTRUCTION Any necessary relocation of utility facilities&ball be the reaponaibility of the owner or his agent. The cownwtion of the above deferred improvements shall begin as outlined in Item 4B of the agroment or when either of the following occurs: 1. An underground district is formed requiriaig undergrounding of utilities along this section of Pacheco Boulevard. 2. This County Board of Supervisors deems that the utilities along this section of Pacbeco Boulevard need to be undergrounded. 4 rv�o�ooraa TOTAL P.010 i