HomeMy Public PortalAbout05) 7.D. Chamber Lease AgreementAGENDA
ITEM 7.D.
MANAGEMENT SERVICES DEPARTMENT
DATE: December 4, 2012
MEMORANDUM
TO: Honorable Mayor and City Council
FROM: Jose E. Pulido, City Manager
By: Brian Haworth, Assistant to City Manager
SUBJECT: TEMPLE CITY CHAMBER OF COMMERCE LEASE AGREEMENT
RECOMMENDATION:
It is recommended that the City Council:
a) Approve a three-year lease agreement between the City of Temple City and Temple
City Chamber of Commerce for the property at 9050 Las Tunas Drive; and
b) Authorize the City Manager to execute said agreement with the Temple City Chamber
of Commerce.
BACKGROUND:
On April 1, 2002, the Temple City Chamber of Commerce (Chamber) entered into a
lease agreement for use of the City -owned building at 9050 Las Tunas Dr. (i.e., the
2002 Lease). The agreement allowed the Chamber to use the property as its
headquarters for a term of three months (ending June 30, 2002), after which time
both parties could negotiate an extension or renewal (Attachment "A"). Terms
included monthly rent of $300, liability and damage insurance, and payment of taxes
and utility charges connected with use of the premises. Furthermore, the City (as
landlord) was not responsible for substantial building improvements, including
repairs to water, sewer, electrical, heating and air conditioning systems.
On May 22, 2002, as part of the annual budget process, the City Council (Council)
approved renewal of the Chamber lease agreement at $1 per month (according to
the official meeting minutes).
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December 4, 2012
Page 2
3. In September 2012, it was discovered there is no formal record of such an amended
or renewed lease agreement. The City Attorney's office was subsequently asked to
draft a new lease.
4. On November 13, 2012, the Chamber Board of Directors reviewed the attached draft
lease (Attachment "B") and agreed with the proposed terms.
ANALYSIS:
Over the past decade, it can be assumed that both parties have operated under a
month-to-month tenancy under terms of the 2002 Lease. It is in the City's best interest
to execute a new lease that clearly defines terms and responsibilities, and which is in
compliance with state and local requirements. Key provisions of the proposed lease are
as follows:
• A proposed term of three years with a two-year option. This arrangement provides
long-term stability and branding for Chamber operations, while allowing the City to
renegotiate terms (after the lease expires) to reflect changes in the law;
• An unchanged rent amount of $1 a month. This provision allows the Chamber to
focus its financial resources on business promotion and economic development,
rather than overhead costs. The Chamber would still pay all taxes and utility charges
associated with the building's use;
• Terms that hold the Chamber responsible for day-to-day maintenance but like most
commercial leases, require the City to take on substantial maintenance
responsibilities (e.g., the replacement of walls and windows, heating and air
conditioning system upgrades, etc.). This allows the City to monitor the property's
structural and systematic soundness, while requiring that all capital improvements to
the building (over $5,000) be identified and planned as part of the annual and mid-
term City Budget processes; and
• Public liability and property damage insurance policies (maintained by the
Chamber), naming the City as an additional insured, in form and in an amount of at
least $1 million per occurrence. This requirement ensures that all indemnities are up-
to-date pursuant to industry standard.
CONCLUSION:
Entering into a new lease with the Chamber benefits the City in a number of ways. First,
the City will ensure that the Chamber has appropriate insurance for the property, pays
the possessory interest tax (if any) on the property, and indemnifies the City for
City Council
December 4, 2012
Page 3
damages to the property arising from Chamber activities. Second, the City will retain the
responsibility but also the right to perform capital maintenance on the property, ensuring
the City has control over the long-term stability of the structure. Finally, the lease very
clearly spells out the rights and responsibilities between the City and Chamber so as to
avoid confusion and keep the parties' relationship a strong one.
FISCAL IMPACT:
There is no fiscal impact to the Fiscal Year (FY) 2012-13 City Budget as rent revenues
will remain unchanged. However, with the City now taking on responsibility of
substantial improvements to the building, needed repairs will be identified and planned
as part of the City's mid-term and annual budget processes.
ATTACHMENT:
A. 2002 Lease
B. Draft Lease
ATTACHMENT "B"
LEASE AGREEMENT
by and between
THE CITY OF TEMPLE CITY
TEMPLE CITY CHAMBER OF COMMERCE
Dated
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LEASE AGREEMENT
This LEASE AGREEMENT ("Lease"), dated as of , 2012, is entered
into by and between the CITY OF TEMPLE CITY, a charter law city and municipal
corporation (the "Landlord"), and the TEMPLE CITY CHAMBER OF COMMERCE, a
California 501(c)(6) nonprofit corporation (the "Tenant"), who agree as follows:
RECITALS
This Lease is made with reference to the following facts and circumstances, which
are a part of this Lease and are agreed to be correct:
A. Landlord is the owner of certain real property (the "Property") located in the
City of Temple City, County of Los Angeles, State of California commonly known as 9050
Las Tunas Drive. A legal description of the Property is set forth in attached Exhibit "A",
and depicted in the diagram attached as Exhibit "B".
B. The Property is improved with a one story building (the "Building") consisting
of approximately one thousand fifty-six (1,056) square feet of floor area.
C. Tenant wishes to Lease the Building (the "Premises") and Landlord is willing
to lease the Premises to Tenant, all subject to the terms and provisions of this Lease. The
parties acknowledge and agree that the Building is located adjacent to a public parking lot
owned by Landlord and occupying the Property, and that the parking lot does not
constitute any portion of the Premises leased by Tenant.
D. Tenant wishes to secure parking for its operations in the Building from
parking available in Landlord's parking lot located on and adjacent to the Property, and
Landlord is willing to dedicate a number of parking spaces to Tenant during Tenant's
normal business hours.
1. Demise.
(a) On and subject to the terms and provisions of this Lease, Landlord leases to
Tenant and Tenant leases from Landlord the Premises.
(b) In connection with Tenant's lease of the Premises, Landlord agrees to
reserve for Tenant's exclusive use, and post notices to that effect, four (4) parking spaces
in the public parking lot owned by Landlord and located on and adjacent to the Property.
During Tenant's normal business hours of 9:00 a.m. to 6:00 p.m., Monday through
Thursday, these four (4) parking spaces shall be reserved for the use of Tenant and
Tenant's guests, agents, employees, and invitees. Tenant agrees that Tenant has no
other right under this Lease to the public parking lot and that if Tenant desires to use
said parking lot for any purpose other than utilization of the four (4) parking spaces as
provided in this section, Tenant shall request a permit to use the parking lot and
Landlord shall review such request and may approve or deny such request in its sole
and absolute discretion.
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2. Term. The term of this Lease commences on the date hereof and continues
thereafter for a period of three (3) years and, unless earlier terminated, automatically
expires on , 2015, without the necessity of any notice or other action on
Landlord's part. Notwithstanding the foregoing, Tenant may at its sole discretion and
with sixty (60) days notice to Landlord, request and upon such request shall be granted
a two (2) year extension of the Term. Such extension shall be immediately effective but
the parties shall thereafter execute an amendment to this Lease memorializing such
extension. No further extension beyond the three (3) year base term and two (2) year
extension may be requested or granted under this Lease, and a new agreement
between the parties shall be required to effectuate any such further extension.
3. Use; Compliance with Laws.
(a) The Premises must be used by Tenant as a Chamber of Commerce
Building and Visitors' Center. This includes receiving visitors to the city of Temple City,
holding meetings related to the purposes for which Tenant is incorporated, serving as a
site for the dissemination of information about the City and its businesses, allowing
business owners and employees in Temple City to interact on the Premises, and
serving as an office for the planning and implementation of these and similar activities.
(b) Tenant and Landlord currently have a service agreement under which
Tenant performs services related to public information, business promotion and
assistance with City economic development projects. Should that service agreement be
terminated by either party, Landlord may, at its sole option and in the exercise of its sole
discretion, terminate this Lease prior to the end of the Term.
(c) Tenant agrees that the Premises and its use of the Premises will at all
times be in strict compliance with all applicable laws, rules and regulations of all
governmental authorities having jurisdiction, and Tenant, at its sole cost and expense,
agrees to comply with all such laws, rules and regulations, including, without limitation,
all laws, rules and regulations requiring the making of structural or extraordinary repairs
or replacements to the Premises.
4. Rent. As rent for the Premises, Tenant agrees to pay to Landlord the sum of
$1.00 per month. Rent is to be paid in advance by check or wire transfer. The first
installment of monthly rent is due on the date hereof and subsequent installments are
due and payable on the same day of each succeeding monthly during the term of this
Lease.
5. "AS -IS" Lease. Tenant acknowledges that it has inspected the Premises and
Tenant warrants and agrees that it is thoroughly familiar with the Premises and all
aspects thereof, including, without limitation, the physical condition of the Premises, the
zoning of the Premises and all other restrictions and limitations applicable to the
Premises (whether or not of public record). Tenant acknowledges and agrees that the
Premises are satisfactory to Tenant in all respects. Tenant agrees that neither
Landlord nor anyone acting on Landlord's behalf has made any representation or
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warranty of any kind or nature whatsoever respecting the condition of the
Premises, their suitability for Tenant's use, or any other matter relating to the
Premises (including, but not limited to, the environmental condition of the
Premises) or this Lease, and Tenant agrees that it is leasing the Premises in their
"AS -IS CONDITION AND WITH ALL FAULTS".
6. Maintenance.
(a) Tenant agrees that it will, at its sole cost and expense, maintain the
Premises and all portions thereof, in a good, clean and safe condition and state of
repair, including the making of all necessary repairs or replacements due to normal
wear and tear and use of external and internal portions of the Premises. The foregoing
includes, without limitation, Tenant's duty to provide for normal janitorial servicing of the
Premises. Landlord will not provide normal landscaping or gardening services on the
Property, as no portion of the Property that is landscaped is included in the leased
Premises. Tenant agrees that Tenant is solely responsible for the security, protection
and insuring of its equipment, materials and other property, and that of its employees,
servants and contractors, located on or about the Premises. Tenant agrees that
Landlord will have no liability of any kind or nature respecting any loss or theft of, or
damage to, any such equipment, materials or other property.
(b) Landlord agrees that it will, at its sole cost and expense, provide for
maintenance of a substantial nature required for the upkeep of all plumbing, heating, air
conditioning, ventilating, electrical and other facilities and utilities serving the Premises,
and the structure of all walls, floors, ceilings, roofs, windows, doors, driveways,
sidewalks, and parking lots on the Property and Property. For purposes of this
Subsection 6(b), "maintenance of a substantial nature" shall be defined as maintenance
estimated to cost more than $5,000. Tenant shall provide Landlord with notice of the
required maintenance and with no fewer than two (2) estimates showing costs
anticipated to exceed $5,000. Such notice shall be provided to Landlord prior to
Landlord's annual or mid -year budget approval so that the cost of the maintenance can
be included in the budget or budget revision. Should unanticipated emergency
maintenance of plumbing, heating, air conditioning, ventilating, electrical or other
facilities or utilities arise, Tenant may either perform the maintenance itself and seek
reimbursement from Landlord or may immediately request that Landlord undertake the
maintenance work to ensure continued habitability of the Premises.
7. Insurance. Tenant agrees to keep and maintain public liability and property
damage insurance respecting the Premises, naming Landlord as an additional insured,
in form and amounts (not less than $1,000,000 per occurrence) and with insurers
reasonably satisfactory to Landlord. Tenant also agrees to keep and maintain a policy
or policies of fire and extended coverage insurance, with vandalism and malicious
mischief endorsements, in the name of Landlord and with loss payable to Landlord, to
the extent of the full replacement cost of the improvements located on the Premises and
otherwise in form and with insurers reasonably satisfactory to Landlord. Tenant also
agrees to keep and maintain worker's compensation insurance coverages for its
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employees in the minimum amounts required by California law. All such insurance will
be primary and not contributing with any insurance which Landlord may maintain, and
the insurer providing such insurance must agree that such insurance will not be
changed or cancelled except upon at least thirty (30) days prior written notice to
Landlord. Tenant waives any and all rights of recovery against Landlord and its
officials, officers, agents and employees on account of loss or damage occasioned to
Tenant or its property or the property of others under its control, to the extent that such
loss or damage is insured against under the fire and extended coverage policy required
to be kept and maintained by Tenant under this Lease; and Tenant shall cause each
policy required to be kept and maintained by it under this Lease to provide that the
insurer waives all right of recovery by way of subrogation against Landlord in connection
with any damage covered by such policy. Tenant will provide Landlord with copies of
the policies of such insurance or certificates evidencing such insurance upon execution
of this Lease and from time to time thereafter as reasonably requested by Landlord.
8. Indemnification. In addition to, and without limiting, Tenant's other obligations of
indemnity under this Lease, Tenant agrees to indemnify, protect, defend (by counsel
reasonably satisfactory to Landlord) and hold Landlord and its officials, officers, agents
and employees, and each of them, harmless from and against all claims, losses,
liabilities, actions, judgments, costs and expenses (including reasonable attorneys' fees
and costs) which they, or any of them, may suffer or incur arising from or relating to (a)
Tenant's use of the Premises, (b) any negligence, act or omission of Tenant, its agents,
employees, contractors, guests or invitees in or about the Premises or (c) any default by
Tenant under this Lease.
9. Utilities. Tenant agrees to pay, as additional rent, before delinquency, for all
water, sewer, gas, heat, light, power, telephone service, refuse removal and all other
utilities or services of any kind supplied to the Premises. It is agreed that Landlord is
not liable for any failure or interruption of any utility or service, and the failure or
interruption of any utility or service will not entitle Tenant to terminate this Lease or stop
making any rental or other payments due under this Lease.
10. Taxes. Tenant shall pay, as additional rent, before delinquency all real property
taxes and assessments (both general and special) levied or assessed against the
Premises during the term of this Lease. Tenant shall promptly furnish Landlord with
satisfactory evidence that such taxes and assessments have been paid. If any such
taxes and assessments cover any period of time after the expiration of the term of this
Lease, Tenant's share of such taxes and assessments will be equitably prorated to
cover only the period of time within the tax fiscal year this Lease is in effect. Tenant
shall also pay before delinquency all taxes levied or assessed against Tenant's trade
fixtures, equipment and personal property located at the Premises or elsewhere. If
Tenant fails to pay any taxes or assessments required to be paid by it under this Lease,
Landlord, at its option, may pay the same and Tenant agrees to reimburse Landlord
therefore immediately upon demand. Tenant acknowledges that this Lease may create
a possessory interest subject to taxation and that Tenant may be subject to payment of
any and all taxes levied on that possessory interest.
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11. Alterations. Tenant agrees that it will not make any alterations or improvements
to the Building or Premises, or any portion of the Building or Premises, without
Landlord's prior written consent, which will not be unreasonably withheld; provided, that
if the alterations or additions would affect the structural portions of the Premises,
including, without limitation, the exterior or interior load-bearing walls, the foundation or
the roof of the Premises, Landlord shall be under no obligation to give its consent. If
Landlord consents to the making of any alterations or improvements, Tenant agrees
that such alterations or improvements will be made in strict compliance with all
applicable laws, rules and regulations of all governmental authorities having jurisdiction,
will be performed in a good and workmanlike manner, and will be made in compliance
with such other conditions, including, without limitation, the obtaining of performance
and completion bonds, as Landlord may require in connection with the granting of its
consent. Tenant agrees that it will pay, when due, all claims for labor or materials
furnished or alleged to have been furnished to or for Tenant at or for use on the
Premises, which claims are or may be secured by any mechanics' or materialmen's lien
against the Premises or any interest therein. All alterations and improvements made by
Tenant shall, at Landlord's option and at Tenant's sole cost and expense, be removed
from the Premises at the end of the term of this Lease and the Premises restored to
their condition prior to the making of such alterations or improvements.
12. Tenant's Property. All trade fixtures, equipment and personal property of Tenant
located at the Premises will remain the property of Tenant during the term of this Lease
and may be removed by Tenant at any time and shall be removed by Tenant prior to the
expiration or other termination of the term of this Lease. Tenant, at Tenant's cost and
expense, must promptly repair all damage to the Premises occasioned by the removal
of its trade fixtures, equipment and personal property.
13. Damaoe and Destruction. If the Premises or any portion thereof are damaged or
destroyed by any casualty (whether or not insured), and the cost of repairing or
restoring the Premises exceeds one month's rent or if the repairs and restorations
would require more than one month to complete once commenced, then either Landlord
or Tenant may cancel this Lease upon the giving of written notice to the other. Upon
any cancellation of this Lease pursuant to the provisions of this Section, all proceeds of
insurance shall be the sole property of Landlord, and Tenant shall have no right or
interest therein.
15. Sublease or Assignment. Tenant may not sublease or assign this Lease or
sublet or assign the rights to all or any part of the Premises nor permit the occupancy
thereof by any other person or entity without the express written consent of Landlord,
which consent may be withheld in Landlord's sole discretion.
16. Default. The occurrence of any one or more of the following shall constitute a
default by Tenant:
(a) Vacation or abandonment of the Premises by Tenant.
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(b) Default of the services agreement between Landlord and Tenant referenced
in section 3(b), when such default is not cured as required by that agreement.
(c) Failure by Tenant to make payment of rent or any other payments required
to be made by Tenant hereunder as and when due.
(d) Failure by Tenant to keep and maintain any of the insurance required to be
kept and maintained by Tenant under this Lease.
(e) Suspension of Tenant's active corporate status due to failure to file required
paperwork with the State of California or for any other reason, or loss of Tenant's tax
exempt status due to failure to file required paperwork with the State of California or United
States government or for any other reason.
(f) Failure by Tenant to observe or perform any of the covenants or provisions
of this Lease, other than as provided in subsections (b) and (c) above, when such failure
continues for a period of 30 days after written notice of such failure is given by Landlord to
Tenant; provided, that if the nature of Tenant's failure is such that more than 30 days are
reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant
commences such cure within said 30 day period and thereafter diligently prosecutes such
cure to completion.
17. Remedies. If Tenant is in default, then, in addition to all other rights and remedies
which Landlord may have at law or in equity, Landlord has the following rights and
remedies which are not exclusive but are cumulative:
(a) To the extent permitted by law, Landlord can, with or without terminating this
Lease, reenter the Premises and remove all property and persons therefrom, and any
such property may be removed and stored in a public warehouse or elsewhere at the cost
and for the account of Tenant. If Landlord elects to reenter or shall take possession of the
Premises pursuant to legal proceedings or pursuant to any notice provided by law, and if
Landlord has not elected to terminate this Lease, Landlord may either recover all rent as it
becomes due under this Lease or relet the Premises or any part or parts thereof for such
term or terms and upon such provisions as Landlord may deem advisable and will have
the right to make repairs to and alterations of the Premises. No reentry or taking
possession of the Premises by Landlord is to be construed as an election to terminate this
Lease unless a written notice of such intention is given to Tenant by Landlord.
Notwithstanding any reletting without termination by Landlord because of Tenant's default,
Landlord may at any time after such reletting elect to terminate this Lease because of such
default. If Landlord elects to relet the Premises without terminating this Lease, then rent
received by Landlord therefrom will be applied as follows:
(i) First, to any indebtedness from Tenant to Landlord other than rent
due from Tenant;
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(ii) Second, to all costs and expenses, including, without limitation, for
maintenance, repairs or alterations, incurred by Landlord in connection with reletting the
Premises; and
(iii) Third, to the payment of rent due and unpaid under this Lease and
the residue, if any, will be held by Landlord and applied in payment of future rent as the
same may become due and payable under this Lease and to any damages and other
amounts which Landlord is otherwise entitled to under this Lease. Should that portion of
such rent received from such reletting during any month, which is applied to the payment
of rent hereunder, be less than the rent payable hereunder during that month by Tenant,
then Tenant agrees to pay such deficiency to Landlord immediately upon demand. In no
event will Tenant be entitled to any excess rent received by Landlord from such reletting.
(b) Landlord can terminate Tenant's right to possession of the Premises at any
time. No act by Landlord other than giving written notice to Tenant will terminate this
Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver
on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute a
termination of Tenant's right to possession. On termination, Landlord has the right to
recover from Tenant:
(i) The worth, at the time of the award, of the unpaid rent that had been
earned at the time of termination of this Lease;
(ii) The worth, at the time of the award, of the amount by which the
unpaid rent that would have been earned after the date of termination of this Lease until
the time of award exceeds the amount of the loss of rent that Tenant proves could have
been reasonably avoided;
(iii) The worth, at the time of the award, of the amount by which the
unpaid rent for the balance of the term after the time of award exceeds the amount of the
loss of rent that Tenant proves could have been reasonably avoided; and
(iv) Any other amount, and court costs, necessary to compensate
Landlord for all detriment proximately caused by Tenant's default.
"The worth, at the time of the award," as used in (i) and (ii) of this
subsection (b), is to be computed by allowing interest at the maximum rate an individual is
permitted by law to charge. "The worth, at the time of the award," as referred to in (iii) of
this subsection (b), is to be computed by discounting the amount at the discount rate of the
Federal Reserve Bank of San Francisco at the time of the award, plus 1 %.
(c) Landlord can have a receiver appointed to collect rent and conduct Tenant's
business. Neither the filing of a petition for the appointment of a receiver nor the
appointment itself shall constitute an election by Landlord to terminate this Lease.
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(d) Without waiving the default, Landlord can, at its sole option, pay such sums
and/or take such actions as are necessary in Landlord's reasonable judgment in order to
cure the default, and all sums expended or incurred by Landlord in connection therewith,
together with interest thereon at the maximum rate permitted by law, shall be paid by
Tenant to Landlord immediately on demand.
18. Landlord Entrv. Landlord and its authorized representatives shall have the right
upon two (2) business days' written notice to Tenant to enter all portions of the Premises
for any of the following purposes: (a) to determine whether the Premises are in good
condition and whether Tenant is complying with its obligations under this Lease; (b) to
inspect the Premises; (c) in connection with Landlord's design and construction planning
respecting Landlord's future use of the Premises; and (d) to post notices of
non responsibility. Notwithstanding the foregoing to the contrary, Landlord and its
authorized representatives shall have the right to enter the Premises at any time, and
without notice to Tenant, where an emergency situation necessitates such entry. No
exercise by Landlord of its rights under this Section shall entitle Tenant to any damages for
any injury or inconvenience occasioned thereby or to any abatement of rent or other
amounts payable under this Lease.
19. Surrender of Premises. Upon the expiration or other termination of the term of
this Lease, Tenant agrees to surrender possession of the Premises, and every party
thereof, to Landlord in good order, condition and repair, ordinary wear and tear alone
excepted. "Ordinary wear and tear" does not include any damage or deterioration that
would have been prevented by good maintenance practice or by Tenant performing all
of its obligations under this Lease.
20. Notices. Except as otherwise provided, all notices required or permitted to be
given under this Lease must be in writing and addressed to the parties at their
respective notice addresses set forth below; provided, that notices to Tenant may also
be effectively given in writing and addressed to Tenant at the Premises address.
Notices must be given by personal delivery (including by commercial delivery service) or
by first-class mail, postage prepaid. Notices will be deemed effectively given, in the
case of personal delivery, upon receipt (or if receipt is refused, upon attempted
delivery), and in the case of mailing, three (3) days following deposit into the custody of
the United States Postal Service. The notice addresses of the parties are as follows:
If to Landlord: City of Temple City
9701 Las Tunas Drive
Temple City, California 91780
Attention: City Manager
With a copy to:
Eric S. Vail, Assistant City Attorney
Burke, Williams & Sorensen, LLP
2280 Market Street, Suite 300
Riverside, California 92501-2121
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If to Tenant: Temple City Chamber of Commerce
9050 Las Tunas Drive
Temple City, California 91780
21. Waiver and Release of Benefits. Lessee acknowledges that upon expiration of
the Term, including any extension thereof, or upon termination of any holdover tenancy
(collectively "Expiration of Tenancy"), Lessee might be or become eligible to receive
compensation, reimbursement, assistance, including, but not limited to, the fair market
value of real and personal property, loss of goodwill, loss of profits, actual and
reasonable expenses for moving a business, loss of tangible personal property as a
result of moving the business, expenses incurred in searching for a replacement site for
the business, expenses to reestablish the business at the new site, "in -lieu payments,"
and other such benefits (collectively "Benefits") under the California Relocation
Assistance Act (Government Code §7260, et seq.), Title 25 of the California Code of
Regulations, Article 1, § 19 of the California Constitution, the California Eminent Domain
Law (Code of Civil Procedure §1230.010, et seq.), or other similar local, state, or federal
statute, ordinance, regulation, rule, or decisional law (collectively "Compensatory
Laws"). Lessee further acknowledges that it has received full and fair compensation of
all Benefits Lessee is or might be or might become entitled to recover from the City of
Temple City as a result of, or in any way related to, Expiration of the Tenancy, City's
acquisition of the Premises, and City's occupancy and possession of the Premises.
Therefore, being fully informed of and understanding the acknowledgments made
herein and of Lessee's rights or potential rights to Benefits under the Compensatory
Laws, Lessee hereby expressly and unconditionally waives, and Releases the City
from, any and all rights of Lessee to claim, demand, sue for, or receive any Benefits
which Lessee is or might be or might become entitled to recover from the City as a
result of, or in any way related to, Expiration of the Tenancy, City's acquisition of the
Premises, and City's occupancy and possession of the Premises.
22. General.
(a) The acceptance by Landlord of any rental or other payments due hereunder
with knowledge of the breach of any of the terms, covenants or provisions of this Lease by
Tenant shall not be construed as a waiver of any such breach. The acceptance at any
time or times by Landlord of any sum less than that which is required to be paid by Tenant
shall, unless Landlord specifically agrees otherwise in writing, be deemed to have been
received only on account of the obligation for which it is paid, and shall not be deemed an
accord and satisfaction notwithstanding any provisions to the contrary written on any
check or contained in any writing transmitting the same.
(b) The titles to the sections of this Lease are for convenience of reference only
and are not a part of this Lease and shall have no effect upon the construction or
interpretation of any part of this Lease. Any exhibits attached to this Lease are, however,
a part of this Lease. This Lease shall be governed by and construed in accordance with
the laws of the State of California, without regard to any otherwise governing principles of
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conflicts of law. In construing this Lease, none of the parties to it shall have any term or
provision construed against it solely by reason of its having drafted the same.
(c) Any provision of this Lease that is invalid, illegal or unenforceable shall be
ineffective to the extent of such invalidity, illegality or unenforceability without invalidating,
diminishing or rendering unenforceable the rights and obligations of the parties under the
remaining provisions of this Lease.
(d) No term or provision of this Lease may be amended, altered, modified or
waived orally or by a course of conduct, but only by an instrument in writing signed by a
duly authorized officer or representative of the party against which enforcement of such
amendment, alteration, modification or waiver is sought. Any amendment, alteration,
modification or waiver shall be for such period and subject to such conditions as shall be
specified in the written instrument effecting the same. Any waiver shall be effective only in
the specific instance and for the specific purpose for which given.
(e) This Lease and all exhibits attached to it constitutes the entire agreement of
the parties with respect to the subject matter hereof and supersedes all prior or
contemporaneous agreements (whether written or oral) with respect to that subject matter.
(f) This Lease may be executed in several counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument.
(g) If either party hereto brings an action to enforce the terms hereof or declare
rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to
reasonable attorneys' fees to be paid by the losing party as fixed by the court.
The parties have caused this Lease to be duly executed by their respective duly
authorized officers or representatives as of the date first set forth above.
LA #4813-7924-4817 v1
TEMPLE CITY
CHAMBER OF COMMERCE
[Notary Acknowledgement Required] By:
President
TEMPLE CITY
CHAMBER OF COMMERCE
[Notary Acknowledgement Required] By:
Secretary
CITY OF TEMPLE CITY
0
Attest:
Peggy Kuo
City Clerk
Approved as to Form:
Eric S. Vail
City Attorney
LA 94813-7924-4817 v I
Jose Pulido
City Manager
EXHIBIT "A"
(Leoal Description of Premises)
That Building located on the Parcel consisting of a portion of Sunny View Tract Land
described in Parcel 3 of Document 919187,052901, portion of Lot 8.
See attached Map "Exhibit B" for further description of the Parcel.
LA #4813-7924-4817 v
EXHIBIT `B"
(Map Diagram)
PROVIDED ON THE NEXT PAGE
LA #4813-7924-4817 v I
a
PA
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I
ls'd Jy.•
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v
ATTACHMENT "A"
I - PARTIES
This lease, dated, for reference purposes only, April 1, 2002 is made by and between
City of Temple City (herein called "Landlord") and Temple City Chamber of Commerce
(herein called "Tenant").
II - PREMISES
Landlord hereby leases to Tenant and Tenant leases from Landlord for the term, at the
rental, and upon all of the conditions set forth herein, that certain real property situated
in the County of Los Angeles, State of California commonly known as 9050 Las Tunas
Drive, a 1200 square foot building including available parking spaces. See Exhibit A
attached. Said real property including the land and all improvements therein, is herein
called "The Premises".
III - TERM
The term of this lease shall be for a period of 3 consecutive months, beginning on April
1, 2002 and ending on June 30, 2002. Notwithstanding said commencement date, if for
any reason Landlord cannot deliver possession of the Premises to Tenant on said
date, Landlord shall not be subject to any liability therefor, nor shall such failure affect
the validity of this Lease or the obligations of Tenant hereunder or extend the term
hereof, but in such case, Tenant shall not -be obligated to pay rent until possession of
the Premises is tendered to Tenant; provided, however, that if Landlord shall not have
delivered possession of the Premises within sixty (60) days from said commencement
date, Tenant may, at Tenant's option, by notice in writing to Landlord within ten (10)
days thereafter, cancel this Lease, in which event the parties shall be discharged from
all obligations hereunder; provided further, however, that if such written notice of
Tenant is not received by Landlord within said ten (10) day period, Tenant's right to
cancel this Lease hereunder shall terminate and be of no further force or effect.
If Tenant occupies the Premises prior to said commencement date, such occupancy
shall be subject to all provisions hereof, such occupancy shall not advance the
termination date. However, Tenant shall not pay rent for such period.
IV -RENTAL
Tenant shall pay to Lessor as rent for the Premises, monthly payments of $300 , in
advance, on the 1 st day of each month of the term hereof, subject to any adjustment
hereinafter in the lease provided. Rent shall be payable in lawful money of the United
States to Landlord at the office of the Landlord, or at such other place as Landlord may,
designate in writing. Landlord reserves the right, at the option of the Landlord, to add a
service charge in an amount not to exceed five percent (5%) of the amount due on all
payments which are not paid on or before ten days after the due date. The service
charge shall be considered as rent due for the month when rent was due but not paid.
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 2 of 6
V - SECURITY DEPOSIT
Tenant shall deposit with Landlord upon execution hereof $0 as security deposit.
VI - RENTAL ADJUSTMENTS
It is understood that the monthly rental set forth herein is a rental amount for the term of
this agreement which will expire on June 30, 2002. Thereafter, the parties may
renegotiate a extension, renewal or new rental agreement.
VII - USE OF THE PREMISES
The premises shall be used by the Tenant as an office for the Chamber of Commerce
and for no other purpose without written consent of the Landlord.
VIII : OCCUPANCY AFTER EXPIRATION OF THIS AGREEMENT
If Tenant, with Landlord's consent, remains in possession of the premises or any part
thereof after the expiration of the term hereof, such occupancy shall be a tenancy from
month to month upon all provisions of this Lease pertaining to the obligations of
Tenant, but all options and rights of first refusal, if any, granted under the terms of this
Lease shall be deemed terminated and be of no further effect during said month to
month tenancy. '
IX- HOLD HARMLESS; LIABILITY INSURANCE
Tenant agrees that the tenant will indemnify and hold Landlord free and harmless from
all claims for damage to person or property by reason of their negligence or their acts,
the tenant's employees or agents, or those claiming under them in connection with the
tenant's use and occupancy of the premises. Tenant further agrees to carry, maintain
and have in full force and effect through the term of this lease, public liability and
property damage insurance with an insurance company authorized to transact business
in the State of California, naming Landlord as additional insured and for the protection
of all persons who may suffer injuries while in, or about the premises, the parking area
or the ways and means adjacent to the premises.
Tenant shall provide Landlord with said policy or a copy thereof. The minimum liability
on said policy shall be as follows:
1. Combined Single Limit $1 ono.noo
2. Bodily Injury & Property Damage Per Occurrence $1.0()0-000
3. Bodily Injury & Property Damage Aggregate $2,00() noo
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 3 of 6
4. Medical Expense Per Person $10,000.
5. Fire Liability $1.00,000
Tenant also agrees to hold Landlord free and harmless from all claims for damage to
the tenant's personal property caused from fire or water. Any protection against loss or
damage to the tenant's personal property shall be in the form of insurance purchased
by Tenant at Tenant's expense. Insurance is subject to approval by Landlord and shall
be issued by a company admitted in the State of California and have an A ??? best
rating of _ or better.
X - DESTRUCTION OF PREMISES
If during the term of this lease, the premises shall be destroyed by fire, the elements, or
any other cause, so that the premises cannot be rebuilt within 120 days, then this lease,
at the option of either party, shall become null and void as of the date of destruction,
and the Tenant shall immediately surrender the premises to the Landlord.
* XI - TAXES AND UTILITY CHARGES
The Tenant shall pay when due, during the terms of this lease, all charges for
electricity, gas, water, power, and other public utilities used by Tenant in connection
with the use of the premises, together with all taxes and assessments on all personal
property and trade fixtures owned by the Tenant in or upon the demised premises.
The Landlord shall pay all street assessments, and bonds which have been, or may
hereafter be levied or assessed against the premises.
XII -ALTERATIONS
Tenant agrees not to make any alterations or additions upon the demised premises
without the written consent of the Landlord. Any such alterations are to be at the sole
cost and expense of the Tenant and shall be and remain as part of the premises.
XIII - REPAIRS AND HOUSEKEEPING
Landlord shall deliver the premises in an "as -is" condition. The Landlord shall have no
responsibility for any improvements to the structure, including heating and air
conditioning equipment, electrical service, water service, or any other utilities. Tenant
shall maintain ail equipment servicing the building, including having said equipment
serviced and the air conditioning/heating filters changed not less than four times each
year. If Tenant fails to do so, Landlord may provide such service and bill Tenant
therefore.
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 4 of 8
The Landlord shall have no responsibility to make building improvements to the exterior
walls, roof, windows, doors, etc. Tenant shall at the Tenant's sole cost and expense,
maintain and keep in good order and condition the parking area and interior of said
building, including the replacement of broken glass, (whether exterior, interior, or both)
and the maintenance of the plumbing fixtures and any leakage or stoppage thereof.
Tenant further agrees to keep a clean shop and to keep the premises clean and neat
and free from accumulations of rubbish and trash constituting a fire hazard or an
unsightly condition.
It is agreed that because of the fire hazard caused by trash accumulations, Landlord
may remove trash which the Tenant has allowed to accumulate and the cost of such
removal shall constitute additional rent for the month of removal.
There shall be no outside storage without written permission from Landlord except
rubbish containers. There shall be no parking in driveways, parking only (being
permitted) in such parking stalls as are assigned. Vehicles shall not be backed into
parking stalls (head -in only).
It is also agreed that upon the termination of this Lease, or any extension thereof, or
sooner termination thereof, Tenant shall leave the interior of the building and the yard
area and planting area in a clean and neat condition, including the removal of all
grease, paint or other foreign materials from the floor, the removal of all nails, board,
brackets, etc., from the walls and ceilings, all trash removed from the premises swept
clean. If the Tenant shall fail or neglect to clean said premises as hereinbefore
provided, Landlord may have said building and yard area cleaned and Tenant shall pay
the reasonable cost thereof upon the completion thereof and the bill being presented.
XIV - FIXTURES
All fixtures and other property installed in the premises by the Tenant, shall become
and remain the property of the Landlord.
XV - COMPLIANCE WITH LAW
In the conduct of Tenant's business the Tenant shall comply with the requirements of all
municipal, state and federal authorities appertaining to the business conducted upon
the demised premises, and Tenant shall not permit the demised premises to be used
for any unlawful purpose, and shall conduct said business so that the same shall not
be, or become a nuisance.
XVI - DEFAULT AND BREACH
In the event of any breach of this Lease by the Tenant, then the Landlord, in addition to
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 5 of 8
other rights or remedies he may have, shall have the rights set forth in this section,
including the right to re-enter and may remove all persons and property from the
premises; such property may be removed and stored in a public warehouse or
elsewhere at the cost of, and for the account of the Tenant, or the Landlord may give
such property, as the irrevocably appointed agent for such purposes, to any non-profit
organization such as Goodwill Industries of Southern California.
A) If the Lease or any renewal or extension thereof, is terminated because of a
breach by the Tenant, the Landlord shall be entitled to recover from the Tenant
all lawful amounts which the presently existing laws of the State of California
provide that a Landlord may recover from a Tenant, including amounts provided
by Section 1951.2 of the Civil Code which, in summary, provides that the
Landlord can have judgment for delinquent rent and for a sum representing rent
for the balance of the term less such rent as the Landlord could be expected to
get from renting the premises to others. The exact terms of said Section 1951.2
shall apply rather than the brief summary given just above.
B) If the Landlord at first does not elect to terminate and the breach continues, he
may at any time thereafter elect to terminate this Lease.
C) Any and all entries for the sole purpose of preserving the property shall not be
construed and election by the Landlord to terminate this Lease unless a written
notice of such intention be given or unless the termination be by court decree.
D) No right of re-entry, or of taking possessions shall be exercised unless notice is
first given as provided in the section of this Lease captioned "NOTICES."
Excepted from this provision is entry for such acts of preservation as cannot
reasonably await the giving of written notice.
XVII -ATTORNEY'S FEES
In the event the Tenant shall default in the performance of any of the conditions of this
Lease and any action shall be filed to enforce such conditions, or any other action is
filed, the successful party shall be entitled to receive from the unsuccessful party all
costs of such action together with reasonable attorney fees incurred by the successful
party in connection with such litigation, whether such action progress to judgment or
not.
XVIII - NOTICES
If the Tenant fails to pay rent when due or fails to pay any other sum or sums which
may become due and payable under the terms of this Lease, the Landlord shall give
not less than three (3) days notice of such default.
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 6 of 8
Unless a different period is elsewhere provided in this Lease, the Landlord shall give
not less than ten (10) days notice of any claimed breach of the within Lease so that the
Tenant shall have that period in which to cure the default if the default is susceptible of
remedy. Non-payment of rent, if remedied within the three (3) days notice period, shall
always be considered as a default susceptible of remedy.
In any notice given by the Landlord, the Landlord may elect, by so stating in the notice,
that if the notice be not complied with the Tenant's right to possessions shall be
terminated and/or that the Tenant's right under the Lease shall be forfeited. Any
declaration by the Landlord shall not relieve the Tenant of any obligation for rental or
other payment due nor for any damages which may have been suffered by the Landlord
by reason of the breach.
Any notice required to be given or which may be given to the Landlord either personally
or by United States mail; if by mail the envelope containing such notice shall be either
registered or certified and addressed to the address at which rental is to be paid
hereunder or at such other place as the Landlord may from time to time designate by
notice in writing. Any notice required to be given or which may be given to the Tenant
may be given either personally or by United States mail; if by mail the envelope
containing such notice shall be either registered or certified and addressed to the street
address of the premises or to such other place as the Tenant may from time to time
designate by notice in writing.
Any notice given by mail shall conclusively be deemed to have been given and received
at 5:00 p.m. on the regular post office business day following deposit in an originating
post office located in the State of California.
XIX - ASSIGNMENT OR SUBLET
Tenant agrees not to assign, sell hypothecate, encumber this Lease or sublet the
premises.
* XX - SIGNS
It is understood and agreed that Tenant may install reasonable advertising signs about
the building provided said sign shall be so attached as to not damage said building.
Tenant shall upon the termination or expiration hereof remove said signs and return the
building in the condition in which received, including the repainting of any walls to
remove signs painted thereon.
Installation of any exterior signage shall comply with all applicable zoning restrictions
and shall require prior written approval of the Landlord. The Tenant shall be
responsible for paying all applicable sign permit fees and any other costs associated
with such signage.
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 7 of 8
XXI - CONSTRUCTION
The term "Landlord" shall include the singular if necessary. The term "Lease" or the
phrase "the term hereof," shall include any renewal or renewals thereof where permitted
by the context hereof. All terms used in the singular or in the masculine gender shall
apply to the plural or to the feminine or neuter gender as the context hereof requires.
The paragraph headings shall not be deemed to contain the subject matter of the para-
graph nor be considered in the construction thereof, it being understood that said
paragraph headings are used only for the purpose of convenience and not for the
purpose of construction. Each and all of the provisions of this Lease shall be binding
upon, and endure to the benefit of the heirs, executors, administrators and assigns of
the Tenant. In the event of any controversy, the laws of the State of California in which
the parties do business, applicable to'such controversy, shall prevail.
XXII - WAIVER
The waiver by either party of any of the covenants herein provided shall not be deemed
a waiver of such party's rights to enforce the same or any other covenant herein. The
rights and remedies given to the parties hereunder shall be in addition to, and not in lieu
of, any right or remedy provided by law.
XXIII -ACCEPTANCE
Tenant acknowledges, by reentry hereunder, that the Tenant has examined the
premises and that they are in a sanitary and safe conditions. Tenant further
acknowledges that neither Landlord nor Landlord's agent has made any representation
or warranty as to the present or future suitability of the premises for the conduct of
Tenant's business.
XXIV - LANDLORD'S ENTRY
Tenant agrees that Landlord or Landlord's agents may enter the premises at any
reasonable time, during normal business hours, for the purpose of inspecting the same.
IN WITNESS WHEREOF, the parties hereto have executed this Lease on the date
specified below their respective signatures.
LANDLORD: 7 TENANT:
IR � &W t c
City Manager Kmberofm /rce1`1_c�
Lease Agreement between City of Temple City
and Temple City Chamber of Commerce
Page 8 of 8
Dated: / l a ✓�
ATTEST BY:
IN A. A a/
City Clerk U
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Dated: �!�zj 32W3
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