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HomeMy WebLinkAboutOrdinance 2162 N.C.S. 10/06/2003I 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 ~~13 ~~~~ Y'J n~~q/~yHn.~~Ilt1 ~li ~il~!]~~~ N0V ®6 ~~~' Introduced by: Vice Mayor O'Brien ORDINANCE 21.62 N.C.S. Seconded by: Council Member Canevaro AN ORDINANCE OF THE COUNCIL OF THE CITY OF PETALUMA AUTHORIZING A LEASE OF REAL PROPERTY LOCATED AT 900 HOPPER STREET, PETALUMA, CA BE IT ORDAINED BY THE COUNCIL OF THE CITY OF PETALUMA AS FOLLOWS: SECTION 1. Certain real property located in the City of Petaluma, County of Sonoma, 22 State of California is hereby authorized to be leased under the terms and conditions set forth in 23 the Lease Agreement by and between tl~e City of Petaluma and the Committee On the Shelterless 24 (COTS); which Lease Agreement is attached hereto as Exhibit A and incorporated herein by 25 reference. The City Manager is hereby authorized to sign a Lease Agreement substantially the 26 same as Exhibit A for the purpose of construction and operation of the Mary Isaak Center, a 27 facility for the provision of services for homeless adults. 28 29 30 SECTION 2. If any section, sentence, clause or phrase or word of this ordinance is for 31 any reason held to be unconstitutional, unlawful, or otherwise invalid by a court of competent 32 jurisdiction, such decision shall not affect the validity of the remaining portions of t11is 33 ordi ance. The City Council of the City of Petaluma hereby declares that it would have passed 34 and adopted this ordinance and each. and all provisions thereof irrespective of the fact that any 35 one or more of said provisions be declared unconstitutional, unlawful, or otherwise invalid. 36 Ordinance 2162 N.C.S. Page 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 SECTION 3. The City Clerk is hereby directed to post this ordinance for the period and in the manner required by the City Charter. INTRODUCED and ordered posted/"' this 15`h day of September 2003. ADOPTED this 6`~' day of October 2003 by the following vote: AYES: Canevaro, Mayor Glass, Harris, Moynihan, Vice Mayor O'Brien, Torliatt NOES: None ABSENT: Healy avid Glass, Mayor - -- ATTEST: ayle P ersen, City Clerk Ordinance 2162 N.C.S. Page 2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO Gity Clerk City of Petalumd, California 1 l English Street ' Petaluma, CA 94952 Order No. EXI~IBI'T A OFFICIAL RECORDS OF ~ ' SONOMA COUNTY GENERAL PUBLIC EEVE T. LEWIS 12/08%2003,08:45 LSE ~3~ RECORDING FEE: 82.00 ,e ey M_G J SPACE ABOVE THIS LINE FOR RECORDER'S USE GROUND LEASE between City of Petaluma, a Municipal corporation as "Landlord" and Committee on the'Shelterless a California nonprof"if public benefit:corporation as "Tenant" V 6-] Ordinance 2162 N.C.S. ~ Page 3 ~' b ego bye,-r 6, ~o a 3 THIS GROUND LEASE ("Lease") is entered into as of the Lease Date by and between the City of Petaluma ("Landlord") and the Committee on the Shelterless ("Tenant"). The Lease concerns real property located in the City of Petaluma, County of Sonoma and is more fully described herein in the attached Exhibit A ("Land"). THIS LEASE IS ENTERED into on the basis ofthe following facts, intentions and understandings of the parties: A. After commencement of this Lease, Tenant plaps to construct certain. improvements on the Land. B. Landlord desires to state the terms of the lease of'the Land to Tenant, and Tenant desires to state the- terms of the lease of :the Land from Landlord and to provide for construction of the Improvements, in accordance with the terms of this Lease.. NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties, the parties hereto agree as follows: ARTICLE I For purposes of°this Lease, the following defined terms shall have the meanings set forth in this Article I. L 1 Annrwed Plans. "Approved Plans" shall mean the plans and specifications for the Improvements to be prepared by Tenant and approved by Landlord-pursuant to Article V. L2 Race Rent. "Base Rent" shall mean the annual Base Rent as provided in Article lu. L3 l~ .farilt. "Default° shall.mean any failure or refusal of Tenant to perform or observe anycoYenant, condition or requirement of this Lease as set forth in Article XIII. I:4 . Entity. "Entity" shall mean. any person; corporation, partnership (general or limited), joint- venture, association, joint stock .company, trust or other business entity or organization. I:5 Tm rnvements. "'Improvements" shall mean any and all improvements erected, constructed or situated upon the Land or any part thereof during the .continuance of the Term. V 6-1 Ordinance 2162 N.C.S. Page 4 L6 Land. "Land" shall mean the real property owned'byLandlord and described in Fxhihit A; together with any and all rights-of--way and use,. servitudes, licenses; easements, entitlements and appurtenances- now or hereafter applying or appertaining to such real property. L7 T ,easeh~ld M~rtga~e.. "Leasehold Mortgage" ~ shall mean -any Mortgage at any time given by Tenant and remaining uncancelled on the Official Records, encumbering all or any portion of Tenant's right, title and estate in the Premises or in this Lease. L$ T.eaGehcld Mnrkga~P .. "Leasehold-Mortgagee" shall mean the Mortgagee from time to time of a Leasehold Mortgage: . L9 T -egad Requirements. "Legal Requirements" shall mean all statutes, codes; laws, acts; ordinances,, orders; judgments; decrees; injunctions, rules; regulations, permits, licenses, authorizations; directions and requirements of all federal,, state, county, municipal and other governments, departments,. commissions; boards, courts; authorities, officials and officers; which now or at any time hereafter are: applicable to and enforceable against the Premises or any part thereof, or any use, manner of use or condition of the Premises or any part thereof: L 10 Lien. "Lien" shall .mean any lien, encumbrance or charge on, or pledge of, the right, title and estate of Tenant in this Lease and in the Premises, or anypart thereof. I.11 Mn a ". "Mortgage'.' shall mean any mortgage, deed of trust, or other instrument in the nature thereof at any :time and from time to time constituting a lien; security, title or encumbrance in and upon any interest or estate of Tenant in.the Premises, or any part thereof, or in this Lease. L 12 Mc "Mortgagee" hall rriean the record holder (as reflected in the Official Records) from time to time of; or ,the record beneficiary (as reflected in the Official Records) from time to time under, a Mortgage. I.13 Nn i . ". "Notice" shall mean a written advice, request, demand or notification required or permitted bythis Lease„ as more particularly provided in Section XV.3. L14 .official Rerc,rds. "Official Records" shall mean the: official records of Sonoma County. I.15 Premises. "Premises" shall mean, collectively, the Land and the Improvements. I:16 P~,~a eernent_ "Project Agreement" shall mean 'the agreement entered into between .Landlord and Tenant regarding the permitted. uses of the~Premi es. L 17 Wit.. "Rent"-shall mean, collectively, Base Rent or the Occupancy Rent. L 18 R~,n»rP~i PP,,,its. !'Required Permits" shall mean each and every liuilding and development permit including, without limitation, demolitionpermits, site permits and addenda thereto (including, wifhout_limitatiori,_foundationpermits and structural permits); temporary and V 6-1 Ordinance 2162 N.C.S. Page 5 final: occupancy permits and any other governmental or quasi-governmental approvals which musf be issued by any governmental authority; department, commission,. board, official or officer as a condition precedent to construction and occupancy of the Improvements. L 19 [Reserved] L20 Tam.. "Taking" shall mean a taking of or damage to all.. or part of the Premises, or any interest .therein or right. accruing thereto, as the resulf of or inaieu of condemnation or eminent domain; a taking shall be deemed to have occurred on the date title vests in the taking authority or the date the damage occurs. L21 TTnavc,idahle T)elas. "Unavoidable Delays" shall mean delays due to strikes, lockouts or other labor troubles,. acts of God, unusually severe weather, rule, order or regulation of any governmental agency or any department or subdivision thereof, other governmental restrictions, litigation directed against Landlord, Tenant or Premises, or other obstacles in approving the plans for the plans by the city, county or other .governmental agency. ARTICLE II II.1 C".~mmencement: anel F.xniratinn ~f T .rm. This lease is effective as of June 30, 2003 (."Lease Date") and,. if not sooner terminated (or extended) as provided in this Lease, shall. terminate tliirry (30) years thereafter ("Expiration Date"). ARTICLE III IIL 1 B~.nt. Rent-shall commence on the first (1st) day subsequent to the Lease Date. Rent during the term shall be $ L00 per-year ("Rent") payable in advance as full rental for Tenant's use and occupancy of the Land. ARTICLE IV (''(~NT)TTT(~NS 1V.1 Tnsn~ ect;nn. Prior to the Lease Date of the Lease,: Tenant and its agents shall have the right and the opportunity to inspect any part of the Properly for purposes including, but not limited to, soils; geological, archeological, engineering, topographical. surveys, .and borings or tests for such purposes as evaluating condition of soil and collecting data for the environmental impact review: Tenant shall be responsible for all costs of these inspections, surveys and tests. V 6-1 Ordinance 2162 N.C.S. Page 6 ARTICLE V V:1 Tmnr~vements. Tenant shall design and manage the Improvements development and shall provide a draft Plan to the Petaluma Planning Department. Tenant shall work with architects, engineers, other partners, and the Petaluma Planning Department to develop the Premises. V.2 Title t~ and Nature of Tmnrnv .m .n s Turin the Tease Term: Until expiration of the term (including any extension thereof) or sooner termination of this Lease, any and all Improvements of whatever nature at any time constructed, placed or maintained upon any part of the Land .shall be and remain the property of Tenant during the lease term and, to the extent permitted by this Lease, Teriant'.s sublessees, assignees, licensees and concessionaires, as their interests may appear. Tenant ;shall not, however, remove .any improvements from the Premises nor waste, destroy, or modify any improvements on the Premises except as permitted by this Lease. The severance of fee°title to the Land and Improvements shall not change the character of the Improvements as real property. V.3 Title tc and• Nan~re.~f Tmnrwements nnnn F.xni'ratien of the T e ~ , T rm. All. improvements on the Premises at the expiration of the term {including any extension thereof) or sooner termination of this Lease.shall, without compensation to Tenant, then become Lessor's property free and clear of all claims to or against them by Tenant or any third person,. and Tenant shall defend. and indemnify Lessor against all liability and loss arising from such claims or from Lessor's exercise of the rights conferred by this paragraph. ARTICLE VI VL 1 Princ' at}h T Tse. Tenant intends to use the Premises to provide various services to the homeless including but°not limited to emergency shelter,. transitional housing, food and education as well as conduct various administrative functions in support of these activities. The Tenant. will operate the Premises in a manner consistent with the requirements of'the various governmental funding sources for the construction of the Premises.. The uses-are .outlined in the Conditional Use Permit CUP02005 -approved on September 4, 2002, and attached to this lease as Exhibit B. Nothing intrinsic to these uses~shall cause the lease to be violated. VL2 Teclarati~n ~f Restrict`ivP (1'nvenants. The Lessee agrees to certain restrictive covenants outlined in Exhibit C regarding continuing operation of the premises as "supportive housing" in return for a grant by United States Department of Housing and Urban Development to the Lessee to be used to finance a portion of the project. VL3 ~~~i'_~T~ _ _ :nt and RPamnahl . A .r. ss. Landlord covenants that as of the Lease Date and upon. Tenant's- performance of the covenants and agreements in this Lease; Tenant shall peacefully and quietly have, hold and enjoy the Premises during the Term. The Landlord V 6-1 Ordinance 2162 N.C.S. Page 7 .acknowledges that bhe wastewater treatment facility and street sweeper waste transfer.site located adjacent;to the Land must be relocated, as the Tenant will be housing and feeding it's clients on the Premises. Therefore the Landlord commits to make a good faith effort to move the street sweeper waste transfer site and to relocate the. waste water treatment facilities as ..quickly as it reasonably can. Furthermore, the Premises are bounded by streets to the west and to the. south, which are currently hared with various adjacent City and County-operations. These streets are owned by and under the control. of the Landlord and, as such,, the Landlord covenants that for the full duration of this Lease; the Tenant will enjoy reasonable and unimpeded access at all. times to the Premises from these streets. In the event that the:Landlard should transfer ownership and/or control of the streets to another entity, the Landlord covenants thatthe transfer will include a provision to provide reasonable and unimpeded access at all times to the Premises :from these streets: VL4 C~ Hance with T.aw~; Nni~ance. Tenant shall, at its sole expense and at all. times, be responsible, for compliance with all federal .(including, but not limited to, the American Disabilities Act), state and local laws. Tenant shall not occupy; suffer or permit the Premises or any part thereof to be ,used for any illegal purpose, or in any otherway contrary to the law orthe rules or regulations of anypubhc au"thority. Tenant shall not commit, or suffer to be committed any public or private nuisance. ARTICLE VII :ASSIGNMENT AND SUBLETTING RY TENANT ANT) T,F.A~RHnT.T)1V1nRTC'TACTF.F.R VII.1 T.anrll~r~l'~ r'nnserit. Except as provided herein, Tenant shall not voluntarily, involuntarily or by operation of law assign, sublet, or mortgage; (collectively, "Transfer") all or any part of Tenant's interest in this`Lease or the Improvements, without first obtaining Landlord's express written. consent. Landlord will not unreasonably withhold. its consent, except that as to any mortgage, any such consent' shall be within Landlord's ole :discretion. Tenant may sublease space on the ,first and second floors of the new building to .clients without Landlord's consent. Tenant may sublease the third floor of the new building with Landlord's consent, which shall not be unreasonably withheld. Tenant may also transfer any part of its interest in the Lease without Landlord's consent to another non-,profit or governmental. organization if required to do so under the terms of any agreement related to the financing of the improvements and the diligent operation o£the facility. (a) Any attempted unpermitted or purported Transfer shall be void and of no force or effect, and shall .not confer any estate or benefit on anyone. (b) The. Landlord consents to subleases by Tenant, to third parties who wish to use any portion of the premises for special events which are consistent with the purposes of this Lease. for a term not to exceed seventy-two (72) hours, provided that such third parties are qualified to occupy and use the Premises consistent with licensing regulations which apply to Tenant. V 6-1 Ordinance 2162. N.C.S. Page 8 (c) All sub lessees must provide indemnification agreements' and insurance naming the Landlord a5 an additional insured prior to occupancy. Indemnification and insurance requirements shall be the- same as those outlined in Article XI'and Article XII, or as otherwise approved by the Landlord. V 6-i (d) Any sublease agreements that Tenant enters:into with third parties shall restrain any° ub lessee from further subletting.: or assgring~the sub lessees' interests in the Premises or its Improvements without the prior written consent of the Landlord, which consent shall not be unreasonably withheld. Ordinance 2162 N.C.S. Page 9 ARTICLE VIII VIIL 1 F.ncnmhrance- Nothing in this Lease shall .restrict Tenant from encumbering, and Tenant shall have the right to' encumber its interest. in (i) the Improvements and any furnishings, furniture, equipment, fixtures and personal property thereon. and {ii) this Lease, by one or more Mortgages for the express. purpose~of.providing security for loans extended by the State of California to finance the Improvements. The Tenant's ability to encumber shall be limited to those terms and conditions required by the State to secure its loans. fihe Leasehold Mortgage may provide that any proceeds from fire or extended coverage insurance or other insurance against casualty on the Land and anylmprovernents thereon maybe used to repay all'or part of the outstanding encumbrance at he Leasehold Mortgagee's discretion. As to any such Leasehold Mortgage, Landlord consents to provisions therein: (a) .For an assignment of the proceeds from any award or other compensation resulting from a total or partial taking or condemnation; (b) For the entry of any Leasehold Mortgagee'upon the Land to inspect the same; (c) That a defaultby`Tenant under this Lease shall constitute a default under any such Mortgage; (d) For an assignment of Tenant's right, if-.any, to terminate, cancel, modify, change, supplement, alter or amend this Lease; and (e) Effective: upon any default under any such Mortgage (i) for the foreclosure of the Mortgage pursuant to a power of sale,. by judicial ,proceedings or other .lawful means and the subsequent- sale of the leasehold estate and fee interest in the Improvements located on the Land to the'purchaser.at`the foreclosure sale and a sale by such purchaser.and/or a sale, by any subsequent purchaser; (ii) for the appointment of a receiver of Tenant's estate,. irrespective of whether the lien holder accelerates the maturity of-the indebtedness secured by the Mortgage; (iii) for the rights of the Leasehold Mortgagee or'the receiver to enter and take possession of the Land and to manage and. operate'the same to collect the rents, issues and profits there from and to cure any default by Tenant under this Lease; and (iv) for an assigninent,of Tenant's right, title, and interest in and: to the premiums for any insurance .required by the terms of this Lease, as well as in all refunds or rebates of taxes or assessments upon. or charges against the Premises, whether p,ad~ or to be paid. VIIL2 Termination cr Mcdificaticn. This'Lease rnaynot be terminated or surrendered by Landlord or Tenant without"the prior written consent of theLeasehold Mortgagee; and no amendment, waiver or deferral ofthe terms of this Lease shall be valid or binding without such .Leasehold Mortgagee'~first giving its written consent thereto. V 6-1 Ordinance 2162 N.C.S. Page 10 VIII.3 I~atic~. Promptly after the execution and recordation. of any such Mortgage;. the Leas. ehold Mortgagee therein shall notify Landlord in writing that such Mortgage has been given and executed by'Tenant and shall at the same tune furnish, Landlord with the address to which such Leasehold Mortgagee desires copies of notices to be mailed. Landlord hereby agrees to mail to such Leasehold Mortgagee at the address so given, duplicate copies of any and all written notices which.Landlord mayfrom time to time give or serve upon Tenant under and pursuant to the terms and. provisions of,ths Lease. No notice from Landlord to Tenant shall be effective unless and until a copy thereof has been actually received by such Leasehold Mortgagee. All notices and copies of notices, required to be sent or delivered, pursuant hereto shall be sent certified or registered mail return receipt ;requested; and. such 'address maybe changed by written notice: VIIL4 ~l~re. The performance of the terms and conditions of this. Lease by any lien holder shall be binding upon Landlord. Any lien holder shall:have the right to cure'any default under this Lease; and Landlord shall accept such performance by or at the instance of any Leasehold Mortgagee as if the same had been made by Tenant. VIILS Default. Notwithstanding anything to the contrary in this Lease, Landlord may terminate this Lease. because of Tenant's default hereunder only after Landlord has sent to each Leasehold Mortgagee a written notice specifying such default and: (a) If such default is a failurebyTenant to pay rent to Landlord and a Mortgagee'does not cure such default within sixty (60) days after receipt of written notice of such default; or (b) In the .event of any other default.hereunder susceptible of being cured by a Mortgagee, a 1Vlortgagee does not commence`wthin sixty (6D) days after receipt by the Mortgagee of written notice of such default the work of curing such default. If such default cannot reasonably be cured without obtaining possession of the Land or Improvements or title to Tenant's leasehold estate,;any Mortgagee may commence and thereafter pursue to completion proceedings to obtain possession and/or to foreclose the lien held by such Mortgagee or diligently proceed to obtain title to Tenant's leasehold estate by deed in lieu,. of foreclosure and such action shall be deemed to satisfythe above requirement` that such Mortgagee commence and carry to completion the curing of such default, provided that such Mortgagee cures to completion-as;soon as reasoriablypossible such default after receiving written notice of such. default'by commencing foreclosure or otherwise; or (c) In the event of Tenant's default which is not susceptible of being cured by a Mortgagee, such default shall be deemed to be cured if within sixty (60) days after receiving written notice from Landlord setting forth the nature of uch default a MorEgagee shall have commenced foreclosure or other appropriate proceedings and shall thereafter diligently prosecute such proceedings to completion .and complete such proceedings as soon as reasonablypossible after receiving written notice of the default. Nothing herein contained shall be deemed to require any Mortgagee to continue with such V 6-1 Ordinance 2162 N.C.S. Page 11 foreclosure or anyother proceedings or with efforts to obtain a deed in lieu of foreclosure or once having obtained possession of the Land to continue in possession thereof. VIIL6 New T,ea~e. (a) If -this Lease shall terminate prior to the expiration of the Term for any reason, including, without limitation, operation of law, Landlord shall enter into a new lease in recordable form' with the Mortgagee within sixty (60) days after the termination of this Lease, provided Mortgagee executes and delivers such new lease for the remainder of the term of this Lease with'the same~covenants, .conditions and agreements (except for any requirements which have been satisfied by Tenant prior to termination). as are contained herein; and 1Vlortgagee shall take any Improvements "as is" in their then current condition. Upon execution.and delivery of such new lease, Mortgagee,. at its sole cost and expense, shall be responsible for taking such action as shall be necessary to cancel and discharge this Lease and to :remove Tenant named herein from the Premises. Landlord's obligation to enter into such niw lease of the Premises with the Mortgagee shall be conditioned as follows: (i) Mortgagee has remedied and cured all monetary defaults hereunder and-has remedied and cured or has commenced and is diligently completing the cure of all nonmonetary defaults of Tenant susceptible to cure by any party other than by the original Tenant, (ii) that if more than. one holder of a Leasehold Mortgage requests: such new lease Landlord shall have:no duty or obligation whatsoever to determine the relative priority of such LeaseholdMortgages, and in the event of any dispute between or among the: holders thereof, Landlord shall have no obligation to enter into any such new lease-fsuch dispute is not resolved to the sole satisfaction of Landlord within ninety (,9D) days after~the date of termination: of this Lease, and (iii) that Mortgagee pays all costs and expenses of Landlord, including without. limitation, reasonable attorneys' fees, real property transfer taxes and any escrow .fees and recording charges, incurred in connection with the preparation and execution `of such new lease and any conveyances related thereto. (b) Notwithstanding anything to the. contrary in such new lease, the party executing such new lease as the Tenant thereof shall have the. right to Transfer such new lease to anyperson or entity with.Landlord's consent which shall not be unreasonably withheld; and. after any such.initial Transfer any provisions in the new lease restricting the Tenant's right to Transfer the new lease shall appl-y. The liability under such new lease of the party executing such new lease as the Tenant thereof shall. cease upon the assignment of the new lease: Such new .lease shall be effective as of the date of termination of this Lease and shall be effective. for the remainder of the Term of this Lease and at the Rent and upon all of the agreements, terms, covenants and' conditions hereof. (c) In the event that a Mortgagee's nominee or designee .shall be the Tenant under such.. new lease, such Mortgagee shall, at its election, have the right to continue its Mortgage against such new .lease and the Improvements, as well as all fixtures 'and personal property located thereon to secure payment of any outstanding indebtedness to such Mortgagee. V 6-1 Ordinance 2162 N.C.S. Page 12 VIII.7 Assignment. This Lease maybe assigned or transferred. to anyparty with Landlord's consent as a: result of foreclosure or a result of a deed in lieu of foreclosure. Additionally, any party who acquires title to this Lease at foreclosure or by deed in lieu of foreclosure or as a.'nominee or designee ofany-former Mortgagee or who is a former Mortgagee and receives title from.its nominee or designee shall be able to assign this Lease to any party with Landlord's consent, which shall.not"be unreasonably withheld. ARTICLE IX IX.1 Fste~ nel Rtaternent TJn~n~Rea~iiest ~f Fither Party. Within ten (10) days after request therefore by either party; the non-requesting party shall deliver, in recordable form, a certificate to any proposed: mortgagee; purchaser, sub lessee or assignee and to the requesting party, certifying (if such be the case) that this Lease is in full .force and. effect, the date of Tenant's most recent payment of Rent, there are no defaults of either party hereto, that the non-requesting party has no defenses or offsets outstanding, or, stating those claimed; and any other information reasonably requested. Failure to deliver said statement in time shall be conclusive upon the non- requesting party that: (a) this Lease is in full force and effect, without modification except. as may be represented by the requestingparty; (b) there are. no uncured defaults in the requesting party's performance. and the non-requesting party has no right of offset, counterclaim or deduction against Rent hereunder; .and (c) no more than one (,1) period's Base Rent has been paid in advance. ARTICLE X X.1 T.ease as ~ecurity_fnr T,~an_ The California Department of Housing and Community Development ("The`Department") has agreed to loan up to $1,000;000 (one million dollars) to the Tenant for the purpose of financing the project. Landlord. and Tenant.have agreed to assign the Lease, along with other collateral, to the Department as security for the loan during the term of the- loan. The terms and conditions of this assignment are set forth in Exhibit D. V 6-1 Ordinance 2162 N.C.S. Page 13 ARTICLE XI XL1 Workers' (~'~mnen~ati~n and Riiilders' Rck Tncuranre. Tenant shall'malntain or cause to be maintained the following insurance coverages,. at Tenant's sole cost and expense,. prior to commencement of ariywork'in~eonnection with the construcfion, alteration, repair or replacement of any Improvements, and.until completion of the work: (a) Workers' C'.mm~ensati~n Tnsnrance. Workers' Compensation Insurance covering all persons employed by Tenant or by Tenant's Contractors in connection with the work and with respect to whom death or injury claims could be asserted against Landlord, Tenant or the Premises. at statutory limits. Tenant shall also maintain waivers of subrogation for Workers' Compensation Insurance. (b) (^:~ntract~r and ~ ~h :mantra .tor Tnsnranng. A'policy or policies of Contractor and. Subcontractor's Liability Insurance in an arriount no less than $1 million dollars ($1,000,000). for each occurrence, $1 million dollars ($1,000,000) for each person injured,, $1 mill"ion {$1,000,000) for auto liability and statutory .limits for workers' compensation insurance. (c) Ruili3er's Ri:Gk Tnsirrance. A policy or policies of builder's risk. insurance in an amount, equal to the value upon completion of the Improvements which are the subject of the work (exclusive of land), .:insuring. against ;all insurable risks including fire; vandalism, malicious mischief,. lightning, windstorm, water and other perils customarily covered by builder's risk insurance. XL2 Public T.iahilty Tnsnrance. At all times during the Term Tenant shall. obtain, or caused to be obtained, at no.eost and expense to Landlord, a policy or policies of comprehensive general .liability insurance on ;an, occurrence'basis against claims for personal injury liability, Oincluding, without limitation, bodily injury, death or property damage liability with a limit of not less than One Million Dollars($1,000,000.00) for- each single occurrence with a $3 Million Dollar ($3,000,000)aggregate, .and $1 Million Dollar ($`1,000,000) for each person injured. XL3 Tnsnrance P~lic:ies. All insurance policies effecting any insu"ranee required to be obtained by or on behalf of Tenant under this :Lease shall (a) be issued by insurers qualified to do business in the State.of California; (b) other than policies for worker's compensation, reflect as either named or additional insureds; Landlord, Tenant, any Mortgagees; the officers. of'the City of Petaluma, its officials, employees, volunteers.; and any other Entities designated by Landlord and having an insurable interest; and (c) shall constitute primary coverage as to any accident or occurrence without regard to any other insurance ofLandlord and (e) insurance'polcies required by this Article shall be issued by insurers with an AAA+ rating. XL4 Nnfice ~f C'.ancellati~n, Each of the insurance policies: required to be obtained and maintained "under this Article XI (other than policies for worker's compensation) shall provide V 6-1 Ordinance 2162 N.C.S. Page 14 that the insurer may not cancel or refuse to renew the policy'without giving Landlord .and any Mortgagees thirty (30) days' prior written notice. XL5 Addifiiinal Policies. Either Landlord or Tenant may obtain and maintain policies of insurance other than those required to be obtained and maintained by Tenant hereunder; provided, however, that any policy shall comply with'the provisions applicable to insurance policies obtained and;maintained under this Article XI. XL6 Pr~~f ~f Policies. ,Tenant shall furnish proof of all insurance`policies obtained and maintained under this Article to Landlord on Landlord's required forms. Proof of insurance by Tenant shall beprovided to Landlord upon execution of Lease and copies of all renewals of insurance policies shall be sent automatically to the City Clerk 'or the Risk Manager, as directed by the Landlord. ARTICLE XII XIL1 Matters Tndemnifiec3 Against, The Tenant agrees to defend, with counsel acceptable to Landlord, indemnify and Bold harmless, to the full extent permitted by law, the Landlord, its officers, employees, and agents, from and against any claims, damages, losses, liabilities, judgments, costs, or expenses (collectively "claims") occurring on the Premises, or arising ffom the Tenant's use of the Premises"(whether occurring on or abouf the Premises), except those claims. arising from the established sole negligence or willful misconduct of the Landlord. ARTICLE XIII XIII.1 Rvents ofT~efanlf: Each term, covenant, and; provision..of this.Lease is and shall be construed to be a condition to the. continuance of Tenant's rghfs hereunder, and unless otherwise provided to the contrary elsewhere in this Lease, upon breach. of any condition,: the Landlord.may declare this: Lease in default and 'give written:notice to the. Tenant and its Leasehold Mortgagee to cure such default within sixty (60) days. Tenant shall then be obligated to cure such default, and if the default is of'a nature not reasonably curable within sixty (60) days; then to proceed with due diligence to cure the default and to diligently prosecute and effect such cure,. which shall be completed no later than one hundred eighty (180) days. from the written notice to cure. Upon failure. to cure •within such allotted time; Landlord maytermnate Tenant's right hereunder and at its option may extend his rights ao a new lessee. In any event, as to a default requiring more than sixty (60) days to cure, the grace period for cure shall be at .least sixty .(60) days from the date of notice to cure. XIII:2 nnti~ns -AuailahTe to T;andl~rd i1n~n TP.flanf'S T)efanlt, hl the event Tenant should default and this Lease should be terminated or, in the event this. Lease should otherwise be terminated other than by proceedings in eminent domain, and the Premises have. not been. taken V 6-1 - Ordinance 2162 N.C.S. Page 15 or~damaged, and if the Premises is subject to deed of trust to a Leasehold Mortgagee to cover financing initiated by Tenant, then the Landlord shall enter into a new lease with the Mortgagee if the Mortgagee exercises its right to do so as specified in Section VIIL6. If the Mortgagee does not exercise its right to demand a new lease; the Landlord shall-have the following options in the order .listed: (a) In the event Tenant is no longer in tenancy, then Landlord shall have the option of assuming the duties and responsibilities of Tenant including the right to receive all Rents together with the: obligation to pay the financing. according to its terms. (b) In the event no one assumes the duties and. responsibilities. ofTenant to pay the Rent and of managing the Land subject to this Lease then, in such event, the Land shall revert to the Landlord and.-the Landlord shall have~the right to declare this Lease void and of no further force or effect and to take any necessary action, to preserve and project its interest in the.real property and to continue, if possible, the various- uses and Subtenants instituted by Tenant. XIII.3 T.andlc,rd'G T)efa,~lt.. Landlord shall in no .event be charged with default in the performance of any of its obligations .hereunder unless and unti~l.Landlord shall have failed to perform such obligations within sixty (60) days after receipt of written notice to Landlord from Tenant properly specifying which obligations Landlord has failed to perform. In the event~any such obligation is not reasonably susceptible of being cured within. said sixty-day period, then Landlord.shall.not be charged with default unless Landlord;fails to commence the work of curing such default within said. sixty-day period and fails thereafter to diligently prosecute such work to completion. XIII.4 T.andhrd's R~ight-t~ Perform. Upon Tenant's failure to perform any obligations hereunder, including, without'lmitation, payment of Tenant's insurance premiums and charges of contractors who have supplied materials or labor to the Premises, `Landlord shall have-.the right to perform such obligations of Tenant on behalf of Tenant and1or to make payment on behalf of Tenant to such parties. Tenart.shall-reimburse Landlord the reasonable costs of Landlord's performance of such obligations on Tenant's behalf within thirty (30) days following receipt of written demand therefore from Landlord.. V 6-1 Ordinance 2162 N.C.S. Page 16 ARTICLE XIV XIV.1 C'Trant. Landlord,hereby grants to Tenant one (1.) option to extend the Lease for twenty (20) years ("Extension Option") on the same terms; covenants and conditions as provided for in the Lease during the initial Term (Option Term)... XIV.2 F~xereis.>~. The Extension Option must be exercised, if at all, by written notice ("Extension Notice") delivered by Tenant to Landlord no later than ninety (90) days prior to the expiration of the.initial Term of the .Lease. The Extension Option shall, at Landlord's sole option, not be deemed to be properly exeresed.:if, at the time such Extension Option is exercised or on the scheduled Lease Date :for the Option Term, Tenant. has (i) committed an uncured event of default whose cure period has expired pursuant to Article XIII of the Lease.. Provided Tenant has properly and timely exercised the ;Extension Option, the Term of the Lease shall be extended by the Option Term, and all terms; covenants and conditions of the Lease shall remain unmodified and. in full force and effect. ARTICLE XV XV.1 Tars.. Tenant recognizes and understands that. this .Lease may create a possessory interest subject to propertytaxation and that this Lease maybe subject to'the payment of property taxes evied on such interest. During the term of this Lease, Tenant agrees to pay, if and when due, to the proper authority any and all taxes, assessments: and .similar charges on the p"remises in effect at the Lease Date or which become effective thereafter, including all possessory interest taxes. Tenant shall not permit any such taxes, charges or other assessments to become a defaulted lien on the Premises, or the Improvements . XV.2 Relati~n~. Neither this Lease nor any agreements or transactions contemplated hereby shall in any respect be interpreted, deemed or construed as constituting Landlord and Tenant as partners or joint venturers, one with the other, or as creating,any partnership, joint venture, association or other relationship other than. that. ofaandlord and Tenant; and both Landlord and Tenant agree not to make any contrary assertion, contention; claim or counterclaim in any action, suit or other legal proceeding involving either Landlord or Tenant or the subject matter of this Lease. XV.3 Lis. Each Notice shall be in writing and shall be deemed to have been properly given or served by~personal, delivery or by the deposit of such with the United. States Postal Service, or any official successor thereto, designated as registered or certif ed mail, return receipt requested, bearing adequate postage and addressed as hereinafter provided. Each Notice shall be effective upon being personally delivered or deposited. as aforesaid. The time period in V 6-1 Ordinance 2162 N.C.S. Page 17 which a response to any such Notice must be given or any action -taken with respect thereto, however, shall commence to run from the date of personal- delivery or receipt of the Notice by the addressee thereof, as reflected on the return receipt of the Notice. Rejection or other refusal to accept or the inability'to deliver. because of changed address or status of which no.Notice was, given shall be deemed to be receipt of the Notice sent. By giving- to the other party at least thirty (30) days' Notice thereof, either party to this Lease (as well as any Leasehold Mortgagee) shall have the right from time. to time during the term of this Lease to change the address(es) thereof and to specify as the address(es) .thereof any other address(es),. within the continental United States of America. All Notices shall.be addressed,. if to Landlord, to Landlord's address, if to Tenant, to Tenant's address, and;if to Leasehold Mortgagee(s),, to the .most recent .address(es) furnished to Landlord in writing by`the Leasehold Mortgagee(s)..At the date of the lease, Landlord's address is: City of Petaluma, PO Box 61, Petalurna~ CA 94953; and the Tenant's address is: Committee on the Shelterless, PO Box 2744, Petaluma, CA 94953. XV.4 S .v .rahility ~f Prwisi~ns. If any term or provision of this Lease, or the application thereof to any Entity or circumstance, shall be invalid or unenforceable, the remainder of this Lease, or the application of suchaerm or provision to Entities or circumstances other than those as to whch'it is invalid or unenforceable, shall not be affected thereby. XV.S Entire ..m .nt - Am .ndm .nt. This Lease constitutes the entire agreement of Landlord. and Tenant with respect to the subject matter hereof: Neither this Lease nor any provision hereof maybe changed, waived,. discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought. XV.6 Termin~ln~v. All personal pronouns used ,inthis,Lease shall include all other genders. The singular shall include~the plural and the plural. shall include the singular. Titles of Articles, .Sections and Subsections in this Lease are for convenience only and neither limit nor amplify the provisions of this Lease, and.all references in this Lease to Articles or Sections shall refer to the corresponding Article or Section of this Lease unless specific reference is made to the articles, sections or other'subdivisions of another document or instrument. XV.7 RnccesserG and Assig~c. This Lease shall inure to the benefit of and be binding upon Landlord and Tenant: and their respective heirs, executors; legal representatives, permitted successors and assigns. Whenever in this Lease a reference to any Entity is made, such reference shall be deemed to include a reference to the heirs, executors, legal representatives, successors and assigns of such. Entity. XV.8 ("Tnvernin.~ T ,aw. This Lease and the obligations of the parties hereunder shall be interpreted, construed and enforced in accordance with the laws of the State of California. XV.9 C",~nnternarts. This Lease maybe executed in any number ofcounterparts, each of which;shall be deemed to be an original and all of which together shall comprise but a single instrument. v 6-1 Ordinance 2162 N.C.S. Page 18 XV.10 Time is of the F,~~ence. 'Time is of the essence of this Lease, and of each provision hereof.. XV.11 Right of First Refi~sal. If at any time within during the Term, Landlord desires to sell, lease or otherwise transfer all or part of its interest. in the Land and Landlord receives a bona fide offer for the same which Landlord wishes to accept, Tenant shall have a right of first refusal with respect to the Property upon similar terms and conditions offered to the Landlord or reasonably agreed ~to by the parties. V 6-1 Ordinance 2162 N.C.S. Page 19 IN WITNESS WHEREOF; ;Landlord and Tenant have executed this Lease, on the date(s) set forth below, as of the Lease Date. Landlord: City of Petaluma By: ~~~~ ~ ~w~- S'gnature (~~~c~~i~el ~ die-~-n~.~~-~ t Name ~~ lei ~ a- sac ~, ~'" Title By: Title .Date Tenant: Committee On ~'he Shelterless, a California nonprofit public benefit corporation ID-31-03 Ap roved as to form: .Lisa A. Goldfien Assistant City Attorney ~y~2~~U3 Date STATE OF CALIFORNIA )ss. County of Sonoma On ~ ~~~ ~3(, ~, ,before me, ~~ju,~ (~(J ~~~e~s-+?:~1 ,Notary Public, personally- appeared Mi e Bierman, personally kno to me (or proved to me on the basis of satisfactory evidence) to be the person(s) who is/are subscribed to the within instrument-and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity"(es), and that byhis/her/their signature(s) on the instrument the person(s), or the entity on behalf of which the person(s) acted, .executed the instrument. WITNESS my hand and official seal. Si afore " ~ ~ . SEAL. ~ ( ) V 6-1 GAYLE PETERSEN Commission # 1314145 z ' ~, Nofary Public- Galifiomia Alameda County fwy Comm. Eicpin/s Auk J,B, 20Q5 Ordinance 2162 N.C.S. Page 20 STATE OF CAL]FORNIA ) )ss. County of Sonoma ) On Q~< ,y'7~ ~C>0~ ~ ,before me, ~~f~i~j~/11~E 5~~~'O ,Notary Public, personally appeared T~~ i~F~p,e.~5 ,personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) who is/aye subscribed to the within instrument and acknowledged to me that he/fey executed the same iri his/l~eir authorized capacity(es), and that. by hislher-~t~ieir signature(s) on the instrument the person(s), or the entity on behalf of which the person(s) acted, executed the instrument. WITNESS my hand and'official-seal. Signature ~~~~~ ~'~ _ SEAL ( ) MARPANNE SAGCO Commission # 1287270 Wotary Public - CalEfo4n14 Sonoma Gountlt .~qyC-~L~esDeC15~;2~4 3.. agrmt{fmk) 10/1'5/03 V 6-1 Ordinance 2162 N.C.S. Page 21 EXHIBIT "A" LEGAL DESCRIPTION SITUATE IN THE STATE OF .CALIFORNIA; COUNTY OF SONOMA AND CITY OF PETALUMA. A PORTION OF THE LANDS OF THE CITY OF PETALUMA, A MUNICIPAL CORPORATION AS DESCRIBED IN'pEED RECORDED,IN.BOOK444 OFFICIAL RECORDSAT`PAGE 9, SONOMA COUNTY RECORDS, BEING MORE'PARTICULARLY DESCRIBED AS FOLLOWS: COMIVIENC/NG AT AN UNTAGGED THREE-QUARTER; INCH IRON PIPE MARKING THE SOUTHWESTERLY CORNER OF THAT CERTAIN RECORD OF SURVEY FILED IN BOOK 600 OF MAPS AT PAGE 32, SONOMA COUNTY RECORDS; THENCE SOUTH 20°;29'29"WEST, 90.85 FEET TO A POINT ON THE SOUTHERLY"LINE bF NOPPER STREET".BEING THE POINT OF BEGINNING OF THE HEREIN DESCRIBED.PARCEL; THENCE SOUTH 12° 47`''40" WEST, 193,47 FEET;:THENCE SOUTH 77° 12' 20" EA6T;.246;77-FEET; THENCE NORTH 12° QO' S2" EAST,'1'94.12 FEET TO THE SOUTHERLY LINE OF HOPPER. STREET THENCE ALONG SAID LINE" NORTH 77° 21' 20" WEST, 244.13 FEET TO THE POINT OF BEGINNING:. CONTAINING 1.09 ACR~S;,(47;565 SQUARE FEET) MORE' OR LESS: BASIS OF BEARING OF THIS DESCRIPTION IS THE AFOREMENTIONED RECORD OF SURVEY. ~ k DATE ' J.. NO. 6368 EXP. 12-31-06 STEVEN J. LAFRAidCHI ~ ASSOCIATES CIVIL ENGINEERS ~ LAND SURVEYORS . PETALUMA MARINA BUSINESS CENTER 775 BAl'WOOD DRIVE, SUITE 312, PETALUMA, CA 94954 TEL 707-762-3122 FAX 7D7-762-3239 02609.LD2 Ordinance 2162 N.C.S. Page 22 EXPIRATION DATE 12/31/06 POST OFFICE.BOX 61 PETALUMA, CA 94953-0061 E; Clark Thompsor Mayo+ Janice Caller-Thompson ,Michael Healy Matt Maguire Br~•ant Moynihan !Hike O'Brien Pamela Torliatt Councilmembers Communrn~ Development Department 11 English 3treel Petaluma, CA 9495? Planning Division Phone (7Q7J 778-4301 Fax (707J 778-4498 E-Mail plannin~ci:pelaluma.ca us' Building Dn~ision Phone (707J~7?8-4301 Fax (707J 778-4x98 F-ASail building(ci?ci. petal uma. ca. us Housrng Divisiore Phone (707J 778-4301 Fax (707J 778-4498 E-Mail hbusing~ ci. petal uma. ea. us ~, ~EOUAL MOUSING OPP.,ORTUNITY September 4; 2002 Mr. John Records COTS. 1500 Petaluma Boulevard South Petaluma, CA 94952 EXI~'IBI~' ~ CONIDIT'IONAL VISE PERIVII'I' RE: Conditional Use Permit for the Mary Isaac Center (CUP02005) 9.00 Hoppei Street APN 007-170-008 Dear Mr. Records: Your application for a conditional use permit to allow construction and operation of ayear-round' homeless shelter for .single adults, including transitional housing, on City-owned property at the Petaluma Corporation Yard has been approved. This approval is based on the following. findings and subject to the following conditions of approval. Findings 1. Pursuant to the California Environmental Quality Act. (CEQA) the Planning ,.Division staff has conducted an Initial Study of potential environmental impacts which .identified potential impacts to the environment in terms of utilities/infrastructure, air quality, cultural resources and visual quality/aesthetics. Mitigation measures to avoid, substantially reduce or compensate for the environmental impacts have been identified and have been agreed to by the applicant and/or incorporated into the project. 2. The proposed. project is consistent with the General Plan in that the specific uses allowed in the Industrial land use designation are determined by the zoning designation. Thee Light Industrial zoning district allows public and quasi=public uses as conditionally permitted uses. The proposed project is consistent with the Generale Plan objectives to provide housing opportunities for persons of all' economic levels and to cooperate with agencies providing temporary shelter for the homeless and those in crisis. • Ordinance 2162 N.C.S. Page 23 Iy1r, John Records Page Three September 4, 2002 shall prohibit the City from participating in a defense`of`any claim, action, or proceeding if the City bears its own attorney's fees and costs, and the `City defends the action in good faith. Within fourteen (14) calendar days following the date of a decision of the Community Development Director, the decision may be appealed to the Planning Commission by the applicant or by any other :interested party. If no. appeal is~ made within that time, the. decision shall be final. An appeal shall be addressed to the Planning Commission in writing and shall be filed with the City Clerk. The appeal shall state specifically the ,grounds for'the appeal and the relief sought by the appellant: Said appeal shall be accompanied'bythe appeal fee as specified by Resolution 92-251 N.C.S. as adopted by the City Council.. In any case where a conditional use permit has not been used within one (1) year after the date of granting thereof, the permit shall be revoked unless thirty (30) days prior to the one (1) year expiration date, renewal of the permit for an additional period of not more than one (1) year shall be approved by the Zoning.. Administrator (Director). If after the one (1) year extension period has expired, a conditional use permit has not been used, then without further action the permit shall be revoked and be null and void. If you have any questions regarding- this letter; please feel free'to contact me at. (707) 778-4301. Sincerely, Betsi Lewitter Project Planner . c: Bonne Gaebler, Housing Administrator Chaney A. Delaire, Burbank. Housing Development Corporation, 3432 'Mendocino Avenue, Santa Rosa, CA 95403 Craig Spaulding; City Engineer KodamaDiseno, Architects and Planners, 1701 Montgomery Street, San Francisco, CA 94111 File CUP02005 S:p Ian d ept/I etters/CO'rSc up Ordinance 2162 N.C.S. ~ Page 24 - .., ~ ~1_.. - -- M1 ~ . ,e ~XS]IY~D&~T C TRANSITIONAL, IIOLTSING YJD gZEQUIREIVIENTS DECLARATION OL' RESTRICTIVE COVENANTS THIS DECLARATION OF RESTRICTIVE COVENANTS (Declaration) dated as of October 6, 2002, by Committee on the Shelterless (Recipient), its successors and assigns, is given to the United States Department of Housing and Urban Development (HUD). RECITALS WHEREAS, the Recipient submitted an application _for a Supportive Housing Grant to HUD dated as of May 3, 2001;; and was awarded said Grant by-HUD in the amount of $400,000.00 , WHEREAS, the Recipient entered into a Supportive'Housing Grant Agreement (the "Agreement") with HLTD for Project Number CAO1B.104004 dated as of December 12, 2001; and WHEREAS, pursuant to the Agreement, the Recipient. is obligated to (acquire) (construct) (rehabilitate) and operate aMulti-Services Facility `(Mary Issak Center) housing. project on property described in Exhibit A;hereto (the "Property"), in which 33 beds are to be maintained and operated as supportive Transitional Living Program as defined by the Agreement; and ` WHEREAS, the McKinney-Vento Homeless Assistance Act, 42 USC §§ 11381 et seq. "ACT") imposes use and repayment requirements on projects receiving acquisition, rehabilitation and new construction funding; and WHEREAS,. the. Recipient is required by the Agreement to cause to be executed an instrument in recordable form which obligates the Recipient .its successors. and assigns, to operate and maintain the supportive housing in accordance with the Agreement, the ACT, and HUD regulations as provided for in the Agreement; and WHEREAS, the Recipient under this Declaration. intends, :declares and covenants that the restrictive covenants set--forth herein shall be and are covenants running with the Property for the Ordinance 2162 N.C.S. Page 25 - .,. r : ., . r. . . ::. d'eed`or other instrument: hereafter executed conveying the Property or portion thereof provides that such conveyance i5 subject to this Declaration. ,, , 7. The invalidity:of any clause; part or provision of this Declaration shall not affect the validity of the remaining portions thereof. IN WITNESS WHEREOF, the Recipient.has caused ,this Agreement to be signed by its duly authorized. representatives, as of the day and year first above written. RECIPIENT ,,,, 11,,~ STATE OF~1f~~~~) )ss. COUNTY OF~'E~/1~ ) On -~r foregoing -~4.~ 'o Pul This Document was drafted by: U.S. Department of Housing and Urban Development 920 Second Avenue: South Minneapolis, MN 55402-~0'12~ named in the f of the ~ ~~ 4-x~ tip.,; I_aUREFN r=. LFWGC~T r r.-«~,,~"~- C~P?IM, 1,315725 ~ U ''~,,'~'~-'~~.,; NOF~RY~PUBUO E„ 1Jt''ORNIA C7. 1~y Comn. Expires r;ug. 27.'`'005 ~v~y~t 1~~200 the ~cT tr'~ public, and acknowledged said instrument on Ordinance 2162 N.C.S. Page. 26