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HomeMy WebLinkAbout40-Police Department ORIGINAL CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Dept: Police Subject: Resolution of the Mayor and Common Council of the City of San Bernardino authorizing the Mayor to sign a lease agreement with the County of San Bernardino Real Estate Services for offsite office space on behalf of the San Bernardino Police Department. From: Michael A. Billdt, Chief of Police Date: April 1 , 2006 Synopsis of Previous Council Action: May 1, 2006 - Council continued item to May 15, 2006. Recommended Motion: Adopt Resolution. ~~ Michael A. Billdt, Chief of Police Contact person: I t Mitrh::.1 Kimh::.1I Phone: ,Rd_"R?R Supporting data attached: Yes Ward: All FUNDING REQUIREMENTS: Amount: FY 05/06 $ 6,630; FY 06/07 $19,890 Source: 108-271-5181 Lease Payments Finance Council Notes: Re.so. :;)C/JJJ- /w6 Agenda Item No. LfD 5J 15' ID(' CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Staff Report SUBJECT Resolution of the Mayor and Common Council of the City of San Bernardino authorizing the Mayor to sign a lease agreement with the County of San Bernardino Real Estate Serviccs for offsite office space on behalf of the San Bernardino Police Department. BACKGROUND Since March I. 2004, the San Bernardino Police Department Vice and Narcotics Unit has been housed in an off.,ite facility located at 385 S. Arrowhead Ave in the City of San Bernardino. This facility is in a mixed commercial and residential district and is privately owned. On behalf of the owners, California Diversified Properties managed the site and prepared the three ycar leasc agreement signed by all parties in February 2004. Soon aftcr occupying the building, some cmployces began experiencing an increasc in rcspiratory illness. Facilities Manager Jim Sharer coordinated structural and health inspections of thc building at thc rcqucst of San Bernardino Police Department managcrs. This inspection, and subscquent analysis of collected debris, determined that thcre was an abundancc of Stachybotrys (black mold) in some parts of the facility. Termite infestation was also discovered, which was verified by a professional pest control company (Amcristar). Duc to the discovery of the unhcalthful conditions at 385 S. Arrowhead, the manager of the San Bcrnardino Police Department Vicc and Narcotics Unit began searching for a facility to house the unit. In the intcrim, Robert Simmons from the City Attorney's Office negotiatcd the release of the San Bernardino Police Department from the existing leasc. Lease payments wcre made to the property owners through December 2005 and the facility was completely vacated by San Bcrnardino Police Department personnel by latc October 2005. As a courtcsy, the San Bcrnardino County Shcriffs Department offercd 1700 square feet of interim office space rent free at thcir offsite facility located at 808 E. Mill Street. Since available ol1ice space at the San Bernardino Police Department Central Station was inadequatc, thc decision was made to house the San Bernardino Police Dcpartment Vice and Narcotics Unit in the San Bernardino County Sheriffs Departmcnt facility, on a short term basis. San Bernardino Police Department Vice and Narcotics personnel have bcen houscd in the 1700 squarc feet of ol1ice space at thc 808 E. Mill street facility since November 2005. Thc resulting cooperative collaboration between thc San Bernardino County Shcriffs Department and San Bernardino Policc Depal1ment narcotics teams has led San Bernardino County Sheriff Gary Pcnrod to offer a sub-l case option, for the current occupied space, to thc City of San Bernardino and San Bernardino Police Department. San Bcrnardino County Real Estate Services located at 825 E. Third Street, San Bcrnardino, California, has prepared a standard county sub-leasc agreement for fifteen (15) months with one (1) threc ycar option (Exhibit A). - - The proposed leasc agreement would bc retroactive to April I, 2006, and would terminate on June 30, 2007, thc same datc the original lease expires bctween thc San Bernardino County Sheriffs Department and the current landlord. The San Bernardino County Sheriffs Departrnent expects to extend their leasc of the 808 E Mill Strcct facility prior to its termination on June 30, 2007. As a result, the City of San Bcrnardino and San Bernardino Police Departmcnt could extend thc 15 month lease for another three years, with a 180 day noticc to San Bernardino County Rcal Estate Services, prior to the expiration of thc lease agreement. Total cost to thc City of San Bernardino and San Bernardino Police Department for the duration of the initial fifteen (15) month contract is $2,210.00 per month or $33,150.00 over the life of the fifteen month agreement. The amount of $33,150 is well below the $44,400 in lease payments that would have been paid to property owners of the facility at 385 S. Arrowhead during thc final year of that Icasc agreement. A cost analysis was conducted by thc San Bernardino Policc Dcpartment Vice and Narcotics unit manager for a facility comparable to thc current housing at 808 E Mill Street. The only suitable commercial propcrty found entailed lease payments of $5,000 a month: $60,000 a ycar. Considcrations for rcmaining at thc 808 E Mill Street location arc: . Reasonable cost . Appropriatc anonymity to safeguard invcstigations and department pcrsonnel . Lcase payments includc all utility and janitorial scrviccs. At all prior otTsitc locations thc San Bernardino Police Department was responsible for utility payments. During thc last month of opcrations (October 2005) at the former 385 S. Arrowhcad location, 52,268 in utility payments wcre made, in addition to thc $3500 in monthly lease payments. . The premises and propcrty are secured by fencing, internal and external alarm systems. . There is adequate office space for Unit operations and Information Services has already installed the requircd equipment for computcr operations. FINANCIAL IMPACT For thc remainder of FY 05106 (3 months) and the next fiscal year, the San Bernardino Police Department can expcct to expend the following monies to the County of San Bernardino for Icasc paymcnts at the San Bernardino County Sheriff Departmcnt offsite facility located at 808 E. Mill Strect, San Bernardino, California. FY 05/06 FY 06/07 $ 6,630 $ 26,520 If the City of San Bernardino and the San Bernardino Police Department exerciscs the threc year lease option, monetary expcnditures for Icase paymcnts will bc 52,210 a month or 526,520 per fiscal ycar. RECOMMENDA nONS Adopt Resolution. Attachments: Exhibit A - San Bernardino County Real Estate Services leasc agreement -- ...... \, 18 19 20 21 22 23 24 25 26 "- 27 28 I -- - CC~fP1f 1 2 3 4 5 RESOLUTIO" :\0. RESOLuTlO:\' OF THE i\IAYOR A:\'D CO'J:\IO:\' COU:\'CIL OF THE CITY OF SA:\' BERl'\.\RDI:\'O AUTHORIZI:\'G THE "A YOR TO SIG',' A LEASE AGREEi\IE:\'T WITH THE COU:\'TY OF SA:\' BER.'\'ARDI:\'O REAL EST A TE SERVICES FOR OFFSITE OFFICE SPACE O:\' BEHALF OF THE SA:\' BER:\'ARDI:\'O POLlCE DEPART'IE:\'T. 6 BE IT RESOLVED BY THE MAYOR A"D CO;\t;\lO:\ COLr\ClL OF THE CITY OF SA!'\ BER;\ARDI:\O AS FOLLOWS: 7 8 9 10 11 SECTIO:\' I. The ;\layor and Common Council of the City of San Bernardino authorizes the i\layor to execute a lease agreement bct\wcn the City of San Bernardino Police Department and the County of San Bernardino Real Estate Services. authorizing the San Bernardino Police Department to sublease 1700 square fect of officc space from the County of 12 San Bcrnardino to house the San Bernardino Police Department Vice and Narcotics Unit. 13 SECTIO:\' 2. That thc Mayor and Common Council authorize the Dircctor of Finance 14 15 to fund the Icase through the budget accounts outlincd in the statT rcport. SECTIO:\' 3. The authorization to executc thc abO\"c refercnced lcase agreement is 16 r _I rcscinded ifit is not cxecuted within sixty (60) days of the passagc of this resolution. III Iii /// /1/ /1/ Iii //1 III I 41(/0 o'/S--ub , '" 'j t'}~. (('L-')'<"~_ /J Illes F. Pcnman, City Attornev 27 LJI - ,~ 1<1 " 15 .~ 11 18 19 ~o 21 22 23 2-1 25 26 " 28 - 1 2 3 4 5 6 7 8 9 10 11 12 RESOLLTIO:\' OF THE "A \'OR A:\'D CO'''IO:\' COl':\'CIL OF THE CITY OF S.\:\' BER:\'ARDI:\'O Al'THORIZI:\'G TilE "A YOR TO SIC:\' A LEASE AGREDIE:\'T WITH TIlE COlSr\' OF SA;\; BER:\'ARDI:\'O REAL ESTATE SER\'ICES. FOR OFFSlTE OFFICE SPACE O:\' BEHALF OF THE SA:\' BER:\'ARDI:\'O POLlCE DEPARDIE:\'T. I HEREBY CERTIFY that the forcgoing resolution \\as duly adopted by the \layor and Common Council of the City of San Bcrtlardino at a mceting thereof. hcld on the . 2006. by the follo\\'ing \'ate. to \\'it: day of Abstain Abscnt l'avs Council \lcmbers Aves ESTRADA BAXTER \lcGI~c.;IS 13 DERRY KELLEY JOH:\SO" 16 i\lcCA\[\IACK City Clerk The forcgoing resolution is hereby appro\'cd this day of .2006. Patrick J. \Iorris. ;\la\'or City of San Bernardino Appro\'ed as to Form: . REAL ESTATE SERVICES DEPARTMENT COUNTY OF SAN BERNARDINO PUBLIC AND SUPPORT SERVICES GROUP > , ;~r. - ." - _.. _ ~ . . ~..__ _.. <of' .._ __ ,....- _..... __.... :.~' t:'L.:"I.~r', ~-:'l9r' ~l'I!"'---4.""'''-''''''''-:-'''''''''~~''':'~'~'':'' -. :~~:!..~iF~t:;.i..~~~!~~~~~~1E~:~~l1~~~~'l.~.~::t.<-;,-,:o; ~ <~::~. ~wu~p-~~:r-JJf'1~_,t~'"'!-~"~-_'~, .. ~...; '- ~ \ Ea~t Thi.rd Street . San Bernardino, CA 92415-0832 . Fax (909) 387-7833 .~~. ~.t;<' DAVID H. SLAUGHTER "...mlnlstratlon (909) 387-7813 --t<;.rl \~ Director Property Management (909) 387.783217825 . Right-ol-Way (909) 387-7829/7843 !\lay 2_ 2006 Ci~' of San Bernardino P.O. Box 1559 San Bernardino, CA 92402-1559 Attention: Bob Re: San Bernardino - Shcriffs Dcpartment - 808 E. Mill Strect - SnbIcase Agreemcnt Dcar Bob: Enclosed are t\\'o (2) originals and one (I) copy of the sublease agreement on the abo\'e- refcrenced propcrty. "'- Please rev'ie\\' thc agreement. and if it mects with your approval. sign. date and retum the tll'O originals to me for proccssing to the approving authority. Retain thc one (1) copy for your file. Upon approval. a fully cxecuted copy will be provided. A proper Exhibit "A" needs to be attachcd to the sublcase. I inhcritcd this tilc and could not tind the location within the building space plan of your lease space. I have encloscd a general breakdown of the space labeled as Exhibit "A" and ha\'e enclosed copies of the 151 and 2"d tloor space plans. Could you please highlight thc area of the sublease space and attach it to the sublease. Also. pursuant to the Insurance Paragraph 16.r.. in the agrecmcnt, the City shall providc proof of insurance coverage with either a "hard" copy or facsimile copy prior to approval by the Conn~' of San Bcrnardino. II'I can be of any assistancc. please call me at (909) 387-7841 or (951) 768-7777. Sincerely. 2>--- - Darrell Hale Real Property Agent .... DH:mf ".",,;.,Enclo.5ures ?- ;~.. ; .-.S. :.~' ..; ;,:.... ':" '" _,~II-~.. '\ .:~'.j."<. ::i;-o.;, ::;;:0: L: ~['.: I:'; ~;-:~~~~':,;:-;;C't.~' !!l "d [)!~hn f(,}r!n Di:hd .-. ,.t,i ;';~'-.',,:S'-';>~I f' 0" ,_ ,:'r ,.':. ~ t. t": I,!. ~,:: :~~C'"I['.C J;~' 'k! <::,R\':: 8,";-T . os!: -:'0'.~:;':~:; ;,:::: C /;;.:1 FAS FOR COUNTY USE ONL Y r"I n I r" I " , A I ~ New Veodor Gode Deot. U 1\ t::~T'~nL r- Chanae SC A Cancel County Department Depl. Orgo. TENANT's LIcense No Real Estate Services Department County Department Contract Representative Telephone Total Contract Amount David H. Slauohter. Director 387-7813 Contract Type I r-; Revenue o Encumbered o Unencumbered D Other: If not encumbered or revenue contract type. provide reason: Commodity Code Contract Slart Date Contract End Dale Original Amount Amendment Amount Fund Depl. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. Amount AAA RNT RNT 200 2905 Fund Depl. Organization Appr. Obj/Aev Source GRC/PROJ/JOB No. Amount , Fund Depl. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. Amount Project Name Estimated Payment Total by Fiscal Year SAN BERNARDINO - Sheriff FY Amount I/O FY Amount I/O 808 E. Mill SI. - Sublease - - - - Contract type 2(d) - - \~ \f:'o.""~ .~<F"~'" ".."~" I ;;;;:'..-"J . ,-~y ~., "- County of San Bernardino CONTRACT TRANSMITTAL CITY City of San Bernardino Police Department erallD No. or Social Security No. "- CITY's Representative Mitch Kimball Address P.O. Box 1559, San Bernardino, CA 92<102-1559 Phone (909) 754-0013 Nature of Contract: .--....... -~ ~ \ . ., ."...... This Sub-Lease is for a period of fifteen (15) months. Sub-leased' sub-premises consist of 1 ,700 gross square feel of offices. Rental is $1.30 per square foot full service 'gross. ," ~. ;' , ., CITY shall provide its own telephone services a~d:seburitY" -,' 'i ~- "'~'''' \ ""-./ "'. ~'\ .~."J ., {.,-.": .,,:'.... - - 1 .....",'. "-' ......), -., . --j " :"._,~-~<,:./ . ; ;. ......J " ""- , . , >( -". \(:.~ \ \.-.....~. \' '!~ ':.' (Attach this transmittal to all contracts not preDaredDn the "Standard Contract" "arm.) Approved as to Legal Form (sign in blue ink) Reviewed ~.s t~ c:?~~~.acl Compliance Presented to BOS tor Signature ,'" ' ..., ',...,;... ..," \..0.......-, ~ SEE SIGNATURE PAGE ~ Department Head County Counsel Dale Date Date '- Auditor/Controller-Recorder Use Onlv o Contract Database 0 FAS Input Date Keyed By - \.,... - . "" - ........ COUNTY OF SAN BERNARDINO SUB-LEASE AGREEMENT CITY: CITY OF SAN BERNARDINO POLICE DEPARTMENT P.O. Box 1559 San Bernardino, CA 92402-1559 COUNTY: COUNTY OF SAN BERNARDINO Public and Support Services Group Real Estate Services Department 825 East Third Street San Bernardino, CA 92415-0832 SUB-PREMISES: 808 E. Mill Street San Bernardino, CA 92415 TERM OF SUB-LEASE: Fifteen (15) months with one (1) three-year option COMMENCEMENT DATE OF SUB-LEASE: April 1 ,2006 REVENUE PER MONTH: $2,210.00 COUNTY CONTRACT NUMBER: DOCUMENT NUMBER AND REVISION DATE: No. 196637.04 8/05/05 DATE TYPED: OS/28/06 - C TABLE OF CONTENTS PARAGRAPH CAPTION PAGE 1 PARTIES 1 2 SUB-PREMISES SUB-LEASED 1 3 TERM 1 4 RENT 1 5 RETURN OF SUB-PREMISES 1 6 OPTION TO EXTEND TERM 1 7 TAXES 1 8 USE 2 9 HEALTH, SAFETY & FIRE CODE REQUIREMENTS 2 10 SIGNS 2 11 MAINTENANCE 2 12 AL TERA TIONS 2 13 FIXTURES 3 14 UTILITIES 3 15 HOLD HARMLESS 3 16 INSURANCE 3 17 DESTRUCTION OF SUB-PREMISES 5 18 COUNTY'S ACCESS TO SUB-PREMISES 6 C 19 NOTICES 6 20 INCORPORATION OF PRIOR AGREEMENT 7 21 WAIVERS 7 22 AMENDMENTS 7 23 SUCCESSORS 7 24 SEVERABILITY 7 25 TIME OF ESSENCE 7 26 QUIET ENJOYMENT 7 27 PROVISIONS ARE COVENANTS & CONDITIONS 8 28 CONSENT 8 29 EXHIBITS 8 30 LAW 8 31 RESERVED 8 32 ATTORNEYS' FEES AND COSTS 8 33 VENUE 8 34 CAPTIONS, TABLE OF CONTENTS & COVER PAGE 8 35 SURVIVAL 8 36 BROKER'S COMMISSIONS 8 37 ESTOPPEL CERTIFICATES 8 38 SECURITY DEPOSIT 9 39 ASSIGNMENT AND SUBLETTING 9 40 TERMINATION 10 C 41 FORMER COUNTY OFFICIALS 10 42 MISREPRESENTATIONS 11 43 DISCLOSURE 11 44 DEFAULT AND RIGHT TO TERMINATE 11 c c c T able of Contents Page -2- 45 46 47 48 HOLDING OVER INTERPRETATIONS ENTIRE AGREEMENT AUTHORIZED SIGNATORS SIGNATURES 15 15 15 16 16 Exhibit "A" - Sub-Premises Description Exhibit "B" - List of Former County Officials c c c SUB-LEASE AGREEMENT WHEREAS, the County of San Bernardino ("COUNTY") currently leases approximately 19,586 square feet of space ("Premises") from East Mill Street, Ltd. ("LANDLORD") under COUNTY Contract No. 2000-223, ("Lease"); and, WHEREAS, the COUNTY wishes to Sub-Lease a portion of the Premises of the Lease to the City of San Bernardino ("CITY") for use by its Police Department. NOW, THEREFORE, in consideration of mutual covenants and conditions, the parties hereto agree as follows: 1. PARTIES: This is a Sub-Lease ("Sub-Lease") made between the COUNTY, as sub-landlord, and the CITY, as sub-tenant. This Sub-Lease is subject to the Lease and CITY shall take no action in violation of the terms and conditions of the Lease. 2. PREMISES SUBLEASED: COUNTY sub-leases to CITY approximately 1,700 square feet within the Premises and adequate parking located at 808 E. Mill Street, San Bernardino, California ("Sub-Premises"), as described in Exhibit "A", Sub- Premises Specifications. 3. TERM: This Sub-Lease shall commence on April 1, 2006 and continue thereafter until June 31, 2007 ("Term). In the event the Term commences prior to the date specified for the commencement of the Term as a result of COUNTY making the Sub-Premises available and CITY's written acceptance of early possession of the Sub- Premises, the ending date of the Term shall remain the same. Rent for any partial month shall be prorated based on the actual number of days in the month. 4. RENT: CITY shall pay to COUNTY the monthly rental of Two Thousand Two Hundred and 00/100 Dollars ($2,200.00) in advance on the first day of each month, commencing when the Term commences, continuing during the Term. All rent shall be paid to COUNTY at the address to which notices to COUNTY are given. 5. RETURN OF PREMISES: The CITY agrees that it will, upon any termination of this Sub-Lease, return the Sub-Premises in as good condition and repair as the Sub-Premises now are or shall hereafter be put; reasonable wear and tear excepted. 6. OPTION TO EXTEND TERM: COUNTY gives CITY the option to extend the term of the Sub-Lease on the same provisions and conditions, excluding the monthly rent, for one (1) three-year period ("extended term") following expiration of the initial Term, by CITY giving notice of its intention to exercise the option to COUNTY at least 180 days prior to the expiration of the Term. This option is valid only if the COUNTY, in its sole discretion, exercises its three-year option to extend under the Lease with LANDLORD. c c o 7. TAXES: CITY shall pay before delinquency any and all property taxes, assessments, fees, or charges, including possessory interest taxes, which may be levied or assessed upon any personal property, improvements or fixtures installed or belonging to CITY and located within the Sub-Premises. CITY shall also pay all license or permit fees necessary or required by law for the conduct of its operation. CITY recognizes and understands that this Sub-Lease may create a possessory interest subject to property taxation and that the CITY may be subject to the payment of property taxes levied on such interest. 8. USE: This Sub-Lease is limited to the normal functions of the CITY's Police Department for auxiliary office space and will not be open to the public. CITY shall not use the Sub-Premises for any other purpose. 9. HEALTH, SAFETY AND FIRE CODE REQUIREMENTS: As a condition of this Sub-Lease, CITY at its sole expense will ensure the Sub-Premises meet the applicable requirements of the Health, Safety, Fire and Building Codes, including any requirements for a notice of completion, certificate of occupancy and the Americans with Disabilities Act ("ADA"), for its intended use. Should the continued occupancy or use of the Sub-Premises be in any way prejudiced or prevented due to changes in the ADA or the Health, Safety, Fire or Building Codes, the CITY herein shall correct, update and comply with said changes at CITY's cost, or the CITY, in its sole discretion, may terminate this Sub-Lease. 10. SIGNS: CITY will display from the windows andlor marquee of the Sub- Premises only such sign or signs as are not prohibited by law, and which are approved by COUNTY. 11. MAINTENANCE: a. CITY at its cost shall maintain in good condition portions of the Sub- Premises to COUNTY's reasonable satisfaction. b. CITY shall have ten (10) days after notice from COUNTY to perform its obligation under this paragraph, except that CITY shall perform its obligations immediately if the nature of the problem presents a material hazard or emergency. Provided, however, if the nature andlor extent of CITY's obligation is such that more than ten (10) days are reasonably required to complete, then CITY shall not be in default if CITY commences its obligation within said ten (10) day period and thereafter diligently prosecutes its obligation to completion. If CITY does not perform its obligations within the time limitations in this paragraph, COUNTY after notice to CITY can perform the obligations and have the right to be reimbursed for the sum it actually and reasonably expends (including charges for COUNTY employees and equipment) in the performance of CITY's obligations. Any notice or demand concerning a material hazard or emergency may be made orally, by telephone or otherwise, provided that written confirmation is given within five (5) days after the oral notice or demand is made. Such confirmation shall be made as provided in Paragraph 19, NOTICES. 2 o c c 12. ALTERATIONS: CITY shall not make any structural or exterior improvements or alterations to the Sub-Premises without COUNTY's consent. Any such alterations made shall remain on and be surrendered with the Sub-Premises on expiration or termination of the Sub-Lease. 13. FIXTURES: CITY shall have the right during the Term(s) of this Sub-Lease to install shelving and fixtures, and make interior, non-structural improvements or alterations in the Sub-Premises. Such shelving, fixtures, improvements, and alterations shall remain the property of the CITY and may be removed by the CITY during the Terrn(s) of this Sub-Lease or within a reasonable time thereafter, provided that the CITY restores the Sub-Premises to the condition as it existed at the commencement of this Sub-Lease, reasonable wear and tear excluded, or the CITY in its sole discretion may elect to surrender all or any part of such shelving, fixture, improvements and alterations to the COUNTY, in which case CITY shall have no duty to restore the Sub-Premises. Any such election to surrender must be in writing and accepted by COUNTY to be effective. 14. UTILITIES: COUNTY shall furnish and pay for all utilities to the Sub- premises, except that CITY shall furnish to the Sub-Premises and pay for its own telephone service. 15. HOLD HARMLESS: a. The CITY agrees to indemnify, defend (with counsel approved by COUNTY) and hold harmless the COUNTY and its officers, employees, agents and volunteers from any and all claims, actions, losses, damages, andlor liability arising out of its obligations under this Sub-Lease. The CITY's indemnification obligation shall survive the COUNTY's tenancy. The insurance provisions in Paragraph 16, INSURANCE, shall not be interpreted in a manner that limits the indemnification obligation. b. COUNTY agrees to indemnify and hold harmless the CITY, its officers, agents, volunteers from any and all claims. actions or fosses. damages, andlor liability resulting from the COUNTY's negligent acts or omissions which arise from the COUNTY's performance of its obligations under this Sub-Lease. c. In the event the COUNTY andlor the CITY is found to be comparatively at fault for any claim, action, loss or damage which results from their respective obligations under this Sub-Lease, the COUNTY andlor CfTY shall indemnify the other to the extent of its comparative fault. d. Furthermore, if the COUNTY or CITY attempts to seek recovery from the other for Workers Compensation benefits paid to an employee, the COUNTY and CITY agree that any alleged negligence of the employee shall not be construed against the employer of that employee. 16. INSURANCE: a. COUNTY is a public entity and is self-insured. 3 o o c - b. Without in anyway affecting the indemnity herein provided and in addition thereto, CITY shall secure and maintain throughout the Sub-Lease the following types of insurance with limits as shown. CITY may comply with these insurance requirements thru a State approved self-insurance program: (1) Workers' Compensation: A program of Workers' Compensation insurance or a state-approved Self-Insurance Program in an amount and form to meet all applicable requirements of the Labor Code of the State of California, including Employer's Liability with Two Hundred Fifty Thousand and 00/100 Dollars ($250,000.00) limits, covering all persons, including volunteers, providing services on behalf of the CITY and all risks to such persons under this agreement. (2) Comprehensive General and Automobile Liability Insurance: This coverage to include contractual coverage and automobile liability coverage for owned, hired and non-owned vehicles. The policy shall have combined single limits for bodily injury and property damage of not less than One Million and 00/100 Dollars ($1,000,000.00). (3) Fire Insurance: Standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements to the extent of at least one hundred percent (100%) of the full replacement value of the entire Premises. c. Additional Named Insured: All policies, except for the Workers' Compensation, shall contain additional endorsements naming the COUNTY, the LANDLORD and their officers, employees, agents and volunteers as additional named insured with respect to liabilities arising out of this agreement. d. Waiver of Subrogation Rights: CITY shall require the carriers of the above required coverages to waive all rights of subrogation against the COUNTY, the LANDLORD, their officers, employees, agents, volunteers, contractors and subcontractors. e. Policies Primary and Non-Contributory: All policies required above are to be primary and non-contributory with any insurance or self-insurance programs carried or administered by the COUNTY or LANDLORD. f. Proof of Coverage: CITY shall immediately furnish certificates of insurance to COUNTY, evidencing the insurance coverage, including endorsements, above required prior to occupying the Sub-Premises and the commencement of performance of services hereunder, which certificates shall provide that such insurance shall not be terminated or expire without thirty (30) days written notice to the COUNTY, and CITY shall maintain such insurance from the time of occupancy and commencement of performance of services hereunder until the completion of such occupancy. Within sixty (60) days of the commencement of this agreement, the CITY shall furnish certified copies of the policies and all endorsements. 4 o o o - g. Insurance Review: The above insurance requirements are subject to periodic review by the COUNTY. The COUNTY's Risk Manager is authorized, but not required, to reduce or waive any of the above insurance requirements whenever the Risk Manager determines that any of the above insurance is not available, is unreasonably priced, or is not needed to protect the interests of the COUNTY. In addition, if the Risk Manager determines that heretofore unreasonably priced or unavailable types of insurance coverage or coverage limits become reasonably priced or available. the Risk Manager is authorized, but not required, to change the above insurance requirements to require additional types of insurance coverage or higher coverage limits, provided that any such change is reasonable in light of past claims against the COUNTY, inflation, or any other item reasonably related to the COUNTY's risk. Any such reduction or waiver for the entire Term of the agreement and any change requiring additional types of insurance coverage or higher coverage limits must be made by amendment to this agreement. CITY agrees to execute any such amendment within thirty (30) days of receipt. h. Failure to Have Insurance: In the event COUNTY receives a notice of cancellation concerning any of the required policies, or should CITY fail to have in effect the required coverage at any time during this Sub-Lease, COUNTY may give notice to CITY to immediately suspend all CITY activities and/or notice to reinstate or acquire the affected coverage. Should CITY fail to reinstate or acquire the affected coverage within ten (10) days of COUNTY's notice to reinstate or acquire such coverage, COUNTY may either terminate the Sub-Lease, reinstate or acquire the affected coverage, and CITY shall reimburse COUNTY for the necessary cost at COUNTY's option. If CITY does not reimburse COUNTY within ten (10) days after demand by COUNTY, COUNTY shall have the right to withhold from future rent due the sum COUNTY has expended until COUNTY is reimbursed in full. i. COUNTY shall have no liability for any premiums charged for such coverage(s). The inclusion of COUNTY and LANDLORD as additional named insured is not intended to and shall not make either or them a partner or joint venturer with CITY. 17. DESTRUCTION OF SUB-PREMISES: a. If during the Term of this Sub-Lease, any casualty renders twenty- five percent (25%) or less of the floor space of the Sub-Premises unusable for the purpose intended, COUNTY shall commence restoration of the Sub-Premises within sixty (60) days of notice of the casualty and shall thereafter complete restoration of the Sub- Premises within a reasonable time. If COUNTY does not commence the restoration obligations of this subparagraph within the time limitation set forth, CITY may thereafter terminate this Sub-Lease by written notice to COUNTY at any time prior to COUNTY commencing restoration. b. If during the Term of this Sub-Lease, any casualty renders more than twenty-five percent (25%) but less than fifty percent (50%) of the floor space of the Sub- Leased Sub-Premises unusable for the purpose intended, COUNTY, in its sole discretion, may either commence restoration of the Sub-Premises within ninety (90) days of notice of the casualty and shall thereafter complete restoration of the Sub-Premises within a reasonable time, or COUNTY may terminate this Sub-Lease by written notice to CITY. If 5 o o o - COUNTY does not commence the restoration obligations of this subparagraph within the time limitation set forth, CITY may thereafter terminate this Sub-Lease by written notice to COUNTY at any time prior to COUNTY commencing restoration. c. If during the Term of the Sub-Lease, any casualty renders fifty percent (50%) or more of the floor space of the Sub-Leased Sub-Premises unusable for the purpose intended, this Sub-Lease shall be terminated as of the date of the casualty. If the Sub-Lease is terminated pursuant to this subparagraph, CITY shall have a reasonable time to vacate the Sub-Premises and shall not be required to pay rent during the reasonable time required to vacate the Sub-Premises. d. In the event there is a destruction of a portion of the Sub-Leased Sub-Premises as set out in paragraphs "a" or "b" above, there shall be an abatement or reduction of the rent between the date of destruction and the date of completion of restoration or the date of termination of this Sub-Lease, whichever comes first. The abatement or reduction of the rent shall be in the percentage as the percentage of unusable floor space. Unusable floor space for the purpose of calculating the percentage of rent abatement or reduction shall include not only that floor space which is rendered unusable for the purpose intended by the casualty itself, but any additional floor space which is not usable for the purpose intended because of restoration or similar activities. e. In the event there is a destruction of a portion of the Sub-Leased Sub-Premises as set out in paragraphs "a" or "b" above, and the Sub-Lease is not terminated because of such destruction, CITY agrees to pay to COUNTY any and all insurance proceeds received for said destruction for COUNTY use in the restoration of the Sub-Premises. f. In the event COUNTY is required to restore the Sub-Premises as provided in this paragraph, COUNTY shall restore, at it's expense, any structural or exterior improvements or alterations to the Sub-Premises made by CITY pursuant to Paragraph 11 , ALTERATIONS, of this Sub-Lease, but shall not have to restore any shelving, fixtures, or interior nonstructural improvements or alteration made by the CITY pursuant to Paragraph 12, FIXTURES, of this Sub-Lease. g. It is the purpose and intent of this paragraph to determine who shall bear the initial responsibility for restoration of the Sub-Premises in the event of any such destruction and not to determine the party responsible for the ultimate costs of such restoration. 18. COUNTY'S ACCESS TO SUB-PREMISES: COUNTY and its authorized representatives shall have the right to enter the Sub-Premises at all reasonable times for any of the following purposes: a. To determine whether the Sub-Premises are in good condition; b. To do any necessary maintenance and to make any restoration to the Sub-Premises that COUNTY has the right or obligation to perform. 6 o o o c. To serve, post, or keep posted any notices required by law; d. To post "for sale" signs at any time during the Term, to post "for rent" or "for lease" signs during the last three (3) months of the Term, and; e. To show the Sub-Premises to prospective brokers, agents, buyers, tenants, lenders or persons interested in an exchange, at any time during the Term. COUNTY shall conduct its activities on the Sub-Premises as allowed in this paragraph in a manner that will cause the least possible inconvenience, annoyance, or disturbance to CITY. 19. NOTICES: Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other party or any other person, including notices under the California unlawful detainer statutes, shall be in writing and either served personally or sent by prepaid, first-class mail. Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other party shall be addressed to the other party at the address set forth below. Either party may change its address by notifying the other party of the change of address. Notice shall be deemed communicated two (2) COUNTY working days from the time of mailing if mailed as provided in this paragraph. CITY's address: City of San Bernardino Police Department P.O. Box 1559 San Bernardino, CA 92402-1559 COUNTY's address: County of San Bernardino Real Estate Services Department 825 East Third Street San Bernardino, CA 92415-0832 20. INCORPORATION OF PRIOR AGREEMENT: This Sub-Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Sub-Lease, and no prior agreement or understanding pertaining to any such matter shall be effective for any purpose. 21. WAIVERS: No waiver by either party of any provisions of this Sub-Lease shall be deemed to be a waiver of any other provision hereof or of any subsequent breach by either party of the same or any other provisions. 22. AMENDMENTS: No provision of this Sub-Lease may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successor in interest, expressing by its terms an intention to modify this Sub- Lease. 23. SUCCESSORS: This Sub-Lease shall inure to the benefit of and be binding upon the heirs, executors, administrators, successors, and assigns of the parties hereto. 7 o o o 24. SEVERABILITY: If any word, phrase, clause, sentence, paragraph, section, article, part or portion of this Sub-Lease is or shall be invalid for any reason, the same shall be deemed severable from the remainder hereof and shall in no way affect or impair the validity of this Sub-Lease or any other portion thereof. 25. TIME OF ESSENCE: Time is of the essence of each provision of this Sub- Lease which specifies a time within which performance is to occur. In the absence of any specific time for performance, performance may be made within a reasonable time. 26. QUIET ENJOYMENT: Subject to the provisions of this Sub-Lease and conditioned upon performance of all the provisions to be performed by CITY hereunder, COUNTY shall secure to CITY during the Sub-Lease Term the quiet and peaceful possession of the Sub-Premises and all right and privilege appertaining thereto. 27. PROVISIONS ARE COVENANTS AND CONDITIONS: All provisions, whether covenants or conditions, on the part of either party shall be deemed to be both covenants and conditions. 28. CONSENT: Whenever consent or approval of either party is required that party shall not unreasonably withhold or delay such consent or approval. 29. EXHIBITS: All exhibits referred to are attached to this Sub-Lease and incorporated by reference. 30. LAW: This Sub-Lease shall be construed and interpreted in accordance with the laws of the State of California. 31. RESERVED: 32. ATTORNEYS' FEES AND COSTS: If any legal action is instituted to enforce or declare any party's rights hereunder, each party, including the prevailing party, must bear its own costs and attorneys' fees. This paragraph shall not apply to those costs and attorneys' fees directly arising from any third party legal action against a party hereto and payable under Paragraph 14, HOLD HARMLESS. 33. VENUE: The parties acknowledge and agree that this Sub-Lease was entered into and intended to be performed in San Bernardino County, California. The parties agree that the venue for any action or claim brought by any party to this Sub- Lease will be the Superior Court of California, County of San Bernardino, San Bernardino District. Each party hereby waives any law, statute (including but not limited to Code of Civil Procedure section 394), or rule of court that would allow them to request or demand a change of venue. If any third party brings an action or claim concerning this Sub-Lease, the parties hereto agree to use their best efforts to obtain a change of venue to the Superior Court of California, County of San Bernardino, San Bernardino District. 8 o o o 34. CAPTIONS, TABLE OF CONTENTS AND COVER PAGE: The paragraph captions, table of contents and the cover page of this Sub-Lease shall have no effect on its interpretations. 35. SURVIVAL: The obligations of the parties which, by their nature, continue beyond the Term of this Sub-Lease, will survive the termination of this Sub-Lease. 36. BROKER'S COMMISSIONS: CITY is solely responsible for the payment of any commissions to any broker who has negotiated or otherwise provided services in connection with this Sub-Lease. 37. ESTOPPEL CERTIFICATES: Each party within thirty (30) days after notice from the other party, shall execute and deliver to other party, in recordable form, a certificate stating that this Sub-Lease is unmodified and in full force and effect, or in full force and effect as modified, and stating the modifications. The certificate also shall state the amount of minimum monthly rent, the dates to which the rent has been paid in advance, the amount of any security deposit or prepaid rent, and that there are no uncured defaults or specifying in reasonable detail the nature of any uncured default claimed. Failure to deliver the certificate within thirty (30) days shall be conclusive upon the party requesting the certificate and any successor to the party requesting the certificate, that this Sub-Lease is in full force and effect and has not been modified except as may be represented by the party requesting the certificate, and that there are no uncured defaults on the part of the party requesting the certificate. The estoppel certificate shall be in the form provided by the County of San Bernardino. 38. SECURITY DEPOSIT: There is no security deposit in this Sub-Lease. 39. ASSIGNMENT AND SUBLETTING: CITY shall not voluntarily assign or encumber its interest in this Sub-Lease or in the Sub-Premises or any options contained in this Sub-Lease or Sub-Lease, all or any part of the Sub-Premises, or allow any other person or entity (except CITY's authorized representatives) to occupy or use all or any part of the Sub-Premises. 40. TERMINATION: Either party may terminate this Sub-Lease by giving the other party sixty (60) days prior notice of the termination. 41. FORMER COUNTY OFFICIALS: CITY agrees to provide or has already provided information on former COUNTY administrative officials (as defined below) who are employed by or represent CITY. The information provided includes a list of former COUNTY administrative officials who terminated COUNTY employment within the last five years and who are now officers, principals, partners, associates or members of the business. The information also includes the employment with or representation of CITY. For purposes of this provision, "COUNTY administrative official" is defined as a member of the Board of Supervisors or such officer's staff, COUNTY Administrative Officer or member of such officer's staff, COUNTY department or group head, assistant department or group head, or any employee in the Exempt Group, Management Unit or Safety Management Unit. (See Exhibit "B", List of Former County Officials.) 9 o (> o 42. MISREPRESENTATIONS: If during the course of the administration of this Sub-Lease, the COUNTY determines that the CITY has made a material misstatement or misrepresentation or that materially inaccurate information has been provided to the COUNTY, this Sub-Lease may be immediately terminated. If this Sub-Lease is terminated according to this provision, the COUNTY is entitled to pursue any available legal remedies. 43. DISCLOSURE: All information received by the COUNTY from any source concerning this Sub-Lease, including the Sub-Lease itself, may be treated by the COUNTY as public information subject to disclosure under the provisions of the California Public Records Act, Government Code section 6250 et seq. (the "Public Records Act"). CITY understands that although all materials received by the COUNTY in connection with this contract are intended for the exclusive use of the COUNTY, they are potentially subject to disclosure under the provisions of the Public Records Act. In the event a request for disclosure of any part or all of any information which a CITY has reasonably requested COUNTY to hold in confidence is made to the COUNTY, the COUNTY shall notify the CITY of the request and shall thereafter disclose the requested information unless the CITY, within five (5) days of receiving notice of the disclosure request, requests nondisclosure, provides COUNTY a legally sound basis for the nondisclosure, and agrees to indemnify, defend, and hold the COUNTY harmless in anylall actions brought to require disclosure. CITY waives any and all claims for damages, lost profits, or other injuries of any and all kinds in the event COUNTY fails to notify CITY of any such disclosure request andlor releases any information concerning the contract received from the CITY or any other source. 44. DEFAULT AND RIGHT TO TERMINATE: a. Definitions. A "Default" by CITY shall refer to any failure by CITY to observe, comply with or perform any of the terms, covenants, conditions or rules applicable to CITY under the Lease or this Sub-Lease. The term "Breach" shall refer to the occurrence of anyone or more of the following Defaults, and, where a grace period for cure after notice is specified herein, the failure of CITY to cure such Default prior to the expiration of the applicable grace period: (1) CITY's unexcused failure to conduct CITY's business at the Sub-Premises in accordance with the terms of this Sub-Lease including but not limited to the failure to comply with the limitations of use of the Sub-Premises. (2) Vacating the Sub-Premises without the evident intention to reoccupy same, an abandonment of the Sub-Premises, or notice of intent to abandon Sub-Premises expressed in written notice. (3) CITY's failure to make any payment of monthly rent, or any other monetary payment required to be made by CITY hereunder as and when due, the failure of CITY to provide COUNTY with reasonable evidence of insurance or surely bond required under this Sub-Lease, or CITY's failure to fulfill any obligation under this Sub-Lease which endangers or threatens life or property, where such failure continues 10 ....... '"' for a period of three (3) days, or such reasonable time as agreed by COUNTY, following written notice thereof by or on behalf of COUNTY to CITY. (4) The failure by CITY to provide COUNTY with reasonable written evidence (in duly executed original form, if applicable) of any documentation or information which COUNTY may reasonably require of CITY under the terms of this Sub-Lease, where any such failure continues for a period of ten (10) days following written notice by or on behalf of COUNTY to CITY. (5) A Default by CITY as to any of the other terms, covenants, conditions or provisions of this Sub-Lease that are to be observed, complied with or performed by CITY where such Default continues for a period of thirty (30) days after written notice thereof by or on behalf of COUNTY to CITY; provided, however, that if the nature of CITY's Default is such that more than thirty (30) days are reasonably required for its cure, then it shall not be deemed to be a Breach of this Sub-Lease by CITY if CITY commences such cure within said thirty (30) day period and thereafter continuously and diligently prosecutes such cure to completion. (6) A Default by CITY as to the terms of any Approved Encumbrance, where such Default continues for a period of thirty (30) days after written notice thereof by or on behalf of COUNTY; .. b. Remedies. '- (1) Other than when a different time or remedy is specifically provided, such as for the payment of rent, if CITY fails to perform any affirmative duty or obligation of CITY under this Sub-Lease within ten (10) days after written notice to CITY (or in case of an emergency, without notice), COUNTY may at its option (but without obligation to do so), perform such duty or obligation on CITY's behalf, including, but not limited to, the obtaining of reasonably required, insurance policies, or governmental licenses, permits or approvals. The costs and expenses of any such performance by COUNTY shall be due and payable by CITY to COUNTY within ten (10) days of COUNTY's demand. (2) In the event of a Breach of this Sub-Lease by CITY (as defined above), with or without further notice or demand, and without limiting COUNTY in the exercise of any right or remedy which COUNTY may have by reason of such Breach, COUNTY may: (i) Terminate CITY's right to possession of the Sub- Premises by any lawful means, in which case this Sub-Lease and the term hereof shall terminate and CITY shall immediately surrender possession of the Sub-Premises to COUNTY. In such event COUNTY shall be entitled to recover from CITY: (i) the worth at the time of the award of the unpaid rent which had been earned at the time of .. - termination; (ii) the worth at the time of award of the amount by which the unpaid rent '-' which would have been earned after termination until the time of award exceeds the amount of such rental loss that the CITY proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid rent for the 11 c c c balance of the Term after the time of award exceeds the amount of such rental loss that the CITY proves could be reasonably avoided; and (Iv) any other amount necessary to compensate COUNTY for all the detriment proximatefy caused by the CITY's failure to perform its obligations under this Sub-Lease or which in the ordinary course of things would be likely to result therefrom, including, but not limited to, the cost of recovering possession of the Sub-Premises, expenses of reletting, including necessary renovation and alteration of the Sub-Premises, and that portion of any leasing commission paid by COUNTY in connection with this Sub-Lease and applicable to the unexpired term of this Sub-Lease. The worth at the time of award of the amount referred to in provision (iii) of the immediately preceding sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco or the Federal Reserve Bank District in which the Sub-Premises are located at the time of award plus one percent (1%). COUNTY's attempt to mitigate damages caused by CITY's Default or Breach of this Sub-Lease shall not waive COUNTY's right to recover damages under this Paragraph. If termination of this Sub-Lease is obtained through the provisional remedy of unlawful detainer, COUNTY shall have the right to recover in such proceeding the unpaid rent and damages as are recoverable therein, or COUNTY may reserve the right to recover all or any part thereof in a separate suit for such rent andlor damages. (ii) Continue the Sub-Lease and CITY's right to possession in effect under California Civil Code Section 1951.4 after CITY's Breach and recover the rent as it becomes due, provided CITY has the right to sublet or assign, subject only to reasonable limitations. COUNTY and CITY agree that the limitations on assignment and subletting in this Sub-Lease are reasonable. COUNTY's maintenance of the Sub-Premises or efforts to relet the Sub-Premises, or the appointment of a receiver to protect the COUNTY's interest under this Sub-Lease, shall not constitute a termination of the CITY'S right to possession. (iii) Pursue any other remedy now or hereafter available to COUNTY under the laws or judicial decisions of the State of California. (3) If, at any time CITY is in default in monthly rent or fees or any other provision for forty-five (45) days, or if CITY detaults on any provision(s) three (3) times within any twelve (12) consecutive months, COUNTY may terminate this Sub- Lease on ten (10) days notice. c. Survival of Indemnity Provisions. The expiration or termination of this Sub-Lease andlor the termination of CITY's right to possession shall not relieve CITY from liability under any indemnity provisions of this Sub-Lease as to matters occurring or accruing during the Term or by reason of CITY's occupancy of the Sub- Premises. d. CITY's Personal Property. Immediately upon termination of this Sub-Lease, CITY covenants and agrees to remove all of CITY's personal property, machinery or fixtures from the Sub-Premises. If CITY fails to remove any such personal property, COUNTY may remove such personal property and place the same in storage at the expense of CITY and without liability to COUNTY for losses. CITY agrees to pay 12 - \w ,.... '- COUNTY for all expenses incurred by COUNTY in connection with the removal, and storage charges of CITY's personal property, Including attorney's fees and court costs. Alternatively, COUNTY may at its option and on not less than ten (10) days written notice to CITY sell all or any part of said personal property at public or private sale for such prices as COUNTY may obtain. COUNTY shall apply the proceeds of any such sale to the amounts due from CITY under this Sub-Lease and to any expense incidental to such sale. Any surplus arising from such sale shall be refunded to CITY. e. No Waiver by County. COUNTY's receipt of any rent or of any other sum of money paid by CITY after the termination and forteiture of this Sub-Lease, or after the giving by COUNTY of any notice to effect such termination, shall not waive the Default, reinstate, continue or extend the Term of this Sub-Lease, or destroy or impair the efficacy of COUNTY's notice of termination, unless otherwise agreed in writing by COUNTY. COUNTY's acceptance of the keys to the Sub-Premises or any other act of the COUNTY or its agents or employees during the Term of this Sub-Lease shall not be deemed to be an acceptance or a surrender of the Sub-Premises, unless otherwise agreed in writing by COUNTY. 45. HOLDING OVER: If the CITY continues in possession of the Sub- Premises after the expiration of the Term or after any termination of this Sub-Lease prior to the expiration of the Term, and if said occupancy is with the consent of the COUNTY, then CITY shall be deemed to be holding the Sub-Premises on a month-to-month tenancy subject to all the provisions of this Sub-Lease. 46. INTERPRETATIONS: As this agreement was jointly prepared by both parties, the language in all parts of this agreement shall be construed, in all cases, according to its fair meaning, and not for or against either party hereto. 47. ENTIRE AGREEMENT: This agreement, including recitals, constitutes a single, integrated contract, expressing the entire agreement and understanding of the parties concerning the subject matter of this agreement, and this agreement supersedes and replaces all prior understandings, negotiations, proposed agreements and agreements, whether oral or written, express or implied. ,.. * . ,.. ,.. .. ****** ****** '-' .-.. .***** 13 o c c 48. AUTHORIZED SIGNATORS: The parties to this Sub-Lease represent that the signators executing this Sub-Lease are fully authorized to enter into this agreement. END OF SUBLEASE TERMS. COUNTYOFSANBERNARrnNO David H. Slaughter, Director Real Estate Services Department Date: Approved as to Legal Form: CITY: CITY OF SAN BERNARDINO By: Patrick J. Morris Title: Mayor Date: Attest: RONALD D. REITZ, County Counsel San Bernardino County, California By: By: /~;,/-;-- :::- ~-:;--< ... /.:0'~:~-:.:"'~ ,...... -- . --- Deputy----:--::::.::.:..----- ,~---_...---- Date: --~,./ Rachel Clark Title: City Clerk Date: APPROVED ASTO FORM JAMES F. PENMAN City Attorney By: k.-z7'<-)' jlc-z-y,~__ (/ / Date: h '<'I /2 / 2<<-' 14 c ~_.______ 0:::- i--a>-=-- .0 (}> ~ a> 04- Q) ...... '- c cu CU :J C CY Q) (j) ...... :JCO . Q) CD -1-r- ) /1 / o .Q u.. ~ N o U Q) "0 I - c~ N ----7 ~ ....... c: C :'= ro -D (1) Q) .r: OJ 0 c..- -+= x (1)4- W (/)0 >. ro- CO Q) Q) (1)4- U Q) 4= !.- 4- ro o :J CY .u en ...... 00 UL.() c..-N eu - Z~ I /l j I -- 1 c I , ro , ill Q) / - I cno // '-' '- .- I (l):t:: I (/)0 I , I :: N ~ 0) C .- (j)...... (j) (1) u>2 u o u> ...... I.- 0.... eu :J (1) 0- U (j) C r, , <.c .;.so ;,:s... "'0 ,-" . - ...- > W ( C> '" I I i I I I I \V eu...... (1) Q) I.- Q) <(4- C (1) o I.- eu ...... :J 0...0- ~ (j) Q.;lv; o:()) ::> Il\ M I I 1 ) I I II I 'v I I c c c EXHIBIT "B" LIST OF FORMER COUNTY OFFICIALS INSTRUCTIONS: List the full name of the former COUNTY Administrative Official, the title/description of the Official's last position with the COUNTY, the date the Official terminated COUNTY employment, the Official's current employment andlor representative capacity with the CITY, the date the Official entered CITY's employment andlor representation. OFFICIAL'S NAME: REQUIRED INFORMATION City of San Bernardino Human ResourcesJRisk Management Division 300 N. .D~ Street San Bernardino, CA 92418 c Linn Livingston Human Resourcn Director Fred Wilson City Administrator CERTIFICATE OF INSURANCE OR SELF-INSURANCE In the event of cancellation of the self-insurance programs or policies designated below, it is the intent of the City of San Bernardino to main 30 days' prior nobce thereof 10: County of San Bernardino Pubtic and Support Services Group Real Estate Services Department 825 East Third Street San Bernardino, CA 92415-0832 The City of San Bernardino certifies that the foUO"Ning &eff-insurance programs Of insurance pohcies are in force: Sub-lease of premises at 606 E. Mill Street, San Bemardino, CA 92415, for a tem of fifteen (15) months with one (1) three-year option, beginning 04/01/06. The Counly, the Landlord and their officers, employees, agents and volunteers are to be named as additional insured with respect to liabilities arising out of this agreement. c Waive all rights of subrogation against the County, the Landlord, their officers, employees, agents, volunteers, contractors and subcontractors. LIMITS OF LIABILITY COMPANY AND POLICY TYPE OF COVERAGE POLICY NO. PERIOD Bodilv tniurv Property Damage Comprehensive General Liability Self-insured Ind6~nite $1,000,000 Combined Single Limits Incl. Auto Liability Excess ComprehenSIVe General Liability Incl. Auto liabIlity WOf1t~' Compensation Self.insured Inde~nite Statutory No coverage 0 T H E R This certifICate is not valid unless counter&gned by an authorized representative of the City of San Bernardino, Risk Management Division. CCC: Robert Simmons. Sr. Deputy C~y Anomey Mav 4 2006 Date Unn Uvingston Director of Human Resources City of San BernardIno Authorized Reoresentatrve 1~~ C.L....~IC. f'1-..~ ~ SignatJre For information reoardino the above self-insurance oolicies olease contact Risk Manacement Division at (909\ 384-5308 CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Date: April 1 , 2006 0 RIG I N A L Subject: Resolution of the Mayor and Common Council of the City of San Bernardino authorizing the Purchasing Manager to sign a lease agreement with the County of San Bernardino Real Estate Services for offsite office space on behalf of the San Bernardino Police Department. From: Michael A. Billdt, Chief of Police Dept: Police Synopsis of Previous Council Action: None. Recommended Motion: Adopt Resolution. Ly]1J~j)/lILtIRr Michael A. Billdt, Chief of Police Contact person: I t ~Aitrh::.1 Kimh::.1I Phone: 'IRd_"R?R Supporting data attached: Yes Ward: All FUNDING REQUIREMENTS: Amount: FY 05/06 $ 6,630; FY 06/07 $19,890 Source: 108-271-5181 Lease Payments Finance . Council Notes: ~A,L-~~1 -#.;2./, ~//ot, Ag.nd. lI.m No :;,-/00 CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Staff Report SUBJECT Resolution of the Mayor and Common Council of the City of San Bernardino authorizing the Purchasing Manager to sign a lease agreement with the County of San Bernardino Real Estate Services for offsite office space on behalf of the San Bernardino Police Department. BACKGROUND Since March I, 2004, thc San Bernardino Police Dcpartment Vice and Narcotics Unit has been housed in an offsite facility located at 385 S. Arrowhead Ave in the City of San Bcrnardino. This facility is in a mixed commcrcial and residential district and is privately owned. On behalf of the owners, California Diversified Properties managed the site and prepared the thrce ycar lease agreement signed by all parties in February 2004. Soon after occupying the building, some employees began experiencing an increase in respiratory illness. Facilities Manager Jim Sharer coordinated structural and health inspections of the building at the request of San Bernardino Police Department managers. This inspection, and subsequent analysis of collected dcbris, determined that there was an abundance of Stachybotrys (black mold) in some parts of the facility. Termite infestation was also discovered, which was verified by a professional pest control company (Ameristar). Due to the discovery of the unhealthful conditions at 385 S. Arrowhead, the manager of the San Bernardino Police Department Vice and Narcotics Unit began searching for a facility to house the unit. In the interim, Robert Simmons from the City Attorney's Office ncgotiated the release of the San Bernardino Police Department from the existing lease. Lease payments were made to the property owners through December 2005 and the facility was complctely vacated by San Bernardino Police Department personnel by latc October 2005. As a courtesy, the San Bernardino County Sheriffs Dcpartment offered 1700 square feet of interim office space rent free at their offsite facility located at 808 E. Mill Street. Since available office space at the San Bernardino Police Departmcnt Central Station was inadequate, the decision was made to house the San Bernardino Police Department Vice and Narcotics Unit in the San Bernardino County Sheriffs Department facility, on a short term basis. San Bernardino Police Department Vice and Narcotics pcrsonnel have been housed in the 1700 square feet of office space at the 808 E. Mill street facility since Novembcr 2005. The resulting cooperative collaboration between the San Bernardino County Sheriffs Department and San Bernardino Police Department narcotics teams has led San Bernardino County Sheriff Gary Penrod to offer a sub-lease option, for the current occupied space, to the City of San Bernardino and San Bernardino Police Department. San Bernardino County Real Estate Services located at 825 E. Third Street, San Bernardino, California, has prepared a standard county sub-lcase agreement for fi fteen (15) months with one (1) three year option (Exhibit A). The proposed lease agreement would be retroactive to April I, 2006, and would terminate on June 30, 2007, the same date the original Icase expires betwecn the San Bemardino County Sheriffs Department and the current landlord. The San Bernardino County Sheritrs Department expects to extend their lease of the 808 E Mill Strcet facility prior to its termination on June 30, 2007. As a result, the City of San Bernardino and San Bernardino Police Department could extend the 15 month lease for another three years, with a 180 day notice to San Bernardino County Real Estate Services, prior to the expiration of the lease agreement. Total cost to the City of San Bernardino and San Bernardino Police Department for the duration of the initial fifteen (15) month contract is $2,210.00 per month or $33.150.00 over the life of the fifteen month agrecment. The amount of $33.150 is well below the $44,400 in lease payments that would have been paid to property owners of the facility at 385 S. Arrowhcad during the final year of that lease agreement. A cost analysis was conducted by the San Bernardino Police Department Vice and Narcotics unit manager for a facility comparable to the current housing at 808 E Mill Street. The only suitable commercial property found entailed lease paymcnts of $5,000 a month; $60,000 a year. Considerations for remaining at the 808 E Mill Street location are: . Reasonable cost . Appropriate anonymity to safeguard investigations and department personnel . Lease payments include all utility and janitorial services. At all prior offsite locations the San Bernardino Police Department was responsible for utility payments. During the last month of operations (October 2005) at the former 385 S. Arrowhead location, $2,268 in utility payments were made, in addition to the $3500 in monthly lease payments. . The premises and property are secured by fencing, internal and external alarm systems. . There is adequate office space for Unit operations and Information Services has already installed the required equipment for computer operations. FINANCIAL IMPACT For the remainder of FY 05/06 (3 months) and the next fiscal year, the San Bernardino Police Department can expect to expend the following monies to the County of San Bernardino for lease payments at the San Bernardino County Sheriff Department offsite facility located at 808 E. Mill Street, San Bernardino, California. FY 05/06 FY 06107 $ 6,630 $ 26,520 If the City of San Bernardino and the San Bernardino Police Department exerciscs the three year lease option, monetary expenditures for lease payments will bc $2,210 a month or $26,520 per fiscal year. RECOMMENDA nONS Adopt Resolution. Attachments: Exhibit A - San Bernardino County Rcal Estate Services lease agrccment I I 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 I RESOLUTION NO. (C~f)f RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE PURCHASING MANAGER TO SIGN A LEASE AGREEMENT WITH THE COUNTY OF SAN BERNARDINO REAL ESTATE SERVICES FOR OFFSlTE OFFICE SPACE ON BEHALF OF THE SAN BERNARDINO POLICE DEPARTMENT. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The Mayor and Common Council of the City of San Bernardino authorizes the Mayor, or his designee, to execute a lease agreement between the City of San Bernardino Police Department and the County of San Bernardino Real Estate Services, authorizing the San Bernardino Police Department to sublease 1700 square feet of office space from the County of San Bernardino to house the San Bernardino Police Department Vice and Narcotics Unit. SECTION 2. That the Mayor and Common Council authorize the Director of Finance to fund the lease through the budget accounts outlined in the staff report. SECTION 3. The authorization to execute the above referenced lease agreement is rescinded ifit is not executed within sixty (60) days of the passage of this resolution. III III III III III III III III 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 I 27 I I 28 I I I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE PURCHASING MANAGER TO SIGN A LEASE AGREEMENT WITH THE COUNTY OF SAN BERNARDINO REAL ESTATE SERVICES, FOR OFFSITE OFFICE SPACE ON BEHALF OF THE SAN BERNARDINO POLlCE DEPARTMENT. 1 HEREBY CERTIFY that the foregoing resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a meeting thereof, held on the day of , 2006, by the following vote, to wit: Council Members Aves Navs Abstain Absent ESTRADA BAXTER McGINNIS DERRY KELLEY JOHNSON McCAMMACK City Clerk The foregoing resolution is hereby approved this day of ,2006. PATRICK MORRIS, Mayor City of San Bernardino Approved as to form and legal content: James F. Penman, City Attorney BY: FAS X New Vendor Code Dept. Contract Number - Change SC A Cancel County Department Dept. Orgn. TENANTs license No. Real Estate Services Department County Department Contract Representative Telephone Total Contract Amount David H. Slauahter, Director 387-7813 Contract Type o Revenue o Encumbered o Unencumbered 0 Other: If not encumbered or revenue contract type, provide reason: Commodity Code Contract Start Date Contract End Date Original Amount Amendment Amount Fund Depl. Organization Appr. Obj/Rev Source GRC/PROJ/JDB No. Amount AAA RNT RNT 200 2905 Fund Dept. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. .. Amount . Fund Dept. Organization Appr. Obj/Rev Source GRC/PROJ/JOB No. Amount , Project Name Estimated Payment Total by Fiscal Year SAN BERNARDINO - Sheriff FY -- I,mount liD t:v Amuunt liD I , , 808 E. Mill St. - Sublease - - - - Contract type 2(d) - - FOR COUNTY USE ONLY - County of San Bernardino CONTRACT TRANSMITTAL CITY City of San Bernardino Police Department FederallD No. or Social Security No. CITY's Representative Mitch Kimball ~,... . ("" \ ,. 1')" \oJ ~-" ~ "'. This Sub-Lease is for a period of fifteen (15) months. Sub-Ieased'sub-premises consist of 1,700 gross . ~~ \ , ~ square feet of offices. Rental IS $1.30 per square foot full_~1rvlC!3.gross. . CJ~ CITY shall provide its own telephone services ?Qd;"se~rjty'GQ. ..- ~U \ 1 v~-- -<,J . ,C- \,-?:, ~ t c~j: O~V~ ,.-('v~)..,) \c i'- ~ i'.. \-; . \ "t.- C. ~ ...."\ y"" ".. "Ii. J. ll:\\.~' (AI/aeh this transmil/alto all contracts not re arelfoktl1e "Standard 'Contract" arm. Approved as to Legal Form (sign in blue ink) Reviewed ~st~.9~riE:~ct Compliance >~\ :={ y~~. ~ Phone (909) 754-0013 Address P.O. Box 1559, San Bernardino, CA 92402-1559 Nature of Contract: Presented to 80S for Signature ~ S[[ SlGNATUr\[ PAGE County Counsel ~ ). Department Head I I I Date Dale Date Auditor/Controller-Recorder Use Onlv 0 Contract Database . 0 FAS 'npu:~~~~t.i: ~l~ji~i{~J.~t COUNTY OF SAN BERNARDINO SUB-LEASE AGREEMENT CITY: CITY OF SAN BERNARDINO POLICE DEPARTMENT P.O. Box 1559 San Bernardino, CA 92402-1559 COUNTY: COUNTY OF SAN BERNARDINO Public and Support Services Group Rea~ Estate_ ~eryic;es Department. 825 East Third Street San Bernardino, CA 92415-0832 SUB-PREMISES: 808 E. Mill Street San Bernardino, CA 92415 TERM OF SUB-LEASE:. Fifteen (15) months with one (1) three-year option COMMENCEMENT DATE OF SUB-LEASE: April 1, 2006 REVENUE PER MONTH: $2,210.00 COUNTY CONTRACT NUMBER: . DOCUMENT NUMBER AND REVISION DATE: No. 196637.04 8/05/05 DATE TYPED: 02/28/06 PARAGRAPH 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 TABLE OF CONTENTS CAPTION PAGE PARTIES SUB-PREMISES SUB-LEASED TERM. RENT RETURN OF SUB-PREMISES OPTION TO EXTEND TERM TAXES USE HEALTH, SAFETY & FIRE CODE REQUIREMENTS SIGNS _ MAINTENANCE ALTERATIONS FIXTURES UTILITIES HOLD HARMLESS INSURANCE DESTRUCTION OF SUB-PREMISES COUNTY'S ACCESS TO SUB-PREMISES NOTICES INCORPORATION OF PRIOR AGREEMENT WAIVERS . AMENDMENTS SUCCESSORS SEVERABILITY TIME OF ESSENCE QUIET ENJOYMENT PROVISIONS ARE COVENANTS & CONDITIONS CONSENT EXHIBITS LAW RESERVED ATTORNEYS' FEES AND COSTS VENUE CAPTIONS, TABLE OF CONTENTS & COVER PAGE SURVIVAL BROKER'S COMMISSIONS ESTOPPEL CERTIFICATES SECURITY DEPOSIT ASSIGNMENT AND SUBLETTING TERMINATION FORMER COUNTY OFFICIALS MISREPRESENTATIONS DISCLOSURE . DEFAULT AND RIGHT TO TERMINATE 1 1 1 1 1 1 1 2 2 2 2 2 3 3 3 3 5 6 6 7 7 7 7 7 7 7 8 8 8 8 8 8 8 8 8 8 8 9 9 10 10 11 11 11 Table of Contents Page -2- 45 46 47 48 HOLDING OVER INTERPRETATIONS ENTIRE AGREEMENT AUTHORIZED SIGNA TORS SIGNATURES 15 15 15 16 16 Exhibit "A" - Sub-Premises Description Exhibit "8" - List of Former County Officials I I SUB-LEASE AGREEMENT WHEREAS, the County of San Bernardino ("COUNTY") currently leases approximately 19,586 square feet of space ("Premises") from East Mill Street, Ltd. ("LANDLORD") under COUNTY Contract No._- , ("Lease"); and, WHEREAS, the COUNTY wishes to Sub-Lease a portion of the Premises of the Lease to the City of San Bernardino ("CITY") for use by its Police Department. NOW, THEREFORE, in consideration of mutual covenants and conditions, the parties hereto agree as follows: 1. PARTIES: This is a Sub-Lease ("Sub-Lease") made between the COUNTY, as sub-landlord, and the CITY, as sub-tenant. This Sub-Lease is subject to the Lease and CITY shall take no action in violation of the terms and conditions of thl;' Lease. 2. PREMISES SUBLEASED: COUNTY sub-leases to CITY approximately 1,700 square feet within the Premises and adequate parking located at 808 E. Mill Street, San Bernardino, California ("Sub-Premises"), as described in Exhibit "A", Sub- Premises Specifications. 3. TERM: This Sub-Lease shall commence on April 1, 2006 and continue thereafter until June 31, 2007 ("Term). In the event the Term commences prior to the date specified for the commencement of the Term as a result of COUNTY making the Sub-Premises available and CITY's written acceptance of early possession of the Sub- Premises, the ending date of the Term shall remain the same. Rent for any partial month shall be prorated based on the actual number of days in the month. 4. RENT: CITY shall pay to COUNTY the monthly rental of Two Thousand Two Hundred and 00/100 Dollars ($2,200.00) in advance on the first day of each month, commencing when the Term commences, continuing during the Term. All rent shall be paid to COUNTY at the address to which notices to COUNTY are given. 5. RETURN OF PREMISES: The CITY agrees that it will, upon any termination of this Sub-Lease, return the Sub-Premises in as good condition and repair as the Sub-Premises now are or shall hereafter be put; reasonable wear and tear excepted. 6. . OPTION TO EXTEND TERM: COUNTY gives CITY the option to extend the term of the Sub-Lease on the same provisions and conditions, excluding the monthly rent, for one (1) three-year period ("extended term") following expiration of the initial Term, by CITY giving notice of its intention to exercise the option to COUNTY at least 180 days prior to the expiration of the Term. This option is valid only if the COUNTY, in its sole discretion, exercises its three-year option to extend under the Lease with LANDLORD. I 7. TAXES: CITY shall pay before delinquency any and all property. taxes, assessments, fees, or charges, including possessory interest taxes, which may be levied or assessed upon any personal property, improvements or fixtures installed or belonging to CITY and located within the Sub-Premises. CITY shall also pay all license or permit fees necessary or required by law for the conduct of its operation. CITY recognizes and understands that this Sub-Lease may create a possessory interest subject to property taxation and that the CITY may be subject to the payment of property taxes levied on such interest. 8. USE: This Sub-Lease is limited to the normal functions of the CITY's Police Department for auxiliary office space and will not be open to the public. CITY shall not use the Sub-Premises for any other purpose. 9. HEALTH. SAFETY AND FIRE CODE REQUIREMENTS: As a condition of this Sub-Lease. CITY at its sole expense will ensure the Sub"Prer!",c:.es meet the . .-- -applicable requirements of the Health, Safety, Fire and Building Codes, including any requirements for a notice of completion, certificate of occupancy and the Americans with Disabilities Act ("ADA"), for its intended use. Should the continued occupancy or use of the Sub-Premises be in any way prejudiced or prevented due to changes in the ADA or the Health, Safety, Fire or Building Codes, the CITY herein shall correct, update and comply with said changes at CITY's cost, or the CITY, in its sole discretion, may terminate this Sub-Lease. 10. SIGNS: CITY will display from the windows andlor marquee of the Sub- Premises only such sign or signs as are not prohibited by law, and which are approved by COUNTY. 11. MAINTENANCE: a. CITY at its cost shall maintain in good condition portions of the Sub- Premises to COUNTY's reasonable satisfaction. b. CITY shall have ten (10) days after notice from COUNTY to perform its obligation under this paragraph, except that CITY shall perform its obligations immediately if the nature of the problem presents a material hazard or emergency. Provided, however, if the nature andlor extent of CITY's obligation is such that more than ten (10) days are reasonably required to complete, then CITY shall not be in default if CITY commences its obligation within said ten (10) day period and thereafter diligently prosecutes its obligation to completion. If CITY does not perform its obligations within the time limitations in this paragraph, COUNTY after notice to CITY can perform the obligations and have the right to be reimbursed for the sum it actually and reasonably expends (including charges for COUNTY employees and equipment) in the performance of CITY'S obligations. Any notice or demand concerning a material hazard or emergency may be made orally, by telephone or otherwise, provided that written confirmation is given within five (5) days after the oral notice or demand is made. Such confirmation shall be made as provided in Paragraph 18, NOTICES. 2 12. ALTERATIONS: CITY shall not make any structural or exterior improvements or alterations to the Sub-Premises without COUNTY's consent. Any such alterations made shall remain on and be surrendered with the Sub-Premises on expiration or termination of the Sub-Lease. 13. FIXTURES: CITY shall have the right during the Term(s) of this Sub-Lease to install shelving and fixtures, and make interior, non-structural improvements or alterations in the Sub-Premises. Such shelving, fixtures, improvements, and alterations shall remain the property of the CITY and may be removed by the CITY during the Term(s) of this Sub-Lease or within a reasonable time thereafter, provided that the CITY restores the Sub-Premises to the condition as it existed at the commencement of this Sub-Lease, reasonable wear and tear excluded, or the CITY in its sole discretion may elect to surrender all or any part of such shelving, fixture, improvements and alterations to the COUNTY, in which case CITY shall have no duty to restore the Sub-Premises. Any such election to surrender must be in writing anctaccepted by COUNTY to~be effective. 14. UTILITIES: COUNTY shall furnish and pay for all utilities to the Sub- premises, except that CITY shall furnish to the Sub-Premises and pay for its own telephone service. 15. HOLD HARMLESS: CITY agrees to indemnify, defend (with counsel approved by COUNTY) and hold harmless the COUNTY, its authorized officers, agents, volunteers and employees, from any and all claims, actions, losses, damages, andlor liability arising out of this Sub-Lease from any cause whatsoever including the acts, errors' or omissions of any person and for any costs of expenses incurred by the COUNTY on account of any claim therefore except where such indemnification is prohibited by law. 16. INSURANCE: a. COUNTY is a public entity and is self-insured. b. Without in anyway affecting the indemnity herein provided and in addition thereto, CITY shall secure and maintain throughout the Sub-Lease the following types of insurance with limits as shown. CITY may comply with these insurance requirements thru a State approved self-insurance program: (1) Workers' Compensation: A program of Workers' Compensation insurance or a state-approved Self-Insurance Program in an amount and form to meet all applicable requirements of the Labor Code of the State of California, including Employer's Liability with Two Hundred Fifty Thousand and 00/100 Dollars ($250,000.00) limits, covering all persons, including volunteers, providing services on behalf of the CITY and ali risks to such persons under this agreement. (2) Comprehensive General and Automobile Liability Insurance: This coverage to include contractual coverage and automobile liability coverage for owned, hired and non-owned vehicles. The policy shall have combined single limits for bodily injury and property damage of not less than One Million and 00/100 Dollars ($1,000,000.00). ~ j (3) Fire Insurance: Standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements to the extent of at least one hundred percent (100%) of the full replacement value of the entire Premises. c. Additional Named Insured: All policies, except for the Workers' Compensation, shall contain additional endorsements naming the COUNTY, the LANDLORD and their officers, employees, agents and volunteers as additional named insured with respect to liabilities arising out of this agreement. d. Waiver of Subrogation Rights: CITY shall require the carriers of the above required coverages to waive all rights of subrogation against the COUNTY, the LANDLORD, their officers, employees, agents, volunteers, contractors and subcontractors. e. Policies Primary and Non-Contributory: All policies required above are to be primary and non-contributory with any insurance or self-insurance programs carried or administered by the COUNTY or LANDLORD. f. Proof of Coverage: CITY shall immediately furnish certificates of insurance to COUNTY, evidencing the insurance coverage, including endorsements, above required prior to occupying the Sub-Premises and the commencement of performance of services hereunder, which certificates shall provide that such insurance shall not be terminated or expire without thirty (30) days written notice to the COUNTY.. and CITY shall maintain such insurance from the time of occupancy and commencement of performance of services hereunder until the completion of such occupancy. Within sixty (60) days of the commencement of this agreement, the CITY shall furnish certified copies of the policies and all endorsements. g. Insurance Review: The above insurance requirements are subject to periodic review by the COUNTY. The COUNTY's Risk Manager is authorized, but not required, to reduce or waive any of the above insurance requirements whenever the Risk Manager determines that any of the above insurance is not available, is unreasonably priced, or is not needed to protect the interests of the COUNTY. In addition, if the Risk Manager determines that heretofore unreasonably priced or unavailable types of insurance coverage or coverage limits become reasonably priced or available, the Risk Manager is authorized, but not required, to change the above insurance requirements to require additional types of insurance coverage or higher coverage limits, provided that any such change is reasonable in light of past claims against the COUNTY, inflation, or any other item reasonably related to the COUNTY's risk. Any such reduction or waiver for the entire Term of the agreement and any change requiring additional types of insurance coverage or higher coverage iimits must be made by amendment to this agreement. CITY agrees to execute any such amendment within thirty (30) days of receipt. h. Failure to Have Insurance: In the event COUNTY receives a notice of cancellation concerning any of the required policies, or should CITY fail to have in effect the required coverage at any time during this Sub-Lease, COUNTY may give notice to CITY to immediately suspend all CITY activities andlor notice to reinstate or acquire 4 the affected coverage. Should CI1Y fail to reinstate or acquire the affected coverage within ten (10) days of COUN1Y's notice to reinstate or acquire such coverage, COUN1Y may either terminate the Sub-Lease, reinstate or acquire the affected coverage, and CI1Y shall reimburse COUN1Y for the necessary cost at COUN1Y's option. If CI1Y does not reimburse COUN1Y within ten (10) days after demand by COUN1Y, COUN1Y shall have the right to withhold from future rent due the sum COUN1Y has expended until COUN1Y is reimbursed in full. i. COUN1Y shall have no liability for any premiums charged for such coverage(s). The inclusion of COUN1Y and LANDLORD as additional named insured is not intended to and shall not make either or them a partner or joint venturer with CI1Y. 17. DESTRUCTION OF SUB-PREMISES: . a. If during the Term of this Slib-Lease, any casualty renders twentv- five percent (26%) or less of the floor space of the Sub-Premises unusable for the purpose intended, COUN1Y shall commence restoration of the Sub-Premises within sixty (60) days of notice of the casualty and shall thereafter complete restoration of the Sub- . Premises within a reasonable time. If COUN1Y does not commence the restoration obligations of this subparagraph within the time limitation set forth, CI1Y may thereafter terminate this Sub-Lease by written notice to COUN1Y at any time prior to COUN1Y commencing restoration. b. If during the Term of this Sub-Lease, any casualty renders more than twenty-five percent (25%) but less than fifty percent (50%) of the floor space of the Sub- Leased Sub-Premises unusable for the purpose intended, COUN1Y, in its sole discretion, may either commence restoration of the Sub-Premises within ninety (90) days of notice of the casualty and shall thereafter complete restoration of the Sub-Premises within a reasonable time, or COUN1Y may terminate this Sub-Lease by written notice to CI1Y. If COUN1Y does not commence the restoration obligations of this subparagraph within the time limitation set forth, CI1Y may thereafter terminate this Sub-Lease by written notice to COUN1Y at any time prior to COUN1Y commencing restoration. c. If during the Term of the Sub-Lease, any casualty renders fifty percent (50%) or more of the floor space of the Sub-Leased Sub-Premises unusable for the purpose intended, this Sub-Lease shall be terminated as of the date of the casualty. If the Sub-Lease is terminated pursuant to this subparagraph, CI1Y shall have a reasonable time to vacate the Sub-Premises and shall not be required to pay rent during the reasonable time required to vacate the Sub-Premises. d. In the event there is a destruction of a portion of the Sub-Leased Sub-Premises as set out in paragraphs "a" or "b" above, there shall be an abatement or reduction of the rent between the date of destruction and the date of completion of restoration or the date of termination of this Sub-Lease, whichever comes first. The abatement or reduction of the rent shall be in the percentage as the percentage of unusable floor space. Unusable floor space for the purpose of calculating the percentage of rent abatement or reduction shall include not only that floor space which is rendered 5 unusable for the purpose intended by the casualty itself, but any additional floor space which is not usable for the purpose intended because of restoration or similar activities. e. In the event there is a destruction of a portion of the Sub-Leased Sub-Premises as set out in paragraphs "a" or "b" above, and the Sub-Lease is not terminated because of such destruction, CITY agrees to pay to COUNTY any and all insurance proceeds received for said destruction for COUNTY use in the restoration of the Sub-Premises. f. In the event COUNTY is required to restore the Sub-Premises as provided in this paragraph, COUNTY shall restore, at it's expense, any structural or exterior improvements or alterations to the Sub-Premises made by CITY pursuant to Paragraph 11, ALTERATIONS, of this Sub-Lease, but shall not have to restore any shelving, fixtures, or interior nonstructural improvements or alteration made by the CITY pursuant to Paragraph 12, FIXTURES, of this Sub-Lease: __ . g. It is the purpose and intent of this paragraph to determine who shall bear the initial responsibility for restoration of the Sub-Premises in the event of any such destruction and not to determine the party responsible for the ultimate costs of such restoration. 18. COUNTY'S ACCESS TO SUB-PREMISES: COUNTY and its authorized representatives shall have the right to enter the Sub-Premises at all reasonable times for any of the following purposes: a. To determine whether the Sub-Premises are in good condition; b. To do any necessary maintenance and to make any restoration to the Sub-Premises that COUNTY has the right or obligation to perform. c. To serve, post, or keep posted any notices required by law; d. To post "for sale" signs at any time during the Term, to post "for rent" or "for lease" signs during the last three (3) months of the Term, and; e. To show the Sub-Premises to prospective brokers, agents, buyers, tenants, lenders or persons interested in an exchange, at any time during the Term. COUNTY shall conduct its activities on the Sub-Premises as allowed in this paragraph in a manner that will cause the least possible inconvenience, annoyance, or disturbance to CITY. . 19. NOTICES: Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other party or any other person, including notices under the California unlawful detainer statutes, shall be in writing and either served personally or sent by prepaid, first-class mail. Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other party shall be addressed to the other party at the address set 6 forth below. Either party may change its address by notifying the other party of the change of address. Notice shall be deemed communicated two (2) COUNTY working . days from the time of mailing if mailed as provided in this paragraph. CITY's address: City of San Bernardino Police Department P.O. Box 1559 San Bernardino, CA 92402-1559 COUNTY's address: County of San Bernardino Real Estate Services Department 825 East Third Street San Bernardino, CA 92415-0832 20. INCORPORATION OF PRIOR AGREEMENT: This Sub-Lease contains all of the aareements of the parties hereto with respect to any matter covered or mentioned in this Sub-Lease, and no prior agreement or understanding pertaining to any such matter shall be effective for any purpose. 21. WAIVERS: No waiver by either party of any provisions of this Sub-Lease shall be deemed to be a waiver of any other provision hereof or of any subsequent breach by either party of the same or any other provisions. 22. AMENDMENTS: No provision of this Sub-Lease may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successor in interest, expressing by its terms an intention to modify this Sub- Lease. 23. SUCCESSORS: This Sub-Lease shall inure to the benefit of and be binding upon the heirs, executors, administrators, successors, and assigns of the parties hereto. 24. SEVERABILITY: If any word, phrase, clause, sentence, paragraph, section, article, part or portion of this Sub-Lease is or shall be invalid for any reason, the same shall be deemed severable from the remainder hereof and shall in no way affect or impair the validity of this Sub-Lease or any other portion thereof. 25. TIME OF ESSENCE: Time is of the essence of each provision of this Sub- Lease which specifies a time within which performance is to occur. In the absence of any specific time for performance, performance may be made within a reasonable time. 26. QUIET ENJOYMENT: Subject to the provisions of this Sub-Lease and conditioned upon performance of all the provisions to be performed by CITY hereunder, COUNTY shall secure to CITY during the Sub-Lease Term the quiet and peaceful possession of the Sub-Premises and all right and privilege appertaining thereto. 27. PROVISIONS ARE COVENANTS AND CONDITIONS: All provisions, whether covenants or conditions, on the part of either party shall be deemed to be both covenants and conditions. 7 28. CONSENT: Whenever consent or approval of either party is required that party shall not unreasonably withhold or delay such consent or approval. 29. EXHIBITS: All exhibits referred to are attached to this Sub-Lease and incorporated by reference. 30. LAW: This Sub-Lease shall be construed and interpreted in accordance with the laws of the State of California. 31. RESERVED: 32. ATTORNEYS' FEES AND COSTS: If any legal action is instituted to enforce or declare any party's rights hereunder, each party, including the prevailing party. rnust bear its own costs and attorneys' fees. This paragraph shall not apply to tho!'e . costs and attorneys' fees directly arising from any third pa.rty legal action against a party hereto and payable under Paragraph 14, HOLD HARMLESS. 33. VENUE: The parties acknowledge and agree that this Sub-Lease was entered into and intended to be performed in San Bernardino County, California. The parties agree that the venue for any action or claim brought by any party to this Sub- Lease will be the Superior Court of California, County of San Bernardino, San Bernardino District. Each party hereby waives any law, statute (including but not limited to Code of Civil Procedure section 394), or rule of court that would allow them to request or demand a change of venue. If any third party brings an action or claim concerning this Sub-Lease, the parties hereto agree to use their best efforts to obtain a change of venue to the Superior Court of California, County of San Bernardino, San Bernardino District. 34. CAPTIONS. TABLE OF CONTENTS AND COVER PAGE: The paragraph captions, table of contents and the cover page of this Sub-Lease shall have no effect on its interpretations. 35. SURVIVAL: The obligations of the parties which, by their nature, continue beyond the Term of this Sub-Lease, will survive the termination of this Sub-Lease. 36. BROKER'S COMMISSIONS: CITY is solely responsible for the payment of any commissions to any broker who has negotiated or otherwise provided services in connection with this Sub-Lease. 37. ESTOPPEL CERTIFICATES: Each party within thirty (30) days after notice from the other party, shall execute and deliver to other party, in recordable form, a certificate stating that this Sub-Lease is unmodified and in full force and effect, or in full force and effect as modified, and stating the modifications. The certificate also shall state the amount of minimum monthly rent, the dates to which the rent has been paid in advance, the amount of any security deposit or prepaid rent, and that there are no uncured defaults or specifying in reasonable detail the nature of any uncured default claimed. Failure to deliver the certificate within thirty (30) days shall be conclusive upon 8 . the party requesting the certificate and any successor to the party requesting the certificate, that this Sub-Lease is in full force and effect and has not been modified except as may be represented by the party requesting the certificate, and that there are no uncured defaults on the part of the party requesting the certificate. The estoppel certificate shall be in the form provided by the County of San Bernardino. 38. SECURITY DEPOSIT: There is no security deposit in this Sub-Lease. 39. ASSIGNMENT AND SUBLETTING: a. CITY shall not voluntarily assign or encumber its interest in this Sub-Lease or in the Sub-Premises or any options contained in this Sub-Lease or Sub- Lease, all or any part of the Sub-Premises, or allow any other person or entity (except CITY's authorized representatives) to occupy or use all or any part of the Sub- Premises. 40. TERMINATION: Either party may terminate this Sub-Lease by giving the other party sixty (60) days prior notice of the termination. 41. FORMER COUNTY OFFICIALS: CITY agrees to provide or has already provided information on former COUNTY administrative officials (as defined below) who are employed by or represent CITY. The information provided includes a list of former COUNTY administrative officials who terminated COUNTY employment within the last . five years and who are now officers, principals, partners, associates or members of the business. The information also includes the employment with or representation of CITY. For purposes of this provision, "COUNTY administrative official" is defined as a mernber of the Board of Supervisors or such officer's staff, COUNTY Administrative Officer or member of such officer's staff, COUNTY department or group head, assistant department or group head, or any employee in the Exempt Group, Management Unit or Safety Management Unit. (See Exhibit "B", List of Former County Officials.) 42. MISREPRESENTATIONS: If during the course of the administration of this Sub-Lease, the COUNTY determines that the CITY has made a material misstatement or misrepresentation or that materially inaccurate information has been provided to the COUNTY, this Sub-Lease may be immediately terminated. If this Sub-Lease is terminated according to this provision, the COUNTY is entitled to pursue any available legal remedies. 43. DISCLOSURE: All information received by the COUNTY from any source concerning this Sub-Lease, including the Sub-Lease itself, may be treated by the COUNTY as pubiic information subject to disclosure under the provisions of the California Public Records Act, Government Code section 6250 et seq. (the "Public Records Act"). CITY understands that although all materials received by the COUNTY in connection with this contract are intended for the exclusive use of the COUNTY, they are potentially subject to disclosure under the provisions of the Public Records Act. In the event a request for disclosure of any part or all of any information which a CITY has reasonably requested COUNTY to hold in confidence is made to the COUNTY, the COUNTY shall 9 notify the CITY of the request and shall thereafter disclose the requested information unless the CITY, within five (5) days of receiving notice of the disclosure request, requests nondisclosure, provides COUNTY a legally sound basis for the nondisclosure, and agrees to indemnify, defend, and hold the COUNTY harmless in anylall actions brought to require disclosure. CITY waives any and all claims for damages, lost profits, or other injuries of any and all.kinds in the event COUNTY fails to notify CITY of any such disclosure request andlor releases any information concerning the contract received from the CITY or any other source. 44. DEFAULT AND RIGHT TO TERMINATE: a. Definitions. A "Default" by CITY shall refer to any failure by CITY to observe, comply with or perform any of the terms, covenants, conditions or rules applicable to CITY under the Lease or this Sub-Lease. The term "Breach" shall refer to the occurrence of anyone or more of the following Defaults, and, where a grace period for cure 'after notice is specified herein, the failure of CITY to cure such Default prior to the expiration of the applicable grace period: (1) CITY's unexcused failure to conduct CITY's business at the Sub-Premises in accordance with the terms of this Sub-Lease including but not limited to the failure to comply with the limitations of use of the Sub-Premises. (2) Vacating the Sub-Premises without the evident intention to reoccupy same, an abandonment of the Sub-Premises, or notice of intent to abandon Sub-Premises expressed in written notice. (3) CITY's failure to make any payment of monthly rent, or any other monetary payment required to be made by CITY hereunder as and when due, the failure of CITY to provide COUNTY with reasonable evidence of insurance or surety bond required under this Sub-Lease, or CITY's failure to fulfill any obligation under this Sub-Lease which endangers or threatens life or property, where such failure continues for a period of three (3) days, or such reasonable time as agreed by COUNTY, following written notice thereof by or on behalf of COUNTY to CITY. (4) The failure by CITY to provide COUNTY with reasonable written evidence (in duly executed original form, if applicable) of any documentation or information which COUNTY may reasonably require of CITY under the terms of this Sub-Lease, where any such failure continues for a period of ten (10) days following written notice by or on behalf of COUNTY to CITY. I . 1 (5) A Default by CITY as to any of the other terms, covenants, conditions or provisions of this Sub-Lease that are to be observed, cornplied with or performed by CITY where such Default continues for a period of thirty (30) days after written notice thereof by or on behalf of COUNTY to CITY; provided, however, that if the nature of CITY's Default is such that more than thirty (30) days are reasonably required for its cure, then it shall not be deemed to be a Breach of this Sub-Lease by CITY if CITY commences such cure within said thirty (30) day period and thereafter continuously and diligently prosecutes such cure to completion. 10 (6) A Default by CITY as to the terms of any Approved Encumbrance, where such Default continues for a period of thirty (30) days after written notice thereof by or on behalf of COUNTY; b. Remedies. (1) Other than when a different time or remedy is specifically provided, such as for the payment of rent, if CITY fails to perform any affirmative duty or obligation of CITY under this Sub-Lease within ten (10) days after written notice to CITY (or in case of an emergency, without notice), COUNTY may at its option (but without obligation to do so), perform such duty or obligation on CITY's behalf, including, but not limited to, the obtaining of reasonably required, insurance policies, or governmental licenses, permits or approvals. The costs and expenses of any such performance by COUNTY shall be due and payable by CITY to COUNTY within Len (10) dflYs of COUNTY's demand.--- . (2) In the event of a Breach of this Sub-Lease by CITY (as defined above), with or without further notice or demand, and without limiting COUNTY in the exercise of any right or remedy which COUNTY may have by reason of such Breach, COUNTY may: (i) Terminate CITY's right to possession of the Sub- Premises by any lawful means, in which case this Sub-Lease and the term hereof shall terminate and CITY shall immediately surrender possession of the Sub-Premises to COUNTY. In such event COUNTY shall be entitled to recover from CITY: (i) the worth at the time of the award of the unpaid rent which had been earned at the time of termination; (ii) the worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the J amount of such rental loss that the CITY proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid rent for the balance of the Term after the time of award exceeds the amount of such rental loss that the CITY proves could be reasonably avoided; and (iv) any other amount necessary to compensate COUNTY for all the detriment proximately caused by the CITY's failure to perform its obligations under this Sub-Lease or which in the ordinary course of things would be likely to result therefrom, including, but not limited to, the cost of recovering possession of the Sub-Premises, expenses of reletting, including necessary renovation and alteration of the Sub-Premises, and that portion of any leasing commission paid by COUNTY in connection with this Sub-Lease and applicable to the unexpired term of this Sub-Lease. The worth at the time of award of the amount referred to in provision (Hi) of the immediately preceding sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San FranCISco or the Federal Reserve Bank District in which the Sub-Premises are located at the time of award plus one percent (1%). COUNTY's attempt to mitigate damages caused by CITY's Default or Breach of this Sub-Lease shall not waive COUNTY's right to recover damages under this Paragraph. If termination of this Sub-Lease is obtained through the provisional remedy of unlawful detainer, COUNTY shall have the right to recover in such proceeding the unpaid rent and damages as are recoverable therein, or COUNTY may 11 reserve the right to recover all or any part thereof in a separate suit for such rent andlor damages. (Ii) Continue the Sub-Lease and CITY's right to possession in effect under California Civil Code Section 1951.4 after CITY's Breach and recover the rent as it becomes due, provided CITY has the right to sublet or assign, subject only to reasonable limitations. COUNTY and CITY agree that the limitations on assignment and subletting in this Sub-Lease are reasonable. COUNTY's maintenance of the Sub-Premises or efforts to relet the Sub-Premises, or the appointment of a receiver to protect the COUNTY's interest under this Sub-Lease, shall not constitute a termination of the CITY'S right to possession. (Hi) Pursue any other remedy now or hereafter available to COUNTY under the laws or judicial decisions of the State of California. (3) If;-at any time CI1Y is in-defauli tn monthly rent or fees or any other provision for forty-five (45) days, or if CITY defaults on any provision(s) three (3) times within any twelve (12) consecutive months, COUNTY may terminate this Sub- Lease on ten (10) days notice. c. Survival of Indemnity Provisions. The expiration or termination of this Sub-Lease andlor the termination of CITY's right to possession shall not relieve CITY from liability under any indemnity provisions of this Sub-Lease as to matters occurring or accruing during the Term or by reason of CITY's occupancy of the Sub- Premises. d. CITY's Personal Property. Immediately upon termination of this Sub-Lease, CITY covenants and agrees to remove all of CITY's personal property, machinery or fixtures from the Sub-Premises. If CITY fails to remove any such personal property, COUNTY may remove such personal property and place the same in storage at the expense of CITY and without liability to COUNTY for losses. CITY agrees to pay COUNTY for all expenses incurred by COUNTY in connection with the removal, and storage charges of CITY's personal property, including attorney's fees and court costs. Alternatively, COUNTY may at its option and on not less than ten (10) days written notice to CITY sell all or any part of said personal property at public or private sale for such prices as COUNTY may obtain. COUNTY shall apply the proceeds of any such sale to the amounts due from CITY under this Sub-Lease and to any expense incidental to such sale. Any surplus arising from such sale shall be refunded to CITY. e. No Waiver by County. COUNTY's receipt of any rent or of any other sum of money paid by CITY after the termination and forfeiture of this Sub-Lease, or after the giving by CQUNn' 01 any notice to effect such termination, shall not waive the Default, reinstate, continue or extend the Term of this Sub-Lease, or destroy or impair the efficacy of COUNTY's notice of termination, unless otherwise agreed in writing by COUNTY. COUNTY's acceptance of the keys to the Sub-Premises or any other act of the COUNTY or its agents or employees during the Term of this Sub-Lease shall not be deemed to be an acceptance or a surrender of the Sub-Premises, unless otherwise agreed in writing by COUNTY. 12 45. HOLDING OVER: If the CITY continues in possession of the Sub- Premises after the expiration of the Term or after any termination of this Sub-Lease prior to the expiration of the Term, and if said occupancy is with the consent of the COUNTY, then CITY shall be deemed to be holding the Sub-Premises on a month-to-month tenancy subject to all the provisions of this Sub-Lease. 46. INTERPRETATIONS: As this agreement was jointly prepared by both parties, the language in all parts of this agreement shall be construed, in all cases, according to its fair meaning, and not for or against either party hereto. 47. ENTIRE AGREEMENT: This agreement, including recitals, constitutes a single, integrated contract, expressing the entire agreement and understanding of the parties concerning the subject matter of this agreement, and this agreement supersedes and replaces all prior understandings, negotiations. proposed agreements and agreements, whetner oral or written, express or implied. - - ****** ****.* ****** ****** 13 48. AUTHORIZED SIGNATORS: The parties to this Sub-Lease represent that the signators executing this Sub-Lease are fully authorized to enter into this agreement. END OF SUBLEASE TERMS. COUNTY OF SAN BERNARDINO CITY: CITY OF SAN BERNARDINO David H. Slaughter, Director Real Estate Services Department By: Michael A. Billdt Title: Interim Chief of Police Date: . Date: Approved as to Legal Form: RONALD D. REITZ, County Counsel San Bernardino County, California By: .- Date: March 10, 2006 14 < I I I ( " ~ ) Q)..... / ( N .U Q) ~ ) ~~ OQ) ~ a 0> ..... L- a C en u: C en ::l 'tJ N . (f) ..... 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