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RESOLUTION NOj~~Y/ - ,10.- RESOLUTION OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING AND AUTIlORIZING THE EXECUTION OF A PARKING FACILITIES LEASE WITH THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO WHEIIEAS, the City of San Bernardino is a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California; and WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") is a redevel- opment agency (a public body, corporate and politic) duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law [Part 1 of Division 24 (commencing with Section 330(0) of the Health and Safety Code of the State of California] and the powers of the Agency include the power to issue bonds for any of its corporate purposes; and r- '- WHEREAS, pursuant to Ordinance No. 3589 of the City of San Bernardino, as amended (the "00- Street Parking Ordinance"), the Mayor and Common Council of the City of San Bernardino duly and regularly took certain proceedings and duly and regularly adopted Resolution No. 12565, approved October 15, 1976, declaring that the public interest, convenience, and necessity require, and it was the intention of the Mayor and Common Council of said City, pursuant to provisions of the Off-Street Parking Ordinance, to form a parking improvement district for the purpose (hereinafter sometimes referred to as the "Off-Street Parking Project") of acquiring and installing or causing to be acquired and installed, whether by lease or otherwise, the following described improvements and the acquisition of land, rights-of-way, and easements necessary therefor, all in said City described as follows, to wit: ["The acquisition and! or installation of improvements for providing off-street public parking facilities, including, without limitation, the acquisition of land and permanent and construction easements and rights-of-way and other property necessary therefor, grading, leveling, paving, installing curbs, gutters, sidewalks and driveways, striping of parking areas and other site improvements necessary to prepare the property to be acquired for use as public parking places."] Said Resolution No. 12565 further declared that the district to be benefited by said improvement and to be assessed to pay the costs and expenses thereof was to be known as the "Central City Parking District" and should be all that part of the City having the exterior boundaries as described therein, which, for the convenience of the reader hereof, are schematically shown, along with the applicable Redevelopment Project Areas, on the map attached hereto and marked Exhibit" A" (said map being for convenience only and not controlling over the proceedings applicable to the District and the Project Areas). Said Resolution No. 12565 further referred the proposed Off-Street Parking Project to the Director of Public Works/ City Engineer for a report, declared that an annual ad valorem assessment should be levied on all land, with certain exceptions, within the proposed District to provide money for any or all of the purposes set forth in Section 2 of the OO-Street Parking Ordinance and in particular to pay all or any part of the costs and expenses of providing parking places and determined and declared that the most economical and efficient manner of providing public parking places was to lease said parking places from the Agency, and that said Agency, to pay the costs and expenses of providing the parking places, should issue its lease revenue bonds in an amount not to exceed $2,500,000 to bear interest at a rate not to exceed eight percent (8%) per annum, and contained further matters required by law and ordered and gave notice of a public hearing to be held on the questions of the formation and extent of the proposed district, the proposed improvements and the estimated costs, on December 3, 1976; and c c c WHEREAS, after further proceedings were duly and regularly had and taken, as provided in the Off-Street Parking Ordinance, on December 3, 1976, a public hearing was duly and regularly held hy FUe No. 6l},005-5-3 1 -- ~ the Mayor and Common Council of the City of San Bernardino, and said Mayor and Common Council duly and regularly adopted Resolution No. 12613 declaring that said hearing had been duly held, that each and every step in the proceedings prior to and including said hearing had been duly and regularly taken, that the written protests received by the City Cleric prior to the hearing were not signed by the holders of title to more than one-half (lh) of the taxable land included within said proposed Central City Parking District and that said protests were thereby overruled. Said Resolution No. 12613 further resolved, determined and ordered that the public interest, conven- ience, and necessity required the formation of such Central City Parking District for the accomplish- ment of any and all of the purposes set forth in Section 2 of the Off-Street Parking Ordinance, including, but not limited to, the Off-Street Parking Project above described, whether by lease or otherwise, and that all the land included within the boundaries of said Central City Parking District would be benefited by said Off-Street Parking Project; and that the proposed assessment of the total amount of the cost and expenses of said Off-Street Parking Project upon the several parcels and subdivisions of land in said Central City Parking District was in proportion to the benefits to be received by such parcels and subdivisions, respectively, from the Off-Street Parking Project, finding and determining the estimated costs of accomplishing the Off-Street Parking Project, and stating that the boundaries of the district to be benefited by said improvements and to be assessed to pay the costs and expenses thereof were the boundaries of the above referred to Central City Parking District. Said Resolution No. 12613 further resolved, determined and ordered that an annual ad valorem assessment should be levied on all land, with certain exceptions, within the Central City Parking District to provide moneys for any or all of the purposes set forth in Section 2 of the Off-Street Parking Ordinance (which is the general state- ment that the Off-Street Parking Ordinance provides a procedure for the acquisition, construction, improvement, completion, repair, management, reconstruction, administration, maintenance, operation and disposal of public off-street parking places) and in particular to pay all or any part of the costs and expenses of the Off-Street Parking Project, and that the assessment should be levied, collected and enforced in the same manner, at the Same time, and with the same penalties and interest as in the case of taxes levied for the City, and that in levying the assessment provided for therein credit should be given for parking places made available for public use pursuant to an agreement with the City and for taxes or assessments paid to the City and used primarily for parking purposes, and that in determining the amount of said annual assessment the Mayor and Common Council might include, in addition to the other costs of providing parking places, an amount necessary for the establishment, maintenance and replenishment of reasonably required reserve funds; and c c WHEREAS, the Mayor and Common Council adopted Ordinance No. 3610 (approved December 22, 1976), entitled -An Ordinance Of The City of San Bernardino Providing For Approving The Act Of Entering Into A Lease Agreement With The Redevelopment Agency Of The City of San Bernardino; which said Ordinance approved the act of the City entering into a lease agreement for public. parking spaces with the Redevelopment Agency of the City of San Bernardino, and the period for a referendum to be filed on said Ordinance No. 3610 has expired; and - ~ WHEREAS, the entering into of said lease agreement, entitled the -Parking Facilities Lease," by and between the Agency and the City is necessary to enable the financing of that portion of the Off-Street Parking Project referred to herein as the -Project"; and WHEREAS, the above recitals of Ordinances and Resolutions is not intended to completely restate such documents, but is rather intended to show the steps which have preceded the adoption of this Resolution. Now, THEREFORE, BE IT REsoLVED, DETERMINED AND Om>ElIED BY THE MAYOR AND COMMON COUNcn. OF THE CII'Y OF SAN BERNARDINO, CALIFORNIA, AS FOLLOWS: c 2 FU. No. 60,005-5-3 Preof of February 17, 1977 Bowne of L.A. (213)' 748-9851 (i13) 142-876] c r-- '- Section 1. Findings and Detenninations. As shown on the map attached hereto as Exhibit A, portions ot the Central City Parking District lie within several redevelopment project areas in the City, to wit: (1) Central City Project No.1, Calif. R-79, (2) Central City North Project, (3) Central City East, the City, County, State, Federal Civic Center Complex, and (4) Meadowbrook Project Area No. 1. Because of the provisions in the applicable redevelopment plans for the aforementioned project areas, the Mayor and Common Council of the City of San Bernardino hereby detennine that the Off-Street Parking Project is in furtherance of the redevelopment plans of each of said project areas, and especially the Redevelopment Plan for Central City North Redevelopment Project, as that portion of the Off-Street Parking Project referred to herein as the Project will be located totally within the Central City North Project Area. In addition, because of the above-mentioned proceedings taken under the Off-Street Parking Ordinance and the reports, testimony and other materials which were collected prior to and during such proceed- ings, the Mayor and Common Council of the City of San Bernardino hereby detennine that (i) the Project is necessary for the redevelopment of and is of benefit to the above-named project areas, and (ii) no reasonable means other than those referred to herein (namely, the issuance by the Agency of its lease revenue bonds, the proceeds of which would be used to acquire and construct certain off- street parking facilities to be leased to the City pursuant to the Parking Facilities Lease for its use in providing public off-street parking places) of financing the Project are available to the Agency or the City. ,,-- '- Section 2. Approval and Authorization. That the Mayor and Common Council hereby approve the Parking Facilities Lease, dated for convenience as of February 1, 1977, with the Redevelopment Agency of the City of San Bernardino, for the public parking spaces therein described, and the Mayor is hereby authorized to execute the same on behalf of the City of San Bernardino. The foregoing resolution is hereby adopted and approv ".- '- ~:J~ .. t - _tt:i>: City Attorney [SEAL] I HEREBY CERTIFY that the foregoing resol~~~ duly adopted by the Mayor and Cjmmon C~ll.~f}~.'~,City of San Bernardin? at a ~. .. meeting thereof, held on the~ day of 01~~7;' Ur17, by the followmg vot~j6 WIt: AYES:~~~:a?~:....:.. '-' NAYS: ABSENT: ..'7~ ..':P~ ~. '- . -/ ... ::y.. ..<.'<...~-' :A-(~ city C~k 3 City of San Bemardino-7543-C " . 1- C -1.!'Jil " '" ilL 1'1 ,- r ~'!IL: : ~I "r =;"1 .. '.1-1- .! 'l"I. .. ,. Ii -'"- .lll I . II ' ~:J:E;' it", -'-1 ',,>: " . .~I..., . & :'->-:1 1:. ',r:~~ I~ll . l::EIJIJIl.:EH. . E. 111 L. . .~,; r:-. tt I . 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Redevelopment Agen~y pf the City of San Bernardino, California 300 North "0" Street, Rm 320 - San Bernardino, CA 92418 "" eoor9156 . pm10.13 - PARKING FACILITIES LEASE THIS LEASE, dated for convenience as of February I, 1977, by and between THE REDEVELOPMENT AGENCY OF TIlE CITY OF SAN BERNARDINO, CAUFOR"'IA (herein called "Agency"), a public body, corporate and politic, organized and existing under the laws of the State of California, and the CITY OF SAN BERNARDINO, CALIFORNIA (herein called "City"), a munidpal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California, \VITNESSETH: That for and in consideration of the mutual promises and agreements herein contained, the parties hereto agree as follows: SFCI10N 1. Definitions. The terms delined in this Section shall, for all purposes of this Lease, have the following meanings herein unless the context otherwise requires. (a) Base Rental "Base Rental" means the total rental due for the Project when completed (as more particularly set forth in Section 4(a)) and is equal to the Agency's debt service on its outstanding Bonds plus an amount in each of the lirst live years to increase the Reserve Fund under ~~solution to Maximum Annual Debt Service on the Bonds, but does not include Additional Rentiil. (b) Bonds "Bonds" means the bonds to be issued by the Agency under and pursuant to the Resolution. (c) Construction Contract "Con.<truction Contract" means the construction contract or contracts providing for the construc- tion of the Facilities, including, without limitation, the plans and specilications, any addenda thereto, and other construction documents, a copy or copies of which is, are or will be on lile in the office of the Secretary of the Agency and the City Clerk of the City. (d) Facilities "Facilities" means all improvements for providing off-street parking facilities on the Sites, which, together with the Sites, will constitute the Project. (e) Fiscal Agent "Fiscal Agent" means the trustee appointed by the Agency pursuant to the Resolution, its successors and assigns, and any other corporation or association which may at any time be substituted in its place, all as provided in the Resolution. (f) Fiscal Year "Fiscal Year" means the year period beginning on July 1st and ending on the next following June 30th. (g) Project or Leased Premises "Project" or "Leased Premises" means the Sites with the Facilities thereon, and includes the acquisition and/or installation of improvements for providing off-street public parking facilities, including, without limitation, the acquisition of land and permanent and construction easements and rights-of-way and other property necessary therefor, grading, leveling, paving, installing curbs, gutters, sidewalks and driveways, striping of parking areas and other site improvements necessary to prepare the property to be acquired for use as public parking places. The Project constitutes a portion of the overall Off-Street Parking Project. (h) Resolution "Resolution" means the Resolution to be adopted by the Agency providing for the issuance of its Bonds entitled: "Resolution of the Redevelopment Agency of the City of San Bernardino, California, Authorizing the Issuance of 81,950,000 Parking Facilities Lease Revenue Bonds, Issue of 1977". . ... .. 706 rHO fEE I J:) RECORDED IN OFFICIAL RECORDS APR 14 '977 AT 11;00 AM V. DENNIS WARDLE CLERI(.RECORDfR SAN BERNARDINO COUNTY, CAlif. File No. 60,005-5-3 ~ ~ Mcr9156. pm1044 - - (i) Sites "Sites" mean the real property consisting of the parL"els on which the Facilities are to be located, which are designated Lots I, 2, and 3 on the Map attached hereto as Exhibit A. The specific legal descriptions of such parcels will be completed prior to or L'Oncurrently with the final plans and specifications for the construction of the Facilities involved and shall be set forth in the records of the City and the Agency. (j) Term "Term" means the term of this Lease as prO\ided in Section 3 hereof. SECI10~ 2. Lease of Premise.. The Agency hereby leases the Project (the Site and tbe Facilities) to the City, subject to the terms and conditions of this Lease. SECI10~ 3. Term. The term of this Lease shall commence on its execution, although rentals will commence at a later date. This Lease shall end on October I, 2002, or such other time when the Bonds issued by the Agency putsuant to the Resolution or any Supplemental Resolution have been retired or provision for payment has been provided for pursuant thereto, and, at such time, any surplus funds derived from Base Rental and Additional Rental hereunder remaining in the hands of the Fiscal Agent shall be paid to the City. SECTJO~ 4. Rental. The City shall pay Base Rental and Additional Rental to the Agency in the amounts, at the times and in the manner set forth herein, said amounts constituting in the aggregate the total of the annual rentals payable under this Lease as follows: (a) Base Rental. For the period L'Ommencing on (1) October I, 1977, or (2) the date on which all of the Facilities are substantiall)' completed and written notice thereof has been served on the City, or on any later date of such substantial completion, including, without limitation, any extension of the completion date as may be provided under any Construction Contract, whichever (1) or (2) occurs later, City agrees to pay to the Fiscal Agent for the aC<.'Ount of the Agency, commencing on February I, 1978, and on each February 1 and June 1 thereafter, for each Fiscal Year rent at the following amounts per annum:o Fiscal Base Fiscal Base Year Rental Year Rental . 1977-78 $166,060 1990-91 $199,600 ( 1978-79 166,060 1991-92 198,200 '" .. 1979-80 166,060 1992-93 196,400 1980-81 166.060 1993-94 199,200 1981-82 166,060 1994-95 196,200 1982-83 196,000 1995-96 197,800 1983-84 197,800 1996-97 198,600 1984;85 199,200 1997-98 198,600 1985:86 200.200 1998-99 197,800 1986-87 200,800 1999-2000 201,200 1987-88 196,000 2000-01 198,400 1986-89 201 ,200 2001-02 199,800 1989-90 200,600 . Subject to adjustment when the interest rate or rates on Agency's Bonds are known. 2 File No. 60,005-5-3 - -~ M~r9156fm1045 """" -....,.I Rent shall cease when the Bonds have been paid or provision tor payment has been made pursuant to the Resolution. In the event that the liability of City for rent at said annual rate does not com- mence on October I, 1977, the rent to be paid for the remaining portion of the Fiscal Year in which such liability commences sball be prorated and shall be paid on the next following February 1 or June I, as the case may be. During the remainder of the term of this Lease, said rental shall be due and payable in equal semiannual installments on February 1 and June I, respe<:tively, in each Fiscal Year for use of the Leased Premises during said Fiscal Year. Although this contemplates all the parts of the Project being substantially completed and the City taking possession of all of them on the same date, it shall not preclude the City from taking possession of part of the Project at an earlier date, prior to the other parts thereof being substantially completed, and, in such case, liability for the payment of rentals under this Lease shall commence upon such possession and a pro rata portion (determined on the basis of the proportion that the number of completed parking places bears to the total number of parking places to be provided by the completed Project) of the rentals shall be paid. (b) Additional Rental. In addition to and after the commencement of the Base Rental herein- above set forth, the City shall pay to the Fiscal Agent for the account of the Agency an amount or amounts (hereinafter called -Additional Rental") equivalent to the sum of the following: (i) All taxes and assessments of any nature whatsoever, including, but not limited to, excise taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts taxes, if any, levied upon the Project or upon the Agency's interest therein or upon the Agency's operation thereof or the Agency's rental income derived therefrom. (ii) All expenses (not otherwise paid or provided for out of the proceeds of the sale of Bonds of the Agency) incidental to the issuance of the Bonds and all administrative msts of the Agency, including, without limiting the generality of the foregoing, salaries, wages, expenses, com- pensation and indemnification of the Fiscal Agent under the Resolution, fees and charges of auditors, aCL'Ountants, architects, attorneys and engineers, and all other necessary administrative charges of the Agency or charges required to be paid by it in nrder to mmply with the terms of the Bonds or of the Resolution and to defend the Agency and its members. (ill) Insurance premiums, if any, On all insurance required or permitted under the provisions of Section 8 hereof. (iv) All msts and expenses which the Agency may incur in consequence of or because of any default by the City under this Lease, including reasonable attorneys' fees and msts of suit in equity or action at law to enforce the terms and conditions of this Lease. (v) All sums necessary to maintain the balance of the Reserve Fund established pursuant to the Resolution at the levels provided for therein. (vi) All sums necessary to maintain at the amount of $2,500 the Administrative Expense Fund established pursuant to the Resolution. The Additional Rental payable hereunder shall be paid by the City within thirty (30) days aher notice in writing from the Agency to the City stating the amount of Additional Rental then due and payable and the purpose thereof; provided that the City's liability for Additional Rental shall be limited to th~ balance due under the Resolution. Nothing herein mntained shall prevent the City from making from time to time mntributions or advances to the Agency for any purpose now or hereaher authorized by law. ( c) Consideration. The payments of Base Rental and Additional Rental hereunder for each Fiscal Year of the term of this Lease shall constitute the total rental for said Fiscal Year and shall be paid by the City for and in mnsideration of the right of use and occupancy, and the mntinued quiet use and enjoyment, of the Leased Premises for and during said Fiscal Year which the City receives. The parties . ~. ~ ,. .. 3 File No. 60,005-5-3 ,...... '- '""" BOOK9156 fAGfl046 - hereto have agreed and determined that such total rental represents the fair rental value of the Leased Premises. In making such determination, consideration has been given to the costs of acquisition and financing the construction of the Facilities, the uses and purposes which will he served by the Facilities and the bene6ts therefrom which will accrue to the parties and the general public by reason of the Facilities. (d) Budget. The City shall take such action as may be necessary to include and maintain all such total rental payments due hereunder in each Fiscal Year in its budget for such Fiscal Year and further shall make the necessary appropriations for all such rental payments. The City shall furnish to the Agency and to the Fiscal Agent under the Resolution copies of the budget at least 6fteen (15) days before 6nal adoption thereof. Without limiting the generality of the foregoing, commencing in Fiscal Year 1977-1978, an annual ad valorem assessment shall be levied on all land within the Central City Parking District as pro\~ded in Ordinance No. 3589, as amended, and the prior proceedings taken thereunder, to provide moneys for any or all of the purposes set forth in this Lease. The covenants on the part of the City herein contained shall be deemed to be and shall be construed to be ministerial duties imposed by law and it shall be the ministerial duty of each and every public official of the City to take such action and do snch things as are required by law in the performance of such official duty of such officials to enable the City to carry out and perform the covenants and agreements in this Lease agreed to be carried out and performed by the City. (e) Payment. Each annual Base Rental payment and each Additional Rental payment shall be paid in lawful money of the United States of America, by warrant or check drawn against funds of the City, at the office of the Fiscal Agent in Los Angeles. or at such other place or places as may be set forth in the Resolution. Each annual Base Rental payment and each Additional Rental payment which is not paid when dne shall bear interest at a rate which is the same as the average interest rate per annum which the Bonds bear from the date on which the Base Rental payment or Additional Rental payment, as the case may be, becomes due until the same is paid. Notwithstanding any dispute between Agency and City hereunder, City shall make all rental payments when due and shall not withhold any rental payments pending the 6nal resolution of such dispute. In the event of a determination that City was not liable for said rental payments or any portion thereof, said payments or excess of payments as the case may be shall be credited against subsequent rental payments due hereunder. (f) Credit on Base or Additional Rental. There shall be credited against Base Rental or Additional Rental any amounts required to be so credited under the Resolution. SECI10N 5. Construction of Pro;ect. The City, as agent for the Agency, shall construct, or cause to be constructed, the Facilities on the Sites. For the purpose of paying the cost of construction of the Facilities on the Sites and all costs and expenses incidental thereto, including, but not limited to, architectural fees for design of the Facilities, the Agency shall issue its Bonds pursuant to the Resolution. In the event the City shall construct or cause to be constructed the Facilities on the Sites, the City shall conform to and be bound by all of the pro\~sions of the Resolution relating thereto by which the Agency would otherwise be bound. . ( ,. '" The City may order changes in the work during construction without the consent of the Agency; provided, how~ver, that unless sufficient additional funds are provided therefor (i) the cost of the Project shall not exceed that which is established at the time when the Bonds are issued by the Agency, and (ii) the cost of change orders shall not exceed the reserve therefor established at such time. City shall take no action which extends the period of construction beyond the period for which the Agency has funded interest on its Bonds unless sufficient additional funds are provided therefor. Any moneys remaining in the Construction Fund to be established under the Resolution after the construction and completion of the Facilities shall be applied by the Agency as provided in the Resolution. 4 File No. 60,005-5-3 ~ j '- --. Bacr9156 PAcd047 - The Agency shall assume the obligations relating to the employment contracts for professional and expert services, including, without limitation, bond counsel, financing consultants, accountants, engineers, architects and other consultants and advisors and the Agency shall become a client of said firms in accordance with the terms of said contracts. SECTION 6. Maintenance and Operation. The City shall, at its own expense, maintain the Leased Premises and all improvements thereon in good order, condition and repair. The City shall provide or cause to be provided all security service, custodia] service, janitor service, power, gas, telephone, light, heating and waler, and all other public utility services. It is understood and agreed that in consideration of the payment by the City of the rental herein provided for, the Agency is only obligated to furnish the Leased Premises, and the Agency shall have no obligation to incur any expense of any kind or character in connection with the manage- ment, operation or maintenance of the Leased Premises during the term of this Lease. The City shall keep the Leased Premises and any and all improvements thereto free and clear of all liens, charges and encumbrances. SECTION 7. Additions and Improvements. The City shall have the right during the term of this Lease to make any additions or improvements to the Leased Premises, to attach fixtures, structures or signs, and to affix any personal property to the improvements on the Leased Premises, provided the use of the Leased Premises for the purposes contemplated in this Lease are not impaired. Title to all personal property placed in any of the improvements on the Leased Premises shall remain in the City. The title to any personal property, improvements or fixtures placed on the Leased Premises by any sublessee or licensee of the City shall be controlled by the concession contracts entered into by the City. SECTION 8. Insurance. Agency shall, during the term of this Lease, keep or cause to be kept a policy or policies of insurance against loss or damage to the Leased Premises, and appurtenances and permanent equip- ment as required by the Resolution. City and Agency, as the case may be, shall be named as an additional insured under such policies of insurance as the construction contractor or contractors may be required to carry during the construction of the Facilities. Nothing herein shall be construed to require insurance to be carried with respect to equipment or fixtures on the Leased Premises which are not part of the Facilities. All premiums and charges due and payable by Agency for all of the aforesaid insurance shall be . paid by the City in accordance with the provisions of Section 4(b)(iii). Any such premium for a period .: partly within such period shall be prorated. , At the option of the City, any insurance required of the Agency hereunder may be provided by the City. SEC:noN 9. Damage ta or Destruction of Leased Premises. It is expressly understood and agreed that the rentals hereunder shall become due only in con- sideration of the right to occupy and use the Leased Premises from year to year, and, except as herein provided, it is the responsibility of Agency to provide such right at all times. In the event of destruction or damage to the Leased Premises by fire or other casualty or events so that they become wholly or partly unusable, Agency, at its option, may do either of the following: (I) Rebuild and repair the Leased Premises so that they shall be restored to use, in which case this Lease shall remain in full force and effect. Any excess of insurance proceeds resulting from such destruction or damage (other than business [rent] interruption insurance) over the amount expended for such repairing or rebuilding, shall be paid to City, or 5 File No. 60,005-5-3 - '-' ~ Bocv915S fis~1049 - (2) Declare this Lease to City terminated and use any money collected from insurance against the destruction of or damage to the Leased Premises to the extent necessary to retire any outstanding securities or any debts or liabilities which Agency may have; provided, however, that if the Leased Premises can be repaired or rebuilt within the period for which Agency has insurance against business (rent) interruption, and if Authority shall have sufficient funds from the proceeds of insurance or othelWise for the necessary repairing or rebuilding, Agency shall not proceed under this option without the City's L'Onsent. . During such time as the Leased Premises are unusable, rent shall cease. No further rental payments shall accrue until such Leased Premises are again ready for occupancy and rental payments already made, if any, shall be equitably abated and adjusted accordingly. In the event of partial damage to, or destruction of, the Leased Premises, so as to render a portion thereof unusable by City, such rental payments (including those already made, if any) shall during the period of the partial unusability of the Leased Premises be in an amount that represents the fair market rental value of the remainder of the Leased Premises usable by City. SECTION 10. Assignment, Sublease and Bands. Neither this Lease nor any interest of the City herein shall, at any time after the date hereof, without the prior written consent of the Agency, be mortgaged, pledged, assigned or transferred by City by voluntary act or by operation of law, or otherwise, except as specifically provided herein. The City shall at all times remain liable for the performance of the L'Ovenants and conditions on its part to be performed, norn~thstanding any assigning, transferring or subletting which may be made. The City shall have the right to sublease or permit the use of all or any part of the Leased Premises, but nothing herein contained shall be construed to relie\'e the City from its obligation to pay rental as provided in this Lease or relieve the City from any other obligations contained herein, including, without limitation, any taxes which may be imposed upon Agency or City by reason of such sublease or use. The Agency shall issue its Bonds under and pursuant to the Resolution. Such Resolution shall operate as an assignment of the Lease to the Fiscal Agent for financing purposes. The Agency may provide for the execution of any and all instruments necessary and proper in connection there\\~th. Whenever in this Lease any consent or approval is required, the same shall not be unreasonably with- held. Any items herein required or permitted to be done by the Agency may, if so provided under the Resolution, be performed by the Fiscal Agent thereunder. The City hereby approves such Resolution and the sale of the Bonds thereunder, and to the extent that any provision thereof requires action by the City or any offiL-er or employee thereof, the City hereby promises to perform or cause such action to be performed as required hy said Resolution. SECTIO" n. Eminent Domain. If the whole of the Leased Premises, or so much thereof as to render the remainder unusable for the purposes for which the same was constructed, shall be taken under the power of eminent domain, then this Lease shall terminate as of the day possession shall be so taken. If less than the whole of the Leased Premises shall be taken under the power of eminent domain, and the remainder is usable for the Project purposes, then this Lease shall continue in full force and effect and shall not be ter- minated by virtue of such taking (and the parties waive the benefit of any law to the contrary), in which event tllere shall be a partial abatement of the rent hereunder in an amount equivalent to the amount by which the annual payments of principal of, and interest on, the outstanding Bonds of the Agency will be reduced in any applicable year by the application of the award in eminent domain to the call for redemption of outstanding Bonds. Any award made in eminent domain proceedings for the taking or damaging of the Leased Premises in whole or in part shall be paid to the Fiscal Agent for the direct benefit of the Holders of the Bonds and shall be used by the Fiscal Agent (together \vith any other money which shall be or may be 6 File No, 60,005-5-3 . [ r ~ ,,,......,, '- ~~ ~()Df9156 fAGf1049 -- made available for such purpose) to call, as nearly as may be, a principal amount of Bonds in each of the remaining maturities so that as nearly as possible in the discretion of the Fiscal Agent equal annual payments of principal and interest on the outstandin!,: Bonds will be maintained after said cal!. In the event the amount so paid to the Fiscal Agent shall be more than sufficient to retire the Bonds then outstanding, any such excess shall be paid by the Fiscal Agent to the City. SECTION 12. Right of Entry. The Agency and its designated representatives shall have the right to enter upon the Leased Premises during reasonable business hours (and in emergencies at all times) (i) to inspect the same, (il) for any purpose connected with the Agency's rights or obligations under this Lease, or (iii) for all other lawful purposes. SECTION 13. Liens. Except for payments made or required to be made under the Resolution, the City shall payor cause to be paid, when due, all sums of money that may become due for, or purporting to be for, any labor, services, materials, supplies or equipment alleged to have been furnished or to be furnished to or for, in, upon or about the Leased Premises and which may be secured by any mechanics', materialman's or other lien against the Leased Premises, and/or the Agency's interest therein, and shall cause each such lien to be fully discharged and released; provided, however, that if the City and/or Agency desires to contest any such lien, this may be done, and if such lien shall be reduced to final judgment and such judgment or such process as may be issued for the enforcement thereof is not promptly stayed, or if so stayed and said stay thereafter expires, then, and in any such event, the City shall forthwith pay and discharge said judgment. SECTION 14. Taxes. The parties understand and agree that the Leased Premises mnstitute public property free and exempt from all taxation; however, the Agency agrees to take whatever steps may be necessary, upon written request by the City, to contest any proposed tax or assessment, or to take steps necessary to recover any tax or assessment paid. The City agrees to reiroburse the Agency for any and all costs and expenses thus incurred by the Agency. SECTION 15. Quiet En;oyment; Right of Substitution. The parties hereto mutually c"Ovenant and agree that the City, by keeping and performing the covenants and agreements herein contained, shall at all times during the term, peaceably and quietly. have, hold and enjoy the Leased Premises. The Agency may, however, with the mnsent of the City. retire or remove a portion or portions of the Leased Premises from the operation of this Lease; in which event, the Agency shall, at its option, (1) substitute for said portion or portions of the Leased Premises facilities of a like kind and nature, providing substantially the same number of parking places in an area at least as equally advantageous to the purposes of the City as the portion removed, as determined by an opinion of an Independent Engineer (as more particularly described in the Resolution), all to the end that Base Rental hereunder will not be reduced, or (2) deposit with the Fiscal Agent an amount of money to be invested in Federal Securities (as defined in the Resolution) whit:h, together with interest to be earned thereon, is sufficient to pay interest to maturity on and the principal of those Bonds in the aliquot portion of each maturity prior to October I, 1988 still outstanding, if any, and to redeem, at the applicable redemption price, those Bonds in the aliquot portion of each maturity on or after October 1, 1988 still outstanding, at the first available call date, and to pay interest thereon prior to such redemption. As used herein, "aliquot portion" means the amount of Bonds of each maturity which must be paid (in the case of maturities prior to October I, 1988) or redeemed prior to maturity (in.the case of maturities on or after October 1, 1988), and interest paid 7 File No. 60,005-5-3 . .< . r ... """"'" 1.-,' -- Mr~915G PAGE1050 thereon, so that the annual debt service on the Bonds after the date of depositing such moneys as aforesaid with the Fiscal Agent would be reduced, as nearly as possible, by the proportion which the number of parking places to be removed bears to the total number of parking plaL'es provided by the Project upon its completion. All determinations pursuant to clause (2) shall be made by an Independent Financial Consultant (as more particularly described in the Resolution). In the event the Agency proceeds under clause (2), the Base Rental payable pursuant to Section 4(a) hereof shall be correspondingly reduced to the amounts needed to service the Bonds in each maturity which are not a part of the aliquot portion thereof. SECTION 16. Law Governing. This Lease is made in the State of California under the Constitution and laws of such State and is to be so construed. SECTION 17. Notices. All notices, statements, demands, requests, consents, approvals, authorizations, offers, agreements, appointments or designations hereunder by either party to the other shall be in writing and shall be sufficiently given and served upon the other party, if sent by United States registered mail, return receipt requested, postage prepaid and addressed as follows: City - City Clerk, City Hall, City of San Bernardino, California Agency - Secretary of the Agency, City Hall, City of San Bernardino, California SECTION 18. Waiver. The waiver by the Agency of any breach by the City of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach of the same or any other term, L'Ovenant or condition hereof. SECTION 19. Default by City. If (a) City shall fail to pay any rental payable hereunder within fifteen (15) days from the date such rental is payable, or (b) City shall fail to keep any such other terms, covenants or conditions con- tained herein for a period of twenty-five (25) days after written notice thereof from Agency to City, or (c) City shall abandon or vacate the premises, or (d) City's interest in this Lease or any part thereof shall be assigned or transferred without the written consent of Agency, either voluntarily or by operation of law, or (e) City shall file any petition or institute any proceedings wherein or whereby City asks or seeks or prays to be adjudicated a bankrupt, or to be discharged from any or all of its debts or obligations, or offers to City's creditors to effect a L'Omposition or extension of time to pay City's debts, or asks, seeks or prays for a reorganization or to effect a plan of reorganization, or for a readjustment of City's debts, or for any other similar relief, or (f) any such petition or any such proL'eedings of the same or similar kind or character shall be filed, instituted or taken against City, then and in any of such events City shall be deemed to be in default hereunder, If City should, after notice of such default, fail to remedy any default with all reasonable dispatch, in not exceeding thirty (30) days, then Agency shall have the right, at its option, without any further demand or notice (i) to terminate this Lease and to re-enter the Leased Premises and eject all parti~s in possession thereof therefrom, using all neL'essary forL'e so to do, or (ii) to re-enter the Leased Premises and eject all parties therefrom, using all necessary force so to do, and, without terminating this Lea,e, re-let the Leased Premises, or any part thereof, as the agent and for the account of City upon such terms and conditions as Agency may deem advisable, in which event the rents received on such re-letting shall be applied first to the expenses of re-Ietting and collection, including necessary renovation and alteration of the Leased Premises, reasonable attorneys' fees, and any real estate commissions actually paid, and thereafter toward payment of all sums due or to . , r ~ 8 File No. 60,005-5-3 o ~ Boo~9156 fAGf1J51 -- become due to Agency hereunder, and if a sufficient sum shaH not be thus realized to pay such sums and other charges, City shall pay Agency annuaHy any cumulative net deficiency existing on the date when Base Rental is due hereunder. The foregoing remedies of Agency are in addition to and not exclusive of any other remedy of Agency. Any such re-entry shaH be aHowed by City without let or hindrance and Agency shall not be liable in damages for any such re-entry or be guilty of trespass. SECTION 20. Option to the City. In consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, hom the City to the Agency, receipt of which is hereby acknowledged, the Agency hereby grants to the City the sole and exclusive option to purchase all right, title and interest of the Agency in the Project, all in accordance with the terms and conditions hereinafter set forth. The purchase price shall be the aggregate of the foHowing sums, payable in cash to the Fiscal Agent: A A sum sufficient to pay and discharge the entire indebtedness represented by any then outstanding Bonds and Additional Bonds issued pursuant to the Resolution to finance the Project, including principal. premium, if any, and interest to the stated maturity or earliest redemption date, as the case may be, on such Bonds and Additional Bonds, as weH as Fiscal Agent's and Paying Agent's fees and expenses payable under the Resolution to the stated maturity or the earliest redemption date, as the case may be, such funds to be held in trust. B. Such sums as may be required to pay any obligations incurred by the Agency in connection with the sale of the Project to the City. The term of this option shaH commence as of the date hereof and shall continue in force and effect for the term of this Lease and for thirty (30) days thereafter. This option is specifically subordinate to the lien and security interest held by the Fiscal Agent under the Resolution. The option may be exercised by the City at any time prior to the expiration of the term as set forth above by the City's delivering to the Agency, and the Fiscal Agent if said option is exercised during the term of the Lease, written notice referring to this option and reciting that the City is electing to exercise the option, and within ten (10) days after delivery of said notice the City shall open an escrow with a title insurance company mutuaHy acceptable to the City and the Agency which escrow shall provide for a closing not sooner than six (6) months, nor later than twelve (12) months, after the date of the City's delivery to the Agency of its written notice of exercise of option. If for any reason said escrow established above does not close, the option contained herein shaH survive and may be re-exercised at any time thereafter prior to the expiration of the term of the option as set forth above. Escrow instructions shall provide for: (i) AL T A standard title insurance coverage in an amount equal to current fair market value, as determined by the City, such title to be subject only to standard printed exceptions in said form of policy, the lien of property taxes and assessments not yet payable, and such other exceptions as shaH have been approved in writing by the City; (ii) all escrow fees and customary charges for document drafting, recording and real estate transfer tax to be home by the City; and, if applicable, (iii) cash deposits to be made with the Fiscal Agent to pay or redeem principal and interest on any Bonds and Additional Bonds and to pay all other obligations under the Resolution. \~ " .. In the event that the option contained herein is exercised, the Agency agrees to execute any and all documents and to perform any and all acts, all at the expense of the City, necessary in order to permit the escrOw contemplated hereby to close in accordance with the terms and conditions specified herein, including the delivery of any instrument held by the Fiscal Agent pursuant to the Resolution. 9 File No. 60,005-5-3 """' , """'" ""'"'~ Mc~915S PAGE1052 --' SECTION 21. Net-Net Lease. This Lease shall be deemed and construed to be a "net-net lease" and the City hereby agrees that the rentals provided for herein shall be an absolute net return to the Agency, free and clear of any expenses, charges or set-ofTs whatsoever. SECTION 22. Execution. This Lease may be simultaneously executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all together shall constitute but one and the same Lease, and it is also understood and agreed that separate counterparts of this Lease may be separately executed by the Agency and the City, all with the same full force and effect as though the same counterpart had been executed simultaneously by both the Agency and the City. SECTION 23. Further Assurances. The City shall make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Lease, and for the better assuring and confirming unto the Agency and Holders of the Bonds under the Resolution of the rights and benefits provided in this Lease. SECTION 24. No Discrimination. The City, as lessee hereunder, herein covenants by and for itself, its assigns, and all persons claiming under or through it, and this lease is made and a"'--epted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, .marital status, national origin, or ancestry, in the leasing, subleasing, transferring, use, occupancy, tennre, or enjoyment of the Leased Premises, nor shall the City itself, or any person claiming under or through it, establish or pennit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy. of tenants, lessees, sublessees, subtenants, or vendees in the Leased Premises. SECTION 25. Validity. If anyone or more of the terms, provisions, promises, <<l\"enants or conditions of this Lease shall to any extent be adjudged invalid, unenfon-eable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, promises, covenants and conditions of this Lease shall not be affected thereby and shall be valid and enfon-eable to the fullest extent permitted by law. If for any reason this Lease sball be held by a court of competent jurisdiction void, voidable, or unenforceable by the Agency or by the City, or if for any reason it is held by such a court that the covenants and conditions of the City hereunder, including the covenant to pay rents hereunder, is unenforceable for the full term hereunder, then and in such event for and in consideration of the right of the City to possess, occupy and use the Leased Premises, which right in such event is hereby granted, this Lease shall thereupon become, and shall be deemed to be, a lease from year to year under which the annual rentals herein specified will be paid by the City. If the Treasurer of the Agency is substituted for the Fiscal Agent pursuant to the Resolution, all references herein to Fiscal Agent shall be deemed to mean Treasurer. . ( ~ SECTION 26. Headings. Any headings preceding the texts of the several Sections hereof shall be solely for convenience of reference and shall not constitute a part of this Lease, nor shall they affect its meaning, construction or effect, 10 File /(0. 60,005-5-3 , '-' -..; Bo~~9i5S f,!~E1053 IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed and attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed, al\ as of the day and year first above written. By. CITY OF SAN BERNARDI CALIFORNIA Attest: B ~ ~d Y.~P//h/ ' / CihJC (Seal) . . I HEREBY ApPROVE the fonn and legality of the foregoing Lease this,...., day of ~1977. ~~-H._~ City Attorney THE REDEVE '~y OF THE ,OF SAN BE RDINO, CALlFO~NIA W J, ' B ,,1/"j - h' Yt ' /C-<.~ Chairman (s) (5) (s) (Seal) I HEREBY ApPROVE the form and legality of the~, 'ie~,"" a~,<~_ ~, 19~7.:.-, /1: .L)7L~(-6----{s) ,/. \{!,€>>Cy Cowisel '. - . 11 File No. 60,005-5-3 { '-" '"'"' -..; eacr91sg fAGf1054 STATE OF CALIFORNIA I . COUNTY OF SAN BERNARDINO \ ss. On this oiJ1ay of Jd:'.~, in the year 1977, before me, ltd':'~~Cj{);d-C~ a notary pubJi.c in llJld for the State of California, duly commissioned and sworn, .l.."'J'o..~y ap- pearedXV/.. .~ . . ., known to me to be the Mayor, and .~ ~r'>' . . . . . . ., known to me to be the City Clerk, respectively, of the City of San Bernardino, that executed the within instrument, and known to me to be the persons who executed the within instrument on behalf of said City therein named, and acknowledged to me that such City executed the within instrument pursuant to a resolution of the Mayor and Common Coundl of the City of San Ber- nardino. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my offidaJ seal jn. the County oLSaI! Bernardino on the day and year in this certificate first above written. '. '^ .-... -- - . "'-"'--', ,II . Q. (J / : /0 .... r.~c'; .;' " . ,; IJljvwL . .,:::/t_~/Fn~ ~ f -'~. > '-' j,.; ""~ - --, ";, i - : \:;.' NO".' " . . _ ~ . . Notary Public in and for the State of California Pt. <'_ '3';r ;_:~'""_ r:~" ('-'!TlriW,;-;nr, ;;:'I!I . iNotarial Seal)- My commission expires: ~., l~. / '178 STATE OF CALIFORNIA I COUNTY OF SAN BERNARDINO 5 ss. On this ~~day of ~.~ in the year 1977, before me, . itu"'1.tJ.Jq.-:;JuLUb.,~, a notary public in a~. for the State of California, duly commissioned and swon;,; personally .ap- peared ..jIr~... ~. . . . ., known to me to be the Chairman, and (}? t. \t)I~~ <J.,. ,Yv. , known to me to be the Secretary. respectively, of the Redevelopment Agency of the City of San Bernardino, that exeeuted the within instrument, and known to me to be the persons who executed the within instrument on behalf of said Agency tberein named, and acknowledged to me that such Agency executed the within instrument pursuant to a resolution of the Redevelopment Agency of the City of San Bernardino. . . , r ~ IN WITNESS WHEREOF, I have bereunto subseribed my name and affixed my offidal seal in the County of San Bernardino on the day and year in this eertificate first above written. 1W.~l(Ji./ ( 7 :JUA~~U:'-L/ Notary Publie hl and for the State of California f'~-~---"'- ~.-..-\'---....- -----.--..-..........~ \ ~ "'J' '" ; , I . , .. 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"'11"'1'''''- 'I P' "1'\ /!ili liar .i:jll,ll.,.. ,,~i I hI:: H!td'l , Ijilll\iljl'!iJI!II!;ii!iii!:Wi:i!liiillm!ll;ll!i1m~lmj; H! 7mm,!i ;!; i!:j 'I!:: 1b;;a;llIIIW ih.;;!::: ~i:! :J;!l' 1 ~ '-0 o to , [-.- .; ( .~ .;- co c 1'- IU: " -;: c (, 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Mt.t91$ ~A.:.ti.t155 - - 1 STATE OF CALIFORNIA COUNTY OF SAN BEro~ARDINO CITY OF SAN BEro~ARDINO SS 2 3 This is to certify that the interest in real property conveyed by the lease dated February 1, 1977, between the 4 Redevelopment Agency of the city of San Bernardino and the City of San Bernardino, a municipal corporation, is hereby 5 accepted by order of the Common Council on February 22, 1977, and the City of San Bernardino consents to the recordation 6 thereof by its duly authorized officer. 7 8 9 April 14, 1977 City of San Bernardino LUCILLE GOFORTH City Clerk By: ,- ~/ ~ /- , Senior Deputy ~ . . PARKING FACILITIES LEASE THIS LEASE, dated for convenience as of February 1, 1977, by and between THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, CALIFORNIA (herein called "Agency"), a public body, corporate and politic, organized and existing under the laws of the State of California, and the CITY OF SAN BERNARDINO, CALIFORNIA (herein called "City"), a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California, WITNESSETH: That for and in consideration of the mutual promises and agreements herein contained, the parties hereto agree as follows: SECTION 1. Definitions. The terms defined in this Section shall, for all purposes of this Lease, have the following meanings herein unless the context otherwise requires. (a) Base Rental "Base Rental" means the total rental due for the Project when completed (as more particularly set forth in Section 4(a)) and is equal to the Agency's debt service on its outstanding Bonds plus an amount in each of the first five years to increase the Reserve Fund under the Resolution to Maximum Annual Debt Service on the Bonds, but does not include Additional Rental. (b) Bonds "Bonds" means the bonds to be issued by the Agency under and pursuant to the Resolution. ( c) Construction Contract "Construction Contract" means the construction contract or contracts providing for the construc- tion of the Facilities, including, without limitation, the plans and specifications, any addenda thereto, and other construction documents, a copy or copies of which is, are or will be on file in the office of the Secretary of the Agency and the City Clerk of the City. (d) Facilities "Facilities" means all improvements for providing off-street parking facilities on the Sites, which, together with the Sites, will constitute the Project. (e) Fiscal Agent "Fiscal Agent" means the trustee appointed by the Agency pursuant to the Resolution, its successors and assigns, and any other corporation or association which may at any time be snbstituted in its place, all as provided in the Resolution. (f) Fiscal Year "Fiscal Year" means the year period beginning on July 1st and ending on the next following June 30th. (g) Project or Leased Premises "Project" or "Leased Premises" means the Sites with the Facilities thereon, and includes tbe acquisition and/or installation of improvements for providing off-street public parking facilities, including, without limitation, the acqnisition of land and permanent and construction easements and rights-of-way and other property neceSsary therefor, grading, leveling, paving, installing curbs, gutters, sidewalks and driveways, striping of parking areas and other site improvements necessary to prepare the property to be acquired for use as public parking places. The Project coustitutes a portion of the overall Off-Street Parking Project. (h) Resolution "Resolution" meaus the Resolution to be adopted by the Agency providing for the issuance of its Bonds entitled: "Resolution of the Redevelopment Agency ,of the 'City of San Bernardino, California, Anthorizing the Issnance of $1,950,000 Parking Facilities Lease Re'ienue Bonds, Issue of 1977". File No. 60,005-5-3 ~~;;, 0:"',' .v \. .....,~.:.,."( .... ,'.,. (i) Sites "Sites" mean the real property consisting of the parcels on which the Facilities are to be located, which are designated Lots 1, 2, and 3 on the Map attached hereto as Exhibit A. The specific legal descriptions of such parcels will be completed prior to or concurrently with the final plans and specifications for the construction of the Facilities involved and shall be set forth in the records of the City and the Agency. (j) Term "Term" means the term of this Lease as provided in Section 3 hereof. SECTION 2. Lease of Premises. The Agency hereby leases the Project (the Site and the Facilities) to the City, subject to the terms and conditions of this Lease. SECTION 3. Term. The term of this Lease shall commence on its execution, although rentals will commence at a later date. This Lease shall end on October 1, 2002, or such other time when the Bonds issued by the Agency pursuant to the Resolution or any Supplemental Resolution have been retired or provision for payment has been provided for pursuant thereto, and, at such time, any surplus funds derived from Base Rental and Additional Rental hereunder remaining in the hands of the Fiscal Agent shall be paid to the City. SECTION 4. Rental. The City shall pay Base Rental and Additional Rental to the Agency in the amounts, at the times and in the manner set forth herein, said amounts constituting in the aggregate the total of the annual rentals payable under this Lease as follows: ( a) Base Rental. For the period commencing on (1) October 1, 1977, or (2) the date on which all of the Facilities are substantially completed and written notice thereof has been served on the City, or on any later date of such substantial completion, including, without limitation, any extension of the completion date as may be provided under any Construction Contract, whichever (1) or (2) occurs later, City agrees to pay to the Fiscal Agent for the account of the Agency, commencing on February 1, 1978, and on each February 1 and June 1 thereafter, for each Fiscal Year rent at the following amounts per annum: 0 Fiscal Base Fiscal Base Year Rental Year Rental 1977-78 $166,060 1990-91 $199,600 1978-79 166,060 1991-92 198,200 1979-80 166,060 1992-93 196,400 1980-81 166,060 1993-94 199,200 1981-82 166,060 1994-95 196,200 1982-83 196,000 1995-96 197,800 1983-84 197,800 1996-97 198,600 1984-85 199,200 1997-98 198,600 1985-86 200,200 1998.99 197,800 1986-87 200,800 1999-2000 201,200 1987-88 196,000 2000-01 198,400 1988-89 201,200 2001-02 199,800 1989-90 200,600 . Subject to adjustment when the interest rate or rates on Agency's Bonds are known. 2 File No. 60,005-5-3 Rent shall cease when the Bonds have been paid or provision tor payment has been made pursuant to the Resolution. In the event that the liability of City for rent at said annual rate does not com- mence on October 1, 1977, the rent to be paid for the remaining portion of the Fiscal Year in which such liability commences shall be prorated and shall be paid on the next following February 1 or June 1, as the case may be. During the remainder of the term of this Lease, said rental shall be due and payable in equal semiannual installments on February 1 and June 1, respectively, in each Fiscal Year for use of the Leased Premises during said Fiscal Year. Although this contemplates all the parts of the Project being substantially completed and the City taking possession of all of them on the same date, it shall not preclude the City from taking possession of part of the Project at an earlier date, prior to the other parts thereof being substantially completed, and, in such case, liability for the payment of rentals under this Lease shall commence upon such possession and a pro rata portion (determined on the basis of the proportion that the number of completed parking places bears to the total number of parking places to be provided by the completed Project) of the rentals shall be paid. (b) Additional Rental. In addition to and after the commencement of the Base Rental herein- above set forth, the City shall pay to the Fiscal Agent for the account of the Agency an amount or amounts (hereinafter called "Additional Rental") equivalent to the sum of the following: (i) All taxes and assessments of any nature whatsoever, including, but not limited to, excise taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts taxes, if any, levied upon the Project or upon the Agency's interest therein or upon the Agency's operation thereof or the Agency's rental income derived therefrom. (ii) All expenses (not otherwise paid or provided for out of the proceeds of the sale of Bonds of the Agency) incidental to the issuance of the Bonds and all administrative costs of the Agency, including, without limiting the generality of the foregoing, salaries, wages, expenses, com- pensation and indemnification of the Fiscal Agent under the Resolution, fees and charges of auditors, accountants, architects, attorneys and engineers, and all other necessary administrative charges of the Agency or charges required to be paid by it in order to comply with the terms of the Bonds or of the Resolution and to defend the Agency and its members. (iii) Insurance premiums, if any, on all insurance required or permitted under the provisions of Section 8 hereof. (iv) All costs and expenses which the Agency may incur in consequence of or because of any default by the City under this Lease, including reasonable attorneys' fees and costs of suit in equity or action at law to enforce the terms and conditions of this Lease. (v) All sums necessary to maintain the balance of the Reserve Fund established pursuant to the Resolution at the levels provided for therein. (vi) All sums necessary to maintain at the amount of $2,500 the Administrative Expense Fund established pursuant to the Resolution. The Additional Rental payable hereunder shall be paid by the City within thirty (30) days after notice in writing from the Agency to the City stating the amount of Additional Rental then due and payable and the purpose thereof; provided that the City's liability for Additional Rental shall be limited to the balance due under the Resolution. Nothing herein contained shall prevent the City from making from time to time contributions or advances to the Agency for any purpose now or hereafter authorized by law. ( c) Consideration. The payments of Base Rental and Additional Rental hereunder for each Fiscal Year of the term of this Lease shall constitute the total rental for said Fiscal Year and shall be paid by the City for and in consideration of the right of use and occupancy, and the continued quiet use and enjoyment, of the Leased Premises for and during said Fiscal Year which the City receives. The parties 3 File No. 60,005-5-3 hereto have agreed and determined that such total rental represents the fair rental value of the Leased Premises. In making such determination, consideration has been given to the costs of acquisition and financing the construction of the Facilities, the uses and purposes which will be served by the Facilities and the benefits therefrom which will accrue to the parties and the general public by reason of the Facilities. ( d) Budget. The City shall take such action as may be necessary to include and maintain all such total rental payments due hereunder in each Fiscal Year in its budget for such Fiscal Year and further shall make the necessary appropriations for all such rental payments. The City shall furnish to the Agency and to the Fiscal Agent under the Resolution copies of the budget at least fifteen (15) days before final adoption thereof. Without limiting the generality of the foregoing, commencing in Fiscal Year 1977-1978, an annual ad valorem assessment shall be levied on all land within the Central City Parking District as provided in Ordinance No. 3589, as amended, and the prior proceedings taken thereunder, to provide moneys for any or all of the purposes set forth in this Lease. The covenants on the part of the City herein contained shall be deemed to be and shall be construed to be ministerial duties imposed by law and it shall be the ministerial duty of each and every public official of the City to take such action and do such things as are required by law in the performance of such official duty of such officials to enable the City to carry out and perform the covenants and agreements in this Lease agreed to be carried out and performed by the City. (e) Payment. Each annual Base Rental payment and each Additional Rental payment shall be paid in lawful money of the United States of America, by warrant or check drawn against funds of the City, at the office of the Fiscal Agent in Los Angeles. or at such other place or places as may be set forth in the Resolution. Each annual Base Rental payment and each Additional Rental payment which is not paid when due shall bear interest at a rate which is the same as the average interest rate per annum which the Bonds bear from the date on which the Base Rental payment or Additional Rental payment, as the case may be, becomes due until the same is paid. Notwithstanding any dispute between Agency and City hereunder, City shall make all rental payments when due and shall not withhold any rental payments pending the final resolution of such dispute. In the event of a determination that City was not liable for said rental payments or any portion thereof, said payments or excess of payments as the case may be shall be credited against subsequent rental payments due hereunder. (f) Credit on Base or Additional Rental. There shall be credited against Base Rental or Additional Rental any amounts required to be so credited under the Resolution. SECTION 5. Construction of Pro;ect. The City, as agent for the Agency, shall construct, or cause to be constructed, the Facilities on the Sites. For the purpose of paying the cost of construction of the Facilities on the Sites and all costs and expenses incidental thereto, including, but not limited to, architectural fees for design of the Facilities, the Agency shall issue its Bonds pursuant to the Resolution. In the event the City shall construct or cause to be constructed the Facilities on the Sites, the City shall conform to and be bound by all of the provisions of the Resolution relating thereto by which the Agency would otherwise be bound. The City may order changes in the work during construction without the consent of the Agency; provided, however, that unless sufficient additional funds are provided therefor (i) the cost of the Project shall not exceed that which is established at the time when the Bonds are issued by the Agency, and (ii) the cost of change orders shall not exceed the reserve therefor established at such time. City shall take no action which extends the period of construction beyond the period for which the Agency has funded interest on its Bonds unless sufficient additional funds are provided therefor. Any moneys remaining in the Construction Fund to be established under the Resolution after the construction and completion of the Facilities shall be applied by the Agency as provided in the Resolution. 4 File No. 60,005-5-3 The Agency shall assume the obligations relating to the employment contracts for professional and expert services, including, without limitation, bond counsel, financing consultants, accountants, engineers, architects and other consultants and advisors and the Agency shall become a client of said firms in accordance with the terms of said contracts. SECTION 6. M aintefUlnce and Operation. The City shall, at its own expense, maintain the Leased Premises and all improvements thereon in good order, condition and repair. The City shall provide or cause to be provided all security service, custodial service, janitor service, power, gas, telephone, light, heating and water, and all other public utility services. It is understood and agreed that in consideration of the payment by the City of the rental herein provided for, the Agency is only obligated to furnish the Leased Premises, and the Agency shall have no obligation to incur any expense of any kind or character in connection with the manage- ment, operation or maintenance of the Leased Premises during the term of this Lease. The City shall keep the Leased Premises and any and all improvements thereto free and clear of all liens, charges and encumbrances. SECTION 7. Additio1l8 and Improvements. The City shall have the right during the term of this Lease to make any additions or improvements to the Leased Premises, to attach fixtures, structures or signs, and to affix any personal property to the improvements on the Leased Premises, provided the use of the Leased Premises for the purposes contemplated in this Lease are not impaired. Title to all personal property placed in any of the improvements on the Leased Premises shall remain in the City. The title to any personal property, improvements or fixtures placed on the Leased Premises by any sublessee or licensee of the City shall be controlled by the concession contracts entered into by the City. SECTION 8. Insurance. Agency shall, during the term of this Lease, keep or cause to be kept a policy or policies of insurance against loss or damage to the Leased Premises, and appurtenances and permanent equip- ment as required by the Resolution. City and Agency, as the case may be, shall be named as an additional insured under such policies of insurance as the construction contractor or contractors may be required to carry during the construction of the Facilities. Nothing herein shall be construed to require insurance to be carried with respect to equipment or fixtures on the Leased Premises which are not part of the Facilities. All premiums and charges due and payable by Agency for all of the aforesaid insurance shall be paid by the City in accordance with the provisions of Section 4(b)(iii). Any such premium for a period partly within such period shall be prorated. At the option of the City, any insurance required of the Agency hereunder may be provided by the City. SECTION 9. Damage to or Destruction of Leased Premises. It is expressly understood and agreed that the rentals hereunder shall become due only in con- sideration of the right to occupy and use the Leased Premises from year to year, and, except as herein provided, it is the responsibility of Agency to provide such right at all times. In the event of destruction or damage to the Leased Premises by fire or other casualty or events so that they become wholly or partly unusable, Agency, at its option, may do either of the following: (I) Rebuild and repair the Leased Premises so that they shall be restored to use, in which case this Lease shall remain in full force and effect. Any excess of insurance proceeds resulting from such destruction or damage (other than business [rent] interruption insurance) over the amount expended for such repairing or rebuilding, shall be paid to City, or 5 File No. 60,005-5-3 (2) Declare this Lease to City terminated and use any money collected from insurance against the destruction of or damage to the Leased Premises to the extent necessary to retire any outstanding securities or any debts or liabilities which Agency may have; provided, however, that if the Leased Premises can be repaired or rebuilt within the period for which Agency has insurance against business (rent) interruption, and if Authority shall have sufficient funds from the proceeds of insurance or otherwise for the necessary repairing or rebuilding, Agency shall not proceed under this option without the City's consent. During such time as the Leased Premises are unusable, rent shall cease. No further rental payments shall accrue until such Leased Premises are again ready for occupancy and rental payments already made, if any, shall be equitably abated and adjusted accordingly. In the event of partial damage to, or destruction of, the Leased Premises, so as to render a portion thereof unusable by City, such rental payments (including those already made, if any) shall during the period of the partial unusability of the Leased Premises be in an amount that represents the fair market rental value of the remainder of the Leased Premises usable by City. SECTION 10. Assignment, Sublease arul Bonds. Neither this Lease nor any interest of the City herein shall, at any time after the date hereof, without the prior written consent of the Agency, be mortgaged, pledged, assigned or transferred by City by voluntary act or by operation of law, or otherwise, except as specifically provided herein, The City shall at all times remain liable for the performance of the covenants and conditions on its part to be performed, notwithstanding any assigning, transferring or subletting which may be made. The City shall have the right to sublease or permit the use of all or any part of the Leased Premises, but nothing herein contained shall be construed to relieve the City from its obligation to pay rental as provided in this Lease or relieve the City from any other obligations contained herein, including, without limitation, any taxes which may be imposed upon Agency or City by reason of such sublease or use. The Agency shall issue its Bonds under and pursuant to the Resolution. Such Resolution shall operate as an assignment of the Lease to the Fiscal Agent for financing purposes. The Agency may provide for the execution of any and all instruments necessary and proper in connection therewith. Whenever in this Lease any consent or approval is required, the same shall not be unreasonably with. held. Any items herein required or permitted to be done by the Agency may, if so provided under the Resolution, be performed by the Fiscal Agent thereunder. The City hereby approves such Resolution and the sale of the Bonds thereunder, and to the extent that any provision thereof requires action by the City or any officer or employee thereof, the City hereby promises to perform or cause such action to be performed as required by said Resolution. SECITON 11. Eminent Domain. If the whole of the Leased Premises, or so much thereof as to render the remainder unusable for the purposes for which the same was constructed, shall be taken under the power of eminent domain, then this Lease shall terminate as of the day possession shall be so taken. If less than the whole of the Leased Premises shall be taken under the power of eminent domain, and the remainder is usable for the Project purposes, then this Lease shall continue in full force and effect and shall not be ter- minated by virtue of such taking (and the parties waive the benefit of any law to the contrary), in which event there shall be a partial abatement of the rent hereunder in an amount equivalent to the amount by which the annual payments of principal of, and interest on, the outstanding Bonds of the Agency will be reduced in any applicable year by the application of the award in eminent domain to the call for redemption of outstanding Bonds. Any award made in eminent domain proceedings for the taking or damaging of the Leased Premises in whole or in part shall be paid to the Fiscal Agent for the direct benefit of the Holders of the Bonds and shall be used by the Fiscal Agent (together with any other money which shall be or may be 6 File No. 60,005-5-3 made available for such purpose) to call, as nearly as may be, a principal amount of Bonds in each of the remaining maturities so that as nearly as possible in the discretion of the Fiscal Agent equal annual payments of priucipal and interest on the outstanding Bonds will be maintained after said call. In the event the amount so paid to the Fiscal Agent shall be more than sufficient to retire the Bonds then outstanding, any such excess shall be paid by the Fiscal Agent to the City. SECTION 12. Right of Entry. The Agency and its designated representatives shall have the right to enter upon the Leased Premises during reasonable business hours (and in emergencies at all times) (i) to inspect the same, (ii) for any purpose connected with the Agency's rights or obligations under this Lease, or (iii) for all other lawful purposes. SECTION 13. Liens. Except for payments made or required to be made under the Resolution, the City shall payor cause to be paid, when due, all sums of money that may become due for, or purporting to be for, any labor, services, materials, supplies or equipment alleged to have been furnished or to be furnished to or for, in, upon or about the Leased Premises and which may be secured by any mechanics', materialman's or other lien against the Leased Premises, and/or the Agency's interest therein, and shall cause each such lien to be fully discharged and released; provided, however, that if the City and/or Agency desires to contest any such lien, this may be done, and if such lien shall be reduced to final judgment and such judgment or such process as may be issued for the enforcement thereof is not promptly stayed, or if so stayed and said stay thereafter expires, then, and in any such event, the City shall forthwith pay and discharge said judgment. SECTION 14. Taxes. The parties understand and agree that the Leased Premises constitute public property free and exempt from all taxation; however, the Agency agrees to take whatever steps may be necessary, upon written request by the City, to contest any proposed tax or assessment, or to take steps necessary to recover any tax or assessment paid. The City agrees to reimburse the Agency for any and all costs and expenses thus incurred by the Agency. SECtION 15. Quiet En;oyment; Right of Substitution. The parties hereto mutually covenant and agree that the City, by keeping and performing the covenants and agreements herein contained, shall at all times during the term, peaceably and quietly. have, hold and enjoy the Leased Premises. The Agency may, however, with the consent of the City, retire or remove a portion or portions of the Leased Premises from the operation of this Lease; in which event, the Agency shall, at its option, (1) substitute for said portion or portions of the Leased Premises facilities of a like kind and nature, providing substantially the same number of parking places in an area at least as equally advantageous to the purposes of the City as the portion removed, as determined by an opinion of an Independent Engineer (as more particularly described in the Resolution), all to the end that Base Rental hereunder will not be reduced, or (2) deposit with the Fiscal Agent an amount of money to be invested in Federal Securities (as defined in the Resolution) which, together with interest to be earned thereon, is sufficient to pay interest to maturity on and the principal of those Bonds in the aliquot portion of each maturity prior to October 1, 1988 still outstanding, if any, and to redeem, at the applicable redemption price, those Bonds in the aliquot portion of each maturity on or after October 1, 1988 still outstanding, at the first available call date, and to pay interest thereon prior to such redemption. As used herein, "aliquot portion" means the amount of Bonds of each maturity which must be paid (in the case of maturities prior to October 1, 1988) or redeemed prior to maturity (in the case of maturities on or after October 1, 1988), and interest paid 7 File No. 60.005-5-3 thereon, so that the annual debt service on the Bonds after the date of depositing such moneys as aforesaid with the Fiscal Agent would be reduced, as nearly as possible, by the proportion which the number of parking places to be removed bears to the total number of parking places provided by the Project upon its completion. All determinations pursuant to clause (2) shall be made by an Independent Financial Consultant (as more particularly described in the Resolution). In the event the Agency proceeds under clause (2), the Base Rental payable pursuant to Section 4(a) hereof shall be correspondingly reduced to the amounts needed to service the Bonds in each maturity whicb are not a part of the aliquot portion thereof. SECTION 16. Law Governing. This Lease is made in the State of California under the Constitution and laws of such State and is to be so construed. SECTION 17. N olices. All notices, statements, demands, requests, consents, approvals, authorizations, offers, agreements, appointments or designations hereunder by either party to the other shall be in writing and shall be sufficiently given and served upon the other party, if sent by United States registered mail, return receipt requested, postage prepaid and addressed as follows: City - City Clerk, City Hall, City of San Bernardino, California Agency - Secretary of the Agency, City Hall, City of San Bernardino, California SECTION 18. Waiver. The waiver by the Agency of any breach by the City of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach of the same or any other term, covenant or condition hereof. SECTION 19. Default by City. If (a) City shall fail to pay any rental payable hereunder within fifteen (15) days from the date such rental is payable, or (b) City shall fail to keep any such other terms, covenants or conditions con- tained herein for a period of twenty-five (25) days after written notice thereof from Agency to City, or (c) City shall abandon or vacate the premises, or (d) City's interest in this Lease or any part thereof shall be assigned or transferred without the written consent of Agency, either voluntarily or by operation of law, or (e) City shall file any petition or institute any proceedings wherein or whereby City asks or seeks or prays to be adjudicated a bankrupt, or to be discharged from any or all of its debts or obligations, or offers to City's creditors to effect a composition or extension of time to pay City's debts, or asks, seeks or prays for a reorganization or to effect a plan of reorganization, or for a readjustment of City's debts, or for any other similar relief, or (f) any such petition or any such proceedings of the same or similar kind or character shall be filed, instituted or taken against City, then and in any of such events City shall be deemed to be in default hereunder. If City should, after notice of such default, fail to remedy any default with all reasonable dispatch, in not exceeding thirty (30) days, then Agency shall have the right, at its option, without any further demand or notice (i) to terminate this Lease and to re-enter the Leased Premises and eject all parties in possession thereof therefrom, using all necessary force so to do, or (ii) to re-enter the Leased Premises and eject all parties therefrom, using all necessary force so to do, and, without terminating this Lease, re-Iet the Leased Premises, or any part thereof, as the agent and for the account of City upon such terms and conditions as Agency may deem advisable, in which event the rents received on such re-Ietting shall be applied first to the expenses of re-Ietting and collection, including necessary renovation and alteration of the Leased Premises, reasonable attorneys' fees, and any real estate commissions actually paid, and thereafter toward payment of all sums due or to 8 File No. 00,005-5-3 . become due to Agency hereunder, and if a sufficient sum shall not be thus realized to pay such sums and other charges, City shall pay Agency annually any cumulative net deficiency existing on the date when Base Rental is due hereunder. The foregoing remedies of Agency are in addition to and not exclusive of any other remedy of Agency. Any such re-entry shall be allowed by City without let or hindrance and Agency shall not be liable in damages for any such re-entry or be guilty of trespass. SECTION 20. Option to the City. In consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, from the City to the Agency, receipt of which is hereby acknowledged, the Agency hereby grants to the City the sole and exclusive option to purchase all right, title and interest of the Agency in the Project, all in accordance with the terms and conditions hereinafter set forth. The purchase price shall be the aggregate of the following sums, payable in cash to the Fiscal Agent: A. A sum sufficient to pay and discharge the entire indebtedness represented by any then outstanding Bonds and Additional Bonds issued pursuant to the Resolution to finance the Project, including principal, premium, if any, and interest to the stated maturity or earliest redemption date, as the case may be, on such Bonds and Additional Bonds, as well as Fiscal Agent's and Paying Agent's fees and expenses payable under the Resolution to the stated maturity or the earliest redemption date, as the case may be, such funds to be held in trust. B. Such sums as may be required to pay any obligations incurred by the Agency in connection with the sale of the Project to the City. The term of this option shall commence as of the date hereof and shall continue in force and effect for the term of this Lease and for thirty (30) days thereafter. This option is specifically subordinate to the lien and security interest held by the Fiscal Agent under the Resolution. The option may be exercised by the City at any time prior to the expiration of the term as set forth above by the City's delivering to the Agency, and the Fiscal Agent if said option is exercised during the term of the Lease, written notice referring to this option and reciting that the City is electing to exercise the option, and within ten (10) days after delivery of said notice the City shall open an escrow with a title insurance company mutually acceptable to the City and the Agency which escrow shall provide for a closing not sooner than six (6) months, nor later than twelve (12) months, after the date of the City's delivery to the Agency of its written notice of exercise of option. If for any reason said escrow established above does not close, the option contained herein shall survive and may be re-exercised at any time thereafter prior to the expiration of the term of the option as set forth above. Escrow instructions shall provide for: (i) AL T A standard title insurance coverage in an amount equal to current fair market value, as determined by the City, such title to be subject only to standard printed exceptions in said form of policy, the lien of property taxes and assessments not yet payable, and such other exceptions as shall have been approved in writing by the City; (ii) all escrow fees and customary charges for document drafting, recording and real estate transfer tax to be borne by the City; and, if applicable, (iii) cash deposits to be made with the Fiscal Agent to pay or redeem principal and interest on any Bonds and Additional Bonds and to pay all other obligations under the Resolution. In the event that the option contained herein is exercised, the Agency agrees to execute any and all documents and to perform any and all acts, all at the expense of the City, necessary in order to permit the escrow contemplated hereby to close in accordance with the terms and conditions specified herein, including the delivery of any instrument held by the Fiscal Agent pursuant to the Resolution. 9 File No. 60,005-5-3 SECTION 21. Net-Net Lease. This Lease shall be deemed and construed to be a "net-net lease" and the City hereby agrees that the rentals provided for herein shall be an absolute net return to the Agency, free and clear of any expenses, charges or set-offs whatsoever. SECTION 22. Execution. This Lease may be simultaneously executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all together shall constitute but one and the same Lease, and it is also understood and agreed that separate counterparts of this Lease may be separately executed by the Agency and the City, all with the same full force and effect as though the same counterpart had been executed simultaneously by both the Agency and the City. SECTION 23. Further Assurances. The City shall make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Lease, and for the better assuring and confirming unto the Agency and Holders of the Bonds under the Resolution of the rights and benefits provided in this Lease. SECTION 24. No Discrimination. The City, as lessee hereunder, herein covenants by and for itself, its assigns, and all persons claiming under or through it, and this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the Leased Premises, nor shall the City itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees in the Leased Premises. SECTION 25. V aUdity. If anyone or more of the terms, provisions, promises, covenants or conditions of this Lease shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining tenus, provisions, promises, covenants and conditions of this Lease shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law. If for any reason this Lease shall be held by a court of competent jurisdiction void, voidable, or unenforceable by the Agency or by the City, or if for any reason it is held by such a court that the covenants and conditions of the City hereunder, including the covenant to pay rents hereunder, is unenforceable for the full term hereunder, then and in such event for and in consideration of the right of the City to possess, occupy and use the Leased Premises, which right in such event is hereby granted, this Lease shall thereupon become, and shall be deemed to be, a lease from year to year under which the annual rentals herein specified will be paid by the City. If the Treasurer of the Agency is substituted for the Fiscal Agent pursuant to the Resolution, all references herein to Fiscal Agent shall be deemed to mean Treasurer. SECTION 26. Headings. Any headings preceding the texts of the several Sections hereof shall be solely for convenience of reference and shall not constitute a part of this Lease, nor shall they affect its meaning, construction or effect. 10 File No. 60,005-5-3 IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed and attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed, all as of the day and year first above written. CITY OF SAN BERNARDINO CALIFORNIA ,., . By ~ __ (s) . Attest: / p B'_~4k It: (Seal) I HEREBY ApPROVE the form and legality of the foregoing Lease this:LI-: day of ~ 1977. tZ~~~~,~-~- City Attorney (s) By (s) Chairman A~' i BY~ __~i"l__ Secretary (Seal) I HEREBY ApPROVE the form and legality of ther.~.e thi ,-~ . . . ~ , 1977. 11 File No. 60,005-5-3 .' . STATE OF CALIFORNIA I. COUNTY OF SAN BERNARDINO \ ss. On this#d day of-J,pt,~(j)~ in the year 1977, before me, Ikw.UiJv'--d.~% a notary pub" in and ~e State of California, duly commissioned a'1q, sworn,~on 7 ap- peared . -", '. . . ,~.. ......., known to me to be the Mayor, and .~. .. ........., known to me to be the City Clerk, respectively, of the City of San Bernardino, that ecuted the within instrument, and known to me to be the persons who executed the within instrument on behalf of said City therein named, and acknowledged to me that such City executed the within instrument pursuant to a resolution of the Mayor and Common Conncil of the City of San Ber- nardino. IN WITNESS WHEREOF, I have herennto subscribed my name and affixed my official seal 004& the ~.4.s.m..Beroordill6'on 1he day and year in this certificate first above written. I , ,j ~!+-{)~ l' ' ,':' :,;:,' , 1\ Notary Public III and for the State of California '-~'W" "( .' J) ~..... - ..'-"""---- (Notarial Seal) My commission expires: ....t.pL.. ////978 STATE OF CALIFORNIA I COUNTY OF SAN BERNARDINO \ ss. On thisd)~ay ofJ~, in the year 1977, before me, iA.J'^"'~Q~(, ~:~~ry JY~. ~the. s~a~~o~n ~~i:::~, b~u~he ~~~::~:.e~n;~ r~~~ .ap: known to me to be the Secretary, respectively, of the Redevelopment Agency of the City of San Bernardino, that execnted the within instrument, and known to me to be the persons who executed the within instrument on behalf of said A!\ency therein named, and acknowledged to me that such Agency executed the within instrument pursuant to a resolution of the Redevelopment Agency of the City of San Bernardino. IN WITNESS WHEREOF, I have herennto subscribed my name and affixed my official seal in the Connty of San Bernardino on the day and year in this certificate first above written. W~q.~,dU ~tary Public i and for the-State of California r-' .....-- ,"IL .,'i.!i, My commission expires: . ~. /~ /97/:;' '~lY i. 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