HomeMy WebLinkAboutR33-Economic Development Agency
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ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM: Ronald E. Winkler, Director
Development Department
SUBJECT:
EMPIRE CONSULTING AGREEMENT
- PATTON PARK SOCCER FIELD
DATE: May 10, 1999
ORIGINAL
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Svnopsis of Previous Commission/Council/Committee Action(s):
On June 17, 1996, the concept of developing a soccer complex at Patton Park was reviewed by the Community
Development Commission and referred to the Ways and Means Committee.
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On June 19, 1996, the Ways and Means Committee reviewed the proposed development and requested additional
information.
(Svnopsis Continued to Next Pa!!e)'"
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Recommended Motion(s):
(Mavor and Common Council)
MOTION A:
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING AMENDMENT NO. I TO JOINT DEVELOPMENT
AGREEMENT (SAN BERNARDINO MUNICIPAL SPORTS COMPLEX) BY AND AMONG THE
CITY OF SAN BERNARDINO, THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND EMPIRE A/G RECREATION, LLC.
(Community Development Commission)
MOTION B:
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AUTHORIZING
AMENDMENT NO. I TO JOINT DEVELOPMENT AGREEMENT (SAN BERNARDINO
MUNICIPAL SPORTS COMPLEX) BY AND AMONG THE CITY OF SAN BERNARDINO, THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND EMPIRE A/G
RECREATION, LLC
Contact Person(s):
Project Area(s)
Gary Van Osdel! R. Winkler
N/A
Phone:
5081
Ward(s):
Seven (7)
Supporting Data Attached: lID Staff Report lID Resolution(s) lID Agreement(s)/Contract(s) 0 Map(s) 0 LetterlMemo
FUNDING REQUIREMENTS Amount: $ 90,000
Source:
Tax Increment
SIGNATURE:
Requested
fJ~
Ronald E. inkier, Director
Development Department
.COmmlSSion/CouilclcN'otes'....-.-.--.--------------------.-.--.-.-.--...--------------------------.--.-.---.....--.--.
REW:lag:99-05-17 Empire Soccer
COMMISSION MEETING AGENDA
Meeting Date: 05/17/1999
Agenda Item Number: 233
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REQUEST FOR COMMISSION ACTION
Soccer Complex
May 10, 1999
Page Nwnber -2-
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On July 18, 1996, the project was placed before the Redevelopment Committee but not acted
upon because of prior Ways and Means Committee review.
On July 22, 1996, the Community Development Commission approved the project in concept,
pending acceptable gap financing and acceptable negotiations on a Joint Development
Agreement.
On August 8, 1996, the Community Development Commission directed staff to proceed with a
financing plan and authorized preparation of a final development agreement.
On August 19, 1996, the Community Development Commission approve a financing plan for the
soccer complex and authorized execution of a Joint Development Agreement.
REW:lag:99-05-17 Empire Soccer
COMMISSION MEETING AGENDA
Meeting Date: 05/17/1999
Agenda Item Nnmber: 233
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ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
Emnire Consultinl!: Al!:reement - Patton Park Soccer Field
Background
Following Community Development Commission approval, the City, Agency and Empire AlG
Recreation, LLC executed a Joint Development Agreement on August 19, 1996. The agreement
provided for development of the San Bernardino Municipal Sports Complex, a public
recreational facility consisting of 16 soccer fields with ancillary buildings, parking, lighting and
related improvements. Under operation by CYSA- South San Bernardino Soccer Foundation,
the facility provides a location for regional and local youth soccer league programs and
tournaments.
The agreement authorized payment of a real estate commission to Empire in return for
constructing the facility and securing lease commitments from CYSA to operate and maintain
the complex. Payment of the commission ($135,000) was to be in three increments of$45,000
with each based upon certain performance criteria. The first payment was issued following
completion of improvements a Certificate of Completion and execution of lease commitments by
CYSA. The second and third payments are contingent upon Empire demonstrating that not less
than 34,145 hotel room nights were rented in the City during the first year of facility operation
and 40,973 hotel room nights on the second year's operation. Coupled with this requirement was
need to demonstrate at least 12 tournaments annually, together with 2,223 participating teams
using the facility during the first year of operation followed with 15 tournaments with 2,668
participating teams the second year.
Although the nurnber oftournaments and team attendance has been verified, documented hotel
occupancy tax cannot be translated to hotel room night bookings. However, most area hotels
report an increase in occupancy on weekends due to the soccer facility. For that reason, Empire
feels the intent of the agreement has been fulfilled and requests payment of the commission
under amended performance criteria. Specifically, they propose that payment be contingent
upon development and implementation of a marketing program to increase San Bernardino hotel
use by soccer participants. This proposal was reviewed by the Redevelopment Committee
together with the attached contract amended. The Committee recommends the Community
Development Commission and Mayor and Common Council authorize execution of the
amendment.
REW:lag:99-05-17 Empire Soccer
COMMISSION MEETING AGENDA
Meeting Date: 05/17/1999
Agenda Item Number: 253
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Economic Development Agency Staff Report
Soccer Complex
May 10, 1999
Page Number -2-
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Fiscal Imoact
If approved the contract amendment would require payment of $90,000 to Empire by the
Agency.
Recommendation
It is recommended that the Community Development Commission and Mayor and Common
Council approve the attached resolutions authorizing execution of the Joint Development
Agreement by the Mayor on behalf of the City and Agency.
{J~
REW:lag:99-05-17 Empire Soccer
COMMISSION MEETING AGENDA
Meeting Date: 05/17/1999
Agenda Item Number:
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Action to be
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~(Q)[?)W
COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO
AGENDA
May , 1999
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AUTHORIZING AMENDMENT NO. 1 TO JOINT
DEVELOPMENT AGREEMENT (SAN BERNARDINO MUNICIPAL
SPORTS COMPLEX BY AND AMONG THE CITY OF SAN
BERNARDINO, THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO AND EMPIRE A/G RECREATION, LLC
Adopt Resolution
16 Certified copy of Resolution to be returned to Sabo & Green.
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Entemd into Record at S h 7/~ C!
Cu""CiliCllIyOevCms Mtg: __ _ -
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City Clerk/CDC Secy
City of San Bernardino
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO AUTHORIZING AMENDMENT
NO. 1 TO JOINT DEVELOPMENT AGREEMENT (SAN
BERNARDINO MUNICIPAL SPORTS COMPLEX) BY AND
AMONG THE CITY OF SAN BERNARDINO, THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND EMPIRE A/G RECREATION, LLC
WHEREAS, the Redevelopment Agency of the City of
San Bernardino (the "Agency") is a public body, corporate and
politic organized under the laws of the State of California; and
WHEREAS, the Agency, the City of San Bernardino, a
municipal corporation ("City") and Empire A/G Recreation, LLC, a
California limited liability corporation ("Empire") entered into
that certain Joint Development Agreement (San Bernardino Municipal
Sports Complex) dated August 19, 1996 ("Agreement") providing for
the development by Empire of a fifty (50) acre parcel of real
property ("Property") near the Highway 30 Highland Avenue Exit,
of
improvements
including
the
construction
thereon
("Improvements") consisting of a public recreational facility
consisting of sixteen (16) soccer fields with ancillary buildings,
parking and related landscaping ("Project"); and
WHEREAS,
the Agreement further provides that a real
estate commission shall be paid to Empire by City in an amount not
to exceed One Hundred Thirty-Five Thousand Dollars ($135,000.00) as
follows: (i) $45,000 of the commission shall be paid upon execution
of the Agreement, execution of a lease of the Property and
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1 Improvements by and between the City and the CYSA-South San
2 Bernardino Soccer Foundation, a nonprofit public benefit
3 corporation (ftFoundationn), for the benefit of the California Youth
4 Soccer Association-South (ftCYSA-Sn), enabling CYSA-S to conduct
5 annual recreational and competitive league programs and tournaments
6 ("Lease") and execution of a "Certificate of Membership and Good
7 Standing and Guarantee of Continuity of Sanctioning Authority" to
8 allow Empire to prepare the Project for public works bidding; (ii)
9 $45,000 of the commission shall be paid upon City's execution of a
10 certificate of completion with respect to the Improvements
11 ("Certificate of Completion"), the approval of CYSA-S of the
12 construction and installation of the Improvements on the Property,
13 the commencement of the term of the Lease, and upon Empire
14 demonstrating to the reasonable satisfaction of the City that not
15 less than 34,145 hotel room nights were rented within the City
16 during the preceding twelve-month period for CYSA-S related
17 activities, and that at least 12 of the tournaments set forth on
18 Exhibit "B" to the Lease in fact occurred and at least 2,223 of the
19 number of participating teams set forth on said Exhibit "Bn to the
20 Lease in fact attended a Soccer Tournament as defined in Section
21 3.3 of the Lease; and (iii) $45,000 of the commission shall be paid
22 not sooner than one (1) year after the occurrence of item (ii) and
23 thereafter upon Empire's demonstrating to the satisfaction of the
24 City that not less than 40,973 hotel room nights were rented within
25 the City during the preceding twelve-month period for CYSA-S
26 related activities and that at least 15 of the tournaments set
27 forth on Exhibit "B" to the Lease in fact occurred and at least
28 2,668 of the number of participating teams set forth in said
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1 Exhibit "B" to the Lease in fact attended a Soccer Tournament as
2 defined in Section 3.3 of the Lease; and
3
4 WHEREAS, the City has executed the Certificate of
5 Completion; and
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7 WHEREAS, CYSA-S has approved the construction and
8 installation of the Improvements on the Property, and the Lease
9 term has commenced; and
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11 WHEREAS, the requirement that Empire demonstrate that a
12 certain number of hotel room nights have been rented within the
13 City during a given period for CYSA-S related activities is
14 impossible of fulfillment, given the lack of data on which to base
15 the calculation; and
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17 WHEREAS, Empire has demonstrated to the Agency and the
18 City that, during the preceding twelve-month period, at least 12 of
19 the tournaments set forth on Exhibit "B" to the Lease have occurred
20 and at least 2,223 of the number of participating teams set forth
21 on Exhibit "B" to the Lease have attended a Soccer
22 Tournament; and
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24 WHEREAS, the Agency and the City are desirous of amending
25 the Agreement to impose on Empire with respect to the two remaining
26 installments earn-out standards susceptible of demonstration.
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1 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION
,
2 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF
3 SAN BERNARDINO, DOES HEREBY RESOLVE, DETERMINE AND ORDER AS
4 FOLLOWS:
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6 Section 1. Aooroval of Form of Amendment. The Agency
7 hereby approves the form of amendment ("Amendment No.1") presently
8 on file with the Secretary together with any changes therein or
9 additions thereto as may be approved by the Executive Director. The
10 Executive Director of the Agency is hereby authorized and directed
11 to execute and deliver, and the Secretary or Assistant Secretary is
12 hereby authorized and directed to attest to, the final form of
13 Amendment No. 1 when the same has been prepared.
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Section 2.
Official Action. The Executive Director
16 and Secretary and any and all other officers of the Agency are
17 hereby authorized and directed, for and in the name and on behalf
18 of the Authority, to do any and all things and take any and all
19 actions which they, or any of them, may deem necessary or advisable
to consummate the transaction contemplated herein.
20 in order
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1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AUTHORIZING
2 AMENDMENT NO. 1 TO JOINT DEVELOPMENT AGREEMENT (SAN BERNARDINO
MUNICIPAL SPORTS COMPLEX) BY AND AMONG THE CITY OF SAN BERNARDINO,
3 THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND EMPIRE
A/G RECREATION, LLC
4
5
Section 3.
This Resolution shall take effect upon the
6 date of its adoption.
7
I HEREBY CERTIFY that the foregoing Resolution was duly
8 adopted by the Community Development Commission of the City of
9 San Bernardino at a
meeting
10 thereof, held on the
day of
, 1999,
11 by the following vote, to wit:
12 Commission Members:
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ABSTAIN
ABSENT
Secretary
The foregoing resolution is hereby approved this
, 1999.
Judith Valles, Chairperson
Community Development Commission
of the City of San Bernardino
content:
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2 STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) ss
3 CITY OF SAN BERNARDINO )
4 I, Secretary of the Community
Development Commission of the City of San Bernardino, DO HEREBY
5 CERTIFY that the foregoing and attached copy of Community
Development Commission of the City of San Bernardino Resolution
6 No. is a full, true and correct copy of that now on file
in this office.
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IN WITNESS WHEREOF, I have hereunto set my hand and
8 affixed the official seal of the Community Development Commission
of the City of San Bernardino this day of
9 1999.
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Secretary of the
Community Development Commission
of the City of San Bernardino
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RESOLUTION NO.
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO AUTHORIZING
AMENDMENT NO. I TO JOINT DEVELOPMENT AGREEMENT
(SAN BERNARDINO MUNICIPAL SPORTS COMPLEX) BY
AND AMONG THE CITY OF SAN BERNARDINO, THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND EMPIRE AlG RECREATION, LLC
1
2
4
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7 WHEREAS, the City of San Bernardino ("City") is a municipal corporation and
8 charter city organized and existing pursuant to the constitution of the State of California; and
9
10 WHEREAS, the Agency, the City of San Bernardino, a municipal corporation
11 ("City") and Empire AlG Recreation, LLC, a California limited liability corporation ("Empire")
12 entered into that certain Joint Development Agreement (San Bernardino Municipal Sports Complex)
13 dated August 19, 1996 ("Agreement") providing for the development by Empire of a fifty (50) acre
14 parcel of real property ("Property") near the Highway 30 Highland Avenue Exit, including the
15 construction thereon of improvements ("Improvements") consisting of a public recreational facility
16 consisting of sixteen (16) soccer fields with ancillary buildings, parking and related landscaping
17 ("Project"); and
18
19
WHEREAS, the Agreement further provides that a real estate commission shall be
20 paid to Empire by City in an amount not to exceed One Hundred Thirty-Five Thousand Dollars
21 ($135,000.00) as follows: (i) $45,000 of the commission shall be paid upon execution of the
22 Agreement, execution of a lease of the Property and Improvements by and between the City and the
23 CYSA-South San Bernardino Soccer Foundation, a nonprofit public benefit corporation
24 ("Foundation"), for the benefit of the California Youth Soccer Association-South ("CYSA-S"),
2 5 enabling CYSA-S to conduct annual recreational and competitive league programs and toumarnents
2 6 ("Lease") and execution of a "Certificate of Membership and Good Standing and Guarantee of
27 Continuity of Sanctioning Authority" to allow Empire to prepare the Project for public works
28
SBEOIOOO 1/D0C/3489
5/11/99 1045 ct
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1 bidding; (ii) $45,000 of the commission shall be paid upon City's execution of a certificate of
2 completion with respect to the Improvements ("Certificate of Completion''), the approval ofCYSA-S
3 of the construction and installation of the Improvements on the Property, the commencement of the
4 term of the Lease, and upon Empire demonstrating to the reasonable satisfaction of the City that not
5 less than 34,145 hotel room nights were rented within the City during the preceding twelve-month
6 period for CYSA-S related activities, and that at least 12 of the tournaments set forth on Exhibit "B"
7 to the Lease in fact occurred and at least 2,223 of the number of participating teams set forth on said
8 Exhibit "B" to the Lease in fact attended a Soccer Tournament as defined in Section 3.3 of the Lease;
9 and (iii) $45,000 of the commission shall be paid not sooner than one (I) year after the occurrence
10 of item (ii) and thereafter upon Empire's demonstrating to the satisfaction of the City that not less
11 than 40,973 hotel room nights were rented within the City during the preceding twelve-month period
12 for CYSA-S related activities and that at least 15 of the tournaments set forth on Exhibit "B" to the
13 Lease in fact occurred and at least 2,668 of the number of participating tearns set forth in said Exhibit
14 "B" to the Lease in fact attended a Soccer Tournament as defined in Section 3.3 of the Lease; and
15
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WHEREAS, the City has executed the Certificate of Completion; and
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WHEREAS, CYSA-S has approved the construction and installation of the
19 Improvements on the Property, and the Lease term has commenced; and
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21
WHEREAS, the requirement that Empire demonstrate that a certain number of hotel
22 room nights have been rented within the City during a given period for CYSA-S related activities
23 is impossible of fulfillment, given the lack of data on which to base the calculation; and
24
25
WHEREAS, Empire has demonstrated to the Agency and the City that, during the
26 preceding twelve-month period, at least 12 of the tournaments set forth on Exhibit"B" to the Lease
27
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1 have occwred and at least 2,223 of the number of participating teams set forth on Exhibit "B" to the
2 Lease have attended a Soccer Tournament; and
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4
WHEREAS, the Agency and the City are desirous of amending the Agreement to
5 impose on Empire with respect to the two remaining installments eam-out standards susceptible of
6 demonstration.
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NOW, lHEREFORE, lHE MAYOR AND COMMON COUNCIL OF lHE CITY
9 OF SAN BERNARDINO, DO HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
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Section I.
The form of amendment to the Agreement ("Amendment No.1")
12 attached hereto as Exhibit A is hereby approved. The Mayor of the City ("Mayor') is hereby
13 authorized and directed for and in the name of and on behalf of the City to execute and deliver
14 Amendment No. I in substantially the form attached thereto as Exhibit A and presented to and
15 considered at this meeting, with such changes therein as the Mayor executing the same on behalf of
16 the City may approve, in her discretion, as being in the best interest of the City, such approval to be
17 conclusively evidenced by such execution and delivery thereof.
18
19
Section 2.
The Mayor and any and all other officers of the City are hereby
20 authorized and directed, for and in the name of and on beha1fofthe City, to do any and all things and
21 take any and all actions which they may deem necessary or advisable in order to consummate the
22 transaction contemplated herein.
23
24
Section 3.
All actions heretofore taken by any officer or officers of the City with
25 respect to Amendment No. 1 and the matters referred to in Section 1 hereof are hereby approved,
2 6 confirmed and ratified.
27 III
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SBEO/OOOIIDOC/3489
5/11/99 1045 ct
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1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AUTIIORIZING AMENDMENT NO. 1 TO JOINT DEVELOPMENT
2 AGREEMENT (SAN BERNARDINO MUNICIPAL SPORTS COMPLEX) BY AND AMONG
THE CITY OF SAN BERNARDINO, THE REDEVELOPMENT AGENCY OF THE CITY OF
3 SAN BERNARDINO AND EMPIRE A/G RECREATION, LLC
4
Section 4.
This Resolution shall take effect from and after its passage and
5 adoption.
6
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
7 and Common Council of the City of San Bernardino at a
meeting thereof, held on
8 the day of
9 Council: AYES
ESTRADA
10 LIEN
MCGINNIS
11 SCHNITZ
DEVLIN
12 ANDERSON
MILLER
13
14
,1999, by the following vote, to wit:
NAYS
ABSTAIN ABSENT
15
City Clerk
The foregoing resolution is hereby approved this _day of
,1999.
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Judith Valles, Mayor
City of San Bernardino
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1 STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO )
2 CITY OF SAN BERNARDINO )
3 I, City Clerk of the City of San Bernardino, DO
HEREBY CERTIFY that the foregoing and attached copy of Mayor and Common Council of the
4 City of San Bernardino Resolution No. is a full, true and correct copy of that now on file
in this office.
5
6 of the
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal
Mayor and Common Council of the City of San Bernardino this day of
,1999.
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SBECWOOOlnJCKY3489
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City Clerk
City of San Bernardino
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AMENDMENT NO. 1 TO JOINT DEVELOPMENT AGREEMENT
(SAN BERNARDINO MUNICIPAL SPORTS COMPLEX) BY
AND AMONG THE CITY OF SAN BERNARDINO, THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND EMPIRE A/G RECREATION, LLC
THIS AMENDMENT NO.1 dated May _, 1999 ("Amendment") is
entered into by and among the CITY OF SAN BERNARDINO, a municipal
corporation ("City'), the REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, a public body, corporate and politic ("Agency") and
EMPIRE A/G RECREATION, LLC, a California limited liability
corporation ("Empire") with respect to that certain Joint
Development Agreement (San Bernardino Municipal Sports
Complex) dated August 19, 1996 ("Agreement")by and among the City,
the Agency and Empire.
WHEREAS. the Agreement provides for the development by
Empire of a fifty (50) acre parcel of real property ("Property")
owned by the City and located in the northeast portion of the City
near the Highway 30 Highland Avenue Exit, including the
construction of . improvements on the Property ("Improvements")
consisting of a public recreational facility consisting of sixteen
(16) soccer fields with ancillary buildings, parking and related
landscaping ("Project"); and
WHEREAS. the Agreement further provides that a real
estate commission shall be paid to Empire by City in an amount not
to exceed One Hundred Thirty-Five Thousand Dollars ($135,000.00) as
follows: (i) $45,000 of the commission shall be paid upon execution
of the Agreement, execution of a lease of the Property and
Improvements by and between the City and the CYSA-South San
Bernardino Soccer Foundation, a nonprofit public benefit
corporation ("Foundation"), for the benefit of the California Youth
Soccer Association-South ("CYSA-S"), enabling CYSA-S to conduct
annual recreational and competitive league programs and tournaments
("Lease")and execution of a "Certificate of Membership and Good
Standing and Guarantee of Continuity of Sanctioning Authority" to
allow Empire to prepare the Project for public works bidding; (ii)
$45,000 of the commission shall be paid upon City's execution of a
certificate of completion with respect to the Improvements
("Certificate of Completion"), the approval of CYSA-S of the
construction and installation of the Improvements on the Property,
the commencement of the term of the Lease, and upon Empire
demonstrating to the reasonable satisfaction of the City that not
less than 34,145 hotel room nights were rented within the City
during the preceding twelve-month period for CYSA-S related
activities, and that at least 12 of the tournaments set forth on
Exhibit UB" to the Lease in fact occurred and at least 2,223 of the
number of participating teams set forth on said Exhibit UB" to the
Lease in fact attended a Soccer Tournament as defined in Section
3.3 of the Lease; and (iii) $45,000 of the commission shall be paid
not sooner than one (1) year after the occurrence of item (ii) and
thereafter upon Empire's demonstrating to the satisfaction of the
City that not less than 40,973 hotel room nights were rented within
the City during the preceding twelve-month period for CYSA-S
related activities and that at least 15 of the tournaments set
forth on Exhibit "B" to the Lease in fact occurred and at least
2,668 of the number of participating teams set forth in said
Exhibit "B" to the Lease in fact attended a Soccer Tournament as
defined in Section 3.3 of the Lease; and
WHEREAS, the City has executed the Certificate of
Completion; and
WHEREAS, CYSA-S has
installation of the Improvements
term has commenced; and
approved the construction and
on the Property, and the Lease
WHEREAS, the requirement that Empire demonstrate that a
certain number of hotel room nights have been rented within the
City during a given period for CYSA-S related activities is
impossible of fulfillment, given the lack of data on which to base
the calculation; and
WHEREAS, Empire has, as of the date of this Amendment,
demonstrated that, during the preceding twelve-month period, at
least 12 of the tournaments set forth on Exhibit "B" to the Lease
have occurred and at least 2,223 of the number of participating
teams set forth on Exhibit "B" to the Lease have attended a Soccer
Tournament; and
WHEREAS, the parties to the Agreement are desirous of
imposing on Empire with respect to the two remaining installments
of the commission earn-out standards susceptible of demonstration.
NOW, THEREFORE, in consideration of the premises and such
other good and valuable consideration the receipt of which is
hereby acknowledged, the parties hereto agree as follows:
Section 1. Section 3 .A. (Hi) of the Agreement is
hereby amended in its entirety to read as follows:
"(iii) to pay Empire a real estate commission
in an amount not to exceed One Hundred Thirty-
Five Thousand Dollars ($135,000) as follows:
(i) $45,000 of the commission shall be paid
upon execution of this Agreement, the Lease
and the "Certificate of Membership and Good
Standing and Guarantee of Continuity of
Sanctioning Authority" in substantially the
form as attached to the Lease so as to allow
Empire to prepare the Project for public works
bidding; (ii) $45,000 of the commission shall
be paid upon the City's execution of the
Certificate of Completion, CYSA-S's approval
of the construction and installation of the
Improvements on the Property, the commencement
of the term of the Lease, and upon Empire
submitting to the City a marketing plan
reasonably satisfactory to the City for
increasing rental of hotel room nights in the
City for CYSA-S related activities, which
includes securing the cooperation of the
Foundation and CYSA-S in encouraging attendees
at .Soccer Tournaments as defined in Section
3.3 of the Lease to rent rooms in the City
(the "Marketing Plan") and that at least 12 of
the tournaments set forth on Exhibit "B" to
the Lease have occurred and at least 2,223 of
the number of participating teams set forth on
said Exhibit "B" to the Lease have in fact
attended a Soccer Tournament as defined in
Section 3.3 of the Lease; and (iii) $45,000 of
the commission shall be paid not sooner than
one (1) year after the occurrence of item (ii)
above and thereafter upon Empire demonstrating
to the reasonable satisfaction of the City
that it has substantially implemented the
Marketing plan and that at least 15 of the
tournaments set forth on Exhibit "B" to the
Lease have occurred and at least 2,668 of the
number of participating teams set forth on
3
said Exhibit "B" to the Lease have in fact
attended a Soccer Tournament as defined in
Section 3.3 of the Lease."
Section 2. All other provisions of the Agreement are
reaffirmed as originally stated.
Section 3. This Amendment shall not be effective for
any purpose or be binding and enforceable upon the City or the
Agency until such time when this Amendment has been approved
pursuant to official action of the City and the Agency in
accordance with duly adopted and approved City and Agency
resolutions authorizing the Mayor and City Clerk of the City, and
the Chairman and Secretary of the Agency to execute this Agreement
on behalf of the City and the Agency, respectively. This Amendment
may be executed in original counterparts, each of which shall be
deemed to be an original for all purposes, and such counterparts
shall constitute one and the same instrument.
4
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment on the year and day first above written.
C:ITY OF SAN BERNARD:INO
Judith Valles, Mayor
ATTEST:
Rachel Clark, City Clerk
APPROVED AS TO FORM
AND LEGAL CONTENT:
James F. Penman
City Attorney
By:
REDEVELOPMENT AGENCY OF THE
C:ITY OF SAN BERNARD:INO
Judith Valles, Chairperson
ATTEST:
Gary Van Osdel, Agency Secretary
APPROVED AS TO FORM
AND LEG CO
l.-
'-../.:
Timoth . Sabo
Agency Special Counsel
EMP:IRE A/G RECREAT:ION, LLC
By: Empire & Associates,
Its Manag
By:
By:
Do
Counsel
Recreati
A/G
P,\APPS\WPCATA\SBEO\OOOl\OOC\3483.WPD
5
CITY OF SAN BERNARDINO
INTEROFFICE MEMORANDUM
CITY CLERK'S OFFICE
RECORDS & INFORMATION MANAGEMENT (RIM) PROGRAM
Date:
May 21,1999
To:
Gary Van Osde1, Executive Director, Economic Development Agency
From:
Melanie Miller, Senior Secretary
Re:
Transmittal for signature - Resolutions from 05/17/199 meeting
Attached are the following:
Original documents:
Resolution CDC 1999-16
Resolution 1999-93 attachments only
Please obtain signatures where indicated on all copies.
Please return the executed original to the City Clerk's Office as soon as possible, to my attention.
If you have any questions, please do not hesitate to contact me at ext. 3212. Thank you.
Rachel Clark
City Clerk
By: Melanie Miller
I hereby acknowledge receipt of the above mentioned documents.
Signed: ~41 I. J~{,
Date: \..1)- c!2 1- qc;
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CITY OF SAN BERNARDINO
INTEROFFICE MEMORANDUM
CITY CLERK'S OFFICE
RECORDS & INFORMATION MANAGEMENT (RIM) PROGRAM
Date:
May 20, 1999
To:
Gary Van Osdel, Executive Director, Economic Development Agency
From:
Melanie Miller, Senior Secretary
Re:
Transmittal for signature - Resolutions from 05/17/199 meeting
Attached are the following:
Original documents:
Resolution CDC 1999-14
Resolution CDC 1999-15
Resolution CDC 1999-17
Please obtain signatures where indicated on all copies.
Please return the executed original to the City Clerk's Office as soon as possible, to my attention.
If you have any questions, please do not hesitate to contact me at ext. 3212. Thank you.
Rachel Clark
City Clerk
By: Melanie Miller
I hereby acknowledge receipt of the above mentioned documents.
s_~. I. J~~
Date: tlIJ, I q ~
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Entered into Record at
CouncJlICmyOevCms Mtg:
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CITY OF SAN BERNARDINg,,!ty, II
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CYSA SOCCER COMPLEXe Ayeo,ii' Item
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1997 -
$1,541,881
1998 -
$1,644,753
1999 (not including May & June)
$1,495,882
1998 May /June T,O. T.
$ 205,000
1998 - Number of teams participating:
2,528
1999 - Number of teams participating:
2,800 ( estimate)
Tournaments -
Listed separately
The Complex is a self-maintained sports facility with an annual maintenance cost of
approximately $350,000.00.
The Complex employs 27 persons including two (2) full-time caretakers and a
professional landscape maintenance company.
The Complex is actively pursuing sponsorships to increase revenue and make
improvements within the Complex.
MARKETING OF THE COMPLEX
CYSA has established a web-site for utilization in promotion and development. Further,
the web-site has an annual calendar of activities and hotel! motel information.
Hotels and motels may access the web page and offer details such as:
K3J..'... / .
:::/11/
. Location and direction
. Room cost
. Amenities provided
It is apparent that coordination of the tournament play, available accommodations and
local restaurants and activities is essential to maximize the financial benefits of activities
held at the Complex.
A taskforce of participants will be established to carry out the marketing of the City of
San Bernardino. Participants should include:
. Chamber of Commerce
. Visitors and Convention Bureau
. Foundation Member
. City Staff
. Loca1 Business Associations
Hotels I motels will be able to enter into contracts to pre-advertise their accommodations
prior to events and receive acknowledgement by CYSA as a preferred establishment.
Web site: sbsoccercomplex.com
SAN BERNARDINO SOCCER COMPLEX
1999 TOURNAMENT SCHEDULE
January 9 & 10
15, 16 & 17
22, 23 & 24
30& 31
February 6 & 7
13 & 14
20 & 21
27 & 28
March 13 & 14
20 & 21
27 & 28
April
2&3
10 & 11
17 & 18
24&25
May
1&2
8&9
15 & 16
22&23
29 & 30
June
18,19&20
21 thru 26
Presidenfs Cup
Celtic Cup
Celtic Cup
State Cup - Youngers
State Cup - Youngers
State Cup - Youngers
State Cup - Youngers
State Cup - Youngers
Celtic Cup - Olders
Celtic Cup - Olders
Celtic Cup - Olders
Celtic Cup - Olders
State Cup - Olders
State Cup - Olders
State Cup - Olders
Rain Date
Corinthian Tournament
State Cup - Olders & Kellogg Bowl U14 Tournament
State Cup - Olders & Kellogg Bowl U14 Tournarnent
Los Gauchos Tournament, State Cup Finals
Super Clubs Tournament-Aztecs
Blast Invitational
Far West Regionals
Fields shut down from end of June to mid-August for renovation.
August
Steve Sampson-CYSA-South Soccer Camps - 2 weeks
From September 11 through November 21 - League Play
November 26, 27, & 28
December 20,21 & 22
Shamrock Boys Thanksgiving Tournament
San Gorgonio High School Tournament - tentative
League play for youngers ends the 19th of December with the League Cup Finals
Tournament Schedule and Teams Attending
Month Tournament # of Teams
January
President's Cup 120
Celtic Cup 165
Celtic Cup 145
American Cup 69
February
State Cup Young 170
State Cup Young 136
State Cup Young 105
March
Celtic Cup Olders 167
Celtic Cup Olders 161
April
Celtic Cup Olders 132
State Cup Olders 185
State Cup Olders
May
Corinthian Toum. 153
State Cup Olders 72
Los Gauchos Toum 173
Alta Lorna Aztecs Toum 121
State Cup U-19,20 25
June
State Cup U-19,20 25
State Cup U-19,20 12
Blast Invitational 220
July
Super Clubs Toum. 171
~---------------------------------------------
TOTAL 2,528
MAY-06-39 THU 07:56 Ar RAY HORSPOOL,CFA
FAX NO, 909684455J
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Tournament Schedule for the San Bernardino Soccer Complex
January 10 & 11
17 & 18
24&25
31 & Feb 1
Februal'l 14 & 16
21 &22
28&Mar1
March 14 & 15
21 & 22
April 4 &5
18 & 19
25 & 26
May 2&3
9& 10
16 & 17
23,24 & 26
30 & 31
June 6 & 7
13
President's Cup
Celtic Cup
Celtic Cup
American Cup
Stele Cup - Youngers
Stale Cup - Youngers
Stale Cup. Y oungel'll
Cellic Cup - Olders
Celtic Cup - Olders
Celtic Cup - Olders
State Cup - Olders
Slatl Cup. Olders
Corinthian Tournament
Stale Cup - Olders Finals
Los Gauchos Toumament
A1ta Loma Aztecs T oornament
State Cup - U-19 & U-20
Slale Cup - U-19 & U-20
State Cup - U-19 & U-20
July 15,16,17 & 18 Super Clubs Tournament
FieldS shut down from mid-JUly to end of August for renovation.
September 5,6, & 7
Shamrock Girls labor Day
From September 12 through November 22 - League Play
November 27, 28, & 29
December 26, 27 & 26
Shamrock Boys Thanksgiving Tournament
San Gorgonio High School Tournament
league play for youngers ends the 20th of December with the league Cup Finals
';jt': .~.( ~ .,~~,_. . ~_~r~,',~:-"',"'\,{>'~
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12-10-1997 2,41 P'.1
FROt.1
P.2
,---
CITY OF SAN BERNARDINO
PARKS, RECREATION &. COMMUNITY SERVICES
INTEROFFICE MEMORANDUM
TO: Bert Morales, Construction Inspector
FROM: Matthew S. Swalberg, Park Projects coordinat~~
SUBJECT: C.Y.S.A. ATHLETIC FIELD
DATE: December 8, 1997
COPIES: Annie F. Ramos, Director, Park, Rec. &. Comm. Svcs.
Ed. Yelton, Park supt., Parks, Rec. &. Comm. Svcs.
Jim Gondos, Landscape Inspec., Parks, Rec. &. Comm. Svcs.
Roger Hardgrave, Public Work
-----------------------------------------------------------------
This memo is to inform you that all city required landscape and
irrigation inspections have been conducted and approved on the
above referenced project and the 90-day maintenance period was
completed on Friday, December 5, 1997. The final inspection walk-
through was conducted at 9:00 a.m. Those in attendance included:
,---.
1. Matthew Swalberg, Park Projects Coordinator
2. Jim Gandos, Landscape Inspector II
3. Jeff Zinner, Development Specialist, EDA
4. Vince Lawler, Empire and Associates
5. Woody Woods, w. woods and Associates
All landscape and irrigation punch list items have been completed
to this department's satisfaction and the landscape is deemed
complete. It is our understanding that W. Woods and Associates
will maintain the site for two (2) years through November 1999.
Should you have any questions, please contact my office at 5217.
Matthew Swalberg
Park Project Coordinator
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5 K ILL
INTEGRITY
CERTIFICATE OF SUBSTANTIAL COMPLETION
Definition of Substantial Completion
The date of Substantial Completion of Work or designated portion thereof
is the date when construction is sufficiently complete, i.. accordance with
the Contrllct lJocuments. as modified by any r,hanOA OrnArR 1l0rAAnln
by the parties, so that the work or designated portion thereof is available
for use by the Owner.
CONTRACTOR:Empire & Associates, Inc..
TO (Ownery: City of San Bernardino
Project No. 9669
Date of Issuance: J.Q::" 3 0- 9 7
Project or Designated
Area Shall Include
Project: San BernardinQ/CYSA Soccer Complex
Address: 1789 Arden Ave San Bernardino
e.r:J.iteot/Engineer: MapCo
Contract for:
The work under this Contract has been reviewed and found to be substantially complete. The Date of Sub-
stantial Completion is hereby established as October 30.. 1997 . which is also the date of
commencement of warranties and guarantees required by the Contract Documents.
A list of items to be completed or corrected, prepared by the Contractor or the ArchlteCtlE~neer, or both,
is appended hereto. Corrections or Changes called for in this list will be made within 3 days from
the date of this Certificate. Signing of this Certificate of Substantial Completion by the Owner In no way
alters the responsibility of the Contractor to complete all of the work in accordance with the Contract
Documents, including untested or deferred work.
Archltect:Mapco
By cJJ JL---
__ Date: 1Z-!,{11)7
Contractor: Empire & Associates, Inc..
By<< / Ii t!./l Date: 1.1-5'-'1F(
The Owner accepts the Work or dj~nated portion thereof as substantially complete and will
assume full possession thereof at :oc Nct>J (time) on .J)"L- 5" , I q ~., (date).
Any responsibility of the Contractor to provide equipment operation, maintenance. heat, utilities and security
under the Contract OoculT'ents shall terminate at the stated hour on the stated date.
Date --M1...:IE! .. q 7 ACCEPTED BY:
OWN'R1.tf.ji%~~. s-u~
Authori Repr t8 e
AGC DOCUMENT NO. 625
CERTIFICATE OF SUBSTANTIAL COWPLHION
nr:TI"lRI=!:t '07~
; 1Cl'fl: 'l'"h^ A~.^~._._... ,,_____. ,,__.___. __ _. . __ .
EXHIBIT "c" TO JOINT DEVELOPHENT AGREEMENT
LEASE
This Lease ("Lease") is made and entered into this 19th day
of November, 1996, by and between the CITY OF SAN BERNARDINO, a
municipal corporation ("Lessor" or "City"), the CYSA-SOUTH SAN
BERNARDINO SOCCER FOUNDATION, a non-profit public benefit corporation
("Lessee"), which is entering into this Lease for the benefit of the
CALIFORNIA YOUTH SOCCER ASSOCIATION-SOUTH ("CYSA-S"), and CYSA-S
solely with respect to those provisions of this Lease specifically
agreed to by CYSA-S as set forth on the signature page of this Lease.
Lessor, for and in consideration of the rent to be paid by
Lessee and of the covenants and provisions to be kept and performed
by Lessee under this Lease, hereby leases to Lessee, and Lessee
agrees to lease from Lessor, that certain real property consisting of
approximately fifty (50) acres of real property located in the
northeast portion of the City of San Bernardino, California near the
Highway 30 Highland/Arden Avenue Exit, as more fully described on
Exhibit "A" attached hereto, together with any and all improvements
thereon ("Property").
This Lease is being entered into in accordance with the terms
and prov~s~ons of that certain Joint Development Agreement
(San Bernardino Municipal Sports Complex) by and among the Lessor,
the Redevelopment Agency of the City of San Bernardino, and Empire
A/G Recreation, LLC dated as of August 19, 1996, which is
incorporated herein by this reference ("Agreement"). This Lease
shall be subject to and carried out in accordance with the terms and
conditions of the Agreement.
ARTICLE 1. TERM OF LEASE
Term; Extended Term
Section 1.1. This Lease shall be for a term of twenty
(20) years, commencing as of (i) the date upon which Lessor certifies
that the Improvements (as defined in the Agreement) on the Property
have been completed and the Lessee determines that the,Improvements.
are available for reasonable use, or (ii) October 1, 1997, whichever
is earlier, and ending twenty (20) years thereafter ("Term"), unless
terminated earlier pursuant to the provisions of this Lease, with two
(2) five (5) year options to renew ("Extended Term") .
Exhibit C - 1 To JDA
Holding Over
Section 1.2. In the event Lessee, with Lessor's consent,
holds over and continues in possession of the Property after
expiration of the Term, Lessee's continued occupancy of the Property
shall be considered a year-to-year tenancy subject to all the terms
and conditions of this Lease and the JDA.
ARTICLE 2. RENT
Rent
Section 2.1. Lessee agrees to pay to Lessor as rent for
the use and occupancy of the Property a sum equal to One Dollar
($1.00) per year ("Rent"). The Rent shall be paid by Lessee to
Lessor at 300 North "D" Street, San Bernardino, California 92418, or
at any other place as Lessor may. from time to time designate by
written notice delivered to Lessee.
Books and Records
Section 2.2. Lessee shall at all times keep or cause to
be kept complete and accurate records and books of account showing
the total amount of revenue made in, on, or from the Property.
Lessee agrees. to maintain for a period of one year following the
close of each fiscal year (ie. July I-June 30) ("Fiscal Year") all
records and books of account showing or in any way pertaining to the
revenue made in, on, or from the Property during that Fiscal Year.
Lessee shall maintain all such books and records on the Property, or
at such location in which Lessee's offices are situated.
ARTICLE 3. USE OF PROPERTY
Perrni tted Use
section 3.1. During the Term of this Lease, Lessee's use
of the Property shall be limited to conducting CYSA-S's and Lessee's
annual recreational and competitive league programs and tournaments,
approving the issuance of recreational use permits to public groups,
persons, firms, corporations or societies whose use in Lessee's
opinion will not damage the Property, and operating and maintaining
the Property, as well as for uses normally incident to said purposes,
and for no other purposes. Lessee shall not use or permit the
Property to be used for any other purpose, without the prior written
consent of Lessor.
Exhibit C - 2 To JDA
/~
CYSA-S and Lessee shall have the right to conduct its annual
recreational and competitive league programs on the Property on a not
to exceed sixty-four (64) hours per seven (7) day week basis, to be
determined by Lessee in its sole discretion. During such time as
Lessee is not conducting its annual recreational and competitive
league programs, the Property shall remain open and accessible for
public use (including, without limitation, organized groups, persons,
firms, corporations or societies who have obtained recreational use
permits from Lessee) on a first come first serve, permit only basis,
to be mutually determined by Lessor's Parks Recreation and Community
Services Department ("Parks Department") and Lessee. CYSA-S and
Lessee shall have the right to conduct its annual recreational and
competitive league tournaments on the Property on an exclusive basis.
The issuance of recreational use permits to organized groups,
persons, firms, corporations or societies other than Lessee shall be
in accordance with the procedures used by the Parks Department in
connection with other City parks, and all users of the Property other
than CYSA-S and/or Lessee shall comply with the provisions of Chapter
12.BO.
Operation of Business
Section 3.2. During the Term and the Extended Term of
this Lease, Lessee shall, unless prevented by conditions beyond
Lessee's control, conduct business of the type and nature specified
in Section 3.1 of this Lease on the Property in a diligent and
businesslike manner. Lessee shall employ a sufficient number of
personnel to conduct the business in a manner consistent with sound
business and management practices.
Soccer Tournament Sanctioning
Section 3.3. Lessee shall ensure that from the
commencement of the Term of this Lease until June 30, 1999, (unless
Lessee has been in possession of the Property for one year as of June
30, 199B), and for each successive one-year period of time
thereafter, both CYSA-S and any affiliate or affiliated organization
shall sanction not less than fifteen (15) Soccer Tournaments (as
hereinafter defined) at the Patton Park Soccer Fields. Lessee shall
ensure that CYSA-S shall not sanction other soccer tournaments
consisting of local, regional and State of California tournaments or
sanctioned activities to be conducted south of the northern
boundaries of the Counties of San Luis Obispo, Kern and San
Bernardino and within all other California Counties south of said
specified Counties (collectively, "CYSA-S Sanctioninq Area") 1Tnl,,,,,~
and"nril ("'V~7\_C:O':_ _L.,_
conducted at the Patton Park Soccer Field Complex. In the event that
/~ the minimum number of Soccer Tournament weekends and soccer
activities sanctioned or hosted by Lessee or CYSA-S is conducted at
the Patton Park Soccer Field Complex, Lessee or CYSA-S may
additionally sanction or host other tournaments at any other
locations within the CYSA-S Sanctioning Area. Except with respect to
the unconditional commitment of Lessee and CYSA-S to conduct State
Cup Soccer Tournament games at the Patton Park Soccer Field Complex,
nothing contained herein shall commit Lessee or CYSA-S to sanction or
host additional tournaments at the Patton Park Soccer Field Complex
or to require Lessee or CYSA-S to sanction or host soccer tournaments
at the Patton Park Soccer Field Complex. However, in the event
Lessee or CYSA-S does in fact sanction or host soccer tournaments
within the CYSA-S Sanctioning Area, not less than fifteen (15) agreed
upon Soccer Tournament weekends and soccer activities shall be
conducted at the Patton Park Soccer Field Complex, per year.
Lessee shall ensure that CYSA-S maintains its corporate
existence and remains in good standing at all times with the CYSA-S
Sanctioning Organizations and the applicable nonprofit corporation
laws of the State of California and maintains its status as a
SOl (c) (3) organization pursuant to the federal tax laws, and that (i)
the by-laws, articles 'of incorporation and other agreements, licenses
and sanctioning approvals as granted to CYSA-S by the CYSA-S
Sanctioning Organizations, (ii) any of such documents or such other
documents as may be applicable to CYSA-S or approved by CYSA-S, and
(iii) any such other documents as may have been entered into by CYSA-
S, shall not be altered, amended, changed or modified in any manner
that would adversely affect the ability of CYSA-S or Lessee to
conduct business or to continually host or sanction soccer
tournaments within the CYSA-S Sanctioning Area and at the Patton Park
Soccer Field Complex. Lessee shall ensure that CYSA-S shall not take
any action or allow any action to be taken by any CYSA-S Sanctioning
Organization that likewise would adversely affect the ability of
Lessee or CYSA-S to conduct business or to continually host Soccer
Tournaments or to sanction Soccer Tournaments within the CYSA-S
Sanctioning Area and at the Patton Park Soccer Field Complex. In
consideration of the commitments made by the City and the Agency for
undertaking the financing and causing the Improvements to be
completed for the Patton Park Soccer Field Complex, Lessee shall
ensure that CYSA-S shall take all actions as may be necessary or
required to maintain its corporate existence and to maintain the sole
and exclusive right to sanction soccer tournaments through the United
States Soccer Federation, the United States Youth Soccer Association
or other national or international organization within the CYSA-S
Sanctioning Area to fulfill the commitments of CYSA-S pursuant to
this Agreement for the continued sanctioning of Soccer Tournaments
within the CYSA-S Sanctioning Area and at the Patton Park Soccer
Field Complex.
Exhibit C - 4 To JDA
r As used herein the term "Soccer Tournament" shall mean any
youth or adult soccer tournament, or a soccer tournament comprised of
any combination or youth and adult soccer team participants,
sanctioned by CYSA-S conducted at the Patton Park Soccer Field
Complex on a weekend consisting of at least a consecutive Saturday
and Sunday event wherein (i) at least an average of one hundred (100)
teams are entered in the tournament and which teams participate in
soccer games at least one (1) day during the weekend, and (ii) at
least sixteen (16) fields at the Patton Park Soccer Fields and at
other locations within the boundaries of the City are utilized for
soccer games on each such consecutive Saturday and Sunday, and (iii)
at least an average of 160 soccer games are conducted per weekend.
By way of example, the Soccer Tournaments may include those described
in the Schedule of Events, attached hereto as Exhibit "B" and
incorporated herein by this reference. Any CYSA-S tournament that is
scheduled to be held for more than one (1) weekend in duration, shall
be considered as a separate Soccer Tournament for each additional
weekend provided that the conditions set forth in items (i), (ii) and
(iii) above are met for each additional weekend of the continuation
of the tournament in question.
Certificate of Membership And Good Standing
Section 3.4. Lessee shall cause the united States Soccer
Association, Inc. Youth Division of united States Soccer Federation
to execute the Certificate Of Membership And Good Standing, attached
hereto as Exhibit "C" and incorporated herein by this reference.
Local Vendors; Merchants; Hotels
Section 3.5. Lessee shall make available at least fifty
percent (50%) of the concession booths for use by local vendors
during soccer tournaments. In the event at least fifty percent (50%)
of such booths are not actually utilized by local vendors, Lessee
shall provide Lessor with adequate records evidencing Lessee's good
faith efforts and contacts with local vendors. Lessee shall also
initiate, participate in, and coordinate an advertising program with
merchants on a City-wide basis, which program shall include without
limitation, flyers and coupon books. Lessee hereby agrees that all
soccer tournament headquarters shall be located in hotels which are
situated in the City. Lessee shall provide Lessor with adequate
records which reflect the hotels actually utilized for soccer
tournaments, including without limitation the number of soccer
tournament guests occupying such hotels.
Exhibit C - 5 To JDA
Relocation of CYSA-S Headquarters
Section 3.6. In the event a suitable office building (in
the sole reasonable business judgment of CYSA-S) is available within
a one (1) mile radius of the Property, CYSA-S shall relocate its
headquarters to said office building.
Insurance Hazards
Section 3.7. Lessee shall not commit or permit the
commission of any acts on the Property nor use or permit the use of
the Property in any manner that will increase the existing rates for
or cause the cancellation of any fire, liability, or other insurance
policy insuring the Property.
Waste or Nuisance
Section 3.8. Lessee shall not commit or permit the
commission by others of any waste on the Property. Lessee shall not
maintain, commit, or permit the maintenance or commission of any
nuisance as defined in Civil Code Section 3479 on .the Property.
Lessee shall not use or permit the use of the Property for any
unlawful purpose.
Compliance with Laws
Section 3.9. Lessee shall at Lessee's own cost and
expense comply with all statutes, ordinances, regulations, and
requirements of all governmental entities, both federal and state and
county or municipal, relating to Lessee's use and occupancy of the
Property, including without limitation Chapter 12.80, and the
Operations Manual and turf management program described in Section
5.2 of this Lease. The judgment of any court of competent
jurisdiction, or the admission by Lessee in a proceeding brought
against Lessee by any government entity, that Lessee has violated any
such statute, ordinance, regulation, or requirement shall be
conclusive as between Lessor and Lessee and shall constitute grounds
for termination of this Lease by Lessor.
ARTICLE 4. TAXES AND UTILITIES
Utili ties
Section 4.1. Lessee shall pay, and hold Lessor and the
Property free and harmless from, all charges for the furnishing of
gas, water, sewer, electricity, telephone service, garbage pickup and
disposal, and other public utilities to the Property during the
. /"
Exhibit C - 6 To JDA
.~
Term and the Extended Term of this Lease. All such charges shall be
paid by Lessee directly to the provider of the service and shall be
paid as they become due and payable, but in any event before
delinquency. Lessor shall use its best efforts to obtain the lowest
rates available for water and electricity, and its best efforts to
ensure that such rates are maintained during the Term and the
Extended Term of this Lease. Lessee shall be entitled to receive all
on-site pay telephone revenue.
Personal Property Taxes
Section 4.2. Lessee shall pay before they become
delinquent all taxes, assessments, and other charges including
possessory interest taxes levied or imposed by any governmental
entity on the furniture, trade fixtures, appliances, and other
personal property placed by Lessee in, on, or about the Property.
Possessory Interest Taxes
Section 4.3. Lessee recognizes that the interests of the
Lessee in this Lease may be subject to imposition of a possessory
interest tax by the County Assessor of the County of San Bernardino,
and agrees to pay any such possessory interest tax as may be so
levied as to the interests of the Lessee in this :Lease and the
Property.
ARTICLE 5. IMPROVEMENTS, ALTERATIONS AND REPAIRS
Condition of Property
Section 5.1. Lessee accepts the Property, in its
condition as of the commencement of the Term of this Lease and
stipulates with Lessor that the Property is in good, clean, safe, and
tenantable condition as of said date. Lessee further agrees with and
represents to Lessor that the Property has been inspected by Lessee,
that it has received assurances acceptable to Lessee by means
independent of Lessor or any agent of Lessor of the truth of all
facts material to this Lease, and that the Property is being leased
by Lessee as a result of its own inspection and investigation and not
as a result of any representations made by Lessor or any agent of
Lessor except those expressly set forth in this Lease. Upon Empire's
completion of the design, construction and installation of the
Improvements (as defined in the Agreement), and maintenance of the
landscape portions of the Property in accordance with the Cost
Construction Budget (Exhibit "G" to the Agreement), Lessor agrees to
provide the same for use by Lessee in accordance with this Lease.
Provided that the Improvements are designed, constructed and
installed in accordance with the Cost Construction Budget, and the
Exhibit C - 7 To JDA
landscape portions of the Property are maintained in accordance
therewith, Lessee agrees to accept the Improvements and the Property
in said condition.
Operation, Maintenance and Repairs; Deposit
Section 5.2. Lessee and the Parks Department shall
jointly develop and agree upon a turf management program which
addresses the appropriate extent of usage of the turf areas of the
Property, and an Operations Manual which establishes criteria
relating to the operation of the Property by Lessee, including
without limitation, the criteria described in Chapter 12.80.
Moreover, Lessee shall at its own cost and expense operate and
maintain all portions of the Property in good order and repair and in
as safe and clean a condition as they were when received by Lessee
from Lessor, reasonable wear and tear excepted. Lessee's obligation
to operate, maintain and repair shall specifically include necessary
maintenance and repairs to the soccer fields and ancillary buildings,
including exterior roofs, exterior walls, structural supports,
foundations, electrical, heating, ventilation, and air conditioning
systems, interior walls, floor coverings, ceilings, painting and
maintenance of exterior walls, the interior and exterior portions of
all doors, paved driveways and parking areas, and landscaping, sports
and security lighting, and irrigation for the Property.
Notwithstanding the above, Lessor shall be responsible for the
removal of graffiti on, and the repair of vandalism to, the Premises.
In the event Lessor fails to completely remove graffiti from, or to
completely repair vandalism to the Premises within fifteen (15)
calendar days from the date on which the graffiti first appeared, or
the vandalism first occurred on the Premises, Lessee shall have the
right to hire its own contractor to perform such work and to seek
reimbursement from Lessor for the reasonable costs thereof.
Deposit
Section 5.2.1. Upon execution of this Lease through
Lessee's Fiscal Year end 1997, and on an annual Fiscal Year basis
thereafter commencing Fiscal Year 1998, Lessee shall deposit ten
percent (10%) of the net revenues generated by the facilities located
on the Property to the extent such funds are available ("Deposit").
For purposes of this Lease, net revenues shall be defined as gross
revenues from whatever source derived less: (i) all facility
operating expenses; (ii) Foundation fundraising expenses (including,
if applicable, remuneration for a facilities manager and staff;
(iii) capital improvements; and (iv) a reasonable sum for Foundation
overhead expenses, which expenses shall, in no event, exceed ten
percent (10%) of the total of the annual expenses for items (i), (ii)
and (iii) above.
Exhibit C - 8 To JDA
Annual Audi t
Section 5.2.2. Lessee agrees that it will cause to be
prepared by an independent certified public accountant an annual
audit of its annual financial statements ("Audit"), and to provide
Lessor with a copy of each annual Audit, immediately on its receipt.
Each party to the Lease agrees to use and, for purposes of this
Lease, to be bound by the figures present in the Audit.
Making of the Deposit
Section 5.2.3. The Deposit shall be made within 30
days of Lessee's receipt of its annual Audit. In the event the sums
are available after Lessee has paid its expenses and made the
Deposit, Lessee may retain any such amounts. Failure to make such
Deposit shall constitute a material default and breach of this Lease,
except that: (i) for the period ending Fiscal Year 1998, Lessee shall
not be in default if expenses are greater than gross revenues as
defined in Section 5.2.1 above; (ii) Lessor may approve deposits of
less than ten percent (10%) upon Lessee's demonstration to Lessor's
reasonable satisfaction as to the reasons why Lessee is unable to
make such Deposit; and. (iii) Lessor may within its sole discretion
approve Lessee's written requests to use sums deposited in the
reserve fund for capital improvements.
Disposition of Deposit on Default or Termination
Section 5.2.4. In the event of any material default
and breach of this Lease as defined in Section 9.2 below by Lessee
during the Term or, if applicable, Extended Term of this Lease,
Lessor may retain all sums deposited pursuant to this Section 5.2.
Upon a successful completion of the Term or, if applicable, Extended
Term of this Lease, all such sums on deposit shall be returned to
Lessee together with interest earnings thereon, if any.
Alterations and Liens
Section 5.3. Lessee shall not make or permit any other
person to make any alterations to the Property without the prior
written consent of Lessor. Lessee shall be responsible. for obtaining
all required approvals, permits and licenses from required
governmental entities for any and all alterations or construction of
improvements. Lessee shall keep the premises free and clear from any
and all liens, claims, and demands for work performed, materials
furnished, or operations conducted on the Property at the instance or
request of Lessee. Furthermore, any and all alterations, additions,
improvements, and fixtures, except furniture and trade fixtures, made.
or placed in or on the Property by Lessee or any other person shall
on expiration or earlier termination of this Lease, become the
property of Lessor and remain on the Property. Lessor shall have the
Exhibit C - 9 To JDA
option, however, on expiration or termination of this Lease, of
requiring Lessee, at Lessee's sole cost and expense, to remove any or
all such alterations, additions, improvements, or fixtures from the
Property.
Inspection by Lessor
Section 5.4. Lessee shall permit Lessor or Lessor's
agents, representatives, or employees to enter the Property at all
reasonable times for the purpose of inspecting the Property to
determine whether Lessee is complying with the terms of this Lease,
for the purpose of doing other lawful acts that may be necessary to
protect Lessor's interest in the Property, or for the purpose of
performing Lessor's duties under this Lease.
Surrender of Property
Section 5.5. On expiration or earlier termination of this
Lease, Lessee shall promptly surrender and deliver the Property to
Lessor in as good condition as they are now at the date of this
Lease, excluding reasonable wear and tear, and repairs required to be
made by Lessor under this Lease.
ARTICLE 6. INDEMNITY AND INSURANCE
Hold-Harmless Clause
Section 6.1. Lessor shall not be responsible for, and the
Lessee shall assume, all liability to persons which may be
attributable or incident to the Lessee's negligence or breach of this
Lease, or by the negligence or breach of this Lease by any of the
Lessee's agents, employees, contractors, assigns, or the invitees of
any of them. Lessee further agrees to indemnify, save, hold
harmless, and defend Lessor, its officers, agents and employees, from
and against all suits, claims, demands or actions, liabilities,
judgments, costs and attorneys' fees arising out of, or in any manner
predicated upon personal injury, or death resulting from, related to,
caused by or incident to the Lessee's negligence in the carrying out
of the terms of this Lease, or breach thereof, or any and all other
activities conducted by the Lessee, its agents, employees,
contractors or assigns, or any of their invitees, incident of this
Lease.
Public Liability and Property Damage Insurance
Section 6.2. A. The Lessee shall carry and maintain public
liability insurance, including but not limited to insurance against
assumed contractual liability under this Lease,- to afford protection
with limits of liability in amounts approved from time to time by the
Exhibit C - 10 To JDA
Lessor, but not less than One Million Dollars ($1,000,000) in the
event of bodily injury and death to any number of persons in anyone .
accident.
B. If and to the extent required by the law,
the Lessee shall carry and maintain worker's compensation or similar
insurance in form and amounts required by law.
C. Policy Provisions: All insurance which this
Lease requires the Lessee to carry or maintain or cause to be carried
or maintained pursuant to this Section 6.2 shall be in such form, for
such amounts, for such periods of time and with such insurers as the
Lessor may require or approve. All policies or certificates issued
by the respective insurers for public liability insurance will name
the Lessor as an additional insured, provide that any losses shall be
notwithstanding any act or failure to act or negligence of the Lessee
or the Lessor or any other person; provide that no cancellation,
reduction in amount, or material change in coverage thereof shall be
effective until at least thirty (30) days after receipt by the Lessor
of written notice thereof; provide that the insurer shall have no
right of subrogation against the Lessor, its officers, agents, or
employees, and be reasonably satisfactory to the Lessor in all other
respects. In no circumstances will the Lessee be entitled to assign
to any third party rights of action which the Lessee may have against
the Lessor.
D. Delivery of Policy: The Lessee shall
deliver or cause to be delivered promptly to the Lessor a certificate
of insurance evidencing the insurance required by the Lessor and
shall also deliver, no later than thirty (30) days prior to the
expiration of any such policy, a certificate of insurance evidencing
each renewal policy covering the same risks.
The insurance required under this Section shall be issued by
a responsible insurance company authorized to do business in
California with a rating of no less than "A" by Best's Rating
Service, and shall be in a form reasonably satisfactory to Lessor.
Lessee shall within ten (10) days of the date of this Lease, deposit
with Lessor a certificate showing such insurance to be in full force
and effect.
Fire and Extended Coverage Insurance
Section 6 . 3. Lessee shall, during the Term and the
Extended Term of this Lease, procure, carry, and pay for fire and
extended coverage insurance on the Property for at least ninety
percent (90%) of their full replacement value. The policy shall name
Lessor as an additional insured, shall be issued by a responsible
insurance company authorized to do business in California with a
rating of no less than "A" by Best's Rating Service, and shall be in
Exhibit C - 11 To JDA
a form reasonably satisfactory to Lessee. Lessee shall within ten
(10) days of the date of this Lease, deposit with Lessor a'
certificate showing such insurance to be in full force and effect.
The term "extended coverage" as used herein shall mean any casualties
that are commonly included under the term "extended coverage" as that
term is known and used in the casualty insurance business.
Lessee's Personal Property
Section 6.4. Lessee shall, during the full Term and the
Extended Term of this Lease and any renewals or extensions thereof,
maintain at Lessee's own cost and expense an insurance policy issued
by a reputable company authorized to conduct insurance business in
California with a rating of no less than "A" by Best's Rating
Service, in a form reasonably satisfactory to Lessee, insuring for
their full insurable value all fixtures and equipment and, to the
extent possible, all merchandise that is, at any time during the Term
and the Extended Term of this Lease, in or on the Property against
damage or destruction by fire, theft, or the elements. Lessee shall
within ten (10) days of the date of this Lease, deposit with Lessor
a certificate showing such insurance to be in full force and effect.
Cancellation Requirements
Section 6.5. Each of the insurance policies shall be in
a form reasonably satisfactory to Lessor and shall carry an
endorsement that, before changing or canceling any policy, the
issuing insurance company shall give Lessor at least thirty (30)
days' prior written notice. Duplicate originals or certificates of
all such insurance policies shall be delivered to Lessor at Lessor's
option.
ARTICLE 7. LESSOR'S BID PROCESS
Bidding
Section 7.1.
prepare the project for
conducted by or at the
Works/City Engineer.
Lessee shall in conjunction with Empire
bidding, and the bidding process shall be
direction of Lessor's Director of Public
ARTICLE 8. SIGNS AND TRADE FIXTURES
Installation; Removal
Section 8.1. Lessee shall not place any sign or trade
fixtures upon the Property without Lessor's prior written consent
which shall not be unreasonably withheld. Any and all trade fixtures
Exhibit C - 12 To JDA
or signs that can be removed without structural damage to the
Property shall remain the property of the Lessee and may be removed
by Lessee at any time before the expiration or earlier termination of
this Lease, provided Lessee repairs any damage caused by the removal.
Any trade fixtures or signs that are not removed from the Property by
Lessee within thirty (30) days after the expiration or earlier
termination regardless of cause, of this Lease shall be deemed
abandoned by Lessee and ~hal~ automatically become the property of
Lessor as owner of the real property to which they are affixed.
ARTICLE 9. ASSIGNMENT; DEFAULT; REMEDIES.
Restriction Against Subletting or Assignment
Section 9.1. (al Except as required in subsection (bl,
Lessee shall not encumber, assign, or otherwise transfer this Lease,
any right or interest in this Lease, or any right or interest in the
Property without first obtaining the express written consent of
Lessor. Except as otherwise provided in the JDA, Lessee shall not
sublet the Property or any part of the Property or allow any other
person, other than Lessee's agents, servants, and employees, to
occupy the Property or any part of the Property without the prior
wri tten consent of Lessor. A consent by Lessor to one (1 l
assignment, one (1) subletting, or one (1) occupation of the Property
by another person shall not be deemed to be a consent to any
subsequent assignment, subletting, or occupation of the Property by
another person. Any encumbrance, assignment, transfer, or subletting
without the prior written consent of Lessor, whether voluntary or
involuntary, by operation of law or otherwise, is void and shall, at
the option of Lessor, terminate this Lease. The consent of Lessor to
any assignment of Lessee's interest in this Lease or the subletting
by Lessee of the Property or parts of the Property shall not be
unreasonably withheld.
(b) Lessee hereby represents and warrants that it is a
validly formed and existing nonprofit public benefit corporation
pursuant to the laws of the State of California and that the Lessee
is legally established for the purposes of undertaking the financial
and performance obligations as set forth in this Lease. Lessee
further represents and warrants that. it has submitted the necessary
applications to the State of. Cqlifornia Franchise Tax Board for the
issuance of the necessary de~~rmiriations that the Lessee shall be a
tax-exempt corporation for .all ,State of California corporate and
income taxation purposes pursuant to Revenue and Taxation Code
Section 2370ld. Upon receipt of such determination from the State
of California, the Lessee shall thereafter file a Form 1023 with the
Internal Revenue Service to obtain a SOl(c) (3) determination letter
as required for federal income tax purposes. In the event that (il
the Lessee is not issued the requisite determination letters from
Exhibit C - 13 To JDA
both the State of California and the Internal Revenue Service, or
(ii) the SOl (c) (3) federal tax-exempt status is terminated or revoked
during the Term hereof, CYSA-S shall cause to be substituted as a
replacement for the Lessee another 501 (c) (3) nonprofit benefit
corporation to be established by CYSA-S that shall thereafter assume
all financial and performance obligations pursuant to this Lease
that are herein set forth to be the obligations of the Lessee.
Default by Lessee
Section 9.2. The occurrence of anyone or more of the
following events shall constitute a material default and breach of
this Lease by the Lessee:
(a) The absence of Lessee from or failure by Lessee to
conduct business on the Property for a period of thirty (30)
consecutive days.
(b) The failure by Lessee to make any payment of Rent or any
other payment or Deposit required to be made by Lessee hereunder as
and when due, where such failure shall continue for a period of
thirty (30) days after written notice thereof from Lessor to Lessee.
(c) The failure by Lessee to observe or perform any of the
covenants, conditions or provisions of this Lease to be observed or
performed by Lessee, other than described in Paragraph (b) above,
where such failure shall continue for a period of thirty (30) days
after written notice thereof from Lessor to Lessee.
(d) The making by Lessee of any general assignment for the
benefit of creditors; the filing by or against Lessee of a petition
to have Lessee adjudged a bankrupt or of a petition for
reorganization or arrangement under any law relating to bankruptcy
(unless, in the case of a petition filed against Lessee, it is
dismissed within thirty (30) days); the appointment of a trustee or
receiver to take possession of substantially all of Lessee's assets
located at the Property or of Lessee's interest in this Lease, when
possession is not restored to Lessee within thirty (30) days; or the
attachment, execution, or other judicial seizure of substantially all
of Lessee's assets located at the Property or of Lessee's interest in
this Lease, when that seizure is not discharged within thirty (30)
days.
Remedies of Lessor
Section 9.3. In the event of any such material default or
breach by Lessee, Lessor may at any time thereafter, upon written
notice, and without limiting Lessor in the exercise of any right or
remedy which Lessor may have by reason of such default or breach:
Exhibit C - 14 To JDA
(a) Terminate Lessee's right to possession of the Property
by any lawful means, in which case this Lease shall terminate and
Lessee shall immediately surrender possession of the Property to
Lessor. In such event, Lessor shall be entitled to retain any sums
deposited by Lessee pursuant to Section 5.2 above.
(b) Maintain Lessee's right to possession in which case this
Lease shall continue in effect whether or not Lessee shall have
abandoned the Property. In such event, Lessor shall be entitled to
enforce all of Lessor's rights and remedies under this Lease,
including the right to recover the Rent as it becomes due hereunder.
(c) Pursue any other remedy now or hereafter available to
Lessor under the laws or judicial decisions of the State of
California. Unpaid installments of rent or other unpaid monetary
obligations of Lessee under the terms of this Lease shall bear
interest from the date due at the maximum rate then allowed by law.
Default by Lessor
Section 9.4. Lessor shall be in default under this Lease
if Lessor fails to perform obligations required of Lessor within a
reasonable time, but in no event later than thirty (30) days after
written notice by Lessee to Lessor. Lessee shall have all remedies
available at law or in equity for any default or breach of this Lease
by Lessor.
ARTICLE 10. CONDEMNATION
Condemnation Award
Section 10.1. If the Property or any portion thereof are
taken under the power of eminent domain, any award for the taking of
all or any part of the Property under the power of eminent domain
shall be the property of Lessor, whether such award shall be made as
compensation for diminution in value of the leasehold or for the
taking of the fee, or as severance damages; provided, however, that
Lessee shall be entitled to any award for loss or damage to Lessee's
trade fixtures and removable personal property.
ARTICLE 11. . MISCELLANEOUS
Force Maj~ure-Unavoidable Delays
Section 11.1. If the performance of any act required by
this Lease to be performed by either Lessor or Lessee is prevented or
delayed by reason of an act of God, strike, lockout, labor troubles,
inability to secure materials, restrictive governmental laws or
Exhibit C - 15 To JDA
r-- regulations, or any other cause except financial inability that is
not the fault of the party required to perform the act, the time for
performance of the act will be extended for a period equivalent to
the period of delay, and performance of the act during the period of
delay will be excused. However, nothing contained in this Section
shall excuse the prompt payment of Rent by Lessee as required by this
Lease or the performance of any act rendered difficult solely because
of the financial condition of the party required to perform the act.
Binding on Heirs and Successors
Section 11.2. This Lease shall be binding on and shall
inure to the benefit of the heirs, executors, administrators,
successors, and assigns of Lessor and Lessee, but nothing in this
section shall be construed as a consent by Lessor to any assignment
of this Lease or any interest therein by Lessee except as provided in
Section 9.1 of this Lease.
Sole and Only Agreement
Section 11.3. This instrument constitutes the sole and
only agreement between Lessor and Lessee respecting the Property, and
correctly sets forth the obligations of Lessor and Lessee to each
other as of its date. Any agreements or representations respecting
the Property or their leasing by Lessor to Lessee not expressly set
forth or referenced in this instrument are null and void.
Severability
Section 11.4. The invalidity of any provision of this
Lease as determined by a court of competent jurisdiction shall in no
way affect the validity of other provisions hereof.
Amendrnen ts
Section 11.5. This may be modified only in writing,
signed by the parties in interest at the time of the modification.
Notices
Section 11. 6. Any notice. required or permitted to be given
hereunder shall be in writing and may be given by personal delivery
or by certified mail, and if g~ven personally or by mail, shall be
deemed sufficiently given if addressed to Lessor or to Lessee at the
address as follows: '
Exhibit C - 16 To JDA
,--
If to Lessor:
City of San Bernardino
300 North "0" Street
San Bernardino, California 92418
Attn: Mayor Tom Minor
With Copies To: Office of the City Attorney
City of San Bernardino
300 North "0" Street, 6th Floor
San Bernardino, CA 92418
Attn: James F. Penman, Esq.
and
Sabo & Green, A Professional Corporation
23801 Calabasas Road, Suite 1015
Calabasas, California 91302-1595
Attn: Edward W. Pilot
If to Lessee:
CYSA-South San Bernardino Soccer Foundation
2051 East Cerritos Avenue, No. 8-C
Anaheim, California 92806
Attn: Ray Horspool, Incorporator
With Copy To:
California Youth Soccer Association-South
2051 East Cerritos Avenue, No. 8-C
Anaheim, California 92806
Attn: Ray Horspool, President
Either party may, by written notice to the other party specify a
different address for notice purposes.
Waivers
Section 11.7. No waiver by Lessor of any prov~s~on hereof
shall be deemed a waiver of any other provision hereof or of any
subsequent breach by Lessee of the same or any other provision.
Lessor's consent to, or approval of, any act shall not be deemed to
render unnecessary the obtaining of Lessor's consent to or approval
of any subsequent act by Lessee. The acceptance of Rent hereunder by
Lessor shall not be a waiver of any preceding breach by Lessee of any
provision hereof, other than the failure of Lessee to pay the Rent so
accepted, regardless of Lessor's knowledge of such preceding breach
at the time of acceptance of such Rent.
Subordination
Section 11.8. This is subordinate to any ground lease,
mortgage, deed of trust or any other hypothecation or security now
placed upon the real property of which the Property are a part and to
any and all obligatory advances made on the security thereof.
Notwithstanding such subordination, Lessee's right to quiet
possession of the Property shall not be disturbed if Lessee is not in
'r.'..1-':'-':~ ,..
., -, '"_ 'TT"\'7\
default and so long as Lessee shall pay the Rent and observe and
perform all of the provisions of this Lease, unless this Lease is
otherwise terminated pursuant to its terms.
Net-Net-Net Lease
Section 11.9. This
be a "net-net-net lease."
improvements, operating costs
and utilities.
Lease shall be deemed and construed to
Lessee shall pay for all tenant
associated with the Property, taxes,
Attorneys' Fees
Section 11.10. If either party to this Lease brings an
action to enforce the terms hereof or declare rights hereunder, the
prevailing party in any such action, shall be entitled to its
reasonable cost and attorneys' fees to be paid by the losing party as
fixed by the court. In the event Lessor utilizes the services of the
Office of the City Attorney, the costs of such services shall be
recoverable as attorneys' fees.
Lessor's Access
Section 11.11. Lessor and Lessor's agents shall have the
right to enter the Property at reasonable times for the purpose of
inspecting the same, showing the same to prospective purchasers,
lenders or lessees, and making such alterations, repairs,
improvements or additions to the Property as Lessor may deem
necessary or desirable.
Merger
Section 11.12. The voluntary or other surrender of this
Lease by Lessee, or a mutual cancellation thereof, or a termination
by Lessor, shall not work a merger, and shall, at the option of
Lessor, terminate all or any existing subtenancies or may, at the
option of Lessor, operate as an assignment to Lessor of any or all of
such subtenancies.
Authority To Act For Lessor
Section 11.13. It is understood and acknowledged that
Lessor shall act by and through the authority of, and actions taken
on behalf of Lessor shall be exercised by, the legislative body of
the Lessor.
Approval Of Lease
Section 11.14. It is understood and agreed that this Lease
is subject to the approval of the legislative body of the Lessor.
Exhibit C - 18 To JDA
Acknowledgmen~s
Section 11.15. The parties acknowledge that .this Lease has
been negotiated by authorized representatives of each party, and both
parties hereby consent to this Lease having been drafted by Sabo &
Green, A Professional Corporation, as counsel to Lessor.
Counterparts
Section 11.16. This Lease may be executed in original
counterparts, each of which shall be deemed to be an original for all
purposes and such counterparts shall constitute one (1) and the same
instrument.
WHEREFORE, the .parties hereto, in consideration of the
conditions, covenants and promises contained herein, have executed
this Lease as indicated below.
LESSOR ______. r-
By: ../j~
Tom J.nor -
Mayor
ATTErn~ ~
RaChel Clark
City Clerk
LESSEE
By:
Ray Horspool
Incorporator
ATTEST:
ACCEPTANCE AND GUARANTY BY THE CALIFORNIA YOUTH
SOCCER ASSOCIATION-SOUTH:
The undersigned, as authorized representatives
of CYSA-S, hereby agree on behalf of CYSA-S
that CYSA-S shall be bound to all performance
obligations that are either the direct
obligations of CYSA-S or those performance
obligations and other representations and
warranties of the Lessee, as applicable, as and
to the extent set forth in Sections 3.1, 3.3,
3.4,3.5,3.6,5.1, and 9.l(blof the Lease
during the Term thereof.
By:
Ray Horspool
President
ATTEST:
ExhibitC - 20 To JDA
- WHEREFORE, the parties hereto, in consideration of the
conditions, covenants and promises contained herein, have executed
this Lease as indicated below.
LESSOR
By:
Torn Minor
Mayor
ATTEST:
Rachel Clark
City Clerk
LESSEE
By' ~~~ t? d~O
Ray rspool
Incorporator
A:AT: '^
7~
r
ACCEPTANCE AND GUARANTY BY THE CALIFORNIA YOUTH
SOCCER ASSOCIATION-SOUTH:
The undersigned, as authorized representatives
of CYSA-S, hereby agree on behalf of CYSA-S
that CYSA-S shall be bound to all performance
obligations that are either the direct
obligations of CYSA-S or those performance
obligations and other representations and
warranties of the Lessee, as applicable, as and
to the extent set forth in Sections 3.1, 3.3,
3.4,3.5,3.6,5.1, and 9.1(blof the Lease
during the Term thereof.
By: 6~ t! l-t~rr
Ra orspool \J
President
ATTEST:
Lf'\e7/ ~I
Exhibit C - 20 To JDA
.EMPIRE
INVOICE
"'411!S~()'/l. .u~
12265 World Trade Drive
Suite H
San Diego, CA 92128
(619) 675-1003 FAX 675-1006
Bill To:
Attn: Ron Winkler
Economic Development Agency of
the City of San Bernardino
201 North E Street
Third Floor
San Bernardino, CA 92401-1507
San Bernardino City
C.Y.S.A. Soccer Complex
Arden Ave. & Pacific Street
San Bernardino, CA
In.. 0818: 01/12/89 In.. No. - 1:..-10: 03-8ANBERN
.
Description: DEVELOPMENT FEE Job Name: S.B. CYSASPORTS COMPLEX
DESCRIPTION TOTAL
Development Fee 135,000.00
per Joint Development Agreement
Section 3. A. (i)2
PreviOUS Payments (45,000.00
Balance Due I 90,000.00
I $45,000.00 I
ITOTALTHIS.INVOICE
IF LEGAL ACTION BECOMES NECESSARY TO COLLECT _ MONIES OLE, PUROiASER AGREES TO
PAY REASONABLE ATTORNEY'S FEES ANa OOSTS INOJRRED BY EMPIRE PJG RECREATION, LLC
TERMS: NET 15 DAYS
1 1/2% PER MONTH WILL BE CHARGED ON ALL PAST DUE ACCOUNTS