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City Council Staff Report
DATE: SEPTEMBER 6, 2006 NEW BUSINESS
SUBJECT: APPROVAL OF A SUBLEASE TO BUSINESS LEASE. PSL-236 (AGUA
CALIENTE RESERVATION) WITH UNITED CONDOMINIUMS
CORPORATION, A CALIFORNIA CORPORATION, FOR A 1.77 ACRE
PARCEL AT THE SOUTHWEST CORNER OF AMADO ROAD AND
CALLE ALVARADO FOR THE PURPOSE OF FUTURE CONVENTION
CENTER EXPANSION, INCLUDING TURNAROUND AND DROP-OFF
AREAS, OUTDOOR SEATING AND SCUPTURE AREAS, AND
PRESERVATION OF THE MOUNTAIN VIEW
FROM: David H. Ready, City Manager
BY: Community & Economic Development Department
SUMMARY:
This action rescinds the approval of Business Lease PSL-236 ("Agreement") for a 1.77
acre parcel at the southwest corner of Amado Road and Calle Alvarado made by the
City Council on September 7, 2005 and reapproves the Agreement, amending the
annual rental payment paid by the City of Palm Springs to the Lessee, United
Condominium Corporation, from $40,800 to $110,000 as part of a settlement of
potential litigation between the Master Lessee and Master Lessor. The acquisition
gives the City control over the parcel immediately across the street from the new front
door of the Convention Center. United Condominiums Corporation (UCC) is the Master
Lessee and the developer of the Plaza Villas condominiums. They had proposed in late
2002 and early 2003 to construct the final phase of the condominiums, 34 units, which
was allowed under the terms of their lease and by right of zone. Given the Convention
Center project, however, and the new orientation of the center toward the downtown,
UCC made an offer to the City to acquire the sublease on the parcel for the Convention
Center project. Since the final phase of the project would be nearly identical to the
other three phases (already 102 condominiums) and two stories tall, the City felt that the
opportunity to ever have a dramatic front plaza at the Convention Center, with the
potential for outdoor, park-like seating areas and/or drop-off areas, would be lost. Staff
began negotiating with UCC in the summer of 2003, though the negotiations were
temporarily suspended while UCC obtained the allottees' signatures on an amendment
which added an additional 25 years to the lease as well as modified the allowed uses
ITEM N0.62'A6*•
UCC Sublease to Business Lease PSL-236
September 6,2006
Page 2
' under the lease to include Convention Center and ancillary uses. Subsequent to the
' approval by the City, several new issues were introduced through the BIA approval
process and the entire Master Lease ended up being renegotiated, thereby affecting the
City's sublease.
All allottee signatures on the lease amendment have been received and UCC and the
' City can now go forward with the Sublease. Staff will bring a cooperation agreement
between the City and Agency and appropriate budget amendments at a future meeting.
CITY COUNCIL RECOMMENDATION:
1. Adopt Resolution No. , "A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING A SUBLEASE TO
BUSINESS LEASE PSL-236 WITH UNITED CONDOMINIUMS CORPORATION,
A CALIFORNIA CORPORATION, AND RESCINDING RESOLUTION NO.
FOR A 1.77 ACRE PARCEL AT THE SOUTHWEST CORNER OF
AMADO ROAD AND CALLE ALVARADO FOR CONVENTION CENTER AND
ANCILLARY USES, COMMENCING UPON APPROVAL BY THE SECRETARY
OF THE INTERIOR AND TERMINATING JUNE 1, 2068, IN A FORM
ACCEPTABLE TO THE CITY ATTORNEY.
STAFF ANALYSIS:
This Sublease to Business Lease PSL-236 for a 1.77 acre parcel at the southwest
corner of Amado Road and Calle Alvarado gives the City control over the parcel
immediately across the street from the new front door of the Convention Center. United
Condominiums Corporation (UCC) is the Master Lessee and the developer of the Plaza
'Villas condominiums. UCC had proposed in late 2002 and early 2003 to construct the
final phase of the condominiums, 34 units, which was allowed under the terms of their
Dease and by right of zone. Given the City's significant investment in the Convention
Center project, however, and the new orientation of the center toward the downtown,
UCC made an offer to the City that would allow it to acquire the sublease on the parcel
For the Convention Center project. Since the final phase of the condo project would be
nearly identical to the other three phases (102 condominiums) and two stories tall, the
City felt that the opportunity to ever have a dramatic front plaza at the Convention
Center, with the potential for outdoor, park-like seating areas and/or drop-off areas,
would be lost if UCC constructed the condominiums. Staff began negotiating with UCC
in the summer of 2003, during which the City appraised the property to determine an
appropriate annual lease payment as well as a supportable up-front payment, and the
parties reached a basic agreement on terms; the negotiations, however, were
temporarily suspended while UCC obtained the allottees' signatures on an amendment
which added an additional 25 years to the lease as well as modified the allowed uses
under the lease to include Convention Center and ancillary uses.
XG Sublease to Business Lease PSL-236
September 6,2006
Page 3
The City Council approved a sublease on September 7, 2005 and a Memorandum of
Understanding which made an upfront payment based on the discounted cash flow
calculations prepared by the City's appraiser, Mackenzie Wagner & Associates in 2003
as part of an appraisal,
Additionally, the original $40,800 annual lease payment was to be entirely passed
through to the allottees, so the Lessor (which is actually the Sublessor) received all of
its compensation through the up-front payment. This remains the case under the
revised sublease payment of $110,000 per year, though now the Sublessor must share
the upfront payment with the Master Lessor.
Neither the upfront payment nor the MOU approving it have changed since September,
2005 and do not need to be amended.
FISCAL IMPACT:
This Sublease will cost the City $110,000 per year in lease payments, which will be
adjusted every five years by C I not to exceed 15% over the five year period.
r d �S/ "
J hn 5 ay o d, Director of Tom Wilso
Co unity & Economic Development Assistant Ity Manager
David H. Ready, Est
City Manager
Attachments:
1. Resolution
2. Sublease to PSL-236
UGC Sublease to Business Lease PSL-236
September 6,2006
Page 4
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF PALM SPRINGS, CALIFORNIA,
APPROVING A SUBLEASE TO BUSINESS LEASE
PSL-236 WITH UNITED CONDOMINIUMS
CORPORATION, A CALIFORNIA CORPORATION,
AND RESCINDING RESOLUTION NO.
FOR A 1.77 ACRE PARCEL AT THE SOUTHWEST
CORNER OF AMADO ROAD AND CALLE
ALVARADO FOR CONVENTION CENTER AND
ANCILLARY USES, COMMENCING UPON
APPROVAL BY THE SECRETARY OF THE
INTERIOR AND TERMINATING JUNE 1, 2068, IN A
FORM ACCEPTBALE TO THE CITY ATTORNEY
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Springs
that a Sublease to Business Lease PSL-236 with United Condominiums Corporation, a
California Corporation, and rescinding Resolution No. for a 1.77 acre parcel
at the southwest corner of Amado Road and Calle Alvarado for Convention Center and
ancillary uses commencing upon approval by the Secretary of the Interior and
Terminating June 1, 2068 in a form acceptable to the City Attorney, is hereby approved.
ADOPTED this day of , 2006.
AYES:
IVOES:
ABSENT:
ATTEST: CITY OF PALM SPRINGS,
CALIFORNIA A Municipal Corporation
By
City Clerk City Manager
REVIEWED & APPROVED
SUBLEASE TO
BUSINESS LEASE. PSL.-236
AQUA CALIENTE (PALM SPRINGS) RESERVATION
ARTICLE 1.
PARTIES
THIS LEASE, in sextuplicate, is made and entered into this day of ,
2006, by and between the parties duly identified below as "Lessor" and "Lessee":
' LESSOR:
UNITED CONDOMINIUMS CORPORATION,
a California corporation
Attn: Aftab Dada, General Manager
Palm Springs Hilton Resort
400 E. Tahquitz Canyon Way
Palm Springs, CA 92262
LESSEE:
CITY OF PALM SPRINGS
c/o City Manager
3200 Tahquitz Canyon Way
Palm Springs, CA 92262
Lessor is the owner of a leasehold estate under Business Lease No. PSL-236 by and
between LISA BLELIE, PS-28B, PAULA B. BELKNAP, (PS-28B), LUCILLE BOW,( PS-
30B), DIANA BOW, (PS-30B), RENONA PENNINGTON, (PS-41),AND NANCY B. SOZA,
(PS-76), (collectively "Master Lessor"), and approved by the Area Director Sacramento
Office, Bureau of Indian Affairs, on June 2, 1978. The parties entered into Amendment No.
1 to PSL-236 which was approved by the Bureau of Indian Affairs on day of
2006. Lease PSL-236 shall be referred to as the Master Lease and this
Sublease shall be referred to as the "Lease". The Master Lease covers real property
described in EXHIBIT "A" attached hereto and incorporated herein by reference.
ARTICLE 2.
LAND DESCRIPTION
A. For and in consideration ofthe rents and agreements hereinafter set out,the
Lessor hereby leases to the Lessee the lands described in EXHIBIT "B" attached hereto
and incorporated by reference. Said lands are a part of the Aqua Caliente (Palm Springs)
It/13312 4/LEASE 7M5/8/29/06/1 0 58¢m
Reservation situated in Riverside County, California, and subject to any prior,valid existing
easements and rights of way. ("Leased Premises")
ARTICLE 3.
DEFINITIONS
A. "Approved encumbrance" herein shall mean an encumbrance described
in Article 22 of this document and any addition or extension thereto approved by the
Secretary. "Encumbrancer" herein shall mean the owner and holder of an approved
encumbrance.
B. "Acquirer" shall mean an Encumbrancer who acquires the interest of the
Lessee and/or Sublessor by foreclosure or assignment in lieu of foreclosure.
C. "Balance of Encumbrance" shall mean the amount of principal remaining
unpaid on a note secured by a trust deed or mortgage or an interest in this lease or a
sublease created under this lease; provided that to such principal shall be added accrued
interesl thereon past due and expenses incurred by the lender in connection with
foreclosure of such trust deed or mortgage and note together with all necessary
expenditures made by the lender to maintain said leasehold interest valid and in good
standing during the process of foreclosure. Said expenditures shall include but not be
limited to fire insurance premiums,title insurance expenses, recording fees,appraisal fees,
attorneys' fees, credit reports and any tax reporting services and additional expenditures
paid by the lender on additions, betterment and rehabilitation of improvements on the
property encumbered, pursuant to plans approved by the Secretary and necessary to
place the improvements in marketable condition. Such adjusted principal to be amortized
over the term and in accordance with the schedule set forth in said note, the interest rate
on the unpaid balance thereto to be set forth in said note.
D. "Secretary" means the Secretary of the United States Department of the
Interior or his authorized representative.
ARTICLE 4.
TERM
The term of this Lease shall be from the date it is approved bythe Secretary to June
1, 2068.
ARTICLE 5.
PURPOSE OF THIS LEASE
Lessee shall use the Leased Premises for the following specific purposes: For use
by Lessee for its Convention Center, including parking, vehicle ingress and egress,
Dandscaping, an open air plaza, a small office building, and other ancillary uses related to
the Convention Center.
00315
S'/12212A/LEA9E.IM$,8129/05/10;58 am 2
' ARTICLE 6.
RENTALS
A. The Lessee, in consideration of the foregoing, agrees to pay in lawful money
of the United States of America a guaranteed minimum annual rental ("GMAR") of
$110,000.00 per year payable in advance except as provided below. After the third year
of the Lease, the GMAR shall be payable in four equal installments on a quarterly basis
due on the first day of each quarter_ The first quarter shall commence with the first day
of the fourth year of this Lease.
B. In addition, the GMAR shall be adjusted at the end of the first five (5) years
of the within term and adjusted upward at the end of each five (5) year period thereafter
by the same percentage as the cost of living index has changed during the said five (5)
year period with a maximum 15% increase for any adjustment period, provided that in no
event shall the adjusted minimum rental be less than the original GMAR provided for
herein. The cost of living index to be used is that reflected by the Revised Consumer Price
Index for Urban Wage Earners and Clerical Workers, all items, Los Angeles -Anaheim -
Riverside, California (1982-84 = 100) published by the Bureau of Labor Statistics of the
U.S. Department of Labor. If, for any reason whatsoever, there is any change in the
method of calculation or formulation of said price index, or if that index shall no longer be
published, then another index generally recognized as authoritative shall be substituted
by agreement. In any event, the base used by any new index shall be reconciled to the
'1982-84 Index. It is agreed for the purposes of this Lease, that the base index shall be the
month of May 2005.
C. If the Leased Premises are used a for purpose other than those outlined in
Article 5, the parties agree they will negotiate in good faith to establish an applicable
percentage rent. If they are unable to agree, the matter shall be arbitrated under Article
27, ARBITRATION.
ARTICLE 7.
PAYMENT OF RENTS
After the third year, GMAR shall be paid quarterly in advance.
All rents shall be paid without prior notice or demand and shall be deemed "past
due" if not paid within fifteen (15) days of its due date. Past due rental shall bear interest
at ten percent (10%) per annum from the due date until paid, but this provision shall not
be construed to relieve the Lessee from his obligation to make timely rental payments. In
addition to interest, past due rentals shall have a late charge of five percent (5%)
assessed.
ARTICLE S.
PLANS AND DESIGNS
Within two (2)years afterthe approval of this Lease, the Lessee shall submit to the
Lessor and the Secretary for review and approval two sets of a general plan including
K./12212 VLEASE JMS/8/29/06/10 58 am 3 00(71 6
preliminary project phasing and architect's design for the complete development of the
entire leased premises. If the general plan and design are approved by the Lessor and
Secretary, one set will be returned to the Lessee with evidence of approval noted thereon.
If the plan and design are not approved by the Lessor or Secretary, the Lessee will be so
notified in writing within thirty (30) days of receipt of the plan and design from the Lessee.
15efore beginning the construction of any structure whatsoever on the leased premises,
the Lessee shall submitto the Lessorand the Secretaryfor approval comprehensive plans
and specifications for the improvements then proposed. The Secretary and Lessor shall
approve them if they conform to the general development plan, but the Unified States and
the Lessor do not assume any responsibility whatsoever for design of any structure or any
improvement orfor any construction being in compliance with any applicable state, county,
or city laws or ordinances. The Secretary and Lessor shall either approve or state reasons
for not approving the plans and specifications within thirty (30) days after receipt thereof
from Lessee. No substantial change will be made in plans or specifications after their
approval without the consent of the Lessor and Secretary. Lessee is responsible for
obtaining licenses and permits required or necessary for the construction of any structures
or improvements on the leased premises or for performance of any work required
hereunder.
Notwithstanding the above provisions, the Lessee shall have immediate access to the
Leased Premises to grub and grade for landscaping.
ARTICLE 9.
IMPROVEMENTS AND COMPLETION OF DEVELOPMENT
Lessee agrees that construction of the buildings and improvements will be
completed in accordance with plans and designs approved under Article 8, PLANS AND
DESIGNS, hereof, within five (5) years of commencement of this Lease, subject to the
provisions of Article 41, FORCE MAJEURE, or as otherwise specified in the phasing plan
as described in Article 8.
Subject to other provisions of this Lease, if the Lessee fails to complete
improvement, development and construction within such period, the Lessor may at
Lessor's sole option elect, at the end of each Lease year, to either:
A. Modify the Lease to exclude that portion of the leased premises that has not
been developed under the initial landscaping and circulation plan, to which Lessee hereby
guarantees ingress and egress for development thereof; or
B. Require that GMAR payable under this Lease increase ten percent (10%)
at the beginning of the next Lease year, and for each Lease year thereafter that the
Lessee fails to complete such proposed landscaping and circulation improvement,
development and construction, GMAR shall be increased an additional two percent (2%).
Notwithstanding the date of completion of such full improvement, development and
construction, or change in option selection by Lessor under this Article, the rent calculated
hereunder shall not be decreased; or
K/12212 4/LEASE JMSItlrz9/06/10 5H;,m 4
C. Require that the GMAR payable under this Lease shall be increased by the
amount that the fair annual rental value of the undeveloped portion of the leased premises
has increased, as determined by a current appraisal approved by the Lessor, since the
effective date of this Lease. If this option is selected by the Lessor, the GMAR payable
under this Lease shall be similarly increased at the end of every five (5) year period
thereafter until the full improvement, development and construction is accomplished.
D. Notwithstanding the other provisions of this Section, in no instance shall the
City be subject to the GMAR increases described in paragraphs A., B., and C. above for
failure to construct an office building or other structure on the premises.
ARTICLE 10.
NON-RESPONSIBILITY NOTICES
Prior to the commencement of construction of improvements on the leased property
as provided in Article 9, the Lessee shall give the Lessor ten (10) days advance notice in
writing of intention to begin said activity, in order that non-responsibility notices may be
posted and recorded as provided by state and local laws.
ARTICLE 11.
PUBLIC LIABILITY INSURANCE
At all times during the term of this Lease, Lessee shall carry a public liability
insurance policy in amounts not less than ONE MILLION DOLLARS ($1,000,000.00)/TWO
MILLION DOLLARS($2,000,000.00)for personal injuryand FIFTYTHOUSAND DOLLARS
($50,000.00) for property damage, said policy to be written jointly to protect Lessee,
Lessor, Master Lessor and THE BUREAU OF INDIAN AFFAIRS. Evidence, acceptable
to the Lessor, of such coverage or a change in coverage shall be furnished the Lessor.
Lessee shall notify the Lessor without delay of any occurrence which might precipitate the
filing of a claim against the insured. Lessee shall have the right by giving written notice
to Lessor and the Secretary that it will self-insure, and such notice shall constitute
acceptable evidence of insurance as provided in this sublease.
ARTICLE 12.
FIRE AND DAMAGE INSURANCE
Subject to the right to self-insure outlined above, Lessee shall, from the date of
commencement of any construction on the Leased Premises, carry fire insurance with
extended coverage endorsements, to include vandalism, jointly in the names of the
Lessee, Lessor and Master Lessor, covering the full insurable value of all improvements
on the Leased Premises. Evidence, acceptable to the Lessor, of such coverage or a
change in coverage shall be furnished the Lessor. Lessee shall notify the Lessor without
delay of any occurrence which might require Filing of a claim with the insurer.
Lessee shall pay all premiums and other charges for such insurance and shall
deposit with the Lessor evidence, acceptable to the Lessor, that said premiums or other
charges have been paid. Lessee hereby agrees that damage to or destruction of any
K/12212 4/LEASE.IMS/8/39/06/10;59 am 5 0 C8
building or improvement on the Leased Premises at any time by fire or any other casualty
whatsoever shall not cause termination of this Lease or authorize the Lessee or those
claiming by, through, or under it to quit or surrender possession of said lands or any part
thereof, and shall not release the Lessee in any way from its liability to pay Lessor the
rents hereinabove provided for orfrom any other agreements, covenants, or conditions of
this Lease. In the event of damage to any improvement on the leased premises, the
Lessee shall reconstruct the improvement in compliance with applicable laws and building
regulations and in accordance with plans to be approved pursuant to Article 8, PLANS
AND DESIGNS, hereof. Such reconstruction shall commence within one (1)year after the
damage occurs and shall be pursued diligently. Insurance proceeds shall be deposited
in escrow with an institution approved by the Lessor.
The Lessee shall also deposit in said escrow as needed all additional funds
required to reconstruct the damaged improvement. Escrow instructions shall include
provisions that all funds so deposited shall be used to reconstruct the damaged
improvements, and funds shall be disbursed during the progress of reconstruction on
proper architect's, engineer's or contractor's certificates.
If Lessee has not defaulted under this Lease, all money in escrow after
reconstruction has been completed shall be paid to Lessee. If a default has taken place,
said money shall remain in escrow as security for performance by Lessee until said default
is corrected, after which, funds remaining shall be paid to Lessee. If Lessee does not
correct the default, said funds shall be paid to the Lessor.
An Encumbrancer may be named as a beneficiary under the insurance mentioned
herein, and in the event of loss or damage to the buildings on the leased property while
an Approved Encumbrance remains unpaid, the proceeds of such insurance (but not
exceeding the amount of the unpaid balance of the Approved Encumbrance) shall be paid
to the Encumbrancer. If such amount paid to the Encumbrancer is sufficient to repair the
loss or damage with respect to which it was paid, or if insufficient to repair the loss or
damage, and Lessor or Lessee shall within three (3) months after such payment by the
insurerto the Encumbrancer deposit with the Encumbrancer enough money to completely
repair the loss or damage when added to the amount paid by the insurer to the
Encumbrancer, the Encumbrancer shall, upon written order of Lessor and Lessee, pay
such monies for such repair, and it shall not be deemed a payment or credit on the
encumbrance. However, if prior to the expiration of such three (3) month period, the
Lessor or Lessee shall not so deposit money with the Encumbrancer,the said sum so paid
by the insurer to the Encumbrancer shall be applied and credited upon the Approved
Encumbrance.
ARTICLE 13.
INDEMNIFICATION
Neither the Lessor, the Master Lessor, nor the United States, nor their officers,
agents, and employees shall be liable for any loss, damage or injury of any kind
whatsoever to the person or property of the Lessee or sublessees or any other person
whomsoever, caused by any use or condition of the leased premises, or by any defect in
g;/12al2.4/I,.LA$r.JMS/813/06110.58 am 6 ��
any structure erected thereon, or arising from any accident, fire, or other casualty on or
about said premises or from any other cause whatsoever, including any such claim or
cause whether or not alleged to be or as a result of Lessor's own negligence. Lessee
hereby releases and waives all claims against Lessor and the United States and agrees
to indemnify and hold Lessor and the United States free and harmless from and to defend
them against any death, loss or damage of whatsoever kind or nature including any claim
or liability whether due to, or claimed to be due to, negligence by the Lessor, for any loss,
damage or injury arising from the use or condition of the premises, together with all costs
and expenses in connection therewith.
ARTICLE 14.
REMOVAL OF IMPROVEMENTS
All buildings and improvements, excluding removable personal property, furniture,
fixtures, and equipment, on the Leased Premises shall remain on said property after
termination of this Lease and shall thereupon become the property of the Lessor. The
term 'removable personal property, furniture, fixtures and equipment' as used in this
Article shall not include property which normally would be attached or affixed to the
buildings, improvements or land in such a way that it would become a part of the realty,
regardless of whether such property is in fact so placed in, or on, or affixed to the
buildings, improvements or land in such a way as to legally retain the characteristics of
personal property. Personal property and trade fixtures may be removed by the Lessee
at any time during the term of this Lease or within ninety (90)days after termination of this
Lease or within such other reasonable time after the termination of this Lease as may be
agreed upon between the parties hereto. The Lessee, at his own expense, shall repair
any and all damages to the buildings and improvements resulting from or caused by such
removal. If Lessee fails to remove the same within ninety (90) days after termination of
this Lease, or such other reasonable time as may be agreed upon between the parties
hereto, said fixtures and property shall be deemed abandoned and shall become the
property of the Lessor.
Lessee expressly waives all provisions of state and local law pertaining to
improvements affixed to the land by any person acting in good faith and erroneously
believing, because of a mistake either of law or fact, that he has a right to affix them, and
also, all provisions of state and local law providing for removal of such improvements. Any
dispute arising under this Article which cannot be resolved by the parties shall be
arbitrated pursuant to Article 27, ARBITRATION, hereof.
ARTICLE 15.
CONSTRUCTION ALTERATION AND ADDITIONS
All improvements placed on the leased premises shall be constructed in a good and
workmanlike manner and in compliance with applicable laws and building codes. All parts
of buildings exposed to perimeter properties shall present a pleasant appearance and all
service areas shall be screened from public view. Subject to Article 10, NON-
RESPONSIBILITY NOTICES, the Lessee shall have the right at anytime during the term
of this Lease to make alterations and additions to any improvement approved by the
Ku/11111.1/LEASE 7MS/8/29/06/10.59 all, 7 0(y
_/fi T
Secretary perthe provisions of Article 8 above on the premises in an amount not to exceed
$500,000.00. This amount shall be adjusted by the provisions of Article 6, paragraph C.
Removal or demolition of any improvements or alterations, additions or repairs to any
improvements in excess of the above amount shall not be made without the prior written
consent of the Secretary. The Lessee shall, at all times during the term of this Lease and
at the Lessee's sole cost and expense, maintain the premises and all improvements
thereon in good order and repair and in a neat, sanitary and attractive condition and in
compliance with applicable law, ordinance or regulation.
ARTICLE 16,
PERFORMANCE BOND
Before beginning construction required by Article 8, Lessee agrees to provide
security to guarantee completion of the improvement and payment in full of claims of all
persons for work performed on or materials furnished for construction or require such of
all contractors engaged to perform such work under California Law. Lessee may provide
said security by either-
A. Requiring Contractors to post a corporate surety bond in an amount equal
to the cost of each building or other improvement, said bond to be deposited with the
Lessor and to remain in effect until the improvement is satisfactorily completed. Said bond
shall be conditioned upon the faithful performance of Lessee and Contractor and give all
claimants the right of action to recover upon said bond in any suit brought to foreclose
mechanics' or materialmen's liens against the property; or
B. Depositing in escrow with an institution acceptable to the Lessor, negotiable
United States Treasury Bonds or cash, in an amount sufficient to pay the entire cost of
construction of each building or other improvement then to be erected or installed on the
premises. The escrow instructions shall include provisions for disbursement in
installments upon certification of Lessee's architect,engineer,orcontractoras construction
progresses. The Lessor and Secretary shall have access to all information relative to the
disbursement of funds through said escrow. The escrow instructions shall also provide.-
that not less than fifteen percent (15%) of such funds shall be withheld by the escrow
holder until the period fixed by law for the filing of all mechanics' or materialmen's liens on
such improvement shall have expired or until a reputable title company issues a title
insurance policy which, in substance, insures the Lessor and Secretary against any loss
they shall sustain by reason of any statutory liens for labor or material arising out of any
work or improvement described in said escrow instructions; that if mechanics' or
materialmen's liens are filed, the funds so withheld shall then be used to discharge such
liens; and that if no such liens are filed within the statutory period for filing, the withheld
funds shall be then disbursed to the Lessee. If U.S. Treasury Bonds are provided, Lessee
agrees to make up any deficiency in the value deposited which might occur due to a
decrease in the value of the bonds. Interest on said bonds shall be paid to the Lessee;
or
C. Entering into a building loan agreement with a financial institution, which
building loan agreement and the amount of the equity of the Lessee in the improvements
K/12212.4/LEASE.IMS/8/29/0N10;5$am
to be constructed with the proceeds of the loan shall be subject to the approval of the
Lessor; or
D. Providing an irrevocable letter of credit in a minimum amount equal to the
cost of each improvement.
E. Appropriation of funds by the City Council for the construction of
improvements and the setting aside of funds by the Director of Finance for the City in a
manner consistent with the usual and customary governmental accounting standards
applicable to municipal corporations in California.
ARTICLE 17
COMPANIES BONDING AND INSURING
All corporate surety bonds provided by Lessee and Contractors in compliance with
this Lease shall be furnished by companies holding certificates of authority from the
Secretaryof the Treasury as acceptable sureties on federal bonds. Insurance policies shall
be furnished and maintained by such responsible companies as are rated A Plus - Class
XI or better in the current edition of Best's Insurance Guide.
ARTICLE 18.
SUBLEASE, ASSIGNMENT, TRANSFER
A. Sublease.
The Lessee shall not, unless otherwise expressly authorized herein, sublease any
right to or interest in this Lease or any of the improvements on the leased premises,
without the written approval of the Lessor and the Secretary and sureties, if required. No
such sublease shall be valid or binding without the said consent and approval, and then
only upon the condition that sublessee has agreed in writing that in the event of conflict
between the provisions of this Lease and of said sublease, the provisions of this Lease
shall govern. No sublease shall release the Lessee from any obligation under his Lease
or substitute the sublessee for the Lessee hereunder. Any sublease made, except as
aforesaid, shall be deemed a breach of this Lease. The section does not apply to
licenses or concession agreement.
B. Assignment or Transfer.
The Lessee shall not, unless otherwise expressly authorized herein, assign or
transfer all or any part of Lessee's interest in this Lease without the written consent of the
Lessor and sureties and approval of the Secretary; provided, that the requirements for
approvals of any assignment or transfer necessary for the Lessee to secure an
encumbrance on a leasehold interest shall be governed by the provisions of Article 22,
APPROVED ENCUMBRANCE. No such assignment or transfer shall be valid or binding
without said consent and approval, and then only upon the condition that assignee or other
successor in interest, excepting an approved Encumbrancer under conditions herein set
forth, shall agree in writing to be bound by each and all of the covenants and conditions
K:/12212.4/LEASE.IMS/8/29/06/1u:58 am 9 f,2
of this Lease. Any such assignment or transfer, except as aforesaid, shall be deemed a
breach of this Lease, excepting that an Encumbrancer, as herein set forth, may enforce
his rights in the manner hereinafter provided.
If a proposal to assign this Lease to a qualified assignee or other successor-in-
interest is submitted while a default in this Lease exists, neither the Secretary nor the
Lessor will be obligated to consider said proposal until the Lease is restored to good
standing.
ARTICLE 19.
STATUS OF SUBLEASES
Termination of the Master Lease, by cancellation or otherwise, shall not serve to
cancel this Lease, but shall operate as an assignment to the Master Lessor of any and all
rights and liabilities of this Lease. Master Lessor agrees to recognize and be bound by this
Lease.
ARTICLE 20.
AGREEMENTS FOR UTILITY FACILITIES
Lessee shall have the right to enter into agreements with public utility companies
and the State of California or any of its political subdivisions to provide utility services
including, but not limited to, gas, water, electricity, telephone, television and sewer
facilities, necessary to the full enjoyment of the leased premises and the development
thereof in accordance with the provisions of this Lease, which agreement shall be binding
upon any sublessee or other occupant of the leased premises; provided, that no such
agreement shall cover land not included in this Lease.
Upon entering into such agreement or agreements, the Lessee shall furnish the
Lessor and the Secretary executed copies thereof together with a plat or diagram showing
the true location of the utility lines to be constructed in accordance therewith.
ARTICLE 21.
RIGHTS OF WAY FOR STREETS AND UTILITY FACILITIES
Lessor hereby consents to the granting of rights-of-way for streets and utility
facilities necessary to the full enjoyment of the leased premises and development thereof.
Such rights-of-way are to be granted by the Secretary in accordance with the approved
general development plan and pursuant to the Act of February 5, 1948, 62 Stat. 17, and
any amendments thereto, as implemented by regulations of the Secretary applicable
thereto.
ARTICLE 22.
APPROVED ENCUMBRANCE
A.his Lease, or any right to or interest in this Lease, or any of the improvements on
the leased premises, may be encumbered with the written approval of the Lessor and the
K.'IIIII l.4/LEA$H.JM$/8/29/O6/10:5S am 0
Secretary ("Approved Encumbrance"). No such encumbrance or any addition thereto or
extension thereof shall be valid without said approval; however, any form of public
financing such as taxable or tax-exempt bonds, certificates of participation, or other forms
of public debt issued or approved by the City or the City's Community Redevelopment
Agency or any other entity organized by the City, shall be deemed as Approved
Encumbrances.
B.An encumbrance must be confined to the leasehold interest of Lessee and shall
not jeopardize in any way the Master Lessor's interest in the land. Master Lessor hereby
consents to any such Deed of Trust subject to its approval by the Secretary. Lessee
agrees to furnish as requested any financial statements or analyses pertinent to the
encumbrance that the Secretary may deem necessary to justify the amount, purpose, and
terms of said encumbrance. Lessee further agrees to authorize an Encumbrancer to
furnish the Secretary, upon written request from the Secretary, any specific information
regarding the status of the encumbrance at any time during the term of this Lease.
C. In the event of default by the Lessee underthe terms of an Approved Encum-
brance, the Encumbrancer may exercise any rights provided in the agreement or by law
for discharging said encumbrance, provided that before any sale of the leasehold,whether
under power of sale or foreclosure, the Encumbrancer shall give to the Secretary and
Lessor notice of the same character and duration as is required to be given to Lessee by
such encumbrance and/or the laws of the State of California.
D. If any sale under the Approved Encumbrance occurs, whether by power of
sale or foreclosure, the purchaser at such sale shall succeed to all of the rights, title and
interest of the Lessee in the leasehold estate covered by said Approved Encumbrance.
It is further agreed that, if the purchaser at such sale is the Encumbrancer, the
Encumbrancer may sell and assign the leasehold interest without any further consent,
provided that the assignee shall agree in writing to be bound by all the terms and
conditions of this Lease including the payment of rent. If the Encumbrancer is the
purchaser, it shall be required to comply with all the covenants and conditions of this
Lease, including the payment of rent, only so long as it retains title to this leasehold. If a
sale under the Approved Encumbrance occurs and the purchaser is a party otherthan the
Encumbrancer, said purchaser, as successor-in-interest to the Lessee, shall be bound by
all the terms and conditions of this Lease.
E, Noncurable Defaults. An acquirer of the interests of Lessee in this Lease
shall not be required to cure any type of default which can be construed to be noncurable
orwhich, because of its nature, may not be feasible or practical to cure. An Encumbrancer
: who acquires the interest of the Lessee in this Lease shall be relieved of any obligation
under Article 8, PLANS AND DESIGNS, and under Article 9, IMPROVEMENTS AND
COMPLETION OF DEVELOPMENT, of this Lease to complete construction of
improvements for two (2) years after foreclosure or assignment in lieu of foreclosure-
F. Notice. Lessor agrees to give Encumbrancer notice of any default of the
payment of rental by the Lessee when said rent becomes forty-five (45) days past due.
The mortgage or trust deed executed by Lessee may provide that failure to pay Frent or
K112212 4/LEASE JMS/8/29/06/1U 52 sm
Perform the other covenants of the Lease is a default under said mortgage or trust deed.
If a notice of default is filed under any mortgage or trust deed encumbering this leasehold
or any fractional portion thereof,the Encumbrancer shall within fifteen (15) days of receipt
of notice be obligated to pay any past due or current rent to Lessor.
G. Bankruptcy. Bankruptcy, receivership, or insolvency of Lessee shall not
obligate any Encumbrancer to pay any monies to cure or terminate the bankruptcy,
receivership or insolvency, and the Encumbrancer shall be required to do no more than
is required of said Encumbrancer by the terms of this Lease.
H. Elections Under the Bankruptcy Code. Lessor acknowledges and agrees
that (i) any right of election arising under Section 365(h)(1) of the Bankruptcy Code shall
be exercised by Encumbrancer and not by Lessee; (ii)without limiting the generality of the
foregoing, Lessee shall not, without Encumbrancer's prior written consent, elect to treat
the Lease as terminated or to remain in possession of the Leased Premises under Section
355(h)(1) of the Bankruptcy Code, 11 U.S.C. § 365(h)(1); and (iii) any exercise or
attempted exercise by Lessee of such right of election in violation of the preceding clauses
shall be void.
I. Rejection; Termination. Any rejection of the Lease by Lessee, by Lessee as
debtor-in possession, or by any trustee of Lessee pursuant to Section 365(h) of the
Bankruptcy Code, shall not terminate the Lease. The Lease shall not be treated as
terminated under Subsection 365(h)(1)of the Bankruptcy Code, and it shall continue in full
force and effect in accordance with its terms, except that Lessee and Encumbrancer shall
have all of the rights conferred under Subsection 365(h)(2)of the Bankruptcy Code. In no
event shall any Deed of Trust, the lien of any Deed of Trust, the security interests of any
Deed of Trust, or any note secured by any Deed of Trust be affected or impaired by any
rejection of the Lease pursuant to Section 365(h) of the Bankruptcy Code.
J. Rejection; Possession. Lessor acknowledges and agrees that, if Lessee,
Lessee as debtor-in-possession, or any trustee of Lessee shall reject the Lease pursuant
to Section 365(h)of the Bankruptcy Code: (a) Lessee shall without further act or deed be
deemed to have elected under Section 365(h)(1) of the Bankruptcy Code to remain in
possession of the Leased Premises for the balance of the term of the Lease and
Encumbrancer shall have the right to exercise any one or more of the extension options
provided for in the Lease (if any); and (b) any exercise or attempted exercise by Lessee
of any right to treat the Lease as terminated under Subsection 365(h)(1)of the Bankruptcy
Code shall be void.
K. Possession; Sublease; Sub-Sublease. For the purposes of Section 365(h)
of the Bankruptcy Code, the term 'possession' as used herein shall mean the right to
possession of the leased premises granted to Lessee under the Lease, whether or not all
or any part of the Leased Premises has been subleased.
L. Rejection by Lessee. Should Lessee reject or attempt to reject the Lease
pursuant to Section 365(a) of the Bankruptcy Code, Lessor shall give Encumbrancer
written notice of such rejection,together with a statement of all sums at the time due under
Kd12212 4/LEASE 7MS/8/29/06/10 58 am 12
the Lease (without giving effect to any acceleration), and of all other defaults under the
Lease then known to Lessor. Encumbrancer shall have the right, but not the obligation,
to give written notice to Lessor within ten (10) days after receipt of the rejection notice
provided for in the preceding sentence (but not later than ten (10) days following the
Bankruptcy Courts approval of such rejection),that Encumbrancer has elected to: (i)enter
into a new Lease with Lessor, or shall assume the Lease, and (ii) cure all such defaults
outstanding thereunder by concurrently curing such monetary defaults at the date of
assumption and by curing such other defaults within a reasonable period of time after the
date of such assumption, except for defaults of the type specified in Subsection 365(b)(2)
of the Bankruptcy Code, If Encumbrancer gives the written notice provided for in clause
(b) of the preceding sentence, then, as between Lessor and Encumbrancer: (1) the
rejection of the Lease by Lessee shall not constitute a termination of the lease; (2)
Encumbrancer may assume the obligations of Lessee under the Lease without any
instrument of assignment or transfer from Lessee; (3) Encumbrancer's rights under the
Lease shall be free and clear of all rights, claims and encumbrances of or in respect to
Lessee; (4) Encumbrancer shall consummate the assumption of the Lease and the
payment of the amounts payable by it to Lessor pursuant to this paragraph at a closing to
be held at the office of Lessor at the address set forth herein or such other place as such
parties may mutually agree upon, on the tenth (10th) business day after Encumbrancer
shall have given the written notice hereinabove provided for; and (5)upon any assignment
of the Lease by Encumbrancer, Encumbrancer shall be relieved of all obligations and
liabilities arising from and after the date of any such assignment."
M. Assignment in Lieu. Acquisitions of the interest of Lessee by Encumbrancer
by assignment in lieu of foreclosure shall confer upon Encumbrancer the same rights as
if Encumbrancer had acquired title by foreclosure action such as a Trustee's Sale.
ARTICLE 23.
LIENS TAXES ASSESSMENTS UTILITY CHARGES
Lessee shall not permit to be enforced against the leased premises, or any part
thereof, any liens arising from any work performed, materials furnished, or obligations
incurred by Lessee, and Lessee shall discharge or post bond against all such liens before
any action is brought to enforce same. Lessee shall pay, when and as the same become
due and payable, all taxes, assessments, licenses, fees and other like charges levied
during the term of this Lease upon or against the leased land, all interests therein and
property thereon for which either the Lessee or the Lessor may become liable. Upon
written request, the Lessee shall furnish the Secretary written evidence, duly certified,that
any and all taxes required to be paid by Lessee have been paid, satisfied, or otherwise
discharged. Lessee shall have the right to contest any claim, tax, or assessment against
the property by posting bond to prevent enforcement of any lien resulting therefrom, and
Lessee agrees to protect and hold harmless the Lessor, the United States and the leased
premises and all interest therein and improvements thereon from any and all claim's,taxes,
assessments and like charges and from any lien therefor or sale or other proceedings to
enforce payment thereof, and all costs in connection therewith, Lessor shall execute and
file any appropriate documents with reference to real estate tax exemption of the land
when requested by Lessee. In addition to the rents, taxes and other charges herein
K/12212.4/LEASE.JMS/W29/O6/]0'58 am 13 (L10f 8
described, Lessee shall pay all charges for water, sewage, gas, electricity, telephone, and
other utility services supplied to said premises as they become due.
Lessee hereby acknowledges that the recordation of this Lease at the Office of the
County Recorder of Riverside County and,with the exception of non-responsibility notices,
the recordation of any document relating to this Lease, is not the responsibility of the
Lessor or the Secretary. The Secretary hereby reserves the right to notify the County of
Riverside of the existence of this Lease upon its approval.
ARTICLE 24.
LESSOR'S PAYING CLAIMS
Lessor shall have the option to pay any lien or charge payable by Lessee underthis
Lease, or settle any action therefor, if the Lessee after written notice from Lessor or
Secretary fails to pay or to post bond against enforcement. All such sums paid by Lessor
as well as all costs and other expenses incurred by Lessor in so doing shall be paid to
Lessor by Lessee upon demand with interest at the rate of ten percent (10%) per annum
from date of payment until repaid. Failure to make such repayment on demand shall
constitute a breach of the covenants of this Lease.
ARTICLE 25.
UNLAWFUL USE
The Lessee agrees not to use or cause to be used any part of the leased premises
for any unlawful conduct or purpose.
ARTICLE 26.
' EMINENT DOMAIN
if, at anytime during the term of this Lease, the leased premises or any part thereof
is taken or condemned under the laws of the eminent domain, then, and in every such
case, the leasehold estate and interest of the Lessee in the premises so taken shall
forthwith cease and terminate. All compensation awarded by reason of the taking of the
leased premises shall be awarded to the Lessee and the Lessor as their interests appear
at the time of such taking, unless an encumbrance of the leasehold has been approved,
in which case the compensation or award, only insofar as it is awarded for damages to the
improvements on the leased property,to the extent of the unpaid balance of any Approved
Encumbrance, shall be paid to the Encumbrancer. As between Lessor and Lessee or
sublessor and sublessee, as the case may be, such amount shall be deemed paid to the
Lessee or sublessee and if such amount exceeds the amount to which Lessee or
sublessee is entitled under the other terms of this Lease, Lessee or sublessee shall pay
any such excess to Lessor or sublessor, as appropriate.
The rental thereafter payable hereunderforthe remainder of the term of this Lease.
shall be adjusted by agreement of the parties subject to the approval of the Secretary.
or) 7
K 112212 4/LEASE.IM$029/06/10:58 am 14
If after condemnation, continuation of this Lease is no longer feasible, the Lease
may be terminated by agreement of the parties, subject to the approval of the Secretary.
Any disputes arising underthis Article which cannot be resolved bythe parties,shall
be arbitrated pursuant to Article 27, ARBITRATION, hereof.
ARTICLE 27.
ARBITRATION
If the parties hereto are unable to resolve a dispute regarding an interpretation of
the terms of this lease, such dispute shall be settled by arbitration by either of the
following: (1) If the parties agree in writing, a three-member Arbitration Board shall be
established, one memberto be selected by the Lessor and one member to be selected by
the Lessee with the two members thereafter to select a third member, or otherwise (2) a
demand for arbitration may be submitted to the American Arbitration Association or a
comparable entity by either Lessor or Lessee.
The costs of such arbitration or Arbitration Board shall be shared equally by the
Lessee and the Lessor. The Secretary shall be expected to accept decisions reached by
an Arbitrator or Arbitration Board, but the Secretary shall not be bound by any decision
that might be conflict with federal law, and the Secretary shall not be bound by any
decision that the Secretary determines is adverse to the long-range best interests of the
Lessors.
ARTICLE 28.
DEFAULT
Time is of the essence of this Lease.
1.In the event of default by Lessee in any of the covenants or conditions of this
Lease, Lessee shall be given notice citing the defaults in the Lease and allowing Lessee
sixty (60) days from receipt of said notice to show cause why this Lease should not be
canceled. Lessor may grant an extension of time beyond said sixty (60) days, at its
discretion, if Lessee so requests.
B. If Lessee fails to show cause to the satisfaction of Lessor and the Secretary
why this Lease should not be canceled, the Lessor may proceed as follows:
If Lessee has defaulted in any payment of monies, as required by the terms of this
Lease, and if such default shall continue uncured for the period of sixty (60) days after
written notice thereof by Lessor to Lessee, or if Lessee has breached any other covenant
of this Lease, and if the breach of such other covenant shall continue uncured for a period
of sixty (60) days after written notice thereof by the Lessor to the Lessee, then the Lessor
may either:
(1)Proceed by suit or otherwise to enforce collection or to enforce any other
provision of this Lease; or
K./12212.4/1,I,ASG.JMS/8/27/06/10 58 2111 15
(2) Re-enter the premises and remove all persons and property therefrom,
excluding the persons and property belonging to authorized sublessees, and either:
(a) elet the premises without terminating this Lease, as the agent
and for the account of Lessee, but without prejudice to the
right to terminate the Lease thereafter, and without invalidating
any right of Lessor or any obligation of Lessee hereunder.
Terms and conditions of such reletting shall be at the
discretion of Lessor, who shall have the right to alter and
repair the premises as they deem advisable, and to relet with
or without any equipment or fixtures situated thereon. If a
sufficient sum is not thus realized to liquidate the total amount
due, including attorneys'fees and real estate commission paid,
Lessee shall payto Lessor monthly,when due, any deficiency,
and Lessor may sue thereafter as each monthly deficiency
shall arise; or
(b) Terminate this Lease at any time even though Lessor
has exercised rights as outlined in (1) and (2) above, in which
case the Lessee shall quit and surrender the leased premises
to Lessor but shall remain liable for any obligations not
discharged by such termination.
C. Any action taken or suffered by Lessee as a debtor under any insolvency or
bankruptcy act shall constitute a breach of this Lease. In such event the Lessor and the
Secretary shall have the options set forth in subarticle (2)(a) and (b) above.
D. At least sixty(60)days priorto the termination of this Lease for default bythe
Lessee, the Lessor shall give notice in writing to the Encumbrancer, in the form of a copy
of the first notice to Lessee following the sixty (60) day notice expressing intention to
terminate and briefly describing said default or breach. When the default or breach can
be cured by the payment or expenditure of money, this Lease will not be terminated if the
Encumbrancer will promptly notify the Lessor of its intent to cure and,within sixty(60)days
after receipt of said written notice to terminate, the Encumbrancer shall cure the default
or breach. Whenever the Encumbrancer exercises any right on a default situation, the
Encumbrancer shall be bound to comply with all of the obligations and conditions of the
Lease. When the default or breach cannot be cured by the payment or expenditure of
money, this Lease will not be terminated if the Encumbrancer shall promptly notify the
Lessor of its intent to foreclose and within the said sixty (60) day period initiate, and
thereafter diligently pursue to completion, proceedings for foreclosure and sale under and
pursuant to the terms of the Approved Encumbrance. However, during and until the
completion of such foreclosure proceedings, the Encumbrancer shall pay the rents due
and payable by the Lessee under this Lease; shall maintain all insurance as required by
the Lease; shall pay all taxes due and unpaid on the taxable property covered by the
Lease; shall begin the cure of any other default or breach not curable by payment or
expenditure of money which can reasonably be undertaken by the Encumbrancer; and
shall diligently prosecute the said cure of such default or breach until the leasehold is
i<:/12212 4/LL•ASL IMS/827/OG/10:58 an, 16 oPl 19
i
either sold upon foreclosure pursuant to the terms of the Approved Encumbrance or
released or reconveyed thereunder.
In case a default or breach on the part of the Lessee occurs preceding, during, or
due to the bankruptcy, receivership, or insolvency of the Lessee, and the Encumbrancer,
prior to the receipt of the notice of intent to terminate described herein or within sixty (60)
days after the receipt thereof, shall have filed in the court having jurisdiction over such
bankruptcy, receivership or insolvency, a petition for permission to foreclose, the filing of
such petition shall be deemed to be the beginning of foreclosure proceedings for the
purpose of this paragraph.
E. No waiver of a breach of any of the covenants of this Lease shall be
construed to be a waiver of any succeeding breach of the same or any other covenant.
ARTICLE 29.
ATTORNEYS' FEES
If action be brought by Lessor in unlawful detainer for rent or any other sums of
money due under this Lease, or if action is brought by Lessor or Lessee to enforce
performance of any of the covenants and conditions of this Lease, the losing party shall
pay reasonable attorneys' fees of the prevailing party, to be fixed by the Court as a part
cif the costs in any such action.
ARTICLE 30.
HOLDING OVER
Holding over by the Lessee after the termination or expiration ofthis Lease shall not
constitute a renewal or extension thereof or give the Lessee any rights hereunder or in or
to the leased premises. Rental for any hold over period shall be 200% of the previous
GMAR.
Lessee agrees to remove all property removable under the terms of this Lease prior
to the date of termination or expiration of the Lease or within ninety (90) days thereafter
or as provided in Article 14, REMOVAL OF IMPROVEMENTS, hereof.
ARTICLE 31.
NO PARTNERSHIP; OPERATION OF BUSINESS
Lessee and Lessor are notjoint venturers or in partnership. Lessee is not and shall
not be deemed to be an agent or representative of Lessor.
Lessee agrees that upon completion of construction and at all times thereafter, it
will diligently attempt to keep the leased premises and all parts thereof actively used.
ARTICLE 32.
TERMINATION OF FEDERAL TRUST
10115114/I,FA3GJMS/8/29/06/10'58 am 17 ° �
Nothing contained in this Lease shall operate to delay or prevent a termination of
federal trust responsibilities with respect to the land by the issuance of a fee patent or
otherwise during the term of the Lease; however, such termination shall not serve to
abrogate the Lease. The owners of the land, the Lessor and the Lessee and its surety or
sureties and Encumbrancer or Encumbrancers shall be notified of any such change in the
status of the land.
ARTICLE 33,
PAYMENTS AND NOTICES
All notices, payments and demands shall be sent to the parties hereto at the
addresses herein recited or to such addresses as the parties may hereafter designate in
writing. Notices and demands shall be delivered in person or sent by certified or
registered mail, return receipt requested. Service of any notice or demand shall be
deemed complete ten (10) days after mailing or on the date actually received, whichever
occurs first. Copies of all notices and demands shall be sent to the Secretary in care of
the Palm Springs Agency of the Bureau of Indian Affairs.
ARTICLE 34.
INSPECTION
Subject to giving Lessee forty-eight(48) hours written notice, the Secretary and the
Lessor and their authorized representatives shall have the right, at any reasonable times
during the term of this Lease, to enter upon the leased premises, or any part thereof, to
inspect the same and all buildings and other improvements erected and placed thereon.
ARTICLE 35.
DELIVERY OF PREMISES
At the termination or expiration of this Lease, Lessee will peaceably and without
legal process deliver up the possession of the leased premises, in good condition, usual
wear and acts of God excepted.
ARTICLE 36.
LEASE BINDING
This Lease and the covenants, conditions and restrictions hereof shall extend to
and be binding upon the successors, heirs, assigns, executors and administrators of the
parties hereto.
ARTICLE 37.
INTEREST OF MEMBER OF CONGRESS
No member of, or delegate to, Congress, or Resident Commissioner, shall be
admitted to any share or part of this contract or to any benefit that may arise therefrom, but
this provision shall not be construed to extend to this contract if made with a corporation
or company for its general benefit.
K/12212 4/LEASE JMS/8/29/06/10 58 am
ARTICLE 38.
VALIDITY
This Lease, and any modification of or amendment to this Lease, shall not be valid
or binding upon either party hereto until approved by the Secretary.
ARTICLE 39
APPROVAL BY LESSOR AND/OR SECRETARY
Whenever under the terms ofthis Lease the acceptance, consent or approval of the
Lessor and/or the Secretary is required, said acceptance, consent or approval shall not
be unreasonably withheld.
ARTICLE 40
TAX IMMUNITY
Nothing contained in this Lease shall be deemed to constitute a waiverof applicable
laws providing tax immunity to trust or restricted Indian property or any interest or income
therefrom.
ARTICLE 41.
FORCE MAJEURE
If any party is rendered unable, wholly or in part, by force majeure to carry out its
obligations under this agreement, other than the obligation to indemnify or make money
payments or furnish surety or provide the necessary bond, that party shall give to all other
parties prompt written notice of the force majeure with reasonably full particulars
concerning it; thereupon the obligations of the party giving the notice, so far as they are
affected by the force majeure, shall be suspended during, but no longer than, the
continuance oftheforce majeure.The term"farce majeure,"as here employed,shall mean
an act of God, strike, lockout, or other industrial disturbance, act of the public enemy, war,
blockade, public riot, lightning, fire, storm, flood or other act of nature, explosion, restraint
or inaction, unavailability of equipment, and any other cause, whether of the kind
specifically enumerated above or otherwise, which is not reasonably within the control of
the party claiming suspension. The affected party shall use all reasonable diligence to
remove the force majeure situation as quickly as practicable. Any question of fact, or
disputes, arising under this Article, which cannot be resolved by the parties, shall be
arbitrated pursuant to Article 27, ARBITRATION.
ARTICLE 42.
ENVIRONMENTAL PROTECTION REQUIREMENTS
The Lessee shall comply with the 40 CFR, Parts 1500 through 1508, Council on
Environmental Quality Regulations and all other regulations applicable to Environmental
Protection Requirements on federal lands. No ground disturbing activities under this
Lease shall occur until National Environmental Policy Act("NEPA") Compliance has been
K./121II.4/LL•ASL.SMS/8/29/06/10;58 am 19 0 1°;2
met and the Lease has been approved by the Secretary or his authorized representative.
No hazardous substance, as defined by Federal and State of California law can be stored
or placed on the subject property.
ARTICLE 43.
ARCHAEOLOGICAL, CULTURAL AND HISTORIC RESOURCES PROTECTION
Lessee agrees that in the course of construction on the leased premises involving
ground disturbing activities, a qualified archaeologist(specified at 43 CFR 7.8)will monitor
the construction site to insure that if archaeological or historical resources are uncovered,
the construction activity shall immediately be halted and the involved area evaluated
regarding the significance of the discovered resource. Within 12 hours of the discovery,
the Superintendent, Bureau of Indian Affairs, Palm Springs Agency, shall immediately be
notified by the Lessee's archaeologist. Upon notification of the discovery, the
Superintendent, or his designee, will initiate a preliminary resource assessment. At the
completion of the assessment,the Bureau of Indian Affairs will initiate consultation with the
State Historic Preservation Officer and the Advisory Council on Historic Preservation
pursuant to the required procedures at 36 CFR 800 (Protection of Historic Properties)and
specifically at 36 CFR 800.11 (Properties discovered during implementation of an
undertaking)to determine the disposition of the resource. The Lessee will comply with any
mitigation measures determined appropriate as a result of the consultation completed
pursuant to 36 CFR 800.11. The cost of any required archaeological evaluation,
mitigation, analysis, and curation shall be borne by the Lessee.
ARTICLE 44.
SALE OF PREMISES BY LESSOR
If Lessor sells, exchanges or assigns this Lease, Lessor shall be and is hereby
entirely free and relieved of all liability under this Lease and under any and all covenants
and obligations contained in or derived from this Lease which accrue after the notice to
Lessee that such sale,exchange orassignment has been consummated and afterexpress
assumption of all prior, current and future liabilities and obligations hereunder by the
transferee or assignee.
ARTICLE 45.
HAZARDOUS MATERIALS
Definition of Hazardous Materials. For purposes of this Lease,the term"Hazardous
Materials" shall include, without limitation, asbestos, petroleum, petroleum products,
storage tanks, substances defined as "hazardous substances,""hazardous waste"and/or
"toxic substances" in the Comprehensive Environmental Response, Compensation and
Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq., Hazardous materials
Transportation Act, 49 U.S.C. Section 1801, Resource Conservation and Recovery Act,
42 U.S.C. Section 6901, et sec., and/or any other applicable federal or local laws, statute's,
rules, ordinances, orders and/or requirements related to hazardous materials, hazardous
waste and/or toxic substances, and any publications promulgated pursuant thereto.
20 D °�1
I4/12P 12 4/LEASF.I MS/N/29/06I10'S6 am
N. Notification. The parties shall immediately advise each other in
writing as soon as they become aware of (1) any and all enforcement,
cleanup, removal or other governmental or regulatory actions instituted,
completed or threatened pursuant to any applicable federal, state or local
laws, ordinances, or regulations relating to any Hazardous Material affecting
the Premises ("Hazardous Materials Laws"); (2) any and all claims made or
threatened by third parties claiming or regulating damage, contribution, cost
recovery compensation, loss or injury as a result of Hazardous materials on
or emanating from the Premises (the matters set forth in clauses (1) and (2)
above are hereinafter referred to as "Hazardous materials Claims"); and (3)
all occurrences or conditions on any real property adjoining or in the vicinity
of the Premises that could cause the Premises or any part thereof to be
classified as"border zone property"under the provisions of California Health
and Safety Code, Sections 25220, et sec., or any regulation adopted in
accordance therewith, or to be otherwise subject to any restrictions on the
ownership, occupancy, transferability or use of the Leased premises under
any Hazardous Materials Laws.
0. Indemnity. Lessor shall have the right to join and participate in, as a
party if it so elects, any legal proceedings or actions initiated in connection
with any Hazardous Materials Claims regardless of whether Lessor is legally
liable or responsible therefor, and, if lessee is liable or responsible therefor
pursuant to this paragraph, Lessor`s reasonable attorneys' fees in
connection therewith shall be paid by Lessee. Lessee shall be solely
responsible for, and shall indemnify and hold harmless Lessor, the
Secretary,employees,agents successors and assigns from and against,any
loss, damage, cost, expense or liability directly or indirectly arising out of or
attributable to the Lessee's use, generation, storage, release, threatened
releases, discharge, disposal,or presence of Hazardous materials on, under
or about the Leased Premises during the term of the Lease, including,
without limitation: all foreseeable consequential damages; the cost of any
required or necessary repair, cleanup or detoxification of the Leased
Premises, and the preparation and implementation of any closure, remedial
or other required plans; and all reasonable costs and expenses incurred by
lessor in connection with clauses (a) and (b), including but not limited to
reasonable attorneys' fees. The various rights and remedies reserved to
Lessor herein, including those not specifically described herein, shall be
cumulative, and, except as otherwise provided by California law in force and
effect at the time of the execution hereof, Lessor may pursue any or all of
such rights and remedies, whether at the same time or otherwise.
The foregoing indemnity shall further apply to any residual contamination on or
under the Leased Premises, or affecting any natural resources, and to any contamination
of any property or natural resources arising in connection with the Lessee's generation,
use, handling, storage, transport or disposal of any such Hazardous Materials, and
irrespective of whether any of such activities were orwill be undertaken in accordance with
applicable laws, regulations, codes and ordinances.
K 112212 4/LEASE JMS/8/29/06/10 58 am 21
P. Remediation. Without Lessor's prior written consent, which shall not
be unreasonably withheld, Lessee shall not take any remedial action in
response to the presence of any Hazardous materials on, under, or about
the Leased Premises, nor enter into any settlement agreement, consent
decree, or other compromise in respect to any Hazardous Material Claims,
which remedial action,settlement, consent or compromise might, in Lessor's
reasonable judgment impair the value of Lessor's interest hereunder;
provided, however, that Lessor's prior consent shall not be necessary in the
event that the presence of Hazardous materials on, under, or about the
Premises either poses an immediate threat to the health, safety or welfare
of any individual or is of such a nature that an immediate remedial response
is necessary and it is not possible to obtain Lessor's consent before taking
such action, provided that in such event Lessee shall notify Lessor as soon
as practicable of any action so taken. Lessor agrees not to withhold its
consent, where such consent is required hereunder, if either a particular
remedial action is ordered by a court of competent jurisdiction, or Lessee
establishes to the reasonable satisfaction of Lessor that there is no
reasonable alternative to such remedial action which would result in less
impairment of Lessor's security hereunder.
Q. Lessor's Covenants and Obligations. Lessor shall not cause, nor
permit its agents, employees, or contractors to bring upon, keep, or use on
or about the Leased Premises, any Hazardous Materials except in a manner
that complies with all laws, ordinances, and regulations regulating any such
Hazardous material so brought upon, kept or used in or about the Leased
Premises. If Lessor breaches the obligations stated in the preceding
sentence and contamination of the premises occurs and results thereby, or
if contamination of the Leased Premises by Hazardous Material otherwise
occurs for which Lessor is legally liable, then Lessor shall promptly take all
actions, at its expense, as may be necessary to return the Leased Premises
to substantially the same condition existing prior to the introduction of any
such Hazardous Material, and indemnify,defend, and hold Lessee harmless
from any and all claims, judgments, damages, penalties, fines, costs,
liabilities, or losses which arise as a result of such contamination.
ARTICLE 48.
GENERAL PROVISIONS
R. No Merger. There shall be no merger of this Lease, nor of the
Leasehold Estate created by this Lease, with the fee estate in the Land or
with the interest or estate of any Leasehold Mortgage by reason of the fact
that this Lease or any such Leasehold Estate may be held, directly or
indirectly, by or for the account of any person or persons who shall own a
beneficial interest in the Land, or shall hold any Leasehold Mortgage. No
such merger shall occur unless and until all persons at the time holding the
estates or interests to be merged shall join in a written instrument affecting
such merger and shall duly record the same.
K./12212 4/LEASE IMS/8/29N6/10.58 am 22
S. Entire Agreement. This Lease sets forth all of the agreements,
conditions and understandings between Lessor and Lessee relative to the
leasing of the Premises, and there are no promises, agreements, conditions,
understanding, warranties or representations, oral or written, expressed or
implied, between them other than as set forth or as referred to herein.
T. No Oral Modification. No statement, action or agreement hereafter
made shall be effective to change, amend, waive, modify, discharge,
terminate or effect an abandonment of this lease in whole or in part unless
such agreement is in writing and signed by the party against whom such
change, amendment, waiver, modification, discharge, termination of
abandonment is sought to be enforced.
U. Headings. The Table of Contents and Article headings are inserted
herein only for convenience and are in no way to be construed as part of this
Lease, or as indicative of the meaning of the provisions of this Lease or the
intention of the parties, or as a limitation in the scope of the particular
Clauses to which they refer.
V. 5everability; Invalidity of Particular Provisions. If any term or
provision of this Lease, or the application thereof to any person or
circumstances shall, to any extent, be invalid or unenforceable, the
remainder of this Lease, or the application of such term or provision to
persons or circumstances other than those to which it is held invalid or
unenforceable, shall not be affected thereby, and each other term and
provision of this Lease shall be valid and enforceable to the fullest extent
permitted by law.
W. Time of the Essence. Except as otherwise specifically provided in this
Lease,time is of the essence in this Lease and in each and every provisions
hereof on Lessor's and Lessee's part to be performed.
X. Construction. The parties agree that each party has reviewed and
revised this lease and that any rule of construction to the effect that
ambiguities are to be resolved against the drafting party shall not apply in
their interpretation of this Lease or any amendments or exhibits thereto.
Y. Governing Law. This Lease shall be governed exclusively by the
provisions hereof and by the laws of the United States and to the extent
applicable, California law.
Z. Lessor's Rights to Defend. Notwithstanding anything to the contrary
in this Lease, Lessor shall have the right to undertake and continue to
defend, at Lessee's reasonable costs and expense, any claim, action or
proceeding which is brought against Lessor and which Lessee is obligated
i�lF'1°x�
K/12212.4/LEASEJMS/6/�9/06/10'59 am 23
under this Lease to defend, if following ten (10) days notice to Lessee,
Lessee has failed to diligently defend.
AA. Lessee's Rights to Defend. Notwithstanding anything to the contrary
in this Lease, Lessee shall have the right to undertake and continue to
defend, at Lessor's reasonable costs and expense, any claim, action or
proceeding which is brought against Lessee and which Lessor is obligated
under this Lease to defend, if following ten (10) days notice to Lessor,
Lessor has failed to diligently defend.
BB. Quiet Enjoyment. Lessor covenants and agrees that upon Lessee's
paying the rent reserved herein and timely performing and observing all of
the covenants and provisions of this Lease on Lessee's part to be performed
and observed, Lessee shall peaceably and quietly enjoy the Leased
Premises without disturbance by Lessor or anyone claiming by, through or
under Lessor.
M No Third Party Beneficiary. The covenants and obligations set forth
in this Lease are to benefit any the parties hereto, and the Approved
Encumbrance as specified in this Lease, and shall not be for the benefit of
any third party.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands.
SEE SIGNATURE PAGES ATTACHED HERETO
K/12212A/LEASE.JMS/wZ9/Q6/10 59 am 24
SIGNATURE PAGE
SUBLEASE TO PSL-236
LESSEE: CITY OF PALM SPRINGS,
a California Municipal Corporation
By:
DAVID H, READY,
City Manager
STATE OF CALIFORNIA )
) ss.
COUNTY OF RIVERSIDE )
On this day of 2005, before me,
the undersigned, a Notary Public in and for said State, personally
appeared DAVID READY, personally known to me (or proved to me on the basis of
satisfactory evidence)to be the person whose name is subscribed to the within instrument,
and acknowledged to me that he executed the same in his authorized capacity, and that
by his signature on the instrument the person orthe entity upon behalf of which the person
acted, executed the instrument.
WITNESS my hand and official seal.
NOTARY PUBLIC
K/12212 4/LEASE JMS/8/29)06/10 58 um 25
SIGNATURE PAGE
SUBLEASE TO PSL-236
LESSOR: UNITED CONDOMINIUMS CORPORATION,
a California Corporation
BY
Its
By
Its
STATE OF CALIFORNIA )
) ss.
COUNTY OF LOS ANGELES )
On this day of 2005, before me,
, the undersigned, a Notary Public in and for said State,
personally appeared , personally known to me (or proved to me on
the basis of satisfactory evidence)to be the person whose name is subscribed to the within
instrument, and acknowledged to me that he executed the same in his authorized capacity,
and that by his signature on the instrument the person or the entity upon behalf of which
the person acted, executed the instrument.
WITNESS my hand and official seal.
NOTARY PUBLIC
STATE OF CALIFORNIA )
) ss.
COUNTY OF RIVERSIDE )
On this _ day of 2005, before me,
, the undersigned, a Notary Public in and for said State,
personally appeared , personally known to me (or proved to me on
the basis of satisfactory evidence)to be the person whose name is subscribed to the within
instrument,and acknowledged to me that he executed the same in his authorized capacity,
and that by his signature on the instrument the person or the entity upon behalf of which
the person acted, executed the instrument.
WITNESS my hand and official seal.
NOTARY PUBLIC F
K1L212A/LEASE]MS/S/29/O6/10 58 am 26
I
UNITED STATES
DEPARTMENT OF THE INTERIOR
BUREAU OF INDIAN AFFAIRS
PALM SPRINGS AGENCY
APPROVAL OF SUBLEASE
The within Sublease To PSL-236, in favor of CITY OF PALM SPRINGS, a
California Municipal Corporation, Lessee, consisting of pages 1 through 25 and
EXHIBITS A and B is hereby approved.
Superintendent
Palm Springs Agency
Bureau of Indian Affairs
K A 2212.4/LLA58 WSO-19/06/10.56 am 28
SUBLEASE
TABLE OF CONTENTS
LESSEE: CITY OF PALM SPRINGS Lease No. PSL-
a California Municipal Corporation
Cont.
LESSOR: UNITED CONDOMINIUMS CORPORATION,
a California Corporation
PAGE
ARTICLE 1.
PARTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
ARTICLE 2.
LAND DESCRIPTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
ARTICLE 3.
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE 4.
TERM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE 5.
PURPOSE OF THIS LEASE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE 6.
RENTALS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE 7.
PAYMENT OF RENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
ARTICLE 8.
PLANS AND DESIGNS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
ARTICLE 9.
IMPROVEMENTS AND COMPLETION OF DEVELOPMENT . . . . . . . . . . . . . . 4
ARTICLE 10.
NON-RESPONSIBILITY NOTICES . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . 4
ARTICLE 11,
PUBLIC LIABILITY INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
iC/12212 4/LEASE.1MS/M19/06/10$9 am 1
ARTICLE 12.
FIRE AND DAMAGE INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
ARTICLE 13.
INDEMNIFICATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
ARTICLE 14.
REMOVAL OF IMPROVEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
ARTICLE 15.
CONSTRUCTION ALTERATION AND ADDITIONS . . . . . . . . . . . . . . . . . . . . 7
ARTICLE 16.
PERFORMANCE BOND . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
ARTICLE 17.
COMPANIES BONDING AND INSURING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
ARTICLE 18.
SUBLEASE ASSIGNMENT TRANSFER . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
ARTICLE 19.
STATUS OF SUBLEASES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
ARTICLE 20.
AGREEMENTS FOR UTILITY FACILITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
ARTICLE 21.
RIGHTS OF WAY FOR STREETS AND UTILITY FACILITIES . . . . . . . . . . . . . 9
ARTICLE 22.
APPROVED ENCUMBRANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
ARTICLE 23.
LIENS. TAXES, ASSESSMENTS, UTILITY CHARGES . . . . . . . . . . . . . . . . . 12
ARTICLE 24.
LESSOR'S PAYING CLAIMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
ARTICLE 25.
UNLAWFUL USE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13.
ARTICLE 26.
EMINENT DOMAIN . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
ARTICLE 27.
ARBITRATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
K/12212.4/LEASE.7M$/S/29/06/10 58 am 11
ARTICLE 28.
DEFAULT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
ARTICLE 29.
ATTORNEYS' FEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
ARTICLE 30.
HOLDING OVER . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
ARTICLE 31.
NO PARTNERSHIP: OPERATION OF BUSINESS . . . . . . . . . . . . . . . . . . . . . 16
ARTICLE 32.
TERMINATION OF FEDERAL TRUST 16
ARTICLE 33.
PAYMENTS AND NOTICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
ARTICLE 34.
INSPECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
,ARTICLE 35.
DELIVERY OF PREMISES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
,ARTICLE 36.
LEASE BINDING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
! ARTICLE 37.
INTEREST OF MEMBER OF CONGRESS . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
ARTICLE 38.
VALIDITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
ARTICLE 39.
APPROVAL BY LESSOR AND/OR SECRETARY 17
ARTICLE 40.
TAX IMMUNITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
ARTICLE 41.
FORCE MAJEURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
ARTICLE 42.
ENVIRONMENTAL PROTECTION REQUIREMENTS . . . . . . . . . . . . . . . . . . 18
K/122124/LEASE.JN15/W29/06/1p;58 am 111 fj)f)i Z"
ARTICLE 43.
ARCHAEOLOGICAL CULTURAL AND HISTORIC RESOURCES PROTECTION
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
ARTICLE 44.
SALE OF PREMISES BY LESSOR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
ARTICLE 45.
HAZARDOUS MATERIALS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
ARTICLE, 46.
GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
K./12212 VLEASE JMS/S/29/06/10 59 am iv
EXHIBIT "A"
1</125124/LL'ASE.]MS/8lS9/06/10.58 am EXHIBIT LLA»
EXHIBIT "B"
• K/127,124/1,IiASFJMS/8/19/06/10.58am EXHIBIT "B"
I
IC/122124LIyASEZMS/8l29/06/1056 nm EXHIBIT `LB"