HomeMy WebLinkAbout8/13/2003 - STAFF REPORTS (12) DATE: AUGUST 13, 2003
TO: CITY COUNCIL
FROM: DIRECTOR OF COMMUNITY & ECONOMIC DEVELOPMENT
APPROVAL OF LEASE AGREEMENT WITH THE FRANK CULVER NICHOLS REVOCABLE
TRUST FOR THE USE OF APPROXIMATELY 2.3 ACRES OF PROPERTY ADJACENT TO THE
PALM SPRINGS VISITOR CENTER FOR PARKING,A LANDSCAPED INTERPRETATIVE AREA,
AND THE LOCATION OF THE PALM SPRINGS GATEWAY SIGN
RECOMMENDATION:
It is recommended that the Agency approve the Lease Agreement for the use of 2.3 acres
of land adjacent to the Palm Springs Visitor Center with the Frank Culver Nichols
Revocable Trust for five years commencing July 1, 2003 for a Visitor Center parking and
related uses.
SUMMARY:
This Lease Agreement with the Nichols Trust allows the City to use up to 2.3 acres of
property adjacent to the new Visitor Center for a variety of uses at no cost to the City. The
parking lot for the visitor center will be located on the parcel, as well as the City's entry sign
which is currently on an (expired) Grant of Right of Way with the Nichols family.
Additionally, the area between the Center and the sign shall be minimally landscaped as
a sort of desert interpretive area.
The Agreement allows Nichols to continue to negotiate with developers interested in
acquiring all or part of the 36 acre site, with a provision in the lease that both parities (City
and Developer)will negotiate to relocate the City's parking if necessary. The City also has
the right to purchase the site at fair market value; in addition, there could be an offset to
the purchase price based on the introduction of sewer service into the site. Know that the
terms of the lease are fluid, the City will onstruct its parking to "temporary" standards.
J HN S RAYMO
D ec of Comm ni and Economic Development
APPROVED.
City Manager
ATTACHMENTS:
1. Minute Order
2. Lease Agreement
RECORDING REQUESTED BY )
AND WHEN RECORDED, MAIL TO: )
CITY CLERK )
City of Palm Springs )
P.O. Box 2743 )
Palm Springs, CA 92263 )
(Space Above This Line for Recorder's Office Use Only)
(Exempt from Recording Fee per Gov Code§6103)
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Lease") is made and entered into this day of
, 2003, by and between the CITY OF PALM SPRINGS, a municipal corporation
("City"), and STEPHEN C. NICHOLS, TRUSTEE OF THE FRANK CULVER NICHOLS
REVOCABLE TRUST ("Nichols").
RECITALS
WHEREAS, Nichols is the owner of that real property ("Nichols Site") which is
specifically identified on the "Map of the Nichols Site" attached hereto as "Exhibit A," and
incorporated herein by this reference, in the City of Palm Springs, California, upon which
Nichols intends to develop restaurants, commercial and other uses in the future; and
WHEREAS, the Nichols Site includes a parcel referred to herein as the Property which
is to be leased by City pursuant to this Lease for parking, which is shown on the "Map of Leased
Property," attached hereto as Exhibit B and incorporated herein by this reference; and
WHEREAS the Nichols Site is adjacent to property upon which the City is preparing to
open its new Visitor Center which property is referred to herein as the Visitor Center Parcel and
is shown on the "Map of the Visitor Center Property" attached hereto as "Exhibit C" and
incorporated herein by this reference; and
WHEREAS, Nichols many years ago, without cost to City, granted the City by license a
right to place the City's existing gateway entry sign on a portion of the Nichols Site, which
"Right of Way Agreement" is attached as Exhibit "D," and which is incorporated herein by this
reference, which grant the parties intend to supercede with this Lease; and
WHEREAS, City desires to lease the Property for the construction of a parking lot
("Parking Improvements"), landscaped pathways ("Pathways"), and entry landscaping, water and
signage improvements ("Entry Improvements"), all of which improvements shall be referred to
herein as the "Facilities" and which shall be developed in conjunction with the City's Visitor
Center Project; and
WHEREAS, it is the intent of the parties that the Visitor Center and the ultimate
development of the Nichols Site represent an integrated, harmonious project, and that the
1003/002/24075 v8 (0�
boundaries of the Property be altered to accommodate such development, and that reciprocal
ingress, egress and parking covenants may be utilized to integrate the development;
WHEREAS, Nichols has agreed to lease the Property to the City pursuant to the terns
set forth herein.
AGREEMENT
NOW, THEREFORE, the parties incorporate the Recitals as set forth herein and agree
as follows:
1. Term. The initial tern of this Lease is five (5) years, commencing July 1, 2003,
and ending on June 30, 2008, unless sooner terminated as provided in Paragraph 12, below.
The parties agree to negotiate in good faith regarding extensions to the Term, if desired.
2. Right to Enter Nichols Site/Construction License. Subject to the terms of this
Lease, City and its employees, consultants, contractors, representatives, and agents, may, during
the period of July 1, 2003 through February 1, 2004, enter the Nichols Site as necessary to
construct the Facilities. Nichols shall agree to any reasonable extension of this right to enter and
construct license which is necessary for the City to complete the construction of the Facilities.
3. Gateway Sign. Approximately thirty (30) years ago, Sallie and Culver Nichols
granted the City that certain "Right of Way" attached as Exhibit D, relating to that area of the
Nichols Site upon which the gateway sign rests. It is the parties' intention that this Lease
includes the area subject to such Right of Way which will be incorporated in the Property. The
City is pursuing a new design of the entry to the Visitor Center through its Public Arts
Commission, which new entry may include landscaping, signage, a water element and
landscaping. The area between the gateway sign and the Visitor Center will be minimally
developed as a series of landscaped pathways. This Lease will supercede and replace the Right
of Way Agreement, and upon execution and recordation of this Lease City promptly shall record
an instrument vacating all of its right, title and interest in said Right of Way.
4. Consideration. This Lease is entered into for good and valuable consideration
which shall be deemed to be the enhanced value to the Nichols Site, which is likely to result
from the City's development of the Visitor Center.
5. Compliance with Laws. City shall, at its sole cost and expense, comply with all
of the requirements of all municipal, state and federal authorities now in force, or which may
hereafter be in force pertaining to the use of the Property; and shall faithfully observe in said use
all municipal ordinances, including, but not limited to, the general plan and zoning ordinances,
state and federal statues, or other governmental regulations now in force, or which shall
hereinafter be in force.
6. Purchase Option. At any time during the term of this Lease and any extension
thereof, City shall have the option to purchase the fee title interest in the Property at the then-
current fair market value of the Property. Fair market value shall be determined by an appraisal
performed by City, provided that if Nichols disagrees with such appraisal, Nichols may have its
own appraisal performed, and further provided that if the parties cannot agree on(OA
tthe price, the
1003/002/24075 v8 2 S
appraisers may appoint a third appraiser and the price shall be the average of the difference
between third appraisal and the appraisal closest to it. The third appraisal shall be paid for by the
party whose appraisal is furthest away, and each party shall pay for its own appraisal. Should the
City or the Redevelopment Agency of the City of Palm Springs extend the now existing sewer
lines adjacent to the Property prior to the City's election to exercise this option to purchase the
Property, City shall be entitled to an offset from the purchase price in the amount of one-half the
costs incurred to extend said sewer lines onto the Property from their now existing location
(approximately 1,000 feet away from the Property), as such cost shall be escalated by the
consumer price index.
7. Indemnification of Nichols. City hereby waives all claims against Nichols for
damage to equipment or other personal property, in, upon, or about the Property and for injuries
to persons in or about the Property, from any cause relating to City's use of the Property or the
Visitor Center. City agrees to indemnify and defend (with counsel reasonably acceptable to
Nichols) Nichols, its officers, agents, and employees against, and shall hold and save them and
each of them harmless from any and all actions, suits, claims, damages to persons or property,
losses, costs, penalties, obligations, errors, omissions, or liabilities (herein "claims or liabilities")
that may be asserted or claimed by any persons, finn, or entity arising out of or in connection
with the negligent performance of the work, operations, or activities of City, its agents,
employees, subcontractors, or invitees, provided for herein, or arising from the use of the
Property, or arising from the failure of City to keep the Property in good condition and repair, or
arising from the negligent acts or omissions of City or its agents, employees, subcontractors, or
invites hereunder, or arising from City's negligent performance of or failure to perform any tern
of this Lease.
8. Indemnification of City. Nichols hereby waives all claims against City for
damage to equipment or other personal property, in, upon, or about the Property and for injuries
to persons in or about the Property, from any cause relating to the activities and use of the
Nichols Site by Nichols, its officers, agents, employees and invitees. Nichols agrees to
indemnify City, its officers, agents, and employees against, and shall hold and save them mid
each of them harmless from any and all claims or liabilities that may be asserted or claimed by
any persons, firm, or entity arising out of or in connection with the negligent acts or omissions of
Nichols, its agents, employees, subcontractors, or invitees, provided for herein, or arising from
the use of the Nichols Site, or arising from the failure of Nichols to keep the Nichols Site in good
condition and repair, or arising from Nichols' negligent performance of or failure to perform any
teen of this Lease.
9. Liability Insurance Coverage. City, at its sole expense, shall obtain prior to
entering onto the Property and/or commencing any activity described in this Lease, and shall
maintain or cause to be maintained during the entire term of this Lease, the following policies of
insurance.
A. Comprehensive general liability insurance, including, but not limited to,
owned and non-owned vehicle liability, personal injury, blanket contractual, broad form property
damage, and product/completed operations liability coverage shall be on a per occurrence basis
and shall have limits of not less than $1,000,000.00 (one million dollars) combined single limit
per occurrence for bodily injury, personal injury and property damage liability.
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B. City and all persons perfonning work for, or on behalf of City, including,
but not limited to, their contractors or subcontractors, shall, at City's or their own cost and
expense, procure and maintain during the performance of the said work, a policy of worker's
compensation insurance and employer's liability insurance in such amount as to willfully comply
with the laws of the State of California.
C. All of the above policies of insurance shall name Nichols, its officers,
employees, and agents as additional insureds. In the event any of said policies of insurance are
canceled, City shall, prior to the cancellation date, submit new evidence of insurance. Evidence
of City's self-insurance shall be sufficient to meet City's insurance obligations.
10. Aerial Tramway. The parties agree that, should the Palm Springs Aerial
Tramway ("Tram") proceed with the construction of a multi-modal facility adjacent to the
Facilities anticipated in this Lease during the tern of this Lease, that the parties will cooperate in
drafting and executing a joint use agreement with the Tram relating to said multi-modal facility.
11. Master Plan.
Nichols intends to develop the Nichols Site for a range of uses permitted under the
General Plan but does not currently have a development plan (herein the "Master Plan"). The
City does not want the precise boundaries of the Property and the Facilities, as established
herein, to decrease the flexibility of Nichols to develop the Nichols Site. Accordingly the parties
agree to meet and negotiate in good faith to make changes in the boundaries of the Property
subject to lease and purchase hereunder, and in the Facilities constructed thereon, if necessary to
accommodate the Nichols development. The parties recognize the need to be flexible and
cooperative to accomplish their respective goals. This agreement to permit the modification of
boundaries and facilities is subject to the following:
A. Nichols will meet and confer with City concerning the development plan
and shall consider City's comments. The development plan will include the site plan which may
show architectural elevations, driveways and parking, planters and landscaping, sidewalks and
other improvements.
B. To the extent the Property is reduced in area, or the City's parking or other
improvements are removed pursuant to the development plan, the development plan shall make
provision, on terms mutually acceptable to the parties, for parking, gateway signage and related
improvements sufficient to meet the needs of the Visitor Center and the Nichols development.
C. The parties, to the extent practicable, may develop the parking area for
joint use, and, in such event, shall record (as may be necessary) reciprocal joint use ingress,
egress, parking and maintenance covenants providing for the joint use of the driveway and
parking areas.
12. Termination. Nichols may elect to terminate this Lease, by notice delivered to City
at least ninety (90) days prior to such termination, provided that Nichols shall provide a
development plan which shall make provision, on terns mutually acceptable to the parties, for
parking and other related improvements sufficient to meet the needs of the Visitor Center and the
Nichols development.
1003/002/24075 va 4WT :,
13. Sole Agreement. This Lease contains the entire understanding between the
parties as to the specific subject matter hereof.
14. Assignment. City may not assign this Lease, or any right under it, whether
voluntarily or by operation of law to any third party without the prior written consent of Nichols,
which consent may be withheld in Nichols' sole and absolute discretion.
15. Notices. Airy notice to either the parties hereto required or desired under the
provisions and conditions of this instrument shall be given in writing by certified mail, registered
mail, or by personal delivery addressed to the party for whom it is intended at the following
addresses:
To City: City of Patin Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: Redevelopment Director
With a copy to: Aleshire & Wynder, LLP
18881 Von Kannan Avenue, Suite 400
Irvine, California 92612
Attn: David J. Aleshire
To Nichols: F.C. Nichols Trust
879 N. Palm Canyon Dr.
Palm Springs, CA 92262
Attn: Steve Nichols
16. Severability. hi the event that any provision of this Lease shall be held to be
invalid, the same shall not affect, in any respect whatsoever, the validity of the remainder of this
Lease.
17. Run With the Land. The covenants contained in this Lease shall nm with the
land and shall be binding on successors and assigns of the parties.
18. Choice of Law. This Lease shall be governed and construed in accordance with
the laws of the State of California.
19. Corporate Authority. The persons executing this Lease on behalf of the parties
hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Lease on behalf of said party, (iii) by so executing this Lease, such party
is formally bound to the provisions of this Lease, and (iv) the entering into this Lease does not
violate any provision of any other Lease to which said party is bound.
1003/002/24075 v8 5
IN WITNESS WHEREOF, the parties hereto have executed this instrument as of the day
and year first above written.
"CITY"
CITY OF PALM SPRINGS, a municipal corporation
By:
Mayor
ATTEST:
City Clerk
APPROVED AS TO FORM
ALESHIRE &WYNDER, LLP
City Attorney
"NICHOLS"
F.C. NICHOLS REVOCABLE TRUST
By:
Stephen C. Nichols, Trustee
1003/002/24075 v8 6
EXHIBIT "B"
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°, =' S'� CITY OF PALM SPRINGS DEDICATION OF
PUBLIC WORKS & ENGINEERING
RIGHT-OF-WAY
DEPARTMENT
LEGAL DESCRIPTION: DESIGN BY: SCALE: FILE NO.:
EASEMENT FOR PARKING AND JRM 1" = 100' R-03-034
LANDSCAPING OF CITY OF
PALM SPRINGS VISITORS CHECKED BY: W.O. p SHEET NO.:
CENTER 2 OF 2
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90 1F
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Will
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' After Recording FILE COPY ,
Return to;
City of Palm Springs
Box 1786
Palm Springs, Calif. 92262 �].�-
Attn: City Clerk I '
NO DOCUMENTARY STAMPS REQUIRED
GRANT OF RIGHT-OF-WAY
SALLIE S. NICHOLS . . . . . . . . . . . . . . . . . GRANTOR,
For a valuable consideration, receipt of which is hereby acknowledged, does
hereby grant to the City of Palm Springs, California, a Municipal Corporation,
Grantee, a Non-Exclusive Easement for park purposes to plant, trim, cultivate,
water and remove trees and other vegetation together-with the right to construct,
.r ,_ use, maintain, alter, repair, add to, replace and reconstruct structures and `
J underground utilities necessary and appurtenant to the construction of a water-
fall in, on, over, under, across and along that certain real property in the City
r of Palm Springs, County of Riverside, State of California, described',as follows:
That portion of the Northwest Quarter of Section 3,
i Township 4 South, Range 4 East, San Bernardino Base and
Meridian, described as follows: `
- Commencing at the Northwest corner of said Section 3;
thence North 89041'00" East, along the Northerly line of
said Section 3, a distance of 1245.86 feet to the most
Westerly corner of that certain parcel of land deeded to
the City of Palm Springs as described in a deed recorded
October 7, 1939 in Book 435, Page 253 of official records
of said County of Riverside; thence South 38034'00" East;
along the Southwesterly line of said 'City of Palm Springs
parcel, a distance of 173.33 feet to the True Point of
Beginning; thence South 51026'00" West, a distance of 50.00
feet; thence North 38034'00" West, a distance of B2.00 feet;
thence North 51026'00" East, a distance of 50.00 feet to
the Southwesterly line of said City of Palm Springs property;
thence South 38034'00" East, along said Southwesterly line,
a distance of 82.00 feet to the True Point of Beginning.
PROVIDED that this Easement shall not in any way limit or interfere with
the use of this property for access to adjoining property, as long as said
f access does not physically interfere with Grantees use of said Easement.
I
PROVIDED further that this Easement shall not operate to limit the use'of
adjoining land as to requirements of the City of Palm Springs regarding
setbacks, open space, shadow space nor any other land use limitations of said
City of*Palm Springs. In applying such requirements the City shall treat the
adjoining land in the same manner as if this Easement did not exist.
City of Palm Springs agrees that it will, upon written request of Grantor,
her successors or assigns, after a period,of 10 years from date of execution of
this document, proceed iwgs to vacate all of its right, title
N and interest in said Easement.
E OF, the Grantor executed this instrument, this day
IN WI NE"
of 7 C.e-c , 1971.
WITNESS SALLIE S. NICHOLS
I
STATE OF CALIFORNIA, ) ss,
County of Riverside )
ON THIS .5 A.—D � day of , A.D., 197/, before '
me, the undersigned, a Notary Public n and for said County and State,
residing therein, duly commissioned and sworn, personally appeared
,�Ju,,.,,Q� N7. h .ol known to me to be the person
whose name is subscribed to the within Instrument, as a Witness thereto,
who being by me duly sworn, deposes and says;
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That he resides in a c.aH_,�7.� and that
_,T he was present and saw Sw. .C ,.(..�1„�
known to hia to be the same person whose name
/S ' subscribed to the
(Seal) within and annexed Instrument, execute and deliver the .
same, and _he acknowledged to said affiant that
_he_ executed the same; and that said affiant '
subscribed hjs name thereto as, a Witness.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this '
certificate first above written.
Notary Publi n and for said County & State
' OFFICIAL SEAL
l MARY M. VOGT
�e NOTARY PUBLIC,CALIFORNIA
PRINCIPAL OFFICE IN
RIYERSmE COUNTY
My GommiLFion 6pi.as M.,.h],1972
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f _-- — /•..-%.�i,�// /� l..r .'-APPROVED:
PUBLIC %r RY.S DIRECTOR R.C_E.
,C ✓�.F: -',i°1T Fi-'l,b•' ./!?J...:' L'%,'.:'Y^�'��a: "� SCALE: FILE FFg_.___
r DESIGN 6Y:�-
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CHECKED M 01"'G. Nc: SNECI Nq
/�OF //�
MINUTE ORDER NO. -7 ,
OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS,
CALIFORNIA, APPROVING A LEASE AGREEMENT WITH THE
FRANK CULVER NICHOLS REVOCABLE TRUST FOR THE USE
OF 2.3 ACRES OF LAND ADJACENT TO THE OFFICIAL PALM
SPRINGS VISITOR CENTER AT 2901 NORTH PALM CANYON
DRIVE
I HEREBY CERTIFY that this Minute Order approving a Lease Agreement with the Frank Culver
Nichols Revocable Trust, for the use of 2.3 acres of land adjacent to the Official Palm Springs
Visitor Center at 2901 North Palm Canyon Drive, was adopted by the City Council of the City of
Palm Springs, California, in a meeting thereof held on the 13th day of August, 2003.
PATRICIA A. SANDERS
City Clerk