HomeMy WebLinkAboutDELHI CENTER (21)INSURANCE NOT REQUIRED
WORK MAY PROCEED
CLERK OF COUNCIL
A-2022-239
DATE: JAN 0 5 2022
LEASE AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THE
DELHICENTER
THIS LEASE AGREEMENT (the "Lease") is made and entered into by The Delhi Center,
f maria AV) a California nonprofit benefit corporation ("Lessor" or "Delhi"), and the City of Santa Ana, a
charter city and municipal corporation organized and existing under the Constitution and laws of
the State of California ("Tenant" or "City") (collectively referred to as the "Parties"), under the
following terms and conditions:
RECITALS
A. The Parties entered into a Ground Lease Agreement ("Ground Lease") dated
September 5, 2000, as amended, by which the City leased real property to the
Delhi Center for construction of a Community Center to be operated by Delhi for
the duration of the Ground Lease. This facility is known as The Delhi Center.
B. The Ground Lease remains in effect through September 5, 2040, subject to further
extension through 2050.
C. The Parties intend to enter an agreement wherein the Lessor would agree to lease
approximately 2,465 square feet of space at the Delhi Center to the City of Santa
Ana for purposes of providing public library services.
1. Description of the Leased Premises. Delhi hereby leases to City the premises at the
Delhi Center encompassing rooms 101, 102, and 103 for a total of approximately 2,465 square
feet, plus the immediately adjacent exterior space for an outdoor patio, all as referred to herein as
the "Premises" and shown on Exhibit A (the "Property").
2. Term, Occupancy, Termination.
(a) Term. The term of this Lease shall be ten (10) years, commencing with the
City taking possession on March 1, 2023 (the "Commencement Date") with the option for up to
two (2) five-year renewals, exercisable by mutual agreement of the Parties and in writing by the
City Manager and the City Attorney, unless earlier terminated as provided herein.
(b) Occupancy. City may, upon execution of this Lease by Delhi and City,
occupy the Premises on the Commencement Date subject to all terms and conditions of this Lease.
Upon delivery of first montWs rent, Delhi shall deliver the keys and possession of the Premises to
City.
(c) Termination. This Lease may be terminated by the City upon ninety (90)
days written notice of termination. At the termination of this Lease, City shall surrender the
Premises to Delhi in the condition required by this Lease.
3. Rent. The initial rent for the first twelve (12) months of this Lease including a pro-
rate share of common area maintenance ("CAM"), as described below in Section 6, shall be a
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monthly rent of Three Thousand, Five Hundred Fifty Dollars and Zero Cents ($3,550.00). City
shall, commencing on the Commencement Date and continuing thereafter on the first (Ist) day of
each and every month during the term of this Lease, pay to Delhi in advance, such minimum
monthly rent, without setoff, deduction or demand. Every year after the initial year, on the
anniversary of the Commencement Date, the rent payable by City shall be increased by 3% each
year.
Year
Base Rent
I
March 1, 2023 — February 29, 2024
$3,550
2
March 1, 2024— February 28, 2025
$3,657
3
March 1, 2025 — February 28, 2026
$3,766
4
March 1, 2026— February 28, 2027
$3,879
5
March 1, 2027 — February 29, 2028
$3,996
6
March 1, 2028 — February 28, 2029
$4,116
7
March I, 2029 — February 28, 2030
$4,239
8
March 1, 2030 — February 28,2031
$4,366
9
March 1, 2031— February 29, 2032
$4,497
10
March 1, 2032 — February 28, 2033
$4,632
4. Place of Payment of Rent. Rent and all other sums which shall become due under
this Lease, including but not limited to late charges and additional rent, shall be payable by hand
delivery or mail at the office of the Delhi located at 505 E Central Ave, Santa Ana, CA 92707, or
at such other place as Delhi may designate from time to time in writing. Parties may agree to
change to electronic payment, subject to City's accounting procedures.
5. Condition of, and Improvements to. Premises.
(a) Improvements.
(i) Delhi shall have the obligation to clear out rooms of furniture and
non -fixed items that are located within the Premises to another location prior to the
Commencement Date of this Lease.
(ii) Under this Lease, City, at City's expense, shall have the right to
improve the Premises and/or the exterior of the building housing the subject Premises (the
"Building") such that it is appropriate for use as a modern public library space. Any improvements
shall be made only in accordance with applicable federal, state, or local codes, ordinances, or
regulations, having due regard to the type of construction of the Building. Such improvements, if
removable, shall remain the property of City at the termination of this Lease. City is not required
to return the Premises to a pre -Lease state upon termination of the Lease. In consideration of this
provision, City shall pay to Delhi a one-time, non-refundable sum equal to the monthly rent at the
time of the termination. City shall share plans of design and improvements with Delhi for
coordination purposes so as not to hinder Delhi's operations, however, Delhi's permission shall
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not be required for such improvements. A non -exhaustive list of possible City improvements is
attached as Exhibit B. The City shall inform Delhi of any additional improvements that materially
change the original concept.
(b) Condition Upon Surrender. Upon termination of this Lease, City shall
surrender the Premises as improved to Delhi in good condition and repair, ordinary wear and tear
and damage by fire, storm, lightning, earthquake, act of God or other casualty excepted.
6. Use. The Premises shall be used in a manner consistent with that of a modern
public library, exclusively. The library will not be open Saturdays after 2:00 p.m., Sundays, and
holidays. City shall not use any portion of the Premises for purposes other than those specified
without first obtaining the written consent of Delhi, which consent shall not be unreasonably
withheld. City shall not do, bring, or keep anything in, on, or about the Premises which will in
any way increase the premium rate or cause the cancellation of any fire or other insurance upon
the Premises, the building in which the Premises are located, or any of its contents. City shall have
the non-exclusive right to use the parking area and driveways, sidewalks, hallways, restrooms (to
the extent not entirely contained in the Premises), common area pathways to and from the parking
area and Premises in common with the other tenants or users of the Building as well as the main
lobby and central hallway. City agrees to a proportional share of the common area maintenance
amounting to 398 square feet, such CAM fees are included in the Rent described in Section 3,
above.
7. Compliance with Laws/Hazardous Materials. City, at City's expense, shall comply
with and cause all of City's agents to comply with all applicable laws, ordinances, rules and
regulations of governmental authorities applicable to the Premises or the use or occupancy thereof,
including, without limitation, the law commonly known as the Americans With Disabilities Act
and California Code of Regulations Title 8, Sections 3281 through 3299 (collectively, "Laws").
Further, City, at City's expense, shall ensure that any activities conducted in, on, from, or about
the Premises shall comply with all applicable laws, ordinances, rules and regulations of
governmental authorities.
8. Waste; Nuisance; Quiet Enjoyment: Rules and Regulations. City shall not suffer
or commit any waste or nuisance on the Premises, nor shall City interfere with or obstruct the
rights of or disturb the quiet enjoyment of any other tenant or occupant of the Building or injure
or annoy them. City will comply, and cause its employees, patrons, and agents to comply, with
all rules and regulations adopted by Delhi in connection with the use of the Premises, the parking
areas, and common areas, which rules and regulations may be adopted or amended by Delhi at any
time so long as such rules and regulations are provided to City in writing and within a reasonable
time after promulgation by Delhi. City shall provide security services within its leased premises.
9. Renair and Maintenance.
(a) Except as noted under Section 9(b), below, Delhi shall repair and maintain
the roof, structural foundations, and exterior walls of the Building as well as all interior portions
of the Building that are not within the Premises.
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(b) City shall, at City's sole cost and expense, maintain the Premises, including
the indoor and outdoor routine maintenance and repairs of the Premises and surrounding area, in
good condition and repair. Said maintenance shall include, the interior of the Premises, exterior
doors and windows, all fixtures and equipment, including without limitation, plate glass, lighting
fixtures, and plumbing fixtures. Delhi shall maintain the heating and air conditioning system in
good working order at Delhi's sole expense and cost.
10. Janitorial. All cleaning and janitorial services for the Premises shall be provided,
at City's sole cost and expense, exclusively by or through City or City's janitorial contractors in
accordance with the provisions of this Lease. City shall notify Delhi of the company, person or
persons providing this service. Janitor service shall include ordinary cleaning and occur
regularly. Scheduling and access will be coordinated by both parties.
It. Utilities. City shall pay City's portion of utilities, including gas service, trash,
electrical service, water, real estate taxes and all connection charges furnished to or used by City
upon the Premises. The Parties agree that City's share shall be 1136% of the utilities. Delhi will
invoice City once a month with a copy of the utility bills, and City will submit payment to Delhi
within 60 days of receipt, subject to City accounting procedures. City shall provide itself or
contract directly with the following utilities/service providers and pay for such services directly:
janitorial, security, cable service, telephone services, broadband internet services, and all
connection charges. City shall deposit all trash only in designated areas.
12. Rules. City shall before and during the Term faithfully observe and comply with,
and shall cause all occupants of the Premises to observe and comply with, the rules and regulations,
if any, attached to this Lease as Exhibit C and all reasonable modifications thereof and additions
thereto from time to time put into effect by Delhi (the "Rules and Regulations").
13. Entry Della. Except for emergencies such as fire, water intrusion and the like,
which may be at any time, Delhi and its agents shall have the right to enter the Premises during
normal hours of operation to inspect and examine the same and to make mutually agreed upon
repairs to the Premises.
14. Hold Harmless. Delhi shall assume no liability for any use of the Premises by the City.
Except from Delhi's negligence, City shall waive, release and hold harmless Delhi, its employees, and
agents from all claims against Delhi, including but not limited to claims for death, injuries, exposure to
COVID-19, or other illness, or damage to property sustained by City, its agents, employees, contractors,
and invitees in, upon, or about said Premises, or for any action or liability of injury arising out of the use
of the Premises by City, due to any act or omission by the City, its employees, agents, invitees, and
contractors, including failure of Tenant to keep the Premises in good condition and repair as provided in
this Lease. City shall adhere to all CDC guidelines to help minimize the spread of COVID-19 or other
illness.
15. Insurance. Throughout the Term or any renewal period, City shall maintain
insurance as described below:
(a) Combined Single Limit Bodily Injury and Property Damage Insurance.
Policy naming Delhi as an additional insured with the City against any liability arising out of the
improvements, use, occupancy, or maintenance of the Premises in the conduct of the City's
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programs. Such insurance shall be a Combined Single Limit policy in the amount not less than
Two Million Dollars ($2,000,000). The limits of such insurance shall not, however, limit the
liability of the City.
(b) Workers' Compensation Insurance. For all employees working on the
Premises and shall furnish Delhi with a Certificate of Insurance indicating the extent of coverage.
16. Destruction of Premises.
(a) Destruction Due to Risk Covered by Insurance. If, during the term of this
Lease, including any renewal term, the Premises or the Building and other improvements in which
the Premises are located are totally or partially destroyed from a risk covered by insurance carried
by either City or Delhi for the Building, rendering the Premises totally or partially inaccessible or
unusable, the responsible party shall work with their respective insurance carrier(s) to restore the
Premises or the Building, and other improvements in which the Premises are located, to
substantially the same condition as they were immediately before destruction, if they can be
repaired within 120 days from date of destruction, such destruction shall not terminate this Lease.
In the event that damage was caused due to the actions of both parties, the shared damage would
be repaired or replaced through a cooperative action by both parties and their respective insurance
carriers. However, if such destruction cannot be repaired within 120 days from date of destruction,
City shall have the right to terminate this Lease upon 30 days written notice. If the existing laws
do not permit the restoration, either party can terminate this Lease immediately by giving notice
to the other party.
(b) Abatement or Reduction of Rent. In case of destruction where Delhi is at
fault, there shall be an abatement or reduction of rent between the date of destruction and the date
of substantial completion of restoration based on the extent to which the destruction interferes with
City's use of the Premises. In the event that a governmental authority with jurisdiction over the
Premises recognizes a pandemic and issues an order requiring businesses to be closed, rent shall
not be abated.
17. Default.
(a) Default by City. The occurrence of any of the following shall constitute a
default by City:
(i) City shall fail to pay when due any rent or any other monetary sum
payable under this Lease.
(ii) City shall fail to observe, keep or perform any of the other terms,
covenants, agreements or conditions contained in this Lease and such default continues for a period
of thirty (30) days after written notice by Delhi specifying the nature of the default with reasonable
particularity, unless the nature of the default is such that more than thirty (30) days is required to
cure it and City commences to cure it within such thirty (30)-day period and thereafter diligently
pursues it to completion.
(iii) City shall become bankrupt or insolvent or make a transfer in fraud
of creditors, or make an assignment for the benefit of creditors, or take or have taken against City
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any proceedings of any kind under any provision of the Federal Bankruptcy Act or under any other
insolvency, bankruptcy or reorganization act and, in the event any such proceedings are
involuntary, City is not discharged from the same within thirty (30) days thereafter.
(iv) A receiver is appointed for a substantial part of the assets of City,
and such receivership is not released within thirty (30) days.
(v) The abandonment of the Premises by City, or the vacation (hereby
defined to be thirty (30) or more consecutive days of continual absence from the Premises) of the
Premises by City.
Notices given under this section shall be in writing and specify the alleged default
and the applicable Lease provisions, and shall demand that City perform the provisions of this
Lease or pay the rent that is in arrears, as the case may be, within the applicable period of time, or
quit the Premises.
(b) Delhi's Remedies. if any default by City shall occur, and following notice
of default as required by this Lease (for the period applicable to the default under the applicable
provision of this Lease), Delhi shall have the following remedies in addition to all other rights and
remedies provided by law or equity, to which Delhi may resort cumulatively or in the alternative.
(i) Delhi shall have the immediate option to terminate this Lease and
all rights of City hereunder by giving written notice of such intention to terminate.
(ii) No reentry or taking possession of the Premises by Delhi pursuant
to this section shall be construed as an election to terminate this Lease.
(c) Default by Delhi. The occurrence of any of the following shall constitute a
default by Delhi:
(i) Delhi shall fail to observe, keep or perform any of the other terms,
covenants, agreements or conditions contained in this Lease and such default continues for a period
of thirty (30) days after written notice by City specifying the nature of the default with reasonable
particularity, unless the nature of the default is such that more than thirty (30) days is required to
cure it and Delhi commences to cure it within such thirty (30)-day period and thereafter diligently
pursues it to completion.
(ii) Delhi shall become bankrupt or insolvent or make a transfer in fraud
of creditors, or make an assignment for the benefit of creditors, or take or have taken against Delhi
any proceedings of any kind under any provision of the Federal Bankruptcy Act or under any other
insolvency, bankruptcy or reorganization act and, in the event any such proceedings are
involuntary, Delhi is not discharged from the same within thirty (30) days thereafter.
(iii) A receiver is appointed for a substantial part of the assets of Delhi,
and such receivership is not released within thirty (30) days.
Notices given under this section shall be in writing and specify the alleged default and the
applicable Lease provisions.
Page 6 of 9
(d) City's Remedies. If any default by Delhi shall occur, and following notice
of default as required by this Lease (for the period applicable to the default under the applicable
provision of this Lease), City, in addition to all other rights and remedies provided by law or equity,
to which City may resort cumulatively or in the alternative, shall have the immediate option to
terminate this Lease and all rights of Delhi hereunder by giving written notice of such intention to
terminate.
19. Assignment and Subletting. City shall not either voluntarily or by operation of law,
assign, transfer, mortgage, pledge, hypothecate or encumber this Lease or any interest therein, and
shall not sublet the said Premises or any part thereof, or any right or privilege appurtenant thereto,
or allow any other person (the employees, agents, servants, and invitees of City excepted) to
occupy or use the said Premises, or any portion thereof, without first obtaining the written consent
of Delhi which shall not be unreasonably withheld.
19. Signs. Delhi agrees that City may provide signs on the Building, and throughout
the Premises, provided, at termination of its occupancy, City shall remove such signage.
20. Parking. City shall have the nonexclusive use of the parking area controlled by
Delhi at and around the Premises; provided; however, that no invitee may park in an area
designated, identified, and/or reserved for parking by any other tenant or tenants, if any. It is
expressly understood and agreed that City's right to the use of said parking area shall be non-
exclusive and subject to the Rules and Regulations, and that Delhi reserves the right to establish
and enforce other rules with respect to the use thereof, and City agrees to abide by and conform to
the same, as revised from time -to -time.
21. Attorneys' Fees. If either party commences an action against the other party arising
out of or in connection with this Lease, the prevailing party shall be entitled to have and recover
from the losing party reasonable attorney's fees and costs of suit.
22. Notices. Any notice required or permitted to be given hereunder may be given by
personal delivery or by United States certified mail, postage prepaid, addressed to City at the
Premises and to Delhi at 505 E Central Ave, Santa Ana, CA 92707, or at such other address as the
Delhi shall designate in writing.
23. Waiver. Each and every waiver of any covenant, representation, warranty or any
other provision hereof must be in writing and signed by each party whose interests are adversely
affected by such waiver. No waiver granted in any one instance shall be construed as a continuing
waiver applicable in any other instance.
24. Time is of the Essence. Time is of the essence of this Lease as to the performance
of all terms, covenants, and conditions stated herein.
25. Successors and Assigns. Except as otherwise provided herein, all of the terms and
conditions hereof shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns.
26. Titles and Definitions. The titles of paragraphs herein are for identification only.
They shall not be considered to be a part of this Lease and shall have no effect upon the
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A-2022-239
construction or interpretation thereof. The terms "Delhi" and "City" as used in this Lease shall
include both singular, plural, masculine, feminine, and neuter as the context shall require.
27. Entire Agreement. This Lease contains the entire agreement of the Parties and
supersedes all prior negotiations, drafts, and other understandings which the parties may have
concerning the subject matter hereof. This Lease may not be modified except by written
instrument duly executed by the parties hereto or their successors in interest.
28. Choice of Laws; Interpretation. This Lease has been executed and delivered in the
State of California and the validity, interpretation, performance, and enforcement of any of the
clauses of this Lease shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
proceeding that may be brought or arise out of, in connection with or by reason of this Lease. The
provisions of this Lease shall be construed in accordance with the fair meaning of the language
used and shall not be strictly construed against either party.
29. Authori . Each undersigned represents and warrants that its signature herein
below has the power, authority and right to bind their respective Parties to each of the terms of this
Lease, and shall indemnify City fully, including reasonable costs and attorney's fees, for any
injuries or damages to City in the event that such authority or power is not, in fact, held by the
signatory or is withdrawn.
IN WITNESS WHEREOF, Delhi and City have executed this Lease on the day and year
set forth below.
Dated: 14 I �2Z
Dated: 46
LESSOR: THE DELHI
CEO
TENANT: CITY OF SANTA ANA
Kristine Ridge
City Manager
[signatures continued on nextpage]
Page 8 of 9
ATTEST:
Clerk of the Council
APPROVED AS TO FORM
SONIA R. CARVALHO
City Attorney
By:
randon Salvatierra
Deputy City Attorney
RECOMMENDED FOR APPROVAL
Brian Sternberg
Executive Director
Library Services D
Page 9 of 9
EXHIBIT A
EXHIBIT A
Delhi Center Plot Plan
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TOTAL J„757
EXHIBIT B
EXHIBIT B
Delhi Community Center Library Possible Improvements:
• Interior Library space —glass storefront -style entrance with marque signage overhead
o Include interior and exterior displays (digital and display cases)
• Reconfigure interior floorplan so conducive to public library space
• Book Collection
o Utilize mobile double -face shelving units for collection (72'Wx24" Dx52"H)
o Collection
■ 20% YA
■ 50% Youth
■ 30%Adult
• Laptop Kiosks for public computer desktops
o No public desktop computers
• Signage Plan Needed
o Marque Library Exterior and Interior signage
o Monument Sign @ entrance to parking lot (not internally lighted)
• Book drop in parking lot as part of traffic flow
• Public Printer/Copier/Scanner area — only one multi -use machine with computer screen
• Furniture Plan Needed
o Indoor furniture (flexible)
o Outdoor reading/laptop use seating areas (secured)
o Circ/Reference Mobile Desk (6-ft desk)
o Inside Reader Tables
• Staff
0 1Office
o Circ/Reference Desk Service Point
• Lighting Plan Needed (Interior and Exterior Patio)
• Electrical Plan Needed (Interior and Exterior Patio)
• Potential new exterior patio access through Library space
• Small decorative patio fence
• Shade Structure for Patio
• Exterior Patio playground equipment — interactive, learn through playing
• Outdoor area combination of soft-scape and hard-scape;drought tolerant landscaping
• Children's programming seating (30 people)
• Mobile book shelving/carts to the outdoor patio
Infrastructure:
• Internal/Exterior Patio Wifi Access Points - for Delhi and Library patrons
• Network connectivity via IT (City private network)
EXHIBIT C
EXHIBIT C
DELHI CENTER RULES AND REGULATIONS
RULES AND REGULATIONS
The following Rules and Regulations shall be in effect at the Premises. Delhi reserves the right to
adopt reasonable modifications and additions hereto. In the case of any conflict between these Rules
and Regulations and the Lease, the Lease shall be controlling.
1. The City employees, agents, guests, and invitees shall comply with all applicable laws and
government rules and regulations.
2. No live animals are to be brought onto the Center without the prior written authorization of Delhi,
except for service animals.
3. The Center is a non-smoking facility. No smoking, including vaping, is permitted inside the
facility or in its courtyard at any time. Designated smoking areas are located outside at least 100
feet away from the front door of the Center.
4. Illegal drugs are not permitted in or on the Center's property, including parking areas.
5. Upon substantial completion of the improvements, tentatively January 2024, the Library shall not
be open to the public Saturdays after 2:00 pm, Sundays and legal holidays. Special events and
functions will be coordinated by Parties.
6. Parties shall meet regularly to coordinate improvements, transitions, programming, and events.
Meetings will occur more frequently during improvements and six months after commencement of
public operations. Frequency, dates, and times are to be agreed upon at the initial meeting after the
execution of the lease and shall not exceed one regularly scheduled meeting per month, or as
necessary.
7. City will receive one annual rental of the Delhi ballroom space free of charge during regular Delhi
hours, and based on availability with thirty (30) days written notice.
8. City will have access to the Premises (as identified in Exhibit A) and common areas. Minors in
fifth (5th) grade or below must be accompanied by a parent, guardian, or family member in ninth
(9th) grade or above.
9. City shall not allow the number of employees, agents, guests, and invitees to exceed the maximum
number allowed for such Area as set forth by the number permitted under government regulations.
10. Parking is only allowed in designated areas. The Center driveway is to be used for loading and
unloading only.
11. The lobby, hallways and courtyard shall not be obstructed by the City or used by it for any
purpose other than for ingress to and egress from their respective Premises. City will request in
writing approval to place objects in common areas.
12. The City will abide by all rules set forth by waste collection provider, Republic Services when
disposing of waste. City will be responsible for reimbursing Delhi for penalty charges assessed by
waste collection provider for overflowing trash bins, or other violation when caused by City.
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EXHIBIT C
DELHI CENTER RULES AND REGULATIONS
13. City, shall deliver to Delhi a set of keys for the Premises to be used for emergency purposes.
Delhi shall deliver to the City a key for the Premise and restrooms. Upon the termination of its
tenancy, parties shall return keys that have been furnished.
14. City shall see that the windows and doors of the Premises are closed and securely locked before
leaving the Premises and City shall exercise care that all utilities are shut off before City or City
employees leave the Premise, and that all other items are shut off, so as to prevent waste or
damage.
15. City shall not erect any aerial or antenna on the roof or exterior walls of the Premises, the
Building, or the Premises, without prior consent.
16. Delhi reserves the right to make such other and further rules and regulations as in its reasonable
judgment may be for the safety, care and cleanliness of the Premises and for the preservation of
good order therein. Such additional Rules and Regulations shall be noticed 45 days in advance of
implementation and mutually agreed upon by both parties. City agrees to abide by these Rules
and Regulations herein above stated and any additional rules and regulations which are adopted
hereafter.
11/10/2022