HomeMy WebLinkAboutCC Resolution 10938 (Sub-lease CitiBank Office Space)RESOLUTION NO. 10938
A RESOLUTION AUTHORIZING THE EXECUTION OF A
SUB -SUBLEASE OF OFFICE SPACE IN THE CITIBANK BUILDING,
1210 FIFTH AVENUE, SAN RAFAEL, CALIFORNIA
THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:
The CITY MANAGER is authorized to execute, on behalf of the City of
San Rafael, a Sub -Sublease with CitiBank for office space in the CitiBank
building located at 1210 Fifth Avenue, San Rafael, California and amend the
2001-2002 budget by $11,000.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify
that the foregoing resolution was duly and regularly introduced and adopted at a
regular meeting of the City Council of said City held on Monday, the 5th day of
November, 2001, by the following vote, to wit:
AYES: COUNCILMEMBERS: Cohen, Heller, Miller, Phillips & Mayor Boro
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
JEANNE M. LEONCINI, City Clerk
oRiGaNar 10A-�60
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SUB -SUBLEASE AGREEMENT
Tlds Sub -sublease Agreement ("Sub -sublease") is entered into as of October 19,
2001, by ;ind between OFFICE OF GEORGE GUND III, LLC ("Sub -sublessor") and CITY OF
SAN RAFJ�EL ("Sub -sublessee"). A Sublease Agreement ("Sublease") was entered into by
LENSER & ASSOCIATES ("Sublessor") and OFFICE OF GEORGE GUND III, LLC ("Sublessee")
on Octob:r 9, 2000. A Master Lease was entered into by CITIBANK F.S.B, A FEDERAL
SAVING FLANK (Lessor) and LENSER & ASSOCIATES (Lessee) on June 30, 1999.
Recitals
A. Sub -sublessor is currently a party (the Sublessee) to a Sublease dated as of
October'_), 2000, (a copy of which is attached as Exhibit A) and to the Master Lease dated
June 30, 1999 (a copy of which is attached as Exhibit B). The Lessor under the Master
Lease is referred to in this Sublease as "Lessor".
B. Under the terms and conditions contained in the Master Lease and the Sub -
sublease, Sub -sublessor leases from Sublessor and the Lessor, the premises located at 1210
Fifth Avonue, Second Floor Suite, San Rafael, California ("Premises"). The building in
which th,: Premises are located is referred to in this Sublease as `Building".
C. Sub -sublessor and Sub -sublessee have agreed that Sub -sublessee will sublet the
Premises from Sub -sublessor under all of the terms and conditions contained in this Sub -
sublease. including those terms and conditions contained in the Master Lease and Sublease
which ar.- incorporated into this Sub -sublease.
Accordingly, Sub -sublessor and Sub -sublessee hereby agree as follows:
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Aareement
1. RECITALS: The foregoing recitals are true and are hereby incorporated into this
Srb-sublease.
2. GRANT OF SUBLEASE: Sub -sublessor hereby leases the Premises to Sub -
sublessee, and Sub -sublessee hereby leases the Premises from Sub -sublessor,
pixsuant to the terms and conditions contained in this Sub -sublease.
3. COMPLIANCE WITH MASTER LEASE:
(a) All of the terms and conditions contained in the Master Lease and Sublease
are hereby incorporated into and made a part of this Sub -sublease.
(b) This Sub -sublease is subject to all of the terms and conditions contained in
the Master Lease and the Sublease.
(c) Except as provided in this Sub -sublease, Sub -sublessee shall assume and
perform all of the Sub-sublessor's and Sublessor's obligations under the
Master Lease.
(d) Sub -sublessee shall not commit or permit to be committed on the Premises
any act or omission which violates any term or condition of the Master
Lease and Sublease or any rules and regulations which Sub -sublessor is
obligated to comply with under the terms of the Master Lease and Sublease.
(e) With respect to Sub-sublessee's performance of or failure to perform Sub-
sublessee's obligations under this Sub -sublease, Sublessor and Sub -
sublessor shall have all of the rights and remedies that Lessor has with
respect to such performance or failure to perform by Sub -sublessee under
the terms and conditions contained in the Master Lease and the Sublease.
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4. Te rm:
(a) The term of this Sub -sublease ("Term") shall commence on November 1,
2001 ("Sub -sublease Commencement Date"), and shall terminate on June
14, 2004 ("Sub -sublease Termination Date"), unless such Term terminates
earlier in accordance with the terms and conditions of this Sub -sublease.
(b) Sub -sublessee will be entitled to possession of the Premises on the later of
the Sub -sublease Commencement Date or upon signature of this Sub -
sublease by all parties; provided, however, that Sub -sublessee shall not
occupy or otherwise take possession of the Premises until Sub -sublessee
has provided Sub -sublessor with evidence that Sub -sublessee has complie
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with the requirements of Section 10 of this Sub -sublease.
(c) If Sub -sublessor is unable to deliver possession of the Premises to Sub
sublessee on or before the Sub -sublease Commencement Date, Sub -
sublessor shall not be subject to any liability for its failure to do so. This
failure shall not affect the validity of this Sub -sublease or the obligations of
Sub -sublessee under the Sub -sublease. The term of this Sub -sublease shall
not be extended as a result of any delay in delivery, but Sub -sublessee shall
not be liable for payment of rent until Sub -sublessor tenders possession of
the Premises to Sub -sublessee.
(d) If Sub-sublessor's rights as Sublessee, or Subiessor's rights as Lessee,
under the Master Lease and the Sublease, or the term of the Master Lease or
Sublease, terminate for any reason, whether upon expiration of the term of
the Master Lease or earlier termination pursuant to the terms and conditions
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contained in the Master Lease, or otherwise, this Sub -sublease shall
terminate immediately without any liability of Sub -sublessor to Sub -
sublessee.
5. SUBSEOUENT SUBLEASE OR ASSIGNMENT: Sub -sublessee shall not sublet
th -, Premises or assign its rights under this Sub -sublease without the prior written
ccnsent of Sub -sublessor. Sub -sublessor may grant or withhold such consent in
Sub-sublessor's sole and absolute discretion.
6. MASTER LEASE CONTROLS:
(a) This Sub -sublease is not intended to grant to Sub -sublessee any rights
greater than the rights granted to Sub -sublessor by the Master Lease.
Accordingly, this Sub -sublease shall not be interpreted to grant Sub -
sublessee any greater rights than enjoyed by Sub -sublessor under the terms
and provisions contained in the Master Lease.
(b) In the event of any conflict between the terms and conditions of this Sub -
sublease and those of the Master Lease, the terms and conditions contained
in the Master Lease shall control; except that the terms and conditions
contained in this Sub -sublease may grant to Sub -sublessee lesser rights than
enjoyed by Sub -sublessor under the terms and provisions contained in the
Master Lease.
7. RENT:
(a) Sub -sublessee shall pay to Sub -sublessor as rent for the Premises on or
before the first day of each calendar month of the Term of this Sub -sublease
without deduction, offset, prior notice or demand, in lawful money of the
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United States, the sum of Two Thousand Six Hundred Thirty Two and
50/100. ($2,632.50) ("Renu') during Year One. Rent shall increase by three
(3) percent annually on each anniversary of Sub -sublease Commencement
Date.
(b) If the Sub -sublease Commencement Date is not the first day of the month,
or if the Sub -sublease Termination Date is not the last day of the month, a
prorated monthly installment of Rent shall be paid at the then current rate
for the fractional month during which the Sub -sublease commences and/or
terminates.
(c) If any payment of Rent due to Sub -sublessor under this Sub -sublease is not
received by Sub -sublessor within five (5) days after that Rent is due, Sub -
sublessee shall pay to Sub -sublessor a late charge of $265.00. Sub-
sublessor's acceptance of such late charge shall not constitute a waiver of
Sub-sublessee's default with respect to payment of Rent or prevent Sub -
sublessor from exercising any of the rights and remedies available to Sub -
sublessor under this Sub -sublease. Sub -sublessee shall pay the late charge
as additional Rent with the next installment of Rent.
8. S ECURITY DEPOSIT: None.
9. L SE:
(a) Sub -sublessee shall use the Premises only for the purpose of the CITY of
SAN RAFAEL administrative office.
(b) Sub-sublessee's business shall be established and conducted throughout the
Term in a first class manner. Sub -sublessee shall not use the Premises for,
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or carry on, or permit to be carried on, any offensive, noisy or dangerous
trade, business, manufacture or occupation or permit any auction sale to be
held or conducted on or about the Premises. Sub -sublessee shall not do or
permit anything to be done upon the Premises which will cause structural
injury to the Premises or the Building. The Premises shall not be
overloaded and no machinery, apparatus or other appliance shall be used or
operated in or upon the Premises which will in any manner injure, vibrate
or shake the Premises or the Building. No use shall be made of the
Premises which will in any way impair the efficient operation of the
sprinkler system (if any) within the Building. Sub -sublessee shall not leave
the Premises unoccupied or vacant during the Term.
(c) Sub -sublessee shall not use or allow any person to use the Premises for any
purpose that would unreasonably annoy other occupants of the Building or
the owners or occupants of buildings adjacent to the Building.
10.111SURANCE: Sub -sublessor, Sublessor, and Master Lessor acknowledges,
u->derstands, and agrees that Sub -sublessee is a self-insured public entity and, as
sl ch, has no general liability insurance policies. Sub -sublessee does participate
mith other public entities in a risk sharing "pool" (California Joint Powers Risk
N lanagement Authority, "CJPRMA") for excess liability under a Memorandum of
Coverage. Sub -sublessee will secure for Sub -sublessor, Sublessor and Master
Lessor an "Additional Covered Party" Certificate from CJPRMA in the amount of
$1,000,000 over Sub-sublessee's Self Insurance Reserve (SIR). Delivery of said
Ca 007
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Certificate shall satisfy all of Sub-sublessee's responsibilities and obligations under
th _s section of the Lease.
11. N D CONSENT TO ALTERATIONS: Sub -sublessee shall not make or perform
ary alterations or modifications of the Premises without the prior written consent of
Master Lessor. Master Lessor may grant or withhold such consent in 84
MasterLessor's
sx rlvrra4,sole and absolute discretion.
12. DUTY TO INDEMNIFY: If any action or proceeding is brought against Sub-
s1..blessor by Sublessor or Lessor based upon any breach by Sub -sublessee of any of
S•.ib-sublessee's obligations under this Sub -sublease, including, without limitation,
S.ib-sublessee's obligations to comply with each and every provision of the Master
Lease and Sublease and all rules and regulations thereunder as provided in this
S ab -sublease, then Sub -sublessee shall indemnify, protect, defend, and hold Sub-
sublessor harmless from all resulting loss, cost, liability, damage and expense and
costs of every kind, including but not limited to attorney's fees.
13. NOTICES: All notices or demands of any kind required or desired to be given by
Sub -sublessor or Sub -sublessee pursuant to this Sub -sublease shall be in writing,
aid shall be deemed delivered forty-eight (48) hours after depositing the notice or
d.mand in the United States mail, certified or registered, postage prepaid,
addressed to the party to which notice is to be given or upon which demand is
made, at the addresses set forth after their signatures at the end of this Sub-
s-iblease. All Rent and other payments due from Sub -sublessee under the terms
aad conditions of this Sub -sublease or Sublease or the Master Lease shall be made
by Sub -sublessee to Sub -sublessor at the same address.
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14. ENTIRE AGREEMENT: This Sub -sublease constitutes the entire agreement and
ur. derstanding of the parties with respect to its subject matter and, except for other
do cuments incorporated into this Sub -sublease, supersedes all oral communications
ar d prior writings with respect thereto.
15. A \4ENDMENTS: WAIVERS.: Any amendment or waiver of any right under any
pi ovision of this Sub -sublease shall be in writing and, in the case of an amendment,
signed by all parties hereto, or in the case of a waiver, signed by the party waiving
such right. No failure or delay by any party hereto in exercising any right, power,
or privilege hereunder shall operate as a waiver thereof.
16. COUNTERPARTS: This Sub -sublease maybe executed in any number of
counterparts and by each party hereto on separate counterparts, each of which when
e:cecuted and delivered shall constitute an original, but all the counterparts shall
together constitute but one and the same instrument.
(SIGNATURE LINES AND LESSOR'S CONSENT APPEAR ON THE
FOLLOWING PAGE)
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This Sub- itlblease is executed and entered into as of the date first written above.
Sub -sublessor: Office of George Gund III, LLC Sub -sublessee: CITY OF SAN RAFAEL
By: Jf c z' B
Y
Thorr as Suniville
Chief Financial Officer
Address: 39 Mesa Street, Suite 300
At the Presidio, San Francisco, CA 94129
Telephone: (415) 561-3109
Fax: (415) 561-3120
Date: 9, 2611
Sublgsor: LENSER & ASSOCIATES
PV
—elln—iser By:
Pres _dent
Address: 630 Las Gallinas, Suite 100
San Rafael, CA 94903
Telephone:: (415) 446-2500
Fax: (415) 479-2280
Date: 11 / 11 /01
Address: 1400 Fifth Avenue
San Rafael, CA 94901
Telephone: (415) 485-3070
Date: //A /
The undersigned, Lessor under the Master Lease attached as Exhibit A, hereby consents to the sub -
subletting of the Premises described in such Sub -sublease on the terms and conditions contained in
this Sub -sublease. This consent shall apply only to this Sub -sublease and shall not be deemed to be
a consent to any other Sub -sublease, nor shall this consent diminish Lessor's rights under the
Master Lease in any way.
LESSOR: CrrmANK F.S.B., A FEDERAL SAVING BANK
BY: ,� l%/ , L'!'� C, =�.�) /�.i� els 4 _f
Address: CRS Lease Administration
1 Sansome Street
70'Floor
San Francisco, CA 94104
Telephone: (415) 627-6305
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DISCLOSURE ADDENDUM FOR PROPOSALS TO LEASE
AND LEASE AGREEMENTS
Premises: 1210 Fifth Avenue, Second Floor Suite, San Rafael, California
A GEN v: The followinl; real estate brokers and brokerage relationships exist in this transaction and are consented to by the parties:
ORION PARTNERS LTD. (check the box that applies) Z represents Office of George Gund III, LLC exclusively; ❑ represents the
Lessee exclusio ely; ❑ represents both Lessor and Lessee in the capacity of a dual agent.
MERIDIAN COA IMERCIAL ® represents the City of San Rafael.
TNF AMFR1rANC WTTR i1CARi1 iTtFe ArT: Lessors and Lessee of real property may be subject to the requirements of the Americans
with Disabilities Act (".SDA"). Among other things, this act is intended to make many business establishments equally accessible to
persons with a variety of disabilities. Under US Law, remodeling and other modifications to real property may be required. State and
local laws may also mandate changes. Orion Partners Ltd. and its agents are not qualified to advise you as to what, if any, changes
may be required to the Premises or building, now or in the future, and the costs associated therewith. Lessors and Lessees should
consult legal counsel ar. d qualified design professionals of their choice for information regarding these matters. Lessee is responsible
for conducting its own independent investigation of these issues.
I3AzARnnrts MATFRrAi S. Various materials utilized in the construction of improvements to property may contain materials that have
been or may in the future be determined to be toxic, hazardous, or undesirable. These materials may need to be specially handled or
removed from the prop arty. For example, some electrical transformers and other electrical components can contain PCBS. Asbestos
has been used in a wido variety of building components such as fire -proofing, air duct insulation, acoustical tiles, spray -on acoustical
materials, linoleum, flo-ir tiles, and plaster. Due to current or prior uses, the property or improvements may contain materials such as
metals, minerals, chemicals, hydrocarbons, biological or radioactive materials, and other substances which are considered, or in the
future may be determi ied to be, toxic wastes, hazardous materials, or undesirable substances. Such substances may be in above-
ground and below-grotnd containers on the property or may be present on or in soils, water, building components, or other portions
of the property in areas that may not be accessible or noticeable.
Current and future fed ,-ral, state, and local laws and regulations may require the clean-up of such toxic, hazardous, or undesirable
materials at the expense: of those persons who in the past, present, or future have had any interest in property including, but not limited
to, current past and future owners and users of the property. The parties are advised to consult with independent legal counsel of their
choice to determine thy: potential liability with respect to toxic, hazardous, or undesirable materials. The parties should also consult
with such legal counse to determine what provisions regarding toxic, hazardous, or undesirable materials they may wish to include in
purchase and sale agreements, leases, options, and other legal documentation related to transactions they contemplate entering into
with respect to the property.
The real estate salespersons and brokers in this transaction have no expertise with respect to toxic wastes, hazardous materials, or
undesirable substances Proper inspections of the property by qualified experts are an absolute necessity to determine whether or not
there are any current cr potential toxic wastes, hazardous materials, or undesirable substances in or on the property. The real estate
salespersons and broke rs in this transaction have not made, nor will make, any representations, either expressed or implied, regarding
the existence or none Kistence of toxic wastes, hazardous materials, or undesirable substances in or on the property. Problems
involving toxic wastes, hazardous materials, or undesirable substances can be extremely costly to correct. It is the responsibility of
the parties to retain qu;tlified experts to deal with the detection and correction of such matters.
The parties are directed to seek further information concerning any and all future correctional measures, if any, from appropriate
governmental agencies .
To the best of Lessor' i knowledge, Lessor has attached to this Disclosure copies of all existing surveys and reports known to Lessor
regarding asbestos anal other hazardous materials including underground tanks and undesirable substances related to the Property.
Lessors are required inder California Health and Safety Code Section 25915 et seq. To disclose reports and surveys regarding
asbestos to certain parsons, including their employees, contractors, co-owners, purchasers and tenants. Lessees have similar
disclosure obligations. Lessors and Lessees have additional hazardous materials disclosure responsibilities to each other under
California Health and Safety Code Section 25359.7 and other California laws. Consult your attorney regarding this matter.
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Disclosure Addendum
Page 2 of 2
FLOOD DISCLOSURE. If he premises is located in a Federally Designated Flood Zone the real and personal property of Lessee situated
on or in the Premises is not protected by the hazard insurance policy for the property carried by Lessor. Lessee is responsible for
investigating the Flood 2 one status of the Premises and obtaining insurance to cover Lessee's property if it so desires.
ZONING/USE. Prior to e,.ecuting a lease, Lessee is responsible for determining that the zoning applicable to the property and Premises
allows Lessee to use the property for its intended use of business, and that all building codes, parking requirements, and other
governmental requirements, improvements required, and permits necessary have been met or are available to Lessee. Orion Partners
Ltd. has made no representations, except in writing, if any, concerning the zoning and allowable use of the Premises and any
requirements that may b.- imposed upon Lessee by any governmental agency. If Lessee's use of the Premises requires a Use Permit or
other permits from a go, fernmental authority it could take several months to obtain same, and Lessee may still be responsible for the
payment of rent and othe-r charges whether or not such permits are ultimately obtained.
MEASUREMENT OF THE PREMISES. Determination of the square footage or size of the Premises is not an exact science. Lessors and
Lessees and their respective representatives may use different standards and conventions in measuring the Premises. Lessee is
responsible for measurirg the Premises and satisfying itself prior to execution of the lease that the size of the premises is acceptable to
Lessee for the amount o 7 rent it has bargained for. Orion Partners Ltd. does not guarantee the measurements or size represented in its
advertising brochures, drawings or marketing flyers.
UTILITIES. Prior to execution of a lease, Lessee should satisfy itself that the Premises contains the necessary utility services and
capacities necessary for Lessee to operate its business at the Premises.
ALOUIST-PRIOLO SPEM.L EARTHOUAKE FAULT ZONING ACT. The property and Premises described above (check which box applies)
❑ is; ❑ is not; ® ma:/ or may not be situated in an Earthquake Fault Zone as designated under the Alquist-Priolo Earthquake Fault
Zoning Act, Sections 2621-2630 inclusive, of the California Public Resources Code; and, as such the construction of development on
the property of any stntcture for human occupancy may be subject to the findings of a geologic report prepared by a geologist
registered with the Stare of California, unless such report is waived by the city or county under the terms of that Act. No
representations on this subject are made by Orion Partners Ltd. or its agents or employees and the Lessee is advised to make its own
inquiry into this situation prior to entering into a lease agreement.
The undersigned acknoN/ledge that they have read and understand this disclosure and have received a copy.
SUBMS OR' ENSE &-S Cl ES
By:
John Lenser
i President
Date: i i /I I 4
Sub -Sublessor: Office o I George Gund III, LLC
Thomas Suniville
Chief Financia Officer
Date:
SUB -SUBLESSEE: CITY OFSAN RAFAEL
By:
Date: ////"/d
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LESSOR: TIBANK F.S.B,' A FEDERAL SAVING BANK " %
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Date: %ZA jr/