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HomeMy WebLinkAboutResolution No. 5422RESOLUTION 5422 RESOLUTION AUTHORIZING AN AGREEMENT TO RENT DURING PERIOD OF FIVE YEAR OPTION WHEREAS, on November 5, 1962 the City of San Rafael, here- inafter referred to as City, entered into a lease that is filed with the City Clerk in file 2-8-12, hereinafter referred to as Lease, with the Shell Oil Company, a Delaware Corporation, hereinafter re- ferred to as Shell; and WHEREAS, said Lease provides that Shell has an option to renew the lease for a period of five (5) years past the expiration date of March 16, 1978; and WHEREAS, Shell notified City by certified mail dated Septem- ber 8, 1977 that the option was being exercised; and WHEREAS, the Lease provides, inter alia, that the monthly rent during the option period shall be a sum equal to One -Twelfth (1/12) of seven percent (7%) of the appraised value of the land only as determined by three (3) disinterested appraisers, but in no event shall the monthly rental be less than the rental paid during the preceding original term; and WHEREAS, City staff has reviewed the lease and land values and recommends the City accept a rental for the option period based on the rental paid during the original term, namely two cents (20 per gallon. NOW, THEREFORE, BE IT RESOLVED the City Council does hereby authorize the Mayor and City Clerk to notify Shell that the City will accept rent at the rate of two cents (20 per gallon during the five (5) year option period commencing March 16, 1978. I, JEANNE M. LEONCINI, City Clerk for the City of San Rafael hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a REGULAR meeting of the members of said Agency on the 21st day of February 1978, by the following vote, to wit: AYES: MEMBERS: Mi skimen, Mul ryan, Nixon and Vice -Mayor Jensen NOES: MEMBERS: None ABSENT: MEMBERS: Mayor Betti ni J NNE M. LEONCINI, City Clerk L E A S E THIS LE.ASE, dated November 5th, 1962, between THE CITY OF SAN RAFAEL of The Ci ty Hall in San Rafael, Cdlifornia, (herein called "lessor", whether one or erre), and SHELL OIL COMPANY, a Delaware corporation with offices at 100 Bush Street in San Francisco, California, (herein calleJ "Shell"), 1+ITNESSETH: 1. DEMISE: Lessor hereby leases to Shell, and Shell hereby leases from Lessor, the following described land (herein called "the premises") situdted at the Southeast Corner of Second Street and Lincoln Avenue in San Rafael, County of Marin, State of Cdlifornid, dnd more particularly described as follows: PARCEL ONE BEGINNING at a point on the Southerly line of Second Street distant thereon South 831' 40' East 15.00 feet from the Westerly line of the lands described in the Deed from John 14. Mackay, et al to City of San Rafael recorded October 26, 1898 in Book 53 of Deeds at page 282 in the office of the Recorder of the County of Marin, State of California, said Westerly line being described In said Deed as "the Easterly line of Petaluma Avenue"; running thence South 831, 40' East along said line of Second Street 113.048 feet; thence leaving said line of Second Street South 530 09' 30" East 53.981 feet; thence South 390 20' West 96.058 feet to a line drawn parallel with and perpendicularly distant 108.00 feet Southerly from said Southerly line of Second Street; thence North 830 40' West along said parallel line so drawn 122.218 feet to a line drawn South 60 20' West from the intersection of said line of Second Street with aforesaid Westerly line so described in said Deed to City of San Rafael; thence North 60 20' East 93.00 feet to a point; thence Northerly, Northeasterly and Easterly along the arc of a curve to the right tangent to the preceding course at last said point, having a radius of 15 feet and a central angle of 900 00' a distance of 23.562 feet to t;ie point of beginning. RESERVING THEREFROM, an Easement unto the City of San Rafael for the main. tenance of a sanitary sewer under a strip of land 10 feet wide, lying 5 feet on each side of the following described center line: BEGINNING at a point on the Southerly line of Second Street distant thereon South 830 40' East 86 feet from the Westerly line of the lands described in the Deed from John W. Mackay, et al to City of -an Rafael recorded October 26, 1898 in Book 53 of Deeds at page 282 in the office of the Recorder of the County of Marin, State of California, said !westerly line being described in said Deed as "the Easterly line of Petaluma Avenue"; running thence South 530 09' East 89.4 feet more or less, to the Southeasterly line of the lands above described. PARCEL T.-10 An Easerent, for the -term of this lease, over the following described parcel: BEGINNING at a point on the Southerly line of Second Street distant thereon South 03" 40' East 128.048 feet from the 'Westerly line of the lands described in the Deed from John W. Mackay, et al to the City of San Rafael recorded October 26, 1098 in Book 53 of Deeds at page 282 in the office of the Recorder of the County of Marin_ State of California, said Westerly line being described in said Deed as "the Easterly line of Petalurla Avenue"; running thence South 530 09' 30" East 53.981 feet; thence North 390 20' East 7 feet more or less to the Southwesterly lisle of Francisco Blvd. (fornerly Toll Road); thence Northwesterly along saia line of Francisco Blvd. 43 feet more or less to the Southerly line of Second Street; thence Korth 3311 40' West along said line of Second Street 11.052 feel more or less, to the point of beginning; for the purposes of ingress and egress, by Shell, its lessees and its and their licensees and invitees, to and from the premises adjoining the above described premises on the South; together with the right to construct, naintain, replace and renove a floodlight pole and a drivl-w3y on the ejseo.ent premises. Neither Lessor nor Shell shall park vehicles in or obstruct the easement premises or permit the parking of vehicles in or any other obstruction of the easement prenises by its lessees or licensees. - 2 - 2. TERM: The term of this lease shall begin on the date the premises are delivered to Shell, cleared and with title satisfactory to Shell and all licenses and permits in force and effect, as hereinafter provided, or on Mdy 1, 1963, whichever shall first occur, and shall end fifteen (15) years after the date of completion of Shell's construction of an automobile service station on the premises, but not later than fifteen (15) years and ninety (90) days after said beginning date. Shell shall have an option to extend the tern of this lease for one (1) additional period of five (5) years on the same covenants and conditions as herein provided except that the monthly rental for such additional five (5) years' extension period shall be a sun to be mutually agreed upon by Lessor and Shell _at least one hundred fifty (150) d-ays prior to the expiration of the original term, and failing such agreement, shall be a sum equal to One -Twelfth (1/12th) of Seven Percent (7%) of the appraised value of the land only (such appraised value to be determined as hereinafter provided), but in no event'shall the monthly rental be less than the rental paid during the preceding original term. Shell -may exereise.its option to extend this ie'ase-by--giving--Lessor notice at least one hundred fFfty (150) days -prior to the -expiration of -the original -term of this lease. If Snell does not exercise its option to extend, the term shall be automatically extended from year to year, on the same covenants and conditions as herein p rov i deJ, unless -and un t i 1 e i -the r 'Lesso-r -or-Shell terminates this lease at the end of the original term or the then -current extension period or -any subsequent year, by giving the other at least thirty (30) days' notice. 3. RENT: Shell shall pay, as rent for each calendar month during the term of this lease, by check to the order of City of San Rafael: (a) the sum of FIVE HUNDRED FIFTY AND NO/100 DOLLARS ($550.00), on or before the first day of such month; and (b) an additional sum equal to Two Cents (21) sum, for each gallon (if any) in excess of Twenty-SeveThousand, Five Hundred (27,500) gallons of gasoline delivered to. the premises during such month, as shown by Shell's records, payable on or before the fifteenth day of the following calendar month. Rent payments will begin upon the completion of Shell's construction of an automobile service station on the premises or May 1, 1963, whichever shall first occur. 4. APPRAISAL: The appraised value of the premises, exclusive of any improvements located thereon, when and if required, for the purpose of deter- mining the rent for the five (5) year option period referred to in Article 2, shall be determined by three (3) disinterested appraisers not less than ninety (-90) days prior to the beginning of the five (5) year option period. Lessor shall appoint one (1) appraiser and Shell shall appoint one (1) appraiser and a third appraiser shall be named by the two (2) so appointed. In the event either party after demand by the other refuses, fails or neglcds to appoint an appraiser in the manner hereinabove set forth, such failure by either party shall be considered by the other party as an agreement on the part of the failing party to allow the other Darty to make the appointment of an appraiser for the other party. The appraised value of the premises as so determined by a majority vote'of the three (3) appraisers shall be conclusive and binding upon the Lessor and Shell. The expense incurred by reason of_said appraisement shall be shared equally by the Lessor and Shell. 5. TITLE: Lessor's title to the premises shall be satisfactory to Sh011 only if and when there has been issued by Title Insurance and Trust Company a leasehold title insurance policy in favor of Shell in the araount of FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00), guaranteeing Shell to be vested with a good and valid leasehold estate hereunder, free and clear of all prior liens, encumbrances and other charges, except current taxes and assess- ments not delinquent. Shell, after its execution of this lease, shall apply for such title policy; and Lessor shall, upon notice from Shell, do Whatever may be necessary to clear Lessor's title to the premises so that such title - 3 - policy may be issued. If such title policy is not issued within thirty (30) days after the date of this lease, either Lessor or Shell at any time there- after and before said title policy is issued may terminate this lease by giving the other notice. 6. PERMITS--CLEARItIG--POSSESSIOPI: Shell, immediately after its execution of this lease, shall apply for and endeavor to obtain from the proper public authcrities all licenses and permits necessary to authorize the clearing of the premises and the construction, in accordance with Shell's plans and specifi- cations, and operation thereon of an automobile service station. If such licenses and permits are not obtained within sixty (60) days after the date of this lease, either Lessor or Shell at any time thereafter and before said licenses and permits are issued may terminate this lease by giving the other notice. Lessor shall clear the premises of all structures, personal perty and rubbish, and deliver to Shell possession of the premises so cleared, within fifteen (15) days after notice from Shell that the aforesaid licenses and permits have been obtained; and if Lessor fails so to do, Shell may take possession of the premises, clear the same and charge to Lessor the cost thereof, or terminate this lease by notice to Lessor. 7. USE OF THE PREMISES: Shell shall have the rights, at Shell's exponse: to enter the premises, at any time after the date of this lease, for the purpose of making investigations and surveys; to use the premises for an automobile service station and usually related services and to construct and install on the premises, and paint in colors of Shell's selection, an automobile service station, and any additional buildings, improvements and equipment (including advertising signs and billboards, that are permitted by law and ordinance,) that Shell may desire; and to make any alterations that Shell may desire in the premises and the buildings, improvements and equipment at any time located thereon. 8. TAXES --LIENS: Shell shall pay (a) all taxes and other charges on the premises which are allocable to the term of this lease and the bills for which have been presented to Shell, and (b) all taxes on Shell's property on the premises, and license, utilities, and other such charges incurred by Shell's use of or operations on the premises. Shell shall have the right to contest, in its and/or Lessor's name, any levy for any tax, or other charge on the premises; and at Shell's request Lessor shall execute such documents, make such appearances, and do such other things as Shell may reasonably request in connection with the prosecution of any such contest. If Lessor defaults, at any time, in the performance of the obligations of any mortgage or other lien affecting the premises, Shell may remedy such default, in thole or in part, charge to Lessor all costs incurred thereby, and be subrogated to the rights of the holder of such mortgage or other lien. 9. ASSIGNMENT --SUBLEASING: Shell may at any time sublease all or any part of the premises. Shell may at any time assign this lease with written consent of the Lessor. 10. ACCESS: If, within the first five (5) years of the term of this lease, Francisco Boulevard, Second Street or Lincoln Avenue is altered -or changed, by any action of the City of San Rafael, in any way which would reduce the usable frontage, as provided by the property description contained in this lease, then the Lessor will provide Shell with comparable offsetting frontage on any or all of these streets so altered. Additionally, if either Second Street or r changed i n any �±anne r ";h! cn ;;cold alter i present L i ncol r: Avenue is altered o alignment, then the Lessor shall provide Shell with access to Second Street or Lincoln Avenue as it is realigned. 11. TERMINATION: If, without Shell's fault, the operation on the premises of an automobile service station, or the use of the premises therefor, is prevented, limited or impaired by any act or omission of any governmental authority, or becomes illegal, and such condition continues for thirty (30) days; or if such operation or use is at any time impaired or affected by the r 4 - closing, relocation, alteration or improvement of any street adjoining the premises; or if any federal or state highway is re-routed from any such street; or if all or any part of the premises is condemned for public or quasi-public use: Shell may terminate this lease by giving Lessor at least thirty (30) days' notice. Shell may terminate this lease at any time after completion of the service station improve- ments as approved under City of San Rafael Use Permit No. 965 by giving Lessor at least ninety (90) days' notice. 12. REMOVAL--SURRENDER--FORFEITURE: All buildings, improvements, equipment and other property constructed, installed or placed on the premises by Shell or acquired by Shell, at any time during the term of this or any previous lease or any extension thereof or any tenancy thereafter, shall be and remain Shell's property, and Shell shall remove any or all of the same from the premises at any time during, and within fifteen (15) days after any termination of, this lease or any tenancy thereafter. At the termination of this lease or any tenancy thereafter, Shell shall surrender the premises to Lessor, subject to ordinary wear and tear and to Shell's rights under Articles 7 and 12. Any holdover by Shell after any termination of this lease shall create no more than a month-to-month tenancy at the rent and on all other applicable conditions herein provided. If forfeiture of this lease be permitted by law for Shell's default,, Lessor shall not be entitled to declare any such for- feiture unless Lessor shall have given Shell notice of such default and Shell shall have failed to remedy same within twenty (20) days after receipt of such notice. 13. WARRANTY OF TITLE: Lessor covenants that Lessor is well seized of and has good right to lease the premises, will warrant and defend the title thereto, as shown on Preliminary Title Report No. 69818 GH, dated October 26, 1962, issued to Shell Oil Company by Title Insurance and Trust Company, 1200 Lincoln Avenue, da California, and will indemnify Shell against any damage and expense which Shell may suffer by reason of any lien, encumbrance, restriction or defect in the title to or description herein of the premises, except to the extent as sho:•in in said Title Report. If at any time, Lessor's title or right to receive rent hereunder is disputed, or there is�a change of ownership of Lessor's estate by act of the parties or operation of lair, Shell may withhold rent thereafter accruing until Shell is furnished proof satisfactory to it as to the party entitled thereto. 14. NOTICES: Notices hereunder shall be given only by registered letter or telegram and shall be deemed given when the letter is deposited in the nail or the telegram filed with the telegraph company, postage or charges prepaid, and addressed to the party for whom intended at such party's address first herein specified, or to such other address as may be substituted therefor by proper notice hereunder. 15. ENTIRETY--EXECUTION--SUCCESSION: This lease merges and supersedes all - prior negotiations, representations and agreements, and constitutes the entire contract, between Lessor and Shell concerning the leasing of the premises and the consideration therefor. Neither this lease nor any amendmment or supplement thereto shal' be binding on Shell unless and until it is signed in Shell's behalf by a representative duly authorized by its Board of Directors, and a copy thereof so signed is delivered to Lessor. This lease shall be binding on and inure to the benefit of the heirs, adminis- trators, executors, successors and assigns of Lessor, and the successors and assigns of Shell. IN WITNESS WHEREOF, this lease is executed as of the date first herein riritten. CITY OF SAN RAFAEL 1S_ _ �e' so r" APPP•OVED AS TO FORM: d m a.�o r, C i ty of San Rafael San Rafael City At'to rney, �g i ty of San Rafael Ci ty Ele.rK, `C i ty. of' SHELL 01 6Oft? N Y SIJ-2�3-9 (4-69) PrE:.,.,? in IJ:+h. r AGREEIW- INT SUPPLEMENTING LEASE THIS IS AN AGREEMENT, dated April ist , 19 63 , between ilii~ CITY r SA;{ RUAFAa of VE CITY PALL in SAN ?.A,rt"•.EL, CALIF011.41A (herein called "Lessor", whether one or more), and SHELL OIL COMPANY, a Delaware corpora- tion with offices at 1C0 CISH STREET in SAKI FRA,1ICISC0. CA! IF ORM IA (herein called "Shell"), supplementing the Lease between Lessor and Shell dated P,uJE:3.t 5th 19 3 , of premises situated at the soutfleast corner of Saeond Streat and U n`ol n Avanue in San Rafal County of Var1 n State of Gil i`ornIa4 , and fully described in the Lease, which, or a Memorandum of which, is recorded in Book 1636 of Records , Page 117 , in the Office of �t a Racordar of that County: 1. The construction of an automobile service station on the premises, as contemplated by the Lease, was completed on , March z5th , 19 63 . 2. The primary term of the Lease began on the 17th day of K3reh , 19 63 , and shall end on the I Gth day of March 19 78 (subject to any rights of termination or extension provided in the Lease). 3. Rent commenced to accrue under the Lease on the 25th day of ILarch 11963. 4. The Leasa, as hereby supplemented, is ratified, confirmed and continued in all respects. 5. This Agreement shall bind and inure to the benefit of the heirs, administrators, executors, successors and assigns of Lessor, and the successors and assigns of Shell. EXECUTED as of the date first herein written. Witnesses to execution by Lessor: ti-'itnesses to execution by Shell: �................:....•---•----------...-----r----...... ......---s"----------- -----:---- Y. (Seal ) 1•'1AYOR - -------------w-- ..a (Seal). Deputy Ci y Clerk ........ SHEL I OMPANY - `1 i7 �— � STATE OF CALIFORNIA, Marin --------------•----— On this___-----I--St _---day of-._... APl'-I l _ - .--_-_-__in lite year are thousand mine hundred VIRGINIA H . CONGDON .......•-__---r...----, c Notary Public in and for lite._.—. ---•-------------County of before me, --• ---------- -•..._.........................................._......._ filar i n _ _ _ �— _ Y, Slate of Cc!ifornia, duly commissioned and Sworn, personally appeared John _F..--Mc!_nn.+..s.-.a.1.d_-W..----------- known to tate to be the-.-_------------Nay.or.... and_.ileputy_.C.i ty_.Cl.er.!e---- ------- -------- of lite corporation described in and that executed the .t-•ithin insh-ttmenit, and aso l.,to en to me to be lite person __--who exended lite wi.'Wn instrument on behalf of lite corporation therein ncmed, and A reement Su Iementing acknozoledged to the that sttrli corl!oratton executed lite same-_..-_.. g..._.. ---....-_—.__-.--PP—._------ IA' IVITA'ESS IVHERF_OF 1 hr. c hereunto set guy hand arid affixed my of.cial sect in the Karin ' y ' ---Counly of._..-,_..-%'..-----_-_--•----------------ti:c'day artd.�zar �n thu te11 'rhftcale first above :Lriften. •� / / _ �� - - ----- - ----- �1 7 Mari --- n / _ Notary Public in and for thy.._.. - - .Count} of ------ --- ---------------------------------- - • -- --.— _ — / Stale California_ A�l.uo•�.)r,!�.ncnl r'o7;�ratiun)• / February G IG54 { tin. ?_8 (•• Fern .... --.....'..... ..................