HomeMy WebLinkAboutCC Resolution 11183 (Fire Departmen Dispatch Center)CITY OF SAN RAFAEL
RESOLUTION NO. 11183
RESOLUTION AUTHORIZING THE EXPENDITURE OF A MAXIMUM
OF $40,000 FOR TENANT RELOCATION FOR FIRE DEPARTMENT
DISPATCH CENTER (1033 C STREET)
WHEREAS, the City of San Rafael Fire Department and Management Services
Department are currently in need of additional office space, and such space is not available at
City Hall; and
WHEREAS, Gordon and Connie Wong will have space available to lease in their
building located at 1033 "C" Street adjacent to Fire Station #l; and
WHEREAS, the City of San Rafael will be entering into a lease with Gordon and Connie
Wong for the property at 1033 C Street; and
WHEREAS, the property is currently occupied by a tenant and who will be required to
relocate; and
WHEREAS, the City of San Rafael has entered into an agreement with Pacific
Relocation Services to provide relocation services to this tenant pursuant to the Uniform
Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended or
Section 7260 et. sec of the California Government Code; and
WHEREAS, Pacific Relocation Services has obtained estimates for the cost of relocation
and reestablishment of the business currently located at 1033 C Street; and
WHEREAS, the cost of relocation and reestablishment is estimated not to exceed
$40,000;
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL
HEREBY RESOLVES AS FOLLOWS:
The funding of not to exceed $40,000 for expenses resulting from the relocation and
reestablishment of the business located at 1033 C Street and authorizes the Mayor to execute all
necessary documents. The form of the documents including the relocation agreement shall be
subject to the review and approval of the City Attorney.
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 the 7th day of October, 2002, by the following vote, to wit:
AYES: COUNCILMEMBERS: Cohen, Heller, Phillips and Mayor Boro
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: Miller
A� A
JE M. LEONCINI, City Clerk
File No.: 06.01.156
SETTLEMENT AGREEMENT
This Agreement ("Agreement") is made on /•2 / 9 02 by and between the City
of San Rafael, a municipal corporation ("City" , an Dick Cuthbert, ("Tenant"). City
and Tenant are hereinafter sometimes referred to collectively as the "Parties".
RECITALS
Tenant operates a business commonly known as Cuthbert Blueprint Co., and is
the occupant of real property and improvements located at 1033 "C" Street, San
Rafael, CA (the "Property").
A. The Property is located within the City of San Rafael, and the City requires
possession of and vacation of the Property for construction of its project.
B. Tenant has agreed to vacate the Property and to accept the consideration
specified in this Agreement as full compensation for all of its interests
described in this Agreement. The Parties, therefore, desire to establish
their respective rights and obligations with regard to the acquisition of the
Property by City and vacation of the property by the Tenant upon the terms
and conditions set forth below.
NOW THEREFORE, The Parties hereto agree as follows:
1. Consideration
(a) City agrees to pay to Tenant the total sum of Thirty Six Thousand
Seven Hundred Seventy Nine Dollars and Eighty-four cents
($36,779.84) as follows:
• $ 16,853.50 upon the Parties fully executing this agreement.
• $ 20,726.34 upon Tenant's vacation of the Property, as described in
this Agreement in Section 2, including subsections (a)
thru (c).
• Minus $ 800.00 Rent due City for additional eight (8) days occupancy,
pursuant to Section 2.
Total $36,779.84
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(b) Tenant agrees that the payment received, pursuant to paragraph 1
(a) above, constitutes full satisfaction of any and all City obligations
to Tenant, including without limitation any obligations for moving and
related expenses, relocation assistance, relocation benefits, loss of
goodwill (if any), compensation for personal property, furniture,
fixtures, machinery and equipment, leasehold interests, and
damages of any nature.
2. Vacation Of Propertv
Tenant represents and warrants to City that Tenant will completely vacate
the Property on December 27, 2002 ("Vacation Date"), which is an
additional eight (8) days after the effective date of the 90 Day Notice to
�InA&,404'0 Vacate!' In consideration herefore, Tenant agrees to pay the City rent
in the amount of $100.00 per day for the period December 19, 2002 to
l December 27, 2002. Tenant will continue to be responsible for complying
with the terms of the current rental agreement until the moment it signs an
Abandonment Notice and turns over possession of the property to City,
according to the above dates, after which City will release Tenant of any
V* further obligation under the current rental agreement.
(a) As of the Vacation Date, Tenant shall have removed all its removable
personal property, trade fixtures, furniture, machinery and equipment
from the Property. Any such movable items not removed will
become the property of City.
(b) Upon the Vacation Date, any right, title and interest in the Property,
the Lease and the fixtures and equipment left at the property, will
automatically transfer from Tenant to City. Tenant hereby warrants
such fixtures and equipment to be free and clear from any liens,
encumbrances and toxic or hazardous materials including, without
limitation, any refrigerants which shall have been removed and
disposed of in accordance with applicable regulations.
21 GOP -
If Tenant fails to vacate the property by December. -3' 200 for any
reason whatsoever, Tenant hereby agrees that City can retain the
remaining unpaid balance on this Agreement, to cover the costs of
removing and storing any personal property left at the project
premises, until Tenant recovers the personal property from City.
Should there be a balance after the City pays for removing and
storing the personal property, Tenant can receive from City the
remaining balance.
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3. Release
(a) Tenant for itself, its agents, assigns and related entities, fully
releases, acquits and discharges City, and the officers, directors,
employees, attorneys, accountants, other professionals, insurers and
agents of City, including its relocation consultants, Pacific Relocation
Consultants, (collectively "Agents") and all entities related to City,
from all rights, claims, demands, actions or causes of action which
Tenant now has or may have against City arising from the acquisition
of the Property, the Lease, or otherwise, including, but not limited to,
any claim to relocation assistance, relocation benefits, leasehold
interests, compensation for real or personal property or loss of
goodwill from the City.
(b) Upon vacation and deliver of the Premises pursuant to the terms of
this Ac ireement, Citv herebv holds Tenant harmless from anv and all
claims pertaininq to anv and all sections of this Agreement.
(c) This release is intended as a full and complete release and
discharge of any and all such claims that Tenant may or might have
now or at any time in the future against City and its related entities
arising from the facts and circumstances described above in this
Agreement. In making this release, Tenant intends to release City,
its related entities and agents from any liability of any nature
whatsoever for any claim or injury or for damages or equitable or
declaratory relief of any kind, whether the claim, or any facts on
which such claim might be based, is known or unknown to the party
possessing the claim. Tenant expressly waives all rights under
Section 1542 of the Civil Code of the State of California, which
Tenant understands provides as follows:
A general release does not extend to claims which the creditor does
not know or suspect to exist in his favor at the time of executing the
release, which if known by him must have materially affected his
settlement with the debtor.
Page 3 of 7
(d) Tenant acknowledges that it may hereafter discover facts or law
different from, or in addition to, those, which it now believes to be
true with respect to the release of claims. Tenant agrees that the
foregoing release shall be and remain effective in all respects
notwithstanding such different or additional facts or law or any part's
discovery thereof. Tenant shall not be entitled to any relief in
connection therewith, including, but not limited to any damages or
any right or claim to set aside or rescind this Agreement.
(e) No party nor any Agents nor any related entities have made any
statement or representation to any other party regarding any fact
relied upon in entering into this Agreement, and each party expressly
states it does not rely upon any statement, representation or promise
of any other party or any party's Agent or related entities in executing
this Agreement, except as is expressly stated in this Agreement.
Each party to this Agreement has made such investigation of the
facts and law pertaining to this Agreement, and of all other matters
pertaining thereto, as it deems necessary, and has consulted with
legal counsel concerning these matters.
5. Attomev's Fees
In the event of litigation relating to this Agreement, the prevailing party shall
be entitled to reasonable attorneys' fees and costs.
�. Indemnity By Tenant
Tenant shall indemnify, defend and hold City harmless from and against
any claims, demands, liabilities, losses, judgments, expenses and attorneys'
fees resulting from the breach by Tenant of any provision of this Agreement
or the falsity of any representation or warranty made by Tenant contained in
this Agreement.
7. Entire Aareement
This Agreement contains the entire agreement of the Parties hereto, and
supersedes any prior written or oral agreements between them concerning
the subject matter contained herein.
Page 4of7
8. Partiallnvalidity
In the event that any term, covenant, condition or provision of this
Agreement shall be held by a court of competent jurisdiction to be invalid or
against public policy, the remaining provisions shall continue in full force
and effect.
9. Waiver
The provisions of this Agreement may be waived, altered amended or
repealed, in whole or in part, only upon the written consent of all Parties to
this Agreement. The waiver by one party of the performance of provision of
this Agreement shall not invalidate this Agreement, nor shall it be
considered as a waiver of any subsequent breach of the same or other
provisions of this Agreement.
10. Headinas
The headings, subheadings and numbering of the different paragraphs of
this Agreement are inserted for convenience only and shall not be
considered for any purpose in construing this Agreement.
11 Governina Law
The rights and obligations of the Parties hereto shall be construed and
enforced in accordance with, and governed by, the laws of the State of
California.
12 Successors In Interest
Subject to any restrictions against assignment contained herein, and to any
legal limitations on the power of the signatories to bind non -signatories to
this Agreement, this Agreement shall inure to the benefit of, and shall be
binding upon, the assigns, successors in interest, personal representatives,
executors, estate, heirs, legatees, Agents and related entities of each of the
Parties hereto.
13. Necessary Acts
Each party to this Agreement agrees to perform any further acts and
execute and deliver any further documents that may be reasonable
necessary to carry out the provisions of this Agreement.
Page 5 of 7
14. Advice Of Counsel
Each party hereto, by its due execution of this Agreement, represents to
every other party that it has reviewed or has had the opportunity to review
each term of this Agreement with its counsel and that hereafter no party
shall deny the validity of this Agreement on the ground that the party did not
have advice of counsel. Each party has had the opportunity to receive
independent legal advice with respect to the advisability of making this
Agreement and with respect to the meaning of California Civil Code Section
1542.
15. Parties Have Not Transferred Riaht Or Claims
The Parties hereto each represent and warrant to the other party that they
have not assigned, transferred or subleased to any third party any of the
rights, claims, causes of action or items to be released or transferred which
they are obligated to transfer or release as part of this Agreement.
16. Authoritv To Execute This Aqreement
Each entity executing this Agreement represents that it is authorized to
execute this Agreement. Each person executing this Agreement on behalf
of an entity, other than an individual executing this Agreement on his or her
own behalf, represents that he or she is authorized to execute this
Agreement on behalf of said entity.
17. Construction
Each party has cooperated in the drafting and preparation of this
Agreement. In any construction to be made of this Agreement, or of any of
its terms and provisions, the same shall not be construed against any party.
18. Notices
All notices, requests, demands and other communications required or
permitted to be given under this Agreement shall be in writing and shall
either be delivered personally or be sent by telegram or by regular or
certified first class mail, postage prepaid, deposited in the United States
mail, and properly addressed to the party at its address set forth below, or
at any other address that such party may designate by written notice to the
other party:
Page 6 of 7
To City: Nancy Mackle
Economic Development Director
City of San Rafael
1313 Fifth Avenue, P.O. Box 151560
San Rafael, CA 94915-1560
To Tenant: Mr. Dick Cuthbert
1033 "C" Street
San Rafael, CA 94915
19. Counterparts
This Agreement may be executed in counterparts, each of which shall be
deemed an original, and, when taken together with other signed
counterparts, shall constitute one Agreement, which shall be binding upon
and effective as to all Parties.
IN WITNESS WHEREOF, the parties to this Agreement have executed this
Agreement as of the date first written above.
Approved sAo rm,
By:--
ttorn6y
Approved as to content:
By:
By:
Attorney for Tenant
City of San Rafael
A— By: /
ALtERT J. RO
Its : Mavor
ATTEST: %, '
JAM4 M- . �LEONCI I , Ci ty C e r k
Tenant
By: A z�z&
Its:
Date:
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