85-057 Central Fire District lease for Seven Springs Fire Station Reso 6564LEASE
This Lease is made by the City of Cupertino, a
municipal corporation of the State of California, herein-
after called the "City", and the Central Fire Protection
District of Santa Clara County, hereinafter called the
"District".
IT IS MUTUALLY AGREED AS FOLLOWS:
1. Lease. The City hereby leases to the District,
and the District leases from the City, on the terms and
conditions herein set forth, those premises and appurte-
nances known as 7 Springs Fire Station to be shown on
the record of survey filed in Book
of Maps at page in the Office of the Santa
Clara County Recorder.
2. Term; Renewal of Term. The original term of
this Lease is thirty (30) years commencing
1985 and ending , 20 unless sooner
terminated as herein provided. The parties shall
negotiate in good faith renewal of the original term.
3. Rent. The total rent is One Dollar ($1.00) per
year, payable annually in advance.
APR 3 0 1989
4. Use of the Premises. The District shall occupy
and use the real property as a fire station for the
housing of fire crews and the then currently -utilized
equipment unless the City consents in writing to the use
thereof for other purposes as expressed by a resolution
adopted by the City Council. Said real property may
also be used for miscellaneous incidental purposes
related to the performance of fire prevention and
suppression purposes such as the storage of surplus
equipment or materials and supplies, repair shops,
administrative offices and staff training centers, when
such miscellaneous incidental uses on any given parcel
of the real property are in conjunction with the use of
said parcel as a fire station. The District will, to
the extent practicable, use the premises as described
above in compliance with a written "plan for operation
of fire station" which will be jointly adopted by the
District and the City.
City shall not unreasonably withhold approval of any
application of the District under this paragraph nor,
unreasonably delay the processing thereof.
5. Construction by District. Within 18 months
after the issuance of the building permit for the first
phase of Seven Springs Ranch residential development,
the District shall, at District's sole cost and expense,
commence to construct or cause to be constructed on said
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property a fire station, hereinafter called "premises".
Said fire station shall be completed on or before 30
months after commencement of construction. The District
will submit all building plans for approval by the City
in advance of construction. No structure or other
improvements of any kind shall be erected or maintained
on the said premises unless and until the plans,
specifications, and proposed location of such structure
or improvement has been approved in writing by City. No
structure or other improvement shall be erected or
maintained on said property that does not comply with
plans, specifications, and locations approved in writing
by City. Furthermore, no material addition to, or
structural alteration of, any structure or improvement
now or hereafter on said premises shall be commenced
until and unless plans and specifications for such
addition or alteration shall be approved in writing by
City.
Said building project shall be constructed, and all
work performed on said premises and all buildings or
other improvements erected on said premises shall be in
accordance with all valid laws, ordinances, regulations,
and orders of all federal, state, county, or local
governmental agencies or entities having jurisdiction
over said premises.
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6. Ownership of Building Project. Any and all
buildings and improvements placed or erected on said
premises as part of said building project as well as any
and all other alterations, additions, improvements, and
fixtures, except furniture and trade fixtures, made or
placed in or on said premises by District or any other
person shall be considered part of the real property of
said premises and on expiration of the original term or
renewal thereof, if any, or sooner termination, of this
Lease shall remain on said premises and become the
property of City; provided, that a new lease is not
renegotiated at -the end of the lease, or any earlier
termination thereof, District shall within 60 days of
such termination, vacate the premises and surrender and
deliver the property to City together with all
improvements constructed thereon, including permanent
fixtures and appurtenances thereto, in good condition
with reasonable wear and tear accepted. Any and all
moveable personal property or equipment installed on the
property or on the improvement shall be the property of
District; however, any such items not so removed by
District within sixty (60) days of termination shall
become the property of City.
7. Maintenance and Repair of Real Property and
Building Thereon. The District, at District's sole ex-
pense, shall maintain the real property and existing
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landscaping thereon, as well as the building affixed
thereto, in good repair and condition during the period
of its use thereof, and protect it from damage, deteri-
oration and extraordinary depreciation. Any damage to
the real property shall be promptly repaired by the Dis-
trict at its sole expense.
8. Requirements of Governmental Agencies. At all
times during the term of this Lease, District, at Dis-
trict's own cost and expense, shall:
(a) Make all alterations, additions, or re-
pairs to said premises or the improvements or
facilities on said premises required by any
valid law, ordinance, statute, order, or reg-
ulation now or hereafter made or issued by any
federal, state, county, local, or other govern-
mental agency or entity;
(b) Observe and comply with all valid laws,
ordinances, statutes, orders, and regulations
now or hereafter made or issued respecting said
premises or the improvements or facilities on
said premises by any federal, state, county,
local, or other governmental agency or entity;
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(c) Indemnify and hold City and the property
of City, including said premises, free and harm-
less from any and all liability, loss, damages,
fines, penalties, claims, and actions resulting
from District's failure to comply with and per-
form the requirements of this section.
9. Destruction of Real Property (District's Option
to Restore). Should, at any time during the term of
this Lease, any buildings or any improvements or any
portion of the real property now or hereafter made part
of the premises be destroyed in whole or in part by
fire, theft, the elements, or any other cause not the
fault of City, District may, at District's own cost and
expense, repair and restore the damaged or destroyed
building, buildings, improvement, or improvements
according to the original plan thereof or according to
such modified plans therefore as shall be approved in
writing by City. Said replaced improvements shall be of
at least the same quality, size and capacity as those
damaged or destroyed.
10. Application of Insurance Proceeds. In the event
the work of constructing such replacement improvements
or facilities or realty as described above is not com-
pleted within four (4) years after the date of the
damage or destruction, or three (3) years after receipt
of proceeds, whichever occurs first, the District shall
pay to the City the amount of insurance proceeds
received by the District representing one hundred (100%)
percent of the replacement cost thereof on the date of
damage or destruction, or in the absence of the
District's receipt of insurance proceeds, in such
amount, the replacement cost as adjusted to the date of
damage or destruction.
11. Indemnity. District shall indemnify and hold
City and the property of City, including said premises
and any buildings or improvements now or hereafter on
said premises, free and harmless from any and all liabil-
ity, claims, loss, damages, or expenses resulting from
District's occupation and use of said premises, specif-
ically including, without limitation, any liability,
claim, loss, damage, or expense arising by reason of:
(a) The death or injury of any person, including
any person who is an employee or agent of District,
or by reason of the damage to or destruction of any
property, including property owned by District or by
any person who is an employee or agent of District,
from any cause whatever while such person or proper-
ty is in or on said premises or in any way connected
with said premises or with any of the improvements
or personal property on said premises;
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(b) The death or injury of any person, including
any person who is an employee or agent of District,
or by reason of the damage to or destruction of any
property, including property owned by District or
any person who is an employee or agent of District,
caused or allegedly caused by either (a) the condi-
tion of said premises or some building or improve-
ment on said premises, or (b) some act or omission
on said premises of District or any person in or or
about said premises with the permission and consent
of District;
(c) Any work performed on said premises or materi-
als furnished to said premises at the instance or
request of District or any person or entity acting
for or on behalf of District; or
(d) District's failure to perform any provision of
this Lease or to comply with any requirement imposed
on District or said premises by any duly authorized
governmental agency or political subdivision.
12. Liability Insurance. District shall, at Dis-
trict's own cost and expense, secure promptly upon exe-
cution of this Lease and maintain during the entire term
of this Lease a broad form comprehensive coverage policy
of public liability insurance issued by an insurance
company acceptable to City and authorized to issue lia-
bility insurance in California insuring District and
City (coverage will be primary to any other insurance
available to the City of Cupertino) against loss or
liability caused by or connected with District's
occupation and use of said premises under this Lease in
amounts not less than:
(a) $10,000,000 for injury to or death to one
person and, subject to such limitation for the
injury or death of one person, of not less than
$10,000,000 for injury to or death of one or more
persons as a result of any one accident or incident;
and
(b) $10,000,000 for damage to or destruction of any
property of others.
13. Fire and Casualty Insurance. District shall, at
District's own cost and expense, at all times during the
term of this Lease keep all buildings, improvements, and
other structures on said premises, as well as any and
all additions thereto, insured for their full insurable
value by insurance companies authorized to issue such
insurance in California against loss or destruction by
fire and the perils commonly covered under the standard
extended coverage endorsement to fire insurance policies
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in the county where said premises are located. Any loss
payable under such insurance shall be payable to Dis-
trict. Any proceeds received because of a loss covered
by such insurance shall be used and applied in the
manner required by Paragraph 10 of this Lease.
14. Specific Perils to Be Insured. Notwithstanding
anything to the contrary contained in this Lease, the
insurance required by Paragraph 13 of this Lease shall,
whether or not included in the standard extended
coverage endorsement mentioned in said paragraph, insure
all buildings, improvements, and other structures on
said premises, as well as any and all additions thereto,
against loss or destruction by windstorm, cyclone,
tornado, hail, explosion, riot, riot attending a strike,
civil commotion, malicious mischief, vandalism,
aircraft, fire, smoke damage, and sprinkler leakage.
Furthermore, the insurance required by Paragraph 13 of
this Lease, shall extend during the construction of said
building project described in Paragraph 5 shall have
course construction, vandalism, and malicious mischief
clauses attached insuring said project during its
construction and all materials delivered to the site of
said building project for their full insurable value.
15. Deposit of Insurance With City. District shall
within 10 days after the execution of this Lease and
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promptly thereafter when any such policy is replaced,
rewritten, or renewed deliver to City a true and correct
copy of each insurance policy required by this Para-
graph of this Lease or a certificate executed by the
insurance company or companies or their authorized agent
evidencing such policy or policies.
16. Notice of Cancellation of Insurance. Each in-
surance policy required by this Paragraph of this Lease
shall contain a provision that it cannot be cancelled
for any reason unless 10 days' prior written notice of
the cancellation is given to City in the manner required
by this Lease for service of notice on City by District.
17. Assignment and Subleasing. Except as otherwise
provided by this Agreement, the District shall not
lease, sublease or otherwise assign its right to use the
real property to any other party or permit any other
party to permanently or temporarily occupy or use the
real property without the written consent of the City as
expressed by a resolution adopted by the City Council.
No successor in interest of the District shall be vested
with any right to use the real property under this
Agreement without the written consent of the City as
expressed by a resolution adopted by the City Council.
All rights to use the real property created by this
Agreement shall terminate in the event of the dissolu-
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tion of the District, its annexation by any other public
agency, its consolidation with any other public agency
or the exercise of the District's powers by or in con-
junction with any other agency, board, or entity by
virtue of a joint exercise of powers agreement or other-
wise, unless the City consents to the continuing use of
the property thereafter in the manner above described.
For purposes of this paragraph it is understood that
joint power agreement used in course of normal
operations are excluded. The District shall not
mortgage, encumber or otherwise create a security
interest in the real property without consent of the
City, other than encumbrances made to finance
construction or improvements made hereunder.
18. Termination for Breach by District. All cove-
nants and agreements contained in this Lease are declar-
ed to be conditions to this Lease and to the term hereby
demised to District. Should District substantially
default in the performance of any covenant, condition,
or agreement contained in this Lease and the default not
be cured within 60 days after written notice of the
default is served on District by City, then City may
terminate this Lease and bring action against District
as provided for by law for possession and damages.
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19. Insolvency of District. Should District become
adjudicated insolvent under a final judgment, City may,
by giving 60 days' written notice to District or to the
person appointed to manage District's affairs at the
address for such person appearing in the official
records of the court that appointed him, terminate this
Lease and forfeit District's interest in said premises
and in any improvements or facilities in, on, or
appertaining to said premises.
20. Surrender of Premises. District shall surrender
said premises, all improvements in or on said premises,
and all facilities in any way appertaining to said
premises, to City in as good, safe, and clean condition
as practicable, reasonable wear and tear excepted, upon
the occurrence of one or more of the following events;
(a) Termination of the Lease by expiration of
original term or the renewal term, if any.
(b) Insolvency of the District as described in
Paragraph 19.
(c) Termination for breach of the Lease as
described in Paragraph 18.
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(d) Failure of District to utilize the
building for a fire station for a period of six
consecutive months after the building receives
its certificate of occupancy after originally
constructed or reconstructed in the event the
original structure is damaged or destroyed.
(e) The City withdraws from or is no longer a
part of the Central Fire District.
21. Reimbursement by the City to the District For
Costs of Building and Improvements. In the event that
City becomes the owner of the building and improvements
as a result of the occurrence of Paragraph 20(e), City
shall reimburse District in an amount equal to the total
cost of construction of said building and improvements
(including cost of financing for a period not to exceed
fifteen years) multiplied by a fraction wherein the
numerator equals the difference between 15 years and the
number of years the District actually operates the fire
station and the denominator is 15 years [i.e., total
cost of construction x (15 - actual operation years)
15 ].
If the District operates the fire station for a
period greater than 15 years from the date that it is
constructed, no reimbursement is owed by the City. Such
reimbursement, at the option of the City, will either be
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made, in annual installments for a term equal to the
difference between 15 years and the number of years of
actual operation by the District with no interest, (debt
service already being included in the total cost of
construction) or in a lump sum with an appropriate
discount reflecting debt service savings to the
District, if any.
22. Validity. Should any provision of this Lease be
held by a court of competent jurisdiction to be either
invalid, void or unenforceable, the remaining provisions
of this Lease shall remain in full force and effect un-
impaired by the holding.
The parties certify that this Lease has been read and
approved as to form by their respective legal counsel
and that adherence to its provisions are within the
powers of the parties granted to it by law.
EXECUTED on APR 3 01985 , 19 , at San Jose,
Santa Clara County, California.
CITY OF CUPERTINO
Approved aslrjo or
Mayor
ATTEST:
(_'t/A'�jRLES'T.(KILIAN
City Attorney
Clerk
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Approved as to form
and Legali y:
'(—J c
County Counsel
CENTRAL FIRE PROTECTION
DISTRICT OF SANTA CLARA
COUNTY
By
Rod Dlrtdori l:hiurperson. board of Supervisors
ATTEST:
Cle_�, DONALD N1.iRATM
Phyllis A. Pp,, ,
Assistant clerk
of the Board of
SUPP-rvisors
RESOLUTION NO. 6564
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO
AUTHORIZING EXECUTION OF 30 YEAR LEASE AGREEMENT WITH
CENTRAL FIRE PROTECTION DISTRICT FOR A PARCEL OF LAND
TO BE THE SITE OF THE SEVEN SPRINGS FIRE STATION
WHEREAS, the City Council of the City of Cupertino has been presented
with a thirty-year lease agreement with the Central Fire Protection District;
and
WHEREAS, this agreement pertains to a parcel of land to be the site
of the Seven Springs Fire Station; and
WHEREAS, the City Council has reviewed and approves this lease;
NOW, THEREFORE, BE IT RESOLVED that the Mayor and the City of Cupertino
is hereby authorized to execute this 30 -year lease.
PASSED AND ADOPTED at a regular meeting of the City Council of the
City of Cupertino this 6th day of May 1985 by the following
Vote:
Vote Members of the City Council
AYES: Gatto, Plungy, Rogers, Sparks, Johnson
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
/s/ Dorothy Cornelius
City Clerk
APPROVED:
/s/ Phil N. Johnson
Mayor, City of Cupertino