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HomeMy WebLinkAbout1969-10-29; Parking Authority; Resolution 12RESOLOTION NO. 12 RESOLUTION OF THE PARKING AUTHORITY OF THE CITY OF CARLSBAD, CALIFORNIA, APPROV- ING AND AUTHORIZING EXECUTION OF AN AGREEMENT ENTITLED "THE PLAZA CAMINO REAL PUBLIC PARKING LOT OPERATING AGREEMENT " WHEREAS, this Parking Authority has entered into a Lease with the City of Carlsbad dated August 21, 1969, and entitled "Lease Agreement"; and WHEREAS, said Lease is subject to termination on October 1, 1995, in accordance with its terms; and WHEREAS, following expiration of said Lease, the premises covered thereby shall revert to this Parking Authority; and WHEREAS, the City of Carlsbad proposes to enter into an Operating Agreement with Plaza Camino Real, a partnership, for the operation and maintenance of said premises; and WHEREAS, it is in the best interests of the City of Carlsbad and this Authority that said Operating Agreement continue for a period of fifty years; NOW, THEREFORE, the Parking Authority of the City of Carlsbad does hereby resolve, determine and order as follows: 1. That this Parking Authority does hereby approve that certain agreement entitled "The Plaza Camino Real Public Parking Lot Operating Agreement" attached hereto as Exhibit A and incorporated herein by this reference. 2. That the Chairman and Clerk of this Parking Authority are hereby authorized and directed to execute the agreement referred to in section 1 hereof on behalf of this Authority, 3. That upon execution of said agreement by said Chairman and Clerk, this Authority agrees to be bound by said agreement for such time as Authority may be lawfully entitled to possession of said premises upon either expiration or termina- tion of said Lease and the expiration of the term of said agreement. ADOPTED, SIGNED AND APPROVED this 29th day of October, 1969. Acting Chairman of the Parking Authority of the City of Carlsbad, California ATTEST: ^/:^dAy^.y Leitky^ the Parkinfe Authority of the CMy of Carlsbad, California STATE OF CALIFORNIA ) ss. COUNTY OF SAN DIEGO I, Margaret E. Adams, Clerk of the Parking Authority of the City of Carlsbad, California, DO HEREBY CERTIFY that the foregoing resolution was duly adopted by the Parking Authority of said City and was approved by the Chairman of said Parking Authority at a special meeting of said Parking Authority held on the 29th day of October, 1969, and that it was adopted by the following vote, to wit: AYES: D i re c tors Snedeker, Cannon Sugg and Killen. NOES: None ABSENT: Director Daugherty Clei'k/Jf the ParkingUuthority of the Clity of Carlsbad, California THE PLAZA CAMINO REAL PUBLIC PARKING LOT OPERATING AGREEMENT THIS AGREEMENT, executed in triplicate as of the day of A/g Ve.r^J)e.r , 1969^ by and between the CITY OP CARLSBAD, a municipal corporation of the State of California (hereinafter sometimes referred to as "City"), the PARKING AUTHORITY OP THE CITY OF CARLSBAD, a body corporate and politic of the State of California (herein- after sometimes referred to as "Parking Authority"), and PLAZA CAMINO REAL, a limited partnership organized under the laws of the State of California (hereinafter sometimes re- ferred to as "Operator"). WITNESSETH : WHEREAS, City is the lessee of certain real property in the City of Carlsbad (hereinafter sometimes referred to as the "Site"), more particularly described in the Lease Agree- ment with the Parking Authority, dated August 21, 1969, under the provisions of which a Parking Lot as constructed on the Site has been leased to City; and WHEREAS, it is the intention of City that the Parking Lot be operated so that the citizens of City shall have the benefit of convenient off-street public parking on the Site; and WHEREAS, the operation and management of the Parking Lot in a manner which will produce the desired results present unusual and difficult problems demanding extraordinary EXHIBIT "A ft A " I • knowledge and experience and Operator has special experience, competence and knowledge In the management of such parking lots. NOW, THEREFORE, in consideration of the performance of the mutual promises herein contained at the time and in the manner specified, the parties hereto agree as follows: Section 1. The Parking Lot. The Parking Lot to be operated pursuant to the terms hereof consists of the Parking Lot referred to in the recitals hereof. Section 2. Operation of Parking Lot. City hereby employes Operator to manage and operate the Parking Lot, together with the parking improvements con- structed thereon, for and on behalf of and at no cost to City, for the public purposes for which the same is leased to the City, to wit: for use by the general public as an off-street public Parking Lot for motor vehicles without charge. The term of this Agreement shall commence on the day of the month on which the Site is leased to the City. The term of this Agreement shall be fifty (50) years. To Insure continuity of operation of the Parking Lot after the termination of the lease between City and the Parking Authority of the City of Carlsbad (Parking Authority), Parking Authority Joins City in the execution hereof. Section 3. Title to Property. Title to the Site and Parking Lot shall be controlled by the Lease as it presently exists or is hereafter amended 2. and the conditions, covenants and restrictions contained in the Grant Deed dated October 21, 19^9, recorded the same date as Document No. 193480, Official Records of San Diego, by means of which the Parking Authority of the City of Carlsbad, as lessor of the Lease, acquired fee title to the Parking Lot. Title to all personal property placed on or about the Parking Lot by Operator shall remain in Operator. Title to all personal property and fixtures placed on or about the Parking Lot by City shall remain in City. Title to all fixtures placed on or about the Parking Lot by Operator shall remain in Operator unless such fixtures re- place fixtures owned by City, in which event they shall .belong to City. Section 4. Duties of Operator. Operator shall manage, operate and maintain the Parking Lot and all appurtenant improvements thereto for the public purposes for which the same were built in accord- ance with the standards and subject to the controls set forth herein. Section 5. General Standards of Performance. Commencing upon the date Operator takes possession of said Parking Lot or part thereof and continuing so long as Operator is in possession of the Parking Lot and subject to the policy, controls and other limitations expressed herein, the following separate, distinct and cumulative standards shall be observed: (a) PUNCTUAL PAYMENT. Operator shall duly and punctually pay or cause to be paid its obligations 3. hereunder in strict conformity herewith. (b) DISCHARGE CLAIMS. Operator shall discharge or provide for the discharge of all claims which it has authorized or incurred for labor, materials and supplies furnished for or in connection with the Parking Lot. (c) NON-DISCRIMINATION. Operator shall operate and manage the Parking Lot without unlawful discrimina- tion as to race, creed, color or national origin and without discrimination in favor of its own customers or otherwise. (d) GOVERNMENTAL REGULATIONS. Operator shall duly observe, conform to and comply with all valid require- ments of any governmental authority relative to the Parking Lot or any part thereof and shall require all persons using the Parking Lot to conform to and comply with such requirements. (e) MAINTAIN AND OPERATE. Operator shall manage, operate and maintain the Parking Lot in an efficient and economical manner and maintain the Parking Lot in good repair and working order and in such a way as to cast no reflection on Operator or City. In particular, without limiting the generality of the foregoing. Operator shall use its best efforts to the end that the operating personnel of the Parking Lot are: (I) Personally clean, well groomed and attractive in appearance. (II) Cleanly and neatly dressed when on duty in clean, neat and orderly uniforms, costumes 4. or dress suitable for their particular Jobs. (iii) Able to see, hear and speak normally. (Iv) Required to conduct themselves at all times in a sober, courteous, polite, dignified and inoffensive manner. (v) Trained to render a high degree of service in their particular Jobs. (vl) Closely supervised to insure such a high degree of service. (vii) Provided with the necessary equipment, apparatus and other facilities so that they can exercise their duties and render such a high degree of service. It is not intended, however, by reciting these standards to prevent the employment of handicapped persons, and Operator and City shall cooperate to the end that such standards shall be and are waived as to any particular person whose handicap is not such as to prevent that person from adequately performing the duties of the particular Job to which he or she may be assigned. Section 6. Assignment. Operator shall not assign this Agreement without written consent of City, except to a wholly-owned subsidiary of Operator, or to a successor by purchase of all of the assets of Operator, or except to the extent that Operator becomes a participant corporation in a merger or consolida- tion. Section 1. Notices, City Approval. Any notice or filing required to be given or made 5. shall be given or made in the following manner: upon City by serving the City Clerk personally or by registered mail addressed to the City Clerk, City Hall, Carlsbad, California, or such other place as may hereafter be designated in writing by City, and upon Operator by serving the Secretary thereof (or such other officer as Operator may direct) personally or by registered mail addressed to said Secretary (or other officer) at such place as Operator shall hereafter designate in writing. Wherever in this Agreement the approval of City is required. Operator shall file the request for approval with the City Clerk with notice of the action proposed to be taken in connection therewith, and unless the Council of said City disapproves the aforesaid within thirty (30) days of the filing thereof the same shall be deemed approved; provided, however, that the Council may approve a shorter time within which to so disapprove. Section 8. Miscellaneous. The paragraph headings contained herein are for convenience and reference and are not intended to define or limit the scope of any provision of this Agreement. If any section, subsection, sentence, clause or phrase of this Agreement, or the application thereof, to either party, or any other person or circumstance is for any reason held invalid, it shall be deemed severable and the validity of the remainder of the Agreement or the application of such provision to the other party, or to any person or 6. circumstance shall not be affected thereby. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their proper officers thereunto duly authorized, and their official seals to be hereto affixed, as of the day and year first above written. PLAZA CAMINO REAL, a limited partnership By The May Stores Shopping Centers, Inc. its General Partner By By _ ATTEST: CITY OP CARLSBAD City Clerk By Mayor ATTEST: PARKING AUTHORITY OF THE CITY OF CARLSBAD Clerk By Chairman I HEREBY APPROVE the form and legality of the foregoing Agreement this day of , 19^9. City Attorney and ex officio Attorney for the Parking Authority of the City of Carlsbad. 7. STATE OF CALIFORNIA s s COUNTY OF LOS ANGELES On , 19 ) before me, the undersigned, a Notary Public in and for said State, per- sonally appeared , known to me to be the , and , known to me to be the of THE MAY STORES SHOPPING CENTERS, INC., the corporation that executed the within instrument, said persons being known to me to be the persons who executed the within instrument on behalf of said corporation, said corporation being known to me to be the General Partner of PLAZA CAMINO REAL, the partnership that executed the within instrument, and acknowledged to me that such corporation executed the same as General Partner and that such partner- ship also executed the same. WITNESS my hand and official seal. (SEAL) Notary Public in and for said State 8. STATE OF CALIFORNIA ss. COUNTY OP SAN DIEGO On this day of , 1969, before me, , a Notary Public, State of California, duly commissioned and sworn, personally appeared , known to me to be the Mayor, and , known to me to be the City Clerk, respectively, of the CITY OP CARLSBAD, a municipal corporation that executed the within instrument, and known to me to be the persons who executed the within instrument on behalf of said municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to a resolution of the City Council of said City of Carlsbad. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official seal on the day and year in this certificate first above written. Notary Public, State of California. (SEAL) 9. STATE OP CALIFORNIA COUNTY OP SAN DIEGO ss. On this day of , I969, before me, _> a Notary Public, State of California, duly commissioned and sworn, personally appeared > known to me to be Chairman, and , known to me to be the Clerk, respectively, of the Parking Authority of the City of Carlsbad, a public corporation that executed the within instrument, and known to me to be the persons who executed the within instrument on behalf of said public corporation therein named, and acknowledged to me that such public corporation executed the within instrument pursuant to a resolution of said Authority. IN WITNESS WHEREOF, I have hereunto subscribed me name and affixed my official seal on the day and year in this certificate first above written. Notary Public, State of California. (SEAL) 10.