HomeMy WebLinkAbout2008-12-02; City Council; 19648; Lease Agreement for Preschool FacilityCITY OF CARLSBAD - AGENDA BILL fto
AB#
MTG.
DEPT.
19.648
12/02/08
ED
Approval of the Lease Agreement
Between Community Development
Institute and the City of Carlsbad for a
Preschool Facility at 3368 Eureka Place
DEPT. HEAD (W ^
CITY ATTY. /fa,
CITYMGR. ft
RECOMMENDED ACTION: Approve Resolution No. 2008-316 Approving the two
year lease agreement between the City of Carlsbad and Community Development Institute -
Head Start for lease of a city owned preschool facility located at 3368 Eureka Place, and
authorize the City Manager to execute the agreement.
ITEM EXPLANATION:
On May 28, 2004, the City of Carlsbad purchased the Girls Club Facility located at 3368 Eureka
Place for the purpose of renovating the facility to accommodate relocation of the Adult Learning
Center and El Centra de Informacion into a single location. The Girls Club facility had been
leased to several tenants at the time, including a federally funded Head Start program operated
by Neighborhood House Association (NHA). NHA's lease agreement had an expiration date of
June 30, 2008. As a part of the purchase agreement between the City and the Carlsbad Girls
Club, the City agreed to continue to honor all of the individual lease terms for each tenant
occupying the facility. On December 31, 2004, the only remaining tenant at the facility was the
Head Start preschool operated by NHA.
In early 2005 the City of Carlsbad embarked upon renovation of the Girls Club facility, and
decided to include construction of a new modular 4800 square foot preschool facility so that
NHA could relocate its operation during construction and be retained as a possible tenant in the
future. Once NHA relocated to the new modular, renovation of the main building began. Prior
to the June 2008, expiration of NHA's lease agreement for the Head Start program facility, City
staff attempted to negotiate a new lease agreement. However, during negotiations, NHA lost
their administrative contract with the federal government for the Carlsbad program, and was
replaced by Community Development Institute (GDI). GDI is now the interim administrator of
the federal preschool program until a permanent administrator can be identified. GDI contacted
the City and was willing to enter into a lease agreement under the same terms that had been
negotiated with NHA, with the exception of the term. GDI indicated that their interim status
precluded them from entering into a term longer than two (2) years.
FISCAL IMPACT:
The terms of the lease provide for monthly payments of $8736.00, or an annual payment of
$104,832 in year one. Monthly payments in year two increase to $8998.00 or $107,976
annually. Total lease revenue for the two year term is $212,808, and will be allocated to the
City's General Fund.
DEPARTMENT CONTACT: Cynthia Haas 760-602-2732 chaas@ci.carlsbad.ca.us
FOR CITY CLERKS USE ONLY.
COUNCIL ACTION:APPROVED
DENIED
CONTINUED
WITHDRAWN
AMENDED
D
D
D
CONTINUED TO DATE SPECIFIC D
CONTINUED TO DATE UNKNOWN D
RETU RN ED TO STAFF D
OTHER - SEE MINUTES D
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ENVIRONMENTAL IMPACT:
The Planning Director has determined that the project is exempt from the California
Environmental Quality Act, pursuant to Section 15301 of the CEQA Guidelines. Section 15301
exempts projects or activities that consist of leasing of existing public facilities involving no
expansion of use. Lease of public property for operation of a preschool facility, with an existing
use as a school/daycare facility, and no other plan for development of that property, is such an
activity. Should the Agency or City decide to pursue development of the site at a future date,
additional environmental review will be conducted.
EXHIBITS:
1. Resolution No. 2008-316
2. Lease Agreement Between GDI and City of Carlsbad.
1 RESOLUTION NO. 2008-316
2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, APPROVING A TWO YEAR
3 LEASE AGREEMENT WITH COMMUNITY DEVELOPMENT
4 INSTITUTE AND AUTHORIZING THE CITY MANAGER TO
EXECUTED THE LEASE AGREEMENT FOR A
5 PRESCHOOL FACILITY LOCATED AT 3368 EUREKA
PLACE, CARLSBAD CALIFORNIA, WITH COMMUNITY
6 DEVELOPMENT INSTITUTE - HEADSTART
7M
WHEREAS, the City Council has determined it is desirable and in the best8
interest of the community to enter into a two year lease agreement for lease of 4800
JO square feet of space located in a modular building at 3368 Eureka Place, to Community
11 Development Institute - Head Start as a preschool facility serving disadvantaged
12 children; and
13 WHEREAS, the City Council of the City of Carlsbad and Community
14 Development Institute - Head Start have agreed to all terms of the lease.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
16
Carlsbad, California, as follows:
17
1. That the above recitations are true and correct.18
2. That upon approval as to form, by the City Attorney, the City Manager is
20 authorized to execute the lease agreement attached hereto between the City
21 of Carlsbad and Community Development Institute- Head Start.
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PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council
of the City of Carlsbad on the 2— day of December. 2008, by the following vote to wit:
AYES: Council Members Lewis, Hall, Packard and Nygaard.
NOES: None.
ABSENT: Council Member Kulchin.
1AUDE'A LEWIS, Mayor
ATTEST:
LORRAINE M. WOOD, City Clerk
(SEAL)
1
CITY OF CARLSBAD
LEASE TO
COMMUNITY DEVELOPMENT INSTITUTE
HEADSTART
OF PROPERTY LOCATED AT
3368 EUREKA PLACE
CARLSBAD, CALIFORNIA 92008
LEASE AGREEMENT
J
THIS LEASE AGREEMENT, made and entered into thisj'clay of December 2008, by
and between the City of Carlsbad, hereinafter called "Lessor", and Community
Development Institute — Head Start (CDI), a non-profit corporation "Lessee", without
reference to number or gender, for a portion of the property located at 3368 Eureka Place,
California, 92008.
WITNESETH:
WHEREAS, the City of Carlsbad is the owner of the real property located at 3368 Eureka
Place, Carlsbad, California, 92008; and
WHEREAS, the property consists of two separate buildings/spaces including the
Carlsbad Learning Center at the front of the property and a preschool building at the rear
of the property; and
WHEREAS, Lessee desires use of said preschool building "Leased Premises") totaling
approximately 4800 square feet and an adjacent play yard to operate a "Head Start"
preschool program (as shown in exhibit A);
NOW, THEREFORE, it is understood and agreed by and between the parties hereto as
follows, to wit:
TO HAVE AND TO HOLD said Leased Premises for the term of this lease and upon the
conditions as follows:
1. TERM: The term of the lease shall be for a period of two years commencing
on December 1, 2008, and ending on November 30, 2010. Lessee shall be entitled to
conduct business prior to commencement date. Upon the expiration of this lease, Lessee
may request and the Lessor may grant, at it sole discretion and option, two additional (2)
year periods, upon the same terms and conditions stated herein, notwithstanding the
renegotiation of monthly lease payments. Lessee must exercise this option in writing at
least 180 days prior to the lease terms expiration.
2. RENT:
(a) As and for the rent, Lessee agrees to pay to Lessor the sum of eight thousand seven
hundred thirty-six dollars ($8736.00) per month for the first year. On or before December
1, 2008, the first payment of $8736.00 per month will be paid and all subsequent
payments shall be payable in advance on or before the first day of each and every month
during the term of this Agreement.
(b) Rent shall be delivered to the Finance Department of the City of Carlsbad at 1635
Faraday Avenue, Carlsbad, California, 92008. The designated place of payment and
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(f
filing may be changed at any tune by Lessor upon ten (10) days written notice to Lessee.
Lessee assumes all risk of loss if payments are made by mail.
(c) In the event Lessee is delinquent in remitting the rent due in accordance with the rent
provisions of this lease, then the rent not paid when due shall bear interest at the rate of
Ten Per Cent (10%) per annum from the date due until paid. Provided, however, that the
City Manager of the City of Carlsbad shall have the right to waive for good cause any
interest payment upon written application of Lessee for any such delinquency period.
(d) Lessee agrees to pay three percent (3%) annual increases in monthly lease payments
beginning the 1st day of December 2009, and annually thereafter for the term of the lease
period.
Year 1 $8,736.00
Year 2: $8,998.00
(e) Lessee agrees to pay a Security Deposit in the amount of one month's rent or eight
thousand seven hundred thirty-six dollars ($8736.00) to be paid upon execution of this
lease agreement. Lessee shall submit the Security Deposit in the form of a bank or
cashier's check simultaneously, and or in conjunction with the signed lease agreement.
Lessor shall not cash nor deposit Security Deposit until the lease agreement is signed by
Lessor, resulting in the full execution of this agreement. Security Deposit shall be held in
an interest bearing account in which upon expiration of this lease, Lessee shall retain all
interest accrued over said lease term. Lessor shall not be required to keep the Security
Deposit separate from its general accounts. If Lessee fails to pay Rent, or otherwise
defaults under this lease, Lessor may use, apply or retain all or any portion of said
Security Deposit for the payment of any amount clue Lessor or to reimburse or
compensate Lessor for any liability, expense, loss or damage which Lessor may suffer or
incur by reason thereof. If Lessor uses or applies all or any portion of said Security
Deposit, Lessee shall within ten (10) days after written request therefore deposit monies
with Lessor sufficient to restore said Security Deposit to the full amount required by this
Lease. If the Base Rent increases during the term of this Lease, Lessee shall, upon written
request from Lessor, deposit additional moneys with Lessor so that the total amount of
the Security Deposit shall at all time bear the same proportion to the increased Base Rent
as initial Security Deposit bore to the initial "Base Rent"
3. USE: Lessee agrees that the Leased Premises shall, be used only and
exclusively for a preschool program and for no other purposes whatsoever without the
written consent of Lessor.
4. EARLY TERMINATION: Lessee or Lessor shall have a right to terminate
lease by first giving one-hundred eighty (180) days written notice to the other party.
5. IMPROVEMENTS: Lessee may, at its own expense, make additional interior
alterations or changes in the Leased Premises or cause to be built, made or installed
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thereon any structures, machines, appliances, utilities, signs or other improvements
necessary or desirable for the use of said premises and may alter and repair any such
structures, machines or other improvements; provided, however, that no alterations and
changes shall be made and no structures, machines, appliances, utilities, signs or other
improvements shall be made, built or installed, and no major repairs thereto shall be
made except upon obtaining prior approvals from Lessor and all necessary permits from
the City of Carlsbad. Such installation will be solely at the expense of Lessee and the
work performed with proper City of Carlsbad permits. Lessee will be permitted to paint
the exterior of the premises in accordance with standards acceptable to Lessor and with
prior approval of Lessor. Lessee shall be responsible for manufacturing and installation
of signage in accordance with the signage regulations set forth by the City of Carlsbad.
6. OWNERSHIP; REMOVAL; SURRENDER/RESTORATION:
(a) Ownership. Subject to Lessor's right to require removal or elect ownership as
hereafter provided, all alterations and utility installations made by Lessee shall be the
property of the Lessee. Unless otherwise instructed per Paragraph 6(b) hereof, all Lessee
owned alterations and utility installations shall, at the expiration or termination of this
Lease, become the property of Lessor and be surrendered by Lessee with the premises.
(b) Removal. By delivery to Lessee of written notice from Lessor not later than sixty (60)
days prior to the end of the term of this Lease, Lessor may require that any or all Lessee
owned alterations or utility installations be removed upon the expiration or termination of
this Lease. Lessor may require the removal at any time of all or any part of any Lessee
owned alterations or utility installations made without Lessor's consent.
(c) Surrender/Restoration. Lessee shall surrender the premises by the expiration date or
any earlier termination date, with all of the improvements, parts and surfaces thereof
broom clean and free of debris, and in good operating order, condition and state of repair,
ordinary wear and tear excepted. "Ordinary wear and tear" shall not include any damage
or deterioration that would have been prevented by good maintenance practice. Lessee
shall repair any damage occasioned by the installation, maintenance or removal of trade
fixtures, Lessee owned alterations and/or utility installations, furnishings, and equipment
installed by or for Lessee and by the removal, replacement, or remediation or any soil,
material or groundwater contaminated with hazardous substance (as defined in Paragraph
23) by Lessee. Trade fixtures shall remain the property of Lessee and shall be removed
by Lessee. The failure by Lessee to timely vacate the premises pursuant to this Paragraph
6 (c) without the express written consent of Lessor shall constitute a holdover under the
provisions of Paragraph 32 below.
7. PARKING: Lessee will be allocated four (4) designated parking spaces for
Lessee's sole use. Other than the designated parking spaces, Lessee understands that all
remaining parking on the site will be shared with the Carlsbad Learning Center patrons
and employees.
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8. RIGHT TO ENTER PROPERTY: Upon execution of this lease agreement,
Lessee shall be granted access to the premises to initiate, construct and complete the
Tenant/building improvements as outlined in the Improvements Paragraph 5 of this lease.
All tenant improvements shall be complete prior to occupancy of the building.
9. REPRESENTATIONS & INDEMNITIES OF BROKER RELATIONSHIPS:
Lessee and Lessor each represent and warrant to the other that it has had no dealings with
any person, firm, broker or finder in connection with this Lease, and that no person, firm,
broker or finder is entitled to any commission or finder's fee in connection herewith.
Lessee and Lessor do each hereby agree to indemnify, protect, defend and hold the other
harmless from and against liability for compensation or charges which may be claimed
by any such unnamed broker, finder or other similar party by reason of any dealings or
actions of the Lessee and/or Lessor, including any costs, expenses, or attorney's fees
reasonably incurred with respect thereto. Any and all broker's commissions shall be paid
by Lessee.
10. WAIVER OF RELOCATION BENEFITS: Lessee understands this lease
agreement is entered into for a specified period of time. Lessee therefore agrees to waive
any and all relocation benefits defined in the California Relocation Assistance Law
(Government Code, Section 7260, et. seq.).
11. LIENS: Lessee agrees that it will at all times hold Lessor free and harmless
and indemnify it against all claims for labor or materials in connection with
improvements, repairs, or alterations on the Leased Premises, including the costs of
defending against such claims, and reasonable attorney's fees incurred therein. In the
event that any lien or levy of any nature whatsoever is filed against the lease premises or
the leasehold interests of the Lessee there, the Lessee shall, upon written request of
Lessor, deposit with Lessor a bond conditioned for the payment in full of all claims upon
which said lien or levy has been filed. Such bond shall be acknowledged by Lessee as
principal and by a corporation, licensed by the Insurance Commissioner of the State of
California to transact the business of a fidelity and surety insurance company, as surety.
Lessor shall have the right to declare this lease in default in the event the bond required
by this paragraph has not been deposited with the Lessor within ten (10) days after
written request has been delivered to Lessee.
12. LEASE ENCUMBRANCE: Lessee understands and agrees that it cannot
encumber the lease, leasehold estate and the improvements thereon by a deed of trust,
mortgage or other security instrument. If any deed of trust, mortgage or other security
instrument that encumbers the lease, leasehold estate and the improvements thereon is
entered into by Lessee, Lessor shall have the right to declare this lease in default.
13. ASSIGNMENT-SUBLEASE: Lessee shall not assign or transfer the whole or
any part of this lease or any interest therein, nor sublease the whole or any part of the
Leased Premises, nor contract for the management or operation of the whole or any part
of the Leased Premises, nor permit the occupancy of any part thereof by any other person
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or business entity, nor permit transfer of the lease by merger, consolidation or dissolution,
without obtaining prior written consent of Lessor, in each instance.
14. DEFAULT: It is mutually understood and agreed that if any default be made
in the payment of rental herein provided or in the performance of the covenants,
conditions, or agreements herein (any covenant or agreement shall be construed and
considered as a condition), or should Lessee fail to fulfill in any manner the uses and
purposes for which said premises are leased as above stated, and such default shall not be
cured within or ten (10) days after written notice thereof if default is in the performance
of the use obligation provisions pursuant to Paragraph 16 of this lease, or thirty (30) days
after written notice thereof if default is in the payment of rent, or in the performance of
any other covenant, condition and agreements (any covenant or agreement shall be
construed and considered as a condition), Lessor shall have the right to immediately
terminate this lease; and that in the event of such termination, Lessee shall have no
further rights hereunder, the Lessee shall thereupon forthwith remove all personal
property from said premises and shall have no further right to claim thereto, and Lessor
shall immediately thereupon, without recourse to the courts, have the right to reenter and
take possession of the Leased Premises. Lessor shall further have all other rights and
remedies as provided by law, including without limitation the right to recover damages
from Lessee in the amount necessary to compensate the Lessor for all the detriment
proximately caused by the Lessee's failure to perform his obligations under the lease or
which in the ordinary course of things would be likely to result there from.
In the event of the termination of this lease pursuant to the provisions of this paragraph,
Lessor shall have any rights to which it would be entitled in the event of the expiration or
sooner termination of this lease.
15. BANKRUPTCY: In the event Lessee becomes insolvent, makes an
assignment for the benefit of creditors, files a petition in bankruptcy or becomes the
subject of a bankruptcy proceeding, reorganization, arrangement, insolvency,
receivership, liquidation, or dissolution proceedings, or in the event of any judicial sale of
Lessee's interest under this lease, Lessor shall have the right to declare this lease in
default.
16. USE OBLIGATION: Lessee shall actively and continuously use and operate
the premises for the limited particular exclusive use as expressly provided for in the Use
Paragraph 3 of this lease, except for failure to so use caused by acts of God. Lessee,
however, shall not and is expressly prohibited from using the premises for any other
purpose or use whatsoever, whether it is purported to be in addition to or in lieu of the
particular exclusive use expressed in said Use Paragraph 3.
17. MAINTENANCE AND REPAIR: As part of the consideration for the leasing
thereof, Lessee agrees to assume full responsibility for maintenance, repair and
replacement of the interior of the building including but not limited to painting,
plumbing, fixtures, windows and glass, HVAC systems, custodial, flooring, and
appliances, throughout the term and without expense to the Lessor in order to maintain
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and preserve the premises in a good, safe, healthy and sanitary condition satisfactory to
Lessor and in compliance with all applicable laws.
Lessor agrees to provide approved containers for trash and garbage which shall be shared
with the Adult Learning Center facility. Lessee agrees to keep nremises free and clear of
rubbish and litter, or any other fire hazards. Lessor shall be responsible for all exterior
maintenance, including roof repairs and exterior paint. Notwithstanding, Lessor shall not
be required at any time to maintain or to make any improvements or repairs whatsoever
on or for the benefit of the Leased Premises. For the purpose of keeping the premises in a
good, safe, healthy and sanitary condition, Lessor shall have the right but not the duty, to
enter, view, inspect, determine the condition of and protect its interests in, the premises.
If inspection discloses that the premises are not in the condition described, Lessee must
perform the necessary maintenance work within ten (10) days after written notice from
Lessor. Further, if at any time during the term of the lease for the premises Lessor
determines that the premises are not in the condition described; Lessor may require
Lessee to file and pay for a faithful performance bond, to assure prompt correction
without additional notice. The amount of this bond shall be adequate, in Lessor's opinion,
to correct the unsatisfactory condition. The rights reserved in this section shall not create
any obligations or increase any obligations for Lessor elsewhere in this Lease.
18. TAXES AND UTILITIES: This Lease may result in a taxable possessory
interest. Lessee shall be solely responsible for payment of property taxes associated with
its occupancy of the Leased Premises, if any apply. Lessee agrees to and shall pay before
delinquency all its pro-rata share of the possessory taxes and assessments of any kind
assessed or levied upon Lessee or the Leased Premises by reason of this lease or of any
structures, machines, or other improvements of any nature whatsoever erected, installed
or maintained by Lessee, or by reason of the business or other activities of Lessee upon
or in connection with the Leased Premises. Lessee shall also pay any fees imposed by
law for licenses or permits for any business or activities of Lessee upon the Leased
Premises or under this lease, and shall pay before delinquency any and all charges for
utilities at or on the Leased Premises. If Lessee fails to pay said possessory taxes, Lessor
may declare default in accordance with Paragraph 14. Lessee shall be responsible for
payment of all utilities, including its pro-rata share of water, gas and electricity. All
utilities will be metered at the building site and billed to Lessee separately.
19. CONFORMANCE WITH RULES AND REGULATIONS: Lessee agrees that
in all activities on or in connection with the Leased Premises and in all uses thereof,
including the making of any alterations or changes and the installation of any machines or
other improvements, it will abide by and conform to all ordinances, rules and regulations
prescribed by the City of Carlsbad, including, but not limited to, sign regulations and
requirements for outdoor areas as set forth within the Carlsbad Municipal Code, and any
applicable laws of the State of California and Federal Government, as any of the same
now exist or may hereafter be adopted or amended.
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20. NON-DISCRIMINATION: Lessee agrees not to discriminate against any
person or class of persons by reason of sex, color, race, religion, or national origin. If the
use provided for in this lease allows the Lessee to offer accommodations or services to
the public, such accommodations or services shall be offered by the Lessee to the public
on fair and reasonable terms.
21. PARTIAL INVALIDITY: If any term, covenant, condition, or provision of
this lease is held by a court of competent jurisdiction to be invalid, void or unenforceable,
the remainder of the provisions hereof shall remain in full force and effect and shall in no
way be affected, impaired, or invalidated thereby.
22. HOLD HARMLESS: Lessee shall defend, indemnify, and hold harmless
Lessor, its officers and employees from liability, damage, and expense of any kind,
including reasonable attorney's fees, arising from all claims or causes of action of any
kind including but not limited to injury to or death of any person or persons, including
Lessee, its employees, and invitees resulting directly or indirectly from granting and
performance of this lease or arising from the use and operation of the Leased Premises or
any defect in any part thereof.
23. HAZARDOUS SUBSTANCES: The term "Hazardous Substance" as used in
this Lease shall mean any product, substance, or waste whose presence, use, manufacture,
disposal, transportation, or release, either by itself or in combination with other materials
expected to be on the premises, is either: (i) potentially injurious to the public health,
safety or welfare, the environment or the premises, (ii) regulated or monitored by any
government authority, or (iii) a basis for potential liability of Lessor to any governmental
agency or third party under any applicable statute or common law theory. Lessee shall
not cause or permit any Hazardous Substance to be spilled or released in, on, under, or
about the premises (including through the plumbing or sanitary sewer system) and shall
promptly, at Lessee's expense, take all investigatory and/or remedial action reasonably
recommended, whether or not formally ordered or required, for the cleanup of any
contamination of, and for the maintenance, security and/or monitoring of the premises or
neighboring properties, that was caused or materially contributed to by Lessee, or
pertaining to or involving any Hazardous Substance brought onto the premises during the
term of this Lease, by or for Lessee, or any third party.
24. SUCCESSORS IN INTEREST: Unless otherwise provided in this lease, the
terms, covenants and conditions herein shall apply to and bind the heirs, successors,
executors, administrators, and assigns of all the parties hereto, all of whom shall be
jointly and severally liable hereunder.
25. EASEMENTS: Lessee shall defend, indemnify, and hold harmless Lessor, its
officers and employees from liability, damage, and expense of any kind, including
reasonable attorney's fees, arising from all claims or causes of action of any kind
including but not limited to injury to or death of any person or persons, including Lessee,
its employees, and invitees resulting directly or indirectly from granting and performance
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of this lease or arising from the use and operation of the Leased Premises or any defect in
any part thereof.
26. INSURANCE: Lessee shall obtain and maintain for the duration of this lease
agreement and any and all amendments, insurance against claims for injuries to persons
or damage to property which may arise out of or in connection with use of the subject
building and provision of services by Lessee. The insurance will be obtained from an
insurance carrier admitted and authorized to do business in the State of California. The
insurance carrier is required to have a current Best's Key Rating of not less than "A-VII".
The policies for said insurance shall, as a minimum, provide the following forms of
coverage:
(a) Comprehensive General Liability - (covering premises and
operations in the amount of not less than One Million Dollars
($1,000,000) combined single limit per occurrence for bodily injury,
personal injury and property damage. If the submitted policies contain
aggregate limits, general aggregate limits will apply separately under
this lease or the general aggregate will be twice the required per
occurrence limits.
(b) Property Insurance - Lessee shall obtain and maintain insurance
coverage on all of Lessee's personal property, trade fixtures,
alterations and utility installations. Such insurance shall be full
replacement cost coverage with a deductible of not to exceed
$1,000.00 per occurrence. The proceeds from any such insurance shall
be used by Lessee for the replacement of personal property and trade
fixtures as well as alterations and utility installations.
Lessor will be responsible for providing coverage for the structure
itself, exclusive of the items required to be covered by Lessee's
insurance policy.
(c) Business Interruption - Lessee shall obtain and maintain loss of
income and extra expense insurance in amounts as will reimburse
Lessee for direct or indirect loss of earnings attributable to all perils
commonly insured against by prudent lessees in the business of Lessee
or attributable to prevention of access to the premises as a result of
such perils.
(d) Evidence of Insurance - Certificates and endorsements in a form
acceptable to Lessor evidencing the existence of the necessary
insurance policies shall be kept on file with Lessor during the entire
term of this lease. All insurance policies shall be primary coverage,
and will name Lessor as an additional insured, protect Lessor against
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any legal costs in defending claims and will not terminate without ten
(10) days written notice to Lessor.
(e) Lessor shall retain the right at any time to review the coverage, form,
and amount of the insurance required hereby. If, in the opinion of the
Lessor, the insurance provisions in this lease do not provide adequate
protection for Lessor and/or for members of the public using the
Leased Premises, Lessor may require Lessee to obtain insurance
sufficient in coverage, form and amount to provide adequate
protection. Lessor's requirements shall be reasonable but shall be
designed to assure protection from and against the kind and extent of
risk, which exist at the time a change in insurance is required.
(f) Lessor shall notify Lessee in writing of changes in the insurance
requirements and, if Lessee does not deposit certificates/endorsements
evidencing acceptable insurance policies with Lessor incorporating
such changes within thirty (30) days of receipt of such notice, this
lease shall be in default without further notice to Lessee, and Lessor
shall be entitled to all legal remedies.
(g) The procuring of such required policies of insurance shall not be
construed to limit Lessee's liability hereunder, nor to fulfill the
indemnification provisions and requirements of this lease.
Notwithstanding said policies of insurance, Lessee shall be obligated
for the full and total amount of any damage, injury, or loss caused by
negligence or neglect connected with this lease or with the use or
occupancy of the Leased Premises.
(h) Lessee agrees not to use the premises in any manner, even if use is for
purposes stated herein, that will result in the cancellation of any
insurance Lessor may have on the premises, or on adjacent premises,
or that will cause cancellation of any other insurance coverage for the
premises, or adjoining premises. Lessee further agrees not to keep on
the premises or permit to be kept, used, or sold thereon, anything
prohibited by any fire or other insurance policy covering the premises.
Lessee shall, at its sole cost and expense, comply with any and all
requirements, in regard to premises, of any insurance organization
necessary for maintaining fire and other insurance coverage at
reasonable cost.
27. WARRANTIES-GUARANTEES-COVENANTS: Lessor makes no warranty,
guarantee, covenant, including but not limited to covenants of title and quiet enjoyment,
or declaration of any nature whatsoever concerning the condition of the Leased Premises,
including the physical condition thereof, or any condition which may affect the Leased
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Carlsbad, CA 92008
Lease Agreement
Premises, and it is agreed that Lessor will not be responsible for any loss, damage or
costs which may be incurred by Lessee by reason of any such condition or conditions.
28. DAMAGE TO OR DESTRUCTION OF PREMISES: In the event of damage to or
destruction by fire, the elements, acts of God, or any other cause, of the improvements
located within the demised premises Lessee shall, within ninety (90) days, commence and
diligently pursue to completion the repair, replacement, or reconstruction of
improvements necessary to permit full use and occupancy of the demised premises for
the purposes required by this lease. Repair, replacement or reconstruction of
improvements within the demised premises shall be accomplished in a manner and
according to plans approved by Lessor; provided, however, Lessee shall not be obligated
to repair, reconstruct or replace the improvements following their destruction in whole or
substantial part except to the extent the loss is covered by insurance required to be carried
by Lessee pursuant to Paragraph 26 of this Lease (or would be covered whether or not
such required insurance is actually in effect). If Lessee elects not to restore, repair or
reconstruct as herein provided, then the Lease shall terminate.
29. QUITCLAIM OF LESSEE'S INTEREST UPON TERMINATION: Upon
termination of this lease for any reason, including but not limited to termination because
of default by Lessee, Lessee shall execute, acknowledge and deliver to Lessor within
thirty (30) days after receipt of written demand thereof a good and sufficient deed
whereby all right, title and interest of Lessee in the demised premises is quitclaimed to
Lessor. Should Lessee fail or refuse to deliver the required deed to Lessor, Lessor may
prepare and record a notice reciting the failure of Lessee to execute, acknowledge and
deliver such deed and said notice shall be conclusive evidence of the termination of this
lease and of all right of Lessee or those claiming under Lessee in and to the demised
premises.
30. PEACEABLE SURRENDER: Upon the expiration of this lease or sooner
termination or cancellation thereof, as herein provided, Lessee will peaceably surrender
said premises to Lessor in as good condition as said premises were at the date of this
lease, ordinary wear and tear expected. If the Lessee fails to surrender the premises at the
expiration of this lease or the earlier termination or cancellation thereof, Lessee shall
defend and indemnify Lessor from all liability and expense resulting from the delay or
failure to surrender, including, without limitation, any succeeding Lessee's claims based
on Lessee's failure to surrender.
31. WAIVER: Any waiver by Lessor of any breach by Lessee of any one or more
of the covenants, conditions, or agreements of this lease shall not be nor be construed to
be a waiver of any subsequent or other breach of the same or any other covenant,
condition or agreement of this lease, nor shall any failure on the part of Lessor to require
or exact full and complete compliance by Lessee with any of the covenants, conditions,
or agreements of this lease be construed as in any manner changing the terms hereof or to
prevent Lessor from enforcing the full provisions hereof. The subsequent acceptance of
rent hereunder by Lessor shall not be deemed to be waiver of any preceding breach by
Community Development Institute 11
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
Lessee of any term, covenant, or condition of this lease, other than the failure of Lessee
to pay the particular rental so accepted, regardless of Lessor's knowledge of such
preceding breach at the time of acceptance of such rent.
32. NO RIGHT TO HOLD OVER: Lessee has no right to retain possession of the
premises or any part thereof beyond the expiration or termination of this lease. In the
event that Lessee holds over, then the Base Rent shall be increased to one hundred fifty
(150%) of the Base Rent applicable during the month immediately preceding the
expiration or termination. Nothing contained herein shall be construed as consent by
Lessor to any holding over by Lessee.
33. ACCEPTANCE OF PREMISES:
Lessor shall warrant the following upon occupancy:
(a) Structural integrity of the building;
(b) Roof of premises is free of any leaks;
(c) Electrical is in good working order; and
(d) Plumbing is in good working order.
Lessee shall be entitled to have independent tests performed prior to execution of this
lease to satisfy Lessee that the premises are in the condition warranted. By signing this
Lease, Lessee represents and warrants that it has independently inspected the premises
and made all tests, investigations and observations necessary to satisfy itself of the
condition of the premises. Lessee further acknowledges that premises are in the condition
called for by this Lease, and that Lessee does not hold Lessor responsible for any defects
in premises.
34. QUIET POSSESSION: Lessee will at all times during the terms of this Lease
occupy the premises quietly and not commit any act, waste or nuisance which disturbs
the quiet enjoyment of the property for the Lessor, public, any neighbor or other tenant of
Lessor.
35. ENTIRE UNDERSTANDING: This lease contains the entire and only understanding
and agreement of the parties, and Lessee, by accepting the same, acknowledges that there
is no other written or oral understanding or agreement between the parties with respect to
the demised premises and that this lease supersedes all prior negotiations, discussions,
obligations and rights, of the parties hereto. No waiver, modification, amendment or
alteration of this lease shall be valid unless it is expressly in writing and signed by
authorized persons of the parties hereto. Each of the parties to this lease acknowledges
that no other party, nor any agent or attorney of any other party, has made any promise,
representations, waiver or warranty whatsoever, expressed or implied, which is not
expressly contained in writing in this lease, and each party further acknowledges that it
has not executed this lease in reliance upon any collateral promise, representation, waiver
or warranty, or in reliance upon any belief as to any fact not expressly recited in this
lease.
Community Development Institute 12
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
36. TIME IS OF THE ESSENCE: Time is of the essence of each and all of the
terms and provisions of this lease and this lease shall insure to the benefit of and be
binding upon the parties hereto and any successors of Lessee as fully and to the same
extent as though specifically mentioned in each instance, and all covenants, stipulations
and agreements in this lease shall extend to and bind any assigns and sublessee of Lessee.
37. NOTICES: Notices given or to be given by Lessor or Lessee to the other may
be personally serviced upon Lessor or Lessee or any person hereafter authorized by either
in writing to receive such notice or may be served by certified letter addressed to the
appropriate address hereinafter set forth or to such other address as Lessor and Lessee
may hereafter designate by written notice. If served by certified mail, forty-eight (48)
hours after deposit in the U.S. Mail, service will be considered completed and binding on
the party served.
FOR LESSEE
Community Development Institute
10065 East Harvard
Suite 700
Devner, CO 80231
V\\\da
?.0. Bo*
FOR LESSOR
City of Carlsbad
Manager of EC. Dev & Real Estate
1635 Faraday Avenue
Carlsbad, CA 92008
_.- 1305
LESSEE:
BY:
PRESiDCNT/efiQ
COMMUNITY DEVELOPMENT INSTITUTE
LISA HILDABRAND
CITY MANGER
CITY OF CARLSBAD
DATE:
Note: Signature of Lessee must be Notarized.
APPROVED AS TO FORM AND LEGALITY:
BY:
DATE:
RONALD R. BALL
CITY ATTORNEY
DATE:
Community Development Institute
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
13
Community Development Institute 14
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
Carlsbad City Clerks Office
1200 Carlsbad Village Drive
Carlsbad, CA 92008
MEMORANDUM OF LEASE
This Memorandum of Lease , hereinafter "Memorandum", dated 2008,
between the CITY OF CARLSBAD, Lessor, and Community Development Institute- Head Start,
Lessee, concerning the Leased Premises at 3368 Eureka Place, Carlsbad CA 92008.
For good and adequate consideration, Lessor leases the Leased Premises to Lessee, for
the term and on the provisions contained in the Lease dated I 2.- & ' 2008, the
Memorandum of which is recorded by the San Diego County Recorder's Office, including
without limitation provisions prohibiting assignment, subleasing, and encumbering said
leasehold, as more specifically set forth in said Lease, which said lease is incorporated in this
Abstract by this reference.
The term of this lease is two (2) years, beginning December 1, 2008, and ending
November 3 0,2010.
This Memorandum is not a complete summary of the Lease. Provisions in this
Memorandum shall not be used in interpreting the Lease provisions. In the event of conflict
between this Memorandum and other parts of the Lease, the other parts shall control. Execution
hereof constitutes execution of the Lease itself.
IN WITNESS WHEREOF, each of the undersigned has executed this Memorandum, as of
(he dates set forth in the respective notary acknowledgements attached hereto.
Executed at: foy'DOirt^ Offiv-JB i06^ t \k\-TW~>&. •OW('sl'Excaited at:
on: \\ f
By kESglDR:v
VT^y*^
S
By:
Name Printed: \JJ)~W\ £<U- I
Title: PrcrV "C>'\ ftC-Vy
Address: loofah t- H6m,a.\<;\ Apt S.Ut 7oi>
Or<ii IKJ- (O fio'2'-£i
Telephone: (Tzc») I'-f'f *Sioc
Facsimile: ("72o)_2l2_
By:
Name Printed: Lisa Hildabrand
Title: City Manager. City of Carlsbad
Address: 1200 Carlsbad Village Drive
Carlsbad. CA 92008
Telephone: (760)434-2821
Facsimile: (760)720-9461
Community Development Institute
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
15
Federal ID No.
APPROVED,
BY:
)NALD R. BALL
:iTY ATTORNEY
DATE:
Community Development Institute 16
3368 Eureka Place
Carlsbad, CA 92008
Lease Agreement
Community Development institute
HEAD START
National Interim Management Contract
10065 E. Harvard Avenue, Suite 700
Denver. CO 80231
(877)789-4900 * Fax (720) 747-5148
BOARD OF DIRECTORS
CONSENT MINUTES FOR
COMMUNITY DEVELOPMENT INSTITUTE HEAD START
IN LIEU OF A MEETING
WHEREAS, the Board of Directors of Community Development Institute Head Start, a Colorado non-profit
corporation (the "Corporation") submits a Child Care Licensing application, CACFP application, various
contracts and agreements, leases and vehicle titles for each of the GDI Head Start local programs funded by
the Office of Head Start of the Administration for Children and Families and operated under the National
Interim Management Contract awarded to GDI and,
WHEREAS, CDI Head Start does and/or will serve as the interim management contractor and operate
programs in the following states, districts, territories and possessions of the United States of America:
AL
HI
MA
NM
SD
AS
AK
ID
Ml
NY
TN
Dl
AZ
IS
MN
NC
TX
FM
AR
IN
MS
ND
UT
GU
CA
IA
MO
OH
VT
MH
CO
KS
MT
OK
VA
MP
CT
KY
NE
OR
MW
PW
DE
LA
NV
PA
WV
PR
FL
ME
NH
Rl
Wl
VI
GA
MD
NJ
SC
WY
WHEREAS, It is necessary to obtain expedient child care licensure, CACFP application, various contracts,
leases and transfer of vehicle titles to operate the program for children and families with the least amount of
disruption as possible;
NOW THEREFORE, be it known that the directors of the Corporation, hereby consented to, adopted, and
voted for the following resolutions, which shall have the same force and effect as if such actions had been
taken at a regular meeting.
RESOLVED, that we appoint the local Program Director to enter into contracts, leases and transfer of vehicle
titles which bind the Corporation to obligations not to exceed $5,000 in anyone such contract, lease or transfer
of vehicle titles with respect to and in furtherance of the operation of the local Early Head Start/Head Start
program.
RESOLVED, that we appoint the Site Manager to enter into child care licensure, contracts, leases and transfer
of vehicle titles which bind the Corporation to obligations not to exceed $25,000 in anyone such child care
licensure, contract, lease or transfer of vehicle titles with respect to and in furtherance of the operation of the
local Early Head Start/Head Start program.
RESOLVED, that we appoint Lead Site Managers to enter into child care licensure, contracts, leases and
transfer of vehicle titles which bind the Corporation to obligations not to exceed $100,000 in anyone such child
care licensure, contract, lease or transfer of vehicle titles with respect to and in furtherance of the operation of
the local Early Head Start/Head Start program.
FURTHER RESOLVED, that we appoint the CACFP Coordinator to sign CACFP agreements with state
agencies in the furtherance of the operation of the local Early Head Start/Head Start Program.
FURTHER RESOLVED, that we appoint the Project Director and/or the Acting Project Director, Assistant
Project Director and Operations Manager to enter into child care licensure, CACFP agreements, various
contracts, leases and transfer of vehicle titles which bind the Corporation to obligations not to exceed $500,000
in anyone such child care licensure, contract, lease or transfer of vehicle titles with respect to and in
furtherance of the operation of the local Early Head Start/Head Start program.
FURTHER RESOLVED, that the President, Vice-President and Secretary of the Corporation are authorized to
enter into to enter into child care licensure, contracts, leases and transfer of vehicle title which bind the
Corporation to obligations less than and in excess of $500,000 in anyone such child care licensure, CACFP
application, various contracts, leases or transfer of vehicle titles with respect to and in furtherance of the
operation of the local Early Head Start/Head Start program.
IN WITNESS THEREOF, the undersigned have executed these Consent Minutes to be effective as of the 3rd
day of September, 2008
Carolyn J.
• /"v^
Tish Wilson, Vice President
Deborah Hinrichs, Secretary
COPY
Exhibit A