HomeMy WebLinkAboutZazueta Mortgage 2023-12-01COU No. 2324-125
2.2 If the Lease is extended for one or more additional one-year terms under Section 1, at the
commencement of each subsequent year,the rent shall be increased at the rate equal to the
Consumer Price Index,however, not to exceed S°fo of the rent charged during the previous
year.
2.3 Lessee shall also pay any real property,possessory interest or personal property taxes,and
assessments imposed on the leased premises, property located on or affixed to the leased
premises or as a result of the Lease, use or ownership of the leased premises.
3. USE,UTILITIES,REPAIRS, MAINTENANCE AND SHARED WORKSPACE
3.1 The Premises shall be used for[check one]®general office business ❑retail business to be
conducted by Lessee. Lessee shall not use or store in the Premises any hazardous or toxic
substances, with the sole exception of reasonably necessary substances that are kept in
reasonably necessary quantities for normal business operation,provided that their use and
storage are in accordance with applicable laws. Lessee shall not do or permit anything to
be done on the Premises that will obstruct or interfere with the rights of other tenants of
the Building or injure or annoy them or use or allow the leased premises to be used for any
unlawful purposes,nor shall Lessee cause,maintain,or permit any nuisance or waste on or
about the leased premises.
3.1(a) At Lessee's sole cost, Lessee shall promptly comply with all applicable laws and
governmental rules now or later in force; with the requirements of hazardous materials
liability insurance underwriters or other similar body now or in the future providing
coverage for the Conference Center or leased premises; with any direction or occupancy
certificate issued by public officers (collectively, "Legal Requirements"), insofar as they
relate to the condition,use,or occupancy of the leased premises. Excluded are(i)structural
changes or changes to the electrical, mechanical, or plumbing systems of the Building, all
to the extent not necessitated by Lessee's acts or by improvements made for Lessee, other
than the tenant improvements to be made pursuant to this Lease by Lessor, if any; (b)
alterations or improvements to the Building as a whole or the premises leased to tenants
generally with which the tenants are not legally required to comply; and work necessitated
by defects in the construction of the Building. Lessor shall comply in a timely manner with
all Legal Requirements that are not Lessee's responsibility under this Section to the extent
noncompliance would adversely affect Lessee's use or occupancy of the leased premises
or the common areas of the Building.
3.1(b) Lessee shall comply with all rules adopted by Lessor regarding the use of the Building or
the leased premises which are furnished to Lessee in writing (a copy of the current rules
are attached hereto as Exhibit "A"). Lessor shall not be responsible to Lessee for the
nonperformance of any of these rules by any other tenant or occupant of the Building,but
Lessor shall take reasonable steps to enforce any rules, the nonperformance of which by
other tenants materially and adversely affects Lessee in the use of the leased premises.
However, if any rule conflicts with any term, covenant, or condition of this Lease, this
Lease shall prevail.
3.1(c) Lessor may enter the Premises at reasonable hours and, except in the event of an
emergency,on reasonable prior notice,to:(a)inspect the Premises;(b)exhibit the Premises
to prospective purchasers, lenders, or tenants; (c) determine whether Lessee is complying
with all obligations under this Lease; (d)supply janitorial service and any other services to
be provided by Lessor under this Lease; (e)post notices of no responsibility; and(f) make
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repairs or perform maintenance required of Lessor by this Lease,make repairs to any space
or utility services,or make repairs,alterations or improvements to any other portion of the
Building. However, all this work shall be done as promptly as reasonably possible and
cause as little interference to Lessee as reasonably necessary. Subject to Lessor's
undertakings in the previous sentence,Lessee waives any damage claims for inconvenience
to or interference with Lessee's business or loss of occupancy or quiet enjoyment of the
Premises caused by Lessor's entry. At all times Lessor shall have a key with which to
unlock the doors on the Premises, excluding Lessee's vaults, safes, and similar areas
designated as secure areas. In an emergency, Lessor shall have the right to use any means
that Lessor deems proper to open Lessee's doors and enter the Premises. Entry to the
Premises by Lessor in an emergency shall not be construed as a forcible or unlawful entry,
or an actual or constructive eviction of Lessee.
3.2 Both parties agree that, subject to 13.3(a), rent for the premises includes all costs for
utilities and custodial maintenance.
3.3 Lessor shall maintain the public and Common Areas of the Building, including lobbies,
stairs, corridors, restrooms, all exterior landscaping windows, the mechanical, plumbing,
and electrical equipment serving the Building, and the structure itself, in reasonably good
order and condition so as to meet the reasonable needs of Lessee, except for damage,
excluding normal wear and tear, caused by the Lessee or Lessee's invitees. Damage by
Lessee or Lessee's invitees shall be repaired by Lessor at Lessee's expense. The standard
of maintenance shall equal that of commercial office buildings of a similar class in the City
of Ukiah.
3.3(a) Lessor shall furnish electricity for lighting and the reasonable demands of Lessee's
authorized use of the Premises.
3.3(b) Lessor shall not be in default under this Lease, nor be liable for any damages resulting
from, nor shall the required rental be abated because of: (i) the installation, use or
interruption of use of any equipment in connection with furnishing the services under¶s
3.2,3.3 and 3.3(a),(ii)failure to furnish or delay in furnishing these services,when failure
or delay is caused by accident or conditions beyond the reasonable control of Lessor or by
necessary repairs or improvements to the Premises or to the Building,or(iii)the limitation,
curtailment, rationing, or restrictions on use of water,electricity, gas or any other form of
energy serving the Premises or the Building. Lessor shall use reasonable efforts to
diligently remedy interruptions in the furnishing of these services.
3.3(c) On receipt of a bill, Lessee shall reimburse Lessor for the cost of: (i) all heat or air
conditioning provided to the Premises during hours requested by Lessee when those
services are not otherwise furnished by Lessor to other tenants or when the Building is
routinely scheduled to be closed, and (ii) all power and cooling energy provided for
supplementary air conditioning facilities in the Premises. Lessee shall also pay the cost of
any transformers,additional risers,panel boards,and other facilities,if reasonably required
to furnish power for supplementary air conditioning facilities in the Premises. The cost of
item (i) shall be a per hour charge reflecting the electrical energy, labor and fixed plant
costs(excluding depreciation) of operating the heating and air conditioning system.
3.3(d) In the event that Lessor, at Lessee's request, provides services to Lessee that are not
otherwise provided for in this Lease,Lessee shall pay Lessor's reasonable charges for these
services on billing of Lessor.
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3.4 In addition to the monthly rental and other charges to be paid by Lessee under this Lease,
Lessee shall pay Lessor for all of the following items (collectively, "Impositions"):
possessory interest or other taxes imposed on the leased premises, its contents or the
activities conducted in them, to the extent not paid to the taxing entity by Lessee.
3.5 Lessee accepts the Premises as being in the condition in which Lessor is obligated to deliver
the Premises, subject to the tenant improvements, if any, that Lessor has agreed to make.
At all times during the term of this Lease and at Lessee's sole cost, Lessee shall keep the
Premises in good condition and repair; except for ordinary wear and tear and damage to
the Premises by fire,earthquake,or act of God or the elements. Lessee waives all rights to
make repairs at the expense of Lessor or instead to vacate the Premises,and Lessee further
waives the provisions of Civil Code §§1941 and 1942 with respect to Lessor'obligations
under this Lease. At the end of the term of this Lease, Lessee shall surrender to Lessor the
Premises and all Alterations that are to remain in the Premises in the same condition as
when received,except for ordinary wear and tear and damage by fire,earthquake,or act of
God or the elements. Lessor has no obligation and has made no promise to alter,remodel,
improve, repair, decorate, or paint the Premises, [check,ifapplicable] ❑except as specifically
set forth in Exhibit . to this Lease. Lessor has made no representations respecting the
condition of the Premises or the Building, except as specifically set forth in this Lease.
4. ALTERATIONS
4.1 Lessee shall not make any alterations to the interior or exterior of the leased premises
("Alterations")without the prior written consent of the Lessor. Lessor may, but need not,
require the Lessee to furnish drawings,plans or specifications for any proposed alterations,
which the Lessor may review prior to authorizing any such alterations.
4.2 Lessee shall keep the Premises and the Building free from any liens arising out of any work
performed,materials furnished,or obligations incurred by Lessee. Lessor may have posted
on the Premises any notices that may be provided by Law or that Lessor may deem proper
for the protection of Lessor,the Premises, and the Building from those liens. Lessee may
contest any lien for which Lessee is responsible under this Section, provided that Lessee
shall have caused the lien to be bonded against.
5. HOLD HARMLESS AND LIABILITY INSURANCE
5.1 Indemnification.
5.1(a) Lessor shall not be liable for and is free from the cost of any damages for personal injury
or property damage resulting from the use made by Lessee of the leased premises and
any defective condition or faulty construction of the leased premises existing at the time
of letting or arising thereafter. Lessor shall not be liable to Lessee,occupants of the
Premises or Lessee's invitees for any damage or losses to person or property arising
from any other cause, including,but not limited to,theft,burglary, assault, vandalism,
fire, flood,water leaks,rain,hail, ice,snow,smoke, lighting,wind,explosion,
interruption of utilities, earthquake or any other cause not directly caused by Lessor's
fraud,willful injury, gross negligence or violation of law. Lessee covenants and agrees
to indemnify and save harmless said Lessor and its officers,agents and employees from
and against any and all claims, liability, loss,cost, or other obligation, including
reasonable attorneys'fees,on account of or arising out of Lessee's use of the leased
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premises or the causes set forth above. Any insurance obtained by Lessee or Lessor will
not limit Lessee's obligations to indemnify Lessor and Lessee is responsible for the
payment of any deductible if there is a covered loss.
5.1(b) Lessee understands and agrees that Lessee will not have any liability for loss or damage
to Lessee's personal property except to the extent caused by Lessor's negligence,
intentional wrongful act or violation of law. Lessee agrees that this Lease will not
terminate and Lessee will not be liable for any interruption of the services or
accommodations Lessor is required to provide under the terms of this Lease caused by
casualty,strike, riot,orders,acts of public authorities, acts of third parties or any other
cause beyond Lessee's control.
5.2 Liability insurance.
5.2(a) Lessee covenants and agrees during the life of this Lease at Lessee's sole expense to comply
with the requirements of Exhibit B, Insurance Requirements for Lessees(No Auto Risks)
attached hereto and incorporated herein by reference.
5.2(b) Lessee acknowledges and agrees that Lessor does not insure Lessee's personal property or
actions. Property or liability insurance purchased by Lessee is not intended to protect
against loss or damage to Lessee's personal property caused by any event, occurrence or
peril. Lessee can procure renter's insurance to insure Lessee's personal property located
on the Premises which may also include liability insurance that could satisfy Lessee's
obligation to provide comprehensive general or commercial liability insurance as required
by Exhibit B. Unlike the coverages required in Exhibit B, renter's insurance is
recommended but not required by Lessor.
6. ASSIGNMENT
Lessee will not assign this Lease, or any interest therein, and will not let or underlet the
said premises, or any part thereof, without the prior written consent of the Lessor which
shall not be unreasonably denied or delayed.
7. OWNERSHIP OF IMPROVEMENTS
If Lessee installs any permanent improvements, in accordance with paragraph 4 of this
Lease or otherwise,such improvements shall become a part of the leased premises and title
to said improvements shall be vested in the Lessor upon termination of this Lease. Lessor
shall have the right to demand that Lessee restore the premises to the condition it was in
prior to the date this Lease is made and if such demand is made, Lessee shall so restore the
premises within ten(10)days of the date such notice is given.
8. TERMINATION
Notwithstanding any other provision of this Lease to the contrary, the parties shall have
the right to terminate this Lease under the following circumstances.
8.1 Upon sixty (60) days prior written notice to the other party both Lessor and Lessee shall
have the right to terminate the Lease for any reason.
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8.2 Either party shall have an immediate right to terminate this Lease without prior notice to
the other party other than that required by law for any breach of a term of the Lease by the
other party, including, but no limited to, the Lessee's obligation to provide liability
insurance.
8.3 Even though Lessee has breached this Lease and abandoned the Premises,this Lease shall
continue in effect for so long as Lessor does not terminate Lessee's right to possession,and
Lessor may enforce all rights and remedies under this Lease, including the right to recover
the rental as it becomes due under this Lease. Acts of maintenance or preservation,efforts
to relet the Premises, or the appointment of a receiver upon initiative of Lessor to protect
Lessor's interest under this Lease shall not constitute a termination of Lessee's right to
possession.
8.4 The remedies provided in this Lease are in addition to any other remedies available to
Lessor at law,in equity, by statute, or otherwise.
8.5 Agreements and provisions to be performed by Lessee under this Lease shall be at Lessee's
sole cost and without abatement of rental,except as specifically provided in this Lease. if
Lessee(i) fails to pay any sum of money, other than rental, required under this Lease, or
(ii) fails to perform any other act under this Lease,and this failure continues for thirty(30)
days after notice of the failure by Lessor, or a longer period as may be allowed under this
Lease, Lessor may, without waiving or releasing Lessee from any obligations of Lessee,
make payment or perform other acts required by this Lease on Lessee's behalf. All sums
paid by Lessor and all necessary incidental costs shall be payable to Lessor on demand and
shall constitute additional rental under this Lease.
8.5(a) If, without objection by Lessor, Lessee holds possession of the Premises after expiration
of the term of this Lease, Lessee shall become a tenant from month-to-month on the terms
specified in this Lease, except those pertaining to term and option to extend, but at a
monthly rental equivalent to one hundred ten percent (110%) of the then prevailing
monthly rental paid by Lessee at the expiration of the term of this Lease,payable in advance
on or before the first day of each month. Each party shall give the other notice of intention
to terminate the tenancy at least one(1)month prior to the date of termination of a monthly
tenancy.
8.5(b) If, over Lessor's objection, Lessee holds possession of the Premises after expiration of the
term of this Lease or expiration of the holdover tenancy, Lessee shall be deemed to be a
tenant-at-sufferance and, without limiting the liability of Lessee for unauthorized
occupancy of the Premises,Lessee shall indemnify Lessor and any replacement tenant for
the Premises for any damages or loss suffered by either Lessor or the replacement tenant
resulting from Lessee's failure to vacate the Premises in a timely manner.
9. ATTORNEY'S FEES
If either party to this Lease prevails in any legal proceeding arising under or in connection
with the terms of the Lease,that party shall recover its reasonable attorney's fees from the
other party.
10. NOTICE
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Whenever notice is required to be given under this Lease, it shall be deemed given when
deposited in the U.S. Mail with first class postage properly affixed thereto or when
personally delivered and addressed as follows:
City of Ukiah
300 Seminary Ave. &
Ukiah, Ca,95482
11. WAIVER
Waiver of any breach of this Lease,including the failure to pay rent or obtain prior approval
for an assignment of the Lease, shall not be deemed a waiver of any subsequent breach of
the same or a different provision of the Lease.
12. PARAGRAPH HEADINGS
Paragraph headings are included for the convenience of the parties and re not intended to
define or limit the scope of this Lease.
13. PREVIOUS AGREEMENT
Any and all existing statement or agreements,whether oral or written,or renewals thereof
between the parties hereto, covering the same subject matter, are hereby canceled and
superseded by the terms of this Lease, and such prior agreements, statements or
understandings shall have no further force or effect.
14. DUPLICATE ORIGINALS
This Lease may be executed in one or more duplicate originals bearing the original
signature of both parties and when so executed any such duplicate original shall be
admissible as proof of the existence and terms of this Lease.
Entered on the Effective Date.
Sage Sangiacomo, City Manager
City of Ukiah
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