HomeMy WebLinkAboutSite and Facility Lease-City of Brea "nrCORDING REQUESTED
BY STEWART TITLE
13128-01 JHHW:BDQ:kda
Recorded in the County of Orange, California
Gary L. Granville, Clerk/Recorder
AFTER RECORDATION PLEASE RETURN TO: I IIIIIIIIIIII IIIIIIIIIIIIII II IIIIIillll II IIIIIIII No Fee
Jones Hall Hill&White, 19960386987 08:00AM1 07/30/96
A Professional Law Corporation 005 285332 12 50 STE
Four Embarcadero Center, 19th Floor L02 12 7.00 33.00 0.00 0.00 0.00 0.00
San Francisco,CA 94111
Attention: Brian D. Quint, Esq.
THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX (
PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS
DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE r.1
CALIFORNIA GOVERNMENT CODE. i
• i
SITE AND FACILITY LEASE
•
3 Dated as of July 1, 1996
by and between the
CITY OF BREA,as Lessor
and the
COUNTYWIDE PUBLIC FINANCING AUTHORITY,as Lessee
Relating to
$27,725,000
Countywide Public Financing Authority
1996 Revenue Bonds
,7
SITE AND FACILITY LEASE
This SITE AND FACILITY LEASE, dated as of July 1, 1996, is by and between the CITY
OF BREA, a municipal corporation and general law city organized and existing under the laws
of the State of California, as lessor (the "City"), and the COUNTYWIDE PUBLIC FINANCING
AUTHORITY, a joint exercise of powers authority organized and existing under and by virtue
of the laws of the State of California, as lessee (the "Authority");
WITNESSETH:
WHEREAS, the City is proceeding to finance its share of a countywide 800 MHz
communications system and to finance the construction of capital improvements throughout the
geographic boundaries of the City by leasing certain real property and improvements from the
Authority pursuant to a Lease Agreement, dated as of July 1, 1996 (the "Lease Agreement");
and
WHEREAS, the City proposes to enter into this Site and Facility Lease with the
Authority as a material consideration for the Authority's agreement to lease such land and
improvements to the City;
NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, as follows:
Section 1. Definitions. Unless the context clearly otherwise requires or unless otherwise
defined herein, the capitalized terms in this Site and Facility Lease shall have the respective
meanings specified in Section 1.01 of the Indenture, dated as of July 1, 1996, by and between
the Authority and U.S. Trust Company of California, N.A., as trustee thereunder.
Section 2. Site and Facility Lease. The City hereby leases to the Authority and the
Authority hereby leases from the City, on the terms and conditions hereinafter set forth, those
certain parcels of real property situated in the City of Brea, Orange County, State of California,
more particularly described in Exhibit A attached hereto and made a part hereof (the "Site"),
and those certain improvements on the Site more particularly described in Exhibit B attached
hereto and made a part hereof(collectively, the "Facility").
Section 3. Term. The term of this Site and Facility Lease shall commence on the date of
recordation of this Site and Facility Lease in the Office of the County Recorder of Orange
County, State of California, and shall end on August 1, 2006, unless such term is extended or
sooner terminated as hereinafter provided. If,on August 1,2006, the aggregate amount of Lease
Payments (as defined in and as payable under the Lease Agreement) shall not have been paid,
or provision shall not have been made for their payment, then the term of this Site and Facility
Lease shall be extended until such Lease Payments shall be fully paid or provision made for
such payment. If, prior to August 1, 2006, all Lease Payments shall be fully paid or provision
made for such payment in accordance with Section 4.3 or 4.4 of the Lease Agreement, the term
of this Site and Facility Lease shall end ten (10) days thereafter.
Section 4. Advance Rental Payment. The City agrees to lease the Site and the Facility to
the Authority in consideration of the payment by the Authority of an advance rental payment
of $1,000,000.00. The City and the Authority agree that by reason of the sale of the Bonds and
deposit of proceeds pursuant to the provisions of the Indenture, the advance rental payment
referenced in the preceding sentence shall be deemed to have been paid.
Section 5. Purpose. The Authority shall use the Site and the Facility solely for the
purpose of leasing the Site and the Facility to the City pursuant to the Lease Agreement and for
such purposes as may be incidental thereto; provided,however, that in the event of default by
the City under the Lease Agreement, the Authority and its assigns may exercise the remedies
provided in the Lease Agreement.
Section 6. City's Interest in Site and the Facility. The City covenants that it is the owner
of fee title to the Site and the Facility.
Section 7. Assignments and Subleases. Unless the City shall be in default under the
Lease Agreement, the Authority may not assign its rights under this Site and Facility Lease or
sublet the Site or the Facility, except as provided in the Lease Agreement, without the written
consent of the City.
Section 8. Right of Entry. The City reserves the right, for any of its duly authorized
representatives, to enter upon the Site and the Facility at any reasonable time to inspect the
same or to make any repairs,improvements or changes necessary for the preservation thereof.
Section 9. Termination. The Authority agrees, upon the termination of this Site and
Facility Lease, to quit and surrender the Site and the Facility in the same good order and
condition as the same were in at the time of commencement of the term hereunder, reasonable
wear and tear excepted, and agrees that any permanent improvements and structures existing
upon the Site or the Facility at the time of the termination of this Site and Facility Lease shall
remain thereon and title thereto shall vest in the City.
Section 10. Default. In the event the Authority shall be in default in the performance of
any obligation on its part to be performed under the terms of this Site and Facility Lease, which
default continues for thirty (30) days following notice and demand for correction thereof to the
Authority, the City may exercise any and all remedies granted by law,except that no merger of
this Site and Facility Lease and of the Lease Agreement shall be deemed to occur as a result
thereof; provided, however, that so long as any Bonds are outstanding and unpaid in
accordance with the terms thereof, the Lease Payments assigned by the Authority to the Trustee
under the Indenture shall continue to be paid to the Trustee.
Section 11. Quiet Enjoyment. The Authority,at all times during the term of this Site and
Facility Lease, shall peaceably and quietly have,hold and enjoy the Site and the Facility subject
to the provisions of the Lease Agreement and the Indenture.
Section 12. Waiver of Personal Liability. All liabilities under this Site and Facility Lease
on the part of the Authority are solely liabilities of the Authority and the City hereby releases
each and every member, director, officer, employee and agent of the Authority of and from any
personal or individual liability under this Site and Facility Lease. No member, director, officer,
employee or agent of the Authority shall at any time or under any circumstances be individually
or personally liable under this Site and Facility Lease for anything done or omitted to be done
by the Authority hereunder.
Section 13. Taxes. The City covenants and agrees to pay any and all assessments of any
kind or character and also all taxes, including possessory interest taxes, levied or assessed
upon the Site and the Facility (including both land and improvements).
Section 14. Eminent Domain. In the event the whole or any part of the Site or the Facility
thereon is taken by eminent domain proceedings, the interest of the Authority shall be
recognized and is hereby determined to be the amount of the then unpaid Bonds including the
unpaid principal and interest with respect to any then outstanding such Bonds and, subject to
2
the provisions of the Lease Agreement, the balance of the award, if any, shall be paid to the
City.
Section 15.Use of the Proceeds.The City and'-the Authority hereby agree that the lease
to the Authority of the City's right, title and interest in the Site and the Facility pursuant to
Section 2 serves the public purposes of the City by providing funds to enable the City to finance
the Improvements. The City hereby agrees that the proceeds of the Bonds shall be used solely
for the purpose of paying the costs of the Improvements, to be owned,held or controlled by the
City for its public purposes, on or before the date three years following the date of execution
and delivery of the Bonds, or to refinance prior obligations of the City incurred for such
purposes.
Section 16. Partial Invalidity. If any one or more of the terms, provisions, covenants or
conditions of this Site and Facility Lease shall, to any extent, be declared invalid,
unenforceable,void or voidable for any reason whatsoever by a court of competent jurisdiction,
the finding, order or decree of which becomes final, none of the remaining terms, provisions,
covenants and conditions of this Site and Facility Lease shall be affected thereby, and each
provision of this Site and Facility Lease shall be valid and enforceable to the fullest extent
permitted by law.
Section 17. Notices. All notices, statements, demands, consents, approvals,
authorizations,offers,designations,requests or other communications hereunder by either party
to the other shall be in writing and shall be sufficiently given and served upon the other party if
delivered personally or if mailed by United States registered mail, return receipt requested,
postage prepaid, and, if to the City, addressed to the City in care of the Financial Services
Director, City of Brea, Number One Civic Center Circle, 3rd Floor, Brea, CA 92621, or if to the
Authority, addressed to the Authority in care of the Executive Director, Countywide Public
Financing Authority, 20 Civic Center Plaza, Santa Ana, CA 92701, or to such other addresses
as the respective parties may from time to time designate by notice in writing.
Section 18. Section Headings. All section headings contained herein are for convenience
of reference only and are not intended to define or limit the scope of any provision of this Site
and Facility Lease.
Section 19. Applicable Law. This Site and Facility Lease shall be governed by and
construed in accordance with the laws of the State.
Section 20. Execution in Counterparts. This Site and Facility Lease may be executed in
any number of counterparts, each of which shall be deemed to be an original but all together
shall constitute but one and the same instrument.
-3-
IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility
Lease to be executed by their respective officers thereunto duly authorized, all as of the day
and year first above written.
CITY OF BREA, as Lessee
By ee %C-e-
Lawrence D.Hurst
Financial Services Director
[S E A LI
Attest:
ate,"4_,
Elaine Capp
City Clerk
COUNTYWIDE PUBLIC FINANCING
AUTHORITY, as Lessor
By
Roderick R.Coloma
Treasurer
[S E A L]
Attest:
Janice C.Guy
Secretary
-4-
IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility
Lease to be executed by their respective officers thereunto duly authorized, all as of the day
and year first above written.
CITY OF BREA, as Lessee
By
Lawrence D. Hurst
Financial Services Director
[SEAL]
Attest:
Elaine Capps
City Clerk
COUNTYWIDE PUBLIC FINANCING
AUTHORITY, as Lessor
o efic R.Col ma
Treasur
[SEAL]
Attest:
Janice C. Guy
Secretary
-4-
STATE OF CALIFORNIA )
) ss
COUNTY OF—On/ —_- - ) , -
On �1 L�i.R6 before me, fWw utok-kk- .Q, , Notary Public, personally
appeared Lawrence D. Hurst and Elaine Capps, personally known to me (or proved to me on
the basis of satisfactory evidence) to be the persons whose names are subscribed to the within
instrument and acknowledged to me that they executed the same in their authorized capacities,
and that by their signatures on the instrument the persons, or the entity upon behalf of which
the persons acted,executed the instrument.
WITNESS my hand and official seal.
DEBORAH L.WHITE
ae COMM./1017928z ° Notary Public—California ?:
��p�,,�, ,� �� _/) OR,gNGE COU,NIY
Signature U V W n (WVN� My Comm.Ezp;rex FEB 13,1998 ,
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange
On 7-2 2-96 before me, Aida E . Renta
DATE AIDA E.RENfA,DEPUTY CLERIC
personally appeared Roderick R. Coloma and Janice C. Guy
NAME(S)OF SIGNER(S)
personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to
be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that
he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/Ibeir
J A N signature(s) on the instrument the person(s), or the
entity upon behalf of which the person(s) acted,
® np OR 42, sy executed the instrument.
ti s3Uy�,i1 O 14
Fai p,q G �1'��tZ�O
\. WITNESS my hand and official seal.
3�n 1aa�
` LIFO
ac.2 .... a
SIGNATURE OF DEP CLERIC
EXHIBITA
DESCRIPTION OF THE SITE
The following parcels of land situated in the County of Orange, State of California,
described as follows:
THAT PORTION OF SECTION 7, TOWNSHIP 3 SOUTH, RANGE 9 WEST, SAN
BERNARDINO BASE AND MERIDIAN, IN THE RANCHO SAN JUAN CAJON DE
SANTA ANA, IN THE CITY OF BREA, COUNTY OF ORANGE, STATE OF
CALIFORNIA, AS PER MAP RECORDED IN BOOK 51 PAGE 7 OF
MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY, DESCRIBED AS FOLLOWS:
COMMENCING AT POINT "A" AS DESCRIBED IN PARCEL 1 OF THE DEED TO
THE CITY OF BREA RECORDED OCTOBER 11, 1984 AND AS SHOWN ON
EXHIBIT "B" TO SAID DEED; THENCE EASTERLY ALONG THE NORTHERLY
LINE OF ANNEXATION NO. 3-76 TO THE CITY OF BREA BY RESOLUTION NO.
77-45 ADOPTED BY THE CITY COUNCIL MAY 17, 1977 AND CERTIFIED BY
THE SECRETARY OF STATE ON JUNE 28, 1977, SOUTH 89 ° 53 ' 50" EAST
141 . 59 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION;
THENCE CONTINUING ALONG SAID NORTHERLY LINE SOUTH B9 ° 53 ' 50"
EAST 198.41 FEET TO A LINE PARALLEL WITH AND 340. 00 FEET
EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE EASTERLY BOUNDARY OF
TRACT NO. 9577, AS PER MAP RECORDED IN BOOK 438 PAGES 4 THROUGH
12, INCLUSIVE, OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY; THENCE SOUTH 0° 06 ' 10" WEST 272 .23 FEET
ALONG SAID PARALLEL LINE TO A POINT ON A CURVE CONCAVE
NORTHEASTERLY AND HAVING A RADIUS OF 2,440. 00 FEET CONCENTRIC
WITH THE NORTHERLY LINE OF LAMBERT ROAD, 60 . 00 FEET IN WIDTH, AS
DESCRIBED IN AN EASEMENT FOR ROAD PURPOSES FROM UNION OIL OF
CALIFORNIA TO THE CITY OF BREA RECORDED DECEMBER 9, 1977 AS
INSTRUMENT NUMBER 12703 IN BOOK 12487 PAGE 31 OF OFFICIAL RECORDS
OF SAID ORANGE COUNTY, A RADIAL LINE THROUGH SAID POINT BEARS
NORTH 4° 40 ' 30" EAST; THENCE NORTHWESTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 4° 07' 28" AN ARC LENGTH OF 175. 64
FEET; THENCE NORTH 50° 23 ' 20" WEST 31 . 07 FEET TO A LINE BEING
PARALLEL AND 141.59 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM
THE EASTERLY BOUNDARY OF SAID TRACT NO. 9577; THENCE NORTHERLY
ALONG SAID PARALLEL LINE NORTH 0° 06 ' 10" EAST 232 . 18 FEET TO THE
TRUE POINT OF BEGINNING.
EXCEPT THAT PORTION OF SAID REAL PROPERTY LYING BELOW A DEPTH OF
500 FEET MEASURED VERTICALLY FROM THE SURFACE THEREOF, WITH NO
RIGHT OF SURFACE ENTRY THEREON, AS EXCEPTED IN THE DEED FROM
UNION OIL COMPANY OF CALIFORNIA, A CALIFORNIA CORPORATION,
RECORDED OCTOBER 11, 1984 AS INSTRUMENT NO. 84-421550 OF OFFICIAL
RECORDS.
Exhibit A
Page 1
EXHIBIT B
DESCRIPTION OF THE FACILITY
Brea Fire Station#3, located at 400 North Kraemer Boulevard,Brea.
Exhibit B
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by the Site and Facility
Lease, dated as of July 1, 1996, from the City of Brea, as lessor, to the Countywide Public
Financing Authority,a public agency and/or governmental agency,as lessee,is hereby accepted
by the undersigned officer on behalf of the Countywide Public Financing Authority pursuant to
authority conferred by resolution of the Board of Directors of the Countywide Public Financing
Authority adopted June 19, 1996, and the lessee consents to recordation thereof by its duly
authorized officer.
Dated: July 1, 1996 COUNTYWIDE PUBLIC FINANCING
AUTHORITY
Ro 'ckR. oloma,
Treaqurer
Attest:
By `ri•
Janice C. G ,
Secretary
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange
On 7-22-96 before me, Aida E. Renta
9
DATE AIDA E.RENTA,DEPUTY CLERK
personally appeared Roderick R. Colonta and Janice C. Guy ,
NAME(S)OF SIGNER(S)
it personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to
be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that
0i1 Sa'r he/she/they executed the same in his/her/their
p 0 authorized capacity(ies), and that by his/her/their
F�.y Q JUNe 1,-,,,, signatures) on the instrument the person(s), or the
1888 Tin,rientity upon behalf of which the person(s) acted,
C.) -` SE o executed the instrument.
,, RE•ORGA",9Z r r
C1 AARlL D,
IP® , ;/ WITNESS my hand and official seal.
SIGNATURE OF DEP CLERK