CC Resolution 11727RESOLUTION NO. 11727
WHEREAS, on October 24, 1972 the County and the City entered into an Amended
Lease Agreement for the Campbell Branch Library for the maintenance and operation of
a library; and
WHEREAS, on August 9, 2001, the County and the cities of Campbell, Cupertino, Gilroy,
Los Altos, Los Altos Hills, Milpitas, Monte Sereno, Morgan Hill and Saratoga entered
into an Amended and Restated Joint Exercise of Powers Agreement for the purpose of
providing library services within their communities; and
WHEREAS, the JPA Agreement created a separate public agency responsible for the
development, administration and operation of an integrated public library system; and
WHEREAS, the Parties desire to have the Lease transferred and assigned from the
County to the Library, and the Library desires to accept the assignment and assume all
of the County's duties and obligations under the Lease.
NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Campbell
authorizes the City Manager to approve the Consent to Assignment between the
County, the Santa Clara Library Joint Powers Authority and the City of Campbell.
PASSED AND ADOPTED this 7~h day of October, 2014 by the following roll call vote:
AYES: CounciF Members:
NOES: Council Members:
ABSENT: Council Members:
Baker, Low, Kotowski; Cristina, Waterman
None
NOrie
ATT S
A e Bybee, City Clerk
APPRO
!M
Ri a d M. Waterman, Mayor
l
Attachment 2 -
CONSENT TO ASSIGNMENT
This Consent to Assignment is made by and among the County of Santa Clara
("County"), the Santa Claza County Library Joint Powers Authority ("Library"), and the City of
Campbell ("City"). County, Library, and City are collectively referred to as the "Parties" in this
Consent to Assignment.
Recitals
A. The County as Lessee and the City as Lessor entered into an Amended Lease Agreement
for Campbell Branch Library ("Lease") on October 24, 1972, for the maintenance and
operation of a library. The 25-year lease includes three automatic 10-year extensions.
The Lease is attached as Exhibit A and incorporated into this Consent to Assignment.
B. On August 9, 2001, the County and the cities of Campbell, Cupertino, Gilroy, Los Altos,
Los Altos Hills, Milpitas, Monte Sereno, Morgan Hill, and Sazatoga entered into an
Amended and Restated Joint Exercise of Powers Agreement ("JPA Agreement") for the
purpose of providing library services within their communities. The JPA Agreement
created a separate public agency responsible for the development, administration, and
operation of an integrated public library system.
C. The Parties desire to have the Lease transfen•ed and assigned from the County to the
Library, and the Library desires to accept the assignment and assume all of the County's
duties and obligations under the Lease.
Accordingly, the Parties agree as follows:
1. Consent to Assimment
The Parties consent to the County's assignment and transfer to the Library of all of
County's fights, title, interest, liabilities, covenants, wananties, representations, and obligations
under the Lease conditioned upon the following terms:
2. The Librar 's Acce tance and Assum tion of Obli ations and Liabilities
The Library warrants and represents that it has read the Lease and.that it accepts the
assignment and assumes and agrees to perform and accept all duties, conditions, terms,
responsibilities, obligations, and liabilities of the County arising under or resulting from the
Lease.
Release ofthe'County
The City and Library forever release the County from and hold the County harmless for
any and all duties, conditions, terms, responsibilities, obligations, and liabilities under the Lease.
Page 1 of 3
3~a-~ ~ OR9GINAL SEP o s 2014
4. Amendment to the Notice Provision of the Lease
From and after the effective date of the Consent to Assignment, the address for purposes
of providing notice to the Lessee is:
Santa Clara County Library Administration, 1370 Dell Avenue, Campbell, CA 95008.
5. Additional Acts
The Parties agree to execute and deliver any and all further documents and instruments
reasonably required to effectuate and perfect this Consent to Assignment.
6. All Remainini3 Terms and Conditions of the Lease Remain in Effect
All of the terms and conditions of the Lease not expressly modified by this Consent to
Assignment shall remain unchanged, and in full force and effect.
7. Severability
In the event that, any time subsequent to the execution of this Agreement, any portion or
provision of it is found to be illegal, invalid, unenforceable, nonbinding, or otherwise without
legal force or effect, the remaining portion(s) will remain in force and be fully binding.
8. Effective Date
This agreement shall be effective as of the date all parties have executed this Consent to
Assignment.
9. Other Miscellaneous Terms '
(a) The Library, City, and County each represent and warrants for itself that it has the
power and authority to enter into and carry out the terms of this Consent to Assignment.
(b) Except as expressly stated herein, nothing contained herein shall be construed to
constitute a waiver or release by the County of any right, term, or condition under the Lease in
favor of the County.
(c) This Agreement shall be binding upon the County, the City, and the Librazy, and
their respective successors and assigns; and,
(d) This Consent to Assignment is incorporated by this reference into and made a part
of the Lease.
(c) Those terms contained herein which by their nature should survive termination,
cancellation, or expiration of this Consent to Assignment, shall so survive.
Page 2 of 3
(f) By signing below, each signatory warrants and represents that he or she executed
this agreement in his or her authorized capacity and that by his or her signature the entity upon
behalf of which he or she acted executed this Agreement.
COUNTY OF~SAN~T CLARA:
~,~~ ~'v
%~~~" SEP 0 9 2014
nare~
Mike Wasserman, President
Board of Supervisors
ATTEST:
Signed and certified that a copy of this document has been delivered by
electronic or other means to the President, Board of Supervisors.
Date:
L Regad
Clerk of the oard of Supervisors
SEP 0 9 2014
APPROVED AS TO FORM AND LEGALITY:
0 Date: Z
lissa I octs
Deputy County Counsel
CITY OF CAMPBELL:
SANTA CLARA COUNTY LIBRARY JOINT POWERS AUTHORITY:
Datc:
Page 3 of 3
AMENDED LEASE AGREEMENT
FOR CAMPBELL BRAtdCH LIBRARY
P
THE FOLLOb!ING is an Amended Lease•Agr.eement between COUNTY 'OF
SANTA CLAP.A, State of California, hereinafter referred to as "Lessee,"
and CITY OF CAMPBELL, a Municipal Corporation, hereinafter referred
to as`"Lessor."
WHEREAS, Lessor has acquired additional real-property at the
Civic Center of the City of Campbell, California; and,
WHEREAS, Lessor proposes.to construct at its Civic Center, as ,
emlarged, (1) a 24,000 square foot. building mbre or less, and (2)
an approximately 34;000 square foot vehicle parking, area, both to
be utilized as and for a branch library of the County of Santa Clara,
ali in accordance,vtZth the plans and specifications to be approved
by the parties hereto; and
WHEREAS, Lessor has offered to lease said building and
'improvements to Lessee and Lessee desires to rent the same from
Lessor; and
WHEREAS, the parties hereto have previously .entered into a
lease agreement dated July 18, 7967, which the parties are desirous
of amending ~•rith raspect to certain parti-culars,
NOW ,. THEREFORE, in consideration of and subject to the terms
and conditions hereinafter set forth, Lessor and Lessee agree as
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fol}ows:
1. Amended Lease Agreement., IT IS AGREED between the parties
hereto that this .amended lease agreement replaces and. supersedes
that certain. Lease Agreement previously executed by, the parties
dated July 18, 1967.
2. Description of Property. lessor hereby agrees-to lease
to Lessee, and Lessee hereby' agrees to rent from Lessor a portion
of 'the real property at the Civic Center, said portion to be
mutually agreed upon, as said site exists following the acquisition
of Tand, which portion is sufficient to supply a 24;000 square foot
building, 34,000 square-feet of parking space, and such addition a_1
land as.is necessary to the use of such_building but; i~n.any event,
not to exceed one and one-half acres; and the hereinafter described
building 'and improvements which are ,to be erected and contracted .
by Lessor on said portion of land. with monies from the following
sources: (a) City. of Campbell-Bond Fund; (b) Federal Library
Services-and Construction Fact funds; and (c) monies allocated from
County of Santa Clara.
The lease premises are described in Exhibit A attached,hereto
and incorporated herein by reference.
3.' (a) Use of Premises. Said premises shall be used by Lessee
for the maintenance and operation of a library for the County of
Santa Clara. The term "premises" is a defined to mean the said
portion of real property above described and the building and all
improvements erecbed thereon by .Lessor.
(b) Lessee shall not let or underlet the. whole or any
part.of said premises, no r. sell. or assign this lease, either volun-
tarily or by. operation of .law; nor allow said demised premises to
be .occupied by anyone contrary to the terms hereof, nor permit their.
use for any purposes other than as hereinabove specified, nor abandon
or vacate said premises, nor fail or refuse to actively cause said
premises to be used as hereinabove specified in the purpose of this
lease, without the-prior written consent of Lessor.
4. Term of Lease; Extensions of Term
(a) This agreement becomes effective upon execution by
both parties.
(b) for purpose of occupancy, the term of this lease shall
be for a period of twenty-five (25) years beginning on the date to
be determined as set forth in subparagraph (b) hereof, immediately
following, and shall .end on the last day of the twenty-fifth (25 th)
year following the effective date of the term as so determined.
Lessor hereby grants to Lessee the sole and :exclusive option. to extend
said lease for additional ten (10) yea r. period s., which options shall
be deemed automatically exercised by Lessee unless Lessee gives one
year's advance written notice prior to the expiration of the original
term or prior to the expiration of any extension provided for herein,
of Lessee's intention to terminate said lease. at the end of the
original term or at the end of an extended term, whichever is
applicable at that time. Said. additional terms of the 1_ease shall
not be more than three in number, or thirty {30) years total.
(c) The effective- date for the commencement of the term of
t ,_ r,~-.
• this. lease s.ha71 be the-first :business day of the month .following
receipt by .Lessee of written notice that Lessor has completed con-
strgction of the building and improvements .here in -and that the same
are in condition and ready for occupancy, all in accordance with
the plans and specifications.for such project, which notice shall
be promptly given. Be it further provided that, as a condition
precedent to the commencement of the term and of the recording of a
Notice of Completion by Lessor, and of taking occupancy by Lessee,
the County, Executive of the County of ..Santa Clara or his designee
shall have the right. to inspect the premises-for compliance witfi .
the plans and specifications for construction of said premises, which
.inspection shall be made within ten (10) days after receipt by Lessee
of Notice of Completion.
(d.) Lessee and Lessor further agree to execute and deliver
no later than fifteen (l5).days after the commencement of the term
of the lease; an instrument in writing im duplicate -certifying the
date of beginning cf.the term, each party to receive one copy of
the certificate acknowledging such date of commencement of term.
5. Project Fundin Land acquisition funds,.constructi.on funds,
and funds for all other-project costs and expehses sha11 be provided
as follows:
(a.) Lessor's Ceneral Obligation Funds• Lessor's General Obli-
gation bonds of Four Hundred Thousand Dollars ($400,000), a portion
of which have already been expended by the Lessor for land acquisition,
architectural fees, and related project costs, and which shall be
reimbursed by Lessee as Rehtal in accordance with provisions for
rental hereinafter'specifically set forth; and
(b} Federal Library Services and Ccnstruction Act Funds: Federal
R
.. ( "
Library Services and" Construction
Dollars ($200;00.0) which .s hall :be
to the schedule set forth .by "the
be"disbursed to the lessor by. the
of"each payment;
(c) ".County Funds. Lessee's
~.
Act funds. of Two-Hundred-Thousand
received~by"the Lessee-according
State of .California, and which shall
Lessee within 15 days of receipt
funds of Two-hundred Sixty-five ~,
Thousand Dollars 0265,000) which were guaranteed by "t he Board of
Supervisors on July 27, 1972 as advance rental to be used for project
costs. tc be paid by Lessee in the normal course of business immediately
after approval by the Board of Supervisors of the de.terminatidn of
award of contract to the lowest responsible bidder in"accordance witfi
the Declaration of Intent of Lessor.
6. Rental
(a) It is understood by-the parti-es hereto that Lessor
shall have acquired additional .land at the Civic "C enter sufficient
for the construction of a building-and improvements as provided
herein ,a:nd shall construct said.buildin9 on said site with monies
received from the sale of Lessor's twenty-five (25) year general
obligation bonds, Federa) Library Services and Construction Act funds,
and County funding. The receipt of Lessor of a"portion of these
funds has been provided in Para-graph 5 above. ;The rental hereunder
is predicated on this understanding. Lessor shall provide Lessee.
with duplicate original copies of all contracts, change orders, and
progress bil]ings in relation to any of said"arork of improvement,
and will permit Lessee to inspect and make copies of all books of
account; ledgers, warrants, invdices, and other documents relatinn
to any and all payments made by Lessor for .any of said. work improvements.
(b) .Lessor shall ,present to Lessee for Lessee''s approval
i
the bond maturity schedule for the retirement of Lessor's twenty-five
5-
r. ,
(25) year general obligation bonds used to, acquire said land, improve
the premises and construct ,said building.. Thereafter, on or before .
May 1st of each year of the maturity schedule, Lessor will compute
the total amount needed to meet said. obligation and :designate the
dates that said general obligation bond principa_1 and interest pay_
ments will be needed in the next fiscal year following May lst to
redeem the maturing bonds and pay .t he bond interest directly allocated
to the acquisition of $aid land, construction of said building, land-
scaping and other related improvements. As and for rental hereunder,
Lessee agrees to reimburse Le-ssor per said bond maturity schedule
for said bond payments ,;semi-annually, or in the alternative, upon
a. schedule mutually agreed upon to indemnify or reimburse Lessor for
such general obligation bond.principa7 and.interesi. Such schedule
finally agreed upon shall be delivered to each party ,. attached :hereto
and form a part of this Lease Agreement.
(c) The rental provided for in subparagraph.(b) above shall
be paid by Lessee. to Lessor semi-annually during each year of the
rental payment schedule as mutually arrived, at .a nd-agreed upon at
such time. or times as the parties hereto may further agree in .writing.
In the-event Lessee exercises the option provided for in Paragraph 4(b)
above to. lease the premises for an additional period or periods of
ten (10 ). years, there shall be no further rental.
7. Construction of Buildin and Im rovements
(a) The building to be constructed by .Lessor shall comprise
approximate]y 24,000 square feet and shall be built.according to the
schematic design studies, design development documents and construe-
tion documents, as described in Paragraph 7(b), which have been ap-
proved by Lessor and Lessee. Said premises shall include all improve-
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m'ents reasonably necessary to fhe use•of said. building, .including-.but
not limited to, landscaping,`parking space•and walkways .as described
herein.
(b) Within the time limits prescribed in Paragraphs.7(c)
and 7(d), Lessor shall provide. the fiolloviing to Lessee:
i.. Schematic Design .Studies: This shall consist of
schematic design studies and site utilization plans together
with a general desgr~ption of tfie st,ructdre for approval by .
the Board of Supervisors of Lessee. This general description
shall include the mechanical and electrical features proposed
and a general indication of the size of all areas in the struc-
ture and the estimated structure construction cost.
ii. Design Development Documents. Lessor shall pre-
pare from the schematic documents approved by Lessee the design
development documents consisting of site and fldor plans.,
elevations, cross-sections and other approved drawings, and
shall outline specifications to 'f ix and illustrate the size,
character and quality of the entire structure in its essentials •
as to the kinds of materials, type of structure, mechanical and '
electrical systems and such other work as may be required.
Lessor shall submit in writing tc Lessee the estimated structure
construction cost.
iii. construction .Documents. Upon receipt or instruc-
tions.from Lessee to proceed with the preparation of construe-~
tioh documents, Lessor shall prepare from the approved design
development documents, working drawings and specifications
setting forth in detail and prescribing the work to be done,
and the materials, workmanship, finishes and equipmEnt required
'for the architectural,.mechanical, electrical, service-connected
f ~:.
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.
equipment and site work. Lessor shal] not.ify_Lessee in writing
whether or~not there is any indicated adjustment in ,previous y
i
estimates of the structure. construction cost.:
(c) Not later than one month after the execution of this
agreement.,-the County. Librarian shall provide Lessor with a "Program
of the Functional Details'of a Library 'for the Architect," which
program shell have been previously approved 'by the Board of Super= 9
visors of Lessee. Thereafter, in the event of an application for i
';
a-grant for construction funds from the federal or state government, -
of Lessee, supply as part of the cost
Lessor shall, on the request
. 3
of construction -any schematic design studies which may be required
incident .to such application. If, for a.ny reason, the proposed.
building and improvements are not.constructed, Lessee will reimburse
Lessor .for-the cost of any studies provided pursuant to this
.paragraph.
(d) Not later than one month after.receipt of the approved iii
"Program of the Functional Detai]s of a Library for the Architect"
Lessor shall furnish Lessee for approval a complete set of Schematic
Desigh Studies. Upon receipt- of the approval of the Schematic Design
Studies, Lessor shall furnish to Lessee for,.approval a complete set
of design-development documents within two months. Upon receipt of
the approval of the design development documents, Lessor .s hall furnish
to Lessee a complete set of construction documents within.five months
for approval by Lessee. Not later than two months after approval by
Lessee. Not later than two months after approval by Lessee of the
construction documents,.Lessor shall approve such documents, advertise
for bids, review submitted bids and, if acceptable to Lessor, declare
intent to accept the lowesi; and most responsible bid, which bid shall
be reviewed and approved by the, Board. of Supervisors, after which
-Lessor.shall award a-construction contract .and sign the contract
for,-the-construction of 'the library building. Lessor shall advertise
such contract as a separate project and not award. it with-any city
work. If all ,bids are rejected Lessor shall modify said-construction
documents within one month after rejection of bids and submit the..
modified construction documents to Lessee for approval; within thirty
(30) days of submission of said modified construction documents,
Lessee shall inform Lessor of. its approval or disapproval of same.
Not later than two months thereafter Lessor shall receive new bds,-
,award the contract if bids are within the construction budget and
sign a contract for construction of the library building. Lessee
shall pay all incurred costs to.oate if this agreement is terminated
without award-of a contract. 'Ndt later than twelve (12) months
after fhe.award-of the contract, the Lessor sfiall complete the con-
struction o.f-the building and improvements of .the premeises and deliver
same +_o Lassee for occupancy. yilpon failure to complete the construc-
tion of said building within the time specified herein, Lessee shall
have the sole option to cancel. and terminate this lease agreement
upon yrritten notice to Lessor without any cost or .expense to Lessee ~
;.
whatsoever. Lessee shall grant a reasonable extension of-time for
completion .of the structure when delay is caused by circumstances
beyond the control of Lessor.
(e) At any time prior to the award by Lessor of a contract
for the construction of said building, Lessee has the option. to ter-
i
mihate this agreement by notice in writing to Lessor and shall pay s
- ;
Lessor, as and for the privilege of terminating this agreement as
of the date of said o-rritten notice, the fees which Lessor is obligated
e
under.writt~n'contract to pay for architectural services performed in '
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providing-for Lessee schematic design studies; design development"
documents and construction documents.
8. Alterations, Additions., Maintenance.
(a} During the term of .this lease or any extensions thereof,
Lessee shall keep and maintain the premises; including without. limita-
~:=-ticn.the interior and exterior of said building, and such furniture
and furr.ishings_as are installed; in good and tenantable condition,
except vehicle parking facilities, landscaping improvements,.and
such repairs as ;nay be necessary by reason of damage by fire, the
elements, casgalty or other cause which is covered by fire dr casualty
insurance parried on the premises and/or the contents thereof by
Lessee. As tb ttie latter, the obligation for .repair for such damage
.shall pe the responsibility of Lesser. On or befor_e_December 1st
of each year .t he Campbell City Pfanage.r-and the County Librarian shall
agree on the requirements necessary to implement the provisions of
this paragraph, the costs of which shall .be included in the County
Library budget request for the succeeding-fiscal year. If prior to
the Printing of.the Recommended. Requested Budget any of these require-
ments are deleted, the City of Campbell shall be notified in writing,
with .sufficient advance notice to provide fiime for proper appeal ,
to the county executive. The City of Campbell may also appeal an
adverse decision. of the County Executive-to the Board of Supervisors.
{b} Lessee .shall .not make any alterations, changes or
additions to said premises without obtaining prior varitten, consent
of Lessor, which consent, hovrever,. shall not be unreasonably with-
held. Any such alterations, changes or additions made by Lessee
shall be at the cast and expense of Lessee, and upon termination
hereof, said alterations, chances or additiens shall inure to the
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benefit of Lessor,, except, however, trade fixtures, lighting fixtures,
partitions, appliances, equipment, furniture, .and other improvements
placed on said premises by Lessee; and upon term ination of this,leas,e,
Lessee shall. have a reasonable length of_.time in which to remove
said trade fixtures, lighting .fixtures, par+_itions, appliances, equip-
ment, furniture and other improvements installed by it on said premises.
(c) Lessee shall pay for the. furnishing of all water .
necessary or required for use ifi or upon the premises during ,the
term of this lease or any extension thereof. .Lessee shall pay for
all janitorial services and the furnishing of all other utilities
which.may be_used upon the premises during the term of this lease
or any extension thereof. In additions Lessee shall pay any-and
all taxes which migh+ otherivise be payable by the City or County,.
which may be levied against the. premises.
9. Insurance Liability Fire Comprehensive Insurance and
Damage to Premises.
(a) Lessee at its own cost .and expense shall take out
and mainiain during the term of this lease, casualty and fire insurance
to th-e extent of the insureable.value of the premises. Lessee shall
further take-out and maintain during the term 'of this lease, public
liability and property damage insurance, naming Lessor thereon as
additional insured under the terms of said policy of insurance.
(b) In the.event of a partial or total d.istruction of the
damaged premises by fire or other insured casualty; said premises,
will be promptly restored by mutual agreement of fhe parties .from the
proceeds of the fire and casualty.insurance taken out by County. In.
the event of disagreement between Lessor and Lessee hereunder, the
parties shall submit +:o Arbitration and the rules and procedures of
the American P,rbitratien Assgciation shall apply.
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' 70. Notices. All notices required or .permitted to be. given.
hereunder .or by any provisions of law shall be given to the party
to be_notified by personal delivery or sent by registered or
certified mail addressed to Lessor at Citq Hall, Campbell, Califiornia i
95008 and addressed to Lessee at General Services Agency, )0 West
.Redding Street, San Jose, Ca lifornia 95110, with a copy- to the
County Librarian. All notices given as aforesaid shall be sufficient
service thereof, and if sent by mail, shall be deemed given as of
the date .of deposit in the mails.
11': Termination. It .is mutually agreed that this lease may,
be cancelled and terminated by Lessee if the whole or a substantial.
part of the City of Campbell served by the library occupying the
said premises shall be withdrawn from the Santa Clara County Library
System. at the:request.of the City. of Campbell for any reason or
purpose whatsoever. .'I n.-the event this lease is .cancelled or terminated
by Lessor, Lessor agrees at its own expense to continue- the bonded
indebtedness payments not yet'due until completely paid and also
agrees to reimburse the lessee for .that portion of the County funds
paid ir= advance which have not-yet been amortized over the first
twenty-five (25) year period of this lease agreement on a straight-
line basis.
12. End of Term. Upoh termination of this lease or any extension
thereof, Lesses shall surrender said premises in as good condition as
the same were in when Lessee took possession, reasonable wear and
tear, damage from the elements, fire, Acts of God, structural defic-
iencies and repairs, and exterior deficiencies and repairs, or other
casualty beyond thy:reasonable control of Lessee, er.cepted.
13: Successors and Assigns. The foregein.g covenants and condi-
tion.s sha71 be binding upon the parties hereto and their respective
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•heirs; successors, executors, administrators, legal representatives and '
assigns.: ~ '
IN. WITNESS WHEREOF, the parties hereto have subscribed their
-names OGT 241912':''
COUNTY OF SANTA CLAP.A
~ an; pro to~
i
•mmr, Board o-f Supervisors
";
a
"Lessee"
ATTES~ tiC~ ~'
Donald M. Rains, C .Board
CITY OF CAMPBELL
William R. Podgorsek,~~fayor
"Lessor"
APPRO\!ED AS TO FORM:.
Deputy County Co:anse ,
-13-