TO:
FROM:
Agenda Item No.
CITY OF YUCAIPA
AGENDA REPORT
Honorable Mayor and City Council
Jennfier Crawford, Assistant City Manager5d-
Ryan Miller, Housing and Economic Development Analyst @ FOR: City Council Meeting of April 8,2024
SUBJECT: Facility Lease Agreement - Yucaipa VisionQuest Art Gallery Center
RECOMMENDATION
That the City Council authorize the City Manager to execute a Facility Lease Agreement with Yucaipa VisionQuest for the lease of city-owned property located at35l36 Avenue A.
DISCUSSION
In November2018, the City Council approved a five-year lease with Yucaipa VisionQuest (YVQ) for the city-owned property located at35l57 Yucaipa Boulevard (Blvd. Lease), with intent to have an art gallery in Uptown on the Boulevard. In addition, YVQ was simultaneously occupying a supplementary city-owned property located at 35136 Avenue A for storage and art activities associated with their day-to-day operations. The Avenue A Agreement expired in2020; however, had lease extension terms. With the onset of Covid-I9, YVQ and City staff transitions, the renegotiation of the lease terms had not taken place.
With the expiration of the Blvd. Lease approaching and the realization that the Avenue A Agreement had not been officially extended, discussions began to take place between City staff and the YVQ President. The discussions revolved around the organization's structure, the impact of Covid-19 and their ability to occupy both or one of the City-owned facilities. YVQ's President indicated that occupying both properties was not financially feasible. Staff worked with the YVQ's President to discuss downsizing their operation to one facility. After negotiations, YVQ's President took the conversation to the Board for a vote.
YVQ's Board voted to vacate the Yucaipa Boulevard location at the expiration of the Blvd. Lease and enter a new lease agreement for Avenue A. YVQ is working on Board development and rejuvenating their mission to ensure art and promotion of local artists is available in the community.
FISCAL IMPACT
Under the terms of the one-year lease, YVQ will pay the City a total of $8,234.04 for the lease of the Property.
11 Attachment:
l. Facility Lease Agreement
Approved By:z-
ATTACHMENT NO. I
FACILITY LEASE AGREEMENT ATTACHED
RECORDING REQIIESTED BYA TD WHEN RECORDED MAIL TO:
City Clerk
City of Yucaipa
3427 2 Yucaipa Boulevard
Yucaipq CA 92399
G.C.
ABOVE
FACILITY LEASE AGREEMENT
35136 Avenue A Yucaipa, cA g23gg
APN: 031906118 and APN: o3t9o6tt9
. _ This rease agrcemort (*Lease') is made and entered into this lo"v orEJ(9.|!*Jf t ; betrneenthe crry or v[JCAIrA a municipal corporation (ffi$y:'ciy') and the YUCAIPA VISIONQUEST, a California non-profit corporation (,Tenant, or*YvQ'). The parties to this Lease may be referred to herein as .fiarty,, or collectively as the"parties." I. SCOPE OF'AGREEMENT
The city grants
Jo wQ and wa^y^rfF.F. crty a lease to use the 35136 Aveirue A,also knoum as Assessor's Parcel ortgdsrtg, oltgitollg, which includes ftese fwo (2)buildings thereon (hereinafter relbrred to as "the leased premises ) r, tt" terms andconditions set forth herein.
IL ENTIRE AGREEMENT
This Lease is the complete agreement of the parties with respect to the subject matterhereof.
III. TERIVI OF LEASE; EXTENSION; TERMTNATION
The initial term of this Lease shall_be fora period of twelve (12) months commencing onJanuary ls\ 2024, and ending on Decemrb.i 31, zoi+. rni, Lease may be terminated byeither party, with or without cause, upon-thir-ry (30) davs written notice to the other party.The city shall provide such notice-onty ader *p..ifrt action uv tnr-city council toterminate this Lease. ry. LEASING Of'X'ACILITy; RENT
In consideration of the mutr.ral coveornts contained herein and the paym€,nt by yVe tocity the fee of $686-17 per mouth, by tte I* a.y oreacr calendar month, without priornotice or dernand, and without offset -or
deduction, Cityhereby fr** t, frq, and We
v.
vI.
vrr.
hereby leases from the City, the facility located at 35136 Ave,nue A, yucaipa, Califomia.
UTILITTES ATID MAINTENAI|TCE
Tenant Responsib ilities :
l.WQ shall pay for utilities as defined, trash se,rdco, gffi usage, electricity u.sage, alarm and telephoue seivice necessitated by h/Q's use of the]teasea premises.
2. YVQ, as the tenan!, th"ll b" responsible for providing and paying for hash re,moval and disposal services for the leased premises. This inchAei #"gi"g fo.r"gof., hash pickup and ensuring that all waste generated by yVe's *"-of [r" premises is properly disposed of in compliance with local reguiations. 3- Duing the term of this Lease, WQ shall conduct routine maintenauce at its cost.
The partigl agree that the term'toutine maintenalse,' shall include m Aay-to_aayor periodic maintemarrce actiwitics, such as janitorial senri@s, 8nd int€mal cosmetic r€pairs i.e., painting replacement of lighting bulbs, which are intendedto maintain the premises in a manner such thai it *tt not deteriorate frrom itscondition before leased, normal wear and tear excluded.
Ctty Responstbilittes :
4. The City is responsible for utilities defined as lvater usage and sewer usage. a. The city is not responsible to provide cost of said utilities. 5' The City agrees to perform and pay for fiont yard landscaping and any major orstructural maintenance of the bruilding orcluding dunagc caused by ienant, inaddition to the cost of irrigation watcr for the fronl yard.
PERFORJUANiCE
l' The City encourages the WQ to develop a comprehensive business plan that outlines strategies for achieving sufficiency by the end of the agreement term.
USE OT'LEASED PREMISES
1' The leased premises will be used by the WQ to exhibit and or sell local artisans,worlc, office and meeting space for art related activities md staff, hold art classes, andfor no other use or purpose without the exp,ress writte,n consent of the City M;ger.
2. Modifications to the leasod premises may be made by the yve, subject to priorwritt€n approval by the City and at no cost to the City. 3' The- WQ agrees that it will, upon termination of this lease, retunn the lease premisesin the same condition as at the commencement of the term of the lease, re,isoiable 2 wear and tear excluded.
V[I. INSURANCEREQUIREMENTS
lvQ snau procure and maintain, for the duration of the Lease, insurance against claimsfor injuries t3-nenons or dnmoges to property, which may arise frrom or in connectionwith the YVQ,s operation and use of said iremises:
1' Comme'rcial General Liability:
-$1,000,000 per occurrence for bodily injury, personalinjury, and property damage- If Commercial Ceneral Liability o. otnE fo.* with ageneral aggregate limit is used, either the general aggregate rimit snaU appty separatetyto this projecv location or the. general "ggreg"te iiniit sha[ be twice t[€ *quioioccurrence limit Coverage shall be at leastas bioad as ISO CGL occurrence form GC0001; 2' workers' 9-oTry-T"!* as requircd by the Labor Code of the State of California andEmployers, Liability Insurance; 3' Automotive Liability: $1,000,000 p€r occun€nc-e for bodily injury and propertydamage' This shall include oume4 hi*4 and non-ovmed audobiies. coverage shallbe as broad as ISo CGL occurrence form CG 0001. Auto liability is required only ifautos will be used in performance of this conhact; 4' All policies, except for Workers' Compensation (requires Certificate of Ins,ranceonM, shall name, by endorsemeir! p"gy of yucaipa its e,mployees, office,rs, agmts,and volunteers as additional insureds. rhis emoorss;€nt shall be provided to the Cityprior to or concurexrt with the Tenant,s exeoution of this Lrase ; 5' The endonseme'lrt shall provide that such insurance afforded to the additional insuredsshall be primary, but only as r'spects to this Lease, and insurance maintained by theCity, its ernployees, officers, agents, and vohrnteers rlAt U. ,on-"oonibotiog; 6' Each insurance p!.y required by this clause shall be e,ndorsed to state that coverageshall not be suspended, voide4 cancelled, reduced io.oro4g. or in limits excrcpt afterthirty (30) days prior writteNr notice has been gr.r, to tn" citi.
DI INDENM\ilHCATION AND IIOLD IIARMLESS
wQ shall hdemnify, defend (with l-eg.fl :9u*"1 approved by cig, which such approvalby Crty shall not be unreasonably witrrheld) *a uia nur-t"ss city and its elected andappointed offi.cials, officers, empioyees, servants and agenB from and against 61qlaims,actions, Iiabilities, losses, damages, costs, attorneys' i.g. and other expemse(s) of anynature for loss or damage to property, or rqiury to or death or p.ooori *ir* in anymannet whatsoever, directly or in&ectly, by itason of tris Lease ;.t6;; ogcupancyof the Premises by wQ (collectively "ii*r1ry1, *n tl* the claim be made d,ring theLease term or thereafter, except *.h lorr, d;&., i"jury or death caused by ttre sole 3 negligence or willful misconduct of the City. The liability of We hereunder shall not belimitedby the insurame provisions of this Lease. rhe indemnifi.;ti"q dJdefense andhold harmless provisions ofthis section shall survive the expiration orie;ination of thisLease and shall relate back to all periods of YVQ's previous possession of tn" premises. }L DESTRUCTION OF PREMISES
Should said Prerrises be damaged or deshoyed by any cause not the fault of the yve, City may, at City,s sole option, repair the saure.
XI. MORTGAGES AND OTM,R ENCI]MBRANCDS
Tenant shall not mortgage, hlpothecate or otherwise e,ncumber or cause any liens to beplaoed upon the Prernises or the freehold estate of City. )il. ASSIGNABILTTY
Tenant shall not sublease the premises, and any attempt to do so shall tenninate this Leasewithout firther action on the part of the City.
X[I. DEFATILT
1' Exce'pt as otherwise provided in this Lease, at any time one party is in default orbreach of any provision of this -L*., the other'p*y ,uy give'written notice toremedy zuch default or breach. If the default or breach-is ,"*"ii"d within thirty (30)days following such notice, then this Leas€ shall continue in full force and effect. If,(1) zuch default or breach is not rernedied withitr said thirty (30) dat p"t"C or (2) thenatur€ of the defrult or breach is such that it cannot rasooaityt" i,,ir"a within'thirty(30) days and-the defautting party fails to commence to cure within the thirty (30) dayperiod and thereafter dilig€ntly prosecute the sure to completion, then the non-defaulting Pltr qay, at its optiou terminate this Lease and,if tenninated by City,take possession of the PremiJes without firther notice *a rnaf aro Ur entitted tosuch damages or other remedies t law or in equity are availabri to "itno purtybecatse of such default or breach. Termination of tnir Lease puou*t to this Sectionshall not be considered a waiver of damages or other .-o&es at law or in equityavailable to either pady because of such aJfaut or brreach. Each term and conditionof this Lease shall also be deemed to be a covenant. 2' A waiverbv."t*oparty of any d"F{, orbreach by the otherparry of any provision ofthis Lease shall not constitute or be deemed to be! waiver or*y *u*i,i"", or otherdefault or breach. No waiver shall be binding, unless executed in writing by the pa4ymaking the waiver; waivers on lehalf of Citshall only be gi; bt;;lution of theCity Couacil. No waiver, benefit, privilege, or service vohmtarily given or performedby either party shall give the other party any contractual right by custom, estoppel, orothenrise. The subsequexrt acceptance of ,.lrt pursuant to this Lease shall notconstitute 3 -ruiuo of any preceaing default by Tenant other than default in thspayment of the particular rental payne.t so accepted, regardless of city's knowledgeof the preceding breach at the time of accepting ileient; nor shall acceptance of rent 4 or any other palment {er expiration or texmination constitute a reinstatem€nt, exte,nsioq or renewal of the Lease or revocation of any notice or other act by City.
3. The making by Tenant by any gencral assignment, or general assignment for thebeirefit of sreditors; the filing by or against Tenant oia petition Io have Tenant adjudged a banlnrpt or a petition for reorganization or afiangernent rmder aay law relating to bankruptcy unless the same is dismissed within- sixty (60) days; the appointnent of a tnrstee or receiver to take possession of substmtially aU of Tenant,s assets located at the Premises or of Tenant's interest in the Lcase, where possession is not restored to Tenmt within thirty (30) days; or the attachment, execution or otherjudicial seizure of zubstantially all of Tenant's assets located at the pre,mises or of Tenant's interests in the Lease, where such seianre is not discharg6{ qrirhin thirty (30) days; shall constitute a default under this Lease.
4. Qitf's Remedies. City shall have the following remedies if Tenant is in default or breach of the Lease, following notice and opportunity to ctne, as set forth above:
a. City may continue this Lease in full force and effect, and the Lease will continue in effect so long as City does not terminate Tenant's right to possessiorn, and theCity shall have the right to the continued perforrranc. olteoaot of all of Tenants obligations and'duties under this Lease, and to coltect reirt ufren dge. Following Temant's default and for so long as Ctty has not terminated Tenant's right to possession on the Premises, if Tenant obtains the consent of the City Ciuncil qtv€n at an open and public meeting, Teirant shall have the right to, subte ttre leased premises or assign this Lease with the Crty's cons€nt which will not be unreasonably withheld"
b. In the went that the Lease is validly terrrinated in accordance with the terms ofthe Agreement, the Tenant shall not be held accountable for my outstanOing default paymelrts for the drration of the Agreement rmtil its termination. c. If Tenant is in default undcr terms of this Lcase, City may, after thirty (30) days,writt€n notice of default, terminate Te,nant's right 6 possession of the premises by unitten notice to Tenant. No act by the City6ther ri* giog written notice to Tenant shall terminate this Lease.
XIV. GENERAL PROVISIONS
1' Atto{neys' Fees. In the event that any action is brought by either party hcreto asagainst the other party hereto for the enforceure,nt oi a."iuotio, ;a;t;ght ".remedy in or under this kase or for the breach or eirforcsm€,nt of any *r"oiot otcondition of this Leasq the prevailing party shall be elrtitled to recover reasonable attomeys' fees and litigation costs from the other party.
2. Waiver.
a. No waiver of any breach of any of the teflns, covenants, agreerne,nts, restriotionsor conditions of this Lease shall be constnred as a waiier of any succeeding breach of the satne or other covenants, agrcements, restriction, *d conditions 5 hereof.
b. City's cons€ttt to or approval of any act shall not be deemed to render gnnccessary the obtaining of City's corutqrt to or approval of any subsequent act by Tenant.
The acceptance of rent hereunder by City shall noi constitute a waiver of anypreceding breach by Tenaot of aoy provision hereot other than the faihre of Tenant to pay the particular rqrt so accepted, regardless of City's knowledge of such preceding breach at the time of its acceptance of such re,nt.
3. Entrv by Ciw: InsPection. City reserves the right for City and City's agents and representatives to enterupon the h,emises at any reasonable time and after riasonable notice to Tmant for the purpose of inspecting tire hemises, to examine the condition thereof, including their €nvircmmeotal condition; showing the sarne to prospoctive purchasers, tenants or lenders; making such alterations,-repairs, impro'vemenrc oradditions to fte ht--r9o, as Clty deems reasonable or nccessary; or attending tocrB's business and city's intenest hereunder, as clty may diem necessary ordesirable.
4. Relalionship of the Parties. The relationship of the parties h€rcto is trat of landlord and tenant and it is exprcssly understood and agre€d that City docs not in anyway, nor lor any purpose, become a parher of Tenant or a joint ve,nturrr with Tenaui in theconduct of Te,nant's business, or otherwise. 5- Incprporation of Hor A8recrreire: Modificafions. This Lease contains all agreementsof fte parties with respect to any matter mentioned herein. No prior agrle,ment orunderstanding pertaining to any such matt€r shall be effective. fnir l,ir" may bemodified only in wdting, and signed by the parties in interest at the time of zuchmodification.
6. Time of Essence. Time is expressly declared to be of the essence of this Lease. Each Iry ga each provision of this L€ase, performable by Tenant shafl be construed to be both a covenant and a condition.
7. Olitolaim. At the expiration or earlier termination ofthis kase, Tenant shall orecute, acknowledge and deliver to City, within five (5) days after unitteq demand from City P. T-**q a quitclaim deed or other document deemed necessary or desirable byCtty's counsel to rernove any cloud of this Lease from the reA- properry ,rUj."thersto.
8. Co'nstuction of Lea$e. Th9 language in all parts of this kase sharl, in all cases, beconstued as a whole and in accordance with its fair meaning and not restricted for oragainst either Crty or Tenant. The captions of the sestioni and subsections of this Lease are for convenience only and shall not bc considered or referred to in resolving questions of constnrction.
9. "citt''and "Tenant". The wods 'city- and "Tenant,,, wh€trever lsed herein" shall happlicable to one or more Penons, as the case may Le; the singular shall include the 6 xIv.
plural; the neuter shall include the masculine and feminine; an4 if there bc more thqn one, obligations thereof shall be joint and several. The word 'lenson', uftenever uscd hercin' shall includo individuals, firms, associations and coporatio^. Wt***il tit Lease any words denoting undertaking, @venant or duty are used, zuch wordsshall have the same force and effect as though made in the forrr of condidons. l0- Qhgi:cc of Law: Vetlue. This Lease shall be govei:red by the laws of the State ofCalifomia' with venue for any legal actions, which ."y b. brought by either party against the otherparty in the county of san Bernardino, barro*ia] r J
NOTICES
Any notice to be given or other dosument to be delivered by either party to the other hereunder may be delivered in person to either party, or may -U"
a.posit lin the UnitedStates mail, in the State of Californiq duly registlreO or certifid, with postage ftllyprepaid and addressed to the party for whom intenaeo as follows:
TO CITY: City Ndanager
City ofYucaipa
34272 Yucaipa Blvd.
Yucaipa" CA92399
(909)797-2489,Ext 253
TO TENANT: yucaipa Vision euest
P.O. Box 1231
Yucaipa, CA92399
Attn: Angela Greco (g5l) 44Z4S3l
Eithg,r party he,reto may, from tirne to time, by written notice to the other party, designatea different address' which shall be zubstituted for the one above specified. Ii *v Joticeor other document is sent by registere.d or certified mail, as aforessi4 the same ,t "tt
U"deemed served or delivered on the third business aay after the mailing thercof, as aboveprovided.
XYI. SE\M,RABILITY
ffany provision ofthig Lease shall be adjudged to be invalid, void or illegal, it shall in noway affect, impair or invalidate any other provision(s) h"r*i the partiesiereby ag€eingthat they would have elrtered into the reuri'ining poriio, of this Lease notrrithstan&g theomission of the portion or portions adjudged invirid, void or iuega. I X\TII. COT]NTBRPARTS
This Lease may be executed in uny number of cormterparts, each of which, whenexectrted and delivere4 shall be deemed to be an original, and all of whiclq, taken 7 together, shall be deemed to be one and the same instrument.
IN WTTNESS WIIEREOX', ttre parties hereto have executed this Lease on the date and year first above written-
CITY OF YUCAIPA
City Manager, Chris Mann
ATTEST:
City Clerk, Ana Sauseda
APPROVED AS TO FORM:
City Attorney, Steven Crraharn
YUCNPAVISION QUEST,
a Callfomla non-profit cor?oredon
Name:
Title:Qrug,#
8