HomeMy WebLinkAboutAgenda Report - November 6, 2002 E-12COUNCIL COMMUNICATION
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AGENDA TITLE: Approve Sublease Agreement between Robert Mondavi Properties, Inc., and the City of Lodi
for Well 10C Site (790 North Guild Avenue); and Approve Plans and Specifications and
Authorize Advertisement for Bids for the Well 10C Drilling, and Pump and Motor Installation;
and Authorize the City Manager to Award the Contract
MEETING DATE: November 6, 2002
PREPARED BY: Public Works Director
RECOMMENDED ACTION: 1) Approve the sublease agreement for the Well 10C site (790 North
Guild Avenue) and authorize the City Manager and City Clerk to execute the
agreement on behalf of the City.
2) Approve the plans and specifications for the above project and authorize
advertisement for bids.
3) Authorize award of the bid by the City Manager.
BACKGROUND INFORMATION: The City's 1990 Water Master Plan has identified the need for a water well
site in the vicinity of the newly constructed Robert Mondavi Properties, Inc.,
(Mondavi) warehouse on Guild Avenue. In anticipation of the future well
site, the Public Works Department worked with Mondavi at the time of
development to reserve an 80 -foot by 80 -foot well site on their property. In good faith, Mondavi has agreed to
allow the City to construct and operate a water well at this site. A test well has been drilled on the subject lease
site and analysis confirmed that it is a suitable City well site.
Mondavi has transmitted the sublease agreement (attached) to the City for execution. Basically, the sublease
allows the City to lease the well site for 30 years at an annual rent of $1, with an option to extend the lease for
another 30 years at fair market value rent. Staff has reviewed the terms of the agreement and determined that
the terms are reasonable.
Construction of Well 10C will be performed under two separate bids. The first is for well drilling and
development that will determine the optimal yield of the well. The second bid is for the pump and motor
installation that depends on the results of the well development project. See site plan attached.
The plans and specifications are on file in the Public Works Department.
FUNDING: Requested Appropriation: Water Capital Fund
Project Estimate: $300,,000.00
Funding Available:
Finance Director
The appropriation request is based on costs for the recently completed Well 26 (Katzakian Park) and includes
well drilling, pump and motor installation, control panel install on (City forces) and site improvements (utilities,
lighting, fencing and landscaping).
Prepared by Lyman Chang, Associate Civil Engineer
Attachments
cc: Randy Hays, City Attomey
Fran Forkas, Water/Wastewater Superintendent
l �CLti
ebr Richard Prima, Jr.
Public Works Director
Robert Mondavi Properties, Inc.
Lyman Chang, Associate Civil Engineer
APPROVED:
CSUBLEASEAGREE&PS&A
H. Di •n Flynn -- City Manager
10/30/02,
SUBLEASE AGREEMENT
This Lease, made and entered into effective this _ day of October, 2002, by and between
ROBERT MONDAVI PROPERTIES, INC., a California corporation (hereinafter referred to as
"Sublessor") and THE CITY OF LODI, CALIFORNIA (hereinafter referred to as "Sublessee").
WITNESSETH:
WHEREAS, Lodi 2000 Distribution Trust (the "Master Lessor") owns the real property
located in San Joaquin County, State of California (hereinafter referred to as the "Property"), as
described in Exhibit A attached hereto and by this reference made a part of this Lease;
WHEREAS, Master Lessor has previously leased the Property to Sublessor; and
WHEREAS, Sublessor and Sublessee wish to enter into a sublease of a portion of the
Property;
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the
parties, the parties hereto agree as follows:
1. SUBLEASE. Sublessor hereby subleases to Sublessee, and Sublessee hereby
subleases from Sublessor, a portion of the Property as more particularly described on Exhibit B
attached hereto (such portion hereinafter referred to as the "Premises"), upon all of the terms,
covenants and conditions contained in this Sublease.
2. TERM. The term of this Sublease shall be thirty years commencing November 1,
2002 and ending October 31, 2032. Sublessor will deliver possession of the premises to Sublessee at
the commencement of the term. Sublessee has the option to renew this lease for an additional thirty
years, ending October 31, 2062, upon the same terms and conditions except that the annual rent for
the option period shall be increased to fair market value rent. A mutually agreeable third party
appraiser shall determine such fair market rental value. The fair market rental value shall be
appraised without reference to any rental value derived from Sublessee's leasehold improvements
located on the Premises. Sublessee shall provide Sublessor with at least one-year advance written
notice of its intention to exercise the lease option.
3. RENT. Rental of the Premises shall be at the rate of One Dollar ($1.00) per year.
Rent for the entire period of the term shall be due in advance at time of execution of this Sublease.
4. USE OF PREMISES. Sublessee shall use the Premises for the purpose of a
municipal water well. Sublessee shall follow construction and operational practices observed by
owners of similar wells in the vicinity with respect to well practices on the Premises.
Sublessee agrees to comply with all applicable ordinances, laws, regulations and
orders of governmental authorities and agrees not to cause or permit (a) any waste on the Premises,
(b) any public or private nuisance thereon, or (c) any condition which violates any standard form
policy of fire insurance covering the Premises or the Property. If Sublessee fails to comply with any
such ordinance, law, regulation, rule or order, Sublessor reserves the right to terminate this Lease or
to take any other necessary remedial measures at Sublessee's expense, for which Sublessee agrees to
reimburse Sublessor on demand.
Sublessee agrees to have no mobile homes or trailers, vans or other vehicles capable
of, or actually used as, living accommodations stored in or used on the Premises, except with the
prior written approval of Sublessor. The Premises shall not be used for dumping or other waste
disposal.
5. COMPLIANCE WITH LAW. Sublessee shall use the Premises in strict
compliance with all laws, statutes, ordinances, rules, regulations and orders of any nature
whatsoever, of federal, state or county governments, or of any agency, bureau, board or commission
thereof including, but not limited to, any of the foregoing which limit or pertain to the application of
chemicals and compounds on the Premises by Sublessee. Sublessee also agrees to indemnify, defend
and hold harmless Master Lessor and Sublessor from any claim or liability asserted against Master
Lessor or Sublessor arising out of Sublessee's use of the Premises including but not limited to the use
of chemicals and compounds by Sublessee during the term thereof, or against any claim or liability
arising out of the alleged violation by Sublessee of any laws, ordinances, rules and regulations
relating to the use and occupancy of the Premises during the term hereof.
6. CONDITIONS OF PREMISES. Sublessee acknowledges that Sublessee is familiar
with the Premises and the improvements thereon, and accepts the same in their "as is" condition.
Sublessee shall not use any chemicals upon the Premises that will leave a residue beyond the term of
this Sublease. Sublessee shall return the Premises in a clean condition at the expiration of this
Sublease.
7. UTILITIES AND WATER SYSTEMS. Sublessee agrees to the following in
regards to water usage:
7.1 Sublessee shall pay for all electrical or other utilities used on the Premises.
7.2 Sublessee shall, at its own cost and expense, service and maintain in good
condition any and all pumping plants, pumping equipment, pipelines, or any other aspect of the water
supply and distribution system above or under the ground, now or hereafter situated on or serving the
Premises. Sublessee shall remove all pumps, pumping equipment, and pipelines, and return the
Premises in a clean condition at the end of the Sublease term. Well shall be abandoned in
conformance with San Joaquin County Health Department regulations.
7.3 Sublessee expressly acknowledges that Sublessor has made no warranty, and no
warranty shall be implied by reason of any term of this Sublease, concerning the availability or
sufficiency of water upon the Premises.
8. TAXES ON THE PREMISES: Sublessee shall promptly pay any and all taxes or
other charges assessed against the Premises or personal property or other improvements made by
Sublessee upon the Premises. The parties shall cooperate with each other to seek to have the County
Tax Assessor and County Tax Collector separately assess the Subleased Premises.
9. INSURANCE. During the full term hereof, Sublessee shall, at its sole cost and
expense, procure" and maintain comprehensive general liability insurance from insurance companies
satisfactory to Sublessor, providing bodily injury liability limits of Five Million Dollars ($5,000,000)
WJP:rmy: 10.01102
l•prop'LoduWell sublease 100102.doc
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per person. Sublessor agrees that the first $500,000 of said coverage may be provided by way of
Sublessee's Government Code Section 990 et seq. self insurance plan.
10. INDEMNITY. Sublessee shall indemnify and save the Master Lessor harmless of
and from any and all claims for injury to Sublessee's employees, representatives, agents or other
persons performing work for Sublessee or on their behalf, about the leased Premises from whatsoever
cause, by whomsoever asserted, or however arising.
11. ASSIGNMENT AND SUBLETTING. Sublessee shall not assign this Sublease or
any part thereof, or sublet the Premises or any part thereof, without prior written consent of
Sublessor; nor shall Sublessee's interest be assignable by operation of law without such prior written
consent. Sublessee shall remain liable hereunder not withstanding such assignment or subletting.
Any such assignment or subletting without such written consent shall be void and, at the option of
Lessor, shall immediately terminate this Lease.
12. INVOLUNTARY ASSIGNMENT. No interest of Sublessee in this Sublease shall
be assignable by operation of law. Each of the following acts shall be considered an involuntary
assignment:
12.1 If Sublessee is or becomes bankrupt or insolvent, makes an assignment for the
benefit of creditors, or institutes a proceeding under the bankruptcy act; or if Sublessee or its
successor in interest is a partnership or consists of more than one person or entity, if any partner of
the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment
for the benefit of creditors;
12.2 If a writ of attachment or execution is levied on this Sublease;
12.3 If in any proceeding or action to which Sublessee is a party, a receiver is
appointed with authority to take possession of the Premises.
13. LESSOR'S RIGHT OF ENTRY. Sublessor, its agents or representatives shall have
the right, at all times, to enter upon the Premises, to inspect the same pursuant to any of the rights
reserved to Sublessor hereunder or for the protection of Sublessor's interest in the Premises, the
improvements thereon or equipment located thereon.
14. CONDEMNATION. If the Premises shall be taken by any public authority under
the power of eminent domain, or the threat of eminent domain, then the term of this Sublease shall
cease as of the day of possession is taken by such authority and the rent shall be paid up to that date,
and Lessor will make a full refund of any rent paid by Sublessee in advance and not earned.
15. DEFAULT. The occurrence of any of the following shall constitute default under
the Lease:
15.1 Default in the performance of any covenant or agreement herein contained
and such default continued for five (5) days after written notice thereof.
15.2 The appointment of a receiver to take possession of the Premises or of all, or
substantially all, of the assets of the Sublessee;
WJP:rmy: 10'01:02
I. prop%Lodi, Wcll sublease 100102 doc
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15.3 A general assignment by Sublessee for the benefit of creditors;
15.4 the levy of any lien, writ of attachment, garnishment, execution or distraint on
all or any portion of Sublessee's rights or interest under this Lease;
15.5 Any action taken or suffered by Sublessee under any insolvency or
bankruptcy act which shall in any way hinder or prevent the prompt and continuous payment of
rental due hereunder, or which shall in any way disable Sublessee from so paying said rental or
applying his assets to such payments.
16. ATTORNEY'S FEES. In the event of any controversy, claim or dispute between
the parties hereto arising out of our relating to this Agreement or the breach thereof, the prevailing
party in such litigation shall be entitled to recover from the other party the prevailing party's
reasonable expense of such litigation, including the costs of expert witnesses, attorneys' fees and
costs of suit.
17. WAIVER. The waiver of any breach of this Agreement shall not constitute a waiver
of any other breach regardless of knowledge thereof.
18. BINDING ON SUCCESSORS. The covenants and conditions herein contained
shall bind and inure to the benefit of the heirs, successors, executors, administrators and assigns of
the parties hereto.
19. NOTICES. All notices given hereunder shall be in writing and personally delivered
to the other party or sent by registered or certified mail to the other party as follows:
If to SUBLESSOR:
The Robert Mondavi Corporation
841 Latour Court
Napa, CA 94558
Attn: Michael K. Beyer
Fax: (707) 251-4505
If to MASTER LESSOR:
Chapman & Cutler
111 W. Monroe St.
Chicago, IL 60603-4080
Attn: James R. Theiss, Jr., Trustee of the
Lodi 2000 Distribution Trust
Fax: (312) 845-3000
If to SUBLESSEE:
City of Lodi
221 West Pine Street
Lodi, California 95242
Attn: Richard C. Prima, Jr.
Fax(209) 333-67 &
10
20. CONSTRUCTION. Each term, covenant, condition and obligation of this Sublease
to be performed by Sublessor and Sublessee shall be construed to be both a covenant and condition.
The marginal headings and titles to the paragraphs of this Sublease are not part of this Sublease and
shall have no effect upon the construction or interpretation of this Sublease.
21. MODIFICATION. This Sublease contains the entire agreement between the parties
to this Lease and may not be modified orally or in any manner other than by an agreement in writing
signed by all of the parties to this Sublease or their respective successors in interest.
22. GOVERNING LAW. This Sublease shall be construed in accordance with, and
governed by, the laws of this State of California as applied to contracts that are executed and
WJP rmy 10:01/022
I: prop- Lodi: Well sublease 100102 due
-4-
performed entirely in California. Venue for any court proceedings will be in San Joaquin County,
California.
23. SEVERABILITY. If any court of final jurisdiction holds any provision of this
Sublease invalid or unenforceable, it is the intent of the parties that all other provisions of this
Sublease be construed to remain fully valid, enforceable, and binding on the parties.
24. TIME. Time is of the essence of each term and condition of this Sublease.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease on the day and year
first above written.
CITY OF LODI, A MUNICIPAL CORPORATION
By:
H. Dixon Flynn, City Manager
APPROVED AS TO FORM:
By:
Randall A. Hays, City Attorney
ATTEST:
By:
Susan J. Blackston, City Clerk
By:
Its:
ROBERT MONDAVI PROPERTIES, INC.
a California corporation
Dated , 2002
Dated , 2002
Dated , 2002
CONSENT OF MASTER LESSOR TO SUBLEASE:
Master Lessor hereby consents to the above Sublease. In the event the Master Lease is terminated
prior to the termination of this Sublease, Master Lessor agrees to continue this Sublease in full force
and effect or to enter into a new direct lease with Sublessee upon substantially the same terms and
conditions.
By:
Its:
LODI 2000 DISTRIBUTION TRUST
WJP.rmy: 10101/02
I:prop/LodiiWell sublease 100102.doc
- 5 -
Exhibit A
Description of Property
All that certain real property being all of Lots 32, 33, 34, of the Eddleman Tract as shown on the
map filed for Record in Book 1 of Maps and Plats at Page 26, San Joaquin County Records and
adjoining lands lying within the Northeast 1/4 of section 6, T.3N., R.7E., Mount Diablo Base and
Meridian, the herein described lands are also shown as the 39.927, more or less, acre parcel on
the map filed for Record in Book 34 of Surveys, Page 131, San Joaquin County Records, lying
within the City of Lodi, County of San Joaquin, State of California being more particularly
described as follows:
Beginning at the northwest corner of said Lot 34 also being the northwest corner of said survey;
thence along the northerly line of said Lots 34, 33 and 32, sail north line also being the
centerline of Lime Street, a non -maintained road, south 88° 47'.n." east 988.70 feet to the
northeast corner of said Lot 32; thence along the east line of said Lot 32 south 00° 01' 12" east
659 feet to the southeast corner of said Lot 32; thence along the south line of Lot 31 of said
Eddleman Tract south 88° 48' 15" east 329.53 feet to a point in the west line of the Central
California Traction Company right-of-way; thence along said west line south 00° 01' 00" east
824.48 feet to the southeast corner of said survey; thence leaving said west line north 88° 50' 06"
west 1,317.89 feet to a point to the centerline of Guild Avenue also being the east line of Lots 4,
6, 8, 10 and 12 of said Eddleman Tract and the southwest corner of said survey; thence along
said centerline north 00° 01' 50" west 1,485.23 feet to the point of beginning.
To the right-of;way for Guild Avenue over the west 30.00 of the above described parcel.
38.9039 acres net.
wJp: 10/18/0l
1:prop/Lod✓City of Lodi Lease 1D-7 101801 .doc
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EXHI I3IT D
\V I U ,I . I I)C SITZ', LAYOUT
790 N GUILD AVENUE
CITY OF 1.ODI
REVISION
le
DATE
or
CITY COUNCIL
PHILLIP A. PENNINO, Mayor
SUSAN HITCHCOCK
Mayor Pro Tempore
EMILY HOWARD
KEITH LAND
ALAN S. NAKANISHI
CITY OF LODI
PUBLIC WORKS DEPARTMENT
CITY HALL, 221 WEST PINE STREET
P.O. BOX 3006
LODI, CALIFORNIA 95241-1910
(209) 333-6706
FAX (209) 333-6710
EMAIL pwdept@lodi.gov
http:\\www.lodi.gov
October 31, 2002
Robert Mondavi Properties, Inc.
841 Latour Court
Napa, CA 94558
H. DIXON FLYNN
City Manager
SUSAN J. BLACKSTON
City Clerk
RANDALL A. HAYS
City Attorney
RICHARD C. PRIMA, JR.
Public Works Director
SUBJECT: Approve Sublease Agreement between Robert Mondavi Properties, -Inc.,
and the City of Lodi for Well 10C Site (790 North Guild Avenue); and
Approve Plans and Specifications and Authorize Advertisement for Bids for
the Well 10C Drilling, and Pump and Motor Installation; and Authorize the
City Manager to Award the Contract
Enclosed is a copy of background information on an item on the City Council agenda of
Wednesday, November 6, 2002. The meeting will be held at 7 p.m. in the
City Council Chamber, Carnegie Forum, 305 West Pine Street.
This item is on the consent calendar and is usually not discussed unless a
Council Member requests discussion. The public is given an opportunity to address
items on the consent calendar at the appropriate time.
If you wish to write to the City Council, please address your letter to City Council,
City of Lodi, P. O. Box 3006, Lodi, California, 95241-1910. Be sure to allow time for the
mail. Or, you may hand -deliver the letter to City Hall, 221 West Pine Street.
If you wish to address the Council at the Council Meeting, be sure to fill out a speaker's
card (available at the Carnegie Forum immediately prior to the start of the meeting) and
give it to the City Clerk. If you have any questions about communicating with the
Council, please contact Susan Blackston, City Clerk, at (209) 333-6702.
If you have any questions about the item itself, please call Lyman Chang,
Associate Civil Engineer, at (209) 333-6800, extension 2665.
Richard C. Prima, Jr.
Public Works Director
RCP/Im
Enclosure
cc: City Clerk
NCSUBLEASEAGREE&PS&A