HomeMy WebLinkAboutReso 73-2003 RESOLUTION NO. 73-2003
CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA
A RESOLUTION APPROVING A LEASE AGREEMENT WITH TRUX
TRANSPORT, INC. FOR AN AREA NOT TO EXCEED THREE ACRES
ON CITY OWNED PROPERTY IDENTIFIED FOR THE PURPOSE OF
PARKING SEMI-TRACTOR TRUCKS AND TRAILERS
WHEREAS, it is recommended that the City Council approve a Lease Agreement between
the City of South San Francisco and Trax Transport, Inc. to lease up to three acres on the Tillo
property to Trux Transport, Inc. for the purpose of parking semi-tractor trucks and trailers, as
attached hereto as Exhibit "A."; and
WHEREAS, Trax Transport Inc. will provide extra revenue for the City, and the City will not
incur additional cost as a result of the lease.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San
Francisco that the City Council herby approves a Lease Agreement with Trux Transport, Inc. for an
area not to exceed three acres on City owned property identified for the purpose of parking semi-
tractor tracks and trailers.
BE IT, FURTHER RESOLVED that the City Manager is hereby authorized to execute the
agreement on behalf of the City of South San Francisco.
I hereby certify that the foregoing Resolution was regularly introduced and adopted by the
City Council of the City of South San Francisco at a regular meeting held on the 13th day of August
2003 by the following vote:
AYES:
Councilmembers Joseph A. Femekes, Richard A. Garbarino, and Raymond L.
Green, Mayor Pro Tem Karyl Matsumoto, and Mayor Pedro Gonzalez
NOES: None.
ABSTAIN: None.
ABSENT: None.
ATTEST:
! City Clerk
EXHIBIT A
LEASE
by and between
CITY OF SOUTH SAN FRANCISCO
and
TRUX TRANSPORT, INC.
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LEASE
THIS LEASE is entered into on ,2003, by and between the CITY
OF SOUTH SAN FRANCISCO, a municipal corporation of the State of California
(hereinafter referred to as "Landlord") and Trux Transport a California corporation
(hereinafter referred to as "Tenant"). Landlord and Tenant are sometimes collectively
referred to as the "parties" and singularly as a "party".
WITNESSETH:
WHEREAS, Landlord is the owner of the premises described in Section 1.1 below;
and
WHEREAS, Tenant desires to lease said premises on a month-to-month basis for
the purpose of parking semi-tractor tracks and trailers; and
WHEREAS, the parties desire to enter into this Lease upon the terms and
conditions set forth below;
NOW, THEREFORE, in consideration of the promises, covenants and agreements
of both parties as set forth below, the parties agree as follows:
SECTION 1. Description of Leased Property. By this Lease, Landlord does
hereby lease to Tenant, and Tenant does hereby take from Landlord,
, situated in the City of South San Francisco, State of California on
such land described as APN The site is particular described in Exhibit A,
attached hereto and incorporated herein by this reference (the "Property").
SECTION 2. Term. The term of this Lease shall be month-to-month,
commencing August 8, 2003 (hereinafter referred to as the "Commencement Date").
Either Landlord or Tenant may terminate this Lease upon thirty (30) days written notice
to the other party.
SECTION 3. Rent. Tenant shall pay to Landlord monthly rent in the amount of
Two Thousand Dollars ($2,000.00) (hereinafter referred to as "Rent"). Tenant shall pay
Rent in advance monthly installments, payable on the first day of each month from
, until termination of the month-to-month tenancy.
SECTION 4. Use. Tenant shall use and permit the use of the Property only for
the purpose of parking semi-tractor trucks and trailers. Tenant shall not use the Property
for any other purpose including, but not limited to, parking other vehicles. Tenant shall
use the Property in a safe, clean, and sanitary manner. During the term of this Lease,
Tenant shall comply with all applicable federal, state and local statutes, codes, ordinances
and regulations.
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4.1 Prior to commencing use of the subject property, Tenant shall install at their
sole cost and expense, a paved or otherwise impervious surface for the parking of semi-
tractor trucks. Said vehicle may only be parked on the improved, impervious surface.
Tenant shall ensure adequate drainage and other necessary improvements are approved
by the Director of Public Works and that all such improvements are complete prior to
commencing any use of the site.
SECTION 5. Repair and Maintenance Obligations. Tenant shall, at Tenant's sole
expense and in accordance with the terms of this lease keep the Property in good order,
repair and condition at all times during the lease term. Tenant shall at Tenant's sole
expense and in accordance with the terms of this lease promptly and adequately repair all
damage to the Property and replace or repair all damaged or broken fixtures or other
leasehold improvements. At Landlord's option, or if Tenant fails to make such repairs,
Landlord may, but need not, make the repairs and replacements. On receipt of an invoice
from Landlord, Tenant shall pay Landlord's out-of-pocket costs incurred in connection
with such repairs and replacements. Tenant waives and releases its fights, including the
right to make repairs at landlord's expense, under California Civil Code Section 1941-
1942 or any similar law, statute, or ordinance now hereinafter affect.
5.1. Tenant shall be liable for any and all taxes, including any property taxes,
assessed against the parcel.
SECTION 6. Assignment, Subletting, Financing. Tenant may not assign its rights
under t his Lease o r sublet a 11 o r any portion o f the Property without t he p flor written
consent of the South San Francisco City Council. Tenant shall have no right to encumber
the leasehold hereunder.
SECTION 7. Ownership of Improvements. Tenant shall not remove any
improvements from the Property nor waste, destroy or modify any improvements on the
Property, except as otherwise permitted by this Lease.
SECTION 8. Right of Entry. Landlord reserves the fight for any of its duly
authorized representatives to enter the Property, or any portion thereof, at any reasonable
time to inspect the same or to make any repairs, improvements or changes necessary for
the preservation thereof.
SECTION 9. Reservations to Landlord. Landlord reserves the right to grant
franchises, easements, fight-of-way and permits in, over, and upon, along or across any
and all portions of said Property as Landlord may elect, provided said franchises,
easements, rights-of-way and permits do not materially interfere with Tenant's
operations.
9.1 Rimht of Entry. Landlord reserves the fight for any of its duly
authorized representatives to enter the Property, or any portion thereof, at any
reasonable time to inspect the same or to make any repairs, improvements or
changes necessary for the preservation thereof.
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9.2 Other Rights. All oil, gas, geothermal and mineral rights are expressly
reserved from this Lease.
SECTION 10. Hazardous Materials. Tenant hereby covenants and agrees that it
will not bring onto the Property, or cause or permit to be brought onto the Property, any
materials that may cause or contribute to mortality or serious illness or pose a substantial
hazard to human health ("Hazardous Materials"), including but not limited any
flammable explosives, radioactive materials, hazardous materials, hazardous wastes,
hazardous or toxic substances, or related materials def'med in the Comprehensive
Environmental Response Compensation and Liability Act of 1980, as amended (42
U.S.C. § 9601 et seq.), the Hazardous Materials Transportation Act, as amended (49
U.S.C. § 1801 et seq.), the Resource Conservation and Recovery Act of 1976, as
amended (42 U.S.C. § 6901 et seq.), Section 25117 of the California Health & Safety
Code, Section 25316 of the California Health & Safety Code, and in the regulations
adopted and publications promulgated pursuant t o them, or any other federal, state, or
local environmental laws, ordinances, roles, or regulations concerning the environment,
industrial hygiene or public health or safety now in effect or enacted after this date.
10.1 Hazardous Materials Indemnification. If Tenant breaches the
obligations of this Section or if the presence of Hazardous Materials on the
Property after the Commencement Date results in contamination of the Property or
if Hazardous Materials are otherwise discharged or released from the Property after
the Commencement Date, then Tenant shall indemnify, defend (with counsel
approved by Landlord) and hold Landlord harmless from and against any and all
claims, judgments, damages, penalties, fines, costs, liabilities, and losses
(including, without limitation, diminution in value of the Premises, and sums paid
in settlement of claims, attorney's fees, consultant fees and expert fees and claims
that arise from administrative proceedings) which arise during or after the term of
this Lease as a result of such breach, contamination, discharge or release. This
indemnification of Landlord by Tenant includes, without limitation, costs incurred
in connection with any investigation of site conditions or any cleanup, remedial,
removal or restoration work required by any federal, state, or local governmental
agency or political subdivision because of Hazardous Materials present i n, on or
under the Property or adjacent property caused by or as a result of Tenant's
activities. This indemnification pertains to Hazardous Materials placed, spilled,
discharged, disposed, or in any manner transferred to the Property as a result of
occupation of the Property following commencement of this Lease.
Without limiting the foregoing, if the presence of any Hazardous Materials
on the Property after the Commencement Date results in any contamination of the
Property or adjacent property, or otherwise results in the release or discharge on,
under or from the Property of Hazardous Materials, Tenant shall promptly take all
actions at its sole expense as are necessary to return the Property or adjacent
property to the condition existing prior to Tenant's occupation of the Property,
provided that Landlord's approval of such action shall first be obtained, which
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approval shall not be unreasonably withheld so long as such actions would not
potentially have any material adverse long-term or short-term effect on the Property
or adjacent property, will not unreasonably interfere with the use an enjoyment of
other portions of the Property or adjacent property, and will be performed in
accordance with all Hazardous Materials laws. Upon the termination of this Lease,
Tenant shall surrender the Property to Landlord in the condition existing prior to
Tenant's occupancy of the Property. This indemnification shall survive the
termination or expiration of this Lease.
SECTION 11. Duty to Maintain Insurance. Tenant shall obtain insurance
acceptable to Landlord as set forth in Exhibit B. The required docmnentation of
insurance shall be furnished to Landlord upon or prior to ,2003.
SECTION 12. Indemnification. Tenant will indemnify, hold harmless and defend
Landlord, i ts o ~cers, employees, agents and volunteers, from and against any and all
actions, claims, damages, disabilities or expenses including, without limitation, attomeys'
fees, witness costs and court costs that may be asserted by any person or entity, including
Tenant, arising out of or in connection with use of the premises in any manner by Tenant,
its agents, employees, invitees, licensees and contractors, including any use of the
Property not allowed under this Lease, any breach by Tenant of the terms, covenants or
conditions herein contained, the construction, maintenance, or operation of the Property
or improvements, and any other activities of Tenant, its agents, employees, invitees,
licensees and contractors, but excluding liability due to Landlord's use of the Property,
and the sole active negligence or sole willful misconduct of Landlord, for which Landlord
shall indemnify Tenant. In the event of concurrent negligence of Tenant and Landlord,
each shall provide indemnification for their respective proportional share of fault. This
indemnification obligation is not limited in any way by any limitation on the amount or
type of damages or compensation payable by or for Tenant or its agents under workers'
compensation act, disability benefits acts or other employee benefits acts.
SECTION 13. Default. In the event Tenant shall be in default in the performance
of any obligation on its part to be performed under the terms of this Lease, which default
continues for thirty (30) days following notice and demand for correction thereof to
Tenant, Landlord may exercise any and all remedies provided by law.
SECTION 14. General Conditions, Miscellaneous Provisions.
14.1 Notices.
14.1.1 Definition of Notice; Application of Provision. As used in
this Lease, the term "notice" includes, without limitation, the
communication of notice, request, demand, approval, statement, report,
acceptance, consent, waiver and appointment. Unless the provisions of
this Lease on rent direct otherwise, the rent shall be sent in the manner
provided for giving notice.
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14.1.2 Writing. All notices shall be in writing, provided that no
writing other than the check or instrument representing the rent payment
itself need accompany the payment of rent.
14.1.3 Delivery. Notice is considered given either: (a) when
delivered in person to the recipient named as below; or (b) five (5) days
after deposit in the United States mail in a sealed envelope or container, by
registered or certified mail, return receipt requested, postage and postal
charges prepaid, addressed by name and address to the party or person
intended as follows:
If to Landlord:
City Manager, City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
With Copy to City Clerk
If to Tenant:
Trux Transport
237 Harbor Way
South San Francisco, CA 94080
14.1.4 Change of Recipient or Address. Either party may, by
notice given at any time or from time to time require subsequent notices to
be given to another individual person, whether a party or an officer or
representative, or to a different address or both. Notices given before
actual receipt of notice of change shall .not be invalidated by the change.
14.1.5 Recipient Named. Each recipient named must be an
individual person. If more than one recipient is named, delivery of notice
to any one such recipient is sufficient. If none of the recipients named in
the latest designation of recipient is available for delivery in person, and if
the notice addressed by mail to each recipient named in the latest
designation of recipient is returned to the sender undelivered, notice shall
be sufficient if sent by mail as above to the party as named in this Lease,
unless the name or identity of the party has changed as permitted in this
Lease and proper notice of the change has been given, in which event the
notice shall be sufficient if sent by mail as above to the party named in the
latest notice designating the party, and the notice is considered given when
the first attempt to give notice was properly made.
14.2 Amendment. This Lease may be amended upon written agreement of
the parties.
14.3 Estoppel Certificates. At any time, and from time to time, within thirty
(30) days after notice of request by either party, the other party shall execute,
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acknowledge, and deliver to the requesting party, or to such other recipient as the
notice shall direct, a statement certifying that this Lease is unmodified and in full
force and effect, or, if there have been modifications, that it is in full force and
effect as modified in the manner specified in the statement.
14.4 Joint and Several Obligations. If Tenant consists of more than one
person, the obligation of all such persons is joint and several.
14.5 Captions. The captions of the various articles and sections of this Lease
are for convenience and ease of reference only and do not define, limit, augment
or describe the scope, content, or intent of this Lease or of any part or parts of this
Lease.
14.6 Gender. The neuter gender includes the feminine and masculine, and
each includes corporation, partnership or other legal entity when the context so
requires.
14.7 Singular and Plural. The singular number includes the plural wherever
the context so requires.
14.8 Exhibits, Addenda. All exhibits and addenda to which reference is
made in this Lease are incorporated in the Lease by the respective references to
them, whether or not they are actually attached, provided that they have been
signed or initialed by the parties. Reference to the "Lease" includes matters
incorporated by reference.
14.9 Merger. This Lease is intended both as the final expression of the
agreement between the parties hereto with respect to the included terms, and as a
complete and exclusive statement of the terms of the agreement, pursuant to
California Code of Civil Procedure Section 1856. No modification of this Lease
shall be effective unless and until such modification is evidenced by a writing
signed by both parties. No promise, representation, warranty or covenant not
included in this Lease has been or is relied on by either party. Each party has
relied on his own examination of this Lease, the counsel of his own advisors, and
the warranties, representations, and covenants in the Lease itself. This Lease shall
be construed according to the fair meaning of its language. The failure or refusal
of either party to inspect the Premises, to read the Lease or other documents, or to
obtain legal or other advice relevant to this transaction, constitutes a waiver of any
objection, contention or claim that might have been based on such reading,
inspection or advice.
14.10 Applicable Law. This Lease shall be construed and interpreted in
accordance with the laws of the State of California except as otherwise expressly
provided herein, or as otherwise required by applicable law from time to time
during the term.
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14.11 Covenants and Conditions. All provisions of this Lease whether
covenants or conditions, on the part of Tenant shall be deemed to be both
covenants and conditions and such covenants shall survive termination.
14.12 No Discrimination. Tenant shall comply with all applicable federal,
state and local laws, roles and regulations relating to non-discrimination in
employment and services because of race, color, ancestry, national origin,
religion, sex, marital status, age, medical condition and handicap.
14.13 Time of Essence. Time is and shall be of the essence of this Lease and
of each and every provision contained in this Lease.
14.14 Construction of Lease; Severability. To the extent allowed by law, the
terms, covenants, conditions, provisions and agreements in this Lease shall be
construed and given effect in a manner that avoids any violation of statute,
regulation or law. Landlord and Tenant covenant and agree that in the event any
term, covenant, condition, provision or agreement in this Lease is held to be
invalid or void by court of competent jurisdiction, the invalidity of any such term,
covenant condition, provision or agreement shall in no way affect any other term
covenant, condition provision or agreement in this Lease.
14.15 Relationship. The parties intend by this Lease to estabhsh the
relationship of Landlord and Tenant only, and do not intend to create a
partnership, joint venture, joint enterprise, or any business relationship other than
that of Landlord and Tenant.
14.16 No Benefit to Third Parties. Nothing herein shall be construed to be
for the benefit of third parties.
14.17 Execution in Counterparts. This Lease, or the abstract of this Lease,
or both, may be executed in two (2) or more counterparts, each of which shall be
an original, but all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Lease to be executed
by their respective officers thereunto duly authorized, all as of the day and year first
above written.
LANDLORD:
CITY OF SOUTH SAN FRANCISCO,
A municipal corporation of the State of
California
Dated:
By:
City Manager
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ATTESTED:
By:
City Clerk
Approved as to form:
By:
Steven T. Mattas, City Attorney
TENANT:
TRUX TRUCKING, INC.
Dated:
By:
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EXI-IIBIT A
PROPERTY DESCRIPTION
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S.S.F. WA TER TREATt~-. NT PLANT
7626 OR 316 PARCEL I
I . APN o/&-iao-o~o ~
' " PARCEL I
LEASE SITE
m ~ AREA = 54,64~ SO. FT,
~ ~ ~ 1.254 ACRES
~ · .
LANDS Or ~ ~' '
EOUIL ON q~ ~
'~ I
OR 98-104~9
A~N 015-173-140 ~ ~ ~ .... cU~s~r ~sr tuv~sr~NrS
. ~. ~ ~ ~ ~1 LICENSE FOR INGRESS/EGRESS ~ UTILITIES
-¢',. ~ ~ -- ~ APPROXIMATE AREA = 3,555~ S0 Fr .
.O'~P ~ ~ 76~6 OR BI6 PARCEL 2
~IORTH ACCESS RD. to ~.~
POS POINT OF BEGINNING
POC POINT OF COMMENCEMENT
OR OFFICIAL RECORDS LEASE AND LICENSES OF THE
'tT/LLD" PORTION OF THE
S.S.F. WA TE~ T~EA TMENT PLANT
DIMEnSIOnS SHOFN DARENTHET/CALL Y ~E DERIVED CITY OF SOUTH SAN FRANCISCO
FROM THE PUBLIC RECO~D AND ARE APPROX[MATE. CALIFORNIA
PERI CO'~$E~OOM
LICENSED LAND SURVEYORS
42~ 8ROADW~ Y, Ste. 302
M1LLB~AE, CALIFORNt~ 9~030
00010
EXHIBIT B
INSURANCE REQUIREMENTS
Tenant shall procure and maintain for the duration of the Lease "occurrence coverage"
insurance against claims for injuries to persons or damages to property which may arise
from or in connection with Tenant's operations.
A Minimum Scope of Insurance. Coverage shall be at least as broad as:
Insurance Services Office form number GL 0002 (Ed. 1/73) covering
comprehensive General Liability and Insurance Services Office, form
number GL 0404 covering Broad Form Comprehensive General Liability;
or Insurance Services Office Commercial General Liability coverage
("occurrence" form CG 0001).
Insurance Services Office form number CA 0001 (Ed. 1/78) coveting
Automobile Liability, code 1 "any auto" and endorsement CA 0025.
Workers' Compensation Insurance as required by the Labor Code of the
State of California and Employers Liability Insurance.
4. Pollution Liability Insurance appropriate to Tenant's operations.
B. Minimum Limits of Insurance. Tenant shall maintain limits no less than:
General Liability: One million dollars ($1,000,000.00) combined single
limit per occurrence for bodily injury, personal injury and property
damage. If commercial General Liability Insurance or other form with a
general aggregate limit is used, either the general aggregate limit shall
apply separately to this project/location or the general aggregate limit shall
be twice the required occurrence limit.
Automobile Liability: One million dollars ($1,000,000.00) combined
single limit per accident for bodily injury and property damage.
o
Workers' Compensation and Employer's Liability: Workers'
Compensation limits as required by the Labor Code of the State of
California and Employer's Liability limits of one million dollars
($1,000,000.00) per accident.
°
Pollution Liability: One million dollars ($1,000,000.00) combined single
limit per occurrence, two million dollars ($2,000,000.00) aggregate.
Deductibles and Self-Insured Retentions. Any deductibles or self-insured
retentions must be declared to and approved by Landlord. At the option of
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Landlord, either the insurer shall reduce or eliminate such deductibles or self-
insured retentions as respect Landlord, its officers, officials and employee; or the
Tenant shall procure a bond guaranteeing payment of losses and related
investigations, claim administration and defense expenses.
Do
Other Insurance Provisions. The policies are to contain, or be endorsed to
contain, the following provisions:
1. General LiabiliW, Pollution Liability and Automobile Liability Coverages.
Landlord, its officers, officials, employees and volunteers are to be
covered as insureds as respects: liability arising out of activities
performed by or on behalf of the Tenant; products and completed
operations of the Tenant, premises owned, occupied or used by the
Tenant, or automobiles owned, leased, hired or borrowed by the
Tenant. The coverage shall contain no special limitations on the scope
of the protection afforded to Landlord, its officers, officials, employees
or volunteers.
The Tenant's Insurance coverage shall be primary insurance as
respects Landlord, its officers, officials, employees and volunteers.
Any insurance or self-insurance maintained by Landlord, its officers,
officials, employees or volunteers shall be excess of Tenant's
insurance and shall not contribute with it.
Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to Landlord, its officers, officials,
employees or volunteers.
Tenant's insurance shall apply separately to each insured against
whom claim is made or suit is brought except with respect to the limits
of the insurer's liability.
2. Workers' Compensation and Employers Liability Coverage.
The insurer shall agree to waive all fights of subrogation against Landlord,
its officers, officials, employees and volunteers for losses arising from
work performed by the Tenant for Landlord.
3. All Coverages.
Each insurance policy required by this clause shall be endorsed to state
that such coverage shall not be suspended, voided, canceled by either
party, reduced in coverage or in limits except after thirty (30) days' prior
written notice by certified mail, return receipt requested, has been given to
Landlord.
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Ho
Acceptabihty of Insurers. Insurance is to be placed with insurers with a Bests'
rating of no less than A:VII.
Verification of Coverage. Tenant shall furnish Landlord with certificates of
insurance and with original endorsements effecting coverage required by this
clause. The certificates and endorsements for each insurance policy are to be
signed by a person authorized by that insurer to bind overage on its behalf. The
certificates and endorsements are to be received and approved by Landlord before
operations commence. Landlord reserves the fight to require complete, certified
copies of all required insurance policies at any time.
Subcontractors. Tenant shall include all subcontractors as insured under its
policies or shall furnish separate certificates and endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
Variation. The Risk Manager of the City of South San Francisco may approve a
variation in those insurance requirements upon a determination that the coverages,
scope, limits and forms of such insurance are either not commercially available or
that City's interest are otherwise fully protected.
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