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HomeMy WebLinkAboutReso 100-1997RESOLUTION NO. 100-97 CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION APPROVING A JOINDER TO THE GROUND LEASE BETWEEN THE CITY, THE SAN MATEO COUNTY HARBOR DISTRICT, AND RAISER RESOURCES LLC, RELATED TO PROPERTY AT THE OYSTER POINT MARINA WHEREAS, Raiser Resources LLC desires to construct a hotel at the Oyster Point Marina; and WHEREAS, the City and San Mateo County Harbor District have entered into a joint powers agreement to manage the property at the Oyster Point Marina; and WHEREAS, the City desires to approve a Joinder and First Amendment to the Ground Lease between the San Marco County Harbor District and Raiser Resources;. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco as follows: 1. The City Council approves the amendment to the Ground Lease and the Joinder, both of which are attached hereto as Exhibit "A" related to the Raiser Resources development at the Oyster Point Marina. the City. The City Council further authorizes the City Manager to execute the Joinder on behalf of * * * * * 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 to011 ] a r meeting held on the 27th day of_ Au.qust ,1997 by the following vote: AYF_3: Counci 1 membe r.~ Penna, Bob Yee NOES: None ABSTAIN: None ABSENT: None C:U~ODEM~,RAISER.CC ,lammq I. liar?man, Eugene R. Mullin, John R. and Mayor Joseph A. Fernekes ATTEST: EXHIBIT A TO RESOLUTION NO. 100-97 FIRST AMENDMENT TO GROUND LEASE This First Amendment to Ground Lease made and entered into as of ,1997 by and between San Mateo County Harbor District ("Landlord") and Raiser Resources, LLC, a California limited liability company, ("Tenant"), bears the following recitals: A. On or about January 30, 1997 the parties entered into a Ground Lease covering certain premises in the City of South San Francisco for the purposes of constructing a hotel as described therein. provided. The parties now desire to amend the Ground Lease as hereinafter NOW, THEREFORE, the parties hereto agree as follows: 1. The Lease xvas entered into on January 30, 1997. The first recital is amended to change forty-nine (49) years to fifty-five (55) years. 3. Exhibit A to the Ground Lease is hereby replaced by Exhibit A- 1 attached hereto. follows: Add the following definition to Section 1: "City: the City of South San Francisco." The second sentence of Section 2.1.2 is hereby amended to read as "Landlord may, but is not required to, resolve any difference or conflict which may arise between Tenant and other tenants operating enterprises in the vicinity of the Premises." 6. Notwithstanding anything contained in Section 2.2, the Lease Term shall not commence until City has issued all discretionary land use approvals for the Project. 7. The first sentence of Section 3.1 is hereby amended to read as follows: "Commencing on the first day of the month following the issuance of a building permit, or on January 1, 1998, whichever is the first to occur, Tenant shall pay Landlord Minimum Rent of One Thousand Dollars ($1,000.00) per month." 8. Tenant shall have until September $0, 1997 to submit to Landlord the statement of requirements for correction of defects in title or physical defects. 9. Section 8.5 is hereby amended in its entirety to read as follows: 8.5 Any Hazardous Material or Contamination, as defined by any governmental agency having jurisdiction over the Premises, found during or subsequent to the construction of the project which is not a result of any act of Tenant or caused by Tenant or any agency, employee, contractor, subtenant, licensee or contractor of Tenant shall be the responsibility of the owner of the property to mitigate to the extent required by a governmental agency with regulatory jurisdiction over the Premises, provided that as long as the District remains landlord, it shall be responsible for remediation to the extent that such hazardous material or contamination remediation costs are related to the repair and maintenance of the Leachate system constructed pursuant to Section 16, subsection (c) of the Joint Powers Agreement dated July 6, 1977, provided, however, that improvement work beyond the scope of said leachate system constructed pursuant to the Joint Power's Agreement shall be the responsibility of the owner of the property. 10. The first sentence of Section 9.1 is hereby amended to read as follows: "Within ninety days (90) from tile date the City of South San Francisco executes the Joinder to this Lease, Tenant agrees to prepare and deliver to Landlord, for reviexv, schematic drawings of the Facility to be constructed on the Premises." 1 1. The first sentence of Section 9.9 is hereby amended to read as follows: "Tenant shall procure a Performance Bond ("Bond") to ensure that in the event Tenant fails to complete construction of the Facility and Landlord directs Tenant to demolish the Facility and retum the Premises to substantially the condition as of the Effective Date, Tenant will do so." 12. Section 12.2 is hereby amended in its entirety to read as follows: "Tenant agrees to indemnify Landlord and City, its elected officials, officers, employees and agents against, and save harmless and defend said parties from, all demands, claims, attorneys fees causes of action or judgments for injury to person, loss of life or damage to property occurring on said Premises and arising out of Tenant's use and occupancy thereof and not arising out of the negligence, or willful, or intentional misconduct of Landlord, City, or its elected officials, officers, employees and agents." 13. The word "City" shall be added after the word "Landlord" in line 4 of Section 13.1 and after the word "Tenant" in line 4 of Section 13.2. 14. The second sentence of Section 15.2 is hereby deleted. 15. The words "and improvements to the condemning agency" shall be deleted from the first paragraph of Section 15.3. 16. The following language shall be added to Section 15.3: "In the event the condemning agency is neither City nor Landlord, then the award shall be distributed in the following order of priority: First, all real ,and personal property taxes constituting a lien on the property or the improvements: Second, to Landlord and City, collectively, an amount equal to the fair market value of the real property excluding the Improvements, subiect to the terms of this lease; Third, the balance due under any note secured by a leasehold mortgage to which the fee is not subordinated; Fourth, if the fair marl<et value of the improvements exceeds the amount payable to the leasehold mortgagee as provided above, from the balance of the award, if any, such excess amount shall be allocated to. Tenant in the proportion that the number of years (including any fraction of a year) of the Term then unexpired bears to fifty five, and the balance shall be allocated to Landlord and City, collectively; Fifth, the bonus value of this Lease, if any, shall be divided among the Landlord, City and Tenant. The share of the Tenant shall be a portion.that the number of years (including any fraction of a year) of the Term then unexpired bears to fifty five. The balance shall be awarded to City and Landlord, collectively; and Sixth, any balance to Landlord and City, collectively. For purposes of this paragraph wherever there is reference to a portion of a condemnation award being paid to Landlord and City, collectively, the amount payable (the "Proceeds") shall be allocated between Landlord and City as follows: There shall be distributed to Landlord an amount equal to the amount of rent Landlord would have received from the Lease for the number of years unexpired on the Joints Powers Agreement, or any extension thereof to be paid on an annual basis and not to exceed the condemnation award received collectively by City and Landlord. In the event the parties are unable to agree upon any of the valuations required to distribute a condemnation award under this Article 15, each patty will appoint an appraiser and the two appraisers so appointed shall select a third appraiser and the three appraisers so selected shall make the determination(s) of value. If the appraisers are unable to agree, the valuation in dispute shall be determined by averaging the three valuations of the appraisers. Each appraiser shall be MAI qualified and shall have not less than five (5) years experience in appraising commercial real estate in San Mateo County." 17. The last sentence of 19.3 is amended to read as follows: "If this contingency is not satisfied or xvaived by Tenant xvithin 270 days after the Joinder to this Lease is executed by City, this Lease shall terminate." 18. The first paragraph of Section 18 is hereby amended by adding the following sentence to the end of the paragraph: For purposes of Section 18, the term "Landlord" shall include the San Mateo County Harbor District and the City of South San Francisco." In addition, the reference to fifty (50) percent in the second paragraph of Section 18 shall be modified to twenty (20) percent. Subject to the foregoing amendments, the Lease remains in full force and effect. IN WITNESS WHEREOF, the Parties have executed this Lease on the day and year first above written. SAN MATEO COUNTY HARBOR DISTRICT DATED: By: TENANT: RAISER RESOURCES, LLC DATED: By: A:~g~ISER2~ID