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2008 CON CDC National City Historical Society - Lease First Floor Kimball House
PLEASE COMPLETE THIS INFORMATION DOC IX 2008-0549873 RECORD),NG REQUESTED BY: CITY CLERK OF NATIONAL CITY 1243 National City Blvd National City, CA 91950 AND WHEN RECORDED MAIL TO: CITY CLERK OF NATIONAL CITY 1243 National City Blvd National City, CA 91950 2410 OCT 22, 2008 10:58 AM OFFICIAL RECORDS AN CDIEGO COLINT`i' RECORDER'S OFFICE GREr 0FIYJ SMITH COUNTY RECORDER FEES 0.00 !A+'AAir'S PAGES: 18 1111111111111111111111111111111111111111111111111111111 THIS SPACE FOR RECORDER'S USE ONLY LEASE BY AND BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY (LESSOR) AND THE NATIONAL CITY HISTORICAL SOCIETY (LESSEE); AND AGREEMENT BY AND BETWEEN THE LESSOR, THE LESSEE, AND THE CITY OF NATIONAL CITY FOR THE TRANSFER OF THE LESSEE'S INTEREST IN A HISTORIC STRUCTURE TO THE LESSOR, AND FOR THE CONVEYANCE OF THE LESSEE'S PRIOR LEASEHOLD INTEREST TO THE CITY (Please fill in document title(s) on this line) THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION 2411 LEASE BY AND BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY (LESSOR) AND THE NATIONAL CITY HISTORICAL SOCIETY (LESSEE); AND AGREEMENT BY AND BETWEEN THE LESSOR, THE LESSEE, AND THE CITY OF NATIONAL CITY FOR THE TRANSFER OF THE LESSEE'S INTEREST IN A HISTORIC STRUCTURE TO THE LESSOR, AND FOR THE CONVEYANCE OF THE LESSEE'S PRIOR LEASEHOLD INTEREST TO THE CITY This Lease is made and entered into this 19th day of August, 2008, by and between the Community Development Commission of the City of National City ("CDC"), hereinafter designated as "Lessor," the City of National City, hereinafter designated as '`City", and the National City Historical Society, hereinafter designated as "Lessee." RECITALS A. Lessee is desirous of leasing from Lessor, and Lessor is desirous of leasing to Lessee, the first floor of the historic residential structure located at 923 A Avenue, National City, California, as more fully described below and hereinafter referred to as the "Leased Premises". The residential structure in which the Leased Premises are located is known as the Frank Kimball House. B. Lessee is the owner of a certain historic structure, commonly known as the Granger Hall, which is located at 1615 East 4th Street, National City, California. The land on which the Granger Hall is located is owned by City and leased to Lessee, pursuant to what is sometimes referred to herein as the "Granger Hall Lease". Lessee is willing to terminate the Granger Hall Lease concurrently with the execution of this Lease, and to convey to City all of its right, title, and interest in the real property located at 1615 East 4th Street, including the Granger Hall Lease. Lessee is further willing to transfer all of its right, title, and interest in the Granger Hall, together with all accessory buildings, to Lessor, in consideration for Lessor entering into this Lease with Lessee. C. Lessee desires to use the Leased Premises to maintain a cultural and educational program to encourage an understanding and appreciation of the history of National City for the benefit of the residents of and visitors to National City. The specific uses to be made of the Leased Premises are described in detail herein below. D. It is in the best interests of City and Lessor, on behalf of the people of National City, for Lessor to enter in a lease of the Leased Premises with Lessee, and to acquire the Granger Hall. City and Lessor envision that the use of the Granger Hall by Lessor will enrich the lives of the citizens of National City by providing an educational and cultural resource within the City. 2412 NOW, THEREFORE, in consideration of the mutual benefits to be derived herefrom, the parties hereto agree as follows: 1. Leased Premises. Lessor does hereby lease, demise, and let to Lessee the Leased Premises, consisting of the first floor (approximately 1,604 square feet) of the historic residential structure located at 923 A Avenue in National City, California, commonly known as the Frank Kimball House. Neither Lessee nor its invitees shall be permitted to enter the second floor of the Frank Kimball House, and Lessor may erect a partition to prevent entry to the second floor. 2. Use. Lessee shall at all times during the term of this Lease maintain the historic nature of the Leased Premises. Lease shall make the Leased Premises available for public tours at a minimum from 11:00 a.m. to 1:00 p.m. Saturdays and Sundays, and for special events for the public. Lessee shall post in a visible location the hours that the Leased Premises will be open to the public. Lessor recognizes that the activities that Lessee will engage in within the Leased Premises will benefit the National City Redevelopment Project Area. In order to encourage and support Lessee in these activities, Lessor agrees to grant Lessee, upon commencement of this Lease, sufficient funds, up to Five Thousand and no/100 Dollars ($5,000.00), to have room partitions installed upon the Leased Premises in order to facilitate public tours. Lessee shall account to Lessor for the expenditure of said funds within thirty (30) days of the installation being completed. Lessor shall further grant to Lessee, upon commencement of this Lease, and upon each anniversary of the commencement, the sum of Five Thousand and no/100 Dollars ($5,000.00) to be used by Lessee for promotions, the cost of printing informational brochures, and for such other activities that will publicize the Frank Kimball House and National City in a positive manner. Lessee shall, at each anniversary of the commencement of this Lease, provide a report detailing the use of said funds to the CDC's Board at a public meeting of the Board. 3. Term. This Lease shall commence August 20, 2008, and expire August 19, 2023. 4. Rent. Lessor and Lessee acknowledge that the consideration for this Lease shall be the mutual benefit to be derived from Lessee's use of the Leased Premises, and Lessor's acquisition of the Granger Hall. 5. Assignment & Subletting. This Lease shall not be assigned, sublet, hypothecated, leveraged, or transferred without the prior written consent of the Lessor. 6. Repairs by Lessor. Lessor shall be required to make such repairs or replacements to the Leased Premises as may be required for normal maintenance and operation, which shall include the repairs to and/or replacements of all structural portions of the Building and all walls, floors, corridors, windows, HVAC, mechanical. electrical, plumbing, paving and parking, exterior windows, and other structures and equipment within and serving the Leased Premises, and such additional maintenance as may be necessary because of 2008 Lease of Premises known 2 City of National City/NC Historical Society as the Frank Kimball House 2413 damages by persons other than Lessee, its agents, employees, invitees, or visitors. Lessor shall be responsible for extermination/pest control for the Leased Premises. Without limiting the foregoing, notwithstanding anything to the contrary set forth herein, if Lessor is required to make repairs or take other corrective action in the Leased Premises by reason of Lessee's negligent acts or negligent failure to act reasonably, Lessor shall have the right to recover from Lessee the reasonable cost of the repairs or other work. 7. Repairs by Lessee. Lessee agrees to repair or replace any damage or injury done to the Leased Premises, or any part thereof, caused by Lessee or Lessee's agents, employees, invitees, or visitors, at Lessee's own cost and expense within a reasonable time after written notice from Lessor. If Lessee fails to make such repairs or replacements within a reasonable time after written notice, Lessor may, at its option, make such repairs or replacements, and Lessee shall repay the cost thereof to the Lessor as additional rent within ten (10) days of written demand. However, for any repair work, other than repair work in emergency situations, costing over Five Hundred and no/100 Dollars ($500.00) to be performed by Lessee or Lessee's agents, Lessee shall not perform such repair work without Lessor's prior written consent. Any repairs or replacements in or to the Leased Premises, other than repair work in emergency situations, that would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00), and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice. Lessee shall not be liable for damage or loss that results from Lessor's failure to consent to repair work costing over Five Hundred and no/100 Dollars ($500.00) or from Lessor's failure to contract for repair work exceeding Five Thousand and no/100 Dollars ($5,000.00). 8. Routine Maintenance by Lessee. Lessee shall, at its own cost and expense, make all repairs and replacements required by this Lease, reasonable wear and use excepted, and excepting those repairs to be made by Lessor as set forth in Section 7 above. It is anticipated by the parties that in general, Lessee shall make repairs to the interior of the Leased Premises, and that Lessor shall make repairs to the exterior of the Leased Premises. 9. Waste. Lessee shall not commit waste (property abuse, destruction, or damage) beyond normal wear and tear of the Leased Premises. 10. Improvements, Alterations, and Additions. Lessee shall not make or allow to be made any major alterations or physical additions in or to the Leased Premises that affect the structure or any other improvements without first obtaining the written consent of Lessor, which shall not be unreasonably withheld. All work shall be done by contractors approved by Lessor. Any alterations or physical additions in or to the Leased Premises, other than repair work in emergency situations, that would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00), and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for by Lessor and let to the lowest responsible bidder after notice. Any and all such alterations, physical additions, or improvements, when made to the Leased Premises by Lessee. shall at once become the property of Lessor, and shall be surrendered to 2008 Lease of Premises known 3 City of National City/NC Historical Society as the Frank Kimball House 2414 Lessor upon the termination of this Lease by lapse of time or otherwise; provided, however, this clause shall not apply to trade fixtures, equipment, or furniture owned by Lessee. Any Lessee improvements, alterations, or additions shall comply with all government, local building code, permitting, and competitive bidding requirements. Lessee shall give Lessor written notice five (5) days prior to employing any laborer or contractor to perform major work on the Leased Premises so that Lessor may post a notice of non -responsibility, if allowed by law. Lessee shall not be required to remove alterations, physical additions, or improvements upon termination of this Lease. 11. Utilities. Lessor will be responsible for payment of utilities, including but not limited to, electric, gas, telephone, security, fire alarm, sewer, trash, and water. Lessee understands that it is responsible for the proper disposal of debris in the designated trash receptacles provided by the Lessor. No trash is to be placed in front of or on the sides of the container nor should any trash be placed on top of the lids. Lessee further understands that it will be billed accordingly for not disposing of trash in the proper manner, which includes breaking down all boxes and containers prior to being placed in the trash bins. 12. Indemnity and Insurance. a. Disclaimer of Liability. Lessor shall not at any time be liable for injury or damage occurring to any person or property from any cause whatsoever arising out of Lessee's construction, maintenance, repair, use, operation, or dismantling of the Leased Premises, except to the extent caused by Lessor's negligence or willful misconduct. b. Indemnification. Lessee shall, at its sole cost and expense, defend, indemnify, and hold harmless Lessor and its officials, boards, commissions, employees, agents, attorneys, and contractors (hereinafter referred to as "indemnitees"), from and against: ii. Any and all liability, obligation, damages, penalties, claims, liens, costs, charges, losses, and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses, and consultants, which may arise out of or be in any way connected with Lessee's construction, maintenance, repair, use, operation, or dismantling of the Leased Premises or Lessee's failure to comply with any federal, State, or local statute, ordinance or regulation. iii. Lessee's obligations to indemnify indemnitees under this Lease shall not extend to claims, losses, and other matters covered hereunder to the extent such claims arise out of the negligence or willful misconduct of one or more indemnitees. c. Assumption of Risk. Lessor warrants that it does not have actual knowledge that a dangerous condition exists at the Premises, except as may be specifically set forth in this Lease. Lessee undertakes and assumes for its officers, agents, affiliates, contractors and subcontractors, and employees (collectively for the 2008 Lease of Premises known 4 City of National City/NC Historical Society as the Frank Kimball House 2415 purpose of this section), all risks of unknown dangerous conditions, if any, on or about the Leased Premises, and Lessee hereby agrees to indemnify and hold harmless Lessor against and from any claim asserted or liability imposed upon the Indemnitiees for personal injury or property damage to any person (other than from Indemnitee's negligence or willful misconduct) arising out of Lessee's construction, maintenance, repair, use, operation, or dismantling of the Leased Premises or Lessee's failure to comply with any federal, State, or local statute, ordinance or regulation. d. Defense of Lessor. In the event any action or proceeding shall be brought against Lessor by reason of any matter for which Lessor is indemnified hereunder, Lessee shall, upon notice from Lessor at Lessee's sole cost and expense, resist and defend the same with legal counsel mutually selected by Lessor and Lessee, provided however, that Lessee shall not admit liability in any such matter on behalf of Lessor without written consent of Lessor, and provided further that Lessee shall not admit liability for, nor enter into any compromise or settlement of, any claim for which it is indemnified hereunder, without the prior written consent of Lessor. e. Notice, Cooperation, and Expenses. Lessee shall give Lessor prompt notice of the making of any claim or the commencement of any action, suit, or other proceeding covered by the provisions of this paragraph. Nothing herein shall be deemed to prevent Lessor from cooperating with Lessee and participating in the defense of any litigation by Lessor's own counsel. f. Insurance. During the term of the Lease, Lessee shall maintain, or cause to be maintained, in full force and effect, and at its sole cost and expense, the following types and limits of insurance: i. Commercial general liability insurance with minimum limits of One Million and no/100 Dollars ($1,000,000.00) per occurrence and Two Million and no/100 Dollars ($2,000,000.00) aggregate for bodily injury, personal injury, and property damage. The policy shall provide blanket contractual liability insurance for all written contracts, and shall include coverage for products and completed operations liability. ii. At the start of and during the period of any construction by Lessee, builders' risk insurance, together with an installation floater or equivalent property coverage covering cables, materials, machinery, and supplies of any nature whatsoever that are to be used in or incidental to the installation of improvements. iii. All policies shall be written on an occurrence, and not on claims made basis. iv. The coverage amounts set forth above may be met by a combination of underlying and umbrella policies so long as in combination the limits equal or exceed those stated. 2008 Lease of Premises known 5 City of National City/NC historical Society as the Frank Kimball House 2416 g. v. Lessee shall furnish certificates of insurance and all required endorsements to Lessor before commencement of the Lease term. Additional Insureds. All policies shall name Lessor, the City of National City, and their officials, boards, commissions, employees, agents, and contractors as additional insureds (herein referred to as the "Additional Insureds"), pursuant to separate endorsements. h. Evidence of Insurance. Certificates of Insurance of each insurance policy required to be obtained by Lessee in compliance with this paragraph, along with written evidence of payment of required premiums shall be filed and maintained with Lessor annually during the term of the Lease. Lessee shall immediately advise Lessor of any claim or litigation that may potentially expose Lessor to liability. Cancellation of Policies of Insurance. All insurance policies maintained pursuant to this Lease shall contain the following endorsement: At least thirty (30) days' prior written notice shall be given to Lessor by the insurer of any intention not to renew such policy or to cancel, replace, or materially alter same. Insurance Companies. All insurance shall be provided by insurers licensed to do business by the State of California or surplus lines carriers on the State of California Insurance Commissioner's approved list of companies qualified to do business in the State of California ("LESLI List"). All insurance carriers and surplus line carriers shall be rated A+, VII, or better by A.M. Best Company, or as otherwise approved by Lessor's Risk Manager. k. Deductibles. All insurance policies may be written with deductibles not to exceed $50,000, unless approved in advance by Lessor. Lessee agrees to indemnify and save harmless Lessor, the indemnitees, and Additional Insureds from and against the payment of any deductible, and from the payment of any premium on any insurance policy required to be furnished by the Lease. 1. Contractors. Lessee shall require that each and every one of its contractors and their subcontractors who perform work on the Leased Premises on behalf of Lessee to carry in full force and effect, workers' compensation, commercial general liability, and automobile liability insurance coverage of the type which Lessee is required to obtain under the terms of this paragraph with appropriate limits of insurance. m. Survival of Indemnity Provisions. The indemnity provisions of this Section 13 shall survive any termination of this Lease. n. Review of Limits. Once during each calendar year during the term of this Lease or any renewal thereof, Lessor may review the insurance coverages to be carried by Lessee. If Lessor determines that higher limits of coverage are necessary to 2008 Lease of Premises known 6 City of National City/NC Historical Society as the Frank Kimball House 2417 protect the interests of Lessor or the Additional Insureds, Lessee shall be so notified, and shall obtain the additional limits of insurance, at its sole cost and expense. 13. Inspection. Lessor, by and through its proper officers and employees, reserves and shall always have the right, upon reasonable notice and at a reasonable time, to enter the Leased Premises for the purpose of viewing and ascertaining the conditions of the same, and the operation and maintenance thereof. 14. Optional Termination by Lessor. After completion of the initial ten (10) years of the Lease term, this Lease may be terminated by Lessor upon one hundred eighty (180) days' written notice to Lessee, if Lessor determines, in its sole discretion, that the Leased Premises are needed for a public purpose. In the event of such termination, Lessor shall reimburse Lessee the Fair Market Value of all improvements installed by Lessee on the Leased Premises, as determined by an independent qualified appraiser retained by Lessor, and subject to Lessee's reasonable approval. 15. Removal of Personal Property. At the termination or expiration of this Lease or any extension thereof, Lessee shall, within ninety (90) days of written request by Lessor, remove any and all personal property not owned by Lessor, placed or erected on the Leased Premises during the term thereof, or any extension thereof, and that all expense connected with such removal shall be borne by Lessee. Lessor shall have the right to sell, destroy, remove, or otherwise dispose of any such personal property left on the Leased Premises longer than ninety (90) days after termination of this Lease. The premises shall be left by Lessee in a clean, neat, and safe condition, and the exclusive possession and use of the Leased Premises shall revert to Lessor. 16. Termination and Release of Prior Lease and Ownership in Historical Structure. Lessee agrees that concurrently with its execution of this Lease, it hereby terminates and releases the City all of its right, title, and interest, including its leasehold interest in the real property located at 1615 East 4th Street, National City, and transfers to Lessor its ownership interest in the historic structure known as the Granger Hall, together with all accessory buildings, located at 1615 East 4th Street, National City. Lessee further agrees, concurrently with the execution of this Lease, to convey to City all of its right, title, and interest, including its leasehold interest, in the real property located at 1615 East 4th Street, National City, pursuant to a quitclaim deed, which shall be in the form attached hereto as Exhibit "A". Lessee further agrees, concurrently with the execution of this Lease, to transfer to Lessor all of its right, title, and interest in the Granger Hall, together with all accessory buildings, to Lessor pursuant to a Bill of Sale, which shall be in the form attached hereto as Exhibit "B". Said transfer from Lessee to Lessor shall include the entire contents of the Granger Hall including, without limitation, the piano and antique buffet located therein, but excluding the tables and chairs, which will remain in the Granger Hall and may be used by Lessor, but will remain in the ownership of Lessee. Lessor hereby grants Lessee a license, to remain in effect during the Lease term, to utilize 100 square feet of the Granger Hall, or of an accessory building the location of which shall be mutually agreed upon, for the storage of said tables and chairs, as well as other items of personal property belonging to Lessee. City consents to said termination of 2008 Lease of Premises known 7 ('ity of National City/NC' Historical Society as the Frank Kimball House 2418 Lessee's said leasehold interest, and accepts from Lessee the aforementioned Quitclaim Deed. Lessor consents to Lessee's transfer of the Granger Hall, and accepts from Lessee the aforementioned Bill of Sale. 17. Use of Granier Hall by Lessee. Lessor and Lessee agree that, subsequent to the execution of this Lease, Lessee shall be entitled to the exclusive use of the Granger Hall for twelve (12) days each year, at no cost to Lessee. The dates of such use shall be mutually agreed upon in advance by Lessor and Lessee. In its use of the Granger Hall, Lessee shall be responsible for the organization, set-up, and cleanup of its activities. 18. Non -Discrimination. Lessee agrees that there shall be no discrimination against or segregation of any person or group of persons because of race, color, creed, national origin, sex, sexual orientation, ancestry, marital status, physical handicap, or medical condition in the use, occupancy, or enjoyment of the Leased Premises, nor shall Lessee, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of users of the Leased Premises. 19. Waiver. The failure or omission of Lessor to terminate this Lease for any violation of any of its terms, conditions, or covenants shall in no way be deemed to be a consent by Lessor to such violation, and shall in no way bar, stop, or prevent Lessor from terminating this Lease thereafter, either for such or for any subsequent violation of any such term, condition, or covenant. 20. Signs. Lessee agrees that no sign, advertisement, or notice shall be inscribed, painted, or affixed on or to any part or portion of the outside of the Leased Premises, except to be of such type and color, size and style, and in such place as may be approved by Lessor, and which shall comply with the National City Municipal Code. Any additional signage or changes to existing signage after the commencement of this Lease will require Lessee to obtain all regulatory sign approvals (permits) for the Leased Premises. Lessee shall not be required to pay the customary fees for any such approvals or permits. 21. Waiver of Relocation Assistance. In consideration for the execution of this Lease by Lessor, Lessee hereby waives any claim for relocation assistance benefits to which it may otherwise be entitled under federal, State, or local law or regulations, upon vacation of the Leased Premises. 22. Compliance with Environmental and Other Laws. Lessee shall not engage in activities upon the Leased Premises, or any portion thereof, for the purpose of, or in any way involving the handling, manufacturing, treatment, storage, use, transportation, spillage, leakage, dumping, discharge or disposal (whether legal or illegal, accidental or intentional), or any hazardous or toxic substances, materials or wastes, or any wastes regulated under any local, State or federal law; provided, however, normal quantities and use of those hazardous or toxic substances or materials customarily used in the conduct of Lessee's permitted uses, such as office supplies, cleaning products, and similar materials, may be used and stored by Lessee at the Leased Premises. 2008 Lease of Premises known 8 City of National CityiNC Historical Society as the Frank Kimball House 2419 Lessee shall be, and remain for the term of this Lease, in full compliance with all applicable laws governing the use and occupancy of the Leased Premises, including, without limitation, the handling, manufacturing, treatment, storage, disposal, discharge, use, and transportation of hazardous or toxic substances, materials, or wastes, and any wastes regulated under any local, State or federal law. Lessee has been advised that no digging or excavation at the site will be authorized without appropriate environmental oversight. In addition, Lessee has been advised that this site may have been constructed with building materials that at this time are considered hazardous substances. 23. Obstruction. Except as permitted by this Lease, and except for those materials customarily used in the conduct of Lessee's permitted uses, Lessee shall not place, install, maintain, or allow any combustible materials in buildings, structures, or other improvements upon the Leased Premises, and shall not cause or allow the surface elevation therein to be changed in any way whatsoever without Lessor prior written approval. 24. Lessee's Obligation to Quit. Lessee shall, upon termination of this Lease, leave, and peaceably and quietly surrender and deliver to Lessor the Leased Premises and all improvements, buildings, and fixtures hereon or constituting a part thereof, and any replacements or renewals thereof in a good condition, order, and repair as the same were at the commencement of this Lease or thereafter may have been put, reasonable wear and use excepted. Notwithstanding the foregoing or anything in this Lease to the contrary, Lessee shall have the right at any time during this Lease to remove from the Leased Premises Lessee's trade fixtures, furniture, equipment, and personal property, provided that Lessee repairs any damage caused by such removal. 25. Hazardous Substances. Lessee shall indemnify, protect, and hold harmless Lessor and its officials, agents, and employees from and against all costs and damages incurred by Lessor in connection with the presence, emanation, migration, disposal, release, or threatened release of any oil or other petroleum products or hazardous materials or substances on, within, or to or from the Leased Premises as a result of (i) the operations of Lessee after the commencement of this Lease, and (ii) the activities of third parties affiliated with Lessee or invited on the Leased Premises by Lessee. Each party agrees that such party will promptly give written notice to the other party of any investigation, claim, demand, lawsuit, or other action by any governmental or regulatory agency or private party involving the Leased Premises, and any hazardous substance or environmental law of which such party has actual notice. 26. Lessor Remedies upon a Lessee Default. If Lessee is in Default and has failed to cure such Default within thirty (30) days, Lessor may, at its option, perform such duty or obligation giving rise to the Default on behalf of Lessee, including but not limited to the obtaining of reasonably required insurance policies. The costs and expenses of any such performance by Lessor shall he due and payable by Lessee within ten (10) days of receipt of invoice therefor. In the event of a Default, which Lessee has failed to cure within thirty (30) days, Lessor may, with or without further notice or demand and without limiting Lessor in the exercise of any right or remedy that Lessor may have by reason of such Default, terminate the Lessee's right to possession of the Leased Premises by any lawful 2008 Lease of Premises known 9 City of National City/NC Historical Society as the Frank Kimball House 2420 means, or continue the Lease, and/or pursue any other remedy now or hereafter available under the laws or judicial decisions of the State of California. 27. Representations and Warranties. The parties represent and warrant that they have powers adequate for the execution, delivery, and performance of their obligations under this Lease, they have taken all necessary actions required to make this Lease the valid and enforceable obligation it purports to be, and this Lease has been duly executed and delivered. 28. Severability; Choice of Law. If any provision of this Lease shall be declared to be void or unenforceable either by law or by a court of competent jurisdiction, the validity or enforceability of remaining provisions shall not thereby be affected. Provided however, that if any portion of Section 3 herein is determined to be void or unenforceable, this Lease shall terminate. Notwithstanding the foregoing, Lessor and Lessee shall first make best efforts to revise Section 3 to the extent necessary to bring it in compliance with any law by which it is declared void or unenforceable without sacrificing, to the extent possible, the intentions of Lessor and Lessee when initially drafting Section 3. This Lease shall be governed and construed in accordance with the laws of the State of California. 29. Brokers. Each party hereto represents and warrants to the other that it has not dealt with any broker in connection with the Leased Premises or this Lease. Each party hereto hereby indemnifies and holds the other harmless from and against any liability for commissions due any broker or finder with whom such party has dealt in connection with this Lease. 30. Mailings & Noticing. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile, fax or email; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice; (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility; (iii) if mailed by registered, certified, or ordinary mail, three (3) days (five (5) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service; (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid; or (v) if given by telex, telecopy, facsimile, fax, or email, when sent. Any payment, notice, request, demand, direction, or other communication delivered or sent as specified above shall be directed to the following persons: To City: City Manager City of National City 1243 National City Boulevard National City, California 91950-4301 2008 Lease of Premises known 10 City of National City/NC Historical Society as the Frank Kimball House To Lessor: To Lessee: 2421 Executive Director Community Development Commission of the City of National City 1243 National City Boulevard National City, California 91950-4301 National City Historical Society c/o Janice Martinelli 926 A Avenue National City, CA 91950-3318 31. Entire Agreement. This Lease supersedes any prior agreements, negotiations, and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent, or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be hound thereby. 32. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength; (ii) each party has actively participated in the drafting, preparation and negotiation of this Lease; (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Lease; (iv) each party, and such party's counsel and advisors, have reviewed this Lease; (v) each party has agreed to enter into this Lease following such review and the rendering of such advice; and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Lease, or any portions hereof, or any amendments hereto. 33. No Agency. Nothing in this Lease Agreement shall cause or imply any agency relationship or duty between Lessor and Lessee. 34. Counterparts. This Lease may be signed in counterparts. 35. Recordation. This Lease may be recorded. 200E Lease of Premises known as the Frank Kimball House (Signature Page to Follow) l 1 City of National City/NC Historical Society 2422 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written above. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY (Lessor) Ron Morrison Chairman CITY OF NATIONAL CITY Ron Morrison, Mayor APPROVED AS TO FORM: George H. Eiser, III City Attorney/Legal Counsel NATIONAL CITY HISTORICAL SOCIETY (L-ssee) By: Print: Title: By: 1 Print: pliy4,110-)0 Title: rjor z /tic 2008 Lease of Premises known 12 City of National City/NC Historical Society as the Frank Kimball (louse 2423 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT c;l'.c;r�-<�C'.�.c'lJq(SC(�.�,G`�'-4C,GEC'.G�SG�',6P.G�(SC,'r-G�'�'��G`�'�G�C)4`�'-4'�'-L'�'��G`�'��4Y'���'�'�',L�C'�-GEC'.G�'�'>G�',G�'-G•C'.G�C'���� State of California County of Srlri DIP90 On tiui 5bate 2(-43 , before me, personally appeared cfetel i �P } U, M. °rcU-frf 4lo-f-rzr1j a hh - Here Inserthame and Title of the icer f)e.0 Q �(+ q & £ rc& c Ji Name(s) of Sigrer(s Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) /are subscribed to the within instrument and acknowledged to me that hefsOe/they executed the same in his,4her/their authorized capacity(ies), and that by ttisflier/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: L60 iEe �fa t)c.%) Individual Corporate Officer — Title(s): Partner — Limited 1 General I Attorney in Fact I Trustee Guardian or Conservator �*,'Other: I rel A.nt%X Signer Is Representing: NQ-Fiona C' Kr*Stefice; C rie7t�j RIGHT THUMBPRINT OF SIGNER Top of thumb Here Signer's Name: . cr/ ifiz Individual Corporate Officer — Title(s): 7' Partner — : Limited l General • Attorney in Fact = Trustee Guardian or Conservator -(Other: Pf.54d12 ?- Signer Is Re resenting: �(i'/1Q � e.t gisirric RIGHT THUMBPRINT OF SIGNER Top of thu^-b here ©2007 National Notary Association • 9350 De Soto Ave.. PO Box 2402 'Chatsworth. CA 91313-2402 • www.NationalNotaryorg Item 45907 Reorder. Cali Toll -Free 1-800-876-6827 2424 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of San On ate personally appeared before me, r? (11.6 (r (S a n } Here Insert Name acid Title of the Ot$cer Name(s) of Signer(s) V. M. ORCUR Conrnwon s 1631102 Nollxy ruble - Carosfb ian Diego Cooly My Comm. agdmsOec20. Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person.(,s} whose name(sf- is/afe subscribed to the within instrument and acknowledged to me that he/slae/they executed the same in hisiher/their.authorized capacity( )- and that by his/her/their signature(s) on the instrument the personFs), or the entity upon behalf of which the person(& acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature OPTIONAL Signature of Notary Public Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: t_P Ce s e r ( QTrY ns� a� �r)s /L - .D Document Date: 8/ % d � Hi r I �' s Lt ' fib *P` g `: j ,� um er o a es: Signer(s) Other Than Named Above: CFAE r. ,P lt rt't IL —I -r LO u i �_ L$f _ Capacity(ies) Claimed by Signer(s) Signer's Name: A7e/YI rri-Cer-r\ Individual Corporate Officer — Title(s): _ Partner — 1 Limited General J Attorney in Fact Trustee Guardian or Conservator ! Other: (-i>vte) Yr,rOne/ h Signer Is Representing: e , tt' O* r-yR t C.4 4-r t 4- RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer's Name: L ' Individual 1 Corporate Officer — Title(s): 3 Partner — : I Limited ' ' General '. Attorney in Fact I ' Trustee Guardian or Conservator Other: Signer Is Representing: RIGHTTHUMBPRINT OF SIGNER lop of thumb here u�:c,�c.�:c;�c=c>�c�c=c,�=c;�c;�c=e�c,^�c>�=c,�c,�:c;�:cx=c,�c=c,�c:�=c;�u;`t=c.�=c,�=c,�c=c�%c.�u,`t:,c�c.�=�c;�u,�xx;`<•=c>�%c.�c=c,�=cx%c.�=c;�:c;�c�=c;�c�ux=c;�=c,�u ©2007 National Notary Association • 9350 Oe Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 • www.NationalNotary.org Item x5907 Reorder' Call Toll -Free 1,900-876-6827 CIO RECORDING REQUESTED BY: George H. Eiser, III, City Attorney City of National City 1243 National City Boulevard National City, CA 91950-4301 WHEN RECORDED MAIL THIS DEED AND, UNLESS OTHERWISE SHOWN BELOW, MAIL TAX STATEMENT TO: George H. Eiser, I1I, City Attorney City of National City 1243 National City Boulevard National City, CA 91950-4301 2425 SPACE ABOVE THIS LINE FOR RECORDER'S USE Quitclaim Deed APN 554-050-11 The undersigned grantor(s) declare(s): Document transfer tax is $ -0- City of National City, and FOR TEN DOLLARS ($10) AND OTHER VALUABLE CONSIDERATION, receipt of which is hereby acknowledged The National City Historical Society hereby REMISE(S), RELEASE(S) AND FOREVER QUITCLAIM(S) to The City of National City that property in the City of National City, County of San Diego, State of California, described as: 1615 East Fourth Street, National City, CA 91950, as more fully described in the attached Exhibit "A" Dated State of California County of San Diego S.S. On before me , 2008. Signature of Grantor personally appeared who proved to me on the basis of satisfactory evidence to be the persons) whose names(s) is/are subscribed to the within instruntnt and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ics), and that by hisiheritheir signature(s) on the instrument the person(s), or entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Sienature of Notary Public MAIL TAX STATEMENT TO: (This area for official notarial seal) EXHIBIT A EXHIBIT "A" 2426 A.P.N. 554-050-11 GRANGER HALL ALL THAT PORTION OF THE WEST HALF OF 80 ACRE LOT 1 IN QUARTER SECTION 130, RANCHO DE LA NACION, ACCORDING TO MAP THEREOF NUMBER 166, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: THE NORTHERLY 100 FEET OF THE SOUTHERLY 140 FEET OF THE WESTERLY 574.50 FEET OF SAID WEST HALF. EXCEPTING THEREFROM: THE WESTERLY 180 FEET, AND ALSO THE PORTION EASTERLY OF A LINE DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE AFORESAID WESTERLY 574.50'FEET; THENCE NORTH 17° 46' 41" WEST 12.36 FEET; THENCE NORTH 40° 42' 58" WEST 95.02 FEET TO THE NORTH LINE OF THE SAID SOUTHERLY 140 FEET OF SAID WEST HALF. AND ALSO, EXCEPTING THEREFROM THAT PORTION RESERVED FOR COMMERCIAL RENTAL, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWESTERLY CORNER OF SAID 80 ACRE LOT 1, IN SAID QUARTER SECTION 130; THENCE NORTH 72° 00' 25" EAST, ALONG THE SOUTHERLY LINE OF SAID 80 ACRE LOT 1, A DISTANCE OF 574.50 FEET; THENCE NORTH 17° 46' 41" WEST, 52.36 FEET; THENCE NORTH 40° 42' 58" WEST, 84.15 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 40° 42' 58" WEST, 10.87 FEET; THENCE SOUTH 72° 00' 25" WEST, 35.00 FEET; THENCE SOUTH 17° 46' 41" EAST, 10.00 FEET; THENCE NORTH 72° 00' 25" EAST, 39.26 FEET MORE OR LESS TO THE TRUE POINT OF BEGINNING. - AREA FOR COMMERCIAL RENTAL: 371 SQUARE FEET OR 0.0085 ACRES.AREA OF GRANGER HALL EXCEPTING 371 SQUARE FEET RESERVED FOR COMMERCIAL RENTAL: 37,457 SQUARE FEET OR 0.8599 ACRES. NAT'L CITY ENOR DEP.T. No. 4, 768 REF. (,787 BY W.7 DATE9/z/92 CKD DATE CKD DATE • 2427 BILL OF SALE For Ten Dollars (810.00) and other valuable consideration, receipt of which is hereby acknowledged, THE NATIONAL CITY HISTORICAL SOCIETY hereby sells, conveys, and assigns all rights, title, and interest in the improvements and personal property located at 1615 East 4th Street, National City, CA 91950, commonly known as The Granger Hall, including therewith all accessory buildings and structures appliances, fixtures, furniture (excluding the tables and chairs kept inside the building), and equipment, to THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY. The National City Historical Society covenants and agrees that it is the lawful owner of said improvements and personal property; that it is free from encumbrances; and that it has the right to sell said improvements and personal property. Dated: , 2008. NATIONAL CITY HISTORICAL SOCIETY By: (Print) Dated: , 2008. By: (Print) EXHIBIT B RECORDING REQUESTED BY: George H. Eiser, III, City Attorney City of National City 1243 National City Boulevard National City. CA 91950-4301 WHEN RECORDED MAIL THIS DEED AND, UNLESS OTHERWISE SHOWN BELOW, MAIL TAX STATEMENT TO: George H. Eiser, III, City Attorney City of National City 1243 National City Boulevard National City, CA 91950-4301 •'► DOCk 2008-0514fi71 IIIIIII IIII IIYI II I IIIII IIVI Ilnl IIIII IIIII IIMI IIIII Ilul III IIII SEP 30, 2008 10:56 AM OFFICIAL RECORDS SAN DIEGO COUNTY RECORDERS OFFICE GREGORr'J. SMITH, COUNTY RECORDER FEES 0.00 0C: NA PAGES: 3 11111111111111111111111111111111111111 Hill 111111111111111111111111111 SPACE ABOVE THIS LINE FOR RECORDER'S I -SF Quitclaim Deed APN 554-050-11 The undersigned grantor(s) declare(s): Document transfer tax is S -0- C'ity of National City, and FOR TEN DOLLARS ($10) AND OTHER VALUABLE CONSIDERATION, receipt of which is hereby acknowledged The National City Historical Society hereby REMISE(S), RELEASE(S) AND FOREVER QUITCLAIMS) to The City of National City that property in the City of National City, County of San Diego, State of California, described as: 1615 East Fourth Street, National City, CA 91950, as more fully described in the attached Exhibit "A" Dated/ .GL4,St ,Lc , 2008. State of California County of San Diego ) S.S. On ?Pi !/ before me �. %�,. II '° 1'( 1j . personally appcaredT(jy It c r t L4 (�r uct t • Le Le gf�itZe {� who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she. -they executed the same in his/her/their authorized capacity(ies), and that by his-herltheir signature(s) ON the instrument the person(s), or entity upon bchal f of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing fraragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public MAIL TAX STA IFMLNT TO: Signature of Grantor oNT AL Cliff NtrT#RJCAL Qc1fr �4�u.Q�' Ctplt� oAQO ME AIM duAL Car RISTIMICAL Socitr' V. M. ORCUTT Commission # 1631$$2 Notary Public - CaNIOnllo San Diego County My Comm. bytes Dec 30, is area for official notarial seal) EXHIBIT "A" A.P.N. 554-050-11 GRANGER HALL 3913 ALL THAT PORTION OF THE WEST HALF OF 80 ACRE LOT 1 IN QUARTER SECTION 130, RANCHO DE LA NACION, ACCORDING TO MAP THEREOF NUMBER 166, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: THE NORTHERLY 100 FEET OF THE SOUTHERLY 140 FEET OF THE WESTERLY 574.50 FEET OF SAID WEST HALF. EXCEPTING THEREFROM: THE WESTERLY 180 FEET, AND ALSO THE PORTION EASTERLY OF A LINE DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE AFORESAID WESTERLY 574.50'FEET; THENCE NORTH 17° 46' 41" WEST 12.36 FEET; THENCE NORTH 40° 42' 58" WEST 95.02 FEET TO THE NORTH LINE OF THE SAID SOUTHERLY 140 FEET OF SAID WEST HALF. AND ALSO, EXCEPTING THEREFROM THAT PORTION RESERVED FOR COMMERCIAL RENTAL, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWESTERLY CORNER OF SAID 80 ACRE LOT 1, IN SAID QUARTER SECTION 130; THENCE NORTH 72° 00' 25" EAST, ALONG THE SOUTHERLY LINE OF SAID 80 ACRE LOT 1, A DISTANCE OF 574.50 FEET; THENCE NORTH 17° 46' 41" WEST, 52.36 FEET; THENCE NORTH 40° 42' 58" WEST, 84.15 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 40° 42' 58" WEST, 10.87 FEET; THENCE SOUTH 72° 00' 25" WEST, 35.00 FEET; THENCE SOUTH 17° 46' 41" EAST, 10.00 FEET; THENCE NORTH 72° 00' 25" EAST, 39.26 FEET MORE__ OR LESS TO THE TRUE POINT OF BEGINNING. AREA FOR COMMERCIAL RENTAL: 371 SQUARE FEET OR 0.0085 ACRES.AREA OF GRANGER HALL EXCEPTING 371 SQUARE FEET RESERVED FOR COMMERCIAL RENTAL: 37,457 SQUARE FEET OR 0.8599 ACRES. NAT'L CITY ENOR. DEFT. No. 4 7 SS REF. 061 BY DATEq/Z1g2 CKD DATE CKD DATE 3914 CERTIFICATE OF ACCEPTANCE I certify that the interest in real property conveyed by Quitclaim Deed dated August 25, 2008, to the City of National City, is hereby accepted by order of the City Council of the City of National City per Resolution No. 2008-167, dated August 19, 2008, and the Grantee consents to the recordation thereof by its duly authorized officer. Date: Ag vs/ 20 Q.006 Michael R. Dalla, CMC City Clerk City of National City RESOLUTION NO. 2008 — 172 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY ("CDC") APPROVING A LEASE BY AND BETWEEN THE CDC (LESSOR) AND THE NATIONAL CITY HISTORICAL SOCIETY (LESSEE) FOR THE FIRST FLOOR OF THE FRANK KIMBALL HOUSE, AND AN AGREEMENT BY AND BETWEEN THE LESSOR, THE LESSEE, AND THE CITY OF NATIONAL CITY FOR THE TRANSFER OF THE LESSEE'S INTEREST IN THE GRANGER HALL TO THE LESSOR, AND FOR THE CONVEYANCE TO THE CITY OF THE LESSEE'S PRIOR LEASEHOLD INTEREST IN THE LAND ON WHICH THE GRANGER HALL IS LOCATED WHEREAS, the National City Historical Society ("Historical Society") is desirous of leasing from the CDC, and the CDC is desirous of leasing to the Historical Society, the first floor of the historic residential structure located at 923 "A" Avenue, National City, commonly known as the Frank Kimball House ("Kimball House Lease"); and WHEREAS, the Historical Society is the owner of a certain historic structure, commonly known as Granger Hall, located at 1615 East Fourth Street, National City, California; and WHEREAS, the land on which Granger Hall is located is owned by the City of National City, and leased to the Historical Society ("Granger Hall Lease"); and WHEREAS, the Historical Society is willing to terminate the Granger Hall Lease concurrently with the execution of the Kimball House Lease and to convey to the City all of its right, title, and interest in the real property commonly known as Granger Hall located at 1615 East Fourth Street; and WHEREAS, the Historical Society is further willing to transfer all of its right, title, and interest in Granger Hall to the CDC in consideration for the CDC entering into the Kimball House Lease with the Historical Society; and WHEREAS, the Historical Society desires to use the Kimball House Leased Premises to maintain a cultural and educational program to encourage an understanding and appreciation of the history of the City of National City for the benefit of residents and visitors to the City; and WHEREAS, by adoption of Resolution 2008-167, on August 19, 2008, the City Council of the City of National City has agreed to terminate the Granger Hall Lease; and WHEREAS, it is in the best interests of the City and the CDC on behalf of the people of National City, for the City to accept the conveyance of all the Historical Society's right, title, and interest in the land on which the Granger Hall is located, and for the CDC to enter into a lease of the Kimball House Leased Premises with the Historical Society, and for the CDC to acquire the Granger Hall, to enrich the lives of the citizens of National City by providing an educational and cultural resource within the City. NOW, THEREFORE, BE IT RESOLVED that in consideration of the mutual benefits to be derived therefrom, and other valuable consideration, the Community Development Commission of the City of National City hereby authorizes the Chairman to Resolution No. 2008 — 172 August 19, 2008 Page 2 execute the Lease by and between the CDC and the National City Historical Society for the first floor of the Frank Kimball House, and the Agreement by and between the CDC, the Historical Society and the City of National City for the transfer of the Historical Society's interest in the Granger Hall to the CDC, and for the conveyance to the City of the Historical Society's leasehold interest in the land on which the Granger Hall is located. PASSED and ADOPTED this 19th day of August, 2008. on Morrison, Chairman ATTES Brad .►�tom: ecretary APPROVED AS TO FORM: 7 `'J ' . George H. Eiser, III Legal Counsel Passed and adopted by the Community Development Commission of the City of National City, California, on August 19, 2008, by the following vote, to -wit: Ayes: Commissioners Morrison, Parra, Ungab, Zarate. Nays: None. Absent: Commissioner Natividad. Abstain: None. AUTHENTICATED BY: RON MORRISON Chairman, Community Development Commission Secretary, C elopment Commission By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2008-172 of the Community Development Commission of the City of National City, California, passed and adopted on August 19, 2008. Secretary, Community Development Commission By: Deputy C City of National City, California COMMUNITY DEVELOPMENT COMMISSION AGENDA STATEMENT MEETING DATE August 19, 2008 AGENDA ITEM NO. 22 ITEM TITLE A resolution approving a lease of the first floor of the historic Kimball House to the National City Historical Society for a period of 15 years and accepting ownership of the historic Granger Music Hall. PREPARED BY Patricia Beard (ext 4255) Redevelopment Manager DEPARTMENT Redevelopment Division EXPLANATION: The CDC owns a small number of historic properties such as the Stein Farm, Santa Fe Depot and Frank Kimball house in order to help preserve and leverage the rich history of National City to enhance the economic, cultural and social wellbeing of the redevelopment project area and community. In order to further meet these goals and increase the public use of these historic treasures, the CDC has often leased such facilities to local non-profit organizations to manage and hold open to the public. Staff proposes leasing the first floor of the Kimball House to the National City Historical Society to operate as a museum and hold open to the public and to acquire the Granger Music Hall, currently located at 1615 East Fourth Street from the Historic Society. A summary of the proposed lease terms are included on the attached Background Report. } Environmental Review Not applicable. Financial Statement Up to $5,000 in improvements will initially be made to Kimball House to improve public viewing opportunities. An additional $5,000 per year will be provided to the Historical Society for marketing and other materials to enhance the publics knowledge and awareness of the facility. The Granger Music Hall is in need of extensive repairs. Please see attached Background Report and Inspection Report. Account No STAFF RECOMMENDATION Adopt the resolution. BOARD / COMMISSION RECOMMENDATION Not applicable. STRATEGIC GOAL 1e) Partner with community groups; 7b) invest in aging public facilities; 8a) cultivate a plan for City -owned historic and cultural properties. ATTACHMENTS 1. Background Report 2. Granger Hall inspection report 3. Proposed lease Resolution No. ATTACHMENT 1 BACKGROUND REPORT Kimball House lease terms summary: • 15 year lease; can be terminated by CDC after 10 years with 180 days' written notice. • First floor only — Historical Society and public may not access second floor. • To be held open for public viewing, at minimum, from 11 a.m. —1 p.m. on Saturdays and Sundays. A sign listing hours for public viewing will be posted easily visible to the public. • CDC to spend up to $5,000 to construct and install room partitions to facilitate public viewing while preserving historic artifacts. • Major repairs to remain the responsibility of the CDC. Note: staff is currently soliciting bids to replace the roof, exterior stairs and to repair a window on the premises. • Historical Society to perform minor repairs and comply with public bidding requirements for such repairs. • Historical Society to provide ongoing maintenance to interior. • CDC to pay for utilities, telephone, security, trash pickup. • CDC to pay any possessory interest tax • Historical Society to provide insurance and indemnification to CDC. • Structure to be preserved with no alterations to its exterior or interior permanent features or historic attributes. • Kimball House may not be sublet. Granger Hall acquisition terms: • Acquisition of Granger Hall and all accessory buildings by Bill of Sale. • Includes the entire contents including pianos and antique buffet except folding chairs and tables, which will remain the property of the Historical Society. • Grants the Historical Society the use of 100 square feet within Granger Hall or accessory buildings for continued storage of tables and chairs and other portable belonging of the Society. • Grants the Historical Society the opportunity to reserve Granger Hall, free of charge, for exclusive events for twelve (12) days each year. • CDC accepts Granger Hall "as is".* *Condition of Granger Hall: Granger Hall is in need of extensive repairs including a new roof, new wood siding and extensive electrical repairs. Staff is currently retaining civil and structural engineers and well as a professional historic preservationist to assist in creating a comprehensive plan to properly re -restore and showcase this unique facility and to use it to leverage other community cultural resources. Staff is studying various funding/financing opportunities related to this upcoming comprehensive plan. Acquisition of Granger Hall should be considered the first step in a potential long term public project. Please see attached Inspection report. Historical significance: Granger Hall: Ralph Granger struck it rich in the silver mines of Colorado in the 1890's and located his family on an estate in Paradise Valley (8th Street). His love of violins led to his purchase of a large and expensive string collection. In 1898 he hired San Diego architect Irving Gill to build a private music hall for him near his house. Saved from demolition, Granger Music Hall was moved to its present site. In an effort spearheaded by the National City Historical Society, it was restored by the citizens of National City in the 1970's. Painted its original colors, it is now listed on the National Register of Historic Places. The interior features a 75-foot hand - painted mural on the ceiling portraying the Muses Euterpe and Erato, surrounded by cherubs. Due to the way the building was constructed, no wall is exactly parallel, so a microphone is not needed. Sound travels from one end of the hall to the other without distortion. Kimball House: Built in 1868, this home was built by a founder of National City — Frank Kimball. Three Kimball Brothers had relocated to southern California for the climate, acquiring the El Rancho de la Nacion in 1868 for agriculture and development. They advertised National City to buyers in the east as the most healthful climate on earth. The house boasted of being the first modern house in San Diego. It had a bath tub and hot running water. The house was acquired by the CDC and relocated near Brick Row in Heritage Square in the 1980's. City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Dalla, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 October 20, 2008 Mr. Gregory J. Smith Assessor / Recorder / County Clerk County of San Diego P.O. Box 121750 San Diego CA 92112-1750 Dear Mr. Smith: We are returning the following documents in duplicate for recording with the corrected cover page as indicated on your correspondence number 117766020081002 dated October 2, 2008: LEASE BY AND BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY (LESSOR) AND THE NATIONAL CITY HISTORICAL SOCIETY (LESSEE); AND AGREEMENT BY AND BETWEEN THE LESSOR, THE LESSEE, AND THE CITY OF NATIONAL CITY FOR THE TRANSFER OF THE LESSEE'S INTEREST IN A HISTORIC STRUCTURE TO THE LESSOR, AND FOR THE CONVEYANCE OF THE LESSEE'S PRIOR LEASEHOLD INTEREST TO THE CITY Please note the recording information on the duplicate copy provided, and return it to the Office of the City Clerk. Sincerely, Michael R. Dalla, CMC City Clerk Enclosures ® Recycled Paper BILL OF SALE For Ten Dollars ($10.00) and other valuable consideration, receipt of which is hereby acknowledged, THE NATIONAL CITY HISTORICAL SOCIETY hereby sells, conveys, and assigns all rights, title, and interest in the improvements and personal property located at 1615 East 4th Street, National City, CA 91950, commonly known as The Granger Hall, including therewith all accessory buildings and structures appliances, fixtures, furniture (excluding the tables and chairs kept inside the building), and equipment, to THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY. The National City Historical Society covenants and agrees that it is the lawful owner of said improvements and personal property; that it is free from encumbrances; and that it has the right to sell said improvements and personal property. Dated: , 2008. NATIONAL CITY HISTORICAL SOCIETY By: Dated: g -- 2G - , 2008. (Print) I /6( vk (Print) CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Scan DJeCjc 1� On / 25" ZCOe-3 before me, V. ill. VYY'_�.(`c t Dag Here Insect Name personally appeared i Cz tl i Ck ❑ u l j�C t n �h Name(s) of Signer(s) jUl tr(1 Pc hlf� an Title of the/OfficerQ V. M. ORCUTT Commisfion #t 1631182 No California - San Diego County MfCOMM. Expires Dec 20, 20 Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS maf my hand and official seal. Signature V � 1 ig,Le Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: ail tyr ale Document Date: 4 u . -25, 2 00 Ej Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Joni < o Akel'�- el Fl Individual L4'Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General • Attorney in Fact ri Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: fitrx4-icnc J C ki eenr c- t 3ac e-t-y RIGHTTHUMBPRINT OF SIGNER Top of thumb here Number of Pages: 1 Signer's Name: Lau i.,ncr ifcrtcil ❑ Individual 1� j ❑ Corporate Officer — Title(s): 80/4 /aleI(CL ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee L i Guardian or Conservator ❑ Other: Signer Is Representing: NfiftiOryzi er NtSf-Gr-►c Soc_ RIGHT THUMBPRINT OF SIGNER 02007 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 • www.NationalNotaryorg em P5907 Reorder: Call Toll -Free 1-800-876-6827