20-0302_SCHWARTZ FAMILY TRUST & STEVE HUFSTEDLER REVOCABLE TRUST_Agenda Report_F1a3t212020
TO
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City of San Juan Capistrano
Agenda Report
Honorable Mayor and Members of the City Council
fin¡t in Siegel, City Manager
Thomas Toman, Public Works Oirectorft
Paul Meshkin, Senior Civil Enginer/:æ
March 2,2020
Creation and Funding of Ortega Highway/Del Obispo Street
Gateway Landscaping Project; Waiver of the Formal Request for
Proposal Process for Design Services; Professional Services
Agreement for Design Services (Land Concern, LTD.); and, Ground
Lease Associated with Proposed Project
FROM
SUBMITTED BY
PREPARED BY
Date:
SUBJECT:
RECOMMENDATION:
1. Amend the Fiscal Year 2019-2020 Capital lmprovement Program to include the
proposed Ortega Highway/Del Obispo Street Gateway Landscaping Project;
2. Appropriate $500,000 from the General Fund for the design and construction of
the Project;
3. Waive the formal request for proposal process pursuant to Municipal Code Section
3-4.306 (eX3), for the design of the Project;
4. Approve and authorize the City Manager to execute a professional services
agreement with Land Concern, LTD. to provide design services for the Project, in
an amount not to exceed $62,310; and,
5. Approve and authorize the City Manager to execute a ground lease, substantially
in the form attached, with the owner of the northeast corner parcel to improve and
maintain the property as part of the proposed Project.
City Council Agenda Report
March 2,2020
Paqe 2 of 4
EXECUTIVE SUMMARY
As part of the lnn at the Mission hotel project, the developer will be constructing landscape
and hardscape improvements at the northwest corner of Ortega Highway and Del Obispo
Street. Staff is recommending that the City Council establish a capital improvement
project that would complement these private improvements at the other corners of the
intersection, thereby creating a coordinated and beautified entry to the Downtown. A
location map is included as Attachment 1. Staff is also recommending that the City
Council approve a professional services agreement with Land Concern, LTD., the
designer of the lnn at the Mission's hardscape and landscape improvements, and a
ground lease with the owners of the northeast ("Del Taco") parcel to allow that corner to
be incorporated into the beautification project.
DISCUSSION/ANALYSIS:
The proposed Ortega Highway/Del Obispo Street Gateway Landscaping Project provides
for a phased approach to improve the appearance of a key entry to the city from Ortega
Highway west of the l-5 Freeway. The initial phase would construct hardscape and
landscape improvements on the City-owned parcel at the southwest corner of Ortega
Highway and Del Obispo Street, and the privately-owned parcel at the northeast corner
of the intersection. The improvements are envisioned to include low-stone masonry walls,
a robust planting palette including citrus trees, shrubs, succulents and wood chips, and
enhanced drainage and irrigation. The second phase would involve construction of a
raised, landscaped median just west of the l-5 Freeway and is subject to Caltrans review
and approval. A conceptual rendering of the proposed improvements is included as
Attachment 2, and a preliminary cost estimate is shown below:
The privately-owned southeast corner of the intersection is not included in the proposed
City project; however, the property owners (of the Del Taco site) have indicated that they
intend to match the planting materials at this location with the City's landscaping theme
as part of improvements planned for that corner anticipated to occur with the installation
of new monument signage.
$62,310Design Services
$1 15,000Construct City-owned SW Corner
Construct Privately-owned NE Corner $220,000
Construct Ortega Highway Median (Phase Two)$100,000
Total $497,310
Scope of Work Cost Estimate
City Council Agenda Report
March 2,2020
Paqe 3 of 4
Design Contract
ln order to ensure consistency with the hotel's landscape design and take advantage of
pre-design work already completed at the site, City staff solicited a detailed proposal from
Land Concern, LTD, which served as the landscape architect for the lnn at the Mission.
Because of this unique opportunity to coordinate public and private improvements at a
key City entry point, staff is recommending that the City Council waive the formal request
for proposal process to procure a design firm, and approve a professional services
agreement with Land Concern in an amount not to exceed $62,310 (Attachment 3). This
would allow for a coordinated design theme and avoid the additional cost for a new design
firm to become familiar with the hotel's hardscape and landscape plans.
Ground Lease
As previously mentioned, staff has been in communication with the owners of the
privately-owned parcel located at the northeast corner of Ortega Highway and Del Obispo
Street (i.e. the northern Del Taco parcel). The owners are supportive of City efforts to
enhance the intersection and have agreed to enter into a ground lease that would allow
the City to construct landscape and hardscape improvements on the currently
unimproved parcel and perform associated ongoing maintenance. Under the ground
lease, the City would pay one dollar per year to the property owner and would construct,
install and maintain all hardscape and landscape improvements. The initial term of the
proposed lease agreement would be thirteen years, with three optional five-year
extensions. Once constructed, the City would retain ownership of all improvements
installed on the leased property. A copy of the draft lease is provided as Attachment 4.
Next Steps
Pending City Council approval of the recommended action, Land Concern would begin
design work immediately, with final plans and specifications anticipated to be complete in
April 2020. The landscaped median would be included in the design documents, and
Land Concern and City staff would begin the process of seeking Caltrans approval of the
median, which would be located primarily within State right-of-way. Advertisement for
construction bids could begin as early as May 2020, with award of a construction contract
in Summer 2020. Construction of the landscape and hardscape elements is anticipated
to take approximately two months and be completed in Fall 2020. Construction of the
median improvements would follow in a second construction phase, the timing of which
will depend upon the extent and duration of the Caltrans review process.
FISCAL IMPACT
The City's current Capital lmprovement Program budget does not include funding for the
proposed project. Therefore, a General Fund appropriation of $500,000 is needed. Staff
anticipates that these funds will be returned to the General Fund when the Downtown
Playhouse property is sold, and will be recommending that the City Council require the
City Council Agenda Report
March 2,2020
Paqe 4 of 4
developer of that former redevelopment agency property to reimburse the City for the cost
of the Gateway Landscaping Project as a condition of sale. The proposed improvements
would add $5,000 - $10,000 in annual maintenance costs to the City's operating budget.
ENVIRONMENTAL IMPACT:
This project has been reviewed in accordance with the California Environmental Quality
Act (CEQA). The City's Environmental Administrator has determined that the project is
categorically exempt from further review under CEQA Guidelines Section 15301(c)
(Class 1 "Existing Facilities"). The project is consistent with Section 15301(c) because the
installation of hardscape and landscape improvements will involve negligible alteration of
the existing intersection.
PRIOR CITY COUNCIL REVIEW:
No prior City Council review.
COM M I SS I ON/COM M ITTEE/BOARD REVI EW AN D RECOM M EN DATIONS :
This action does not require commission, committee, or board review.
NOTIFICATION:
Chris Hillstead, Associate Landscape Architect, Land Concern, LTD.
Mike lmlay, Land Concern, LTD.
Dan Friess, Principal, Friess Property Company and Mission Commercial Properties
Doug Schwartz, Property Owner
Del Taco
Dan Almquist, 26874 Ortega Highway LLC.
Mechelle Lawrence Adams, Mission San Juan Capistrano
Andrew Strocher
ATTACHMENT(S)
Attachment 1: Location Map
Attachment 2: Conceptual Rendering of Proposed lmprovements
Attachment 3: Proposed Professional Services Agreement with Land Concern, LTD
Attachment 4: Draft Ground Lease for Northeast Parcel
LOCATION MAP
North
ORTEGA HIGHWAY
DEL OBISPO STREET DEL TACO
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ATTACHMENT 1
CONCEPTUAL RENDERING OF PROPOSED IMPROVEM ENTS
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ATTACHMENT 2
GITY OF SAN JUAN CAPISTRANO
PROFESS¡ONAL SERVICES AGREEMENT
This Agreement is made and entered into as of
-,
2020 by and
between the City of San Juan Capistrano, a public agency organized and operating under the
laws of the State of California with its principal place of business al32400 Paseo Adelanto, San
Juan Capistrano, CA 92675 ("City"), and LAND CONCERN, LTD, a California corporation with
its principal place of business at 1750 East Deer Avenue, Santa Ana, CA 92705 (hereinafter
referred to as "Consultant"). City and Consultant are sometimes individually referred to as
"Party" and collectively as "Parties" in this Agreement.
RECITALS
A. City is a public agency of the State of California and is in need of professional
landscape architectural services for the following project: Ortcea HishwavlDcl Obisno Street
Gatewav Landscaning Proiect (hereinafter referred to as "the Project").
B. Consultant is duly licensed and has the necessary qualifications to provide such
services.
C. The Parties desire by this Agreement to establish the terms for City to retain
Consultant to provide the services described herein.
AGREEMENT
NOW, THEREFORE, lT lS AGREED AS FOLLOWS:
1. Services.
Consultant shall provide the City with the services described in the Scope of Services
attached hereto as Exhibit "A."
2. Comnensation.
a. Subject to paragraph 2(b) below, the City shall pay for such services in
accordance with the Schedule of Charges set forth in Exhibit "8."
b. ln no event shall the total amount paid for services rendered by
Consultant under this Agreement exceed the sum of $ 62.310. This amount is to cover all
printíng and related costs, and the City will not pay any additional fees for printing expenses.
This amount includes a 10o/o contingency. City's approval is required prior to use of the
contingency amount. Periodic payments shall be made within 30 days of receipt of an invoice
which includes a detailed description of the work performed. Payments to Consultant for work
performed will be made on a monthly billing basis'
3. AdditionalWork.
lf changes in the work seem merited by Consultant or the City, and informal
c.onsultations w¡th the other party indicate that a change is warranted, it shall be processed ln
the following manner: a letter outlining the changes shall be forwarded to the Cíty by Consultant
with a statèment of estimated changes in fee or time schedule. An amendment to this
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6l 147,001 50\327 I s676.1
ATTACHMENT 3
Agreement shall be prepared by the City and executed by both Parties before performance of
sùch services, or the City will not be required to pay for the changes in the scope of work. Such
amendment shall not render ineffectlve or invalidate unaffected portions of this Agreement.
4. Maintenance ç¡f Records.
Books, documents, papers, accounting records, and other evidence pertaining to costs
incurred shall be maintained by Consultant and made available at all reasonable times during
the contract period and for four (4) years from the date of final payment under the contract for
inspection by City.
5. Time of Performance.
Consultant shall perform its services in a prompt and timely manner and shall
commence performance upon receipt of written notice from the City to proceed ("Notice to
proceed"). bonsultant shail complete the services required hereunder within 60 Calendar days
The Notice to Proceed shall set forth the date of commencement of work'
6. Delavs in Performance'
e. Neither City nor Consultant shall be considered in default of this Agreement for
delays in peformance caused by circumstances beyond the reasonable control of the non-
perfórming party. For purposes of this Agreement, such. circumstances include but are not
ii.it"O toJ áUnormal weather conditions; fioods; earthquakes; fire; epidemics; war; riots and
other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances;
sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a
reasonable time of being prevented from performing, give written notice to the other party
describing the circumstañces preventing continued performance and the efforts being made to
resume performance of this Agreement'
7 Comoliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and
regulations of the federal, state and local government, including Cal/OSHA requirements'
b, lf required, Consultant shall assist the City, as requested, in obtaining and
maintaining all permits required of Consultant by federal, state and local regulatory agencies.
c, lf applicable, Consultant is responsible for all costs of clean up and/ or removal of
hazardous and toxic substances spilled as a result of his or her services or operations
performed under this Agreement'
8. Standard of Care
Consultant's services will be performed in accordance with generally accepte_d
professional practices and principles and. in a manner consistent with the level of care and skill
ãrãinarity exercised by members of the profession currently practicing under similar conditions.
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6 I t47.00150u2715676. I
9. Assionment and $ubconsultant
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or
interest in this Agreement without the written consent of the City, which may be withheld for any
reason. Any attempt to so assign or so transfer without such consent shall be voíd and without
legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a
provision making them subject to all provisions stipulated in this Agreement. Nothing contained
herein shall prevent Consultant from employing independent associates, and subconsultants as
Consultant may deem appropriate to assist in the performance of services hereunder,
10. lndependentContractor
Consultant is retained as an independent contractor and is not an employee of City. No
employee or agent of Consultant shall become an employee of City. The work to be performed
shall be in accordance with the work described in this Agreement, subject to such directions and
amendments from City as herein provided,
11. lnsurance. Consultantshall notcommenceworkfortheCityuntil ithasprovided
evidence satisfactory to the City it has secured all insurance required under this section. ln
addition, Consultant shall not allow any subcontractor to commence work on any subcontract
until it has secured all insurance required under this section.
a. CommercialGeneral Liabilitv
,
- *ã,,"n, shall take out and maintain, during the
pedormance of all work under this Agreement, in amounts not less than specified herein,
Commercial General Liability lnsurance, in a form and with insurance companies acceptable to
the City.
(¡i) Coverage for Commercial General Liability insurance shall be at
least as broad as the following:
(1) lnsurance Services Office Commercial General Liability
coverage (Occurrence Form CG 00 01) or exact equivalent.
(i¡i) Commercial General Liabilìty lnsurance must include coverage
for the following:
(1) Bodily lnjury and Property Damage(2) Personallnjury/Advertisinglnjury(3) Premises/Operations Liability(4) Products/CompletedOperationsLiability(5) Aggregate Limits that Apply per Project(6) Explosion, Collapse and Underground (UCX) exclusion
deleted(7) Contractual Liability with respect to this Agreement
(8) Property Damage(9) lndependentConsultantsCoverage
(iv) The policy shall contain no endorsements or provisions limiting
coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one
61 147-001s0\3271567ó.1
3
insured against another; (3) products/completed operations liability; or (4) contain any other
exclusion contrary to the Agreement.
(v) The policy shall give City, its officials, officers, employees,
agents and City designated volunteers additional insured status using ISO endorsement forms
CG 20 10 1 0 01 and 20 37 10 01 , or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or
provide coverage excess of a self-insured retention, subject to written approval by the City, and
provided that such deductibles shall not apply to the City as an additional insured.
b. Automobíle Liabilitv
(i) At all times during the performance of the work under this
Agreement, the Consultant shall maintain Automobile Liability lnsurance for bodily injury and
property damage including coverage for owned, non-owned and hlred vehicles, in a form and
with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as
broad as lnsurance Services Office Form Number CA 00 01 covering automobile liability
(Coverage Symbol 1, any auto).
(¡ii) The policy shall give City, its officials, officers, employees, agents
and City designated volunteers additional insured status.
(iv) Subject to written approval by the City, the automobile liability
program may utilize deductibles, provided that such deductibles shall not apply to the City as an
additional insured, but not a self-insured retention.
c. Workers'CompensationlEmplover's Liabilitv
(i) Consultant certifies that he/she is aware of the provisions of
Section 3700 of the California Labor Code which requires every employer to be insured against
liability for workers' compensation or to undertake self-insurance in accordance with the
provisìons of that code, and he/she will comply with such provisions before commencing work
under this Agreement.
(ii) To the extent Consultant has employees at any time during the
term of this Agreement, at all times during the performance of the work under this Agreement,
the Consultant shall maintain full compensation insurance for all persons employed directly by
him/her to carry out the work contemplated under this Agreement, all in accordance with the
"Workers' Compensation and lnsurance Act," Dívision lV of the Labor Code of the State of
California and any acts amendatory thereof, and Employer's Liability Coverage in amounts
indicated herein, Consultant shall require all subconsultants to obtain and maintain, for the
period required by this Agreement, workers' compensation coverage of the same type and limits
as specified in this section.
d. Professional Liabilitv (Errors and Omissions)
At all times duríng the performance of the work under this Agreement the Consultant
shall maintain professional liability or Errors and Omissions insurance appropriate to its
profession, in a form and with insurance companies acceptable to the City and in an amount
6r r 47.001 50\3271 s676, I
indicated herein. This insurance shall be endorsed to include contractual liability applicable to
this Agreement and shall be written on a policy form coverage specifically designed to protect
against acts, errors or omissions of the Consultant. "Covered Professional Services" as
designated in the policy must specifically include work performed under this Agreement. The
policy must "pay on behalf of'the insured and must include a provision establishing the insurer's
duty to defend.
e. Minimçm Policv Limits Reouired
(i) The following insurance limits are required for the Agreement:
Combined Sinole Limit
Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate
for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit
Employer's Liability $1,000,000 per accident or disease
Professional Liability $1,000,000 per claim and aggregate (errors and
omissions)
(ii) Defense costs shall be payable in addition to the limits.
(¡¡i) Requirements of specific coverage or limits contained in this
section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of
any coverage normally provided by any insurance. Any available coverage shall be provided to
the parties required to be named as Additional lnsured pursuant to this Agreement.
f. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City
evidence of insurance from an insurer or insurers certifying to the coverage of all insurance
required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurers
equivalent) signed by the insurer's representative and Certificate of lnsurance (Acord Form 25-
S or equivalent), together with required endorsements. All evidence of insurance shall be
signed by a properly authorized officer, agent, or qualified representative of the insurer and
shall certify the names of the insured, any additional insureds, where appropriate, the type and
amount of the insurance, the location and operations to which the insurance applies, and the
expiration date of such insurance.
g. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior
written notice of cancellation of any policy required by this Agreement, except that the
Consultant shall provide at least ten (10) days prior written notice of cancellation of any such
policy due to non-payment of premium. lf any of the required coverage is cancelled or expires
during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including
the Glneral Liability Additional lnsured Endorsement to the City at least ten (10) days prior to
the effective date of cancellation or exÞiration.
U
ó r 147,001 s0\327 I 5676. I
(ii) The Commercial General Liability Policy and Automobile Policy
shall each contain a provision stating that Consultant's policy is primary insurance and that any
insurance, self-insurance or other coverage maintained by the City or any named insureds
shall not be called upon to contribute to any loss.
(i¡i) The retroactive date (if any) of each policy is to be no later than
the effective date of this Agreement. Consultant shall maintain such coverage continuously for
a period of at least three years after the completion of the work under this Agreement.
Consultant shall purchase a one (1)yearextended reporting period A) if the retroactive date is
advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed;
or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent
to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional
liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the
City, its officials, officers, employees, agents, and volunteers or shall specifically allow
Consultant or others providing insurance evidence in compliance with these specifications to
waive their right of recovery prior to a loss. Consultant hereby waives íts own right of recovery
against City, and shall require similar written express waivers and insurance clauses from each
of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured
against whom claims are made or suits are brought, except with respect to the limits of liability.
Further the limits set forth herein shall not be construed to relieve the Consultant from liability in
excess of such coverage, nor shall it limit the Consultant's indemnìfication obligations to the
City and shall not preclude the City from taking such other actions available to the City under
other provisions of the Agreement or law.
h. Qualifying lnsurers
(i) All polìcies required shall be issued by acceptable insurance
companies, as determined by the City, which satisfy the following rninimum requirements:
(1) Each such policy shall be from a company or companies
with a current A.M. Best's rating of no less than A:Vll and admitted to transact in the
business of insurance in the State of California, or otherwise allowed to place insurance
through surplus line brokers under applicable provisions of the California lnsurance
Code or any federal law.
i. Additional lnsurance Provisions
,' nts as to the types and limits of insurance
coverage to be maintained by Consultant, and any approval of said insurance by the City, is
not intended to and shall not in any manner limit or qualify the liabilities and obligations
otherwise assumed by the Consultant pursuant to this Agreement, including but not limíted to,
the provisions concerning indemnification.
(ii) lf at any time during the life of the Agreement, any policy of
insurance required under this Agreement does not comply with these specifications or is
canceled and not replaced, City has the right but not the duty to obtain the insurance it deems
necessary and any premium paid by City will be promptly reimbursed by Consultant or City will
6
6 l 147.001 50\3271 s676. l
withhold amounts sutficient to pay premium from Consultant payments. ln the alternative, City
may cancel this Agreement.
(i¡i) The City may requÍre the Consultant to provide complete copies of
all insurance policies in effect for the duration of the Project.
(iv) Neither the City nor any of its officials, officers, employees, agents
or volunteers shall be personally responsible for any liability arising under or by virtue of this
Agreement.
j. Subcons{ltant lnsurance Requirements. Consultant shall not allow any
subcontractors or subconsultants to commence work on any subcontract until they have
provided evidence satisfactory to the City that they have secured all insurance required under
this section. Policies of commercial general liability insurance provided by such subcontractors
or subconsultants shall be endorsed to name the City as an additional insured using ISO form
CG 20 38 04 13 or an endorsement providing the exact same coverage. lf requested by
Consultant, City may approve different scopes or minimum limits of insurance for particular
subcontractors or subconsultants.
12. lndemnifTcation.
a. To the fullest extent permitted by law, Consultant shall defend (with
counsel of City's choosing), indemnify and hold the City, its officials, officers, employees,
volunteers, and agents free and harmless from any and all claims, demands, causes of action,
costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or
persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any
acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees,
subcontractors, consultants or agents in connection with the performance of the Consultant's
services, the Project or this Agreement, including without limitation the payment of all damages,
expeil witness fées and attorney's fees and other related costs and expenses. Consultant's
obiigation to indemnify shall not be restricted to insurance proceeds, if any, received by
Conlultant, the City, its officials, officers, employees, agents, or volunteers.
b. lf Consultant's obligation to defend, indemnify, and/or hold harmless
arises out of Consultant's pedormance of "design professional" services (as that term is defined
under Civil Code section 2782,8), then, and only to the extent required by Civil Code section
2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be
lim1ed to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful
misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of
competent jurìsdiction, Consultant's liability for such claim, including the cost to defend, shall not
exceed the Consultant's proportionate percentage of fault'
13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code
Sections 1720 etseq. and 1770 et seq., which require the payment of prevailing wage rates and
the performance of other requirements on certain "public works" and "maintenance" projects
(,'prèvailing Wage Laws"). lf the services are being performed as part of an applicable "public
works" or-"maiñtenance; project, as defined by the Prevailing Wage Laws, and if the total
compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage
lawå. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and
7
6l 147.001 s0\32715676. I
agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of
any failure or alleged failure to comply with the Prevailing Wage Laws, lt shall be mandatory
upon the Consultant and all subconsultants to comply with all California Labor Code provìsions,
which include but are not limited to prevailing wages (Labor Code Sections 1771 ,1774 and
1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor
Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and
debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to
submit certified payroll records directly to the Labor Commissioner under Labor Code section
1771.4 shall not apply to work performed on a public works project that is exempt pursuant to
the small project exemption specified in Labor Code Section 1771.4'
b. lf the services are being performed as part of an applicable "public works"
or "maintenance" project, then pursuant to Labor Code Sections 1725,5 and 1771.1, the
Consultant and all subconsultants performing such services must be registered with the
Department of lndustrial Relations. Consultant shall maintain registration forthe duration of the
Project and require the same of any subconsultants, as applicable. Notwithstanding the
foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5
and-1771.1 shall not apply to work performed on a public works project that is exempt pursuant
to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.
c, This Agreement may also be subject to compliance monitoring and
enforcement by the Department of lndustrial Relations. lt shall be Consultant's sole
responsibility to comply with all applicable registration and labor compliance requirements. Any
stop orders issued by the Department of lndustrial Relations against Consultant or any
subcontractor that affect Consultant's pedormance of services, including any delay, shall be
Consultant's sole responsibility. Any delay arising out of or resulting from such stop orders shall
be considered Consultant caused delay and shall not be compensable by the City. Consultant
shall defend, indemnify and hold the City, its officials, officers, employees and agents free and
harmless from any claim or liability arising out of stop orders issued by the Department of
lndustrial Relations against Consultant or any subcontractor'
14. Verification of Emnlovment Elioibilitv'
By executing this Agreement, Consultant verifies that it fully complies with all
requiremänts and iestrictions of state and federal law respecting the employment of
undo"um"nted aliens, including, but not limited to, the lmmigration Reform and Control Act of
i g86, as may be amended from time to time, and shall require all subconsultants and sub-
subconsultants to comply with the same,
'15. Citv Material Requirements'
N/A
16. Laws and Venue.
This Agreement shall be interpreted in accordance with the laws of the State of
California. lf any action is brought to interpret or enforce any term of this Agreement, the action
shall be brought in a state or federal court situated in the County of Orange, State of California.
I
6| |47 .00150\327 t5676.t
17 Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work
under this Agreement by giving ten (10) calendar days written notice to Consultant. ln such
event, City shall be immediately given title and possession to all original field notes, drawings
and speciiications, written reports and other documents produced or developed for that portìon
of the work completed and/or being abandoned, City shall pay Consultant the reasonable value
of services rendered for any portion of the work completed prior to termination. lf said
termination occurs prior to completion of any task for the Project for which a payment request
has not been received, the charge for services performed during such task shall be the
reasonable value of such services, based on an amount mutually agreed to by City and
Consultant of the portion of such task completed but not paid prior to said termination. City shall
not be liable for any costs other than the charges or portions thereof which are specified herein.
Consultant shall not be entitled to payment for unperformed services and shall not be entitled to
damages or compensation for terminatìon of work.
b. Consultant may terminate its obligation to provide further services under
this Agreement upon thirty (30) calendar days' written notice to City only in the event of
substantial failure by City to perform in accordance with the terms of this Agreement through no
fault of Consultant.
1g Docufnents. Except as otherwise provided in "Termination or Abandonment,"
above, all or¡ginal field notes, written reports, Drawings and Specificatìons and other
documents, prıduced or developed for the Project shall, upon paymenl in full for the services
described in this Agreement, be furnished to and become the propefty of the City.
19. 9rganiz?tjon
Consultant shall assign Chris Hillgtead as Project Manager. The Project Manager shall
not be removed from the Project or reassigned without the prior written consent of the City.
2A. Limitation of Aoreement.
This Agreement is limited to and includes only the work included in the Project described
above.
21. Noticq
Any notice or instrument required to be given or delivered by this Agreement may be
given or delivered by depositing the same in any United States Post Offíce, certified mail, return
receipt requested, postage prepaid, addressed to:
CITY:
City of San Juan CaPistrano
32400 Paseo Adelanto
San Juan Capistrano, CA92675
Attn: Joe Parco, CitY Engineer
and shall be effective upon receipt thereof
CONSULTANT:
LAND CONCERN
1750 East Deere Avenue
Santa Ana, CA 92705
Attn: Chris Hillstead
6l 147.001 s0\32715676. I
I
22. Third Partv Riqhts
Nothing in this Agreement shall be construed to give any rights or benefits to anyone
other than the City and the Consultant.
23. Equal Ooportunitv Emoloyment.
Consultant represents that it is an equal oppofiunity employer and that it shall not
discriminate against any employee or applicant for employment because of race, religion, color,
national origin, ancestry, sex, age or other interests protected by the State or Federal
Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff
or termination.
24. Entire Asreement
This Agreement, with its exhibits, represents the entire understanding of City and
Consultant as to those matters contained herein, and supersedes and cancels any prior or
contemporaneous oral or written understanding, promises or representations with respect to
those matters covered hereunder. Each Party acknowledges that no representations,
inducements, promises or agreements have been made by any person which are not
incorporated herein, and that any other agreements shall be void. This Agreement may not be
modiiied or altered except in writing signed by both Parties hereto. This is an integrated
Agreement.
25. Severabilitv
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not
render the remaining provisions unenforceable, invalid or illegal.
26. Successors and Assions
This Agreement shall be binding upon and shall inure to the benefit of the successors in
interest, executors, administrators and assigns of each Party to this Agreement, However,
Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights,
burdens, duties or obligations without the prior written consent of City. Any attempted
assignment without such consent shall be invalid and void.
27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either PaÉy,
unless such waiver is specifically specified in writing'
28. Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. Citv's Rioht to Emplov Other Consultants
City reserves its right to employ other consultants, including engineers, in connection
with this Project or other projects.
10
6 l 147.00¡ 50\327 I 567ó. i
30. Prohibited lnterests
Consultant maintains and warrants that it has not employed nor retained any company
or person, other than a bona fide employee working solely for Consultant, to solicit or secure
this Agreement, Further, Consultant warrants that it has not paid nor has it agreed to þay any
company or person, other than a bona fide employee working solely for Consultant, any fee,
commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting
from the award or making of this Agreement. For breach or violation of this warranty, City shall
have the right to rescind this Agreement without liability, For the term of this Agreement, no
director, official, officer or employee of City, during the term of his or her service with City, shall
have any direct interest in this Agreement, or obtain any present or anticipated material benefit
arising therefrom.
31. FederalRequirements
N/A
When funding for the services is provided, in whole or in part, by an agency of the
federal government, Consultant shall also fully and adequately comply with the provisions
included in Exhibit "D" (Federal Requirements) attached hereto and incorporated herein by
reference ("Federal Requirements"). With respect to any conflict between such Federal
Requirements and the terms of this Agreement and/or the provisions of state law, the more
stringent requirement shall control.
IS¡GNATURES ON FOLLOW¡NG PAGEI
6r 147.00ì 50\3271 5ó76, I
11
ByBy:
SIGNATURE PAGE FOR PROF"ESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF SAN JUAN CAPISTRANO
AND LAND CONCERN, LTD
lN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
CITY OF SAN JUAN CAPISTRANO LAND CONCERN, LTD
Benjamin Siegel
City Manager Its:
Printed Nam
ATTEST
By
City Clerk
APPROVED AS TO FORM:
By
ó I t47.001 50\327 I 5676. I
12
EXHIBIT A
Scope of Services
6l 147.001 50\3271s676, I
13
LAND
CONCERN
LANOSCAPE ARCHITECIURE
CELEBRATING 40 YÉARS
LAN DSCAPE AR-CH ITECTU RAL S ERVI CES PROPOSAL
Land Concern, a California corporation ("Landscape Architect") on January 17,2020 proposes to
provide landscape architectural services as outlined below for the fees indicated to:
City of San Juan Capístrano, ("Client") concerning landscape architectural design services for a project
located in San Juan Capistrano, California; the Ortega Híghway/Del Obîspo Street Gateway
Landscapíng Project(project) which incorporates the South West and North East corners (existing) and
(proposed) median island of Ortega Hwy at Del Obispo and includes the following components:
Based upon the Project information provided by Client prior to entering into this Agreement, and the
Conceptual Landscape Plan dated Oct. 1 1, 2019 prepared by Land Concern, Landscape Architect,will
providä the following Landscape Architecture Design Services for the project Ortega Híghway/Del
Obispo Street Gateway Landscaping Proied
Basic Services
The following services are to be considered Basic Services and include the services of the following
sub-consultants: CÍvil Engineer, lrrigation Desîgner, Structural Engineer, and Electrical Engineer
Sub-consultant services per individual consultants scopes.
Landscape Architect will provide the following: "Design Development, Construction Docurnents
and Construction Phase" services.
DËS.IçN DEVELOPMENT PHASE SERVICES
-o ihe primary purpose of the Design Development Phase is to define and describe all
important aspects of the landscape plan at a scale that reduces the possibility of
major modifications during the Construction Document Phase. lt willfocus on more
technical aspects of materials and building/planting systems and will require
coordination with many of the other project consultants. While most design issues
should be resolved by the end of the Design Development Phase, some items will
continued to be refined and modified during Construction Documents, Bidding and
Construction Phases of the project.
o Services during this phase consist of continued development and expansion of
landscape conieptual drawings and development of material specifícations and/or
materiais list to establish the final scope and preliminary detaíls for landscape work,
a
o Deliverables for this phase may include:
. More detailed and refined drawings in Cad to establish the size, scope and
character of the project
r lncorporating schematic design into Cad, creating a "base" from
which Construction Documents will be generated
. Tree layout, define planting areas
r Develop preliminary planting schedule
r75c EAST DËËRE AVENT-.jä, SANiA /rNA, t-A g'.laS i g49 aSc 4î!22
a CONSTRUCTION DOCUMENT PHASE SERVICES
o At the Conclusion of the Design Development Phase and with the Clients approval,
Landscape Architect will commence on the Construction Document Phase and
specifications setting forth in Landscape Architect's customary format and level of
quality and detailthe requirements of the construction of the involved improvements
("the Construction Documents"), including :
' Sheet size to be 24"x 3ó" with the Cities standard title/signature block
, 1O scale staking plans - footing design, steel reinforcement, and expansion
joint locations are specifically excluded from the scope of work and is N.l.C.
- by others. 10 scale spot elevations and drainage mark-up plan, coordination with the
City engineer
' 10 scale lrrigation plans. 10 scale Planting plans. 10 scale Landscape/ site lighting and electrical plan (Sub-Consultant)
. Related Construction Details and Specifications
r (Structural Engineering persub-consultant)
. Related lrrigation Details and Specifications
o Construction Document Adminístration and Coordination is to include administrative
and coordination tasks while working with project consultants to complete related
design and construction elements that are not necessarily part of the Landscape
Archltects Construction Document scope; such as, landscape lighting/site electrical,
irrigation design, material specifications.
o Thã Construction Documents will be consistent in Landscape Architect's professional
judgment with the Project's governmental and quasi-governmental requirements
including applicable accessibility and statutory functionality standards, and sufficient to
enable Client to obtain a building permit and for a knowledgeable and experienced
generalcontractorfamiliarwith Building Codes, accessibility requirements and California
statutory functionality standards, with established industry practices and with projects
similar to the Project to bid and to complete construction with only routine inquiries,
corrections and clarifications. These Documents will include specifications and general
notes containing performance specifications addressing specific functionality
requirements and, where appropriate, design/build components such as water features
or retaining walls. They will not direct or require specific materials, products or details
of construction except where specifically noted or required by governmental authorities;
and unless so noted, the responsibility for the selection, fabrication and installation of
any particular material, product or assemblage will not lie with Landscape Architect, but
rather with those who make and implement these decisions.
CONSTRUCTION PHASE SERVICESo During the Project's construction Landscape Architect will:
. Remain reasonably available to assist as necessary in resolving the questions
and problems which wíll inevitably arise during the implementation of the
Construction Docu ments.. Review contractor submittals pursuant to the industry-standard protocol set
forth in AIA Document 4201-1997 Íor conformance with aesthetic design
concepts, and such other aspects as the parties may expressly agree.
a
Observe the overall construction at substantial completion for general
conformance wíth the Construction Documents including, if requested,
irrigation system functioning and the preparation of a "punch list."
THE CLIENT'S RESPONSIBILITES
ln conjunction with Landscape Architect's performance, and as a material factor in the
determination of the Basíc Services Fee, Client shall make reasonable efforts to cooperate with
Landscape Architect including without limitation:
Designating a single Project Manager with appropriate authority with whom Landscape
Architect can deal, and who will provide prompt and final decisions so as to avoid any
unreasonable delay in the progress of the Project or of Landscape Architect's services;
promptly review Landscape Architect's submittals for appropriateness and general
accuracy and inform Landscape Architect of any problems or concerns; respond to
Landscape Architect's questions and requests for approval in a timely manner; and provide
Project administration and coordination, including appropriate arrangements for retaining
and coordinating the services of other reasonably necessary Project consultants such as a
civil engineer and a CASp consultation and for the submission of appropriate applications
required by any governmental or quasi-governmental authorities.
Providing appropriate information upon which Landscape Architect can rely regarding
Project conditions and program requirements, including such specific information as
Landscape Architect may reasonably request such as legal descríptions and limitations,
land surveys, civil engineering plans and geotechnical reports.
Taking all steps which are in its best judgment reasonably necessary or appropriate to
ensure the proper construction of the Project, including without limitation retaining only
experienced and insured reputable contractors, providing construction supervision and
quality control, and requiring any contractor which implements the Construction
Documents to take responsibility for its performance by releasing and indemnifying both
Client and Landscape Architect to the fullest extent allowed by law concerning the
consequences of poor contractor performance and/or any failure to construct the Project
ín compliance with applicable code and accessibility requirements, statutory functionality
standards or the Construction Documents.
Taking all risk management measures which in its best judgment are reasonable and
appropriate concerning the Project's ultimate intended owners, including without
limitation:
lmplementing Landscape Architect's reasonable risk management recommendations
concerning the selection of high-maintenance or short-lived plant materials and the
utilization of root barriers.
a
a
a
a
a
EXHIBIT B
Schedule of Charges/Payments
Consultant will invoice City on a monthly cycle. Consultant will include with each invoice a
detailed progress report that indicates the amount of budget spent on each task. Consultant will
inform City regarding any out-of-scope work being performed by Consultant. This is a time-and-
materials contract.
6 t 1 47 .00 t s 0\327 I s 67 6.1
14
Project Breakdown and Fees
o"'n":":"i;i:::[::å:"" $s'000 00
Final Design review with City Staff
Coordination only with City Staff, Civil Engineer, Struclural Engineer,
Geotechnical Engineer, Electrical Engineer, Plant Nurseríes
*-":*fit:;*::iff'iedmee'Înes
îii:::
. lrrigation Consultant $ 5,37ó'00
' Electrical Eng./Lighting consultant $ '14,000.00
: ;i::ïf;;oiî"",,"n i ''13313
Construction Phase Services (fixed Fee)
' RFI's/MaterialSubmittalreviews
' Site observation (3 visits, min)
¡ Review staking of walls and hardscape
. Review tree placement, before backfill
¡ Review shrub placement, before backfill
' 90 day maintenance walk
. Final acceptance walk
s 3,000.00
Total Fixed Fee:$5ó,ó4ó.00
I{OURLY SCHEDIJLE:
Principal
Senior Associate
Associate
Landscape Architect
Project Manager
Asst. Project Manager
Design erlDraftsperson
$195.00/hr.
$155.00/hr.
$125.00/hr.
$115.00/hr.
$105.00/hr.
$e0.00/hr.
$75.00/hr.
GROUND LEASE
THIS GROUND LEASE (this "Lease") is dated the 2020 (the "Execution
Date"), and entered into by and between THE S. ALAN SCHWARTZ AND JACQUELINE F.
SCHWARTZ FAMILY TRUST dated Apnl 26, 1985 and THE STEVE HUFSTEDLER
REVOCABLE TRUST under DECLARATION OF TRUST dated November 10, 2017
("Landlord") and the CITY OF SAN JUAN CAPISTRANO, a municipal corporation and general
law city ("City" or "Tenant"). Landlord and Tenant are hereinafter sometimes individually
referred to as "Party" and, collectively, referred to as the "parties."
RECITALS
A. Landlord owns the land located in the City of San Juan Capistrano, County
of Orange, State of Califomia, comprised of portions of Assessor Parcel Number 668-24I-
38, and legally described and depicted in Exhibit A attached hereto and incorporated herein
(the "Premises").
B. The Tenant is interested in improving the appearance of the entry to the City
and seeks site control and authorization to improve the northem corner parcel of the Del
Taco site with landscaping including a focal specimen tree and citrus grove, and hardscape
including a low stone wall ( the "Project").
C. The Tenant desires to lease the Premises from Landlord and Landlord
wishes to lease the Premises to Tenant on the terms and conditions set forth herein.
NOV/ THEREFORE, in consideration of the provisions set forth hereinafter, and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the parties hereto agree as follows:
1.PREMISES
Landlord leases to Tenant and Tenant leases from Landlord, the Premises, upon the terms
and conditions contained herein. The Premises are being leased in their "as is" condition. Tenant
shall prepare, at its sole cost and expense, any request or application required for improvements
on the Premises.
2. TERM
2.I Term. The initial term of this Lease shall be thirteen (13) years (the "Initial Term"),
commencing upon the Execution Date (the "Commencement Date"). Provided that Tenant is not
then in default of this Lease, Tenant shall have the option to extend the term of this Lease for three
(3) additional five (5) year extensions (the "Extended Term") at One Dollar ($1.00) per year, which
option shall be exercised during the twelve (12) month window of time prior to the expiration of
1
6 I 147.10050\32718497 .1
ATTACHMENT 4
the Initial Term. The use of the word "Term" in this Lease shall refer to the Initial Term andlor
Extended Term, as applicable.
2.2 Holdover. Tenant has no right under the Lease to retain possession of the Premises
or any part thereof beyond the Term. In the event the Landlord chooses to accept any holdover
possession of the Premises beyond the Term, such holdover tenancy shall be on a month-to-month
tenancy basis.
3. RENT
The annual rent for the Premises shall be equal to One Dollar ($1.00) per year and be
payable yearly commencing on the Commencement Date and continuing on the yearly anniversary
of the Commencement Date thereafter.
4. USE OF PREMISES
4.1 Use. Tenant and its subtenants may use the Premises in order to conduct
landscaping and hardscaping improvements (the "Improvements") for the Project, as depicted in
Exhibit B attached hereto and incorporated herein. The preliminary cost estimates for the
Improvements are described in Exhibit C attached hereto and incorporated herein
4.2 Nuisance. Tenant shall not use, suffer or permit any person or persons to use the
Premises or improvements thereon other than the uses permitted in Section 4.I,nor in any manner
that will tend to create waste or a nuisance.
4.3 Condition of Premises. Tenant acknowledges that prior to the delivery of
possession of the Premises to Tenant, Tenant inspected the Premises and agreed to take the same
"AS IS" and Tenant further acknowledges that the taking of possession of the Premises by Tenant
conclusively evidences that the Premises were in satisfactory condition at the time such possession
was so taken. Landlord has made no representations, warranties or guaranties regarding the
Premises or its conditions other than those expressly contained within this Lease.
4.4 Non-Discrimination. There shall be no discrimination against or segregation of any
person, or group of persons, on account of race, religion, national origin, ancestry, sex, sexual
orientation, àEe, physical handicap, marital status, or medical condition in the lease, sublease,
transfer, use, occupancy, tenure, or enjoyment of the Premises or any part of the Premises or any
operations or activities conducted on the Premises or any part of the Premises, nor shall Tenant or
any person claiming under or through Tenant establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use of occupancy
of tenants, subtenants, or vendees of the Premises. Any sublease or assignment that may be
permitted under this Lease shall also be subject to the non-discrimination clauses contained in this
Section 4.4.
2
6 I 147.10050\32'.7 18497 .1
4.5 Right of Entry/Waiver of Good Faith Improver. Tenant shall have the right to enter
upon the Premises on the Commencement Date in order to landscape and improve the Premises.
5. CONSTRUCTION OF IMPROVEMENTS ON PREMISES
Tenant shall, at its sole cost and expense, design, construct and install in a good and
workmanlike manner any landscape and hardscape improvements desired by Tenant upon the
Premises, as provided below. Tenant shall carry out the construction, installation and maintenance
of any improvements on and about the Premises in conformity with all applicable federal, state
and local laws, ordinances and regulations ("Govemmental Requirements"). Tenant shall, at its
own expense, obtain and maintain any and all City approvals for the construction of the
improvements and operation of any activities on the Premises. The improvements shall not
obstruct the view that pedestrians or vehicles have of Del Taco's restaurant or any monument
signs. In addition, landscaping of the Premises shall be maintained by the Tenant in such a v/ay
that the landscaping will not block the view of Del Taco's restaurant or signage at any time. The
Landlord shall have the right to approve or reject the design of all improvements. Approvals shall
not be unreasonably withheld. Should the Landlord redevelop the property in the future, Tenant
agrees to credit landscaping improvements associated with this Lease towards any comparable
landscape improvements required of the future redevelopment of the property.
6. SIGNS
Tenant shall have the right to install and maintain, at Tenant's sole cost, one or more signs,
provided all such signage shall meet any applicable Governmental Requirements and Tenant has
received such permits therefor as may be necessary.
7. TAXES
7 .I Personal Property Taxes. Tenant is an exempt entity for purposes of property taxes
and is not responsible for any taxes as a result ofthis Lease. Ifthe property taxes increase because
the Tenant's improvements cause an increase in the property's assessed valuation, the Tenant shall
pay to the Landlord annually the increased amount that is attributable to their improvements.
7.2 Real Property Taxes. Landlord shall pay all real property taxes, general and special
taxes and assessments ("Real Property Taxes") levied and assessed against the Premises.
8. INSURANCE
8.1 Insurance. Tenant shall at its sole cost and expense, procure and maintain, or cause
to be procured and maintained, during the Term of this Lease the insurance described in this
Section 8.1. Tenant shall have no right to self-insure. Tenant shall, at its sole cost and expense,
during the Term hereof, keep in full force and effect: (i) a policy of public liability and property
damage insurance with respect to the Premises, and the business operated by Tenant and any
subtenants of Tenant in the Premises, in which the limits of public liability shall be not less than
3
6 1 147.10050\3271849'7 .1
Two Million Dollars ($2,000,000.00) per occurrence, and in which the limit of property damage
liability shall be not less than Five Hundred Thousand Dollars ($500,000.00); and (ii) workers
compensation coverage as required by law. Tenant expressly acknowledges that Landlord has not
and will not provide any insurance whatsoever for the benefit of Tenant.
8.2 Polic)¡ Requirements. All insurance required to be carried by Tenant under this
Lease shall name Landlord as an additional insured as to coverage of the Premises, as its interest
may appear, in the form of a separate endorsement containing the language: "This insurance shall
be primary and non-contributing with any other insurance carried by Landlord," and certified
copies of all policies shall be delivered to Landlord by Tenant at least ten (10) calendar days prior
to Tenant's opening for business in the Premises. Each policy of insurance to be obtained by
Tenant under this Lease shall (i) be written as primary policies or under one or more umbrella
andlor master policies, and (ii) be written by insurance companies having a Best's rating of "A-"
or better.
8.3 Waiver of Subroeation. Landlord and Tenant each hereby waives any and all rights
of recovery against the other and against the officers, employees, agents and representatives of the
other for loss of or damage to such waiving party of its property or the property of others under its
control, arising from any cause insured against under any policy of insurance carried by such
waiving party, to the extent that such loss or damage is recoverable under said insurance policies.
Tenant and Landlord shall each obtain and furnish evidence to the other, upon request, of the
waiver by such party's insurance carrier of any right of subrogation against the other party.
9, UTILITIES
Tenant shall pay, directly to the appropriate supplier, for all water, sewage, telephone,
computer, telecommunication, cable, gas, power and electric current and all other utilities used by
Tenant on the Premises, from and after the delivery of possession of the Premises by Landlord. If
any such charges are not paid when due, Landlord may, after notice to Tenant, pay the same, and
any amount so paid by Landlord shall thereupon become due to Landlord from Tenant together
with interest thereon. Tenant shall, at Tenant's expense, install its own meter(s) and service
distribution for all utilities utilized in or serving the Premises.
10. INDEMNITY OF LANDLORI)
10.1 Tenant's Obligation. Tenant shall indemni$r, defend and hold harmless Landlord,
its officers, partners, agents, and employees ("Landlord's Agents") from and against any Claims
arising out of or in any way connected with this Lease including, without limitation, Claims for
loss or damage to any property, or for death or injury to any person or persons, except for such
Claims arising from the gross negligence or willful misconduct of Landlord, its offrcers, agents,
or employees.
10.2 Landlord's Oblieation. Landlord shall indemniSr, defend and hold harmless Tenant
and its officers, partners, agents, tenants and employees ("Tenant's Agents") from any Claims
4
61 147. 10050\32'.7 1849'.7.1
connected with this Lease that arise from the gross negligence or willful misconduct of Landlord
or Landlord's Agents.
All indemnifications within this Lease shall survive the expiration or earlier termination of
this Lease.
1 1. EXEMPTION OF LANDLORD FROM LIABILITY
Except to the extent attributable to the gross negligence or willful misconduct of Landlord
or Landlord's Agents, Landlord shall not be liable to Tenant and Tenant hereby waives all claims
against Landlord for any injury or damage to any person or property in or about the Premises, by
or from any cause whatsoever and whether the said damage or injury results from conditions
arising upon the Premises or from other sources. The provisions of this Section 1 1 shall survive
the expiration or earlier termination of this Lease.
12. TENANT ESTOPPEL CERTIFICATE
Within twenty (20) business days after written request by Landlord, Tenant shall execute
and deliver to Landlord an estoppel statement in such form as Landlord may reasonably request.
Tenant's failure to deliver such statement within twenty (20) business days of Landlord's written
request therefore shall constitute, without limitation of any of Landlord's other rights or remedies
with respect to such default, an irrevocable, binding agreement of Tenant (i) that this Lease is in
full force and effect, without modification except as may be represented by Landlord, and (ii) that
there are no uncured defaults in Landlord's performance hereunder.
13. LANDLORD ESTOPPEL CERTIFICATE
Within twenty (20) business days after written request by Tenant, Landlord shall execute
and deliver to Tenant an estoppel statement in such form as Tenant may reasonably request. Any
such statement may be conclusively relied upon by any such party. Landlord's failure to deliver
such statement within twenty (20) business days of Tenant's written request therefore shall
constitute, without limitation of any of Tenant's other rights or remedies with respect to such
default, an irrevocable, binding agreement of Landlord (i) that this Lease is in full force and effect,
without modification except as may be represented by Tenant, (ii) that there are no uncured
defaults in Tenant's performance hereunder nor any fact, act, omission or condition which, with
notice or lapse of time or both, would constitute a default of Tenant, and (iii) that all improvements
have been constructed in accordance with the requirements of this Lease.
14. REPAIRS AND MAINTENANCE
I4.l Tenant's Obligation to Repair and Maintain. Tenant shall, at its own cost and
expense, during the Term of this Lease, keep the Premises, including all improvements constructed
by Tenant thereon, in a good, clean, safe and secure condition and shall make all necessary repairs
5
6 1 147.10050\327 t8497 .l
and replacements with materials and workmanship of the same character, kind and quality as the
original.
14.2 Landlord's Obligation to Repair and Maintain. In the absence of any damage to
the interlocking block wall along the easterly side of the premises ("Retaining Wall") caused by
the Tenant, Landlord shall maintain the Retaining Wall. Tenant will take care not to damage
Retaining Wall during construction of improvements or subsequent maintenance of the
improvements. In addition, Tenant will not allow excessive irrigation water to reach the Retaining
Wall and will not direct rainwater towards the Retaining Wall. Any damage to the Retaining Wall
caused by the Tenant will be immediately repaired by the Tenant at their sole expense. Also, any
damage to Tenant's improvements caused by failure of the retaining wall that is the result of
tenant's construction or maintenance activities, will be repaired by the Tenant at their sole expense.
14.3 Landlord's Risht to Make Repairs.If Tenant fails to maintain the Premises, or any
part thereof, in good condition, within thirty (30) business days after written notice from Landlord
specifuing the work required (unless the nature thereof reasonably requires additional time), then
in such event Landlord shall have the right to perform the maintenance on behalf of and for the
account of Tenant and all costs reasonably incurred by Landlord to perform such maintenance
shall be paid to Landlord by Tenant within ten (10) business days after Landlord's demand therefor
with supporting documentation.
15. ALTERATIONS
15.1 Approved Alterations. Any improvements not related to the Improvements shall
be in accordance with paragraph 5.0 and shall require the prior written consent of Landlord, which
consent shall not be unreasonably withheld, conditioned or delayed. Any and all improvements to
the Premises shall be in confofinance with the requirements of all Governmental Requirements.
15.2 Work Standards. In performing the work of any improvements, Tenant shall use a
qualified, licensed contractor. Before commencing any such improvements in or about the
Premises, Tenant shall notifiz Landlord in writing of the expected date of commencement thereof.
Landlord shall have the right, but not the responsibility to, at any time and from time to time to
post and maintain on the Premises such notices as Landlord deems necessary to protect the
Premises and Landlord from the liens of mechanics, laborers, material men, suppliers or vendors..
15.3 Mechanic's and Other Liens. V/ith regards to any improvements performed by the
Tenant, it is the Tenant's sole responsibility to (i) keep the Premises, at all times during the Term
hereof, free from liens and other liens of like nature created or claimed by reason of transactions
made by Tenant and (ii) at all times fully protect, defend and indemnif' Landlord against all such
liens or claims which may ripen into such liens and all expenses arising from such liens or claims.
6
6l 147. 10050\32',7 18497.1
16. TITLE TO IMPROVEMENTS
Tenant shall have title to all improvements on or to the Premises constructed by Tenant
prior to or after Commencement Date, including without limitation, all structures and other
improvements installed, relocated, constructed or erected by Tenant, and such title shall remain in
Tenant during the Term of this Lease. Upon termination of this Lease, whether by expiration,
cancellation or otherwise, title to all improvements on the Premises shall pass to and vest in
Landlord unless removed prior to the end of the Term by Tenant. If not removed, all structures
and other improvements installed, relocated, constructed or erected by Tenant upon the Premises
shall remain upon and be surrendered with the Premises as part thereof upon termination of this
Lease. Title to all equipment, furnishings and trade fixtures placed by Tenant upon the Premises
shall remain in Tenant, and replacements, substitutions and modifications thereof may be made by
Tenant throughout the Term of this Lease, and Tenant may remove the same upon termination of
this Lease; provided that Tenant shall repair to the satisfaction of Landlord any damage to the
Premises caused by such removal. Any equipment, furniture, fumishings and trade fixtures
remaining upon the Premises after termination of this Lease shall become the property of Landlord.
Upon termination of the Lease, Landlord can accept some or all of the improvements that Tenant
does not remove. Any improvements not accepted by Landlord will be removed by Tenant.
Altematively, Landlord may require Tenant to restore Premises to the condition they were in prior
to Tenant taking possession of the Premises.
17. DAMAGE, DESTRUCTION AND TAKING
In the event of a fire or any other casualty to all or a portion of the Premises or in the event
of a Taking of any portion or all of the Premises, Landlord or Tenant may terminate this Lease
upon written notice to the other party, such termination to be effective upon the date of such
damage or upon the date the condemning authority takes title, as the case may be. -Absent any
termination, Tenant must undertake to restore the Premises to the same condition as when the
Improvements were completed. As used in this Section 17, "Taking" shall mean any taking or
appropriation for public or quasi-public use by the right of eminent domain or otherwise by a
taking in the nature of inverse condemnation, with or without litigation, or a transfer by agreement
in lieu thereof. Tenant (along with its successors andlor assignees) forever releases, discharges,
and holds Landlord harmless for any and all damages, losses, claims andlor demands associated
with or arising out of a "Taking" of the Premises, or any portion thereof, as described herein.
18. TERMINATION
At the conclusion of the Initial Term, Landlord or Tenant shall have the right to terminate
this Lease for any reason by giving thirty (30) days' written notice to the other of its intent to so
terminate and in that event, this Lease shall terminate thirty (30) days thereafter. If Tenant
terminates this Lease under this Section 18 prior to the expiration of the Term, Tenant shall
reimburse Landlord the Rent for each year remaining on the Term of this Lease, Payment of all
such sums shall be made by Tenant upon the termination of this Lease.
7
6 1 147.10050\327 18497 .t
19. MEMORANDUM OF LEASE
A Memorandum of Lease, substantially in the form attached to this Lease as Exhibit D,
shall be completed and executed by both parties concurrently with the execution of this Lease.
Such Memorandum of Lease shall be recorded forthwith upon execution of this Lease.
20. ASSIGNMENT, SUBLETTING AND ENCUMBRANCE
20.I Tenant's Right to Assign. Tenant may sublet the whole or any part of the Premises.
Subject to the foregoing, Tenant shall not assign or transfer this Lease or any interest herein or
right granted hereby without the written consent of Landlord, which shall not be unreasonably
withheld, delayed or conditioned.
20.2 Landlord's Right to Assign. Landlord shall have the right, but not the obligation,
to assign this Lease.
21. MISCELLANEOUS
21.I Notices. Any notice or document required or permitted to be delivered hereunder
shall be deemed to be delivered and received whether actually received or not: twenty-four (24)
hours after sent by USPS, UPS, Airborne, Federal Express, or a comparably reliable national air
courier service (i.e., one which delivers service in at least 48 states) provided that any such courier
service provides written evidence of delivery; or seventy-two (72) hours after deposited in the
United States Mail, postage prepaid, Registered or Certified Mail, Return Receipt Requested,
addressed to the parties hereto at the respective addresses set out opposite their names below, or
at such other addresses as they have theretofore specified by written notice delivered in accordance
herewith:
LANDLORD The S chwart z F arnily Trust
13402 Eton Pl.
Santa Ana, CA 92705
TENANT:City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 9267 5
Attention: City Manager
21.2 No Waiver. One of more waivers of a breach of any covenant, term or condition
of this Lease by either party shall not be construed by the other party as any waiver of a subsequent
breach of the same covenant, term or condition. The consent or approval of either party to or of
any acI by the other party of a nature requiring consent or approval shall not be deemed to waive
or render unnecessary consent to or approval of any subsequent or similar act.
I
61 I 47. I 0050\327 18497 .l
21.3 No Partnership. Nothing herein contained, either in the method of computing rent
or otherwise, shall create between the parties hereto, or be relied upon by others as creating, any
relationship of partnership, association, joint venture, or otherwise. The sole relationship of the
parties hereto shall be that of landlord and tenant.
21.4 Governing Law. The laws of the State of California shall govern the validity,
performance and enforcement of this Lease. Should either party institute legal suit or action for
the interpretation of this Lease or the enforcement of any obligation contained herein, the venue
of such action shall be in Orange County, California, and both parties expressly consent to such
venue. Although any printed provisions of this Lease may have been drawn by one party or the
other, this Lease represents the negotiated agreement of the parties and shall not be construed
against either party as a result thereof.
2115 Attorneys' Fees. If at any time during the Term of this Lease, or thereafter, either
Landlord or Tenant shall institute any action or proceeding against the other relating to the
provisions of this Lease or any default hereunder, then the unsuccessful party in such action or
proceeding shall reimburse the prevailing party therein for the actual attomeys' fees and costs of
suit reasonably incurred by the prevailing party. The "prevailing party" as used in this Lease
includes aparty who dismisses an action for recovery hereunder in exchange for sums allegedly
due, performance of covenants allegedly breached or consideration substantially equal to the relief
sought in the action.
21.6 Binding Effect. The terms and agreements as contained in this Lease shall apply to,
run in favor of and shall be binding upon and inure to the benefit of the parties hereto, and their
respective heirs, executors, administrators, personal representatives and assigns and successors in
interest.
2I.7 No Prior Aereements. It is understood that there are no oral agreements or
representations between the parties hereto affecting this Lease, and this Lease supersedes and
cancels any and all previous negotiations, affangements, brochures, agreements or representations
and understandings, if any, between the parties hereto or displayed by either party to the other with
respect to the subject matter thereof, and none thereof shall be used to interpret or construe this
Lease. Except as otherwise expressly set forth herein, there are no other representations or
warranties between the parties and all reliance with respect to representations is solely upon the
representations and agreements contained in this document.
218 Authority of Signatories. The Parties agree that each individual executing this
Lease represents and warrants that he or she is duly authorized to execute and deliver this Lease
on behalf of Party.
2I.9 Titles for Convenience Only. The titles of articles and sections herein are for
convenience only and do not in any way define, limit or construe the contents thereof
I
6 1 147.10050\32'.718497 .1
2I.10 Invalidit]¡ of Provisions. If any provision of this Lease shall be determined to be
void by any court of competent jurisdiction, then such determination shall not affect any other
provisions of this Lease and all such other provisions shall remain in full force and effect; and it
is the intention of the parties hereto that if any provision of this Lease is capable of two
constructions, only one of which would render the provision valid, then the provision shall have
the meaning which renders it valid.
21.11 Excusable Dela)¡. Any prevention, delay or stoppage due to strikes, lockouts, labor
disputes, acts of God, inability to obtain labor or materials or reasonable substitutes therefore,
govemmental restrictions, governmental regulations, governmental controls, governmental delays,
enemy or hostile governmental action, civil commotion, fire or other casualty, natural disaster and
other causes beyond the reasonable control of the party obligated to perform any term, covenant
or condition of this Lease (each an "Excusable Delay"), shall excuse the performance by such party
for a period equal to any such prevention, delay or stoppage.
21.12 Hazardous Materials. The parties agree as follows
A. Tenant shall not store or possess any material that any government agency
whose jurisdiction includes the Premises defines as ahazardous material ("Hazardous Substance")
on the Premises. At all times and in all respects, Tenant shall comply with all Governmental
Requirements, including, but not limited to, the Federal Water Pollution Control Act (33 U.S.C.
Section 725I, et seq.). Resource Conversation & Recovery Act (42 U.S.C. Section 6901 et seq.),
Safe Drinking Water Acf (42 U.S.C. Section 300(Ð et seq.), Toxic Substances Control Act (15
U.S.C. Section 2601 eI seq.), the Clean Air Act (42 U.S.C. Section 1401 et seq.), Comprehensive
Environmental Response of Compensation and Liability Act (42 U.S.C. Section 9601 et seq.),
Califomia Health & Safety Code (Sections 25100 et seq. and 39000 et seq.), California Vy'ater
Code (Section 13000 et seq.), and other comparable state laws ("Hazardous Materials Laws")
relating to industrial hygiene, environmental protection or the use, analysis, generation,
manufacture, storage, disposal or transportation of any oil, flammable explosives, asbestos, urea
formaldehyde, radioactive materials or waste, or other hazardous, toxic, contaminated or polluting
materials, substances or wastes, including, without limitation, any "hazardous substances",
"hazardous wastes", "hazardous materials" or "toxic substances" under any such Hazardous
Materi al s Law s (coll ectively "Hazar dous Materi als").
B. Tenant shall in all respects handle, treat, deal with and manage any and all
Hazardous Materials in, on, under or about the Premises in total conformity with all applicable
Hazardous Materials Laws and prudent industry practices regarding management of such
Hazardous Materials.
C. Tenant and Landlord shall immediately notifli the other in writing of: (i)
any enforcement, cleanup, removal or other governmental or regulatory action instituted,
completed or threatened pursuant to any Hazardous Materials Laws; (ii) any claim made or
threatened by any person against Tenant, the Premises, or any building relating to damage,
contribution, cost recovery compensation, loss or injury resulting from or claimed to result from
10
6l 147. 10050\327 18497.1
any Hazardous Materials; and (iii) any reports made to any environmental agency arising out of or
concerning hazardous substances located upon the Premises pursuant to the provisions of
California Health and Safety Code Section25359.7. The parties hereby agree that this Section
21.12 constitutes the notice required pursuant to said statute and the parties hereby waive their
right to further notice pursuant to such statute to the extent described herein. The parties
acknowledge that Tenant shall maintain and use certain substances upon the Premises, which may
be classifìed as "hazardous substances" to clean, maintain and operate the Premises. The parties
acknowledge that the use of any of such substances which may be a"hazardous substance" within
the scope of Health and Safety Code Section25359.7 shall not constitute a breach of this Lease
and shall require no further notice from Tenant. Tenant agrees, however, that the use of other
hazardous substances upon the Premises are not subject to the terms of this notice and waiver and
Tenant shall be obligated to report the existence of such other hazardous substances pursuant to
the requirements of Health and Safety Code Section 25359.7. In no event shall Tenant be
responsible for the removal of hazardous substances or Hazardous Materials from the Premises
that were in existence on the Execution Date.
21.I3 Ouiet Enjoynent. Tenant shall and may peaceably and quietly have, hold, and enjoy
the Premises in accordance with the provisions hereof.
2I.I4 Determination. Except as otherwise expressly provided herein, all approvals,
elections, consents, agreements, determinations, options and actions of City required pursuant to
this Lease shall not be unreasonably withheld, determined, made or taken.
2I.15 Time. Time is of the essence with respect to the performance or observance of each
of the obligations, covenants and agreements under this Lease. Except where expressly stated to
be "business days", the word "days" shall mean "calendar days", and shall include any holiday.
"Business day" shall mean any day on which the City Hall is open to the public for City operations.
21.16 Counterparts. This Lease may be executed in any number of counterparts, each of
which shall be deemed an original, but all of which, taken together, shall constitute one and the
same instrument. The parties may execute and electronically deliver copies of this Lease andlor
counterpart signature pages, which electronic copies shall be equally as effective as delivery of
original executed counterparts.
2I.T7 Amendments. Landlord and Tenant may amend this Lease at any time provided
that such amendments make specific reference to this Lease, are executed in writing, approved by
the City Council following any required public hearing or noticing, and are signed by a duly
authorized representative of each organization. Amendments shall not invalidate this Lease but
may relieve or release either party from certain obligations contained herein.
11
6r 147. 10050\327 18497.1
ISIGNATURES ARE ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date first
above written.
Landlord:
THE S. ALAN SCHWARTZ and JACQUELINE F.
SCHWARTZ FAMILY TRUST dated Aprll 26,
1985 and THE STEVE HUFSTEDLER
REVOCABLE TRUST under DECLARATION OF
TRUST dated November 10,2017
By:
Trustee
By:
Trustee
Tenant:
CITY OF SAN JUAN CAPISTRANO
By:
Benjamin Siegel, City Manager
ATTEST:
Maria Morris, City Clerk
Approved as to Form:
Jeff Ballinger, City Attorney
12
6 1 147.10050\32718497 .1
EXHIBIT A
LEGAL DESCRIPTION AND DEPICTION
,,\
RECORDINC REQUESTED BY
DEPARTMENT OF TRANSPORTATION
WHËN RECORDED 1r/lAlL TO:
STATE OF CALIFORNIA
DEPARTMENT OF TRANSPORTAÏON
1750 E. 4TH STREET, SUITE IOO
SANrA ANA, CAUFORNIA 92705
ATTN: EVANGELINA WASHINGTON
R/WTITLES & ESCROW
@
codêa$3¿¿+309.-
RWMapNo.; E120080 APN:l¡/A
Reco¡ded in Official Records, Orangê County
Hugh Nguyen, Clerk-Rêcorder
Iilll,:lllllfl¡ilUll||lilfillliilllllUilUillUllllllL'llllll m oo
2018000241498 8:48 am 07102/18
37416D10 1123
6,60 6.60 0.00 0.00 30.00 0.00 0.000.000.00 0.00
13.^P
de.rrrôlrl¡ ''*33-A\
_ Cm$ted o tull value of property cinuelcd, o¡
_ Cornprted ôn full ve[Þ þBs value of llens or êncunb€næs
r€maining at lirne of saþ,
_ Unlnmrporel€d Arcs X City d Sån Juan Cspist€no
the un.þElgnod granto(s)
Oocumontary trrnsl8r tax b
I
',\I
\DIRECTOR'S DEET)
GRANT
-00022 ;hli.t¡r;j_r
Dlstrl{t Coünty Rou!9 PorüfllL l{umber
12 ORA 5 9.6
DD102499-01-01
1024992
102493-3
The State of Califomia, act¡ng by and through its D¡rector of Transportation, herelnaffer called STATE,
héreby grants lo
The S. Alan Schwsrtz and Jacquel¡ne F. SchwarE Family Trusl dated April 26, 1985 and The Steve
Hufstedler Revocable Trust under Declaration ofTrust dated Nov€mber 10, 2017,
hersinafier celled GRANTEE, that r€al propêrty in thê C¡ty of San Juan Caplstrano, County of Orange,
Stat6 of Califom¡a, as follows:
Patcel DD102¿199-01-01 doscdb€d in the attached Exhibit'A, end shown in the attached Exhibit'B',
which by these references aro included hêrein and made a part h€reof.
EXCEPTING unto the STATE all vehicle eccess rights to the adjacent publ¡c way over end across thal
Line described and showt as Parcel DD't02¡199{l{t{ Vehicle Access Denlal Line in said attached
Exhib¡t 1A' and E*ribit'B'.
RESERVII{G unto SAN DIEGO GAS & ELECTRIC COMPANY an essement as stated in the attached
Exhibit 'C', wtricþ by this rcference is included herein and made a part hereof; upon, over, under, and
äcross that land descdbed and shown as Parcol 102¡199.2 ìn said attached Exhibit'A and Exhibit 'B'.
RESERVING uNto COX COMMUNICATIONS CALIFORNIA, LLC., A DELAWARE LIMITED LIABILITY
COMPANY sn eåsement for ut¡lity purposes upon, over, under, and acroËs that land descrlbed and
shown es Patcol 102499-3 ¡n said attached Exhibit A and Þôibit'B'.
rlghts ot acco83, åppurtonant to lho âbovo doscdbod
rsal property in and to tùe
Subjecl to special assessmenb if any, rcstictions, reservalions, and easements of record
MAILTÆ(
STATEMENTSTO: 13402 Eton Place
Santa Ana, CA 92705
13
6 I 147.10050\32'11849't .1
ro2499-3
NN
VEHICL€
ÆCESS RIGHTS
RETNNEO Af STATE
FEE
AREA 57J7 SO.F|
DDt02199-Ot-Ot
'åîi:',nßoå:ß
P,O,B,
R714 - INST. NO.20140A0364295, REC, g-SEP-2AI4, OFFICIAL RECORÐS OF ORANGE CO., CA
R724 - INST. N0.20t4000336803, REC. 20-AUG-?2|4,0FFtCtAL REC?RDS 0F 0RAN6E C0., CA
NOTE, ÐISTANCES ARE USFT GRID. DIV¡DE 6RID 8Y 0.99995716 TO ABTAIN USFT GROUND DISTANCES
ACCESS DENIAL
IJJJJJ.J
CURVE TABLE'
Uf I L]Tf E ASE. RESERV AT IOII OELTA RADI US LE'IGTIl
c26r t r . 06' 57" 65. 89'. t 2. 40',
AREA IO SO.F|c262 6? A5' 3r " 26. r S', 28. 32'
c265 4? U'09" t 9. t 8', t 4, t ?
UTILIfI EASE. RESERVAf c261 2t " 55' 08" 70. J? 26. 90'
c27r t 1.45' 09" 70, J7 l8,tt'
A,REA ¡¿I SO,FT c272 0? 58', t O. 70, t2'3, 61'
o¡ço{)ia'r¡,Ê'-
LIIIE TABLE'
{¡)BE,ARI NG 0t sî(
.a{,
_s
L99t S2t " 5t' Oz"W 47, 30'
L992 ¡t77.49' t 8"V t 0.89'
L993 N74.59'.55"W 6,59',
\Q
\l(a
L991 N7 t ô 55' 50"W 7. 3A'
1995 N27.OÛ', 36"8 il,34'
L996 ¡l30. t 3',t t "E 4.42'
,nooþ 'Ltf3'PEn 1997 il60. t ¡', 56-W 4.05'
PER R.sA.246/32-43 1998 ìt34 0t ' 39" E 35, t t
L999 N53. 56', 46" E 57, t t '.
Lt 000 soo.28' t 2'v 84.22',
E'ilSrtilô STAIE R/i
PER R.5.8.216/J2-4J
Lt ot t s43. 24' ¡ I't 3^ 7g',
Lt at 2 il47" t 5' 04'E 3.60'
ALL AAUTTER'' RßHTS,
trtcLuDtN6 ACCESS Rt6HfS,
RETAINED AY STATE
Lt at 3 fl4?15'29"W 3.73'
urs.Lt 02t t153" 56. 46" E 9. 37
Lt O22 S38c | 2' 38'E t .83'
Lt 025 il514 55' O8',E 5. t t
Lt 024 ¡1JJ.07',1t"v t ,92'
Lt 025 553.56'. 16'w 5.27',
couÈsE \tf 0F EXETBIT 'BI SKETCfr
TO ACCOMPANY LEGAL DESCRIPTION
PAGE 2 OF 2
DATAM! NADrt EPOCE tgrt.ß OkANCE COUNTv EAevEfOB AttUSIùrENT
COORDTNATE SYSTEM: CCStt ZONß 6, COOÍDwATES, tßAßfNGS, DTSTANCßS
COîTDINED PACroR, a,t,t 57ta GÌOAND - AnluCOrrDtNDD rAcîon)
NOf TO rcALA
,nnoe;too)r-ø
ç ,$.o'
'Liltî ÙESCRrPTtoil r
PER R7I4
'ri';''::rr,rÍ Sl"j''it
" t
PER R7I1
14
6t 147. 10050\327 18497.1
EXHIBIT B
DEPICTION OF IMPROVEMENTS
Improvements - in yellow below - are conceptual and will not conflict with provisions in the lease that prohibit tenant from
making improvements that block the view of Del Taco. Working drawings to be approved by Landlord and Del Taco.
15
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6 l 1 47.1 0050\32718497 .1
EXHIBIT C
PRELIMINARY COST ESTIMATES FOR
THE IMPROVEMENTS
PRIVATELY-OWN ED HORTH EAST CORN ER TOTAT
Grading & Demo allowance $ s,soo.oo
Drainage sllowance $ g,sm.ot
I rrigation Al lor¡¡ance f sfl $ t6,soo.ûCI
6On Schinus S 4,5{n.oo
48'Pines $ ts,ooCI.oo
36" Citrus trees $ r4qoo.oo
15g shrubs S eofr!.oo
5g Succulent shrubs $ a,oco,oo
5g m¡sc shrubs $ rz,ooo.oo
3" mulch layer {sf}$ 3,(xJo.o{J
Soil prep/ fine rake {sff $ a,ast.oo
9O Day Maintenance $ goo.ûo
Masnnrywalls- 24" high S qo,ooo.oo
Contingency $ 3,fi)o.oo
Plans and processing S 9,000.0o
.Subfotsl 9ltg,sæ.w
Ge nera I conditions/site protection $ 9,768.so
Contractor fees and insurance $ tt,tss.oo
Suþfofa/Stot,ne.n
PrevailingWage $ sz r¿s.rs
Total $æo,ltt.ll
16
6l 147. 10050\327 18497.1
EXHIBIT D
MEMORANDUM OF LEASE
When recorded, retum to:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano , CA 92615
Attention: City Manager
Fee Exempt per Cal. Gov. Code,
ss 6103,27383
(Space Above for Recorder's Use)
Assessor Parcel Number 668-24I-38
MEMORANDIIM O F GROUND LEASE
This MEMORANDUM OF GROUND LEASE ("Memorandum"), dated to be effective
as of 2020, is entered into by THE S. ALAN SCHWARTZ AND JACQUELINE
F. SCHWARTZ FAMILY TRUST dated Apnl 26, 1985 and THE STEVE HUFSTEDLER
REVOCABLE TRUST under DECLARATION OF TRUST dated November 10, 2017
("Landlord") and the CITY OF SAN JUAN CAPISTRANO, a municipal corporation and general
law city ("City" or "Tenant").
1. Grant of Lease: Term.Landlord leases to Tenant, and Tenant leases from Landlord,
those certain premises located in the City of San Juan Capistrano, County of Orange, State of
Califomia, comprised of portions of Assessor Parcel Numbers 668-241-38, and legally described
and depicted in Exhibit 1 attached hereto and incorporated herein ("Premises"), for eighteen (18)
years (the "Initial Term"), subject to the provisions of that certain Ground Lease between the
parties hereto, dated 2020 ("Lease"). The provisions of the Lease are
incorporated herein by this reference.
2. Purpose. This Memorandum is prepared for the purpose of recordation only, and
it in no way modifies the provisions of the Lease. In the event of any inconsistency between the
provisions of this Memorandum and the Lease, the provisions of the Lease shall prevail.
3. Miscellaneous. The parties have executed this Memorandum of Lease as of the
date first set forth above on the dates and at the places indicated in their acknowledgments below.
4. Termination. When the Lease expires or is terminated, Tenant and Landlord shall
execute and deliver a termination of this Memorandum in form for recordation.
17
61 147.10050\32'.7 18497.1
ISIGNATURES ARE ON THE FOLLOWING PAGE]
LANDLORD:
THE S. ALAN SCHWARTZ ANd JACQUELINE F.
SCHWARTZ FAMILY TRUST dated April 26,
1985 and THE STEVE HUFSTEDLER
REVOCABLE TRUST under DECLARATION OF
TRUST dated November 10,2017
By:
Trustee
By:
Trustee
TENANT:
CITY OF SAN JUAN CAPISTRANO
By
Benjamin Siegel, City Manager
ATTEST:
Maria Morris, City Clerk
Approved as to Form:
Jeff Ballinger, City Attorney
18
6 1 147. I 0050\327 18497 .l
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On 2020before me,Notary Public,
personally appeared , 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 hislher/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 certif' 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:(seal)
19
)
)
6 I 147. I 0050\32'.7 18497 .l
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
)
)
On
personally appeared , 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 hislher/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
I certif,i 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:(seal)
20
2020before ffie, , Notary Public,
6 1 147.10050\327t8497 .1
,,,\
RECORDING REOUESÏED BY
DEPARTMENT OF TRANSPORTATON
WHEN RECORDED MAIL TO:
STATE OF CALIFORNIA
DEPARTMENT OF TMruSPONTENON
1750 E.4THSTREET, SUITE 1OO
SANTA ANA, CALIFORNIA 92705
ATTN: EVANGELINA WASHINGTON
R/W TITLES & ESCROW
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R/WMapNr.: 8120080 APN: t¡rA
Recorded in Ofüclal Records, Orange County
Hugh Nguyen, Clerk-Rêcorder
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2018000241498 8:48 am 07102118
37 416 D{0 1r 23
6,60 6.60 0.00 0.00 30,00 0.00 0.000.000.00 0,00
i3.ts
sçt.ñ
cinwlBd, or
_ CôrnF¡êd on ñll vâlß lêâ6 vålue of lisnB d emúnbrencêr
ma¡ning at üm of s8þ,
_ Unlmrporated AFå _L City oi San Juan Capistlm
Ol¡tdct County Rod.Pøfmll¡llumber
12 ORA Â 9.6
DD102499-01-01
102499-2
102499-3
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,\DIRECTOR'S DEED
GRANT
- 0AAZZ S{y : ¡;jrjri
The State of Califomia, äcting by and through its Direclor of Transportation, hereinañer cãlled STATE,
hereby grånts to
Ths S. Alan Schwartz ånd Jacqueline F. Schwartr Family Trust dated April 26, 19E5 and The Steve
Hufst€dlor Rêvocable Trusl under Declaral¡on ofTrust dâtåd Novêmbil 10, 2017,
hèrêinefiar call€d GRANTEE, that real prcperty in tha Gity of San Juan Capislrano, County of Orenge,
Stâte ot Calibm¡å, as follows:
Parcol DDf 02490{rl{t described in the attached Exhiblt'4, ånd shown in thè attached Exhibit'B',
wh¡ch by these referencer are included herê¡n and made a part h€rêof.
EXCEPrING unto th6 STATE all vsh¡cle access righb to lhe adjacsnt publicway over and âcross that
Line described and shown ââ Pafcel DDl02¡199{1{¡{ Vehlclê Acc€ag Denlal Llne in said attached
Exhibít A' and Exh¡bit'B'.
RESERVII{G unto SAN DIEGO GAS & ELECTRIC COMPANY an eas€ment as stated in the attached
Exhibit 'C', wfiicþ by lhis referencs ls included herein and made a part hereof; upon, over, und6r, end
across thât land d€scribèd ånd shown as Parcål 102¿199-2 in så¡d åttachðd Exhiblt'A' and Exhibit 'B'.
RESERVING unto COX COMMUNICATIONS CALIFORNIA, LLC,, A DELAWARE LIMITED LIABILITY
COMPANY en eaE€m€nl for ulil¡ty purposes upon, over, under, and across that land dêscribêd and
Èhown aô Parcôl 102499-3 h 6âid ettâch€d Exhlbit'A'and Eflibit'B'.
Thom 3h¡ll bo no abutto/s rlghts, lncludlng rlghts of âccess, sppurtonant to tfts abovs descrlbed
Þal prcperty ln and to the adlacent STATE froêrvåy.
Subjecl to spôciel åssessments if any, rÊsFic.t¡ons, reseryatíons, and eåsements ot record.
MAILTÆ(
STATEMENTS TO: 13402 Eton Place
Santa Ana, CA 92705
21
6l 147. 10050\327 18497.1
VEHICLE
acc¿ss ilaHTs
N€fNTED BI SÍATE
FEE
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R7t4 - tNST. N0,20t4000J64295, REC. 9-SEP-20l4,0FFICtAL RECORDS 0F 0RANGE C0., CA
R724 - fiiST, N0.20¡4400336803, REC. 20-AUG-20¡4, AFF¡CtAL RECARDS 0F 0RANGE C0., CA
NOTE: DISTANCES ARE USFT GRID. ÐIVIDE GRID BY 0.99995716 TO OBÍAIII USFT GROUND DISTANCïS
ACCESS DEN'AL
IJJ.JJJ-¡
CURVE TABLE.
UT I LI f'I EASE. RESE RV AT IOII ÐÊLfA BADI US LETG|H
c26¡ ' t . 06' 57" 63. 89', t 2, 40',
AREA ]O SO.F|c262 6?05', tt " 26. t J' 28,32',
__LEUE__eq.q.__
to2499-2
c2êt 12r u'09" t 9. t 8' r 4, r ?
Uf IL¡fT Af ION c2ê1 2t é 55' 08" 70, J? 26.90'
c27t t4.45'.09" 70,t? |LtÍ
AREA I1 SO,F|c27 2 o2 5a' t o.70- 32 3.61',
,reoÉ?rtl
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LINE TABLE'
tl BFARI T6 Dt sf
st"
qo
L99t S2t . 5t ' Oz'V 17. t0'
L992 il77.19' t 8"V t O. 89'
L99J r71.59',55'W 6,59'
Q
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v,
L991 t7t.55', 50"ü 7. 30'
¿
^.e44'
'iirn
L995 x2f. o8' 36" E t1.31'
L996 r3o.t 3'U"E 4.12
unßoÍh
.L173'PER 1997 t60" t t' 56"1v 4, A5'
PER R3.8.246/32"43 L998 H'?Ot' 39"8 35. t t'
1999 r53.56' 46'E 37. t t
Lt 000 s000 28' t 2"v 8,1. 22'
EXrSnN6 STAfE R/W
PER R's"A.2ß,/32.1J
L¡ Ot ' S4l. 21' t 8" E 3.79'
Lt or 2 x1f. t 5, 04. E 3.60',
ALL ASUT|EA'S NIEH|S,
ÙtcLüDttG AccEss aßHf s.
REîNilED AI S¡ATE
Lt ot J il4? 45' 29'W J,73',
rJJ.Lt o2l t53" 56', 16" Ê 9, J7'
1t022 536.t2'i6"t r,At
Lt 023 il'a.55',08'E 5.,t'
Lto24 I33607',13"W t.92'
1t025 553.56'.6"W 5. 27'
.or 0F EXHIBIT 'B' SKETCH
TO ACCOMPANY LEGAL DESCRIPTION
PAGE 2 OF 2
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