The URL can be used to link to this page

1988-0906_LIBROS Y ARTES DE SJC_Lease Agreement Amd• a AMENDMENT TO LEASE AGREEMENT SECTION 3.1 RENT BY AND BETWEEN THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic "LANDLORD" AND LIBROS Y ARTES DE SAN JUAN CAPISTRANO a California non-profit public benefit corporation "TENANT" 3. RE NT 3.1 Monthly Rental Payments. Tenant shall pay to Landlord a monthly rent per the attached EXHIBIT A, beginning on January 1, 1990 for and in consideration of the right of the use and possession of the premises. Said monthly rental payments shall be due and payable on the first day of every month during the Term and any extension thereof. The Executive Director of the San Juan Capistrano Community Redevelopment Agency Mandlord") is hereby authorized to defer such rental payments from time to time for a period not to exceed one (1) year. 0 April 6, 1990 InnouH ' N61 1776 Ms. Bea McArthur Libros y Artes Center for the Decorative Arts 31431 Camino Capistrano San Juan Capistrano, California 92675 Dear Bea, MEMBERS OF THE CITY COUNCIL ANTHONY L. BLAND LAWRENCE P. BUCHHEIM KENNETH E. FRIESS GARY L. HAUSOORFER PHILLIP R. SCHWARTZE CITY NANA OCR STEPHEN B JULIAN Enclosed for your convenience is the schedule of deferred rent payments as agreed to by the City of San Juan Capistrano and your organization. As you can see your first rental period is January - June 1990. Also included is an invoice for $2000.00 for the agreed rental amount of $500.00/month. This invoice covers January - April 1990. You will be receiving an invoice on a monthly basis for the applicable rent due beginning with May 1990. The amendment to the lease agreement reflecting this rent schedule is being prepared and will be presented for signatures within the next four weeks. Please contact me if you have any questions. SIncerely, aa�ck�l�� David P. Bentz Director of Administrd a Services DPB: ja Enclosure cc: Stephen B. Julian, City Manager 32400 PASEO ADELANTO. SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 4931171 i f RM City of San Juan Capistrano 12/7/89 Schedule of Deferred Rent Payments sssssssssssssssssssssssssssssssssssssss:ssssssssssssssssssssss:ssssssss ACTUAL DEFERRED MONTHLY RENTS CY FY RENTS ACTUAL ANNUAL TOTAL RENTS ----------------------------------------------------------------------- ----------------------------------------------------------------------- RENT 1 JAN - JUN 90 $500 $3,000 $16.998 $19,998 JUN - DEC 90 $500 $3,000 $16,998 $19,998 2 JAN - JUN 91 $750 $4,500 $15,498 $19,998 JUN - DEC 91 $750 $4,500 $15,498 $19,998 3 JAN - JUN 92 $1,000 $6,000 $13,998 $19,998 JUN - DEC 92 $1,000 $6,000 $13,998 519,998 4 JAN - JUN 93 $1,500 $9,000 $10,998 $19,998 JUN - DEC 93 $1,500 $9,000 $10,998 $19,998 5 JAN - JUN 94 $2,000 $12,000 $7,998 $19,998 JUN - DEC 94 $2,000 512,000 $7,998 $19,998 6 JAN - JUN 95 $3,333 $19,998 $0 $19,998 JUN - DEC 95 $3,333 $19,998 $0 $19,998 7 JAN - JUN 96 $3,406 520,335 ($437) 519,998 JUN - DEC 96 $3,479 $20,871 (5873) $19,998 8 JAN - JUN 97 $3,551 $21,308 ($1,310) 519,998 JUN - DEC 97 $3,624 $21,744 ($1,736) $19,998 9 JAN - JUN 98 $3,697 522,181 ($2,183) $19,998 JUN - DEC 98 $3,770 $22,618 ($2,620) 519,99E 10 JAN - JUN 99 $3,842 $23,054 ($3,056) $19,998 JUN - DEC 99 $3,915 $23,491 (53,493) $19,998 11 JAN - JUN 2000 $3,988 523,927 ($3,929) $19,998 JUN - DEC 2000 $4,061 324,364 ($4,366) $19,998 12 JAN - JUN 2001 $4,133 $24,801 ($4,803) $19,998 JUN - DEC 2001 $4,206 $25,237 ($5,239) $19,998 13 JAN - JUN 2002 $4,279 $25,674 (45,676) $19,998 JUN - DEC 2002 $4,352 $26,110 ($6,112) $19,998 14 JAN - JUN 2003 $4,425 626,547 ($6,549) $19,998 JUN - DEC 2003 $4,497 $26,984 ($6,986) $19,998 15 JAN - JUN 2004 $4,570 $27,420 ($7,422) $19,998 JUN - DEC 2004 $4,643 $27,857 ($7,859) $19,998 16 JAN - JUN 2005 $4,716 $28,293 ($8,295) $19,998 JUN - DEC 2005 $4,788 $28,730 ($8,732) $19,998 17 JAN - JUT 2006 $4,861 $29,167 ($9,169) $19,998 JUN - DEC 2006 $4,934 $29,603 ($9,605) $19,998 18 JAN - JUN 2007 $5,007 $30,040 ($10,042) 519,99E JUN - DEC 2007 $5,079 $30,476 ---------------------------------------- ---------------------------------------- ($10,478) $19,998 LEASE AGREEMENT BY AND BETWEEN "Agency Copy" THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic "LANDLORD" AND LIBROS Y ARIES DE SAN JUAN CAPISTRANO a California non-profit public benefit corporation "TENANT" ORIGI LEASE NAL THIS LEASE is entered into as of this 6th day of Se tember, 1988 by and between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate and politic "Landlord"), and LIBROS Y ARIES DE SAN JUAN CAPISTRANO, a California non-profit public benefit corporation ("Tenant"). R E C I T A L S This Lease is entered into with reference to the following facts: A. Landlord is the fee owner of that certain improved real property located in the Central Redevelopment Project Area in the City of San Juan Capistrano, County of Orange, State of California, more particularly described on Exhibit "A" attached hereto and referred to herein as the "Property". B. Those existing improvements located on the Property which are being leased to Tenant by Landlord pursuant to the provisions of this Lease (including without limitation the existing buildings) are referred to herein as the "Existing Improvements". C. The Property together with all improvements located thereon are collectively referred to herein as the "Premises". D. Tenant desires to lease the Premises from Landlord and Landlord desires to lease the Premises to Tenant for purposes of operating a cultural center for the study of the decorative arts for the Western United States pursuant to the terms and conditions stated in this Lease. In consideration of the foregoing Recitals and of the terms and conditions herein set forth and for other good and valuable consideration the adequacy and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. DEMISE 1.1 Demise. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, the Premises (including, without limitation, the Existing Improvements) for the term and upon the conditions and provisions set forth in this Lease. 1.2 Condition of Premises. Landlord shall deliver the Premises to Tenant on the Commencement Date (as such term is hereafter defined) and Tenant shall accept the Premises in the condition the Premises are in as of the Commencement Date. 1.3 Title; Quiet Enjoyment. Landlord represents and warrants to Tenant that Landlord is the fee owner of the Property (including, without limitation, the Existing Improvements). Landlord further represents and warrants to Tenant that so long as Tenant fulfills the covenants and conditions of this Lease, Tenant shall have throughout the entire term of this Lease and any extension thereof, peaceful and quiet possession of the Premises without any disturbance from Landlord or any person claiming through Landlord, subject to the terms and conditions herein set forth. Landlord further represents and warrants to Tenant that Landlord has good right, full power and lawful authority to make this Lease for the term of this Lease and any extension thereof. 2. TERM. 2.1 Initial Term. The term of this Lease (the "Term") shall commence on or about September 7, 1988 (the "Commencement Date") and shall expire on the sixth (6th) anniversary thereof, unless sooner terminated as herein provided. 6I 2.2 Option to Extend. Tenant is hereby given four (4) successive options to extend the Term on all of the terms and conditions contained herein. Said options shall be for a period of six (6) years (the "extended term") commencing on the expiration of the Term. Tenant may exercise the first of said options by giving Landlord notice ("Option Notice") thereof at least one hundred eighty (180) days before the expiration of the Term. Tenant may exercise subsequent options by Option Notice given at least one hundred eighty (180) days before the expiration of the extended term then in effect. If Tenant is in default on the date of giving any such Option Notice, such Option Notice shall be ineffective. If Tenant is in default on the date any extended term is to commence, the extended term shall not commence and this Lease shall expire at the end of the Term or first extended term then in effect, as the case may be. 3. RENT 3.1 Monthly Rental Payments. Tenant shall pay to Landlord basic monthly rent (subject to the adjustment provided in Section 3.2 hereof) in the amount of THREE THOUSAND THREE HUNDRED THIRTY-THREE DOLLARS AND THIRTY-THREE CENTS ($3,333.33) for and in consideration of the right of the use and possession of the premises. Said monthly rental payments shall be due and payable on the first day of every month during the Term and any extension thereof. The Executive Director of the San Juan Capistrano Community Redevelopment Agency ("Landlord") is hereby authorized to defer such rental payments from time to time for a period not to exceed one (1) year. 3.2 Cost of Living Adjustment. In the event Tenant exercises its option to extend the Term pursuant to Section 2.2 above, the monthly rent shall be adjusted. The cost of living adjustment to the monthly rental shall be calculated on the first day of each extended term (the "Adjustment Date") in the manner and pursuant to the following formula: A R = W x P In such formula "R" represents the adjusted monthly rental to be paid during the extended term for which rent is being computed under such formula; "W" represents the monthly rental paid by Tenant during the initial Term of the Lease ($3,333.33); "A" represents the Consumer Price Index (the "CPI") for all Urban Consumers, all items, most recently published and released two months prior to the Adjustment Date then being computed for the Los Angeles -Long Beach -Anaheim Metropolitan Area as reported by the United States Department of Labor, Bureau of Labor Statistics based upon the establishment of one hundred as the index for the years 1982-84; "P" represents the CPI released two months prior to the Commencement Date of the Lease. If the CPI which is used or published for any relevant time as provided in this Lease is based upon the establishment of 100 as the price index for a year or group of years other than 1982-84, the CPI to be substituted for "A" in the above formula shall be computed by converting the index as then issued or published to the basis of 100 as the price index for 1982-84. In the event that no such index is issued or published within one (1) year previous to each period for which such rent is being adjusted and computed hereunder or that said Bureau should cease to publish said index figure, then any similar index published by any other branch or department of the United States Government shall be used and if none is so published, then another index generally recognized as authoritive shall be substituted by agreement. In any event, the base used by any index shall be reconciled to the 1982-84 index. Notwithstanding anything to the contrary above stated, in no event shall the monthly rent be decreased below that payable immediately preceding the Adjustment Date in question. 09/01/88 0934n/2299/011 -2- 0 0 Landlord shall as promptly as practicable after the beginning of each extended term give notice to Tenant of the computations and determinations made pursuant to this Section 3.2. Until receipt of Landlord's notice, Tenant shall pay the monthly rent at the same rate applicable to the immediately preceding term. If at the time of Landlord's notice the total amount of monthly rent actually paid by Tenant with respect to the elapsed portion of the current year is less than the amount of the monthly rent required to be paid for such period as indicated in Landlord's notice, Tenant shall immediately pay to Landlord the amount of the deficiency. 3.3 Proration. Monthly rent for any partial month at the beginning or end of the Term (or any extension thereof) shall be prorated upon the basis which the number of days of the Term (or any extension thereof) in such month bears to the total number of days in such month. 3.4 Place and Manner of Payment. All payments of rent shall be made by Tenant to Landlord in lawful money of the United States and without notice or demand, at such place as Landlord may from time to time designate in writing. for the present, Landlord designates as the address for payment the address set forth for Landlord in Section 21 of this Lease. 4. USE. 4.1 Use. Tenant shall use the Premises for purposes of operating a cultural center for the study of the decorative arts for the Western United States or, subject to Articles 5 and 6 herein, any other lawful purpose to which Landlord consents, which consent shall not unreasonably be withheld. COMPLIANCE WITH LAWS AND WASTE. 5.1 Prohibition Against Waste. Tenant shall not use the Premises in any manner that will constitute waste, nuisance, or unreasonable annoyance to occupants of adjacent properties. S.2 Compliance With Law. Tenant shall comply with all laws concerning Tenant's use of the Premises, including, without limitation, the obligation that Tenant pay all costs to alter, maintain, or restore the Premises, so that the Premises is in compliance and conformity with all laws relating to its condition, use or occupancy during the Term or any extension thereof. 6. TAX COVENANT. 6.1 Tax Covenant. Landlord and Tenant each covenant and agree to take no action which would result in the interest received by Gephard R. Durenberger, the "Holder" of the Agency Promissory Note (the "Note") dated September 6, 1988 representing the Agency's obligation for the purchase of the Property and improvements thereon pursuant to the Agreement for the Acquisition of Real Property and Escrow Instructions by and between the Agency and Gephard R. Durenberger dated as of September 6, 1988, being includable in gross income for federal income tax purposes, if and to the extent that such payments are otherwise excludable from gross income for federal income tax purposes as of the date of this Agreement. In order to preserve the exclusion from gross income for federal income tax purposes of interest due with respect to the Note, Landlord and Tenant each covenant to comply with all applicable requirements of the Internal Revenue Code (the "Code"), together with any amendments thereto or regulations promulgated thereunder necessary to preserve such exclusion and specifically convenants, without limiting the generality of the foregoing, that% 6.1.1 it will not use nor permit the use of the Premises to generate a net amount of more than five percent (5%) of the principal or interest on the Note for any private business use, or enter into any arrangement such that more than five percent (5%) of the monthly rental payments due during the Term or any extension thereof under this Lease is, directly or indirectly, secured by any interest in (i) property used or to be 09/01/88 0934n/2299/011 -3- used for a private business use or (ii) payments in respect of such property or to be derived from payments whether or not to Landlord or Tenant in respect of property, or borrowed money, used or to be used for a private business use, all as set forth in Section 141(b) of the Code; or take any other action which would cause the Note to be a "private activity bond" which is not a qualified bond within the meaning of Sections 141(a) and 141(e) of the Code. TRADE FIXTURES. All furniture, fixtures, trade fixtures, equipment, and personal property installed by or at the expense of Tenant shall remain the property of Tenant during the Term or any extension thereof, and upon the expiration or sooner termination of this Lease, the provisions of Section 23.3 hereof shall control. Subject to the limitations described above in this Article 7, at any time during or within thirty (30) days after the expiration of the Term or any extension thereof, or upon the earlier termination of this Lease, Tenant may remove any or all of the furniture, trade fixtures, equipment and personal property installed by or at the expense of Tenant, as it may elect, provided that such removal is made in a neat and workmanlike manner and that Tenant repairs any damage caused to the Existing Improvements by such removal. TAXES AND ASSESSMENTS. 8.1 Real Property Taxes. Tenant shall pay, prior to delinquency, all general and special real property taxes and assessments levied or assessed against the Premises for any period which is inpluded within the Term or any extension thereof, 8.2 Proration of Tenant's Tax Liability. Tenant's liability to pay general and special real property taxes and assessments shall be prorated on the basis of a three hundred sixty-five (365) day year to account for any fractional portion of a fiscal tax year included in the Term (or any extension thereof) at its commencement and expiration. 8.3 Personal Property Taxes. Tenant shall pay before delinquency all taxes, assessments, license fees and other taxes that are levied and assessed against personal property installed or located in or on the Premises by Tenant and that become payable during the Term or any extension thereof. 9. UTILITIES AND SERVICES. Tenant shall make all arrangements for, and timely pay prior to delinquency, all utilities and services furnished to or used in connection with the Premises, including, without limitation, gas, electricity, water, telephone service, sewage and trash collection. 10. TENANT'S MAINTENANCE. Subject to the provisions of Article 15 hereof, during the Term and any extension thereof, Tenant at its cost shall keep and maintain the Premises in good and clean condition. 11. ALTERATIONS. 11.1 Requirements with Respect to Alterations. Tenant shall not make any structural or exterior alterations to the Premises in excess of ONE THOUSAND DOLLARS ($1,000.00) without Landlord's prior written consent, which consent shall not unreasonably be withheld. Tenant shall at its cost, have the right to make, without Landlord's consent, non-structural alterations to the interior of the building(s) constituting a part of the Premises. In making structural or exterior alterations requiring Landlord's consent, Tenant shall comply with the following: 09/01/88 0934n/2299/011 -4- f 11.1.1 Tenant shall submit reasonably detailed final plans and specifications and working drawings of the proposed alterations and the name of its contractor at least fifteen (1S) days before the date it intends to commence the alterations. 11.1.2 The alterations shall not be commenced until three (3) business days after Landlord has received written notice from Tenant stating the date the installation of the alterations will commence so that Landlord can post and record an appropriate Notice of Nonresponsibility. 11.1.3 The alterations shall be approved by all appropriate governmental agencies, and all applicable permits and authorizations shall be obtained before commencement of the alterations. 11.1.4 All alterations shall be completed with due diligence in substantial compliance with the plans and specifications and working drawings and all applicable laws. 11.2 Limitations with Respect to Alterations. Subject to the provisions of Article 7 pertaining to the removal of furniture, trade fixtures, equipment and personal property installed by or at the expense of Tenant, any alterations by Tenant shall remain on and be surrendered with the Premises on expiration or termination of this Lease, unless Landlord shall elect that such alterations be removed at no cost to Landlord. In the event Landlord elects that such alterations be removed, Landlord shall so notify Tenant in writing within ten (10) days after the termination of this Lease. 12. MECHANIC'S LIENS Tenant shall keep the Premises free and clear of all mechanic's liens resulting from construction done by or for Tenant or by or for any person holding through or under Tenant. Tenant shall have the right to contest the correctness or the validity of any such lien provided Tenant first procures and records a lien release bond issued by a corporation authorized to issue surety bonds in California in an amount equal to one and one-half (1-1/2) times the amount of the claim of lien. The bond shall meet the requirements of California Civil Code Section 3143 and shall provide for the payment of any sum that the claimant may recover on the claim (together with costs of suit, if it recovers in the action). 13. ASSIGNMENT AND SUBLETTING. Tenant shall not sublease or assign its interest in this Lease or in the Premises or any portion thereof without obtaining Landlord's prior written consent which consent shall not be unreasonably withheld subject, in particular, to the covenants of Article 6 of this Lease. 14, EXCULPATION, INDEMNITY AND INSURANCE. 14.1 Exculpation of Landlord. Landlord shall not be liable to Tenant for any damage to Tenant or Tenant's property except for any damage caused by any act or omission of Landlord or Landlord's authorized representatives. 14.2 Indemnity. Tenant hereby indemnifies and shall hold Landlord harmless from and against any loss, damage, injury or claim to the Premises or any person at any time occasioned by or arising out of: 14.2.1 Any activity, act or omission of Tenant or of anyone holding under or though Tenant or of any officer, agent, employee, guest or invitee of Tenant; or 14.2.2 The use or occupancy of the Premises or any part thereof by, under or though Tenant; or 09/01/88 0934n/2299/011 -6- 0 0 14.2.3 Any and all claims liabilities arising in connection with the liable for damage or injury occasioned by Landlord's authorized representatives. 14.3 Insurance. costs, attorneys' fees, and foregoing, but Tenant shall not be any act or omission of Landlord or 14.3.1 Tenant hereby agrees that it will carry and maintain during the Term and any extension thereof, at Tenant's sole cost and expense the following types of insurance, in the amount specified and in the form hereinafter provided: (a) Insurance (fire insurance with extended coverage) on the building, fixtures and other improvements that are a part of the Premises (inclusive of foundations, footings and similar structures below grade) against any peril generally included within the classification of "All Risks" excluding flood, in amounts at least equal to ninety percent (90%) of the replacement cost thereof. In addition, the fire insurance shall be written in such a manner that, in the event of a loss, the amount of coverage afforded the insured shall not be reduced or diminished by reason of the applications of any coinsurance or average clause. (b) Comprehensive general liability insurance covering liability of the insureds with respect to or arising out of the ownership, maintenance, use, or occupancy of the Premises, said insurance to have limits of not less than TWO MILLION DOLLARS ($2,000,000.00) combined single limit per occurrence for bodily injury, personal injury and property damage liability. (c) Insurance on all of Tenant's personal property, Tenant's improvements and alterations in or about the Premises against fire and any peril generally included within the classification of "Extended Coverage", with vandalism and malicious mischief endorsements, at least to the extent of ninety percent (90%) of their full replacement value without deduction or depreciation. The proceeds of any such policy shall be used by Tenant for the replacement of personal property or the restoration of Tenant's improvements or alterations. (d) Worker's Compensation insurance or permissible self-insurance for all employees of Tenant engaged on or with respect to the Premises with limits of liability not less than ONE HUNDRED THOUSAND DOLLARS ($100,000.00) or, if such limits are established by law, in such amounts. 14.3.2 All insurance required under this Section 14.3, including the comprehensive general liability insurance, shall (a) provide that coverage shall not be revised, cancelled or reduced until at least thirty (30) days' written notice of such revision, cancellation or reduction shall have been given to Landlord; and (b) be issued by insurance companies which are qualified to do business in the State of California and which have a current rating of at least B plus in Best's Insurance Guide. Notwithstanding anything to the contrary contained herein, any insurance required to be carried by Tenant pursuant to this Section 14.3 may be furnished by Tenant under any blanket policy carried by it or by separate policy. 14.3.3 The comprehensive general liability insurance to be maintained pursuant to this Section 14.3 shall: (a) Name Landlord as additional insureds: (b) Apply severally as to Tenant and Landlord; (c) Cover each of them as insureds in the same manner as if separate policies had been issued to each of them; 09/01/88 0934n/2299/011 -6- (d) Contain no provision affecting any rights which any of them would have as claimants if not so named as insured: and (e) Be primary insurance with any other valid and collectible insurance available to Landlord constituting excess insurance. 14.3.4 The Fire Insurance provided for hereunder to be maintained shall name Landlord as insured as its respective interests appear. 14.3.5 A policy, or a certificate of the policy, shall be deposited with Landlord by Tenant with regard to that insurance required to be procured by Tenant pursuant to this Section 14.3 Upon commencement of this Lease, and on renewal, not less than fifteen (15) days before expiration of the term of the policy. 14.3.6 The parties release each other, and their respective authorized representatives, from any claims for damage to any person or to the Premises and to the fixtures, personal property, tenant improvements, and alterations of either Landlord or Tenant in or on the Premises that are caused by or result from risks insured against under any insurance policies carried by the parties and in force at the time of any such damage. 14.3.7 Each party shall cause each insurance policy obtained by it to provide that the insurance company waives all right of recovery by way of subrogation against either party in connection with any damage covered by any policy. Neither party shall be liable to the other for any damage caused by fire, or any of the risks insured against under any insurance policy required by this Lease. 15. DESTRUCTION. 15.1 Destruction Due to Risk Covered By Insurance. If, during the Term or any extension thereof, the Premises are totally or partially destroyed from a risk covered by the insurance described in Article 14, rendering the Premises totally or partially inaccessible or unusable, Tenant shall restore the Premises to substantially the same condition as they were in immediately before destruction, whether or not insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate the Lease, provided, however, if the existing laws do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. 15.2 Destruction Due to Risk NotCovered by Insurance. If, during the Term or any extension thereof, the Premises are totally or partially destroyed from a risk not covered by the insurance described in Article 14 (and not caused by any negligent or willful act of Tenant), rendering the Premises totally or partial inaccessible or unusable, Landlord may, at Landlord's option either (i) repair such damage as soon as is reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such damage is repaired) or (ii) give written notice to Tenant within thirty (30) days after the date of the occurrence of such damage of Landlord's intention to cancel and terminate this Lease as of the date of the occurrence of such damage. In the event Landlord gives such notice of Landlord's intention to cancel and terminate this Lease, Tenant shall have the right within thirty (30) days after receipt of such notice to give written notice to Landlord of Tenant's intention to repair such damage ("Tenant's Repair Notice"), in which event (i) this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such destruction is repaired) and (ii) Tenant shall make the repairs as soon as is reasonably possible. If Tenant does not deliver Tenant's Repair Notice to Landlord within the thirty (30) day period set forth herein, this Lease shall be cancelled and terminated as of the date of the occurrence of said damage. 09/01/88 0934n/2299/011 -T- 15.3 Adjustment of Insured Loss. If, during the Term or any extension thereof, the Premises are damaged or destroyed by a risk covered by the insurance described in Article 14, Tenant or, at Tenant's option, the affected subtenant(s), shall make the adjustment with the insurance company insuring the loss. The proceeds shall be paid directly to Tenant, or at Tenant's option, to the affected subtenant, for the sole purpose of making the restoration of the Premises. 15.4 Loss During Last Part of Lease Term. If destruction to the Premises occurs during Che last year of the Term or during any option period described in Section 3.2 above, Tenant may terminate this Lease by giving written notice thereof to Landlord not more than thirty (30) days after the destruction. 16. CONDEMNATION. 16.1 Definitions. 16.1.1 "Condemnation" means (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a Condemnor and (b) a voluntary sale or transfer by Landlord to any Condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. 16.1.2 "Date of Taking" means the date the Condemnor has the right to possession of the property being condemned. 16.1.3 "Award" means all compensation, sums or anything of value awarded, paid or received on a total or partial condemnation. 16.1.4 "Condemnor" means any public or quasi -public authority, or private corporation or individual, having the power of condemnation. 16.2 Parties' Rights and Obligations To Be Governed By Lease. If, during the Term or any extension thereof, there is any taking of all or any part of the Premises or any interest in this Lease by condemnation, the rights and obligations of the parties shall be determined pursuant to the provisions of this Article 16. 16.3 Total Taking. If the Premises are totally taken by condemnation, this Lease shall terminate on the date of taking. 16.4 Partial Taking. 16.4.1 If any portion of the Premises is taken by condemnation, this Lease shall remain in effect, except that Tenant can elect to terminate this Lease if twenty-five percent (25%) or more of the total number of square feet in the building(s) that is a part of the Premises is taken or if the remaining portion of the building that is a part of the Premises is rendered unsuitable (as determined by Tenant on a reasonable basis) for Tenant's continued use of the Premises. If Tenant elects to terminate this Lease, Tenant must exercise the right to terminate pursuant to this Section 16.4.1 by giving written notice to Landlord within fifteen (15) days after the nature and extent of the taking have been finally determined. If Tenant elects to terminate this Lease as provided in this Section 16.4.1, Tenant also shall notify Landlord of the date of termination, which date shall not be earlier than thirty (30) days nor later than ninety (90) days after Tenant has notified Landlord of its election to terminate; except that this Lease shall terminate on the date of taking if the date of taking falls before the date of termination as designated by Tenant. If Tenant does not terminate this Lease within the fifteen (15) day period referred to above, this Lease shall continue in full force and effect, except that monthly rent shall be reduced pursuant to the provisions of Section 16.4.2 below. 09/01/88 0934n/2299/011 -8- • 0 16.4.2 If any portion of the Premises is taken by condemnation and this Lease remains in full force and effect, on the date of taking the monthly rent shall be reduced by an amount, to be determined by Landlord using reasonable standards, that is in the same ratio to monthly rent as the value of the area of the portion of the Premises taken bears to the total value of the Premises immediately before the date of taking. 16.5 Restoration of the Premises. 16.5.1 If there is a partial taking of the Premises and this Lease remains in effect pursuant to the provisions of Section 16.4 hereof, then Tenant, at its sole cost and expense, shall promptly accomplish all necessary restoration to the improvements on the Premises (as reasonably determined by Tenant). 16.5.2 Neither rent nor any of the other obligations of Tenant under this Lease shall be reduced or abated during the restoration period except as provided for in Section 16.4.2. 16.6 Award -Distribution. The condemnation award shall belong to and be paid to Landlord, except that Tenant shall receive from -the award the following: 16.6.1 A sum attributable to Tenant's improvements or alterations made to the Premises by and at the expense of Tenant in accordance with this Lease, which Tenant's improvements or alterations Tenant has the right to remove from the Premises pursuant to the provisions of this Lease but elects not to remove; or, if Ienant elects to remove any such Tenant's improvements or alterations, a sum for reasonable removal and relocation costs not to exceed the market value of such improvements or alterations. 16.6.2 A sum attributable to that portion of the award constituting severance damages, to the extent reasonable, for Tenant's restoration of the Premises and improvements situated thereon (excluding Tenant's personal property), if and only if the taking is a partial taking and the Lease continues in effect following such partial taking pursuant to the provisions of Section 16.4 above, and Tenant is obligated to accomplish restoration of the Premises. 16.6.3 A sum paid to Tenant from the Condemnor for loss of good will. 16.6.4 A sum attributable to the "bonus value" of the Lease, (i.e., any excess of the market value of the Premises, exclusive of Tenant's improvements or alterations for which Tenant is compensated under this Section 16.6, for the remainder of the term of the Lease, over the present value at the date of the taking of the rent payable for the remainder of the term of the Lease.) 16.7 Temporary Taking. The taking of the Premises or any part of the Premises by military or other public authority shall constitute a taking of the Premises by condemnation only when the use and occupancy by the taking authority is continued for longer than ninety (90) consecutive days. During the ninety (90) day period all provisions of this Lease shall remain in full force and effect, except that rent shall be abated or reduced during such period of taking based on the extent to which the taking interferes with Tenant's use of the Premises, and Landlord shall be entitled to whatever award may be paid for the use and occupation of the Premises for the period involved. 17. HOLDING OVER. Should Tenant for any reason remain in possession of the Premises, or any part thereof, after the expiration of this Lease with the consent of Landlord, such holding over shall constitute a tenancy from month to month only, upon the same conditions and at the same rental provided to be paid for 09/01/88 0934n/2299/011 -9- 0 • the period immediately preceding expiration of the Lease; provided, however, that nothing contained herein shall be construed to give Tenant any rights to so hold over or to continue possession of the Premises after expiration of the Term or any extensions thereof. 18. BREACH OF LEASE. 18.1 Events of Default. Each of the following events shall be considered a default and breach of this Lease by Tenant: 18.1.1 Failure to pay any installment of rent or other sum when due, and such failure continues for ten (10) days after written notice thereof from Landlord; 18.1.2 The vacating or abandonment of the Premises in its entirety by Tenant (failure to occupy and operate the Premises for forty-five (45) consecutive days shall be deemed abandonment and vacation); 18.1.3 Failure to perform or breach of any other covenants, conditions or restrictions provided in this Lease to be kept or performed, if such failure or breach continues for thirty (30) days after written notice thereof from Landlord specifying such failure or breach without being cured, provided, however, that if the nature of Tenant's breach is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in breach if Tenant commences such curing action within said thirty (30) day period and thereafter diligently prosecutes such curing action to completion. Notices given under this Section 18.1 shall specify the alleged default. No such notice shall be deemed a forfeiture or termination of this Lease unless Landlord so elects in the notice. 19. REMEDIES IN THE EVENT OF BREACH. 19.1 Cumulative Nature. Landlord shall have the remedies set forth in this Article 19 if Tenant commits a default. These remedies are not exclusive; they are cumulative in addition to any remedies now or later allowed by law. 19.2 Tenant's Right to Possession Not Terminated. Landlord can continue this Lease in full force and effect, and the Lease will continue in effect as long as Landlord does not terminate Tenant's right to possession, and Landlord shall have the right to collect rent when due. During the period Tenant is in default, Landlord can enter the Premises and relet them, or any part of them, to third parties for Tenant's account. Tenant shall be liable immediately to Landlord for all reasonable costs Landlord incurs in reletting the Premises. Reletting can be for a period shorter or longer than the remaining term of this Lease. Tenant shall pay to Landlord the rent due under this Lease on the dates the rent is due, less the rent Landlord receives from any reletting. No act by Landlord allowed by this Section 19.2 shall terminate this Lease unless Landlord notifies Tenant that Landlord elects to terminate this Lease. After Tenant's default and for so long as Landlord does not terminate Tenant's right to possession of the Premises, if Tenant obtains Landlord's consent, Tenant shall have the right to assign its interest in this Lease, but Tenant shall not be released from liability. Landlord's consent to a proposed assignment shall not be unreasonably withheld. Following Tenant's default, and for so long as Landlord does not terminate Tenant's right to possession of the Premises, Tenant shall have the right to sublet its interest in this Lease, or any portion thereof, without Landlord's consent. 19.3 Termination of Tenant's Right to Possession. Landlord can terminate Tenant's right to possession of the Premises at any time Tenant is in breach under this Lease as provided in Article 18 above. No act by Landlord other than giving notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to re Let the Premises, or the appointment of a receiver on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On termination, Landlord has the right to recover from Tenant: 09/01/88 0934n/2299/011 -10- 0 • 19.3.1 The worth, at the time of the award, of the unpaid rent that had been earned at the time of termination of this Lease; 19.3.2 The worth, at the time of the award of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease until the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and 19.3.3 The worth,_ at the time of the award, of the amount by which the unpaid rent for the balance of the Term or any extensions thereof after the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and 19.3.4 Any other amount, and court costs, necessary to compensate Landlord for all detriment proximately caused by Tenant's default. "The worth, at the time of the award", as used in Sections 19.3.1 and 19.3.2 above, is to be computed by allowing interest at the rate of ten percent (10%) per annum, "The worth, at the time of the award", as referred to in Section 19.3.3 above, is to be computed by discounting the amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%). 20. ESTOPPEL CERTIFICATE. Each party shall upon fifteen (15) days written notice from the other party execute, acknowledge and deliver to the other party for the benefit of such other party and for the benefit of third parties relying thereon, a statement in writing certifying that the Lease is unmodified and in full force and effect or stating the nature and extent of any existing modifications, and the dates to which the monthly rent and other charges are paid in advance, if any, and acknowledging that there are not, to such other party's knowledge, any uncured defaults on the part of either party hereunder, or specifying such defaults if any are claimed. 21. PAYMENTS AND NOTICES. All rents and other sums payable by Tenant to Landlord shall be paid at the address provided below. Any notice to be given or other document to be delivered by either party to the other hereunder may be delivered in person to either party, or may be deposited in the United States Mail, duly registered or certified, with postage prepaid and address to the party for whom intended, as follows: To Landlord: San Juan Capistrano Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, California 92675 Attn: Executive Director To Tenant: Libros Y Artes de San Juan Capistrano 31431 Camino Capistrano San Juan Capistrano, California 92675 Attn: President Either party may, from time to time, by written notice to the other, designate a different address which shall be substituted for the one above specified. If any notice or other document is sent by registered or certified mail and mailed in the State of California, as aforesaid, the same shall be deemed served or delivered within forty-eight (48) hours after the mailing thereof. 09/01/88 0934n/2299/011 -11- �J 22. NON-DISCRIMINATION. 0 The tenant convenants by and for itself, its successors and assigns, and all persons claiming under or through it, and this Lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the Tenant itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased. 23. GENERAL. 23.1 Attorneys' Fees. In the event that any action is brought by either party against the other for the enforcement or declaration of any rights or remedies in or under this Lease, or for the breach of any covenant or condition of this Lease, the prevailing party shall be entitled to recover from the losing party such amount as the court may judge reasonable as attorneys' fees and costs of suit with respect thereto. 23.2 Waiver. No waiver of any breach of any of the terms, covenants, agreements, restrictions or conditions of this Lease shall be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions and conditions thereof. The subsequent acceptance of rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant, or condition of this Lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of such rent. No covenant, term or condition of this Lease shall be deemed to have been waived by either party, unless such waiver be in writing by such party. 23.3 Surrender. Tenant shall on the expiration or sooner termination of the Term or any extension thereof, surrender to Landlord the Premises (excluding all movable furniture, trade fixtures, equipment and personal property installed by Tenant), free of subtenancies, and in good condition and repair, reasonable wear and tear excepted. Any furniture, trade fixtures, equipment and personal property belonging to Tenant or to any subtenant (collectively, the "Equipment") may be removed by or at the expense of Tenant or such subtenant any time during or within thirty (30) days after the expiration or the termination of this Lease, provided that (i) such removal is made in a neat and workmanlike manner, (ii) Tenant or any subtenant repairs any damage caused to the building(s) on the Premises and (iii) if the Equipment is not removed on the expiration or sooner termination of this Lease (the "Expiration Date'% Tenant shall pay to Landlord on the Expiration Date an amount equal to one-half (1/2) of the then monthly rent, in order to preserve Tenant's right to remove the Equipment for fifteen (15) days after the Expiration Date, and shall pay an additional amount equal to one-half (1/2) of the then monthly rent on the two (2) week anniversary date of the Expiration Date in order to preserve Tenant's right to remove the Equipment for the remainder of said thirty (30) day period. Subject to Landlord's right to require alterations to be removed pursuant to Section 11.2 above, if any movable furniture, trade fixtures, equipment or personal property belonging to Tenant or to any subtenant is not removed from the Premises within thirty (30) days after the termination of this Lease, any of such items not so removed shall be deemed abandoned and shall become the property of Landlord without any payment or offset therefore. 23.4 Sale of Premises. If portion of the Premises, Landlord on shall be released from any liability Landlord's successor has assumed in Landlord's obligations. 09/01/88 0934n/2299/011 Landlord sells or transfers all or any consummation of the sale or transfer, thereafter accruing under this Lease if writing, for the benefit of Tenant, -12- 23.5 Time of the Essence. Time is expressly declared to be of the essence of this Lease. 23.6 Headings and Titles. The marginal headings or titles to the articles and sections of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease. 23.7 Entire Agreement. This Lease and any exhibit attached hereto, and made a part hereof, contain the entire agreement of the parties with respect to the matters covered hereby, and no other agreement, statement or promise made by any party, or to any employee, officer or agent of any party, which is not contained herein, shall be binding or valid. 23.8 Broker. Each of the parties represents and warrants that there are no claims or brokerage commissions or finder's fees in connection with the execution of this Lease. Each of the parties agrees to indemnify the other against and hold it harmless from all liabilities arising from any such claim including without limitation, the cost of reasonable attorneys' fees in connection therewith. 23.9 Partial Invalidity. If any term, provision, condition or covenant of this Lease or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Lease, or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 23.10 Applicable Law. This Lease and all provisions hereof shall be governed by and construed in accordance with the laws of the State of California. 23.11 Modifications. Any alteration, change or modification of or to this Lease, in order to become effective, shall be made by written instrument or endorsement hereon and in each such instance executed on behalf of each party hereto. 23.12 Corporate Authority. Each individual executing this Lease on behalf of Tenant, a California non-profit public benefit corporation, represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said corporation, in accordance with a duly adopted general or specific resolution of the Board of Directors of said corporation or in accordance with the bylaws of said corporation, and that this Lease is binding upon said corporation in accordance with its terms. 23.13 Force Majeure. The time within which either party hereto shall be required to perform any act under this Lease shall be extended by a period of time equal to the number of days during which the performance of such act is delayed unavoidably by inclement weather, enemy action, civil disturbance, unavoidable fire or casualties, acts by the other party, or governmental restrictions imposed or mandated by governmental entities other than the Agency. 23.14 Landlord's Right of Inspection. Subject to any security measures reasonably imposed by Tenant, Landlord and its authorized representatives shall have the right to go upon and inspect the Premises, during normal business hours, provided Landlord shall not unreasonably interfere with the operation of the respective businesses of Tenant and its subtenants, and Landlord shall have the right to post and keep posted thereon notices of nonresponsibility and other notices which Landlord may deem reasonably proper for the protection of Landlord's interest in the Premises. 09/01/88 0934n/22991011 -13- 23.11 Singular and Plural. When required by the context of this Lease, the singular shall include the plural. 23.16 Memorandum of Lease. This Lease shall not be recorded. However, upon the request of either party hereto, a Memorandum of this Lease shall be duly executed and acknowledged by Landlord and Tenant. 23.17 Joint and Several Obligations. If more than one (1) person or entity is referred to herein as the Landlord, the obligations imposed on that party shall be joint and several. IN WITNESS WHEREOF„ the parties hereto have executed this Lease on the day and year first above written. ATTEST: C ry Ann H v , Agency Secretary APPROVED AS TO FORM: Thomas C. Clark, Agehey Counsel 09/01/88 0934n/2299/011 SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY By: I�/ ,_�5--, f,� Its: Kenneth E. Friess. Chairman LISROS Y AA, a Californi corporation -_/_4 Its: By: Its: -14- "Landlord-- DE Landlord"DE SAN JUAN CAPISTRANO, n -profit public benefit )o "Tenant" EXHIBIT "A" LEGAL DESCRIPTION OF THE PREMISES Lot 4 of Tract No. 103, as shown on a map recorded in Book 11, pages 29 to 31 inclusive of miscellaneous maps, records of Orange County, California. 0934n/2299/011 EXHIBIT "A" 0 E 17�Ll�lU�►l��JZ�l:�l; ._ LL" J ' • • 1 1 The Finance Officer's Report of Cash Fund Balances for the month of May 1995 in the total amount of $33,070.13 was received and filed. •11 1►. u 1. RECONVEYANCE OF PROPERTY - 31431 CAMINO CAPISTRANO D ER R 670 0 Finding for Consideration of Off -Agenda Item: It was moved by Director Nash, seconded by Director Campbell, and unanimously carried to find that this item was not available prior to publication of the Board agenda and consideration was necessary at this time. Written Communication: Report dated July 5, 1995, from the Executive Director, advising that in order to complete the reconveyance of the property located at 31431 Camino Capistrano back to Gep Durenberger, a Resolution must be adopted approving the Grant Deed and authorizing the Executive Director to execute the Deed. Adoption of Resolution Approving the Deed Granting the Prop= to Mr. Durenberger: It was moved by Director Jones, seconded by Director Hart, that the following Resolution be adopted: RESOLUTION NO CRA 95-7-5-2 APPROVING DEED GRANTING PROPERTY TO GEPHARD R D 1RENBE.RGER AND AUTHORIZINCr EXECUTIVE DIRECTOR TO l 1TE DEED - A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, APPROVING A DEED GRANTING PROPERTY LOCATED AT 31431 CAMINO CAPISTRANO TO GEPHARD R. DURENBERGER AND AUTHORIZING EXECUTIVE DIRECTOR TO EXECUTE DEED The motion carried by the following vote: AYES: Directors Campbell, Hart, Jones, Nash, and Chairman Swerdlin NOES: None ABSENT: None The Board reces to the Co erimeeting at 8:20 p.m. and reconvened in Closed Session at 8:43 P.M. for. CRA Minuted' -3- 7/5/95 1."Conference with Real Property Negotiator per Government C ie Section 5-: t56.8 for pr erty located at the Capistrano Depot, 26701 Verdugo S . -et, with Ceuar Creek Inn/Magic Holding Company, Inc. as negotiating parties, to consider prise and terms of 2. Conference '" th Legal Counsel, Existing Litigation, per GoverrmeO Code Section 54956.9, for the case kn wn as McLaughlin, etc. v. San JulCapistranommunity Redevelopment Agency, et al;Conference with Le Counsel, Anticipated overnment Code Section 54956.9(b), for signific exposure to litigation iGovernment Code Section 54956.9(c), the initiation litigation in two cas 4. Liability Claims per Government Code against the San Juan Capistrano mmy The Agency Secretary was excused ;tion 54956.95, San Juan Partners claimants, Redevelopment Agency. the meeting reconvened at 11:05 p.m. Mr. Denhalter advised that with p6gard to Item #3, the 1) A three-day notice fix non-payment of rent was to be 2 Thursday, July 6, 95 (vote was 4-0-1, with Director actions were taken: ;d to tenant Vaquero West on abstaining); 2) A 30 -day not a for breach of lease be delivered to tenants Kqfly Ware of KW Concrete Pumping Laguna Asphalt Paving on Thursday, July 6 (vote as 4-0-1, with Director Jones abs 'Hing); and 3) A /thr-day notice for non-payment of rent be delivered to tenant Juarez on Thursday, July 6 (v 5-0). no action to report on any of the remaining items. There being no further business before the Board, the meeting was adjourned at 11:06 p.m. to the next regular meeting date of Tuesday, July 18, 1995, at 7:00 p.m. in the City Council Chamber. ATTEST: Respectfully submitted, DAVID SWERDLIN, CHAIRMAN CHERYL JOHNSON, AGENCY SECRETARY CRA Minutes -4- 7/5/95 Note: AGENDA BOARD OF DIRECTORS SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY July 5, 1995 1: ►Y1► 2. ROLL CALL: Directors Campbell, Hart, Jones, Nash and Swerdlin 1. Adoption of the Fiscal Budget for Fiscal Year Beginning July 1, 1995 and Ending June 30, 1996 (330.20) (CONTINUED FROM JUNE 20, 1995) W 10 0 U, 11T f3 ►Y I[a7:" ► 1. Approval of Community Redevelopment Agency Minutes - a. Regular Meeting of June 6-,1995 b. Special Meeting of June 14, 1995 2. Receive and File Warrants of June 21, 1995 (300.30) 3. Receive and File Cash Balances by Fund for May, 1995 (330.50) D. BOARD ACTIONS None ADDITIONAL ITEM Reconveyance of Property - 31431 Camino Capistrano (Durenberger) (670.20) 8:16 p.m. All present Hearing held; Res #1 adopted approving e:tpendittues of $4,362,832 for FY 1995- 96. H, J 5-0 J, H 5-0 Approved as submitted Approved as submitted Received and Sled Received and filed N, C & 5-0 to find item not available prior to publication of Agenda and action necessary at this time. Res #2 adopted approving Deed granting property back to W. Durenberger & authorizing Exec Dir to execute Deed. J, H 5-0 3 . � Reported Septe er 3, 199 , from the C Manager, recommen ing that new contract Robert Greenwoo and Ass ciates to exr services as the ty's Con ulting Archaeo: perio Cass7ndra Wa er, Commu ity Development, k4; unity Development entered into with . Ms. Greenwood's .st for a one-year , made an oral In /.resp6nse to Director Vasquez,he Executive Director ad,4i that copies o the firm's rate schedule would be prpvided to the Board. Its was moved by Direc r Hau orfer, seconded b� Directot F 'ess, and unanimousl c ried that the Agz;eement for Co sulting Services with R erta Greenwood and A sociates e ap roved for a one-year riod ending September 0, 1992 in an mount not to excee $2 ,000. CLOS 8 a N The Agency Board of Directors and th it y Coun conve to_a Closed Session at 7:27 p.m., for discussion o pending litigation per Government Code Section 54956.9(a) (Committee to Restore Integrity v City) and reconvened at 7:37 p.m. / 4. DECORATIVE ARTS STUDY CENTER (600 -*Q) This item was heard jointly with the City Council. Written Communication: Report dated September 3, 1991, from the City Manager and the Community Redevelopment Agency Executive Director, recounting the development of the Libros y Artes group and the Decorative Arts Study Center and their financial relationship with the City and the Agency. The report set forth financial arrangements of similar institutions in the County. The report further recommended that in order to alter the relationship between the City/Agency and the Center to one of support and encouragement the following course of action be taken: a. The Lease Agreement between the Agency and Libros Y Artes for the Center be amended to provide for a $1.00 -per -year lease payment; -2- 9/3/91 b. A charter be created to define the relationship between the City and the Center and to establishment the expectations and responsibilities of the parties involved, and C. Capital improvements to the property be accepted in lieu of demanding past -due rent. Mr. Julian presented the staff report. Public comments: The following persons addressed the City Council/Agency Board of Directors: (1) Joe Bush, 30151 Saddleridge Drive, member of the Board of Libros Y Artes, noted the need for community support in order to solicit recurring private and public funding for the Center. (2) Jack Pike, 31587 Aguacate Road, Director of the Center, spoke regarding the hiring of a new Director and the Center's emphasis on education. (3) Bob Jones, Mission Viejo, noted the story -telling festival at the Center scheduled for October 11 and 12 and the success of a similar annual event in Jonesboro, Tennessee. (4) Amy Aspell, 32772 Via Malaga, arts administrator, spoke regarding the Center's positive economic impact on the community. (5) Norman Nuremberg, Los Angeles, member of the Board of Directors for the Center, noted his involvement with the community over the last 13 years. (6) Bill Carlson, Laguna Niguel, spoke regarding the recognition and benefits the Center brings to the City. (7) Ms. Dale Sercher, owner of the Plaza Arts Center, 31921 Camino Capistrano and newly elected chairperson of the Capistrano Valley Arts Council. (8) Joan Scarantino, 27441 Ortega Highway, felt that the proposal to lease the property to the Center for $1 per year was unfair to other organizations in the City that could also benefit from such a financial arrangement. She felt that many of the City's residents were unaware of the Center's existence. (9) Eve Kilgren, Seal Beach, cited support of the Center. -3- 9/3/91 0 0 (10) Carlos Negrete, 27422 Calle Arroyo, stated that the Center lost its corporate status and that may be true of its non-profit status. He stated the lease is improper and invalid if there is no corporate status. He requested that Director Hausdorfer abstain due to his prior membership on the Center's Rent Committee. (11) Ted Stroscher, 31882 Del Obispo Street, emphasized the benefit received by the business community due to the Center and cited his support of the Center. (12) Ruth Jacobson, 25602 Charro Drive, member of the Board of Directors for the Center and Education Chairperson, spoke regarding the educational use of the Center by design students at Saddleback College. She also stated that the curator for the Center, Mrs. Rickardson, forwarded her support of staff's recommendation. (13) Gordon Furth, Monarch Beach, stated that the corporate status of Libros y Artes was valid, as was the tax exempt status. (14) Mark Clancey, 31982 Via de Linda, representing historic preservation in the community. He stated that the General Plan called for the creation of a Cultural Heritage Foundation envisioned by the General Plan to be instrumental in acquiring funds to build a museum for exhibiting historic and archaeological resources founding in the City and acquiring, restoring and maintaining historic resources. He felt that the commitment of resources to the Center might threaten the Redevelopment AGency's ability to carry out its responsibility to the cultural heritage of the old pueblo. To demonstrate his point that the Decorative Arts Center was not fulfilling the General Plan requirement for a cultural non-profit foundation, he read a letter dated October 22, 1990 from Florinda Mintz, Discovery Festival Project Director to the Decorative Arts Center stating that since the Center had difficulty including the interests of the American Indian in the "Spain 1992" exhibit, the Festival of Discovery would withdraw from that exhibit. (15) Terri Whitcomb, San Diego, noted the collection of 18th Century furniture being donated by Mel Martin for exhibit at the Center. She further stated that the Center was not elitist and ethnic groups were included in the Center's planning. -4- 9/3/91 Council/Board Comments: Director Hausdorfer concurred with staff's recommendations and noted the decision of the Council many years ago to support the Center. He felt that the Center should be given the opportunity to grow before it can become independent because its contributions to the community, county, and nation were more significant than the financial issues. He suggested that a condition be added to the staff recommendation initiating an annual review process. Vice Chairman Jones noted is concerns relative to how the lease was negotiated early on and urged the Center to obtain more participation from the average citizen. Director Vasquez noted that only two of the letters he received in support of the Center were from San Juan Capistrano residents. He felt that since the City has already invested approximately $388,000 in the Center and has only received $4,000 in rent payments, that Libros Y Artes should become independent at this time through their own resources. He felt that although the Center was an asset to the community, that group was being given a disproportionate share of the tax dollars. He suggested selling the Center and assisting the Center in becoming self-sufficient stating the City cannot afford to support the Center because of budget constraints. Director Friess concurred with Director Hausdorfer's comments and suggestions and discussed the City's past financial involvement with the construction of the Library. Authorization for Lease Revisions and Acceptance of Capital Improvements: It was moved by Director Hausdorfer and seconded by Vice Chairman Jones that: (1) A revision to the lease between the Agency and Libros Y Artes de San Juan Capistrano be authorized to provide for a lease payment of $1.00 per year, effective September 3, 1991; (Z) The capital improvements made to this Agency be accepted in satisfaction of all rent deficiencies; and (3) An annual review process be initiated and that the entire issue of the $1 -per -year rent be addressed at the end of a four-year period. The motion was carried, with Director Vasquez voting in opposition. -5- 9/3/91 AGENDA ITEM September 3, 1991 TO: Honorable Mayor, City Council and Community Redevelopment Agency Board of Directors FROM: Stephen B. Julian, City Manager and Community Redevelopment Agency Executive Director SUBJECT: Decorative Arts Study Center SITUATION: A. BACKGROUND As the then new San Juan Capistrano Public Library complex began to take form, it became apparent that this would be a landmark building commanding world-wide recognition. It was also clear that this facility would provide an opportunity to establish a "cultural presence" within the community to meet the growing demand for a variety of cultural experiences. As an outgrowth of this need and the opportunity afforded by the meeting and exhibit facilities (La Sala and The Courtyard) included in this new City facility, Libros Y Artes de San Juan Capistrano was created as a non-profit community-based organization to fulfill this need. With City support and encouragement, Libros Y Artes de San Juan Capistrano undertook the task of creating an institutional presence within the community capable of providing a variety of cultural experiences and events for the benefit of the general public. Libros Y Artes was successful at its task and it was not unforeseeable that in order to fully establish a recognized institutional presence replete with funding from various interested benefactors, foundations, trusts; and perhaps in time, the National Endowment for the Arts; it would be necessary to become more specialized and focused. There was a generally shared view that trying to establish an art museum would be a particularly difficult undertaking and one that would pit Libros Y Artes against already well-established and well -funded institutions in Newport Beach, Laguna Beach, and other institutions in Orange, Los Angeles, and San Diego County. Within Libros Y Artes, however, there were a number of individuals with a serious interest in the decorative arts. This interest and support was not limited to Libros Y Artes and the City alone, there was growing support for a serious decorative arts study center from interested individuals and foundations in Orange, Los Angeles, and San Diego Counties, not to mention a growing number of supporters from across the United States. CRA FOR CITY COUNCIL AGENDC,. H I r1 0 0 -2- When Mel Martin pledged his very valuable and highly sought after collection of antiques to Libros Y Artes and the City, it became apparent that, if a permanent home for the collection was to be established, neither Libros Y Artes nor the City could wait until the Civic and Cultural Center was completed. Among the conditions of the Mel Martin donation were a facility to properly house the collection and a provision to keep the collection intact. One alternative considered was the expansion of the Library complex. Although initially thought adequate, it became apparent that an expansion of the Library site would not provide the facilities required, and further, that such expansion would limit future opportunities to expand and enhance other City and Library activities. Negotiations were begun with Gep Durenberger for the acquisition of his property, located directly across the street from the City's Civic and Cultural Center site which was being acquired from the Capistrano Unified School District by the Community Redevelopment Agency. Acquisition of the Durenberger property by the Agency would further advance the City's desire to establish this area as a focal point of civic and cultural activity for the community. While Gep Durenberger had considered selling his very successful business and leasing the property for commercial purposes at some time in the future it was not his immediate priority. However, because of Gep's interest in helping the community establish a viable cultural and institutional presence in the City, he offered to move that decision forward if it would help, and if it could be done without causing a financial detriment to himself. The result was that Gep Durenberger, one of the founders and mainstays of Libros Y Artes and the individual primarily responsible for assisting Libros Y Aries and the City to become the recipients of the Mel Martin collection, Gep Durenberger agreed to sell his property to the City's Community Redevelopment Agency for the purpose of establishing a decorative arts study center. In agreeing to do so, the City's Community Redevelopment Agency and Gep Durenberger negotiated an agreement with terms that are beneficial to the City while nonetheless meeting the needs of Mr. Durenberger, and a lease was entered into between the Community Redevelopment Agency and Libros Y Artes. With all of this, the Decorative Arts Study Center has become a reality. B. TERMS OF THE PURCHASE AND LEASE AGREEMENT With respect to the purchase of the property, the value was established by a well- qualified appraiser. The value placed on the property was $600,000.00 for the real property and some $400,000.00 for the business good will. In selling the property to the Agency, Mr. Durenberger downsized the scope of his business to provide for his long-term employees, and relocated the remaining business to new quarters. Since that time, Mr. Durenberger has become the "Dollar a Year Man" for the Decorative .Arts Study Center, devoting countless hours to programs and activities designed to interest, educate, and enrich the public. It should be noted that Gep Durenberger receives no remuneration from the Decorative Arts Study Center or Libros Y Artes de San Juan Capistrano The basic terms of the purchase agreement are as follows: Purchase price of $1,000,000.00 based on reliable appraisal reports. * No down payment by the Community Redevelopment Agency. -3 - An interest only note to be carried by the seller for the full amount of the purchase for a period of thirty (30) years at which time the principal would become due. * Interest rate established at 10% simple. A provision that all interest payments cease in the event that Mr. Durenberger dies after the first six years of the note. In the event of his death within the first six years, Mr. Durenberger's estate would be entitled to receive the interest only payments through the sixth year. As a bonus to the Community Redevelopment Agency, and not a part of the consideration between the parties, Gep Durenberger has offered to pledge to donate the note for the principal amount of $1,000,000.00 to the Agency upon the earlier of his death or at the end of the remaining term of the note. In plain language, Gep's gift if accepted means the principal amount of $1,000,000.00 will not have to be paid by the Agency, thereby greatly reducing the overall acquisition cost to the Agency. The purchase agreement acknowledges the purpose of the Community Redevelopment Agency's acquisition was the Decorative Arts Study Center. It must be pointed out that Mr. Durenberger would not have entertained for one moment the sale of the property, his pledge of the $1,000,000.00 principal amount of the note as a gift to the City and a commitment to devote a considerable portion of his time as an unpaid "Director", except for the establishment of the Decorative Arts Study Center and the support of the City for such an endeavor. The lease agreement entered into between Libros Y Artes de San Juan Capistrano and the Community Redevelopment Agency is for the period of thirty (30) years; an initial term of six (6) years and four option periods of six (6) years each. The initial rent was established at $3,333.33 per month. An amendment to the rent schedule was adopted reducing the rent in the early years and increasing the amount in later years. The lease agreement also authorized the Executive Director to defer rental payments from time to time. At the time the initial lease was entered into, and indeed when the amendment to the rental schedule was approved, there was an honest belief that the fund raising activities on behalf of the Decorative Arts Study Center would be sufficient to cover the rental expense. This has proven not to be the case. While the Center has a well- demonstrated ability to raise funds and solicit support for specific programs and events; corporations, public and private foundations, as well as individual benefactors are accustomed to supporting specific programs, events and special interest activities rather than the on-going, day-to-day support of an institution. Through memberships, small donations, and the countless hours of volunteers, the Center is able to struggle through and meet most of its day-to-day expenditures with the exception of rent. It is ironic that an organization can raise in excess of a million dollars to support public events and exhibits; solicit and receive "in kind" support as well as "museum quality" exhibit pieces; receive donations for capital improvements; yet struggle to meet the day-to-day expenses. This, however, is the -4 - reality of many non-profit organizations serving the public at large. In illustration of this point, more than $75,000.00 of capital improvements have been made to the property, but none of this was given by donors to pay the rent. In retrospect, it is clear that the expectations of the Community Redevelopment Agency and Libros & Artes were not entirely realistic in so far as the lease payments are concerned. This, however, should not be a condemnation of either party, but a learning experience upon which the future relationship of the Community Redevelopment Agency, the City of San Juan Capistrano and the Decorative Arts Study Center should be built. It is also clear that a lease arrangement may not be the best vehicle to define the relationship and the expectations of the City, the Agency, and the Study Center. C. EXPERIENCE OF OTHERS Virtually every museum, art institution and performing arts group in the United States is supported by State, Federal and/or local government in one form or another. This support ranges from tax exemptions granted to non-profit organization by States and Federal government; the direct grants in aid provided by the National Endowment for the Arts; State grants in aid for the California Arts Council; local grants in aid provided by cities and counties; the use of facilities and property with and without charge; to direct operation and staffing by government itself. The level and type of support varies from community to community and is dependent, in large part, upon the goals and values of the community itself. Here in Orange County, there are a variety of models, each reflecting the particular circumstances attendant to the organization and the community in which it is located, as well as the larger community served by the institution. A sampling of the various Orange County models follows: * Anaheim - Anaheim Museum is privately funded and operated. Housed in City -owned Carnegie Library and leased to Museum for $1.00 per year. Museum pays all general maintenance and utilities. * Fullerton - Muckenthaler Cultural Center owned and operated by the City. Formerly a privately owned estate. Art gallery, concerts, performances, lectures and similar activities. City funds $20,000 per year to Muckenthaler Foundation and budgets $250,000 per year for City staffing and operations. Fullerton Museum Center - Museum of History and Culture. Facility owned by Library but supported by City in amount of $250,000.00 per year. * Garden Grove - Garden Grove Community Theater. Small theater owned by City and leased to a non-profit community organization for $1.00 per year. Village Green - A 4.5 acre facility owned by City. Indoor and outdoor performing arts theaters operated by non-profit organization. City presently funds the Garden Grove Association for Arts in the amount of $17,000.00 annually. Has been as high as $200,000.00 per year in prior years. -5 - Laguna Beach - Festival of Arts/Pageant of the Masters. Grounds and facilities owned by City and leased to the Festival of Arts. Annual lease payment to City is $375,000.00 per year. Positive cash flow due to success of event. At one time, the event was subsidized by the City and might not be a success today without that early assistance. The Laguna Playhouse - property and facilities owned by City. Leased to Laguna Playhouse for amount equal to property tax the City would receive if privately owned. Playhouse built with private funds on City property but taken over by City when Playhouse could not maintain and City assistance was requested. La Habra - Children's Museum owned and operated by City of La Habra. City pays all expenses including staffing. La Habra Community Theater - operated by non-profit organization in historic depot which is owned by the City and leased to the group for $1.00 per year. Newport Beach - Newport Nautical Museum operated by non-profit organization in City -owned facility leased to the group for $1.00 per year. City provides small grant in aid in addition to facility. Newport Harbor Art Museum - owned and operated by private foundation. Receives small grant in aid from the City of Newport Beach. * County of Orange - Marine Institute at Dana Point Harbor. Property owned by the County of Orange but operated by non-profit organization which pays no rent for the use of facilities. Board of Directors are seeking a 99 -year lease from County. Santa Ana - Bowers Museum owned and operated by foundation established by City. Originally part of the Bowers family estate, property was given to City and was operated and staffed as a City Department for a number of years. City got out of museum business directly, in part because of difficulty in getting contribution to City operation. Entire facility and property given to foundation. Santa Ana Community Redevelopment Agency spent $12,000,000.00 adding exhibit and parking facilities to support museum. In addition, museum is being funded by the Santa Ana community Redevelopment Agency in amount of $1,000,000.00 annually for period of 20 years, to assist the foundation to develop its own sources of support. Given the experience of other institutions in the County, it is obvious that the expectations set for the Decorative Arts Study Center by Libros X Artes and the Redevelopment Agency with respect to fund raising were not at all realistic. Most of the successful institutions are operating in facilities provided on a $1.00 a year basis and/or receiving strong financial support from a "sponsoring" governmental agency. Here in San Juan Capistrano, the Capistrano Indian Council leases the City - owned Parra Adobe and Harrison House facilities on the Ortega Highway. While the facility could generate a much higher rent, the Indian Council's activities would be adversely impacted. 10 Another San Juan Capistrano organization receiving City support is the San Juan Historical Society. Although not located in a city -owned facility, the Society receives $4,000.00 annually from funds allocated for community groups. While the Society does own its own building, the land, owned by Mrs. Oyharzabal, is leased to the Society for a minimal amount. D. THE FUTURE Aside from the intrinsic value of the Decorative Arts Study Center, the City and the Agency have an interest in creating and encouraging the establishment of diverse art and cultural institutions in the City's designated Civic and Cultural Center, if there is any interest whatsoever in creating an exciting, viable, and balanced center of town that compliments rather than detracts from the Mission, our community cornerstone of rich tradition and history. For a community that seeks to encourage education, the arts, a celebration of a rich cultural past, an understanding and appreciation of its unique history, a high standard of living and quality of life, and an emphasis on the cultural, as opposed to the commercial, public financial support and encouragement of institutions such as the Decorative Arts Study Center is absolutely essential. The communities with recognized and viable institutions attract the financial support of various public and private foundations and receive the support of the public at large, including the very valuable and necessary support of the people residing in the surrounding communities. In return for strong support, the institution enrich the community. I believe the acquisition of the Durenberger property, to provide a site for the Decorative Arts Study Center and to assist in institution building, was not only a correct and proper decision, but one made with a great deal of foresight. I also believe that the lease arrangement is, in retrospect, not a particularly good decision. It has not only proved to unworkable, but has caused confusion regarding the relationship of the City and the Agency to the Center. It emphasizes a landlord/tenant relationship rather than a relationship of support and encouragement. It is appropriate to acknowledge this shortcoming and correct the problem. With this in mind, I recommend that the Community Redevelopment Agency and the City Council take the following course of action: 1. The lease agreement between the Agency and Libros Y Artes for the Decorative Arts Study Center be revised to provide, among other things, for a $1.00 a year lease payment. This is in keeping with a practice that has proven itself to be workable in other communities. 2. The City establish a charter for Libros Y Artes and the Decorative Arts Study Center that clearly spells out the relationship between the City, Libros Y Artes and the Center. In so doing, the expectations and responsibilities of the parties will be formally established. The creation of such a charter will provide a means of public accountability and a standard by which the success of the Center can be measured. -7- 3. To the extent that Libros Y Artes is in arrears on the rent under the existing agreement, the Agency Board of Directors accept the capital improvements made to the property by Libros Y Artes in lieu of any outstanding rent deficiencies. The capital improvements have added real value to the property and have greatly improved public access. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable FINANCIAL CONSIDERATIONS: The original lease agreement called for a rental payment of $3,333.33 per month ($40,000.00 per year). The lease also authorized the Executive Director to defer up to one year's lease payment. In December 1989, the Agency Board of Directors approved a revised rental schedule with graduated payments of $500.00 per month beginning January 1, 1990, increasing to $750.00 per month beginning January 1, 1991 through December 1991. This rent schedule has also proven to be problematical and payment has not been made, with the knowledge of the City Council and with the understanding that a resolution to the problem would be forthcoming. In accordance with the rent schedule originally adopted and amended in December 1989, the total amount of rent due from September 1988 to September 1991 is $66,083.32. Rent payments of $4,500.00 have been paid and capital improvements in excess of $65,000.00 have been made to the property. With respect to the purchase of the property, the payment schedule is unaffected by a change in lease revenue received, and sufficient Agency funds have been budgeted and are available to meet the interest payment obligation of the Agency. Insofar as the pledge by Mr. Durenberger to gift the note for the principal amount of $1,000,000.00 is concerned, the pledge effectively reduces the Agency's liability for the principal amount. Given the provisions regarding termination of interest payments upon the death of Mr. Durenberger, the total liability of the Agency for the purchase of the property is not less than $600,000.00 nor more than $3,000,000.00 over a period of 30 years, should Mr. Durenberger survive the term of the note. Copies of the lease agreement, the amended rent schedule, and the purchase agreement are available for Council review. NOTIFICATION: Decorative Arts Study Center ALTERNATE ACTIONS: 1. Take no action at this time and/or request additional information from Staff to enable the Council to take action at a later date. 10 2. Maintain the lease agreement in its present form and terms and provide direction to Staff regarding rent deficiencies. 3. Provide direction to the Staff as to the course of action desired by the City Council. RECOMMENDATION: As the Community Redevelopment Agency Board of Directors: 1. Authorize a revision to the lease between the Agency and Libros Y Artes de San Juan Capistrano to provide for a lease payment of $1.00 per year, to be effective September 3, 1991. 2. Accept the capital improvements made to this Agency property in satisfaction of all rent deficiencies. As the City Council: 3. Request the City Manager to prepare, for consideration by the Community Redevelopment Agency and City Council at the first meeting of December, 1991, a charter for Libros Y Artes de San Juan Capistrano and the Decorative Study Center. Said charter to establish the expectations and responsibilii ties of the Community Redevelopment Agency, the City of San Juan Capistrano, Libros Y Artes de San Juan Capistrano, and the Deocrative Arts Study Center. 4. Accept a pledge from Mr. Gephard R. Durenberger to gift the promissory note of the San Juan Capistrano Community Redevelopment Agency, in the principal amount of $1,000,000.00, to the City of San Juan Capistrano. Further, direct the City Attorney to prepare, in concert with Mr. Durenberger's attorney, the proper form for the pledge of the gift to the City. -------------------------------------------------------------------------- -------------------------------------------------------------------------- Respectfully sut Stephen B. Julia SBJ:mjs Ej SEPTEMBER 6, 1988 n �J REGULAR MEETING OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY BOARD OF DIRECTORS The Regular Meeting of the Board of Directors of the San Juan Capistrano Community Redevelopment Agency was called to order by Chairman Friess at 7:45 p.m., in the City Council Chamber. ROLL CALL PRESENT: Kenneth E. Friess, Chairman Gary L. Hausdorfer, Vice Chairman Anthony L. Bland, Director Lawrence F. Buchheimn, Director ABSENT: Phillip R. Schwartze, Director STAFF PRESENT: Stephen B. Julian, Executive Director; Thomas G. Merrell, Deputy Director; Mary Ann Hanover, Agency Secretary; Robert G. Boone, Finance Officer; John R. Shaw, City Attorney; William D. Murphy, Director of Public Works; Thomas L. Baker, Director of Community Services; Cheryl Johnson, Recording Secretary. MINUTES Regular Meeting of .August 16, 1988: It was moved by Director Bland, seconded by Director Buchheim, that the Minutes of the Regular Meeting of August 16, 1988, be approved as submitted. The motion carried by the following vote: AYES: Directors Buchheim, Bland, and Chairman Friess NOES: None ABSTAIN: Director Hausdorfer ABSENT: Director Schwartze PUBLIC HEARINGS The Joint Public Hearing of the City Council and the Community Redevelopment Agency was conducted by Mayor Hausdorfer. Proposal- Joint ro osal:Joint consideration of a Lease Agreement between the Redevelopment Agency and Libros y Artes de San Juan Capistrano for use of the property located at 31431 9/6/88 Camino Capistrano for the establishment of a "Center for the Study of the Decorative Arts for the IX estern United States." The center, as proposed by Libros y Artes, would be for public and professional education, study and exhibition of decorative and fine arts. The Agency has negotiated a purchase agreement with Gephard R. Durenberger for the building. Lease payments from Libros y Artes will provide revenue to partially offset payments on the Promissory Note. The Durenberger building is currently on the City's list of buildings of distinction. It was proposed that the property be used as an adjunct to the proposed Civic and Cultural Center which is to be developed on the old Capistrano High School site directly across the street. Applicant: This was a City/Agency-initiated Public Hearing. Written Communications: Report dated September 6, 1988, from the Deputy Director, forwarding a resolution approving lease of the site and the proposed agreement. The Executive Director described the Center proposed by Libros y Artes and its function in the Master Plan for the Civic and Cultural Center. The Agency wished to acquire the property and then lease the building to Libros y Artes. He discussed the financial arrangements, noting that the .Agency would issue the Private Activity Bonds and the Promissory Note would be carried by Mr. Durenberger. Public Hearing: Notice having been given as required by law, Mayor Hausdorfer opened the Public Hearing and, there being no response, closed the Hearing with the right to re -open at any time. Approval of Lease/Negative Declaration/Authorization to Sign: It was moved by Director Bland, seconded by Director Buchheim that the following Resolution be adopted: OF CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, APPROVING THE LEASE OF CERTAIN REAL PROPERTY WITHIN THE SAN JUAN CAPISTRANO CENTRAL REDEVELOPMENT PROJECT .AREA TO LIBROS Y ARTES DE SAN JUAN CAPISTRANO (31431 CAMINO CAPISTRANO) The motion carried by the following vote: AYES: Directors Hausdorfer, Buchheim, Bland, and Chairman Friess NOES: None ABSENT: Director Schwartze -2- 9/6/88 0 0 The Resolution found that lease of the site to the Tenant at less than fair market value was justified; approved a Negative Declaration; approved lease of the site to Libros y Artes; approved the Lease Agreement; and, authorized the Chairman of the Agency to execute the Agreement on behalf of the .Agency. BOARD ACTIONS ACOUISITION AGREEMENT AND PROMISSORY" Written Communications: Report dated September 6, 1988, from the Deputy Director, forwarding an Agreement for the Acquisition of Real Property, by and between the San Juan Capistrano Community Redevelopment Agency and Gephard R. Durenberger. The purchase price of $1,000,000 included the land, buildings and good will. The agreement called for the Agency to execute a promissory note for the $1,000,000, the terms of which provide for the .Agency to make interest -only payments to Mr. Durenberger for a period of time not less than 6 years nor more than 30 years. The Agency will receive $40,000 a year in lease payments from Libros y Artes. Approval of Acquisition of Site/Promissory Note: IT was moved by Director Hausdorfer, seconded by Director Buchheim that the following Resolution be adopted: ANCE OF SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, MAKING FINDINGS AND APPROVING AN AGREEMENT FOR THE ACQUISITION OF CERTAIN REAL PROPERTY AND THE ISSUANCE OF AN AGENCY PROMISSORY NOTE (31431 CAMINO CAPISTR.ANO) The motion carried b� the following vote: AYES: Directors Hausdorfer, Buchheim, Bland, and Chairman Friess :NOES: None .ABSENT: Director Schwartze The Resolution approved acquisition of the Site and the proposed .Agreement and authorized the Chairman of the Agency to execute the .Agreement on behalf of the Agency. 2. .APPROVAL OF %;ARRANTS (300.30) It was moved by Director Hausdorfer, seconded by Director Bland, and unanimously carried to approve the Lists of Demands dated August it, 1988, in the total amount of $122,019.10, and dated August 25, 1988, in the total amount of $88,398.22. -3- 9/6/88 • AGENDA ITEM September 6, 1988 TO: Stephen B. Julian, Executive Director FROM: Thomas G. Merrell, Deputy Director Community Redevelopment Agency SUBJECT: Lease Agreement between San Juan Capistrano Community Redevelopment Agency and Libros y Artes de San Juan Capistrano (31431 Camino Capistrano) SITUATION A. Summary and Recommendation - The Agency has been negotiating with Gephard R. Durenberger for the acquisition of his property. It is proposed that the property be used as an adjunct to the proposed Civic and Cultural Center which is to be developed on the old Capistrano High School site directly across the street from the Durenberger property. It is proposed that the property be leased to Libros y Artes de San Juan Capistrano for the establishment of a "Center for the Study of Decorative Arts for the Western United States." The lease payments by Libros y Artes would provide a revenue stream that will partially offset the payments on the promissory note. Therefore, it is recommended the City Council approve a resolution authorizing the Agency to enter into a lease with Libros y Artes de San Juan Capistrano. B. Background - One of the Agency/City goals is to provide civic and cultural resources in the downtown area. To implement this objective, the Agency has negotiated the purchase of Gep Durenberger's property at 31431 Camino Capistrano and a lease with Libros y Artes de San Juan Capistrano for a "Center for the Study of the Decorative Arts for the Western United States" at the property. It is therefore proposed, the Agency execute the attached lease with Libros y Artes de San Juan Capistrano, the organization which would operate the cultural center. The proposed lease is for an initial term of six years with an option to extend it four times. The property is located in the downtown area of the City directly across the street from the old Capistrano High School facility. The Durenberger building is currently on the City's list of buildings of distinction. The Community Redevelopment Agency has an existing agreement with the Capistrano Unified School District that provides for the ultimate acquisition of the Capistrano High School site by the Redevelopment Agency and its ultimate use as a civic and cultural center for the benefit of the community. The Community Redevelopment Agency will soon be preparing a master plan for the entire site, which will include the municipal offices (City Hall) and offices for the Capistrano Valley Water District. The City Hall location will be between the library and the existing high school structure. It has generally been proposed that the existing high school facility be kept intact with the exception of several temporary buildings located on the facility, and that its ultimate use be for museum, cultural arts, and study center activities which may very well include various aspects of the fine arts, music and dance, as well as the study of local history. The specific uses are to be determined at a later date following the completion of a master plan. However, at Agenda Item -2- September 6, 1988 this time, there is not only an interest, but support for the establishment of the "Center for the Study of Decorative Arts for the Western United States." The study center, as proposed by Libros y Artes, would be for public and professional education, study, and exhibition of decorative and fine arts including the exhibition and display of significant museum quality period pieces and other collections which would include an organized study program pertaining to the exhibitions. The lecture series would be geared for both the general public as well as the professional regarding various aspects of the decorative and fine arts, including the role, place, and significance of art and design with respect to our daily living environment. In addition, through the study center it is anticipated that there be a guest lecture series featuring significant persons in the field of decorative and fine arts. Such persons would be of national and international stature. It is also proposed that study tours would be organized for both professional and the general public to selected locations in southern California as well as other areas of the United States and abroad. The study center will provide opportunities for individuals to participate irrespective of income and interest level. That is to say, program opportunities will be offered for interest levels ranging from children, general public, students of the arts, as well as professionals in the field. Libros y Artes has already raised significant funds for this project and has received commitments for additional funding as well as donation of furniture and art objects to be used by the study center. Funding for the organization as a whole will be derived from a variety of sources including grants, direct income, membership fees, and private donations. The funding for other activities of Libros such as music, film, photographic arts, and other activities, are more likely to derive their support from the direct income category and the membership category. This does not preclude, of course, the possibility of obtaining grants or special private financing for selected activities. If the purchase agreement is approved, it is recommended that the Agency enter into a lease agreement with Libros y Artes de San Juan Capistrano to provide a Center for the Study of the Decorative Arts for the Western United States. This matter is also before the Redevelopment Agency on tonight's agenda. That item more completely addresses the types of activities proposed for the center. PUBLIC NOTIFICATION A notice of public hearing was published in the Capistrano Valley News on August 25 and September 1, 1988. COMMISSION/BOARD REVIEW RECOMMENDATION None. FINANCIAL CONSIDERATIONS The Agency will receive $40,000 per year in lease payments. 0 Agenda Item ALTERNATE ACTIONS -3- September 6, 1988 1. Authorize the Executive Director of the Agency to execute the lease agreement. 2. Direct staff to renegotiate the lease terms. 3. Do not approve the agreement and direct staff to seek another lessee. RECOMMENDATION By motion, adopt a resolution approving the lease agreement between the San Juan Capistrano Community Redevelopment Agency and Libros y Artes de San Juan Capistrano, authorizing the Chairman to execute the lease, and approving the Negative Declaration associated thereto. Respectfully submitted, Thomas G. Merrell, Deputy Director Community Redevelopment Agency TGM:PAD:lb A196883 • RESOLUTION NO. CRA 88-9 A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, APPROVING THE LEASE OF CERTAIN REAL PROPERTY WITHIN THE SAN JUAN CAPISTRANO CENTRAL REDEVELOPMENT PROJECT AREA TO LIBROS Y ARTES DE SAN JUAN CAPISTRANO (31431 CAMINO CAPISTRANO) WHEREAS, the Community Redevelopment Agency of the City of San Juan Capistrano is engaged in activities necessary to carry out and implement the Redevelopment Plan for the San Juan Capistrano Central Redevelopment Project Area (the "Redevelopment Plan"); and, WHEREAS, in order to carry out and implement such Redevelopment Plan, the Agency proposes to enter into the Lease Agreement (the "Agreement"), attached hereto by reference, with Libros Y Artes de San Juan Capistrano, a California non-profit public benefit corporation, (the "Tenant") for the lease by the Agency to the Tenant of certain property located in the San Juan Capistrano Central Redevelopment Project Area generally described as 31431 Camino Capistrano, San Juan Capistrano, California (the "Site") for purposes of operating a cultural center for the study of the decorative arts; and, WHEREAS, pursuant to the California Community Redevelopment Law (California Health and Safety Code, Section 33000 et seq.) the Agency held a public hearing on the Agreement and the proposed lease of the Site, having duly published notice of such public hearing and made copies of the proposed Agreement available for public inspection and comment; and, WHEREAS, the Agency has duly considered all terms and conditions of the proposed Agreement and believes that the redevelopment of the Site thereto promotes the goals and objectives of the Redevelopment Plan by encouraging cultural development in the downtown area and is in the best interests of the City of San Juan Capistrano and the health, safety, and welfare of its residents, and in a accord with the public purposes and provisions of applicable State and local law and requirements; and, WHEREAS, a Negative Declaration for the lease of the Site proposed in the Agreement has been prepared by the City of San Juan Capistrano in accordance with the California Environmental Quality Act (CEQA) finding that the proposed lease of the Site will not have a significant negative effect on the environment and no additional environmental review is required; arid, WHEREAS, the Agency has received and considered the report of the Agency staff prepared in accordance with the requirements of Health and Safety Code Section 33433 on the proposed lease of the Site to be carried out pursuant to said Agreement. NOW, THEREFORE, BE IT RESOLVED, by the San Juan Capistrano Community Redevelopment Agency, City of San Juan Capistrano, California, as follows: 1. The Agency has received and heard all oral and written objections to the proposed Agreement, and to the proposed lease of the Site and to other matters pertaining to this transaction, and that all such oral and written objections are hereby overruled. -1- 0 0 2. The Agency hereby finds and determines that the lease of the site to the Tenant at less than fair market value is justified based upon (i) the enhanced downtown cultural and historical resources provided pursuant to the Agreement; Gi) the public purpose and use limitations pertaining to the Site; (iii) the enhanced quality of life for the residents of San Juan Capistrano provided by increased community amenities and support of local community groups; and, (iv) the consideration to be paid under the Agreement is in an amount necessary to effectuate the purposes of the Redevelopment Plan for the San Juan Capistrano Central Redevelopment Project. 3. The Negative Declaration is hereby approved on the basis that it adequately considers all environmental impacts potentially caused by the proposed lease of the Site and there are no significant negative impacts which would require additional environmental review. 4. The lease of the Site and the proposed Agreement, which establish the terms and conditions therefor, are hereby approved. S. The Chairman of the Agency is hereby authorized to execute the Agreement on behalf of the Agency. 6. The Executive Director of the Agency (or his designee) is hereby authorized, on behalf of the Agency, to sign all documents necessary and appropriate to carry out and implement the Agreement and to administer the Agency's obligations, responsibilities and duties to be performed under the Agreement, and related documents. PASSED, APPROVED, AND ADOPTED this 6th day of September , 198& i KENNETH E. FRIESS, CHAIRMAN -2- Y STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) 4 NARY ANN HANOVER, Secretary of the San Juan Capistrano Community Redevelopment Agency, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. CRA 88-9-6-1 adopted by the Board of Directors of the San Juan Capistrano Community Redevelopment Agency, at a regular meeting thereof held on the 6th day of September , 1988, by the following vote: AYES; Directors Hausdorfer, Buchheim, Bland, and Chairman Friess NOES; None ABSENT; Director Schwartze (SEAL) c4 -- MARY AN A OVE , AGENCY SECRETARY 0 AFFIDAVIT OF PUBLICATION STATE OF CALIFORNIA County of Orange I am a citizen of the United States and a resident of the County aforesaid: I am over the age of twenty one years, and not a party to or interested in the above -entitled matter. I am the principal clerk of the Capistrano Val- ley News, a newspaper of general circulation in the City of San Juan Capistrano, County of Orange, and which newspaper has been adjudicated to be a newspaper of general circulation by the Superior Court of the County of Orange, State of California, June 5, 1984, Case No. A-122949 in and for the City of San Juan Capistrano, County of Orange and the South Orange CountyJudicial District; that the notice, of which the annexed is a true printed copy, has been published in each regular and entire issue of said newspaper and not in any supple- ment thereof on the following dates, to wit: August 25, September 1+ 1988 I declare under penalty of perjury that the foregoing is lure and correct. Executed at Mission Viejo, Orange County California,this..1..... day of Sept 19 BE; ...........`.'"'...."_ ... ........ Signature Capistrano Valley News 23811 Via Fabricante P.O. Box 3629 Mission Viejo, Calif., 92690 n U This space is for the County Clerk's Filing Stamp RECEIVED SEP 6 3 18 PM '88 CITf CLERK "FPARTMENT i;tfY 3f SAN nIAN CAPiSTRANI Proof of Publication of NOTICE OF PUBLIC HEARING CITY' OF, -SAN- CAPIS'TRANO. . . .. •• I.Me. N9103 NOTICE OF TRANSMITTAL - LEGAL PUBLICATIONS TO: CAPISTRANO VALLEY NEWS Jody Kolar, Legal FOR PUBLICATION ON: DOCUMENT TO BE PUBLISHED: PROOF OF PUBLICATION: AUTHORIZED BY: 6 DATE: AUGUST 19, 1988 E THURSDAY, AUGUST 25, 1988 THURSDAY, SEPTEMBER 1, 1988 NOTICE OF JOINT PUBLIC HEARING - PROPOSED LEASE OF REAL PROPERTY WITHIN THE REDEVELOPMENT PROJECT AREA TO LIBROS Y ARTES DE SAN JUAN CAPISTRANO Please send to: City Clerk's Department City Hall 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (714) 493-1171 Date of Public Hearing - 9/06/88 Date notice published - 8/25/88 - 9/01/88 Date affidavit received q -b -?C-13 Date notice posted in designated posting places (3) - 8/25/88 Date notice posted on property - N/A Date of mailing notice to interested parties - N/A Date notice irancnnited Lo City Mar.ager'S Ofiice - 8/22/88 notic6f 0 PUBLIC HEARING CITY OF SAN JUAN CAPISTRANO JOINT PUBLIC HEARING PROPOSED LEASE OF REAL PROPERTY WITHIN THE REDEVELOPMENT PROJECT AREA TO LIBROS Y ARTES DE SAN JUAN CAPISTRANO NOTICE IS HEREBY GIVEN, that San Juan Capistrano Community Redevelopment .Agency and the San Juan Capistrano City Council will hold a joint public hearing on the proposed lease of real property within the Redevelopment Project Area to Libros Y Artes de San Juan Capistrano, a California non-profit public benefit corporation, pursuant to a proposed Lease Agreement. Adoption of a Negative Declaration containing a finding of No Significant Impact due to the proposed lease will also be considered at the same hearing. The real property to be leased by the Agency, (Parcel No. 121-131-04) is located at 31431 Camino Capistrano, San Juan Capistrano, California 92675. Any person or organization desiring to be heard in favor of, or opposition to, this item will be given an opportunity to do so during such hearing or by writing to the City Council or Community Redevelopment Agency at 32400 Paseo Adelanto, San Juan Capistrano, California 92675, Attention City Clerk/Agency Secretary, DATE: September 6, 1988 TIME: 7:00 P.M. PLACE: Council Chambers San Juan Capistrano City Hall 32400 Paseo Adelanto San Juan Capistrano, California 92675 Further details relating to the subject lease of real property including the firancial report required by California Health and Safety Code Section 33433 are on rile rind nia� be viewed In the San Juan Capistrano City Clerk's Office at the above address during office hours (8:00 A.M. - 5:00 P.M., Monday - Friday). Further inforrn,ition on the subject matter may also be obtained by contacting the Secretary of the Sar loan Capistrano Cornnwnity Redevelopment Agency, at (714) 493-t 171. MARY ANN NOVER, CITY CLER C/AGENCY SECRETARY FOR OFFICE USE ONLY: STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. AFFIDAVIT OF POSTi ,k, CITY OF SAN JUAN CAPISTRANO } AND PUBLICAI`ION MARY ANN HANOVER, being first duty sworn, deposes and says: That she :s the duly appointed and qualified City Clerk of the City of San Juan Capistrano; that on August 25, 1988, she caused the above Notice to be posted in three (3) public places in the City of San Juan Capistrano, to wit: City Halt; Old Fire Station Recreation Complex; Orange County Public Library .AND, that on .August 25, 1988, the above Notice was published in the Capistrano Valley News newspaper. 6AARY ANN AP ` VE , CITY CLERK City of San uan Capistrano, California \D �v b I �- 5 ► �� :9 CERTIFICATE C 'INSURANCE ISSUE DATE(MM/DDIM 11 9/26/94.__.. PRODuO"_k THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EX- TEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW HOLBERT INSURANCE COMPANIES AFFORDING COVERAGE P 0 BOX 1208 _ SAN CLEMENTE CA 92672 COMPANY LETTER A CODE SUB�CODE - ,,, - AETNA. _L_ L: C, _ COMPANY IN_..�_... ... .. ......._. __.___.. _...._. .. .... .__.-__ . _.. ....: LETTER B SURED COMPANY LIBROS Y ARTES E ER C 31431 CAM CAPISTRANOMPAY D SAN JUAN CAP CA 92675 COMPANY LETTER E THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD IN- DICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CER- TIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLU- SIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE : POLICY EXPIRATION i ALL LIMITS IN THODSANDS LTR DATE (MM/DD/YY) DATE (MM/DDM') _ _._.E._,AL _..__. _..._ GENERAL LIABILfIY YLL ACM24424804.� - 9/19794' 9719�95'6ENERALAGGREGATE 3f Qyy t COMMERCIAL GENERAL LIABILITY 'PRODUCTS- COMP/OPS AGGREGATE 3,000 (CLAIMS MADE 1 )( OCCUR. jPERSONAL& ADVERTISING INJURY 2,000 4 _ `j OWNER'S &CONTRACTORS PROT. t EACH OCCURRENCE 2000 y i FIRE DAMAGE (Any one fire) 50 MED EXPENSE (Any one person) 5 AUTOMOBILE LIABILITY ; COMBINED - i(ANVAUTO :SINGLE LIMIT T �{ ALL OWNED AUTOS .BODILY SCHEDULED AUTOS {INJURY (Per person) HIRED AUTOS - yBODILY NON -OWNED AUTOS •INJURY (Per accident) GARAGE LIABILITYI PROPERTY DAMAGE .._ - EXCESSJ.IABILITY ' EACH AGGREGATE --� i OCCURRENCE LOTHER THAN UMBRELLA FORM ' __ — _ _ .... ..._ ... _ STATUTORY WORKERS COMPENSATION iEAWCCIDENT) AND EMPLOYERS LIABILITY •I - (DISFA&—POLICY LIMIT) (DISEASE WH EMPLOYE ta17ffR ....� m I w m DESCRIPTION OF OPERATIONS'LOCATIONSNEHICLESSPECIAL ITEMS OPERATIONS OF THE NAMED INSURED - CITY OF SAN JUAN CAPISTRANO, COMMITY REDEVELOPMENT AGENCY, ITS ELECTED OR APPOINTED OFFICERS, OFFICIALS, EMPLOYEES AND VOLUNTEERS NAMED AS ADDITIONAL INSURED CITY OF SAN JUAN CAPISTRANO ATT: CITY CLERKS OFFICE 32400 PASEO ADELANTO SAN JUAN CAP CA 9267S SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENT ITE JAMES M , ol- • �'�'"� L i e - 1 S S mnl Mannmm San Juan Capistrano Community Redevelopment Agency September 13, 1994 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, CA 92675 Re: Renewal of General Liabilily Certificate of Insurance and Endorsement Form. (LeA Agreement 314tt_ . CapistraW Dear Gentlemen: The General Liability Certificate of Insurance, regarding the above -referenced Lease Agreement, is due to expire on September 14, 1994. In accordance with your agreement, the insurance certificate needs to be renewed for an additional period of one year. The agreement requires a general liability endorsement form naming the City of San Juan Capistrano as well as the San Juan Capistrano Community Redevelopment Agency as additional insureds. I have included a City approved endorsement form to submit to your insurance company; however, your insurance company may provide their own endorsement form. Please forward the updated certificate and the endorsement form to the City, attention City Clerk's office, by September 28, 1994. If you have any questions, please contact me at (714) 443-6310. Thank you for your cooperation. Very truly yours, Dawn M. chderl /x" Deputy City Clerk Enclosure cc: Cheryl Johnson, City C14k Mary Laub, Management Assistant II 32400 Paseo Adelanto San Juan Capistrano California 92675 714 - 493-1171 v CERTIFICATE 0 INSURANCE 0 "E°^' PRODUCER 1, 11, CLFIT CA'F !S ISSULD AS F ,JA --H I OF ''II OhLA ,'V 0111 1 NI) (,','JF FRS NO RGHTS HPON THE CEH IIF',CA FF !OLDER I!IIS CLRTiFICAI i" I L N(' -T A1,iFND LY, I TEND OR A[ HE THE COVERAGE 41 I OHDED BY TL E POLLJLg PL I )ClC HOLBET*0' IFdSURA`ICE. GENERAL AGGREGATE 3,000 PRODJOTS COMP OPS AGGREGATE COMPANIES AFFORDING COVERAGE P O f30Y.. 1.21 29000 EACH OCCURRENCE 2,000 FIRE DAMAGE (Any one fire) 13AI I CLE11E::N f E CIA 926 Y2 COMPAN' COMBINED c SINGLE I FTFFR A AEA PdH I... & C: CODE SUB -CODE NJUR Y Per person) INSURED L K COMPANY LETTER p El I �,40 !l/SCJ L..IE)ROS Y ARIES PROPERTY COMPANYC LETLEP DAMAGE 1 ::)143:1. CAM CAPI:STRANO S 9 7S ,Ar,1 JUAN CF'il= C:FI >'�-.f.,, , COMPANY LETFR v R7 COMPANY 17 O z x LETTER E THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD IN- DICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CER- TIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLU- SIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE ETR A GENERAL LIABILITY COMMEROIAL GENERAL LIABILITY CLAIMS MADE X OCCUR. OWNERS& CONTRACTOR'S PROT AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULEDAUTOS HIRED AUTOS NON OWNED AUTOS GARAGE LIABILITY EXCESS LIABILITY OTHER THAN UMBRELLA FORM WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY OTHER POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE IMMrAD. YY) DATE IMM DID YY) ACM23�581365 9/19/93 9/ 19/94 DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS OPERATIONS OF THE:: NAMED :CNSUR.E_D CER"f:CFI:CAT'E HOLDER AS ADDITIONAL INSURED CERTIFICATE HOLDER f:DAN JUAN C:API::3TRANO COMMUNITY REDEVELOPMENT AGfi_RICY 32400 PASEO ADELANTO SAN JUAIV CAPISTRANO CA 926,75 ALL LIMITS IN THCU5AND5 GENERAL AGGREGATE 3,000 PRODJOTS COMP OPS AGGREGATE 39000 PERSONAL B ADVERTISING INJURY 29000 EACH OCCURRENCE 2,000 FIRE DAMAGE (Any one fire) SO MED EXPENSE:Any one person) It] COMBINED c SINGLE LIMIT BODILY NJUR Y Per person) BODILY L K NJUR; FT1 n Peraccndi PROPERTY DAMAGE nl EACH AGGREGATE OCCURRENCE STATUTORY (EACH ACCIDENT' (DISEASE—POLICY LIMIT) 'DISEASE — EACH EMPLO' a s c n YI L K FT1 n O C7 nl H n;m 0 C R7 y� 17 O z x CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY. ITS AGENTS OR REPRESENTATIVES. TAMES h1. h44100,0 L z 0 0 0 0 0 0 CITY OF SAN JUAN CAPISTRANO BUILDING E SAFETY DEPARTMENT 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 JOB: ALL OPERATION$ EMPLOYEES - 3 This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 10days' advance written notice to the employer. We will also give you 10 days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of Insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. RENTP EMPLOYER'S LIABILITY LIMIT: $3,000,000.00 PER OCCURRENCE. ENDORSEMENT #0015 ENTITLED ADDITIONAL INSURED EMPLOYER EFFECTIVE 04/01/94 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. NAME OF ADDITIONAL INSURED: CITY OF SAN JUAN CAPISTRANO EMPLOYER LIBROS Y ARTES - CENTER FOR THE STUDY OF DECORATIVE ARTS 31431 CAMINO CAPISTRANO SAN JUAN CAPISTRANO CA 92675 Z 0 • M�2 �o STATE o P.O. BOX 807, SAN FRANCISCO,CA 94101-0807 COMPENSATION INSURANCE a =t FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE v POLICY NUMBER: 1091857 - 94 ISSUE DATE: 04-01-94 CERTIFICATE EXPIRES: 04-01-95 CITY OF SAN JUAN CAPISTRANO BUILDING E SAFETY DEPARTMENT 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 JOB: ALL OPERATION$ EMPLOYEES - 3 This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 10days' advance written notice to the employer. We will also give you 10 days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of Insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. RENTP EMPLOYER'S LIABILITY LIMIT: $3,000,000.00 PER OCCURRENCE. ENDORSEMENT #0015 ENTITLED ADDITIONAL INSURED EMPLOYER EFFECTIVE 04/01/94 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. NAME OF ADDITIONAL INSURED: CITY OF SAN JUAN CAPISTRANO EMPLOYER LIBROS Y ARTES - CENTER FOR THE STUDY OF DECORATIVE ARTS 31431 CAMINO CAPISTRANO SAN JUAN CAPISTRANO CA 92675 Z w o � a =t � v LEGAL NAME SG LIBROS Y ARTES - CENTER FOR THE STUDY DECORATIVE ARTS, A NON-PROFIT CORP. PRINTED: 03-18-94 P0408 w e S CERTIFICATE 1W INSURANCE x/c ISSUE DATE, Vol ,Dy f PRODUCER IH FF- I !CATF „ ISSu AS .,1T, FR OF INI r HI l GD ONLY AND C6NFC?'iS NO RICHFA UPON TF -HIIFI C AT,I-CLJE i 7HID GI 'T E (,AIL D,)ES GO AMEND. EX TE IND GR A, TFF 111'- C(VFrNAII H-' )RD FD R' THE f I ICILS REIOW COMPANIES AFFORDING COVERAGE COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD IN- DICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CER- TIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLU- SIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE TR AF.ENERAL LIABILITY :r. COMMERCIAL GENERAL LIABILITY CLAIMS MADE X OCCUR OWNER'S & CONTRACTOR'S PROT. AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NONOWNEDAUTOS GARAGE LIABILITY EXCESS LIABILITY OTHER THAN UMBRELLA FORM WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY OTHER POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION ALL LIMITS IN THOUSANDS COMPANY ETTER A CODE SUB -CODE OMPANN B INSURED TETTER COMPANY C PRODUCTS- COMP:OPSAGGREGATE COMPANY . . -.. ,... LETTER D 7: 1`,1 EACH OCCURRENCE COMPANY C LEITER C COMPANIES AFFORDING COVERAGE COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD IN- DICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CER- TIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLU- SIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE TR AF.ENERAL LIABILITY :r. COMMERCIAL GENERAL LIABILITY CLAIMS MADE X OCCUR OWNER'S & CONTRACTOR'S PROT. AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NONOWNEDAUTOS GARAGE LIABILITY EXCESS LIABILITY OTHER THAN UMBRELLA FORM WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY OTHER POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION ALL LIMITS IN THOUSANDS DATE GAM ON YY) DATE (MM DO YY) GENERAL AGGREGATE PRODUCTS- COMP:OPSAGGREGATE PERSONAL& ADVERTISING INJURY EACH OCCURRENCE FIRE DAMAGE (Any one fire) MED EXPENSE (Any one person) tT COMBINED SINGLE LIMIT BODILY NJURY Per person) BODILY INJURY (Per Nced.np PROPERTY DAMAGE EACH AGGREGATE OCCURRENCE DESCRIPTION OF OPERATIONSILOCATIONSNEMCLES/SPECIAL ITEMS Rill ra`d 7..n!IU ;.(.I1' II—J:I:T ? I.....)i'I`li::.'!I JC:V 'NIANIFT" CII ), L'C) CERTIFICATE HOLDER �.. .......... ..k. . '.:'JF�1!••( .I ,..1{-'11`d l', r'i. Fs ('r';1 rl �:;'!'�i �:'� STATUTORY (EACH ACCIDENT) (DISEASE— POLICY LIMIT) (DISEASE—EACH EMPLOYEE) (J .H ryl T CANCELLATION --<s ,�: r=- m SHOULD ANY OF THE ABOVE DESCRIBED POUK�rE-6t CANC1LED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WIr,16�L ENDEAVOR TO MAIL 1. ':',DAYS WRITTEN NOTICE TO THE CERTIFICATE HOAR NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE WINES I'll I ii I G CD a U MAS&R INSURANCE POLI GENERAL DECLARATIONS LIFE&CASUALTY AETNA CASUALTY & SURETY COMPANY OF ILLINOIS RECEIVED 1020 31ST STREET DOWNERS GROVE, ILLINOIS 6051 r. •+ g� qy �Z l:1 S 1992 1 OLGG�RT INS. LIBROS Y ARTES AND DECORATIVE ARTS STUDY CENTER ,1 029 ACM 22674777 31431 CAMINO CAPISTRANO:1, � SAN JUAN CAPISTRANO POLICY PERIOD CA 92675 FROM 09/19/92 TO 09/19/93 12:01 am STANDARD TIME AT THE In return for the payment of the premium, and subject to all the terms of this policy, insurance is provided to YOU by the Stock Insurance Company specified above for the indicated coverages and for which a Coverage Part is attached. Coverage Parts Coverage Part Number COMMERCIAL PROPERTY 059 FP 22674777 TCI COMMERCIAL GENERAL LIABILITY - OCCURRENCE 059 GL 22674777 TO The following forms are common to the entire policy I This premium may be subject to adjustment coverage forms and ADVANCE TOTAL are shown on DC035 0191 MP001 0186 $4,134.00 $4,134.00 Countersigned By ' Countersignature Date ZQiL'Q1-9-2 Sign d for the above Company as insurer for any section of this insurance by: P,..idnt READ YOUR POLICY CAREFULLY AGENT'S COPY D0001 (ED. 01.91) PRINTED IN U.S.A. .W"Nong L MAS% -R INSURANCE POLI DESCRIPTION OF LOCATIONS POLICY NUMBER EFFECTIVE DATE 059 ACM 22674777 (SAME AS POLICY UNLESS OTHERWISE SPECIFIED) The locations described below are referred to in the individual coverage parts attached to the policy by location and buildina number, LOC. BLDG. NO. NO. ADDRESS OCCUPANCY 1 1 31431 CAMINO CAPISTRANO CLUB SAN JUAN CAPISTRANO , ORANGE, CA 92675 r D0035 (1-91) Page 1 n� J ow O NM t� N� M� N N� n�. ow ow N� COM14RCIAL GENERAL LIABILIT*'OVERAGE PART DECLARATIONS LIFE & CASUALTY COVERAGE PART NUMBER EFFECTIVE DATE 059 GL 22674777 TCI (Same as policy unless otherwise specified.) FORM OF BUSINESS NON-PROFIT ORGNIZ COVERAGES LIMITS OF LIABILITY AGGREGATE LIMITS OF LIABILITY $3,000,000 Products/Completed Operations Aggregate $3,000,000 General Aggregate (other than Products/Completed Operations) COVERAGE A - Bodily Injury and Property Damage Liability $2,000,000 any one occurrence subject to the Products/Completed Operations and General Aggregate Limits of Liability Fire Damage Liability $50,000 anyone fire subject to the Coverage A occurrence and the General Aggregate Limits of Liability COVERAGE B - Personal and Advertising Injury Liability $2,000,000 any one person or organization c subject to the General Aggregate Limit of Liability COVERAGE C - Medical Payments $5,000 any one person subject to the Coverage A occurrence and the General Aggregate Limits of Liability TITLE NUMBER COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE DC004 0588 COMMERCIAL GENERAL LIABILITY COVERAGE PART TABLE OF CONTENTS DC018 1188 COMMERCIAL GENERAL LIABILITY COVERAGE FORM CG0001 1188 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (BROAD FORM) IL0021 1185 AMENDMENT -GENERAL AGGREGATE LIMIT GN053 1087 CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL IL0270 0388 ADDITIONAL INSURED - MANAGERS OR LESSORS OF PREMISES CG2011 1185 These Declarations are completed on the attached Commercial General Liability Coverage Part Schedule(s). DC002 (ED. 01-66) PRINTED IN U.S.A. COVERAGE PART NUMBEF*9 GL 22674777 TCI . COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -MANAGERS OR LESSORS OF PREMISES Ln This endorsement modifies insurance provided under the following: co0 a COMMERCIAL GENERAL LIABILITY COVERAGE PART U WHO IS AN INSURED (Section II) is amended to include as an insured the person '60organization shown in the Schedule but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown in the Schedule and subject to the following additional exclusions: This insurance does not apply to: 1. Any 'occurrence" which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction or demolition operations performed by or on behalf of the person or organization shown in the Schedule. ris Om N� M SCHEDULE DESIGNATION OF PREMISES (PART LEASED TO YOU): 31495 EL CAMINO REAL SAN JUAN CAPISTRANO, CA NAME OF PERSON OR ORGANIZATION (ADDITIONAL INSURED): CITY OF SAN JUAN CAPISTRANO AND COMMUNITY REDEVELOPMENT CG2011 (ED. 11-85) PRINTED IN U.S.A. • (rr -�0 STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 COMPEN ATION I N SU R N C E FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE OCTOBER 30, 1992 POLICYNUMBER: 1091857 - 92 CERTIFICATE EXPIRES: 4-1-93 CITY OF SAP! JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY 32400 PASEO ADELANTO SA„ JUAN CAPISTRANO, CA 92675 JOB: ALL OPERATIONS L This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon ten days' advance written notice to the employer. We will also give you TEN days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. X. PRESIDENT ENDORSEMENT #0015 ENTITLED ADDITIONAL INSURED EIPLOYER EFFECTIVE 10/30/92 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. NAPE OF ADDITIONAL INSURED: CITY OF SAD! JUAN CAPISTRAPJO/COJ'1h. REDEV. AGENCY L z 0 c EMPLOYER M c m C7, .z .V rr1 LIBROS Y ARTES No 31431 CANINO CAPISTRANO z SAP; JUAN CAPISTRANO, CA 92675 N SCIF- 10262 (REV. 10-86) e 0 October 5, 1992 dwo�, T ymonor�nl ' <<�.Ili1Xf4 1961 1776 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, CA 92675 Re: Gentlemen: MEMBERS OF THE CITY COUNCIL KENNETH E. FRIESS JERRY HARRIS GARY L. HAUSDORFER OIL JONES JEFFVASOUEZ CRY MANAGER Thank you for the Certificate of Insurance, which was received by the City of San Juan Capistrano on October 2, 1992. In accordance with your agreement, please be advised of the following: (1) Workers' Compensation is required. If you do not have employees please write a letter to the City stating so. (2) A General Liability Endorsement form is required naming the City of San Juan Capistrano and the San Juan Capistrano Community Redevelopment Agency as Additional Insureds. Please forward the Workers' Compensation and endorsement form to the City, attention City Clerk's office, by October 19, 1992. If you have any questions, please contact me at (714) 493-1171 extension 243. Thank you for your cooperation. Very truly yours, Dawn M. Schanderl Deputy City Clerk Enclosure: Endorsement Form cc: Cheryl Johnson, City Clerk Mary Laub, Management Assistant II 32400 PASEO ADELANTO. SAN JUAN CAPISTRANO, CALIFORNIA 92675 • 17141 493-1171 0 September 25, 1992 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, CA 92675 Re: Dear Gentlemen: JMan • �I I�f1110A,11D n,nH 1961 1776 MEMBERS OF THE CITY COUNCIL KENNETH E FRIESS JERRY HARRIS GARY HAUSDORFER GIL JONES JEFF VASQUEZ CITY MANAGER STEPHEN B JULIAN The General Liability Certificate of Insurance, regarding the above - referenced lease, expired on September 19, 1992. In accordance with your agreement, the insurance certificate needs to be renewed for an additional period of one year. The agreement requires a general liability endorsement form naming the City of San Juan Capistrano as well as the San Juan Community Redevelopment Agency as additional insureds. I have included one of the City approved endorsement forms to submit to your insurance company; however, your insurance company may provide their own endorsement form. The lease agreement also states that Workers' Compensation Insurance is required. If you do not have employees then please send to the City a letter stating so. Please forward the updated certificates and the endorsement form to the City, attention City Clerk's office, by October 5, 1992. If you have any questions, please contact me at (714) 493-1171 extension 243. Thank you for your cooperation. Very truly yours, Dawn M. Schanderl Deputy City Clerk Enclosure cc: Cheryl Johnson, City Clerk Mary Laub, Management Assistant II 32400 PASEO ADELANTO. SAN JUAN CAPISTRANO. CALIFORNIA 92675 • (714) 493-1171 L, (/7 . 9C • HUNTINGTON T. BLOCK INSURANCE 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-1585 LLOYD'S OF LONDON ****REVISED**** TELEPHONE: (202) 223.0073 FACILITIES TOLL FREE: (800) 824.8830 CABLES: HUNTBLOCK TELEX: 892598 CERTIFICATE OF INSURANCE This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the policy Amount $ 68,000. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 13th day of February, 1992 12:01 a.m. 5th day of June, 1992 12:01 a.m. Standard rime at place of issuance, to an amount not exceeding the amount above specified, on the following described property: Standard all risk fine arts insurance on a "wall—to—wall" basis on loans to the "Spain: Real and Imaginary" exhibition while on loan to the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are notcovered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Addi.ttonalInsureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP I04952935 — 100%. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday Libros y Artes, Decorative Arts Study Center File Signed_ rrFe-'Arts ulie teidl 03/12/92 js Department LLOYD'S OF LONDON FACILITIES HUNTINGTON T. BLOCK INSURANCE 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-1585 CERTIFICATE OF INSURANCE TELEPHONE: (202) 223.0673 TOLL FREE: (800) 624.6630 CABLES: HUNTBLOCK TELEX: 892896 This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the polis} Amount $ 62,000. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 13th day of February, 1992 12:01 a.m. 5th day of June, 1992 12:01 a.m. Standard Time at place of issuance, to an amount not exceeding the amount above specified, on the following described property: Standard all risk fine arts insurance on a "wall—to—wall" basis on loans to the "Spain: Real and Imaginary" exhibition while on loan to the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP I04952935 — 100%. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday, Libros y Artes, Decorative Arts Study Center File (, Signed D 02/18/92 js F ne Artss Deepartmtm ent ISSUE DATE ' 8;'1.5 91. PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. HOLBERX INSURANCE- COMPANIES AFFORDING COVERAGE 1208 P C? BOX 1208 COMPANY A SAN CLEMENTEi CA ?2672 LETTER F. NA L. & C COMPANY a LETTER B G21 INSURED COMPANYC y�,wT � = LIBROS Y ARTES LETTER 19 y 31.431. CAM CAPISTRANO COMPANY� q-4r- � � SAN JUAN CAP CA 9267S LETTER ��2m -c COMPANY y a LETTER E 'y 2 • THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAME ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, LT LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MMIODIPYI POLICY EXRRATION DATE IMMIOD") ALL LIMITS IN THOUSANDS A GENERAL LIABILITY ._ 6811 9I 19/91 9f 1.9;'92 GENERAL AGGREGATE 3,000 X COMMERCIAL GENERAL LIABILITY PRDDUCTS-COMPIOPS AGGREGATE 3,000 CLAIMS MAGE (OCCURRENCE PERSONAL BADVERTISING INJURY 2,0o0 OWNERS & CONTRACTORS PROTECTIVE EACH OMUKNGE 9,00o ARE DAMAGE (ANY ONE FIRE) G 0 MEDICAL EXPENSE (ANY ONE PERSON) 4 AUTOMOBILE LIABILITY ANY AUTO CSL ALL OWNED AUTOS - SCHEDULED AUTOS ININJDI6Y (PERU PERSON) HIRED AUTOS BGDIhY NON-OWNED AUTOS ICCIOEYNT) GARAGE LIABILITY DAMP EXCESS LIABILITY Ee . e AEWTE (xCURnNCP OTHER THAN UMBRELLA FORM WORKERS' COMPENSATION SrnrutORv (EACH ACCIDENT) AND EMPLOYERS' LIABILITY (DISEASE-POLICY LIMBI (DISEASE EACH EMPLOYEE? OTHER �� FT.gP F� Io�J L�. TIo xeHL EfI??Fr AIjE�SCF _RTAINING TO THE CERTIFICATE HOI...DER CE.RTI.FICATE HOLDER IS NAMED ADDITIONAL... INSURED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE Ek PIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE _ CITY OF SEAN JUAN CAPISI RANO LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR 32 400 PASE:.O ADE.LANTo LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. SAN JUAN CAP CA 92675 AUTHORIZED REPRESENTATIVE JAMES M HC,LBERT /„�_yjd_e p,/'' �,5 HUNTINGTON T. BLOC INSURANCE 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-11585 LLOYD'S OF LONDON TELEPHONE: (202) 223-0673 FACILITIES TOLL FREE: (600) 624-3330 CABLES: HUNTOLOCK TELEX: 892696 CERTIFICATE OF INSURANCE This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the policy Amount $ 279,020. Rate --- Premium $ In consideration of the stipulations herein named and of the above stated premium, Does Insure The American Federation of Arts and its Members Whose address is 41 East 65th Street, New York, NY 10021 from the 13th day of November, 1991 12:01 a.m. to the 5th day of February, 1992 12:01 a.m. Standard Time at place of issuance, to an amount not exceeding the amount above specified, on the followin described property: �� Standard al � risk fine arts insurance on loans to A Christmas in a Dall House exhibition being held on the premises of the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP 104952935 - 1007. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday Libros y Artes Decorative Arts Study Center ; FileV� Signed x _ _ ulie Ste' 01/15/92 js its Department LL 0 Y 0'5 OF LONDON F AC, L I T I E 5 HUNTINGTON T. BLOCK INSURANCE 2101 L STREET. NORTHWEST WASHINGTON, 0 20007-/585 ****REVISED**** TELEPHONE (202, 220 0670 TOLL FREE Ie001 424-eeJO FAX ,202, 00+ 8409 CABLES HU NTBLOC6 CERTIFICATE OF INSURANCE TELEX 592596 This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the policy Amount $ 281,020. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 13th day of November, 1991 12:01 a.m. 5th day of February, 1992 12:01 a.m. Standard rime at place of issuance, to an amount not exceeding the amount above specified, on the followin described property: Standard al lB risk fine arts insurance on loans to A Christmas in a Doll House exhibition being held on the premises of the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP I04952935 - 1007,. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday Libros y Artes Decorative Arts Study Center File Signed � lie Steid 12/11/91 js its Department HUNTINGTON T. BLOC INSURANCE Rn1✓Mm 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-1585 Nov 21 1 09 PM 'I I LLOYD'S OF LONDON FACILITIES CI'fy CLIRII DEPARtletl7 CITY f)F+ JUAN CAFId'i�R"NoCERTIFICATE OF INSURANCE TELEPHONE: (202) 223.0673 TOLL FREE: (800) 426.8830 CABLES: HUNTSLOCK TELEX: 892596 This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the police Amount $ 320,000. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 13th day of November, 1991 12:01 a.m. 2nd day of February, 1992 12:01 a.m. Standard Time at place of issuance, to an amount not exceeding the amount above specified, m 9the followingdescribed propert : Standard allrik fine arts insurance on loans to "A Christmas in a Doll House" exhibition being held on the premises of the AFA member, Libros y Arras, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP 204952935 - 1007. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday Libros y Artes Decorative Arts Study Center File Signed �. ulie Steid1 11/14/91 js _ tment I LLOYD'S Of LONDON FACILITIES • HUNTINGTON T. BLOCK• INSURANCE 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-1585 R E V I S E D CERTIFICATE OF INSURANCE TELEPHONE: (202) 223.0673 TOLL FREE: (800) 828.8830 CABLES: HUNTBLOCK TELEX: 992596 This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the policy Amount $ 124,250. Rate Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 14th day of August, 1991 12:01 a.m. 15th day of November, 1991 12:01 a.m. Standard Time at place of issuance, to an amount not exceeding the amount above specified, on the following described property: Standard all risk fine arts insurance on a "wall—to—wall" basis on the "20th Century Architect and Designer" exhibition being held on the premises of the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy IIMVP 104952935 — 1007. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Ms. Peggy Friday Libros y Artes, Decorative Arts Study Center File Signed Julie S 1 1 10/21/91 js �_ ine Arts Department 2ND REVISION LLOYD'S OF LONDON FACILITIES HUNTINGTON T. BLOCK INSURANCE 2101 L STREET, NORTHWEST WASHINGTON, D.C. 20037-1585 X,Vr M ` ce• �r , 191 r _ 6 `�•A'L TF LIP NO Ni: (202) 223.0673 TOLL FREE: (800) 428.8830 CABLES: HUNTBLOCK TELEX: 892596 CERTIFICATE OF INSURANCE This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the policy Amount $ 450,000. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 25th day of May, 1991 12:01 a.m. 12th day of August, 1991 12:01 a.m. Standard rime at place of issuance, to an amount not exceeding the amount above specified, on the following described property: Standard all risk fine arts insurance on a "wall—to—wall" basis on the "20th Century Master Decorators" exhibition being held on the premises of the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP I04952935. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Mr. Jeffrey Marks, Libros y Artes File Signed lie Stei 05/23/91 js THIS CERTIFICATE IS ISSUED ASA MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT +MEND, EXTEND OR ALTER THE COVERAGE AFFORDED RY THE POLICIES LISTED BELOW. NAME AND ADDRESS OF AIANCI COMPANIES AFFO NG QRt(N HOLBERT INSURANCE COMPANY /1 LETTERAETN 3 33 P O BOX 1208 COMPANY SAN CLEMENTE CA 92672 LETTER B CITY CLER BL NAME AND ADDRESS OF INSUREO - COMPANY C --aiviat CITY OF SAN LETTER JUAN CAPISTRANO LIBROS Y ARTES COMPANY D — 31431 CAM CAPISTRANO LETTER COMPANY SAN JUAN CAP CA 92675 LETTER E This is to certify that policies of insurance listed below have been issued to the insured named above for the policy Period Indicated. Notwithstanding any requirement, term orbondition of any contract or other document With respect to which this certificate maybe Issued or may Pertain, the Insurance afforded by the Policies described herein is subject to all the terms, exclusions and conditions of such policies. LimitsLiabilityn ousan s COMPANY LETTER TYPE OF INSURANCE POLICr YVMBER POLICY Exaw AnON DATE EACH AGGREGATE OCCURRENCE A GENERAL LIABILITY CM5189364 9/19/89 BOIRIINJDRY $ s COMPREHENSIVE FORM Inception date 9/19/88 PREMISES OPERATIONS PROPERTY DAMAGE i s EXPLOSION AND COLLAPSE HAZARD UNDERGROUND HAZARD X ARGOUCTSICOMPLETtO X OPERATIONS HAZARD CONTRACTVAL INSVPANCE HVDILVINJURY pND -PnVPERrY DAMAGE /'� $1 rO0O /y s2rC0O X BROAD FORM PROPER iv COMXINED DAMAGE X INDEPENDENT CONTRACTORS PERSONAL INJURY X PERSONAL INJURY s AUTOMOBILE LIABILITY S COMPgF.HE N$IVE FORM 'EACHRSONINJURY 'EACH PERSON; t 60011 YV OWNED EACH OCCURREURPE NCE; PROPERTY DAMAGE HIRED s 9ODU V INJURY AND NON OWNED s PROPERTY DAMAGE COMBINED EXCESS LIABILITY UMBRELLA FIRM BODILY INJURY AND PROPERTYDAMAGE s S OTHER THAN UMBRELLA COMBINED 'OHM WORKER'S COMPENSATION srATurogv and EMPLOYER'S LIABILITY $ (EACH ACCIDENT; OTHER O ESCRIPTION OF OPERATIONS ILOCATIONSNE HICLES ALL OPERATIONS OF THE INSURED CERTIFICATE HOLDER AS ADDITIONAL INSURED Cancellation: Should any of the above described policies be cancelled before the expiration date thereof, the issuing company will endeavor to mail 39 days written notice to the below named certificate holder, but failure to, mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives. NAME ANO ADDRESS OF CERTIFICATE HOLDER DATE ISS Qs>r- i 9 s 1 9RR T CITY OF SAN JUAN CAPISTRANO & COMMUNITY REDEVELOPMENT 32400 ADELANTO SAN JUAN CAPISTRANO CA 92675 AITHOP Izap REPRESENTAnvE HUNTINGTON T. BLOCK �� f INSURANCE R€ate 2 10 1 L STREET, NORTHWEST q WASHINGTON, D.C. 20037-1585 ftB.2#' LLOYD'S OF LONDON 120 xJ 2x3-0 673 FACILITIES 5001 JO NUNTBLOCKlwlvj�i $9x546 CERTIFICATE OF INSURANCE This memorandum is for information only; it is not a contract of insurance but attests that a policy as numbered herein, and as it stands at the date of this certificate, has been issued by the Company. Said policy is subject to change by endorsement and to assignment and cancellation in accordance with its terms. The following is information from the pohc} Amount $ 600,000. Rate --- Premium $ --- In consideration of the stipulations herein named and of the above stated premium, Does Insure Whose address is from the to the The American Federation of Arts and its Members 41 East 65th Street, New York, NY 10021 13th day of February, 1991 12:01 a.m. 14th day of April, 1991 12:01 a.m. Standard rime at place of issuance, to an amount not exceeding the amount above specified, Standardwal. described skef3ne arts insurance on a "wall-to-wall" basis on the "20th Century Master Decorators" exhibition being held on the premises of the AFA member, Libros y Artes, Decorative Arts Study Center, 31431 Camino Capistrano, San Juan Capistrano, CA 92675. Earthquake and its related perils are not covered. It is agreed that the City of San Juan Capistrano and the Community Redevelopment Agency are included as Additional Insureds, and thirty days written notice of cancellation will be given to the aforementioned Additional Insureds. Loss, if any, payable to the Insured or order, and loss, if any, subject to a $250. deductible per occurrence. CIGNA Property and Casualty Insurance Company Policy #MVP I04952935. Certificate issued to: City of San Juan Capistrano and Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: Ms. Kathleen Salguero Trepa, Management Assistant Copies to: Mr. Jeffrey Marks Libros y Artes File Signed 02/15/91 js ulie Stei 0 April 28, 1995 Members of the City Council City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Ladies and Gentlemen: 0 DECORATIVE ARTS STUDY • CENTER LIBROS Y ARIES DE SAN JUAN CAPIS RANO Members of The Decorative Arts Study Center would like to thank the people of San Juan Capistrano, various members of the City Council and the City Staff for their expressions of support during this period of "transition". DASC looks forward to a new and exciting future with expanded educational opportunities provided by our Research Library, the Lecture series, workshops and Study Tours. DASC is in the process of finalizing plans for our next fiscal year. As in the past, we plan to schedule many of these programs at La Sala community room. Our goal is to make these events available to as many members of the community as possible. In the interest of controlling cost, we respectfully request waiver of the fee now charged for use of that facility. Thank you for your consideration. Sincerely, s E. B. Akins Board Member .1/9.r Xrsla-fs �e m 31431 Camino Capistrano, San Juan Capistrano, California 92675 (714) 496-2132 MAY 1 - 1995 San Juan Capistrano Community Redevelopment Agency April 12, 1994 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, California 92675 Dear Gentlemen: The General Liability Certificate of Insurance, regarding the above -referenced lease, expired on September 19, 1993. In accordance with your agreement, the insurance certificate needs to be renewed for an additional period of one year. The agreement requires a general liability endorsement form naming the San Juan Capistrano Community Redevelopment Agency as an additional insured. I have included a City approved endorsement form to submit to your insurance company; however, your insurance company may provide their own endorsement form. Please forward the updated certificate and the endorsement form to the City, attention City Clerk's office, by May 3, 1994. If you have any questions, please contact me at (714) 443-6310. Thank you for your cooperation. Very truly yours, Dawn M. Schanderl Deputy City Clerk Enclosure cc: Cheryl Johnson, City Clerk Mary Laub, Management Assistant II 32400 Paseo Adelanto San Juan Capistrano California 92675 714 - 493-1171 9 0 San Juan Capistrano Community Redevelopment aeency May 21, 1993 Libros y Artes 31431 Camino Capistrano San Juan Capistrano, California 92675 Re: Workers Compensation Insurance Requirements: 31431 Camino Capistrano Dear Sirs: On March 25, 1993 you were sent notification from the City Clerk's office that your workers compensation insurance was due to expire April 9, 1993. No response has been received to date from you regarding this situation and a default has existed in the lease between Libros y Artes and the City of San Juan Capistrano Community Redevelopment Agency since the April 9, 1993 insurance cancellation date. It is imperative that this situation be rectified immediately. Please copy the Agency with the required verification of workers compensation insurance no later than on May 28, 1993 at 5:00 p.m. Sincerely, /f Cthia L. Pendleton Finance Officer CLP:ML/ja cc:,,6awn Schanderl 32400 Paseo Adelanto San Juan Capistrano California 92675 714 - 493-1171 0 March 25, 1993 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, CA MEMBERS OF THE CIT' COUNCIL COLLENE CAMPBELL GARY HAUSDORFER GIL JONES CAROLYN NASH JEFF VASQUEZ CRY MANAGER GEORGESCARBOROUGH 412o) �rnQ— Re: Renewal of Workers' Compensation Certificate of Insurance lyase Aareement - 31431 Camino Capistrano) Dear Gentlemen: The Workers' Compensation Certificate of Insurance, regarding the above -referenced lease agreement, is due to expire on April 1, 1993. In accordance with your agreement, the insurance certificate needs to be renewed for an additional period of one year. Please forward the updated certificate to the City, attention City Clerk's office, by April 9, 1993. If you have any questions, please contact me at (714) 493-1171 extension 243. Thank you for your cooperation. Very truly yours, Dawn M. Schanderl Deputy City Clerk cc: Cheryl Johnson, City Clerk Mary Laub, Management Assistant II 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493-1171 r MEMORANDUM October 31, 1988 TO: Stephen B. Julian, City Manager FROM: Robert G. Boone, Director of Administrative Services SUBJECT: Liability Insurance for Durenburger Property When we purchased Gep Durenburger's property, we notified the Joint Powers Insurance Agency in order to include that property under our property insurance. We are also responsible for ensuring that liability insurance is provided now that the property is in our ownership. The lease agreement with Libros y Artes that was sent to Council outlined the insurance requirements as follows: Fire insurance with extended coverage ("all risk") in an amount at least equal to ninety percent of the replacement cost of the contents and fixtures within the buildings; Comprehensive general liability insurance in limits of not less than $2,000,000 combined singe limit per occurrence; Insurance on all of tenant's personal property; and Worker's compensation for all employees with limits not less than $100,000. I have attached a copy of the pertinent insurance clauses outlined in the lease agreement for your reference. It is my understanding that Gep Durenburger is still occupying the property. Without a certificate of insurance naming the City and Agency as additional insureds, we are currently responsible for any claims resulting from a fire or injury on that property. If you have any questions, please call. I look forward to hearing your feelings regarding this matter. xoovo� RGB:kss cc: Nancy Erickson Dawn Schanderl 9 /YI ftp dr w feat ari �rreLrus- {ti�r�� pr��' COY', �n e o Y ,�- 0 0 11.1.1 Tenant shall submit reasonably detailed final plans and specifications and working drawings of the proposed alterations and the name of its contractor at least fifteen (15) days before the date it intends to commence the alterations. 11.1.2 The alterations shall not be commenced until three (3) business days after Landlord has received written notice from Tenant stating the date the installation of the alterations will commence so that Landlord can post and record an appropriate Notice of Nonresponsibility. 11.1.3 The alterations shall be approved by all appropriate governmental agencies, and all applicable permits and authorizations shall be obtained before commencement of the alterations. 11.1.4 All alterations shall be completed with due diligence in substantial compliance with the plans and specifications and working drawings and all applicable laws. 11.2 Limitations with Respect to Alterations. Subject to the provisions of Article 7 pertaining to the removal of furniture, trade fixtures, equipment and personal property installed by or at the expense of Tenant, any alterations by Tenant shall remain on and be surrendered with the Premises on expiration or termination of this Lease, unless Landlord shall elect that such alterations be removed at no cost to Landlord. In the event Landlord elects that such alterations be removed, Landlord shall so notify Tenant in writing within ten (10) days after the termination of this Lease. 12. MECHANIC'S LIENS Tenant shall keep the Premises free and clear of all mechanic's liens resulting from construction done by or for Tenant or by or for any person holding through or under Tenant. Tenant shall have the right to contest the correctness or the validity of any such lien provided Tenant first procures and records a lien release bond issued by a corporation authorized to issue surety bonds in California in an amount equal to one and one-half (1-1/2) times the amount of the claim of lien. The bond shall meet the requirements of California Civil Code Section 3143 and shall provide for the payment of any sum that the claimant may recover on the claim (together with costs of suit, if it recovers in the action). 13. ASSIGNMENT AND SUBLETTING. Tenant shall not sublease or assign its interest in this Lease or in the Premises or any portion thereof without obtaining Landlord's prior written consent which consent shall not be unreasonably withheld subject, in particular, to the covenants of Article 6 of this Lease. 14. EXCULPATION, INDEMNITY AND INSURANCE. 14.1 Exculpation of Landlord. Landlord shall not be liable to Tenant for any damage to Tenant or Tenant's property except for any damage caused by any act or omission of Landlord or Landlord's authorized representatives. 14.2 __Ind��emn�iityy. Tenant hereby indemnifies and shall hold Landlord harmless from an age any loss, damage, injury or claim to the Premises or any person at any time occasioned by or arising out of. 14.2.1 Any activity, act or omission of Tenant or of anyone holding under or though Tenant or of any officer, agent, employee, guest or invitee of Tenant; or 14.2.2 The use or occupancy of the Premises or any part thereof by, under or though Tenant; or 09/O1/BB 0934n/2299/O11 -S- 14.2.3 Any and all claims, costs, attorneys' fees, and liabilities arising in connection with the foregoing, but Tenant shall not be liable for damage or injury occasioned by any act or omission of Landlord or Landlord's authorized representatives. 14.3 Insurance. 14.3.1 Tenant hereby agrees that it will carry and maintain during the Term and any extension thereof, at Tenant's sole cost and expense the following types of insurance, in the amount specified and in the form hereinafter provided: (a) Insurance (fire insurance with extended coverage).on the building, fixtures and other improvements that are a part of the Premises (inclusive of foundations, footings and similar structures below grade) against any peril generally included within the classification of "All Risks" excluding flood, in amounts at least equal to ninety percent (901) of the replacement cost thereof. In addition, the fire insurance shall be written in such a manner that, in the event of a loss, the amount of coverage afforded the insured shall not be reduced or diminished by reason of the applications of any coinsurance or average clause. (b) Comprehensive general liability insurance covering liability of the insureds with respect to or arising out of the ownership, maintenance, use, or occupancy of the Premises, said insurance to have limits of not less than TWO MILLION DOLLARS (82,000,000.00 combiumv single limit per occurrence for bodily injury, personal injury and property damage liability. (c) Insurance on all of Tenant's personal property, Tenant's improvements and alterations in or about the Premises against fire and any peril generally included within the classification of "Extended Coverage", with vandalism and malicious mischief endorsements, at least to the extent of ninety percent (901) of their full replacement value without deduction or depreciation. The proceeds of any such policy shall be used by Tenant for the replacement of personal property or the restoration of Tenant's improvements or alterations. (d) worker's Compensation insurance or permissible self-insurance for all employees of Tenant engaged on or with respect to the Premises with limits of liability not less than ONE HUNDRED THOUSAND DOLLARS ($100,000.00) or, if such limits are established by law, in such amounts. 14.3.2 All insurance required under this Section 14.3, including the comprehensive general liability insurance, shall (a) provide that coverage shall -not be revised, cancelled or reduced until at least thirty (30) days' written notice of such revision, cancellation or reduction shall have been given to Landlord; and (b) be issued by insurance companies which are qualified to do business in the State of California and which have a current rating of at least B plus in Best's Insurance Guide. Notwithstanding anything to the contrary contained herein, any insurance required to be carried by Tenant pursuant to this Section 14.3 may be furnished by.Tenant under any blanket policy carried by it or by separate policy. 14.3.3 The comprehensive general liability insurance to be maintained pursuant to this Section 14.3 shall, (a) Name Landlord as additional insureds, (b) Apply severally as to Tenant and Landlord; (c) Cover each of them as insureds in the same manner as if separate policies had been issued to each of them; 09/01/88 0934n/2299/011 -6- (d) Contain no provision affecting any rights which any of them would have as claimants if not so named as insured, and (e) Be primary insurance with any other valid and collectible insurance available to Landlord constituting excess insurance. 14.3.4 The Fire Insurance provided for hereunder to be maintained shall name Landlord as insured as its respective interests appear. 14.3.5 A policy, or a certificate of the policy, shall be deposited with Landlord by Tenant with regard to that insurance required to be procured by Tenant pursuant to this Section 14.3 upon commencement of this Lease, and on renewal, not less than fifteen (15) days before expiration of the term of the policy. 14.3.6 The parties release each other, and their respective authorized representatives, from any claims for damage to any person or to the Premises and to the fixtures, personal property, tenant improvements, and alterations of either Landlord or Tenant in or on the Premises that are caused by or result from risks insured against under any insurance policies carried by the parties and in force at the time of any such damage. 14.3.7 Each party shall cause each insurance policy obtained by it to provide that the insurance company waives all right of recovery by way of subrogation against either party in connection with any damage covered by any policy. Neither party shall be liable to the other for any damage caused by fire, or any of the risks insured against under any insurance policy required by this Lease. 15. DESTRUCTION. 15.1 Destruction Due to Risk Covered III nsurance. If, during the Term or any extension thereof, the Premises are tot; y or partially destroyed from a risk covered by the insurance described 1n Article 14, rendering the Premises totally or partially inaccessible or unusable, Tenant shall restore the Premises to substantially the same condition as they were in immediately before destruction, whether or not insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate the Lease, provided, however, if the existing laws do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. 15.2 Destruction Due to Risk Not Covered by Insurance. If, during the Term or any extension thereof, the Premises are totally or partially destroyed from a risk not covered by the insurance described in Article 14 (and not caused by any negligent or willful act of Tenant), rendering the Premises totally or partial inaccessible or unusable, Landlord may, at Landlord's option either (i) repair such damage as soon as is reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such damage is repaired) or (ii) give written notice to Tenant within thirty (30) days after the date of the occurrence of such damage of Landlord's intention to cancel and terminate this Lease as of the date of the occurrence of such damage. In the event Landlord gives such notice of Landlord's intention to cancel and terminate this Lease, Tenant shall have the right within thirty (30) days after receipt of such notice to give written notice to Landlord of Tenant's intention to repair such damage ("Tenant's Repair Notice"), in which event (i) this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such destruction is repaired) and (ii) Tenant shall make the repairs as soon as is reasonably possible. If Tenant does not deliver Tenant's Repair Notice to Landlord within the thirty (30) day period set forth herein, this Lease shall be cancelled and terminated as of the date of the occurrence of said damage. 09/01/88 0934n/2299/011 -7- • w f STATE COMPENSATION I N S U R A N C E FUND DECEMBER P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 CERTIFICATE OF WORKERS' COMPENSATION INSURANCE 10, 1993 POLICY NUMBER , 1091857 - 93 CERTIFICATE EXPIRES: 4-1-94 rCITY OF SAN JUAN CAPISTRANO BUILDING & SAFETY DEPARTMENT 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 L JOB: ALL OPERATIONS EMPLOYEES - 3 This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon ten days' advance written notice to the employer. We will also give you TEN days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. NA PRESIDENT EMPLOYER r LIBROS Y ARTES-CENTER FOR THE STUDY OF DECORATIVE ARTS, A NON-PROFIT CORPORATION 31431 CAMINO CAPISTRAh;O SAN JUAN CAPISTRANO, CA 92675 L SCIF 10262 (REV. 10-16) .7 C. 07 .'9 CC' IT r ca San Juan Capistrano Community Redevelopment Agency November 30, 1993 Libros Y Artes 31431 Camino Capistrano San Juan Capistrano, California 92675 Re: Workers' Compensation Certificate Dear Sirs: The purpose of this letter is to request verification of your workers' compensation coverage. Verification should come in the form of a certificate of coverage from your insurance company. In the past we have received copies of bills and invoices, but not the actual certificate. This verification is a requirement of the current lease between Libros Y Artes and the Agency. Thank you for your attention to this matter. Sincerely, C this L. Pendleton Finance Officer CLP:ML/ja cc: Mary Laub / Dawn Schanderi✓ 32400 Paseo Adelanto San Juan Capistrano California 92675 714 - 493-1171 San Juan Capistrano Community Redevelopment Agency November 30, 1993 Chris McLaughlin M & M Jewelers 31754 Camino Capistrano San Juan Capistrano, California 92675 Re: Insurance: M & M Jewelers Dear Ms. McLaughlin: The purpose of this letter is to notify you that the Agency has received Notice of Cancellation of the the public liability coverage required as a term of the lease between the Agency and M & M Jewelers. This cancellation notice was effective June 5, 1993. This is considered a default by M & M Jewelers and it is imperative that verification of insurance be sent to the Agency immediately with proper endorsement naming the Agency and its officers as additional insureds. Thank you for your attention to this matter. Sincerely, L �1� C thia L. Pendleton F ance Officer CLP:ML/ja cc: Mary Laub Dawn Schanderiz 32400 Paseo Adelanto San Juan Capistrano California 92675 714 - 493-1171 ISSUE DATE THIS BINDER IS A TEMPORARY INSURANCE CONTRACT, SUBJECT TO THE CONDITIONS SHOWN ON THE REVERSE SIDE OF THIS FORM. PRODUCER BINDER NO. I` i T FECTIVE TIME EXPIRATION DATE TIME 1 2.01 AM ll� n I v, I T Y NOON i I PM DE " c DER IS ISSUED TO EXTEND COVERAGE IN THE ABOVE NAMED EXPIRING POLICY NO, �l DESCRIPTION OF OPERATIONSIVEHICLESIPROPERTY (INCLUDING LOCATION) I. CODE SUB-CODE INSURED V, TYPE OF INSURANCE COVERAGES/FORMS AMOUNT DEDUCTIBLE COINSURANCE PROPERTY CAUSES OF LOSS BASIC BROAD SPECIAL GENERAL LIABILITY GENERAL AGGREGATE COMMERCIAL GENERAL LIABILITY PRODUCTS-ODMF/OPS AGGREGATE PERSONAL & ADVERTISING INJURY D OWNERS & CONTRACTORS EACH OCCURRENCE PROTECTIVE FIRE DAMAGE (ANY ONE FIRE) RETRO DATE FOR CLAIMS MADE: MEDICAL EXPENSE (ANY ONE PERSON) L. AUTOMOBILE ALL VEHICLES SCHEDULED VEHICLES CSL LIABILITY 81 PERSIACCID NOWOWNED ED HIRED MED PAY GARAGE PIP UM AUTO PHYSICAL DAMAGE ALL VEHICLES SCHEDULED VEHICLES ACV COLLISION DED. STATED AMOUNT T DED: OTHER EXCESS LIABILITY EACH AGGREGATE SEwNIAJAED OCCURRENCE FimliTI'm UMBRELLA FORM OTHER THAN UMBRELLA FORM RETRO DATE FOR CLAIMS MADE: STATUTORY WORKER'S COMPENSATION (EACH ACCIDENT) AND (DISEASE-POLICY LIMIr) EMPLOYERS' LIABILITY (DISEASE-EACH EMPLOYEE) SPECIAL CONDITIONS/RESTRICTIONS/OTHER COVERAGES u ib lox �QUb_ MORTGAGEE -ADDITIONAL INSURED LOSS PAYEE Q_ H LOAN# AUTHORIZED REPREtEl4TATIVE CONDITIONS This Company binds the kind(s) of insurance stipulated on the reverse side. The Insurance is subject to the terms, conditions and limitations of the policy(les) in current use by the Company. This binder may be cancelled by the Insured by surrender of this binder or by written notice to the Company stating when cancellation will be effective, This binder may be cancelled by the Company by notice to the Insured in accordance with the policy conditions, This binder is cancelled when replaced by a policy. If this binder is not replaced by a policy, the Company is entitled to charge a premium for the binder according to the Rules and Rates in use by the Company. Any person who refuses to accept a binder which provides coverage of less than $1,000,000.00 when proof is required: (A) Shall be fined not more than $500.00, and (B) is liable to the party presenting the binder as proof of insurance for actual damages sustained therefrom. ild "Agency Copy" LEASE AGREEMENT BY AND BETWEEN THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic 'LANDLORD" AND LIBROS Y ARIES DE SAN JUAN CAPISTRANO a California non-profit public benefit corporation "TENANT" • L E A S E THIS LEASE is entered into as of this 6th day of September, 1988 by and between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate and politic "Landlord"), and LIBROS Y ARIES DE SAN JUAN CAPISTRANO, a California non-profit public benefit corporation ("Tenant"). R E C I T A L S This Lease is entered into with reference to the following facts: A. Landlord is the fee owner of that certain improved real property located in the Central Redevelopment Project Area in the City of San Juan Capistrano, County of Orange, State of California, more particularly described on Exhibit "A" attached hereto and referred to herein as the "Property". B. Those existing improvements located on the Property which are being leased to Tenant by Landlord pursuant to the provisions of this Lease (including without limitation the existing buildings) are referred to herein as the "Existing Improvements". C. The Property together with all improvements located thereon are collectively referred to herein as the "Premises". D. Tenant desires to lease the Premises from Landlord and Landlord desires to lease the Premises to Tenant for purposes of operating a cultural center for the study of the decorative arts for the Western United States pursuant to the terms and conditions stated in this Lease. In consideration of the foregoing Recitals and of the terms and conditions herein set forth and for other good and valuable consideration the adequacy and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. DEMISE 1.1 Demise. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, the Premises (including, without limitation, the Existing Improvements) for the term and upon the conditions and provisions set forth in this Lease. 1.2 Condition of Premises. Landlord shall deliver the Premises to Tenant on the Commencement Date (as such term is hereafter defined) and Tenant shall accept the Premises in the condition the Premises are in as of the Commencement Date. 1.3 Title; Quiet Enjoyment. Landlord represents and warrants to Tenant that Landlord is the fee owner of the Property (including, without limitation, the Existing Improvements). Landlord further represents and warrants to Tenant that so long as Tenant fulfills the covenants and conditions of this Lease, Tenant shall have throughout the entire term of this Lease and any extension thereof, peaceful and quiet possession of the Premises without any disturbance from Landlord or any person claiming through Landlord, subject to the terms and conditions herein set forth. Landlord further represents and warrants to Tenant that Landlord has good right, full power and lawful authority to make this Lease for the term of this Lease and any extension thereof. TERM. 2.1 Initial Term. The term of this Lease (the "Term") shall commence on or about September 7, 1988 (the "Commencement Date") and shall expire on the sixth (6th) anniversary thereof, unless sooner terminated as herein provided. 0 0 2.2 Option to Extend. Tenant is hereby given four (4) successive options to extend the Term on all of the terms and conditions contained herein. Said options shall be for a period of six (6) years (the "extended term") commencing on the expiration of the Term. Tenant may exercise the first of said options by giving Landlord notice ("Option Notice") thereof at least one hundred eighty (180) days before the expiration of the Term. Tenant may exercise subsequent options by option Notice given at least one hundred eighty (180) days before the expiration of the extended term then in effect. If Tenant is in default on the date of giving any such Option Notice, such Option Notice shall be ineffective. If Tenant is in default on the date any extended term is to commence, the extended term shall not commence and this Lease shall expire at the end of the Term or first extended term then in effect, as the case may be. RENT. 3.1 Monthly Rental Payments. Tenant shall pay to Landlord basic monthly rent (subject to the adjustment provided in Section 3.2 hereof) in the amount of THREE THOUSAND THREE HUNDRED THIRTY-THREE DOLLARS AND THIRTY-THREE CENTS ($3,333.33) for and in consideration of the right of the use and possession of the premises. Said monthly rental payments shall be due and payable on the first day of every month during the Term and any extension thereof. The Executive Director of the San Juan Capistrano Community Redevelopment Agency ("Landlord") is hereby authorized to defer such rental payments from time to time for a period not to exceed one (1) year. 3.2 Cost of Living Adjustment. In the event Tenant exercises its option to extend the Term pursuant to Section 2.2 above, the monthly rent shall be adjusted. The cost of living adjustment to the monthly rental shall be calculated on the first day of each extended term (the "Adjustment Date") in the manner and pursuant to the following formula: A R = W x P In such formula "R" represents the adjusted monthly rental to be paid during the extended term for which rent is being computed under such formula; "W" represents the monthly rental paid by Tenant during the initial Term of the Lease ($3,333.33); "A" represents the Consumer Price Index (the "CPI") for all Urban Consumers, all items, most recently published and released two months prior to the Adjustment Date then being computed for the Los Angeles -Long Beach -Anaheim Metropolitan Area as reported by the United States Department of Labor, Bureau of Labor Statistics based upon the establishment of one hundred as the index for the years 1982-84; "P" represents the CPI released two months prior to the Commencement Date of the Lease. If the CPI which is used or published for any relevant time as provided in this Lease is based upon the establishment of 100 as the price index for a year or group of years other than 1982-84, the CPI to be substituted for "A" in the above formula shall be computed by converting the index as then issued or published to the basis of 100 as the price index for 1982-84. In the event that no such index is issued or published within one (1) year previous to each period for which such rent is being adjusted and computed hereunder or that said Bureau should cease to publish said index figure, then any similar index published by any other branch or department of the United States Government shall be used and if none is so published, then another index generally recognized as authoritive shall be substituted by agreement. In any event, the base used by any index shall be reconciled to the 1982-84 index. Notwithstanding anything to the contrary above stated, in no event shall the monthly rent be decreased below that payable immediately preceding the Adjustment Date in question. 09/01/88 0934n/2299/011 -2- Landlord shall as promptly as practicable after the beginning of each extended term give notice to Tenant of the computations and determinations made pursuant to this Section 3.2. Until receipt of Landlord's notice, Tenant shall pay the monthly rent at the same rate applicable to the immediately preceding term. If at the time of Landlord's notice the total amount of monthly rent actually paid by Tenant with respect to the elapsed portion of the current year is less than the amount of the monthly rent required to be paid for such period as indicated in Landlord's notice, Tenant shall immediately pay to Landlord the amount of the deficiency. 3.3 Proration. Monthly rent for any partial month at the beginning or end of the Term (or any extension thereof) shall be prorated upon the basis which the number of days of the Term (or any extension thereof) in such month bears to the total number of days in such month. 3.4 Place and Manner of Payment. All payments of rent shall be made by Tenant to Landlord in lawful money of the United States and without notice or demand, at such place as Landlord may from time to time designate in writing. For the present, Landlord designates as the address for payment the address set forth for Landlord in Section 21 of this Lease. 4.1 Use. Tenant shall use the Premises for purposes of operating cultural center for the study of the decorative arts for the Western United States or, subject to Articles 5 and 6 herein, any other lawful purpose to which Landlord consents, which consent shall not unreasonably be withheld. COMPLIANCE WITH LAWS AND WASTE. 5.1 Prohibition Against Waste. Tenant shall not use the Premises in any manner that will constitute waste, nuisance, or unreasonable annoyance to occupants of adjacent properties. 5.2 Compliance With Law. Tenant shall comply with all laws concerning Tenant's use of the Premises, including, without limitation, the obligation that Tenant pay all costs to alter, maintain, or restore the Premises, so that the Premises is in compliance and conformity with all laws relating to its condition, use or occupancy during the Term or any extension thereof. TAX COVENANT. 6.1 Tax Covenant. Landlord and Tenant each covenant and agree to take no action which would result in the interest received by Gephard R. Durenberger, the "Holder" of the Agency Promissory Note (the "Note") dated September 6, 1988 representing the Agency's obligation for the purchase of the Property and improvements thereon pursuant to the Agreement for the Acquisition of Real Property and Escrow Instructions by and between the Agency and Gephard R. Durenberger dated as of September 6, 1988, being includable in gross income for federal income tax purposes, if and to the extent that such payments are otherwise excludable from gross income for federal income tax purposes as of the date of this Agreement. In order to preserve the exclusion from gross income for federal income tax purposes of interest due with respect to the Note, Landlord and Tenant each covenant to comply with all applicable requirements of the Internal Revenue Code (the "Code"), together with any amendments thereto or regulations promulgated thereunder necessary to preserve such exclusion and specifically convenants, without limiting the generality of the foregoing, that: 6.1.1 it will not use nor permit the use of the Premises to generate a net amount of more than five percent (5%) of the principal or interest on the Note for any private business use, or enter into any arrangement such that more than five percent (5%) of the monthly rental payments due during the Term or any extension thereof under this Lease is, directly or indirectly, secured by any, interest in (i) property used or to be 09/01/88 0934n/2299/011 -3- used for a private business use or (ii) payments in respect of such property or to be derived from payments whether or not to Landlord or Tenant in respect of property, or borrowed money, used or to be used for a private business use, all as set forth in Section 141(b) of the Code; or take any other action which would cause the Note to be a "private activity bond" which is not a qualified bond within the meaning of Sections 141(a) and 141(e) of the Code. 7. TRADE FIXTURES. All furniture, fixtures, trade fixtures, equipment, and personal property installed by or at the expense of Tenant shall remain the property of Tenant during the Term or any extension thereof, and upon the expiration or sooner termination of this Lease, the provisions of Section 23.3 hereof shall control. Subject to the limitations described above in this Article 7, at any time during or within thirty (30) days after the expiration of the Term or any extension thereof, or upon the earlier termination of this Lease, Tenant may remove any or all of the furniture, trade fixtures, equipment and personal property installed by or at the expense of Tenant, as it may elect, provided that such removal is made in a neat and workmanlike manner and that Tenant repairs any damage caused to the Existing Improvements by such removal. TAXES AND ASSESSMENTS. 8.1 Real Property Taxes. Tenant shall pay, prior to delinquency, all general and special real property taxes and assessments levied or assessed against the Premises for any period which is inpluded within the Term or any extension thereof. 8.2 Proration of Tenant's Tax Liability. Tenant's liability to pay general and special real property taxes and assessments shall be prorated on the basis of a three hundred sixty-five (365) day year to account for any fractional portion of a fiscal tax year included in the Term (or any extension thereof) at its commencement and expiration. 8.3 Personal Property Taxes. Tenant shall pay before delinquency all taxes, assessments, license fees and other taxes that are levied and assessed against personal property installed or located in or on the Premises by Tenant and that become payable during the Term or any extension thereof. UTILITIES AND SERVICES. Tenant shall make all arrangements for, and timely pay prior to delinquency, all utilities and services furnished to or used in connection with the Premises, including, without limitation, gas, electricity, water, telephone service, sewage and trash collection. 10. TENANT'S MAINTENANCE. Subject to the provisions of Article 15 hereof, during the Term and any extension thereof, Tenant at its cost shall keep and maintain the Premises in good and clean condition. 11. ALTERATIONS. 11.1 Requirements with Respect to Alterations. Tenant shall not make any structural or exterior alterations to the Premises in excess of ONE THOUSAND DOLLARS ($1,000.00) without Landlord's prior written consent, which consent shall not unreasonably be withheld. Tenant shall at its cost, have the right to make, without Landlord's consent, non-structural alterations to the interior of the building(s) constituting a part of the Premises. In making structural or exterior alterations requiring Landlord's consent, Tenant shall comply with the following: 09/01/88 0934n/2299/011 -4- 11.1.1 Tenant shall submit reasonably detailed final plans and specifications and working drawings of the proposed alterations and the name of its contractor at least fifteen (15) days before the date it intends to commence the alterations. 11.1.2 The alterations shall not be commenced until three (3) business days after Landlord has received written notice from Tenant stating the date the installation of the alterations will commence so that Landlord can post and record an appropriate Notice of Nonresponsibility. 11.1.3 The alterations shall be approved by all appropriate governmental agencies, and all applicable permits and authorizations shall be obtained before commencement of the alterations. 11.1.4 All alterations shall be completed with due diligence in substantial compliance with the plans and specifications and working drawings and all applicable laws. 11.2 Limitations with Respect to Alterations. Subject to the provisions of Article 7 pertaining to the removal of furniture, trade fixtures, equipment and personal property installed by or at the expense of Tenant, any alterations by Tenant shall remain on and be surrendered with the Premises on expiration or termination of this Lease, unless Landlord shall elect that such alterations be removed at no cost to Landlord. In the event Landlord elects that such alterations be removed, Landlord shall so notify Tenant in writing within ten (10) days after the termination of this Lease. 12. MECHANIC'S LIENS Tenant shall keep the Premises free and clear of all mechanic's liens resulting from construction done by or for Tenant or by or for any person holding through or under Tenant. Tenant shall have the right to contest the correctness or the validity of any such lien provided Tenant first procures and records a lien release bond issued by a corporation authorized to issue surety bonds in California in an amount equal to one and one-half (1-1/2) times the amount of the claim of lien. The bond shall meet the requirements of California Civil Code Section 3143 and shall provide for the payment of any sum that the claimant may recover on the claim (together with costs of suit, if it recovers in the action). 13. ASSIGNMENT AND SUBLETTING. Tenant shall not sublease or assign its interest in this Lease or in the Premises or any portion thereof without obtaining Landlord's prior written consent which consent shall not be unreasonably withheld subject, in particular, to the covenants of Article 6 of this Lease. 14. EXCULPATION, INDEMNITY AND INSURANCE. 14.1 Exculpation of Landlord. Landlord shall not be liable to Tenant for any damage to Tenant or Tenant's property except for any damage caused by any act or omission of Landlord or Landlord's authorized representatives. 14.2 Indemnity. Tenant hereby indemnifies and shall hold Landlord harmless from and against any loss, damage, injury or claim to the Premises or any person at any time occasioned by or arising out of: 14.2.1 Any activity, act or omission of Tenant or of anyone holding under or though Tenant or of any officer, agent, employee, guest or invitee of Tenant; or 14.2.2 The use or occupancy of the Premises or any part thereof by, under or though Tenant; or 09/01/88 0934n/2299/011 -5- i • 14.2.3 Any and all claims, costs, attorneys' fees, and liabilities arising in connection with the foregoing, but Tenant shall not be liable for damage or injury occasioned by any act or omission of Landlord or Landlord's authorized representatives. 14.3 Insurance. 14.3.1 Tenant hereby agrees that it will carry and maintain during the Term and any extension thereof, at Tenant's sole cost and expense the following types of insurance, in the amount specified and in the form hereinafter provided: (a) Insurance (fire insurance with extended coverage) on the building, fixtures and other improvements that are a part of the Premises (inclusive of foundations, footings and similar structures below grade) against any peril generally included within the classification of "All Risks" excluding flood, in amounts at least equal to ninety percent (90%) of the replacement cost thereof. In addition, the fire insurance shall be written in such a manner that, in the event of a loss, the amount of coverage afforded the insured shall not be reduced or diminished by reason of the applications of any coinsurance or average clause. (b) Comprehensive general liability insurance covering liability of the insureds with respect to or arising out of the ownership, maintenance, use, or occupancy of the Premises, said insurance to have limits of not less than TWO MILLION DOLLARS (52,000,000.00) combined single limit per occurrence for bodily injury, personal injury and property damage liability. (c) Insurance on all of Tenant's personal property, Tenant's improvements and alterations in or about the Premises against fire and any peril generally included within the classification of "Extended Coverage", with vandalism and malicious mischief endorsements, at least to the extent of ninety percent (90%) of their full replacement value without deduction or depreciation. The proceeds of any such policy shall be used by Tenant for the replacement of personal property or the restoration of Tenant's improvements or alterations. (d) Worker's Compensation insurance or permissible self-insurance for all employees of Tenant engaged on or with respect to the Premises with limits of liability not less than ONE HUNDRED THOUSAND DOLLARS ($100,000.00) or, if such limits are established by law, in such amounts. 14.3.2 All insurance required under this Section 14.3, including the comprehensive general liability insurance, shall (a) provide that coverage shall not be revised, cancelled or reduced until at least thirty (30) days' written notice of such revision, cancellation or reduction shall have been given to Landlord; and (b) be issued by insurance companies which are qualified to do business in the State of California and which have a current rating of at least B plus in Best's Insurance Guide. Notwithstanding anything to the contrary contained herein, any insurance required to be carried by Tenant pursuant to this Section 14.3 may be furnished by Tenant under any blanket policy carried by it or by separate policy. 14.3.3 The comprehensive general liability insurance to be maintained pursuant to this Section 14.3 shall: (a) Name Landlord as additional insureds: (b) Apply severally as to Tenant and Landlord; (c) Cover each of them as insureds in the same manner as if separate policies had been issued to each of them; 09/01/88 0934n/2299/011 -6- 0 0 (d) Contain no provision affecting any rights which any of them would have as claimants if not so named as insured: and (e) Be primary insurance with any other valid and collectible insurance available to Landlord constituting excess insurance. 14.3.4 The Fire Insurance provided for hereunder to be maintained shall name Landlord as insured as its respective interests appear. 14.3.5 A policy, or a certificate of the policy, shall be deposited with Landlord by Tenant with regard to that insurance required to be procured by Tenant pursuant to this Section 14.3 upon commencement of this Lease, and on renewal, not less than fifteen (15) days before expiration of the term of the policy. 14.3.6 The parties release each other, and their respective authorized representatives, from any claims for damage to any person or to the Premises and to the fixtures, personal property, tenant improvements, and alterations of either Landlord or Tenant in or on the Premises that are caused by or result from risks insured against under any insurance policies carried by the parties and in force at the time of any such damage. 14.3.7 Each party shall cause each insurance policy obtained by it to provide that the insurance company waives all right of recovery by way of subrogation against either party in connection with any damage covered by any policy. Neither party shall be liable to the other for any damage caused by fire, or any of the risks insured against under any insurance policy required by this Lease. 15. DESTRUCTION. 15.1 Destruction Due to Risk Covered By Insurance. If, during the Term or any extension thereof, the Premises are totally or partially destroyed from a risk covered by the insurance described in Article 14, rendering the Premises totally or partially inaccessible or unusable, Tenant shall restore the Premises to substantially the same condition as they were in immediately before destruction, whether or not insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate the Lease, provided, however, if the existing laws do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. 15.2 Destruction Due to Risk Not Covered by Insurance. If, during the Term or any extension thereof, the Premises are totally or partially destroyed from a risk not covered by the insurance described in Article 14 (and not caused by any negligent or willful act of Tenant), rendering the Premises totally or partial inaccessible or unusable, Landlord may, at Landlord's option either (i) repair such damage as soon as is reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such damage is repaired) or (ii) give written notice to Tenant within thirty (30) days after the date of the occurrence of such damage of Landlord's intention to cancel and terminate this Lease as of the date of the occurrence of such damage. In the event Landlord gives such notice of Landlord's intention to cancel and terminate this Lease, Tenant shall have the right within thirty (30) days after receipt of such notice to give written notice to Landlord of Tenant's intention to repair such damage ("Tenant's Repair Notice"), in which event (i) this Lease shall continue in full force and effect (except that rent shall be abated in proportion to the degree in which Tenant's use of the Premises is impaired from the date of such destruction until such destruction is repaired) and (ii) Tenant shall make the repairs as soon as is reasonably possible. If Tenant does not deliver Tenant's Repair Notice to Landlord within the thirty (30) day period set forth herein, this Lease shall be cancelled and terminated as of the date of the occurrence of said damage. 09/01/88 0934n/2299/011 -7- 0 15.3 Adjustment of Insured Loss. If, during the Term or any extension thereof, the Premises are damaged or destroyed by a risk covered by the insurance described in Article 14, Tenant or, at Tenant's option, the affected subtenant(s), shall make the adjustment with the insurance company insuring the loss. The proceeds shall be paid directly to Tenant, or at Tenant's option, to the affected subtenant, for the sole purpose of making the restoration of the Premises. 15.4 Loss During Last Part of Lease Term. If destruction to the Premises occurs during the last year of the Term or during any option period described in section 3.2 above, Tenant may terminate this Lease by giving written notice thereof to Landlord not more than thirty (30) days after the destruction. 16. CONDEMNATION. 16.1 Definitions. 16.1.1 "Condemnation" means (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a Condemnor and (b) a voluntary sale or transfer by Landlord to any Condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. 16.1.2 "Date of Taking" means the date the Condemnor has the right to possession of the property being condemned. 16.1.3 "Award" means all compensation, sums or anything of value awarded, paid or received on a total or partial condemnation. 16.1.4 "Condemnor" means any public or quasi -public authority, or private corporation or individual, having the power of condemnation. 16.2 Parties' Rights and Obligations To Be Governed By Lease. If, during the Term or any extension thereof, there is any taking of all or any part of the Premises or any interest in this Lease by condemnation, the rights and obligations of the parties shall be determined pursuant to the provisions of this Article 16. 16.3 Total Taking. If the Premises are totally taken by condemnation, this Lease shall terminate on the date of taking. 16.4 Partial Taking. 16.4.1 If any portion of the Premises is taken by condemnation, this Lease shall remain in effect, except that Tenant can elect to terminate this Lease if twenty-five percent (25e) or more of the total number of square feet in the building(s) that is a part of the Premises is taken or if the remaining portion of the building that is a part of the Premises is rendered unsuitable (as determined by Tenant on a reasonable basis) for Tenant's continued use of the Premises. If Tenant elects to terminate this Lease, Tenant must exercise the right to terminate pursuant to this Section 16.4.1 by giving written notice to Landlord within fifteen (15) days after the nature and extent of the taking have been finally determined. If Tenant elects to terminate this Lease as provided in this Section 16.4.1, Tenant also shall notify Landlord of the date of termination, which date shall not be earlier than thirty (30) days nor later than ninety (90) days after Tenant has notified Landlord of its election to terminate; except that this Lease shall terminate on the date of taking if the date of taking falls before the date of termination as designated by Tenant. If Tenant does not terminate this Lease within the fifteen (15) day period referred to above, this Lease shall continue in full force and effect, except that monthly rent shall be reduced pursuant to the provisions of Section 16.4.2 below. 09/01/88 0934n/2299/011 -8- 0 0 16.4.2 If any portion of the Premises is taken by condemnation and this Lease remains in full force and effect, on the date of taking the monthly rent shall be reduced by an amount, to be determined by Landlord using reasonable standards, that is in the same ratio to monthly rent as the value of the area of the portion of the Premises taken bears to the total value of the Premises immediately before the date of taking. 16.5 Restoration of the Premises. 16.5.1 If there is a partial taking of the Premises and this Lease remains in effect pursuant to the provisions of Section 16.4 hereof, then Tenant, at its sole cost and expense, shall promptly accomplish all necessary restoration to the improvements on the Premises (as reasonably determined by Tenant). 16.5.2 Neither rent nor any of the other obligations of Tenant under this Lease shall be reduced or abated during the restoration period except as provided for in Section 16.4.2. 16.6 Award -Distribution. The condemnation award shall belong to and be paid to Landlord, except that Tenant shall receive from the award the following: 16.6.1 A sum attributable to Tenant's improvements or alterations made to the Premises by and at the expense of Tenant in accordance with this Lease, which Tenant's improvements or alterations Tenant has the right to remove from the Premises pursuant to the provisions of this Lease but elects not to remove; or, if Ienant elects to remove any such Tenant's improvements or alterations, a sum for reasonable removal and relocation costs not to exceed the market value of such improvements or alterations. 16.6.2 A sum attributable to that portion of the award constituting severance damages, to the extent reasonable, for Tenant's restoration of the Premises and improvements situated thereon (excluding Tenant's personal property), if and only if the taking is a partial taking and the Lease continues in effect following such partial taking pursuant to the provisions of Section 16.4 above, and Tenant is obligated to accomplish restoration of the Premises. 16.6.3 A sum paid to Tenant from the Condemnor for loss of good will. 16.6.4 A sum attributable to the "bonus value" of the Lease, (i.e., any excess of the market value of the Premises, exclusive of Tenant's improvements or alterations for which Tenant is compensated under this Section 16.6, for the remainder of the term of the Lease, over the present value at the date of the taking of the rent payable for the remainder of the term of the Lease.) 16.7 Temporary Taking. The taking of the Premises or any part of the Premises by military or other public authority shall constitute a taking of the Premises by condemnation only when the use and occupancy by the taking authority is continued for longer than ninety (90) consecutive days. During the ninety (90) day period all provisions of this Lease shall remain in full force and effect, except that rent shall be abated or reduced during such period of taking based on the extent to which the taking interferes with Tenant's use of the Premises, and Landlord shall be entitled to whatever award may be paid for the use and occupation of the Premises for the period involved. 17. HOLDING OVER. Should Tenant for any reason remain in possession of the Premises, or any part thereof, after the expiration of this Lease with the consent of Landlord, such holding over shall constitute a tenancy from month to month only, upon the same conditions and at the same rental provided to be paid for 09/01/88 0934n/2299/011 -9- Ll 0 the period immediately preceding expiration of the Lease; provided, however, that nothing contained herein shall be construed to give Tenant any rights to so hold over or to continue possession of the Premises after expiration of the Term or any extensions thereof. 18. BREACH OF LEASE. 18.1 Events of Default. Each of the following events shall be considered a default and breach of this Lease by Tenant: 18.1.1 Failure to pay any installment of rent or other sum when due, and such failure continues for ten (10) days after written notice thereof from Landlord; 18.1.2 The vacating or abandonment of the Premises in its entirety by Tenant (failure to occupy and operate the Premises for forty-five (45) consecutive days shall be deemed abandonment and vacation); 18.1.3 Failure to perform or breach of any other covenants, conditions or restrictions provided in this Lease to be kept or performed, if such failure or breach continues for thirty (30) days after written notice thereof from Landlord specifying such failure or breach without being cured, provided, however, that if the nature of Tenant's breach is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in breach if Tenant commences such curing action within said thirty (30) day period and thereafter diligently prosecutes such curing action to completion. Notices given under this Section 18.1 shall specify the alleged default. No such notice shall be deemed a forfeiture or termination of this Lease unless Landlord so elects in the notice. 19. REMEDIES IN THE EVENT OF BREACH. 19.1 Cumulative Nature. Landlord shall have the remedies set forth in this Article 19 if Tenant commits a default. These remedies are not exclusive; they are cumulative in addition to any remedies now or later allowed by law. 19.2 Tenant's Right to Possession Not Terminated. Landlord can continue this Lease in full force and effect, and the Lease will continue in effect as long as Landlord does not terminate Tenant's right to possession, and Landlord shall have the right to collect rent when due. During the period Tenant is in default, Landlord can enter the Premises and relet them, or any part of them, to third parties for Tenant's account. Tenant shall be liable immediately to Landlord for all reasonable costs Landlord incurs in reletting the Premises. Reletting can be for a period shorter or longer than the remaining term of this Lease. Tenant shall pay to Landlord the rent due under this Lease on the dates the rent is due, less the rent Landlord receives from any reletting. No act by Landlord allowed by this Section 19.2 shall terminate this Lease unless Landlord notifies Tenant that Landlord elects to terminate this Lease. After Tenant's default and for so long as Landlord does not terminate Tenant's right to possession of the Premises, if Tenant obtains Landlord's consent, Tenant shall have the right to assign its interest in this Lease, but Tenant shall not be released from liability. Landlord's consent to a proposed assignment shall not be unreasonably withheld. Following Tenant's default, and for so long as Landlord does not terminate Tenant's right to possession of the Premises, Tenant shall have the right to sublet its interest in this Lease, or any portion thereof, without Landlord's consent. 19.3 Termination of Tenant's Right to Possession. Landlord can terminate Tenant's right to possession of the Premises at any time Tenant is in breach under this Lease as provided in Article 18 above. No act by Landlord other than giving notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On termination, Landlord has the right to recover from Tenant: 09/01/88 0934n/2299/011 -10- 0 0 19.3.1 The worth, at the time of the award, of the unpaid rent that had been earned at the time of termination of this Lease; 19.3.2 The worth, at the time of the award of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease until the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and 19.3.3 The worth, at the time of the award, of the amount by which the unpaid rent for the balance of the Term or any extensions thereof after the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and 19.3.4 Any other amount, and court costs, necessary to compensate Landlord for all detriment proximately caused by Tenant's default. "The worth, at the time of the award", as used in Sections 19.3.1 and 19.3.2 above, is to be computed by allowing interest at the rate of ten percent (10%) per annum. "The worth, at the time of the award", as referred to in Section 19.3.3 above, is to be computed by discounting the amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%). 20. ESTOPPEL CERTIFICATE. Each party shall upon fifteen (15) days written notice from the other party execute, acknowledge and deliver to the other party for the benefit of such other party and for the benefit of third parties relying thereon, a statement in writing certifying that the Lease is unmodified and in full force and effect or stating the nature and extent of any existing modifications, and the dates to which the monthly rent and other charges are paid in advance, if any, and acknowledging that there are not, to such other party's knowledge, any uncured defaults on the part of either party hereunder, or specifying such defaults if any are claimed. 21. PAYMENTS AND NOTICES. All rents and other sums payable by Tenant to Landlord shall be paid at the address provided below. Any notice to be given or other document to be delivered by either party to the other hereunder may be delivered in person to either party, or may be deposited in the United States Mail, duly registered or certified, with postage prepaid and address to the party for whom intended, as follows: To Landlord: San Juan Capistrano Community Redevelopment Agency 32400 Paseo Adelanto San Juan Capistrano, California 92675 Attn: Executive Director To Tenant: Libros Y Artes de San Juan Capistrano 31431 Camino Capistrano San Juan Capistrano, California 92675 Attn: President Either party may, from time to time, by written notice to the other, designate a different address which shall be substituted for the one above specified. If any notice or other document is sent by registered or certified mail and mailed in the State of California, as aforesaid, the same shall be deemed served or delivered within forty-eight (48) hours after the mailing thereof. 09/01/88 0934n/2299/011 -11- E 22. NON-DISCRIMINATION. The tenant convenants by and for itself, its successors and assigns, and all persons claiming under or through it, and this Lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the Tenant itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased. 23. GENERAL. 23.1 Attorneys' Fees. In the event that any action is brought by either party against the other for the enforcement or declaration of any rights or remedies in or under this Lease, or for the breach of any covenant or condition of this Lease, the prevailing party shall be entitled to recover from the losing party such amount as the court may judge reasonable as attorneys' fees and costs of suit with respect thereto. 23.2 Waiver. No waiver of any breach of any of the terms, covenants, agreements, restrictions or conditions of this Lease shall be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions and conditions thereof. The subsequent acceptance of rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant, or condition of this Lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of such rent. No covenant, term or condition of this Lease shall be deemed to have been waived by either party, unless such waiver be in writing by such party. 23.3 Surrender. Tenant shall on the expiration or sooner termination of the Term or any extension thereof, surrender to Landlord the Premises (excluding all movable furniture, trade fixtures, equipment and personal property installed by Tenant), free of subtenancies, and in good condition and repair, reasonable wear and tear excepted. Any furniture, trade fixtures, equipment and personal property belonging to Tenant or to any subtenant (collectively, the "Equipment") may be removed by or at the expense of Tenant or such subtenant any time during or within thirty (30) days after the expiration or the termination of this Lease, provided that (i) such removal is made in a neat and workmanlike manner, (ii) Tenant or any subtenant repairs any damage caused to the building(s) on the Premises and (iii) if the Equipment is not removed on the expiration or sooner termination of this Lease (the "Expiration Date"), Tenant shall pay to Landlord on the Expiration Date an amount equal to one-half (1/2) of the then monthly rent, in order to preserve Tenant's right to remove the Equipment for fifteen (15) days after the Expiration Date, and shall pay an additional amount equal to one-half (1/2) of the then monthly rent on the two (2) week anniversary date of the Expiration Date in order to preserve Tenant's right to remove the Equipment for the remainder of said thirty (30) day period. Subject to Landlord's right to require alterations to be removed pursuant to Section 11.2 above, if any movable furniture, trade fixtures, equipment or personal property belonging to Tenant or to any subtenant is not removed from the Premises within thirty (30) days after the termination of this Lease, any of such items not so removed shall be deemed abandoned and shall become the property of Landlord without any payment or offset therefore. 23.4 Sale of Premises. If Landlord sells or transfers all or any portion of the Premises, Landlord on consummation of the sale or transfer, shall be released from any liability thereafter accruing under this Lease if Landlord's successor has assumed in writing, for the benefit of Tenant, Landlord's obligations. 09/01/88 0934n/2299/011 -12- 9 0 23.5 Time of the Essence. Time is expressly declared to be of the essence of this Lease. 23.6 Headings and Titles. The marginal headings or titles to the articles and sections of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease. 23.7 Entire Agreement. This Lease and any exhibit attached hereto, and made a part hereof, contain the entire agreement of the parties with respect to the matters covered hereby, and no other agreement, statement or promise made by any party, or to any employee, officer or agent of any party, which is not contained herein, shall be binding or valid. 23.8 Broker. Each of the parties represents and warrants that there are no claims or brokerage commissions or finder's fees in connection with the execution of this Lease. Each of the parties agrees to indemnify the other against and hold it harmless from all liabilities arising from any such claim including without limitation, the cost of reasonable attorneys' fees in connection therewith. 23.9 Partial Invalidity. If any term, provision, condition or covenant of this Lease or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Lease, or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 23.10 Applicable Law. This Lease and all provisions hereof shall be governed by and construed in accordance with the laws of the State of California. 23.11 Modifications. Any alteration, change or modification of or to this Lease, in order to become effective, shall be made by written instrument or endorsement hereon and in each such instance executed on behalf of each party hereto. 23.12 Corporate Authority. Each individual executing this Lease on behalf of Tenant, a California non-profit public benefit corporation, represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said corporation, in accordance with a duly adopted general or specific resolution of the Board of Directors of said corporation or in accordance with the bylaws of said corporation, and that this Lease is binding upon said corporation in accordance with its terms. 23.13 Force Majeure. The time within which either party hereto shall be required to perform any act under this Lease shall be extended by a period of time equal to the number of days during which the performance of such act is delayed unavoidably by inclement weather, enemy action, civil disturbance, unavoidable fire or casualties, acts by the other party, or governmental restrictions imposed or mandated by governmental entities other than the Agency. 23.14 Landlord's Right of Inspection. Subject to any security measures reasonably imposed by Tenant, Landlord and its authorized representatives shall have the right to go upon and inspect the Premises, during normal business hours, provided Landlord shall not unreasonably interfere with the operation of the respective businesses of Tenant and its subtenants, and Landlord shall have the right to post and keep posted thereon notices of nonresponsibility and other notices which Landlord may deem reasonably proper for the protection of Landlord's interest in the Premises. 09(01188 0934n/2299/011 -13- 0 23.11 Singular and Plural. When required by the context of this Lease, the singular shall include the plural. 23.16 Memorandum of Lease. This Lease shall not be recorded. However, upon the request of either party hereto, a Memorandum of this Lease shall be duly executed and acknowledged by Landlord and Tenant. 23.17 Joint and Several Obligations. If more than one (1) person or entity is referred to herein as the Landlord, the obligations imposed on that party shall be joint and several. IN WITNESS WHEREOF„ the parties hereto have executed this Lease on the day and year first above written. SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY By: 0�i��7. �l/h i ATTEST: Its: Kenneth E. Friess. Chairman it,ry Ann H �r"tlf, Agency Secretau = "Landlord" APPROVED AS TO FORM: LIBROS Y ARIES DE SAN JUAN CAPISTRANO, a California non-profit public benefit corporation Thomas C. Clark, Agefid Counsel By: Its: By: Its: Tenant" 09/01/88 0934n/2299/011 -14- EXHIBIT "A" LEGAL DESCRIPTION OF THE PREMISES Lot 4 of Tract No. 103, as shown on a map recorded in Book 11, pages 29 to 31 inclusive of miscellaneous maps, records of Orange County, California. 0934n/2299/011 EXHIBIT "A" 9 MEMORANDUM i rile MEMBERS OF THE CITY COUNCIL ANTHONY L. BLAND LAWRENCE F. BUCHHEIM KENNETH E. FRIESS GARY L. HAUSOORFER PHILLIP R. 8CHWARTZE CITY MANAGER STEPHEN B JULIAN TO: Members of the Board of Directors of the San Juan Capistrano Community Redevelopment Agency FROM: Mary Ann Hanover, City Clerk DATE: September 8, 1988 SUBJECT: Approval of Lease Agreement with Libros y Artes - Durenberger Property As directed by the City Council Resolution, forwarded herewith are copies of Resolution No. 88-9-6-3, which approved the lease of the Durenberger property located at 31431 Camino Capistrano, to Libros y Artes and the Lease Agreement with the Agency. MARY A HANOVER MAH/cj Enclosure 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 498-1171 T San Juan Capistrano Community Redevelopment Agency September 8, 1988 Mr. Gephard Durenberger Acting President, Libros y Artes San Juan Capistrano, California 92675 Re: Lease of Property - 31431 Camino Capistrano Dear Gep: The Board of Directors of the San Juan Capistrano Community Redevelopment Agency and the City Council conducted a joint Public Hearing on September 6, 1988, to consider leasing the property at 31431 Camino Capistrano to Libros y Artes for a "Center for the Study of Decorative Arts for the Western United States." The Lease Agreement was approved and copies of the Council and Agency Resolutions approving the Lease are enclosed for your files. Also enclosed are two copies of the Lease Agreement signed by the Agency. Upon execution of the Agreement by the appropriate members of Libros y Artes, please return the fully -signed "Agency" copy to my office. Thank you for your cooperation. If we can be of further assistance, please call. Very truly yours, Mary nn H over, CMC Agency Secretary MAH(cj Enclosure cc: Executive Director Deputy Director 32400 Paseo Adelanto San Juan Capistrano California 92675 714-493-1171 May 28, 1991 Honorable Ken Friess Mr. Steve Julian City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Dear Ken and Steve: DECORATIVE ARTS STUDY • CENTER LIBROS Y ARTES DE SAN JUAN CAPISTRANO HAND DELIVERED Back in the saddle, but only briefly before family weddings take me away again for several trips in June. As per our May 18 conversation, Ken, and subsequent follow-up note, we must talk. At that time I mentioned two more candidates: Peter Hammell arrived on May 24 from the DuPont Museum at Winterthur, and Dr. Michael Charlesworth concludes the list here this Thursday, May 30. We're sorry you won't be able to meet him. But before we proceed with any long-term plans, it is morally incumbent to clarify the City commitment to DASC. We exist because of your request, and we continue to give our time, energies and financial support, confident that the spirit of our agreement will be met. It is now three years since you initiated the Redevelopment acquisition of my property, with the request that I would subsequently deed the debt to the city in order to provide for a Decorative Arts Study Center where the multi million dollar Met Martin bequest will be housed. In June 1988, thanks to Jon Brown, a fund raiser provided over $50,000 to initiate programs. Since then continued efforts have resulted in over 1,000 members with eight active councils who have created exhibitions, classes, lectures and study tours, and special events which have brought a creative alternative to a community where there was none. International acclaim further reinforces our mission to provide tools for those who want more from life than TV and mall cultures. But we are at crossroads now. In good conscience, Ave cannot continue to seek donations without die required guarantees: s%ag X 5 Lo%S � • � • � ✓ A • C . 31431 Camino Capistrano, San Juan Capistrano, California 92675 (714) 496-2132 MAY 2 8 1991 Honorable Ken Friess -2- May 28, 1991 Mr. Steve Julian 1) An agreement in perpetuity assuring the use of this property for a Study Center 2) Elimination of rent As reiterated on the OCBCA impact study, the arts are good for businerss, and no community charges rent to their volunteers who provide funding and programming. Ken, you initially expressed surprise when you were informed of the rental agreement which Art Birtcher signed without my knowledge and consent. As I have stated in previous letters (yet unanswered) asking volunteers to pay rent is the same as asking them to pay for my gift to the city. We all realize that the Redevelopment was costly, and in many cases a disappointment. The Study Center should be viewed as a major star in your careers. However, we have not had a representative from the City Council at a Board meeting since last December. And City Council attendance at our events leave us feeling quite abandoned. If you feel that we are another mistake, please tell as now before we proceed any further. As I understand, Libros y Artes can be disbanded, assets donated to other institutions or returned to the donors, and we can all revert to life as it was. A second scenario is to move the Study Center where economic conditions are more favorable. You know how we feel. How about you? I hope we can have a definitive decision by July 1 when I return. Very si'nbcerel Gep Durenberger Director /pf cc: Board of Trustees