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AG RPTS 2009 0715 RDA REG
ESTABLISHED MARM 11L Way '�tlF OF Resolution No. 2009 -218 REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK REGULAR MEETING AGENDA WEDNESDAY, JULY 15, 2009 7:00 P.M. Moorpark Community Center 799 Moorpark Avenue 1. CALL TO ORDER: 2. ROLL CALL: 3. PUBLIC COMMENT: 4. REORDERING OF, AND ADDITIONS TO, THE AGENDA: 5. PRESENTATION/ACTION/DISCUSSION: A. Consider Authorizing the Submittal of an Application to the National Endowment for the Arts (NEA) Seeking a Grant of Up to $80,000 to Support Programming at the High Street Arts Center for Family Arts Discovery. Staff Recommendation: 1) Authorize submittal of the grant application for a "Grants for Arts: Access to Artistic Excellence" grant (CFDA No. 45.024) to the National Endowment for the Arts (NEA) seeking a to -be- determined funding amount of approximately $80,000 to support programming at the High Street Arts Center (HSAC) for Family Arts Discovery to occur in the 2010 -2011 HSAC season. A required match of up to $40,000 would come from the existing 2009 -2010 Agency Budget or from an anticipated 2010- 2011 budget appropriation; and 2) Refer Project to the Moorpark Arts Commission to request an endorsement of the Project and support for the grant application described in the agenda report. (Staff: Hugh Riley) Redevelopment Agency Agenda July 15, 2009 Page 2 6. CONSENT CALENDAR: (ROLL CALL VOTE REQUIRED) A. Consider Minutes of Regular Meeting July 1 2009. Staff Recommendation: Approve the minutes. B. Consider Second Amendment to Professional Services Agreement with Fiedler and Associates for Architectural Design of J.E. Clark's Replacement Fueling Station. Staff Recommendation: Approve second amendment to the Agreement for design services, subject to final language approval by the Executive Director and Agency Counsel. (Staff: David Moe) C. Consider Lease Agreement with Moorpark Chamber of Commerce for Office Building and Parking Area at 18 High Street. Staff Recommendation: Approve the Lease Agreement, subject to final language approval by the Executive Director and Agency Counsel. (Staff: Hugh Riley) 7. CLOSED SESSION: A. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Subdivision (b) of Section 54956.9 of the Government Code: (Number of cases to be discussed - 4) B. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Initiation of litigation pursuant to Subdivision (c) of Section 54956.9 of the Government Code: (Number of cases to be discussed - 4) C. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (Pursuant to Government Code Section 54956.8) Property: 440 High Street and 446 High Street (APNs 512 -0- 082 -040, and 512 -0- 082 -050) Agency Negotiator: Redevelopment Agency of the City of Moorpark - Steven Kueny, Executive Director Negotiating Party: Granary Square Under Negotiation: Price and terms of sale 8. ADJOURNMENT: All writings and documents provided to the majority of the Agency regarding all open - session agenda items are available for public inspection at the City Hall public counter located at 799 Moorpark Avenue during regular business hours. The agenda packet for all regular Redevelopment Agency meetings is also available on the City's website at www.ci.mooraark.ca.us. Redevelopment Agency Agenda July 15, 2009 Page 3 Any member of the public may address the Agency during the Public Comments portion of the Agenda, unless it is a Public Hearing or a Presentation/Action/ Discussion item. Speakers who wish to address the Agency concerning a Public Hearing or Presentations/Action/Discussion item must do so during the Public Hearing or Presentations/Action/ Discussion portion of the Agenda for that item. Speaker cards must be received by the City Clerk for Public Comment prior to the beginning of the Public Comments portion of the meeting; for a Presentation/Action/Discussion item, prior to the Chair's call for speaker cards for each Presentation/Action/ Discussion agenda item; and for a Public Hearing item, prior to the opening of each Public Hearing, or beginning of public testimony for a continued hearing. A limitation of three minutes shall be imposed upon each Public Comment and Presentation/Action/Discussion Item speaker. A limitation of three to five minutes shall be imposed upon each Public Hearing item speaker. Written Statement Cards may be submitted in lieu of speaking orally for open Public Hearings and Presentation/Action/Discussion items. Any questions concerning any agenda item may be directed to the City Clerk's office at 517 -6223. In compliance with the Americans with Disabilities Act, if you need special assistance to review an agenda or participate in this meeting, including auxiliary aids or services, please contact the City Clerk's Division at (805) 517 -6223. Upon request, the agenda can be made available in appropriate alternative formats to persons with a disability. Any request for disability- related modification or accommodation should be made at feast 48 hours prior to the scheduled meeting to assist the City staff in assuring reasonable arrangements can be made to provide accessibility to the meeting (28 CFR 35.102 - 35.104; ADA Title II). Redevelopment Agency Agenda July 15, 2009 Page 4 STATE OF CALIFORNIA ) COUNTY OF VENTURA ) ss CITY OF MOORPARK ) AFFIDAVIT OF POSTING I, Blanca Garza, declare as follows: That I am the Deputy City Clerk of the City of Moorpark and that a notice for a Regular Meeting of the Redevelopment Agency of the City of Moorpark to be held Wednesday, July 15, 2009, at 7:00 p.m. in the Council Chambers of the Moorpark Community Center, 799 Moorpark Avenue, Moorpark, California, was posted on July 10, 2009, at a conspicuous place at the Moorpark Community Center, 799 Moorpark Avenue, Moorpark, California. I declare under penalty of perjury that the foregoing is true and correct. Executed on July 10, 2009. U Blanca Garza, Deputy City Clerk CITY OF MOORPARK, CALIFORNIA Redevelopment Agency Meeting of 7- ia009 Acts-, a&Ald , at d,ft a�T� aa MOORPARK REDEVELOPMENT AGENCY AGENDA REPORT To: Honorable Agency Board of Directors From: Hugh R. Riley, Assistant City Manager Date: July 3, 2009 (MRA Meeting of July 15, 2009) ITEM 5.A. Subject: Consider Authorizing the Submittal of an Application to the National Endowment For The Arts (NEA) Seeking a Grant of Up to $80,000 to Support Programming at the High Street Arts Center for Family Arts Discovery BACKGROUND The High Street Arts Center, located at 45 East High Street ( "Facility "), has been owned and operated by the Redevelopment Agency since April 2005. Since 2006, the Agency, through the services of a General Manager, has offered three full —year seasons of programming to the community including plays, musicals and other activities. Near the conclusion of the third full season, on May 20, 2009, the Agency Board approved a number of staff recommended goals for the next two years. A number of the goals included the improvement and expansion of programming for youth and families in Moorpark. On July 1, 2009 the Agency Board approved an Action Plan for the Arts Center. This project will assist the Agency in implementing the Action Plan. The National Endowment for the Arts (NEA) is a public agency offering grants to non- profit organizations, certain institutions and agencies including cities supporting excellence in the arts, both new and established, for the purpose of bringing the arts to all Americans; and providing leadership in arts education. Established by Congress in 1965 as an independent agency of the federal government, the Endowment is the nation's largest annual funding source for the arts, bringing great art to all 50 states, including rural areas, inner cities, and military bases. One category of effort eligible for assistance is "Grants for Arts: Access to Artistic Excellence (CFDA No. 45.024). DISCUSSION In an effort to analyze and identify whether any of the grants currently being offered by the NEA would be applicable to the High Street Arts Center and, if so, to develop an application on behalf of the Agency, a committee (NEA Grant Committee) was organized by staff. consisting of Roseann Mikos, City Councilmember; Clint Harper, Honorable Agency Board of Directors July 15, 2009 Page 2 of 5 Former City Councilmember and, Marilyn Green, MUSD Director of Grants, Assessment and Special Projects for their grant writing expertise, Hugh Riley, Assistant City Manager, L.J. Stevens, HSAC General Manager; Margaret Travers, Executive Director of the Ventura County Arts Council; and Jennifer Mellon, Senior Management Analyst for the City's Parks, Recreation and Community Services Department. Categories and possible applicable programming were discussed, and a grant under the category of Access to Artistic Excellence was identified as the current accessible grant category. The deadline for an application for funding in this category is August 13, 2009. Grant Requirements. According to the NEA, among other things, Access to Artistic Excellence is for: • "Projects for children and youth where the focus is exposure to or appreciation of the arts, whether activities take place in school, after school, during the summer, or in community settings. Such projects may include performances by or exhibitions of professional artists. These arts events may be accompanied by ancillary learning activities (e.g., study guides for teachers and students, artists' visits prior to or following the event, workshops, lecture- demonstrations, or master classes)." • "The creation, commissioning, touring, and /or presentation of new or remounted works. This may include performances, exhibitions, festivals, residencies, lecture- demonstrations, and workshops as well as work that integrates a range of digital technology • Supporting "'lifelong" learning projects for mixed age groups that may include general audiences or targeted groups of children and adults together. These may include family concerts or performances, exhibitions for general audiences (not just young people), or pre- or post - performance discussions, seminars, aimed at children and older adults in the community." The guidelines state further that "the Arts Endowment is particularly interested in projects that extend the arts to underserved populations -- those whose opportunities to experience the arts are limited by geography, ethnicity, economics, or disability." Grant Timing. The timing on grant awards would be such that, if awarded, all or a portion of the grant requested could be used to create or enhance programming offered at the High Street Arts Center during the 2010 — 2011 season. If awarded a grant, the earliest date that funding received would be eligible to spend is June 1, 2010. The period of performance can be no longer than one year so as to coincide with the currently approved operating authority from the Agency. The tentative period of performance currently envisioned is from June 1, 2010 though June 30, 2011. Any extension of the project beyond this date would be presented to the Agency Board for approval. 2 Honorable Agency Board of Directors July 15, 2009 Page 3 of 5 Grant Concept Description. In considering possible programming at the High Street Arts Center that could be enhanced by or created under the Access to the Artistic Excellence category, four (4) potential programs have been identified: 1) Family Arts Discovery Seminar — A mixture of children, adults and seniors who are interested in learning more about musicals, theatre, or other arts can sign up for an immersion workshop /seminar where they can learn about and participate in an actual High Street Arts Center production. Participants would be given the opportunity to select an arts area of interest (e.g. costuming, lighting, sound, producing, stage management, etc.) involving a targeted show at the High Street Arts Center. Each category would serve a limited number of participants to allow for job shadowing and /or other opportunities throughout the preparation and performance of a production. There would be a modest registration fee comparable to current Recreation fees for other workshops offered by the City of Moorpark. 2) Community Talk -Back Program - A mixture,of adults, seniors and children (when appropriate) who are interested in direct access to performers and their artistic process. Participants would register to attend the "Invited Dress Rehearsal" of each High Street Arts Center main stage production on the night before the official opening. After each presentation, the participants would be given the opportunity for a 30 minute talk -back session with the performers and director. Discussion subjects could include casting choices, set and technical design elements, performance styles, text challenges, role preparation styles, and the like. There would be a modest registration fee comparable to current Recreation fees for other workshops offered by the City of Moorpark. 3) Youth One -Act Festival: In cooperation with the Moorpark Unified School District (MUSD), K — 5 students would be assigned to groups with each group supervised by an assigned teacher, possibly supported by other adults /mentors. The group would write a one -act play based on a yearly overall subject. The groups would be actively involved (with the help of theater staff and teachers) with the rehearsals, props, costumes, and overall design. This could be a school year -long project, and would culminate into a Youth One -Act presentation, with local judges and awards given based on various categories. There would be ticket sales to the overall event. 4) Hispanic Works Presentation: Participate in collaboration with the proposed Moorpark Latin Festival by staffing and producing a full day of Hispanic theater, musical groups, artists, story tellers and dance groups. Art work could be set in the lobby of the theater, while a day of free performances takes place on the stage. Final determination of the exact concept and details to be proposed will occur during the grant writing period, and will be based as much as possible on the above, with guidance from the Grant Committee who have each offered to help develop the ideas further 3 Honorable Agency Board of Directors July 15, 2009 Page 4 of 5 and /or to help write the grant, and designated NEA contacts with whom potential applicants are expected to discuss possible plans rip or to completing their applications. The final proposal concept, text, and budget details will adhere to all guidelines and requirements listed in the solicitation (CFDA No. 45.024). Other Issues. Since the city does have an Arts Commission, it would be a stronger proposal if not only the City Council /Agency Board endorsed submitting the described proposal, but the Arts Commission also endorsed it. For this reason, it is strongly suggested that an item be placed on the Arts Commission's August agenda (which should be moved up so that the meeting occurs before the grant is submitted) to discuss this and hopefully endorse submitting the application. Both the Ventura County Arts Council and the MUSD have agreed to submit whatever kind of supporting letters or documentation may be needed to support the application. FISCAL IMPACT Funding and Matching Issues. All grants require a nonfederal match of at least 1 to 1. For example, if an organization receives a $10,000 grant, the total eligible project costs must be at least $20,000 and the organization must provide at least $10,000 toward the project from nonfederal sources. Fees collected, whether through registration costs or ticket sales, may be used as part of the matching funds, as can in -kind donations. There is no formula for how much of the required match can be in -kind. However, grant reviewers tend to look very carefully at any project with a budget that shows a match that is largely in -kind; generally some cash match is preferred. In all cases, matching funds are evaluated in the context of the project. (In -kind costs shall only be used to meet the matching requirements of the grant.) Fortunately, the definition of "cash match" allows what is sometimes called "in- kind" to count as "cash match" as indicated in these quotations from the grant guidelines: "Cash match" refers to the cash donations (including items or services that are provided by the applicant organization), grants, and revenues that are expected or received for this project. Do not include any Arts Endowment or other federal grants that are anticipated or received. Identify sources. "In- kind" refers to donated space, supplies, volunteer services that are donated by individuals or organizations other than the applicant (third - party). To qualify as matching resources, these same items also must be listed in the project budget as direct costs. The dollar value of these non -cash donations should be calculated at their verifiable fair - market value. Identify sources. Reminder: Proper documentation must be maintained for all items noted as "in- kind." 0 Honorable Agency Board of Directors July 15, 2009 Page 5of5 Given the above, since it will be either the Agency or the City who is the "applicant" (depending on what NEA recommends when we talk to them), all of the items and services that would normally be paid by the agency that can be attributed to this project will count as cash match and would not require Agency funds over and above those included in the Arts Center Operating Budget for the 2010 -1011 Fiscal Year. Since we are proposing to partially weave the expanded program into the existing HSAC seasonal operation, this means that a percentage of the costs for that part of the operation that can be attributed to the "proposed project" will be calculated as cash match. We cannot know the exact amounts until the proposal is actually written. We could also designate some cash match as a future grant from the newly formed Moorpark Community Foundation for the Arts, if desired and /or needed. It is not required to have actual cash grant matches in hand prior to submitting the proposal. It is required that we identify which matching funds are already committed and secured and which funds are not. In the event a lesser amount of funding is awarded by the NEA, the Agency may need to consider reducing the scope of the project with recommendations from the Arts Commission and action by the Agency Board. STAFF RECOMMENDATIONS 1. Authorize the submittal of a grant application for a "Grants for Arts: Access to Artistic Excellence" grant (CFDA No. 45.024) to the National Endowment for the Arts (NEA) seeking a to -be- determined funding amount of approximately $80,000 to support programming at the High Street Arts Center for Family Arts Discovery to occur in the 2010 -2011 HSAC season. A required match of up to $40,000 would come from the existing 2009 -2010 Agency Budget or from an anticipated 2010 -2011 budget appropriation. 2. Refer Project to the Moorpark Arts Commission to request an endorsement of the Project and support for the grant application described in this agenda report. 5 CITY OF MOORPARK, CALIFORNIA Redevelopment Agency Meeting of - -_ ITEM 6.A. EVELOPMENT AGENCY OF THE CITY OF MOORPARK ig`Y: 1, 2009 A Regular Meeting of the Redevelopment Agency of the City of Moorpark was held on July 1, 2009, in the Community Center of said City located at 799 Moorpark Avenue, Moorpark, California. 1. CALL TO ORDER: Chair Parvin called the meeting to order at 7:45 p.m. 2. ROLL CALL: Present: Agency Members Mikos, Millhouse, Pollock, Van Dam, and Chair Parvin. Staff Present: Steven Kueny, Executive Director; Joseph Montes, General Counsel; Hugh Riley, Assistant Executive Director; David Moe, Redevelopment Manager; and Deborah Traffenstedt, Agency Secretary. 3. PUBLIC COMMENT: None. 4. REORDERING OF, AND ADDITIONS TO, THE AGENDA: None. 5. PUBLIC HEARINGS: None. 6. PRESENTATION /ACTION /DISCUSSION: A. Consider Resolution Adopting an Operating and Capital Improvements Budget for the City of Moorpark Redevelopment Agency for the Fiscal Year 200912010. Staff Recommendation: Adopt Resolution No. 2009- 216. ROLL CALL VOTE REQUIRED Mr. Kueny gave the staff report. There were no speakers. MOTION: Agency Member Pollock moved and Agency Member Millhouse seconded a motion to adopt Resolution No. 2009 -216 adopting an Operating and R, Minutes of the Redevelopment Agency Moorpark, California Page 2 July 1, 2009 Capital Improvements Budget for the City of Moorpark Redevelopment Agency for the Fiscal Year 2009/2010. The motion carried by unanimous roll call vote. 7. CONSENT CALENDAR: (ROLL CALL VOTE REQUIRED) MOTION: Agency Member Van Dam moved and Agency Member Mikos seconded a motion to approve the Consent Calendar. The motion carried by unanimous roll call vote. A. Consider Minutes of Joint City Council /Redevelopment Agency /Planning Commission Meeting of April 29, 2009. Staff Recommendation: Approve the minutes. B. Consider Minutes of Special Meeting June 10, 2009. Staff Recommendation: Approve the minutes. C. Consider Minutes of Regular Meeting of June 17, 2009. Staff Recommendation: Approve the minutes. D. Consider Resolution Amending Fiscal Year 2008/2009 Budget to Reimburse the General Fund for Planning and Engineering Services Provided to Various Capital Improvement Projects. Staff Recommendation: Adopt Resolution No. 2009 -217. ROLL CALL VOTE REQUIRED E. Consider Action Plan for the High Street Arts Center. Staff Recommendation: Receive and file. 8. CLOSED SESSION: None was held. 9. ADJOURNMENT: Chair Parvin adjourned the meeting at 7:46 p.m. Janice S. Parvin, Chair ATTEST: Deborah S. Traffenstedt, Agency Secretary 7 CITY OF MOORPARK, CALIFORNIA ITEM 6.13. Redevelopment Agency Meeting of 7 —/s '01009 ACTION: /l ai e.....ed BY: MOORPARK REDEVELOPMENT AGENCY AGENDA REPORT TO: Honorable Agency Board of Directors FROM: David C. Moe II, Redevelopment Manager O'c-LA" DATE: June 30, 2009 (Agency Meeting of 7/15/09) SUBJECT: Consider Second Amendment to Professional Services Agreement with Fiedler and Associates for Architectural Design of J.E. Clark's Replacement Fueling Station BACKGROUND AND DISCUSSION On December 15, 2006, the Redevelopment Agency of the City of Moorpark ( "Agency ") and Jim Clark, owner of the J.E. Clark fueling station, entered into a Property Acquisition Agreement for the purchase and relocation of the fueling station located at 450 High Street. Pursuant to the agreement, the Agency shall purchase a replacement site and provide the funds needed to design and construct a replacement fueling station ( "Station ") of similar size. The estimated cost to rebuild the Station is approximately $1,500,000.00; however, the final cost will be identified once the City of Moorpark has approved the building plans and construction bids have been received. The replacement site has been identified and approved by Mr. Clark. The site is located on Princeton Avenue and is currently vacant. On March 12, 2007, the Agency purchased the site at a cost of $577,684.34 to effectuate the relocation of the fueling station. On May 2, 2008, the Agency hired The Fiedler Group to design the Station at a cost not to exceed $32,500.00. At the request of the City of Moorpark, the Agency authorized The Fiedler Group to conduct a tree report on the property at a cost not to exceed $2,895.00, which increased the total contract amount to $35,395.00. The design of the Station was presented to the City of Moorpark Planning Commission on June 23, 2009. During the meeting, Ned Clark, Vice President of the J.E. Clark fueling station requested the condition limiting the hours of operation be removed, because the franchise (Pacific Pride) requires the Station to remain open 24 hours a day. Planning staff requested the Planning Commission continue the item to review the Honorable Agency Board of Directors July 15, 2009 Page 2 of 3 impact a 24 hour, members only fueling station would have on the adjacent residential neighborhood. After further review, Planning staff required a complete redesign of the lighting plan for the Station to be consistent with City Codes. The proposed contract amendment includes following addition services beyond the original scope of work that need to be completed to secure entitlements from the City of Moorpark for the Station: 1. Exhibits: • Color renderings of building & canopies, shipping • Color / Samples Board, elevation views, shipping • Additional requested drawings -10 copies, shipping 2. Utilities Applications & Correspondence (SCE, Ventura County Water Works, The Gas Company, Ventura County Watershed District, Ventura County Air Pollution Control District). 3. Ventura County Fire Department project approval meeting. 4. Posting CUP Public Notice sign. 5. Hydrology Report, comments & corrections, request for conceptual grading plan w/ FEMA flood plain and boundaries. 6. Modify station design concept (underground tanks vs. above ground tanks). 7. Meetings and Hearings: • Attend one additional Public Hearing. The total price of the proposed contract amendment is $18,480.00. A draft amendment is attached to this staff report as Attachment I. FISCAL IMPACT There are sufficient funds in the FY 09/10 budget for the amendment. A line item transfer request from MRA 2001 TAB Proceeds — Fund 2904 will be processed. W7 Honorable Agency Board of Directors July 15, 2009 Page 3 of 3 STAFF RECOMMENDATION Approve second amendment to the agreement for design services subject to final language approval by the Executive Director and Agency Legal Counsel. Attachment I Draft Amendment 10 ATTACHMENTI SECOND AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK AND FIEDLER AND ASSOCIATES FOR ARCHITECTURAL DESIGN THIS SECOND AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL SERVICES ( "Second Amendment "), is made and entered into this day of , 200 , ( "the Effective Date ") between the Redevelopment Agency of the City of Moorpark, hereinafter referred to as "AGENCY ", and Fiedler and Associates, hereinafter referred to as "CONSULTANT ". WITNESSETH: WHEREAS, May 2, 2008, the AGENCY and the CONSULTANT entered into an Agreement for Professional Consulting Services; and WHEREAS, the following additional services, not covered by the original Professional Services Agreement, are requested by the AGENCY: 1. Complete additional services as described in Exhibit A for entitlement of the J.E. Clark Fueling Station; and 2. Additional services shall not exceed $18,480.00. NOW, THEREFORE, in consideration of the mutual covenants, benefits, and premises herein stated, the parties hereto agree as follows: AGENCY does hereby appoint CONSULTANT in a contractual capacity to perform the services in accordance with the terms and conditions hereinafter set forth in Exhibit "A ", CONSULTANT'S Proposal, with the authorities, and responsibility ordinarily granted to this type of consultant work. All other terms and conditions of the original agreement shall remain in full force and effect. 11 REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK Steven Kueny Executive Director Date: ATTEST: Deborah S. Traffenstedt, Agency Secretary Exhibit "A" Proposal CONSULTANT Date: Patrick O. Fiedler President Page 2 of 2 12 City of Moorpark 799 Moorpark Avenue Moorpark, California 93021 Attn: Mr. David C. Moe EXH161T "A" Subject: New Fueling Facility Moorpark, California POF -11323 July 7, 2009 Re:' Architectural /Engineering Services Dear Mr. Moe: We are pleased to submit the following architectural /engineering services proposal to assist you with your facility at the above mentioned location. In order to assist you with your review of our proposal, we have broken it down as follows: I. Project Description: A. Project will consist of the following: 1. (1) 20'X 48' Truck Canopy with (3) Diesel Islands 2. (1) 25'X 50' Contractor Island with Gasoline & Diesel 3. (1) Office Building 4. (1) Generator Enclosure 5. (1) Trash Enclosure II. Architectural /Engineering Services A. Phase II — Additional Entitlement Services /Support 1. Exhibits: a) Color renderings of building & canopies, shipping b) Color / Samples Board, elevation views, shipping C) Additional requested drawings -10 copies, shipping n10 20 Utilities Applications & Correspondence ( SCE, Ventura County Water Works, The Gas Company, Ventura County Watershed District, Ventura County Air Pollution Control District). 30 Ventura County Fire Department project approval meeting. 40 Posting CUP Public Notice sign. 5. Hydrology Report, comments & corrections, request for conceptual grading plan w/ FEMA flood plain and boundaries. 2322 West Third Street • Los Angeles, California 90057 -1906 • Phone: 213- 381 -7891 • Fax: 213 - 381 -1517 had lcrgruup.com 13 POF -11323 July 7, 2009 6. Modify station design concept (underground tanks vs. above ground tanks). 7. Meetings and Hearings: a) Attend one additional Public Hearing. III. Assumptions A. No street improvement design or permitting is included. B. That no construction certification or testing is included in the proposal. C. Client provides site survey. D. Client provides soils report. E. That all necessary utilities are stubbed within the property boundary and no additional research with utilities will be necessary. F. For project durations in excess of 6 months any additional costs will be billed hourly per attached rate schedule. IV. Exclusions The following services are not included in this project. They can be provided by written modification to this agreement. A. Hazardous Materials Investigation or Abatement B. Field Surveying and Monumentation C. Site Soils Investigation D. Special Studies V. Reimbursable Expenses A. Permit Fees B. Reprographics C. Postage & Shipping D. Travel Expense VI. Estimated Cost of Architectural /Engineering Services We estimate the cost to provide the above described architectural /engineering services as follows: Ig, 1 0. oa A. Phase II Entitlement Services /Support (Fixed Fee): VII. Payment Terms: Our services would be billed as follows: A. Phase II Entitlement Services/Support- 1 . 100% payment due at Planning Commision Hearing. B. Any additional work will be billed per our attached standard rate schedule. C. Proposal valid for 30 days. fiedlergroup © 2009 2 of 4 1:\projects \11323 \Project Management \000 Contract Documents \10 Contracts & Additional Services\1 1323 2009-07 07 PRO City of Moorpark PH2 only.doc 14 POF -11323 July 7, 2009 We look forward to working together with you on this project. If you have any questions or need additional information, please do not hesitate to contact me. Very truly yours, Patrick O. Fiedler, P.E. President POF /vli Attachments: Rate Schedule fledlergroup C�) 2009 3 of 4 L\projects \11313 \Protect Management \000 Contract Documents \10 Contracts & Additional Services \113231009 -07 -07 -PRO -City of Moorpark PH2 only.doc 15 POF -11323 July 7, 2009 RATE SCHEDULE EFFECTIVE June 1, 2008 I. Hourly Rate Schedule Principal /Program Manager (A) $125.00 per hour Project Manager /Engineer (AA) $105.00 " Design Coordinator (B) $94.00 " Designer (C) $88.00 " Permit/Office /Liaison Engineers (D) $83.00 " Draftsperson (E) $77.00 " Specification Tech. & Word Processing (F) $62.00 " Steno /Clerk/Typist (G) $48.00 " Overtime is available upon special request Expert Witness Services $350.00 per hour ($700.00 min.) Il. Materials and Supplies Office and normal drafting supplies are included in the hourly rates. Photographs: $1.00 each Reprographics: Bond (White) $0.64 per sq It Stapling (Set) $2.00 each Folding (Set) $1.50 each 8'/2 x 11 — 1 side $.07each 11 x17-1 side $11 each Scan ( up to 11 x 17) $.60 each Scan (Large than 11 x 17) $6.00 each Color Print $7.50 per sq ft CD Burn $30.00 each Special materials, fees, services, reproductions, postage /shipping /delivery, plotting, and blueprinting outside of our office at actual cost plus 15 %. Back -ups for outside services less than $50.00 will be provided upon client request on a time and materials basis. III. Mileage and Subsistence Auto Mileage Prevailing IRS Mileage Rate Air Travel and Auto Rental (Actual Cost) Subsistence when required to stay out of town (Actual Cost) IV. Invoices and Payment Invoices will be submitted every four weeks for services rendered. Payment is due upon presentation of invoice and is past due thirty (30) days from invoice date. Client agrees to pay interest of 1 -1/2% per month on past due accounts. fiedlery►oup © 2009 4 of 4 I:\projects \11323 \Project Management \000 Contract Documents \10 Contracts & Adddi(mal Services \l1323 2009 -0707 PRO -City of Moorpark PH2 only.doc 16 CI'T'Y OF MOORPARK, CALIFORNIA Redevelopm*nt Agency Meeting of ACTION: BY. MOORPARK REDEVELOPMENT AGENCY AGENDA REPORT TO: Honorable Agency Board FROM: Hugh Riley, Assistant Executive Direct ITEM 6.C. DATE: July 7, 2009 (MRA Meeting of July 15, 2009) SUBJECT: Consider Lease Agreement with Moorpark Chamber of Commerce for Office Building and Parking Area at 18 High Street BACKGROUND & DISCUSSION The Moorpark Redevelopment Agency owns the office building and improved parking area at 18 High Street. The building is currently leased to the Moorpark Chamber of Commerce ( "Chamber") at a rate of one dollar per year. The current lease expired on June 30, 2009. Provision of Financial Assistance to the Chamber In 2004 the City was providing payments to the Moorpark Chamber of Commerce as compensation for the provision of certain services and activities. The initial compensation was $6,000. The subsequent year this compensation was increased to $20,000 and continued at that level until the Agency leased the building at 18 High Street beginning in March 2007 for $1.00 per year. The Chamber was previously paying $28,200 per year for rent and common area maintenance fees at the Moorpark Town Center. Considering a leased area of 1,500 square feet at an adjusted fair market rent for leased office space of $1.45 per square foot, the value of this "lease contribution" from March 1, 2007 through June 30, 2009 totals $60,900. In addition, the Agency has spent $17,952 for repairs and maintenance to the building including painting, roof, plumbing and electrical repairs. Current Lease Requirements Section 4 of the current lease requires the Chamber to maintain certain office hours; publish a "Business Directory" annually and provide 8 pages in the publication for City use free of charge; promote tourism; sponsor certain events, 17 Honorable Agency Board July 7, 2009 Page 2 activities and programs; acknowledge co- sponsored by the City of events; market City- sponsored economic development assistance programs; provide the following for special events: • 15 attendees at Annual Installation Dinner at no cost to City of Moorpark • 5 attendees at Annual Community Awards Luncheon • up to 30 feet of booth space at the Apricot Festival In addition the lease requires the Chamber to submit a Semi - annual Activity Report describing these activities and providing membership information. After meeting with Chamber President and CEO, Patrick Ellis, Staff is recommending a new lease beginning July 15, 2009 with the following provisions: Proposed Lease The provisions of the proposed lease are as follows: 1. Term: Lease to expire on September 30, 2010. 2. Rent: $1.00 / Yr. 3. Utilities: As in current lease. 4. Agency to provide maintenance of landscaping, parking lot and building exterior as well as plumbing, electrical and HVAC maintenance. 5. No sub -lease without Agency approval- must be an associated use. 6. Chamber to allow public use of parking area when office is closed and on weekends unless there is a Chamber event requiring use of the parking area. 7. Chamber to provide tenant improvement plans (Installations) for Agency approval. Chamber to pay for all installations and obtain appropriate permits from the City. 8. The Chamber would provide the City with the services and benefits as described below: A. OFFICE HOURS: Provide and maintain for the duration of the Agreement open office hours a minimum of 5 days per week, 4 hours per day with regular business hours. In addition, an answering machine or service to receive messages when the office is closed. ....... 4___ .� Honorable Agency Board July 7, 2009 Page 3 B. MEMBERSHIP: The City of Moorpark's Public Agency Membership shall include all benefits of regular member membership for a Public Service Agency and shall also include the benefits included in the "Elected Official Membership including the "Legislation Fee" for each of the City Council Members. The Legislative Membership includes attendance at and all events sponsored by the Chamber including Networking Breakfasts, Mixers, Annual Community Awards Luncheon, Installation Dinner, Annual Mega Mixer and other special events. C. DIRECTORY PUBLICATION: Publish a 2009 -10 directory or similar publication and provide for its general distribution to City residences and businesses without charge. Chamber may utilize information from City's business registration program to augment this effort and shall provide information to verify data. The City shall have a minimum of eight (8) pages in such directory to provide City information and shall have final editorial authority for any content and photographs on the City's pages of a publication that pertain to the City, its projects, facilities, activities and programs. D. ECONOMIC DEVELOPMENT PROGRAMS: Upon City request, actively market to Chamber members, all City- sponsored Economic Development Assistance Programs including advertisements in Chamber promotional materials, newsletters, e- mails, fax transmittals and on the Chamber website. E. ANNUAL INSTALLATION DINNER: Provide at no cost to the City up to 15 attendees at Annual Installation Dinner. F. COMMUNITY AWARDS LUNCHEON: Provide at no cost to the City up to 6 attendees at the Community Awards Luncheon. G. BOOTH SPACES AT COUNTRY DAYS: Provide at no cost to the City eight, 10 -foot booth spaces (80 linear feet) at the Annual Country Days Event if sponsored by the Chamber and requested booth spaces for any other special events that may occur in the future. H. ANNUAL ACTIVITY REPORT: Chamber agrees to submit a report to City Manager beginning February 28, 2010 and annually thereafter for the term of the lease, describing the activities and programs listed above The report will also include the Chamber's Annual Budget, membership information including the total members on that date, the number of new members, and the activities the Chamber undertook to increase /maintain member numbers. 19 Honorable Agency Board July 7, 2009 Page 4 9. Chamber waives right to relocation assistance provisions as an occupant of the property under the Relocation Assistance Act, Government Code Section 7260 et seq., and the California Community Redevelopment Law, Health and Safety Code Section 33000 et se q., or under any similar or successor statutes. 10. Chamber shall pay, when due, all taxes and assessments that may be levied against Tenant's possessory interest in the premises directly to the county tax collector in accordance with subsection (b) of Section 107.6 of the Revenue and Taxation Code. FISCAL IMPACT The fiscal impact of the proposed lease is the loss of possible annual rental revenue of $26,100. In addition the City pays for unanticipated building repairs as well as out of pocket expenses for landscape maintenance of $ 2,000. The City saves approximately $ $2,615 in value for annual membership benefits. STAFF RECOMMENDATION Approve Lease Agreement with the Moorpark Chamber of Commerce for the building and property at 18 High Street subject to final language approval by the Executive Director and Agency Counsel. Attachment: Lease Agreement 20 LEASE AGREEMENT BY AND BETWEEN MOORPARK CHAMBER OF COMMERCE MOORPARK, CALIFORNIA AND THE MOORPARK REDEVELOPMENT AGENCY EFFECTIVE DATE July 15, 2009 Thru September 30, 2010 21 TABLE OF CONTENTS SECTION PAGE 1. PROPERTY LEASED ..................................................... ............................... 3 2. TERM .............................................................................. ............................... 3 3. HOLDING OVER ............................................................ ............................... 3 4. RENT .............................................................................. ............................... 4 5. LIABILITY INSURANCE ................................................. ............................... 5 6. INDEMNIFICATION AND HOLD HARMLESS ................ ............................... 7 7. USE ................................................................................ ............................... 7 8. UTILITIES ....................................................................... ............................... 7 9. TAXES, ASSESSMENTS AND LIENS ........................... ............................... 8 10. WAIVER OF RELOCATION ASSISTANCE .................... ............................... 8 11. INSTALLATION BY TENANT ......................................... ............................... 8 12. REMEDIES ..................................................................... ............................... 9 13. MAINTENANCE ............................................................... ..............................9 14. PESTICIDES AND HERBICIDES ................................... ............................... 10 15. HAZARDOUS MATERIALS INDEMNITY ....................... ............................... 10 16. NO WARRANTIES BY AGENCY .................................... ............................... 12 17. CASUALTY INSURANCE ............................................... ............................... 12 18. GOVERNING LAW ......................................................... ............................... 12 19. ENTRY BY AGENCY ...................................................... ............................... 12 20. ASSIGNMENT AND SUBLETTING ................................ ............................... 12 21. DEFAULT OR BREACH ................................................. ............................... 13 1 22 SECTION PAGE 22. INSOLVENCY OR BANKRUPTCY ................................. ............................... 13 23. DISPOSSESSION .......................................................... ............................... 13 24. CONDEMNATION .......................................................... ............................... 14 25. WAIVER ............................................................................ .............................14 26. ACQUIESCENCE ........................................................... ............................... 14 27. PARTIES BOUND AND BENEFITED ............................. ............................... 14 28. CONDITION UPON TERMINATION ............................... ............................... 15 29. TENANT'S FAILURE TO REMOVE PERSONAL PROPERTY ...................... 15 30. NO RECORDATION ....................................................... ............................... 15 31. ATTORNEY'S FEES ....................................................... ............................... 15 32. NOTICES AND PAYMENTS ........................................... ............................... 16 33. PARTIAL INVALIDITY .................................................... ............................... 16 34. GENDER AND NUMBER ................................................ ............................... 16 35. SECTION HEADINGS .................................................... ............................... 16 36. INTEGRATION AND MODIFICATION ............................ ............................... 17 37. TIME ............................................................................... ............................... 17 38. INTERPRETATION ......................................................... ............................... 17 39. VENUE ........................................................................... ............................... 17 40. NON - DISCRIMINATION ................................................. ............................... 17 2 23 LEASE AGREEMENT THIS LEASE AGREEMENT, (hereinafter "Lease ") is made and entered into as of this 15thday of July, 2009, by and between the Redevelopment Agency of the City of Moorpark (hereinafter "Agency "), Lessor, and Moorpark Chamber of Commerce, (hereinafter "Tenant ") Leasee. THE PARTIES AGREE THAT: SECTION 1. PROPERTY LEASED Agency, in consideration of the rents herein agreed to be paid and of the indemnifications, covenants, and agreements agreed to herein, hereby leases to Tenant, and Tenant hereby leases from Agency, that certain real property known as 18 High Street, Moorpark, California, depicted in Exhibit "A ", "LOT 2 ", attached hereto and by this reference incorporated herein, together with any and all improvements thereon (all of which are hereinafter referred to as the "Premises "). SECTION 2. TERM The term of this Lease shall commence on July 15, 2009 and all terms and conditions of the Lease shall continue through September30, 2010. Agency's obligations hereunder shall be contingent upon Tenant's payment in full of any obligations described in Section 4 below, Tenant's furnishing Agency with the certificates of insurance described in Section 5 below and Tenant's complying with all other provisions Agreement for any reas development. SECTION 3. HOLDING OVER set forth herein. The Agency may terminate this Lease m including the need to vacate the premises for future It is further agreed that if Tenant shall retain possession of the Premises beyond the original term of this Lease or any extension thereof, without the express written consent of the Agency, Tenant shall continue to be a Tenant from month - to -month during such holdover period. Tenant shall be subject to all of the terms, covenants and conditions of this Lease, including the obligation to pay rent during any such hold -over period, at the prevailing rate specified in Section 4, (A) hereof, or as may be adjusted pursuant to this Lease Agreement. 3 24 SECTION 4. RENT Tenant shall pay Agency, without abatement, deduction or offset, rent in the amount of One Dollar ($1.00) per year ( "Annual Rent ") payable in advance on or before the 15thday of July2009 and thereafter on September 301 of each year during the term of the Lease. In consideration for the minimum rent for the premises Tenant shall provide the following services and in -kind considerations: A. OFFICE HOURS: Provide and maintain for the duration of the Agreement open office hours a minimum of 5 days per week, 4 hours per day with regular business hours. In addition, an answering machine or service to receive messages when the office is closed. B. MEMBERSHIP: The City of Moorpark's Membership shall include all benefits of regular member membership for a Public Service Agency and shall also include the benefits included in the "Elected Official Membership including the "Legislation Fee" for each of the City Council Members. The Legislative Membership includes attendance at and all events sponsored by the Chamber including Networking Breakfasts, Mixers, Annual Community Awards Luncheon, Installation Dinner, Annual Mega Mixer and other special events. C. Annual Publication: Publish a 2009 -10 directory or similar publication and provide for its general distribution to City residences and businesses without charge. Chamber may utilize information from City's business registration program to augment this effort and shall provide information to verify data. The City shall have a minimum of eight (8) pages in such directory to provide City information and shall have final editorial authority for any content and photographs on the City's pages of a publication that pertain to the City, its projects, facilities, activities and programs. D.. ECONOMIC DEVELOPMENT PROGRAMS: Upon City request, actively market to Chamber members, all City- sponsored Economic Development Assistance Programs including advertisements in Chamber promotional materials, newsletters, e- mails, fax transmittals and on the Chamber website. E.. ANNUAL INSTALLATION DINNER: Provide at no cost to the City up to 15 attendees at Annual Installation Dinner. F.. COMMUNITY AWARDS LUNCHEON: Provide at no cost to the City up to 6 attendees at the Community Awards Luncheon. 4 25 G.. BOOTH SPACES AT COUNTRY DAYS Provide at no cost to the City eight, 10 -foot booth spaces (80 linear feet) at the Annual Country Days Event if sponsored by the Chamberand requested booth spaces for any other special events that may occur in the future H.. ANNUAL ACTIVITY REPORT: Chamber agrees to submit a report to City Manager beginning February 28, 2010and annually thereafter for the term of the lease, describing the activities and programs listed above The report will also include the Chamber's Annual Budget, membership information including the total members on that date, the number of new members, and the activities the Chamber undertook to increase /maintain member numbers. SECTION 5. LIABILITY INSURANCE Tenant shall procure, and thereafter maintain in full force and effect at Tenant's sole cost and expense, a public liability insurance policy written with a company acceptable to the Executive Director of the Agency or a designee and authorized to do business in the State of California. Such Policy shall be written on an occurrence basis and shall provide for minimum coverage of Two Million Dollars ($2,000,000) for the bodily injury or death of any person or persons in anyone occurrence and One Million Dollars ($1,000,000) for loss or damage to any property in anyone occurrence arising from the use, occupancy, disuse or condition of the Premises. The Policy shall contain a provision providing for a comprehensive broad form of contractual liability, including leases. The Policy shall name Tenant as the insured and the City of Moorpark ( "City ") and Agency and their officers, employees, servants and agents as additional insured. The Policy shall also provide that the Agency shall be notified, in writing, at least thirty (30) days prior to any amendment, cancellation or expiration thereof. Tenant shall maintain on file with the Secretary of the Agency at all times during the term of this Lease a current certificate of the insurance required by this Section. Prior to occupancy of the premises, tenant shall provide Agency with an endorsement or endorsements, as the case may be, for each insurance policy of policies required under this contract. Should Tenant fail to timely provide such endorsement(s) the Agency may suspend the lease, or terminate this lease as it may, in its sole discretion, consider proper. To the extent feasible, each general S 26 liability insurance policy shall be with insurers possessing a Best's rating of no less than A:VII and shall be endorsed with the following specific language: A. The Agency, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insured with respect to liability arising out of this lease. B. This policy shall be considered primary insurance as respects the Agency, its elected or appointed officers, officials, employees, agents and volunteers. Any insurance maintained by the Agency, including any self- insured retention the Agency may have, shall be considered excess insurance only and shall not contribute with it. C. This insurance shall act for each insured and additional insured as though a separate policy has been written for each, except with respect to the limits of liability of the insuring company. D. The insurer waives all rights of subrogation against the Agency, its elected or appointed officers, officials, employees or agents. E. Any Failure to comply with reporting provisions of the policies shall not affect coverage provided to the Agency, its elected or appointed officers, officials, employees or agents or volunteers. F. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits except after thirty days written notice has been received by the Agency. In the event of amendment or cancellation of the insurance policy for any reason whatsoever, Tenant shall give notice thereof to Agency within three (3) business days after it is in receipt of written notice of the amendment or cancellation. Tenant shall also give Agency thirty (30) days written notice of the expiration of the insurance policy. SECTION 6. INDEMNIFICATION AND HOLD HARMLESS Tenant shall indemnify, defend with legal counsel approved by Agency and hold harmless Agency and its officers, employees, servants, agents, and independent contractors from and against any and all claims, actions, liabilities, losses, damages, costs, attorneys' fees and other expense of any nature for loss or damage whatsoever, including but not limited to damage or loss to property, or injury to or death of persons, arising in any manner whatsoever, directly or indirectly, by reason of this Lease or the use or occupancy of the Premises by 6 27 Tenant or any of its officers, employees, agents or tenants (collectively "Claim "), whether the Claim be made during tenancy or thereafter, except such loss, damage, injury or death caused by the sole and active negligence or sole or willful misconduct of Agency or any of its officers, employees, servants or agents. The Agency does not, and shall not, waive any rights that it may have against Tenant as referenced in Section 5 above, because of the acceptance by the Agency, or the deposit with the Agency, of any insurance policy of certificate required pursuant to this agreement. This hold harmless and indemnification provision shall apply regardless of whether or not said insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense described above. SECTION 7. USE Tenant shall use the Premises for professional office space associated with the functions of the Chamber of Commerce subject to all applicable governmental statutes, ordinances, codes, standards, rules and regulations. The Premises shall not be used for any other purpose, except with the prior written consent of the Executive Director of the Agency for the particular purpose, which consent Tenant agrees may be withheld by the Executive Director at his sole and absolute discretion. Tenant agrees that parking area of Premises shall be available for public parking on weekends and weekdays after business hours from time to time unless parking spaces are needed for Chamber use during these times. SECTION 8. UTILITIES Tenant agrees to pay all charges and assessments for or in connection with water, including water for landscape irrigation, sanitary sewer, electric current, gas, and telephone or other utilities which may be furnished to or used upon the Premises by Tenant during this Lease. Agency shall provide refuse disposal services and landscape maintenance services. It is further agreed that in the event Tenant shall fail to pay the above mentioned charges when due, Agency shall have the right to pay the same on demand, together with interest thereon and any other fees that may be due. The Agency shall be reimbursed by Tenant for the amount of payment and interest thereon at the maximum rate allowed by law with an additional fee in the amount of fifteen percent (15 %) administrative costs within five (5) days of notice from Agency for any such payment by Agency. SECTION 9. TAXES, ASSESSMENTS AND LIENS Pursuant to subsection (b) of Section 107.6 of the Revenue and Taxation Code, the property interest may be subject to property taxation. Tenant shall pay directly to the tax collector, if and when due, all taxes and assessments which may be levied against Tenant's possessory interest in the Premises and upon all 28 improvements and personal property which are located on the Premises. Within five (5) days after the date when any tax or assessment would become delinquent, Tenant shall serve upon Agency receipts or other appropriate evidence establishing the payment. Tenant shall keep the Premises and improvements free from all liens and encumbrances by reason of the use or occupancy of the Premises by Tenant. If any liens or encumbrances are filed thereon, Tenant shall remove the same at its own cost and expense and shall pay any judgment and penalties which may be entered thereon. Should Tenant fail, neglect or refuse to do so, Agency shall have the rights to pay any amount required to release any lien or encumbrance or to defend any action brought thereon, and to pay any judgment or penalty, and Tenant shall be liable to Agency for all costs, damages, and attorneys' fees, and any amounts expended in defending any proceedings, or in the payment of any lien, encumbrance, judgment or penalty. Agency may post and maintain upon the Premises notices of non - responsibility as provided by laws. Upon demand by Agency, Tenant shall post the bond contemplated by Civil Code Section 3143. SECTION 10. WAIVER OF RELOCATION ASSISTANCE Tenant hereby expressly and knowingly waives any and all rights that it may have as an occupant of the property under the Relocation Assistance Act, Government Code Section 7260 gt §gg., and the California Community Redevelopment Law, Health and Safety Code Section 33000 et sec ., or under any similar or successor statutes. SECTION 11. INSTALLATION BY TENANT Tenant shall submit plans to the Agency and obtain all necessary permits from the City to install initial tenant improvements to the Premises including exterior improvements and signs. Upon approval of plans for initial tenant improvements by the Community Development Department of the City, said plans shall be attached to this Lease Agreement as Exhibit "B ". Upon completion of all initial tenant improvements the Tenant shall not make any alterations, additions, or improvements upon the Premises without the prior written consent of the Executive Director of the Agency or a designee. Any alterations or additions or improvements installed or caused to be installed to the building or site, including, but not limited to any exterior signs, exterior machinery, fencing, window signs, or other signage, trade fixtures, floor covering, interior or exterior lighting, plumbing fixtures, shades or awnings, or any other improvements on the Premises (collectively "Installations ") shall be solely at Tenant's cost and are not reimbursable by the Agency at any time, including at the time of termination of the Lease by either the Tenant or Agency. All Installations shall be done in a good and workmanlike manner and diligently prosecuted to completion, and shall be performed and maintained in strict accord with all federal, state, county, and 8 29 local laws, ordinances, codes, standards, and requirements relating thereto. Unless otherwise expressly agreed to by the Agency, any Installations shall remain on and be surrendered with the Premises upon the expiration or termination of this Lease. Tenant shall pay all costs associated with any and all Installations in a timely manner, and shall keep the Premises free and clear of all mechanics liens. Tenant agrees to and shall indemnify, defend and save Agency free and harmless against all liability, loss, damage, costs, attorneys' fees and other expenses of any nature resulting from any Tenant alterations, additions or improvements to the Premises. SECTION 12. REMEDIES In case of the failure or refusal of Tenant to comply with and perform each and all of the terms and covenants on its part herein contained, this Lease and all rights hereby given shall, at the option of the Agency, cease and terminate, and the Agency shall have the right forthwith to remove Tenant's personal property from the Premises at the sole cost, expense and risk of Tenant, which cost and expense Tenant agrees to pay to Agency upon demand, together with interest thereon at the maximum rate allowed by law from the date of expenditure by Agency. Such action shall be proceeded by 30 day written notice in accordance with Section 2, defining procedures for termination of Lease by Agency, contained herein. SECTION 13. MAINTENANCE Throughout the term of this Lease Tenant shall, at Tenant's sole cost and expense, maintain the Premises and all Installations, with the exception of the landscaping and irrigation system thereon, in good order, condition, and repair and in accordance with all applicable statutes, ordinances, rules and regulations. Agency shall not be obligated to repair or maintain the Premises or Installations in any manner throughout the term of the Lease, which repair shall include vandalism, graffiti or caused by Tenant. Agency may elect to perform any obligation of Tenant pursuant to this Section if Tenant fails or refuses to do so and at Tenant's waiver of any rights or remedy for Tenant's default. Agency shall be responsible for the structural integrity of the building, including foundation, walls, HVAC System, plumbing system, electrical system and roof structure. Tenant shall reimburse Agency for the cost and expense it incurred in the performance of Tenant's obligation within fifteen (15) days of Agency's request for payment. Should Agency perform any of the foregoing, such services shall be at the sole discretion of Agency, and the performance of such services shall not be construed as an obligation or warranty by Agency of the future or ongoing performance of such services. G] 30 Tenant shall also indemnify, defend with legal counsel approved by Agency and hold harmless Agency and its officers, employees, servants and agents from and against all claims, actions, liabilities, losses, damages, costs, attorneys' fees and other expenses of any nature for loss or damage to property, or injury to or death of persons, arising in any manner whatsoever, directly or indirectly, from Tenant's performance pursuant to this Section. The indemnification, legal defense and hold harmless provisions of this Section shall survive the termination of the tenancy. SECTION 14. PESTICIDES AND HERBICIDES Tenant shall use pesticides and herbicides on the Premises only in strict accordance with all applicable statutes, ordinances, rules and regulations. Tenant shall dispose of all pesticides and herbicides, and any containers, clothing, equipment and other materials contaminated therefrom in the manner prescribed by law. Tenant shall indemnify, defend with legal counsel approved by Agency and hold harmless Agency and its officers, employees, servants and agents from and against all claims, actions, liabilities, losses, damages, costs, attorneys' fees and other expenses of any nature resulting from Tenant's use of pesticides and herbicides anywhere on the Premises. The indemnification, legal defense and hold harmless provisions of this Section shall survive the termination of the tenancy and shall relate back to all periods of Tenant's previous possession of the Premises. SECTION 15. HAZARDOUS MATERIALS INDEMNITY Tenant shall indemnify, defend with legal counsel approved by Agency and hold harmless Agency and its officers, employees, servants and agents from and against any and all claims, actions, liabilities, losses, damages, costs, attorneys' fees and other expenses of any nature including, without limitation, (a) all foreseeable and all unforeseeable consequential damages, directly or indirectly arising out of the presence, use, generation, storage, release or disposal of Hazardous Materials on the Premises, or arising out of the presence or use of any underground tanks presently or hereafter located on the Premises, and (b) the cost of any required or necessary repair, cleanup, or detoxification, and the preparation of any response, remedial, closure or other required plans, to the full extent that such action is attributable, directly or indirectly, to the presence, use, generation, storage, release, or disposal of Hazardous Materials on the Premises. The Tenant shall not be responsible for Hazardous Materials as set forth in Section 14 of this Lease. As used in this Section, and Section 14 of this Lease Agreement, Hazardous Materials means any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated or addressed pursuant to: (1) the Comprehensive Environmental Response, Compensation and Liability Act of 10 31 1980, 42 U.S.C. Section 9601, et seq.( "CERCLA "); the Hazardous Materials Transportation Act, 49 U.S.C., Section 1801, et seq.; the Resource Conservation and Recovery Act, 42 U.S.C., Section 6901 et seq.; the Substances Control Act, 15 U.S.C., Section 2601, et seq.; the Clean Water Act, 33 U.S.C. Section 1251, et M.; the California Hazardous Waste Control Act, Health and Safety Code Section 25100 et seg. the California Hazardous Substance Account Act, Health and Safety Code Section 25330, et M.; the California Safe Drinking Water and Toxic Enforcement Act, Health and Safety Code Section 25249.5 et seq.; California Health and Safety Code Section 25280, et seq. (Underground Storage of Hazardous Substances); The California Hazardous Waste Management Act, Health and Safety Code Section 25170.1, et seq.; California Health and Safety Code Section 25501, et seg. (Hazardous Materials Response Plans and Inventory); or the Porter - Cologne Water Quality Control Act, Water Code Section 13000, et seg., all as amended; (2) any other federal or state law or any local law regulating, relating to, or imposing liability or standards of conduct concerning any hazardous, toxic or dangerous waste, substance or material, as now is, or at any time hereafter may be, in effect; and (3) any rule or regulation adopted or promulgated under or pursuant to any of said laws. If Tenant receives any notice, whether oral or written, of any inquiry, test, investigation, enforcement proceeding, environmental audit or the like regarding any Hazardous Material on the Premises, Tenant shall immediately serve Agency with a copy of such notice. The provisions of this Section shall survive the termination of the tenancy and shall relate back to all periods of Tenant's previous possession of the Premises. The provisions of this Section are intended to operate as an agreement pursuant to Section 107(e) of CERCLA, 42 U.S.C. Section 9707(e), and California Health and Safety Code Section 25364 to insure, protect, hold harmless and indemnify Agency from any liability pursuant to such law. The Tenant shall not be responsible for any conditions as stated above that existed prior to occupancy. Tenant shall be responsible for any addition, increase or expansion of such conditions. SECTION 16. NO WARRANTIES BY AGENCY The Premises are accepted by Tenant in an "as is" condition and without any representation or warranty by Agency as to the condition of the Premises or as to fitness of the Premises for Tenant's Use. Absence of markers does not constitute a warranty by Agency of no subsurface installations. SECTION 17. CASUALTY INSURANCE 11 32 Agency shall not be obligated to keep the Premises and the Installations thereon insured against any insurable risk, nor shall Agency insure Tenant for any personal injury or property damage. Tenant hereby and forever waives all rights to claim or recover damages from Agency in any amount as the result of any damage to the Premises or any Installation thereon or as a result of any injury to any person upon the Premises. SECTION 18. GOVERNING LAW Tenant agrees that in the exercise of its rights under this Lease, Tenant shall comply with all applicable federal, state, county and local laws and regulations in connection with its use of the Premises. The existence, validity, construction, operation and effect of this Lease and all of its terms and provisions shall be determined in accordance with the laws of the State of California. SECTION 19. ENTRY BY AGENCY During the tenancy, Agency may enter upon the Premises: (1) at any time in case of emergency to examine the condition thereof and for the purpose of undertaking such remedial action as Agency, at its sole and absolute discretion, deems appropriate, and (2) at all reasonable times during normal business hours to examine the condition thereof, including its environmental condition, and for the purpose of undertaking such maintenance and repairs as Agency elects to make pursuant to Section 13 above. SECTION 20. ASSIGNMENT OR SUBLETTING No portion of the Premises or of Tenant's interest in this Lease shall be transferred by way of assignment or other voluntary or involuntary transfer or encumbrance. No portion of the Premises or of Tenant's interest in this Lease shall be transferred by way of sublease without the prior written consent of the Executive Director of Agency or a designee, which consent Tenant agrees may be withheld by the Executive Director at his sole and absolute discretion. Sublease shall be limited to those uses directly related to business promotion, economic development and historic preservation of Moorpark. Any sublease without consent shall be void, and shall, at the option of the Agency, terminate this Lease. SECTION 21. DEFAULT OR BREACH Except as otherwise provided, at any time one party to this Lease is in default or breach in the performance of any of the terms and conditions of this Lease, the other party shall give written notice to remedy such default or breach. If the 12 33 default or breach is remedied within 30 days following such notice, then this Lease shall continue in full force and effect. If such default or breach is not remedied within 30 days following such notice or if the nature of the default is such that it cannot reasonably be cured within 30 days, if one party fails to commence to cure within the 30 day period, the other party may, at its option, terminate this Lease. Such termination shall not be considered a waiver of damages or other remedies available to either party because of such default or breach. Each term and condition of this Lease shall be deemed to be both a covenant and a condition. SECTION 22. INSOLVENCY OR BANKRUPTCY If Tenant shall be adjudged bankrupt or insolvent, this Lease shall thereupon immediately terminate and the same shall not be assignable by any process of law, or be treated as an asset of the Tenant under such adjudication, nor shall it pass under the control of any trustee or assignee by virtue of any process in bankruptcy or insolvency, or by execution or assignment for the benefit of creditors. If any such event occurs, this Lease shall immediately become null and void and of no effect, and Agency may thereupon repossess said Premises and all rights of the Tenant thereupon shall cease and terminate. SECTION 23. DISPOSSESSION In the event Tenant is lawfully deprived of the possession of the Premises or any part thereof, at any time during the tenancy, by anyone other than Agency, it shall notify Agency in writing, setting forth in full the circumstances in relation thereto. Upon receipt of said notice, Agency may, at its option, either install Tenant in possession of the Premises or terminate the tenancy and refund to Tenant the pro rata amount of any pre -paid rent. No claim for damages of whatsoever kind or character incurred by Tenant by reason of such dispossession shall be chargeable against Agency. SECTION 24. CONDEMNATION If the whole of the Premises should be taken by a public authority under the power of eminent domain, then the term of this Lease shall cease on the day of possession by the public authority. If only a part of the Premises should be taken under eminent domain, Tenant shall have the right to either terminate this Lease or to continue in possession of the remainder of the Premises. If Tenant remains in possession, all of the terms hereof shall continue in effect, the rental payable being reduced proportionately for the balance of the Lease term. If a taking under the power of eminent domain occurs, those payments attributable to the 13 34 leasehold interest of the Tenant shall belong to the Tenant, and those payments attributable to the reversionary interest of the Agency shall belong to the Agency. SECTION 25. WAIVER A waiver by either party of any default or breach by the other party of any provision of this Lease shall not constitute or be deemed to be a waiver of any subsequent or other default or breach. No waiver shall be binding, unless executed in writing by the party making the waiver. No waiver, benefit, privilege, or service voluntarily given or performed by either party shall give the other party any contractual right by custom, estoppel, or otherwise. The subsequent acceptance of rent pursuant to the Lease shall not constitute a waiver of any preceding default or breach by Tenant other than default in the payment of the particular rental payment so accepted, regardless of Agency's knowledge of the preceding default or breach at the time of accepting the rent; nor shall acceptance of rent or any other payment after termination of the tenancy constitute a reinstatement, extension, or renewal of the Lease or revocation of any notice or other act by Agency. SECTION 26. ACQUIESCENCE No acquiescence, failure or neglect of any party hereto to insist on strict performance of any or all of the terms hereof in one instance shall be considered or constitute a waiver of the rights to insist upon strict performance of the terms hereof in any subsequent instance. SECTION 27. PARTIES BOUND AND BENEFITED The covenants and conditions herein contained shall apply to and bind the heirs, successors, executors, administrators, and assigns of all the parties hereto, and all of the parties hereto shall be jointly and severally liable hereunder. SECTION 28. CONDITION UPON TERMINATION Upon termination of the tenancy, Tenant shall surrender the Premises to Agency including all Installations contained in Exhibit "B ", broom clean and in the same condition as received, except for ordinary wear and tear which Tenant was otherwise obligated to remedy under Section 12 above. Any Installations, which Tenant installs during occupancy in accordance with Section 11 of this Lease shall become the possession of the Agency. Tenant shall repair at Tenant's expense any damage to the Premises caused by the Tenant. 14 35 Any installations, improvements, or additions to the Premises prior to the execution of this Lease shall be deemed as part of the Premises and shall be the possession of the Agency. SECTION 29. TENANT'S FAILURE TO REMOVE PERSONAL PROPERTY Upon termination of the tenancy, Agency may reenter and retake possession of the Premises and store Tenant's personal property for a period of thirty (30) days at Tenant's cost and expense. If Tenant fails to pick up said personal property and pay said cost and expenses during said 30 day period, Agency may dispose of any or all of such personal property in any manner that Agency, in its sole and absolute discretion, deems appropriate. If any of Tenant's personal property remains on the Premises after the termination of the tenancy, Agency may use, dispose of, or sell any of said property, in its sole and absolute discretion, without compensating Tenant for the same and without the Agency having any liability whatsoever therefore. SECTION 30. NO RECORDATION Neither this Lease Agreement nor a memorandum thereof shall be recorded by Tenant. SECTION 31. ATTORNEY'S FEES In the event any action, suit or proceeding is brought for the enforcement of, or the declaration of, any right or obligation pursuant to this Lease or as a result of any alleged breach of any provision of this Lease, or for an unlawful detainer action, the prevailing party shall be entitled to recover its costs and expenses, including reasonable attorneys' fees, from the losing party, and any judgment or decree rendered in such a proceeding shall include an award thereof. SECTION 32. NOTICES AND PAYMENTS All notices required under this Lease, including notices of change of address, shall be in writing, and all notices and payments shall be addressed as follows: Agency: Redevelopment Agency of the City of Moorpark 799 Moorpark Avenue Moorpark, California 93021 Attn: Executive Director 15 36 Tenant: Moorpark Chamber of Commerce 18 High Street Moorpark, California 93021 Attn: Lisa Masotti, President & CEO Either party may, from time to time, by written notice to the other, designate a different address, which shall be substituted for the one specified above. Except as otherwise provided by statute notice shall be deemed served and received upon receipt by personal delivery or upon the second (2nd) day after deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid. SECTION 33. PARTIAL INVALIDITY If any provision of this Lease is found by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of this Lease shall nonetheless remain in full force and effect to the full extent allowed by law. SECTION 34. GENDER AND NUMBER For the purpose of this Lease wherever the masculine or neuter form is used, the same shall include the masculine or feminine, and the singular number shall include the plural and the plural number shall include the singular, wherever the context so requires SECTION 35. SECTION HEADINGS Section headings in this Lease Agreement are for convenience only, and they are not intended to be used in interpreting or construing the terms, covenants and conditions of this Lease. SECTION 36. INTEGRATION AND MODIFICATION This Lease constitutes the entire agreement of the parties concerning the subject matter hereof and all prior agreements and understandings, oral or written, are hereby merged herein. This Lease may not be modified or amended except: (1) in a writing signed by all of the parties hereto, or (2) upon expiration of thirty (30) days service in accordance with Civil Code Section 1946, or any successor statute in effect on 16 37 the date the written notice is served by Agency on Tenant of a written notice setting forth the modification or amendment. The parties agree that no estoppel argument can be raised during legal proceedings in order to avoid the provisions of this Section. SECTION 37. TIME Time is of the essence of this Lease. SECTION 38. INTERPRETATION Should interpretation of this Lease, or any portion thereof, be necessary, it is deemed that the Lease was prepared by the parties jointly and equally, and the Lease shall not be interpreted against either party on the ground that the party prepared it or caused it to be prepared. SECTION 39. VENUE This Lease is made, entered into, and executed in Ventura County, California, and any action filed in any court for the interpretation, enforcement or other action arising from any term, covenant or condition herein shall be filed in the applicable court in Ventura County, California. SECTION 40. NON - DISCRIMINATION In accordance with Section 33435 of the California Community Redevelopment Law, the Tenant shall not discriminate against any person or class of persons by reason of race, color, creed, national origin, religion, age or sex or for any other reason prohibited by law. IN WITNESS WHEREOF, the parties have caused this Lease to be executed by their duly authorized representatives as of the date first written above. TENANT: By: Date: CEO, Moorpark Chamber of Commerce LESSOR: 17 38 Redevelopment Agency of the City of Moorpark ATTEST: EM Steven Kueny, Executive Director Deborah S. Traffenstedt, Agency Secretary EXHIBIT B Date: Date: Tenant Installation Plans (Tenant Improvements) 18 39 To be attached and included after approval by the City of Moorpark, Building and Safety Division 19 40