HomeMy WebLinkAbout17 LIBRARY LEASE & MOU EDU SVCS 04-07-09Agenda Item 17
AGENDA REPORT Reviewed:
City Manager
Finance Director
MEETING DATE: APRIL 7, 2009
TO: WILLIAM A. HUSTON, CITY MANAGER
FROM: CHRISTINE A. SHINGLETON, ASSISTANT CITY MANAGER
SUBJECT: TUSTIN LIBRARY LEASE AND MEMORANDUM OF UNDERSTANDING
FOR ENHANCED EDUCATIONAL SERVICES
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Tustin City Council approval is requested to authorize the City to enter into a long-term
Lease between the City of Tustin and the County of Orange for the new Tustin Library
and to enter into a Memorandum or Understanding for Enhanced Educational Services
at the new Tustin Library between the County of Orange, Tustin Unified School District
(TUSD) and the City (the "MOU").
RECOMMENDATION:
It is recommended that the City Council:
1. Approve the Tustin Library Lease between the City of Tustin and County of Orange
and authorize the City Manager and/or Assistant City Manager to make minor changes
to the Lease as a result of final discussions with the County of Orange and to execute
the Lease subject to approval of the City Attorney of all Lease documents.
2. Authorize the City Manager and/or Assistant City Manager to execute the Guiding
Principles and Memorandum of Understanding between the County of Orange, City of
Tustin and Tustin Unified School District for Enhanced Educational Services in
conjunction with the new Tustin Library.
FISCAL IMPACT:
With execution of the Tustin Library Lease, the County of Orange will be responsible for
operations and maintenance of the Tustin Library for the term of the Lease. However,
provisions of the lease provide for the County to share expenses with the City
associated with exterior ground maintenance on the Lease Premises and adjacent
parking lot areas being developed with the Library project, provided that the County's
cost obligations for exterior ground maintenance will be capped annually at not to
exceed $17,000. City costs for parking lot and ground maintenance are currently
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Tustin Library Lease and MOU
projected to be approximately $ 22,136 annually which will be funded annually in the
Public Works Field Services operational budget.
The City will also manage and schedule usage of the Multi-purpose Community Meeting
Room/ Professional Training Facility based on a fee schedule to be established by the
City with the County to bill the City for janitorial expenses. These janitorial expenses
will be off -set by fees commensurate with costs to be collected by the City's Community
Services Department.
BACKGROUND:
General Background on Tustin Library Project
Over the last several years the City has worked tirelessly to replace the existing Tustin
Branch Library with a new Tustin Library based on the City previously receiving
assurance from the County of the County's willingness and commitment to operate the
new Tustin Library. Despite the outstanding merits of the project and rejection of the
City's funding request for the project by the State Library Bond Act Board, the City
Council committed to completing the project and securing necessary funding. This
commitment level was demonstrated by the City Council's approval of plans and award
of the construction contract for the project late 2007 and early 2008. Completion of
Phase I & II of the new Tustin Library is rapidly approaching with completion and a soft
opening expected in May. Phase III and IV of the Library Project (demolition, additional
parking and Library Plaza construction are expected to be completed in early fall at
which point in time a grand opening celebration will be scheduled.
Tustin Library Lease
Under an existing ground lease executed on July 9, 1974, as amended, the existing
Tustin Library Branch site is owned by the City of Tustin and leased to the County of
Orange. The County constructed the existing library building which under the terms of
the existing lease would have reverted to the City upon termination of the existing lease.
OCLibraries will continue to operate the existing library until the new Tustin Library is
completed, at which time the County will relocate to the new Tustin Library pursuant to
the new Tustin Library Lease. Upon occupancy of the new building by the County, the
new lease would commence and the old existing lease would automatically terminate.
The County will also provide a bill of sale on the old library building which will permit the
City to demolish the building.
A copy of the proposed Tustin Library Lease is attached. Major terms of the Tustin
Library Lease can be summarized as follows:
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Tustin Library Lease and MOU
• Term of the Lease. The term of the Lease will be for forty (40) years with two,
additional and consecutive ten (10) year extensions possible.
• Option to Terminate. The City would retain an option to terminate the Lease upon
giving the County written notice at least three hundred sixty-five (365) days prior to a
Lease Termination Date or in the event of a non -cured breach of the Lease.
• Rent. Since the Lease is in support of provision of library services within the City of
Tustin, no base rent is required. However, the County shall be responsible for all
operating expenses of the Leased Premises; certain minor exceptions are identified
in the Lease.
• County Purchases. As part of the Library Project, City is providing a completely
furnished new building with new fixtures, furniture and equipment. County has
requested that they be permitted to purchase certain furniture and equipment items
from County vendors (i.e. computers), with the City reimbursing the County the
actual costs of these purchased items at a cost not to exceed $357,498. City shall
continue to own the County and City purchased items until they are replaced by the
County. County shall be responsible at its sole expense for the maintenance, repair
and replacement of all furniture and equipment provided by the project's budget.
• Permitted Uses of Leased Premises. Use and occupancy of the new building shall
solely be for the purposes of operating and maintaining the Tustin Library, subject to
joint services between the County of Orange, City of Tustin and Tustin Unified
School District. Joint Use areas of the new Tustin Library include a Homework
Center, Computer Learning Center, and Multi -Purpose Community
Room/Professional Training facility and adjacent conference room, kitchen and
restrooms.
• Alterations/Construction of Improvements. Lease provisions define what requires
City approval of certain construction improvements.
• Protection/ Repair and Maintenance. The County shall provide at its sole cost and
expense for the protection, repair, and keep of the Lease Premises in a good order
and condition.
• Parking, Hardscape and Landscape Costs. The County and City will share costs of
parking lot and landscape areas adjacent to the lease premises with County
responsible for parking and landscape costs on the lease premises, provided in an
event that County's annual financial obligation will not exceed $17,000.
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Tustin Library Lease and MOU
• Insurance. The City will be required to procure and maintain a property and fire
insurance policy for the Premises. County will self insure and maintain a general
liability policy covering its operations on the Leased Premises in combined coverage
amount of two million dollars ($2,000,000), which amount may be increased as
determined necessary in the future by the City. The County will also be required to
provide workers compensation insurance. Both County and City also have mutual
indemnity and hold harmless provisions in the lease.
• Other Provisions. Other provisions are basically standard to leases entered into by
the City.
There are a few minor elements of the Tustin Library that the City is awaiting final
approval from the County. So as to permit execution of the Lease prior to move -in date
for Phase I and II of the Tustin Library, staff requests that the City Council delegate staff
the authority to complete the negotiations and any minor changes to the Lease subject
to approval of all documents by the City Attorney.
Guiding Principles and Memorandum of Understanding
A "Joint Use Cooperative Agreement Between the County of Orange, City of Tustin,
and the Tustin Unified School District for Enhanced Educational Services" ("Original
Cooperative Agreement"), dated December 16, 2003. Unfortunately both the County
and TUSD were not comfortable in proceeding under the Original Cooperative
Agreement given certain financial commitments required under the Original Cooperative
Agreement. Both the County and the Tustin Unified School District requested that the
original agreement be reformatted as a Memorandum of Agreement ("MOU") to be
intended as a framework only within which the parties would intend to pursue common
objectives for the new Tustin Library. The reframed MOU implements certain City
proposed joint use programs to be implemented in the new Tustin Library for enhanced
educational services. The programs include a Homework Center, a Computer Learning
Center as well as a plan to optimize use of a Multi -Purpose Community
Room/Professional Training facility in the new building. The MOU identifies roles and
responsibilities of each agency, describes in more detail the joint use programs, creates
a Joint Use Steering Committee, and basis for volunteer recruitment and mutual grant
efforts to support such enhanced educational services.
Environmental Clearance
Under the California Environmental Quality Act Implementing Guidelines, the City
Council previously approved a Negative Declaration for the project with adoption of
Resolution No. 02-49, and recorded a Notice of Determination with the County Recorder
on May 30, 2002.
v
Christine A. Shingleton
Assistant City Manager
Attachment A: Tustin Library Lease
Attachment B: MOU for Enhanced Educational Services
ATTACHMENT A
TUSTIN LIBRARY LEASE
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TUSTIN LIBRARY
LEASE
THIS TUSTIN LIBRARY LEASE, (hereinafter referred to as "Lease"), is made this
day of , 2009, by and between The City of Tustin, a municipal
corporation organized under the laws of the State of California ("CITY"), and the County of
Orange ("COUNTY"), a political subdivision of the State of California. The term
"COUNTY" shall mean the Board of Supervisors of the political body that executed this
agreement or its authorized representative. The CITY and COUNTY may individually be
referred to herein as a "Party" and collectively as the "Parties".
RECITALS
A. The City is currently a member of the Orange County Public Library system.
B. The OC Public Libraries ("OCPL/OC Community Resources") is a department of the
County that currently operates a library in the City of Tustin, located at 345 East Main Street,
Tustin, California
C. The existing library site is currently owned by the City and ground leased to the County
pursuant to a Lease dated July 9, 1974, as amended March 30, 1976, September 17, 1991 and
May 21, 2002 ("Existing Lease").
D. The City has found the existing library to be of insufficient size due to growth in the
community and growth in the need for public library services and facilities.
E. It is the City's current intention to remain in the OCPL system.
F. City has pursued the acquisition and construction of a new Tustin Library ("New Tustin
Library") based on the City previously receiving assurance from the County, as the Operating
Authority, of the County's willingness and commitment to operate the New Tustin Library.
G. County will continue to operate the existing library until the New Tustin Library is
completed, at which time the County will relocate the current branch library staff, materials,
and computer equipment to the new library, pursuant to this Lease.
H. Concurrently with the commencement of this Lease, it is the desire of both parties to
terminate the Existing Lease in order to accommodate the New Tustin Library site and building
to be owned by City.
NOW, THEREFORE, in consideration of the promises and mutual covenants herein
the Parties agree as follows:
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1.0 DEFINITIONS
The definitions below shall apply to the terms/phrases as used in this Agreement and in the
Exhibits attached hereto:
"Auditor -Controller" means the Auditor -Controller, County of Orange, or designee, or
upon written notice to CITY, such other person or entity as shall be designated by the Board of
Supervisors.
"Board of Supervisors" means the Board of Supervisors of the County of Orange, a
political subdivision of the State of California.
"CITY" means the City of Tustin, a California municipal corporation.
"COUNTY" shall mean the County of Orange, a political subdivision of the State of
California.
"County Executive Officer" means the County Executive Officer, County Executive
Office, County of Orange, or designee, or upon written notice to CITY, such other person or
entity as shall be designated by the Board of Supervisors.
"Corporate Real Estate" means the OC Public Works„ Corporate Real Estate, County of
Orange or upon written notice to CITY, such entity as shall be designated by the Director of
OC Public Works or the County Executive Officer.
"County Librarian" means the County Librarian of the OCPublic Libraries of the County
of Orange, or designee, or such other person or entity as shall be designated by the Director of
OC Community Resources Development, or the County Executive Officer.
"County Counsel" means the County Counsel, County of Orange, or designee, or upon
written notice to CITY, such other person or entity as shall be designated by the County
Executive Officer or the Board of Supervisors.
"Existing Lease" means that certain Lease between CITY and COUNTY dated July 9,
1974, as amended March 30, 1976, September 17, 1991 and May 21, 2002.
"Leased Premises" refers to the property described in "Exhibit A", and the
improvements shown on the plot plan in "Exhibit B", and the furnishings and equipment
described in "Exhibit C", which exhibits are attached hereto and by reference made a part
hereof.
"Lease Commencement Date" means the date that CITY notifies COUNTY upon written
notice that the library building is available for occupancy.
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"Lease Termination Date" means the date the Lease terminates pursuant to Section 4.2 .1
and 4.2.2 of the Lease.
"Library Lease Administrator" means the Assistant City Manager of the City of Tustin or
such other person or entity as shall be designated by the City Manager of the CITY.
"Public Areas of the New Tustin Library" includes all of the Leased Premises except the
areas designated as "Staff Area" and "Mechanical Room" on Exhibit B.
2.0 LEASED PREMISES FOR TUSTIN LIBRARY
CITY hereby leases to COUNTY the Leased Premises described in "Exhibit A" and
shown on "Exhibit B" and COUNTY leases from CITY the Leased Premises.
3.0 PARKING
CITY, throughout the term of this Lease, shall provide parking for COUNTY's free and
non-exclusive use. Said parking spaces shall be located in the parking areas shown on "Exhibit
D". The CITY shall operate and maintain these parking spaces, roads and landscape areas
located on and adjacent to the Leased Premises subject to the provisions of Section 9.3. The
use of such parking areas and facilities by COUNTY employees and library patrons shall be
subject to reasonable regulations as CITY may make and amend from time to time. The
COUNTY shall abide by such regulations and cooperate in their observance.
Throughout the Term of this Lease, thirteen (13) parking spaces located on the Leased
Premises and two (2) parking spaces located adjacent to the Leased Premises shall be identified
for County's free and exclusive use for County library employees only during library operating
hours. Such spaces shall be clearly marked for exclusive County use for their employees
during library operating hours.
In addition to said parking spaces, CITY shall also provide parking for disabled persons
in accordance with the Americans with Disabilities Act, Section 7102 of the California
Uniform Building Code and the applicable codes and/or ordinances relating to parking for
disabled persons as established by CITY, where the provisions of such Federal, State or CITY
codes and/or ordinances exceed or supersede the State requirements. If necessary to comply
with revised requirements for parking of disabled persons, City may reconfigure and re -stripe
any available parking area shown on Exhibit D, including, at City's discretion, parking on the
Leased Premises and, such reconfiguration and re -striping may, if necessary have the effect of
permanently reducing the number of available parking spaces.
4.0 TERM, COMMENCEMENT, TERMINATION
4.1 Termination of Existing Lease. Upon the Lease Commencement Date of this
Lease, it is mutually agreed that the Existing Lease shall automatically terminate with respect
to all or any portion of the existing library and its applicable premises. Upon the Lease
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Commencement Date, COUNTY shall execute and deliver to CITY the "Bill of Sale"
attached as Exhibit "E" conveying title to the old library building under the Existing Lease to
the CITY. This Lease shall supersede any prior agreement between the parties (except for the
duty of indemnification contained in the Existing Lease for claims arising, caused or occurring
during the term of the Existing Lease), except that all personal property and/or equipment
(fixtures, partitions, counters, and shelving) attached to and/or placed upon any portion of the
existing library and its applicable premises by COUNTY pursuant to the Existing Lease
between the parties hereto shall remain the personal property of COUNTY who shall have the
right to remove same. COUNTY agrees to remove the personal property in a timely manner
consistent with the schedule for demolition of the existing Tustin Library (prior to the start of
Phase III of the New Tustin Library). County also agrees that the improvements, furnishings
and equipment in the new Tustin Library are to be new installations, and that the County shall
not reinstall old personal property and/or equipment in the Public Areas of the New Tustin
Library, except as follows:
4.1.1 Books
4.1.2 Periodicals
4.1.3 Archive materials
4.1.4 Other items and minor office equipment, as approved by the Parties
4.2 Commencement and Termination.
4.2.1 Term. Unless earlier terminated in accordance with provisions of this
Lease, the term ("Term") of this Lease shall commence on the "Lease Commencement Date"
and end on the date that is the fortieth (401h) year anniversary of the Lease Commencement
Date (the "Lease Termination Date"), or until such Lease Term shall sooner cease or expire as
hereinafter provided.
4.2.2 Option to Extend Term. Provided that COUNTY is not in default in the
performance of this Lease, and that the Lease has not expired nor been terminated as provided
herein, and provided CITY has not exercised its Option to Terminate the Lease, COUNTY
shall have the option to extend the term of this Lease for two (2) additional and consecutive
terms of ten (10) years each, the first commencing at the expiration of the initial Term,
provided that the City shall have the right to review terms, covenants and conditions of the
Lease and recommend modifications to Lease terms, covenants and conditions subject to
review and approval of the COUNTY and CITY. The option(s) to extend the term shall be
exercised by written notice given to the CITY not less than ninety (90) days prior to the Lease
Termination Date..
4.3 Lease Commencement Date. The Parties agree that the Lease Commencement
Date shall be the date the CITY notifies COUNTY in writing that the new library building is
available for occupancy.
4.4 Option to Terminate Lease. CITY shall have the option to terminate the Lease
upon giving the COUNTY written notice at least three hundred sixty-five (365) days prior to a
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Lease Termination Date which termination shall take effect on that Lease Termination Date, or
in the event of a non -cured breach of this Lease as defined in Section 16.0, the non -breaching
party may give written notice upon such time frame as is defined in Section 16.0. The
following sections of this Agreement shall survive any expiration or termination: Sections 4.6,
7.3, 7.4, 8.3.6, 8.3.7, 9.2 and 10.
4.5 Commencement of Possession. If City is unable to give possession of the Premises
on the Lease Commencement Date, this Lease shall not be void or voidable by COUNTY and
CITY shall not be subject to any liability for such failure to give possession on such date. No
such failure to give possession on the Lease Commencement Date shall in any way affect the
obligations of COUNTY hereunder, nor shall the same be construed in any way to extend the
Term of the Lease, however, in no event shall the Lease Commencement Date begin prior to
the commencement of possession of the Premises by County, without express written approval
by County.
4.6 Surrender Upon expiration of the Term of this Lease or its termination, the
COUNTY shall quietly and peacefully remove itself and its property from the Leased Premises
and surrender the Leased Premises to CITY on the expiration date in good order, condition and
repair (except for reasonable wear and tear) and free and clear of all liens and encumbrances
other than (a) those, if any, permitted hereby or otherwise created or consented to in writing by
CITY, and (b) any leasehold mortgage permitted in writing by CITY. In the event CITY
terminates this Lease for a default of the Lease by COUNTY, the COUNTY shall be allowed a
reasonable period of time, as determined by CITY, in which to remove all of its property from,
and terminate its operation on the Leased Premises. During such period prior to surrender, all
obligations assumed by COUNTY under this Lease shall remain in full force and effect. The
CITY may in its discretion, following thirty (30) days notice to the COUNTY, declare any
property which is owned by COUNTY and which has not been removed from the Leased
Premises upon surrender, as abandoned property.
5.0 CONSIDERATION/RENT
5.1 Generally. For purposes of this Lease, Base Rent, Operating Expenses and
Additional Rent are hereinafter referred to as "Rent". All Rent payments due and owing shall
be made to the CITY and shall be delivered to the CITY Finance Director at 300 Centennial
Way, Tustin, California 92780, or to a third party at such other place as the City may designate
in writing from time to time.
5.2 Base Rent. In consideration of the library services provided to CITY by
COUNTY, COUNTY shall not be obligated to pay Base Rent to the CITY for use of the
Leased Premises throughout the term of the Lease.
5.3 Operating Expenses. The COUNTY shall be responsible for all operating
expenses of the Leased Premises, unless otherwise noted in this Lease, and shall directly pay
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all charges, and impositions related to the Leased Premises including, but not limited to, utility
costs and costs related to operating the Leased Premises, the cost of future capital
improvements, maintenance, insurance, taxes, code compliance, and provisions necessary for
security, and any costs necessary to comply with the terms, covenants and conditions of this
Lease (collectively "Operating Expenses"). In addition, the COUNTY shall pay for, or directly
perform, all protection and maintenance services for Leased Premises as described in Sections
9.1 through 9.4, and COUNTY shall pay for its proportionate share of all operating costs and
expenses for parking and landscaping areas adjacent to the Leased Premises and serving the
New Tustin Library as shown on "Exhibit D", and the shared use of the Multi -Purpose
Community Room/Professional Training Facility on the Leased Premises as provided under
Sections 9.2 and 9.3. Any costs incurred by CITY resulting from the COUNTY's failure to
perform under this Section shall be a "Cost Reimbursement" obligation under Section 5.3.2.
5.4 Late Charges. If any payment, or any part thereof, to be made by COUNTY to
CITY or CITY to COUNTY pursuant to the terms of this Lease shall become overdue for a
period in excess of thirty (30) calendar days, then in addition to any other remedies available to
Parties under this Lease or otherwise, each Party shall pay to the other Party late charge interest
from the first date such payment, or part thereof, was overdue until the date paid equal to ten
percent (10%) of such overdue amount for purposes of defraying the expense incident to
handling such delinquent payment.
5.5 No Waiver. Nothing herein or in the imposition or acceptance by CITY of default
interest shall be construed as a waiver of any rights of CITY arising out of any default of
COUNTY hereunder; the right to collect any such default interest is separate and apart from
any rights or remedies of CITY relating to any such default by COUNTY.
6.0 FURNITURE AND EQUIPMENT
6.1 County Purchases. In conjunction with construction of the New Tustin Library,
CITY has designed, in collaboration with the County, and will fund the installation of certain
new fixtures, furniture and equipment for the Leased Premises. Considerable attention has
been paid in this process to ensure a high quality of finishes and the aesthetic appearance of the
New Tustin Library. COUNTY acknowledges and agrees that it is the intention of both parties
that installation of fixtures, furniture and equipment in the new Tustin Library will be new
installations and that COUNTY will not be reinstalling old furniture, fixtures or equipment in
the Public Areas of the New Tustin Library. COUNTY has requested that they be permitted to
purchase certain furniture and equipment items as shown on "Exhibit F" and specified for the
new Tustin Library project by CITY utilizing COUNTY vendors ("County Vendor Supplied
Property"). Subject to the terms and limitations set forth in subsections 6.1.1 through 6.1.3
below, County shall purchase, and CITY shall reimburse COUNTY for the actual cost of, the
County Vendor Supplied Property, and CITY shall own the County Vendor Supplied Property
until it is replaced by the COUNTY. COUNTY shall, at its sole expense, maintain, repair and
replace County Vendor Supplied Property during the term of this Lease. CITY agrees to
provide reimbursement to COUNTY for specific furniture and equipment items as shown on
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"Exhibit F," and any other items as agreed to by the Parties subject to the following:
6.1.1 COUNTY reviews its final purchase specifications (including, but not
limited to, manufacturer's details, colors, materials, etc. for these specific
items) with the CITY, for CITY written approvals to ensure proper
coordination with interior finishes, furniture, equipment, and available
infrastructure, and the designed locations of specific items on the approved
Construction Plans for the New Tustin Library.
6.1.2 The purchase cost for County Vendor Supplied Property shall not
exceed THREE HUNDRED FIFTY-SEVEN THOUSAND FOUR
HUNDRED NINETY-EIGHT DOLLARS ($357,498).
6.1.3 To the extent COUNTY purchasing relationships with vendors results
in savings to the purchase price for such CITY reimbursed items, this savings
shall be for the benefit of the CITY, and COUNTY shall not be authorized to
purchase alternative or additional purchases for these CITY reimbursable
items beyond the items identified on "Exhibit F" without written approval of
CITY.
COUNTY also agrees that it will have scheduled for delivery and installation any
furniture and/or equipment it purchases consistent with the schedule for completion of the
Phase II portion of the New Tustin Library project and will be responsible for any project
management and coordination required to ensure adequate coordination of installations with
the construction contractor and other furniture, fixture and equipment installations by other
parties, at COUNTY's sole expense.
6.2 Moving and Relocation Expenses. In consideration of the considerable project
costs that have been borne by the CITY for the New Tustin Library, COUNTY acknowledges
and agrees that it will be responsible, at its sole cost and expense, for moving its books and
library collections and certain other miscellaneous contents to the Leased Premises consistent
with provisions of Sections 4.1 and 6.1. COUNTY also agrees that it will coordinate any such
move and relocation consistent with the completion of Phase II of the New Tustin Library.
7.0 USE OF LEASED PREMISES
7.1 Permitted Use of Leased Premises. The COUNTY may use and occupy the
Leased Premises solely for the purpose of operating and maintaining the New Tustin Library
and other purposes incidental and related thereto including the provision of free public library
services, EXCEPT that said Premises may be used for joint use services in collaboration
between the COUNTY, CITY and Tustin Unified School District as identified and pursuant to
the "Joint Use Cooperative Agreement Between the County of Orange, the City of Tustin and
the Tustin Unified School District for Enhanced Educational Services", dated December 16,
2003 ("Joint Use Agreement") as such agreement may be amended.
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7.2 Library Hours of Service and Description of Joint Use Programming.
7.2.1 The COUNTY acknowledges that CITY requested pursuant to the Joint
Use Agreement and CITY's funding of the New Tustin Library that the New
Tustin Library be open a minimum of 67 hours per week, seven days a week,
excluding COUNTY -wide holidays. ("Operating Hours"). COUNTY agrees that
COUNTY will confer and consult with CITY at least ninety (90) days prior to any
alteration of Operating Hours by COUNTY.
7.2.2 COUNTY agrees that major areas of the New Tustin Library have been
designed to accommodate joint use between the OCPL and CITY including a Homework
Center, Computer Learning Center, and Multi -Purpose Community Room/Professional
Training facility and adjacent Conference Room, Kitchen and Restrooms. Interior Joint -use
space is shown on "Exhibit G", attached hereto. Additionally, an outdoor Plaza Area is an
exterior joint use areas and is also shown on page 2 of "Exhibit "G".
7.2.3 The space in the New Tustin Library for the Homework Center shall be
available for use by students and their parents, dedicated volunteers (adults and students), and
the COUNTY during all Operating Hours.
7.2.4 The space in the New Tustin Library for the Computer Learning Center
shall be available for use by students, parents, or Tustin residents, and the COUNTY during all
Operating Hours provided that the Computer Learning Center shall not be available unless the
Party, including the COUNTY or CITY, on behalf of a non -COUNTY or non -CITY group, has
reserved the Computer Learning Center and agrees to provide dedicated volunteers or paid
staff to monitor and staff the Computer Learning Center during its use.
7.2.5 The COUNTY acknowledges and agrees that there will be times when the
Homework Center and Computer Learning Center shall be reserved and used, at no additional
cost to the CITY, to accommodate students and teachers from local schools for library tours,
class visits, technology training, volunteer or tutor training, or orientations.
7.2.6 During regular Library Operating Hours and also after regular Operating
Hours, the COUNTY acknowledges and agrees that there will be times when the Multi -
Purpose Community Room/Professional Training Facility with its ancillary adjacent
Conference Room, Kitchen, and Restrooms, including furniture and equipment assigned to
these rooms ("Training Materials and Rooms") and outdoor Plaza Area shall be reserved and
used, at no additional cost to the CITY, to accommodate CITY approved meetings, trainings
and other special event needs. Custodial services for the Training Materials and Rooms shall be
provided in accordance with Section 9.2 hereinbelow. County costs of maintenance and
operating expenses of hardscape and landscaping costs associated with the outdoor Plaza Area
shall be provided in accordance with Section 9.3 hereinbelow. The scheduling of reservations
for the Multi -Purpose Community Room/Professional Training Facility with its Training
Materials and Rooms and the outdoor Plaza Area shall be coordinated by the CITY's Parks and
Recreation Department in consultation with the COUNTY's Librarian at the New Tustin
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Library, The COUNTY acknowledges and agrees that CITY may permit another user, other
than CITY or COUNTY, to use the Multi -Purpose Community Room/Professional Training
Facility and its Training Materials and shall have the right to charge a rental rate for such users.
CITY shall keep all such rental income and use it for whatever purposes CITY in its sole
discretion may decide.
7.3 Compliance with Laws and Regulations. The COUNTY covenants and agrees
that it shall observe and comply with all laws, orders, regulations, rules, ordinances and
requirements now in force, or which may thereafter be in force, of federal, state, county and
city governments, and of all other governmental authorities to the extent that they are
applicable to the Leased Premises (collectively, the "Governmental Requirements"). The
COUNTY shall pay, and to the extent incurred by CITY, shall reimburse CITY for, all costs,
expenses, claims, fines, penalties and damages, including any attorney fees and costs of
defense, that may in any manner arise out of, or be imposed because of, failure of the
COUNTY to comply with the provisions of this Section.
7.4 Toxic Materials. COUNTY hereby warrants and represents that COUNTY in its
operation of the Leased Premises will comply with all laws and regulations relating to the
storage, use and disposal of hydrocarbon substances and hazardous, toxic or radioactive matter,
including, but not limited to, those materials identified in Title 22 of the California
Administrative Code Sections 66680 through 66685, as amended (collectively "Toxic
Materials") on the Leased Premises. COUNTY shall be responsible for and shall defend,
indemnify and hold CITY, its officers, directors, employees, agents, and representatives,
harmless from and against all claims, costs and liabilities, including attorneys' fees and costs
arising out of, or in connection with, the storage, use, and disposal of Toxic Materials on the
Leased Premises by COUNTY. If the storage, use, and disposal of Toxic Materials on the
Premises is caused by COUNTY and results in contamination or deterioration of water or soil
resulting in a level of contamination greater than maximum allowable levels established by any
governmental agency having jurisdiction over such contamination, COUNTY shall promptly
take any and all action required by such agency to investigate and clean up such contamination.
Likewise, CITY hereby warrants and represents that CITY has in the past and will
hereafter comply with all laws and regulations relating to the storage, use and disposal of Toxic
Materials on the Leased Premises. CITY shall be responsible for and shall defend, indemnify
and hold COUNTY, its officers, directors, employees, agents, and representatives, harmless
from and against all claims, costs and liabilities, including attorneys' fees and costs arising out
of or in connection with the previous, current and future storage, use and disposal of Toxic
Materials on the Leased Premises by CITY. If the previous, current and future storage, use,
and disposal of Toxic Materials on the Premises is caused by CITY and results in
contamination or deterioration of water or soil resulting in a level of contamination greater than
maximum allowable levels established by any governmental agency having jurisdiction over
such contamination, CITY shall promptly take any and all action required by such agency to
investigate and clean up such contamination.
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8.0 ALTERATIONS
8.1 The COUNTY shall not make alterations to the Leased Premises without prior
consultation with the CITY and approval except as are specifically identified in Section 8.2.
Alterations shall mean any modifications, additions, or improvements to the real property or
improvements that will be provided by OCPL , whether by addition or deletion ("Alterations").
Maintenance, repairs and replacement shall not constitute Alterations so long as any property
replaced is of like kind and quality. It is intended by the Parties that after commencement of
the Lease Term, the CITY shall have no obligation, in any manner, to fund or complete any
Alterations to the Leased Premises.
Except with respect to Minor Alterations (as hereinafter defined), COUNTY shall process
all Alterations, as applicable, consistent with the provisions of Section 8.0. All Alterations
(including, without limitation, all Minor Alterations) shall be done promptly and in good and
workmanlike manner and shall be in quality and class.
8.2 The COUNTY may from time to time after commencement of the Lease Term
without prior consultation with the CITY or approvals, perform Alterations to the real property
or improvements that are non-structural alterations ("Minor Alterations") provided such Minor
Alterations individually meet all of the following criteria:
(1) Would not require COUNTY to obtain a building permit for the completion of
the Minor Alteration;
(2) Would not result in a violation of any provision of this Lease;
(3) Would not cost in excess of twenty-five thousand dollars ($25,000) (an
Alteration costing in excess of $25,000 shall not be divided into multiple
smaller projects of less than $25,000 in order to avoid this requirement);
(4) Would not result in substantial change in the character of improvements, or the
use for which they are intended, or in a substantial change in access or major
entries to, or public areas on, the Leased Premises;
(5) Would not involve or result in any change in the exterior of the improvements
that materially changes the design of the improvements, based on the original
approved plan for the improvements;
(6) Would not be of lesser quality or result in the diminution of the value of the
Leased Premises;
(7) Would not weaken the structural integrity of the improvements, or any portion
thereof;
(8) Improvements and changes in the Leased Premises which meet criteria
contained herein and which involve the installation of fixtures, partitions,
counters, shelving, and equipment as deemed necessary or appropriate. It is
agreed that any such fixtures, partitions, counters, shelving, or equipment
attached to or placed upon the Premises by COUNTY shall be considered as
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personal property of COUNTY, who shall have the right to remove same
provided that any damage to the Leased Premises in the removal or attachment
is repaired.
(9) COUNTY shall not, without written consent of the CITY, demolish or remove
all or any structural part of the real property or any improvement located upon
the Leased Premises, except any existing improvements on the Leased
Premises that are demolished or removed by the Lessee in compliance with the
provisions of this Lease;
8.3 Construction of Improvements.
8.3.1 In the event that the COUNTY desires to construct Alterations which are not
considered Minor Alterations, the COUNTY shall prepare and submit to CITY construction
plans and other drawings or plans and all related documents pertaining to the Leased Premises
("Construction Drawings") for CITY's review and written approval. All construction
documents and bonds shall name the CITY as additional named insureds in any coverage
required under the construction documents. Construction drawings are hereby defined as those
required for, and in sufficient detail to obtain any required, City of Tustin Land Use
Entitlement and building permits for all COUNTY improvements for which permits are
required. The CITY shall approve or disapprove Construction Drawings within the time
frames for normal construction plan check processing established by the CITY. As owner of
the Leased Premises, CITY reserves the right to deny approval of the Alterations for any
reason within its discretion, whether or not such reasons are within the CITY's normal
authority during land use and building permit review process. Any disapproval shall state in
writing the reasons therefore and the changes which the CITY requests be made. The
COUNTY shall revise Construction Drawings and resubmit them to CITY, and CITY's review
and approval process shall recommence.
8.3.2 Required Licenses and Permits. Before commencement of construction of
Alterations on the Leased Premises, the COUNTY shall, at its own expense, secure or cause to
be secured, all licenses and permits which may be required by the CITY or any other
governmental agency with licensing or permitting authority over such construction.
8.3.3 The COUNTY shall require its contractors to agree in writing to indemnify the
CITY from contractor's negligence or willful misconduct in the construction of any Alterations
or Minor Alterations by COUNTY on the Leased Premises and to secure Commercial General
Liability insurance in an amount determined by CITY appropriate to said construction,
endorsed to defend and indemnify CITY in the event of claims arising from any alleged
negligence of contractor or its subcontractors. All contractors and subcontractors shall be
required to carry Worker's Compensation insurance as required by State Law, and such
policies shall be endorsed to waive subrogation against CITY. COUNTY shall also require any
contract design professionals designing any Alterations or Minor Alterations to carry
professional errors and omissions insurance, which insurance shall also be endorsed to defend
and indemnify CITY in the event of claims arising from any alleged negligence of the design
professional.
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8.3.4 All work and materials shall be good quality, and all workers and subcontractors
shall be skilled in their trades.
8.3.5 The COUNTY covenants and agrees that, solely at COUNTY's expense, it shall
maintain the Leased Premises during and after any construction and keep Leased Premises
reasonably free of debris, waste, surplus materials, and surplus equipment.
8.3.6 For any COUNTY Alterations, the COUNTY shall keep the Leased Premises free
of any liens or stop notices, and in the event of any lien or stop notice, COUNTY shall incur all
costs necessary to defend and promptly resolve such lien or stop notice such that such lien or
stop notice shall not be noted as an exception to future title insurance policies.
8.3.7 Upon completion of construction by the COUNTY, the COUNTY shall furnish
CITY with as -built plans and specifications.
8.3.8 COUNTY shall be responsible for any applicable prevailing wage requirements as
identified in Section 14.2 of the Lease.
9.0 PROTECTION, REPAIR, AND MAINTENANCE
9.1 The COUNTY shall provide, at its sole cost and expense, for the protection,
maintenance, repair and shall keep the Leased Premises in a good order and condition , and
exercise due diligence in protecting the Leased Premises against damage and destruction by
fire and other causes, subject to applicable provisions of this Lease. In the event that the City is
unsatisfied with any maintenance or repairs performed by the County, the County and City
agree to meet and confer and endeavor to address City's reasonable concerns.
In addition, the COUNTY shall also provide, at its sole cost and expense, all janitorial
supplies and services including, but not limited to, the supplying of restroom expendables and
replacement of light bulbs and fluorescent tubes., except for those janitorial services and
supplies as provided in Section 9.2. COUNTY shall also provide, at is sole cost and expense,
the cleaning, refinishing and repainting of interior and exterior surfaces (as needed); the
servicing, maintenance and repair of plumbing, electrical, mechanical and HVAC systems; and
fire sprinkler system within the Leased Premises and all necessary repairs to the interior or
exterior of the Leased Premises and its improvements.
The COUNTY shall also provide, at its sole cost and expense, for the repair and
maintenance or replacement, if necessary, of interior and exterior walls, landscaping and
irrigation, ramps and walkways, dispenser systems, roof coverings, fixtures, equipment, and
furnishings of the Leased Premises except for those maintenance and operating expenses as
provided for in Section 9.2 and 9.3. An inventory of furnishings provided with this Lease is
shown in "Exhibit C" and "Exhibit F" attached hereto and made a part hereof.
The CITY shall be responsible for any maintenance, repairs, or replacements to the
Leased Premises as covered by any warranty or extended warranty periods covered in the
CITY construction contract for New Tustin Library entered into prior to the Lease
Commencement Date, but only to the extent that such maintenance, repair or replacement does
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not void the applicable warranty. The City shall provide COUNTY with a copy of all
warranties. Any maintenance, repairs, or replacements, or portions thereof, not covered by a
warranty or extended warranty, shall be COUNTY's responsibility.
9.2 Multi -Purpose Community Room/Professional Training Facility. If COUNTY
schedules use of the Multi-purpose Community Room/Professional Training Facility and
Training Materials and Rooms for library purposes or other COUNTY purposes, COUNTY
shall provide janitorial services and supplies for said rooms during and after such use, whether
such use is during Operating Hours or not.
If CITY schedules the Multi-purpose Community Room/Professional Training Facility
and Training Materials and Rooms for CITY USE, or other CITY approved purpose, or CITY
permits another user to use the Multi -Purpose Community Room/Professional Training Facility
and its Training Materials and Rooms, COUNTY shall provide janitorial services and supplies
for said rooms. COUNTY will submit invoices to CITY on a quarterly basis for the actual cost
of providing said janitorial services and supplies for CITY use of said rooms. CITY shall
reimburse COUNTY for the actual cost of providing janitorial services and supplies within
thirty (30) days after CITY receives invoice from COUNTY for the actual cost of providing
janitorial services and supplies. Late Charges, as provided in Section 5.4, shall apply to any
payments owed to COUNTY by CITY if not received by COUNTY after thirty (30) calendar
days from when written invoice has been received by CITY. If COUNTY bears no additional
actual costs to provide janitorial services and supplies to a CITY or CITY approved user for
use of said rooms, CITY shall have no obligation to reimburse COUNTY.
COUNTY shall be responsible for any damage to the Multi-purpose Community
Room/Professional Training Facility or its Training Materials and Rooms as a result of
COUNTY's use of said facilities for library use or other purposes.
CITY shall be responsible for any damage to the Multi-purpose Community
Room/Professional Training Facility or its Training Materials and Rooms as a result of CITY's
or CITY approved user's use of the facilities.
9.3 Parking, Hardscape and Landscape Costs. Continuing on a quarterly
basis beginning January, 2010, CITY shall, within sixty (60) days after the close of each
quarter (quarters close March 31, June 30, September 30, and December 31), submit a
quarterly invoice and report which states the actual parking and landscaped area maintenance
costs for the areas shown on "Exhibit D". The COUNTY shall be responsible for reimbursing
the City certain costs for parking and landscaping area maintenance subject to the terms of this
section and as follows:
9.3.1 All costs of reasonable maintenance and operating expenses for
parking lot and landscape areas within the Leased Premises, except for maintenance and
operating expenses associated with the hardscape area of the outdoor plaza area for which
County shall only be responsible for thirty-five (35) percent of the reasonable maintenance and
operating expenses.
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9.3.2 Thirty five (35) percent of the costs of reasonable maintenance and
operating expenses for those parking and landscape areas adjacent to the Leased Premises
attributable to the NEW Tustin Library as also shown on "Exhibit D".
9.3.3 City agrees that the County's total annual cap for reimbursing the
City quarterly costs pursuant to Section 9.3.1 and 9.3.2 shall not exceed $17,000 annually.
9.3.4 COUNTY shall have thirty (30) days upon receipt of CITY's invoice
and quarterly report to pay to CITY the COUNTY's costs for parking and landscape areas on
the Lease Premises and COUNTY's share of the reasonable maintenance and operating
expenses for parking and landscape areas serving the New Tustin Library adjacent to the
Lease Premises. Late Charges, as provided in Section 5.4, shall apply to any payments owed
to CITY by COUNTY if not received by CITY after thirty (30) calendar days from when
written invoice has been received by COUNTY.
9.4 Building and Safety Requirements. During the full term of this Lease, COUNTY
shall conduct its business on the Leased Premises and maintain the Premises in compliance
with all applicable laws, rules, regulations, building codes, statutes, and orders as they are
applicable on the date of this Lease and as they may be subsequently amended.
Included in this provision is compliance with all applicable requirements of the
Americans with Disabilities Act of 1990 (the "ADA") and all other federal, state, and local
codes, statutes, and orders relating to disabled access as they are applicable on the dates of this
Lease, and as they may be subsequently amended.
County further represents, warrants and covenants that COUNTY shall conduct its
business and maintain the Premises as a "safe place of employment," as defined in the
California Occupational Safety and Health Act (California Labor Code, Division 5, Part 1,
Chapter 3, beginning with Section 6400) and the Federal Occupational Safety and Health Act,
where the provisions of such Act exceed, or supersede, the California Act, as the provisions of
such Act are applicable on the date of this Lease, and as they may be subsequently amended.
10.0 UTILITIES
The COUNTY shall be responsible for and pay when due, prior to the delinquency date, all
charges for water, sewer, gas, electricity, telephone, trash disposal services, or other
communication services or cable television and all other forms of utility services of every kind
and nature used, rendered, or supplied to, upon, or in connection with the Leased Premises
throughout the Term, including all charges for installation after the Lease Commencement
Date of meters, conduits, or other facilities required for such service (unless such meters,
conduits, or other facilities were on the final, approved construction plans and specifications
used for construction of the Leased Premises. The COUNTY shall indemnify CITY from and
defend and hold CITY harmless against any claim, liability, damage, loss, costs or expenses in
connection with such charges.
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11.0 INSURANCE
11.1 Property/Fire Insurance. Without limiting the CITY's indemnification, CITY
shall self -insure or shall procure, pay all premiums upon, and maintain for the benefit of
COUNTY and CITY, throughout the Term of this Lease a policy or policies of property and
fire insurance with extended coverage, covering the loss or damage to the Premises to the full
insurable value of the improvements located on the Leased Premises (including the full value
of all improvements and fixtures, furniture and equipment owned by CITY) at least in the
amount of the full replacement cost thereof, against all perils included within the classification
of fire, extended coverage, vandalism, malicious mischief, special extended perils ("all risk" as
such term is used in the insurance industry, including earthquake and flood) and shall name the
COUNTY as an additional insured. The CITY -procured insurance shall not be required to
cover the value of books, periodicals, and other Library contents except City -owned fixtures
and furniture. Without limiting the COUNTY's indemnification, COUNTY shall self -insure or
shall procure, at its sole expense, property and fire insurance with extended coverage, covering
the loss or damage to the books, peridocals, archive materials and other contents located at the
Leased Premises at least in the amount of the full replacement cost thereof, against all perils
included within the classification of fire, extended coverage, vandalism, malicious mischief,
special extended perils ("all risk" as such term is used in the insurance industry, including
earthquake and flood) and shall name the CITY as an additional insured.
Included in the policy or policies of property and fire insurance shall be a waiver of right
of subrogation against COUNTY and CITY by the insurance company issuing said policy or
policies. CITY and COUNTY shall each provide the other with evidence of compliance with
these requirements. At CITY's and COUNTY's option, each may self -insure the coverage
required by this Section.
CITY's insurance (a) shall be in a form satisfactory to COUNTY and carried with a
company (or companies) acceptable to COUNTY and licensed to do business in the state of
California, (b) shall provide that such policies shall not be subject to material alteration or
cancellation without at least thirty (30) days prior written notice to COUNTY, except for non-
payment of premium, in which case such policy may be cancelled on not less than 10 days
notice, and (c) shall be primary, and any insurance carried by COUNTY and CITY shall be
non-contributing. CITY's policy or policies, or duly executed certificates and endorsements for
them, shall be deposited with COUNTY prior to the Commencement Date of this Lease, and
prior to renewal of such policies. If CITY fails to procure and maintain the insurance required
to be procured by CITY under this Lease, COUNTY may, but shall not be required to, order
such insurance and recover the cost from CITY.
COUNTY's insurance (a) shall be in a form satisfactory to CITY and carried with a
company (or companies) acceptable to CITY and licensed to do business in the state of
California, (b) shall provide that such policies shall not be subject to material alteration or
cancellation without at least thirty (30) days prior written notice to COUNTY, except for non-
payment of premium, in which case such policy may be cancelled on not less than 10 days
notice, and (c) shall be primary, and any insurance carried by COUNTY and CITY shall be
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non-contributing. COUNTY's policy or policies, or duly executed certificates and
endorsements for them, shall be deposited with CITY prior to the Commencement Date of this
Lease, and prior to renewal of such policies. If COUNTY fails to procure and maintain the
insurance required to be procured by COUNTY under this Lease, CITY may, but shall not be
required to, order such insurance and recover the cost from COUNTY.
11.2 Public Liability Insurance. Without limiting the COUNTY's indemnification,
pursuant to Section 16, the COUNTY shall self insure , at its sole expense, or shall maintain in
force during the Term of this Lease comprehensive general liability insurance, insuring against
claims covering its operations on the Leased Premises and for all injuries occurring in, upon, or
about the Leased Premises. Said insurance shall provide for combined coverage of bodily
injury and property damage in the amount of not less than Two Million Dollars ($2,000,000).
The self-insured liability limits or policy limits shall be increased in such amounts, as may be
necessary, based on the CITY's reasonable risk assessment and with written notice to
COUNTY by CITY on each ten-year anniversary of the Commencement Date. Such
insurance shall be provided with an insurer licensed to do business in the State of California,
with a rating of at least A VII, according to the latest Best Key Rating Guide or A -X (if
offered by a surplus line carrier that is not admitted). Evidence of such insurance shall be
delivered to the CITY on or before the Lease Commencement Date and upon renewal of such
policies, including provision of signed certificates of insurance and required signed insurer
endorsements. Insurance endorsements (or a copy of the policy, if applicable) shall be
provided as evidence of meeting the requirements of this Section. All insurance shall be
maintained on an occurrence basis. The Insurer shall specifically identify this Lease and the
policy shall contain express conditions and/or be endorsed to contain the following provisions:
a. The CITY, and its employees, officials, consultants, agents and contractors shall be
named as an additional insured.
b. Coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits
or the policy amended, except after thirty (30) days advance written notice by
certified mail, return receipt requested, to CITY except for non-payment of
premium, in which case such policy may be cancelled after receipt of not less than
10 days written notice.
c. Policy coverage is to be primary and not contributory with any other insurance
maintained by the CITY or COUNTY.
d. Policy coverage is to provide that all losses shall be payable notwithstanding any act,
failure to act, or negligence, of CITY, COUNTY, or any other person.
e. The insurer shall waive any right of subrogation against the CITY which may arise
by reason of any activities of CITY, COUNTY, or payments made under the policy.
11.3 Workers Compensation Insurance. Workers Compensation insurance shall be
maintained by the COUNTY in an amount and form meeting all applicable requirements of the
California Labor Code, covering all persons providing services by or on behalf of COUNTY
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and all risks to such persons. The worker's compensation policies are also to contain, or be
endorsed to contain the following provisions:
a. The insurer shall waive any right of subrogation against the CITY which may arise
by reason of any activities of CITY, COUNTY, or payments made under the policy.
b. Coverage shall not be suspended, voided, cancelled, reduced in coverage or in
limits except after thirty (30) days advance written notice by certified mail, return
receipt requested, to CITY.
At COUNTY's option, COUNTY may self -insure the insurance coverage required by this
Subsection 11.3
12.0 INDEMNIFICATION
Notwithstanding anything to the contrary hereinabove contained, and irrespective of self-
insurance or any insurance carried by COUNTY or CITY, COUNTY shall defend, indemnify
and save harmless CITY, its officers, officials, consultants, agents, employees, contractors
subtenants, invitees, or licensees from and against any and all claims, demands, losses, or
liabilities of any kind or nature which CITY, its officers, officials, consultants, agents,
employees, contractors, subtenants, invitees, or licensees may sustain or incur or which may
be alleged against them and/or attempted to be imposed upon them for injury to or death of
persons, or damage to property as a result of, or arising out of, the intentional acts or
negligence of COUNTY, its officers, officials, consultants, agents, employees, contractors,
subtenants, invitees, or licensees, in connection with the occupancy or use of the Leased
Premises by COUNTY, its officers, officials, consultants, agents, employees, contractors,
subtenants, invitees, or licensees.
Notwithstanding anything to the contrary hereinabove contained, and irrespective of any
insurance carried by CITY, CITY shall defend, indemnify and save harmless COUNTY, its
officers, officials, consultants, agents, employees, contractors, subtenants, invitees, or
licensees from and against any and all claims, demands, losses, or liabilities of any kind or
nature which COUNTY, its officers, officials, consultants, agents, employees, and consultants
may sustain or incur or which may be alleged against them and/or attempted to be imposed
upon them for injury to or death of persons, or damage to property as a result of, or arising out
of, the intentional acts or negligence of CITY, its officers, officials, consultants, agents,
employees, contractors, subtenants, invitees, or licensees, or arising with regard to the use of
the Leased Premises by CITY, its officers, officials, consultants, agents, employees,
contractors, subtenants, invitees, or licensees.
13.0 TAXES AND ASSESSMENTS
13.1 Generally. It is mutually understood and agreed that the Leased Premises will be
used for a public library and as such will be exempt from real property taxes (but not from
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special assessments and special assessment district levies) as provided for in Section 202 of the
Revenue and Taxation Code. It is also understood and agreed that it is CITY's responsibility to
properly and timely claim said exemption through the Orange County Assessor's Office. If
CITY has properly claimed said tax exemption and the Premises fails to qualify for said tax
exemption under the above-mentioned code section, the CITY agrees to pay the real property
taxes prior to delinquency, and the COUNTY agrees to reimburse the CITY for the amount of
any such taxes as an Additional Cost Reimbursement pursuant to Section 5.3 of the Lease
within thirty (30) days of written demand by CITY. COUNTY shall not be obligated to pay
any penalties to pay delinquent taxes or special assessments.
13.2 Future Taxes. The interest created by this Lease may at any time be subject to
property taxation in the future under the laws of the State of California. If real property taxes
are imposed on this Lease, the party to whom the possessory interest is vested may be subject
to the payment of the taxes levied upon such interest. This notice is included in this Lease
pursuant to the requirements of Section 107.6 (a) of the Revenue and Taxation Code of the
State of California.
COUNTY shall also be responsible for payment of other levies imposed upon the
Leased Premises during the Term, prior to delinquency. Such levies shall mean any personal
property taxes, assessments and governmental charges, whether federal, state, county or
municipal, and whether general or special, ordinary or extraordinary, foreseen or unforeseen,
imposed upon the Leased Premises, the Rent, or any possessory interest therein, or in the
operation of the Leased Premises. COUNTY shall pay to the appropriate governmental
authority any such levy applicable to the Leased Premises. In the event that CITY is required
by law to collect such levy, the COUNTY shall pay such levy to CITY as an Additional Cost
Reimbursement pursuant to Section 5.3.2 of the Lease within thirty (30) days of written
demand by CITY.
13.3 Proration. All taxes or levies imposed upon COUNTY, and payable with respect
to the Leased Premises, if any, shall be prorated on a per diem basis for any partial tax year
included in the Term. COUNTY's obligation to pay taxes or levies during the last year of the
Term shall survive the termination of the Lease.
13.4 Payment by CITY. In the event that COUNTY fails to pay any required taxes,
levies, assessments or charges imposed on this Lease, if any, the CITY may, at its option, at
any time during the ten (10) day period after delinquency, pay such taxes, levies, assessments
or charges, together with all penalties and/or interest which may have been added thereto by
reason of any such delinquency or default, and may likewise redeem the Leased Premises, or
any party thereof, of the buildings or improvements located thereon, from any tax sale or sales.
Any such amounts so paid by CITY shall be paid by COUNTY to CITY within thirty (30) days
of written demand by CITY..
14.0 NON-DISCRIMMINATION, CIVIL RIGHTS AND OTHER
LABOR AND PREVAILING WAGE COMPLIANCE REQUIREMENTS
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14.1 Non -Discrimination and Equal Opportunity.
14.1.1 The COUNTY covenants and agrees, for itself and each and every person
claiming by, through, or under, the COUNTY, that (a) it shall not discriminate against any
employee or applicant for employment on any basis prohibited by law and that it will comply
with all applicable provisions of the Civil Rights Act of 1964, Section 504 of the Rehabilitation
Act of 1973, and the Age Discrimination in Employment Act of 1975 in the use and
occupancy, of the Leased Premises.
14.1.2 Equal Opportunity. The COUNTY shall provide equal opportunity in all
employment practices. COUNTY shall not discriminate against any employee or applicant for
employment because of race, color, religion, sex, or national origin. The COUNTY shall take
affirmative action to ensure that applicants are employed, and that employees are treated
during employment without regard to their race, color, religion, sex, or national origin. Such
action shall include, but not be limited to, the following: employment, upgrading, demotion or
transfer, recruitment or recruitment advertising, layoff or termination, rate of pay or other
forms of compensation and selection for training, including apprenticeships. The COUNTY
shall post in conspicuous places available to employees and applicants for employment, notices
setting for the provisions of this non-discrimination.
14.1.3 Obligation to Refrain from Discrimination. The COUNTY covenants and
agrees for itself, each and every person claiming by, through, or under the Lease, that:
a. No Discrimination. There shall be no discrimination against or segregation of any
person, or group of persons, on account of race, color, creed, religion, sex, sexual
orientation, marital status, national origin or ancestry in the sublease, assignment,
use, occupancy, tenure or enjoyment of the Leased Premises or in construction of
improvements on the Leased Premises; nor shall the COUNTY 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 use or occupancy
of COUNTY on the Leased Premises, contractors or vendees of the Lessee;
b. Restrictions. All contracts shall contain or be subject to substantially the
following non-discrimination or non -segregation clauses:
In contracts. There shall be no discrimination against or segregation of any person
or group of persons on account of race, color, creed, religion, sex, sexual
orientation, marital status, national origin or ancestry in the Lease, sublease,
transfer, use, occupancy, tenure or enjoyment of the land, nor shall the COUNTY
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 the COUNTY, contractors or
vendees in the Leased Premises.
14.2 Prevailing Wage Requirements. The COUNTY hereby acknowledges and
agrees that construction of additional improvements by COUNTY under the Lease may be
subject to applicable federal and state labor laws and requirements and that they shall be
responsible for investigating the applicability of and, if and to the extent applicable, pay
prevailing wages for construction of improvements meeting the requirements of state law, or
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Davis -Bacon Act wages required by federal law (for certain federally grant funded
construction activities, as applicable), or if both are applicable, meeting the higher of the
foregoing requirements. The COUNTY hereby agrees that it shall be fully responsible for
determining whether the foregoing wage requirements are applicable. The COUNTY agrees to
give the CITY prompt written notice of any violation, potential violation, or non-compliance
by the COUNTY of these requirements as identified by the applicable agency overseeing such
compliance. As a material part of the consideration under this Lease, the COUNTY shall also
indemnify, protect, defend and hold harmless CITY and its appointed and elected officers,
officials, consultants, employees, agents and contractors from and against any and all claims or
acts or omissions of COUNTY in connection with the failure of COUNTY or its officers,
officials, consultants, employees, agents or contractors to comply in construction of
improvements or alterations of the Leased Premises with any applicable prevailing wage
requirements imposed by state and/or the Davis -Bacon requirements imposed by federal law.
14.3 Labor Code Compliance. COUNTY acknowledges and agrees that any or any
such future improvements or modifications performed by COUNTY after the Lease
Commencement Date shall be governed by, and performed in accordance with, the provisions
of Article 2 of Chapter 1, Part 7, Division 2 of the Labor Code of the State of California
(Sections 1770, et seq.). These provisions are applicable to improvements or modifications
costing more than $1,000.
Pursuant to the provisions of Section 1773 of the Labor Code of the State of California,
the Orange County Board of Supervisors has obtained the general prevailing rate of per diem
wages and the general prevailing rate for holiday and overtime work in the locality applicable
to this Lease for each craft, classification, or type of workman needed to execute the aforesaid
improvements or modifications from the Director of the State Department of Industrial
Relations. Copies of said prevailing wage rates may be obtained from the State of California,
Department of Industrial Relations or County Librarian.
When required by applicable law, the COUNTY hereby agrees to pay, or cause its
contractors and/or subcontractors to pay, said prevailing wage rates at all times for all
improvements or modifications to be completed for COUNTY within the Premises, and
COUNTY herein agrees that COUNTY shall post, or cause to be posted, a copy of the most
current, applicable prevailing wage rates at the site where the improvements or modifications
are performed.
Prior to commencement of any improvements or modifications, COUNTY shall provide
CITY's Lease Program Administrator with the applicable certified payroll records for all
workers that will be assigned to the improvements or modifications, upon request. Said payroll
records shall contain, but not be limited to, the complete name, address, telephone number,
social security number, job classification, and prevailing wage rate for each worker. COUNTY
shall provide upon request CITY's Lease Program Administrator with a bi-weekly updated,
certified payroll records for all workers that include, but not be limited to, the weekly hours
worked, prevailing hourly wage rates, and total wages paid.
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14.4 Right to Work and Minimum Wage Laws. In accordance with the United States
Immigration Reform and Control Act of 1986, as applicable, COUNTY shall require its
employees that directly or indirectly service the Premises, pursuant to the terms and conditions
of this Lease, in any manner whatsoever, to verify their identity and eligibility for employment
in the United States. COUNTY shall also require and verify that its contractors or any other
persons servicing the Premises, pursuant to the terms and conditions of this Lease in any
manner whatsoever, verify the identity of their employees and their eligibility for employment
in the United States.
Pursuant to the United States of America Fair Labor Standard Act of 1938, as amended,
and State of California Labor Code, Section 1178.5, COUNTY shall pay no less than the
greater of the Federal or California Minimum Wage to all its employees that directly or
indirectly service the Premises, in any manner whatsoever. COUNTY shall require and verify
that all its contractors or other persons servicing the Premises on behalf of the CITY also pay
their employees no less than the greater of the Federal or California Minimum Wage.
COUNTY shall comply and verify that its contractors comply with all other Federal and
State of California laws for minimum wage, overtime pay, record keeping, and child labor
standards pursuant to the servicing of the Premises or terms and conditions of this Lease.
15.0 LEASEHOLD MORTGAGES
15.1 Subordination. This Lease and all rights of the COUNTY hereunder are subject
and subordinate to any mortgage or deed of trust which does now or may hereafter cover the
Leased Premises or any interest of CITY therein, and to any and all advances made on the
security thereof, and to any and all increases, renewals, modifications, consolidations,
replacements and extensions of any such mortgage or deed of trust except, insofar as
COUNTY is meeting its obligations under this Lease, any foreclosure of any mortgage or deed
of trust shall not result in the termination of this Lease or the displacement of COUNTY.
In the event of transfer of title of the Premises, including any proceedings brought for
foreclosure or in the event of the exercise of the power of sale under any mortgage or deed of
trust, or by any other transfer of title covering the Premises, COUNTY shall attorn to and
recognize any subsequent title holder as the lessor under all terms, covenants and conditions of
this Lease. COUNTY's possession of the Premises shall not be disturbed by the CITY, or its
successors in interest, and this Lease shall remain in full force and effect. Said attornment
shall be effective and self -operative immediately upon succession of the current title holder, or
its successors in interest, to the interest of CITY under this Lease.
In the event of a future potential leasehold mortgage on the Leased Premises, CITY shall
require all future lenders on the Leased Premises, upon initiation of their interest in the
Premises, to enter into a Subordination, Attornment and Non -Disturbance Agreement with
CITY, thereby insuring COUNTY of its leasehold interests in the Premises. Said
Subordination, Attornment and Non -Disturbance Agreement shall be in the form of CITY's
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standard form Subordination, Attornment and Non -Disturbance Agreement in a form approved
by CITY's Lease Program Administrator and City Attorney.
Foreclosure shall not extinguish this Lease, and any lender or any third party purchasing
the Premises at foreclosure sale shall do so subject to this Lease and shall thereafter perform all
obligations and be responsible for all liabilities of the CITY under the terms of this Lease.
Upon default by CITY of any note or deed of trust, COUNTY may, at its option, make all
lease payments, if any, directly to Lender, and same shall be applied to the payment of any and
all delinquent or future installments due under such note or deed of trust.
The CITY's fee estate in the Leased Premises and CITY's interest under this Lease shall
not be subordinate to any mortgage unless approved in writing by CITY.
15.2 Subiect to Lease. All mortgages and all renewals, modifications, consolidations,
replacements and extensions thereof, shall be subject and subordinate to this Lease. Each
mortgagee shall, as a condition precedent to approval of CITY, execute instruments and/or
documents as CITY may request be signed.
15.3 Cross -Collateralization Prohibited. This Lease shall not be cross -collateralized
to serve as additional security by COUNTY for any loan by any mortgage, which is also
secured by real property other than the Leased Premises, the improvements thereon, any
portion thereof, or any interest therein.
16.0 DEFAULTS AND REMEDIES
16.1 In the event of any breach of this Lease by COUNTY, CITY shall notify COUNTY
in writing of such breach, and COUNTY shall have the following time frames to cure such
breach:
16.1.1 Non -Monetary Breach. For any non -monetary breach of this Lease by
COUNTY, COUNTY shall have sixty (60) days in which to initiate action to cure said breach
and COUNTY shall proceed to complete the cure of such breach with due diligence and within
any reasonable time frame identified by CITY. For any non -monetary breach of this Lease by
CITY, COUNTY shall notify CITY in writing of such breach, and CITY shall have sixty (60)
days in which to initiate action to cure said breach and CITY shall proceed to complete the
cure of such breach with due diligence and within any reasonable time frame identified by the
COUNTY. If a non -monetary breach is not cured within such period, the non -breaching party
may thereafter terminate this Lease upon seven (7) calendar days' written notice to the
breaching party.
16.1.2 Monetary Breach. For any monetary breach of this Lease, CITY shall notify
COUNTY in writing of such breach, and COUNTY shall have thirty (30) days in which to cure
said breach, unless specified otherwise within this Lease. For any monetary breach of this
Lease by CITY, COUNTY shall notify CITY in writing of such breach, and CITY shall have
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thirty (30) days in which to cure said breach, unless specified otherwise within this Lease. If a
monetary breach is not cured within such period, the non -breaching party may thereafter
terminate this Lease upon seven (7) calendar days' written notice to the breaching party.
16.2 Debt Limit. CITY acknowledges and agrees that the obligation of the COUNTY to
pay Rent under this Lease is contingent upon the availability of COUNTY funds which are
appropriated or allocated by the COUNTY's Board of Supervisors for the payment of Rent
hereunder. In this regard, in the event that this Lease is terminated due to an uncured default of
the COUNTY hereunder, CITY may declare all Rent payments to the end of COUNTY's
current fiscal year to be due, including any delinquent rent from prior budget years. In no
event shall CITY be entitled to a remedy of acceleration of the total Rent payments due over
the term of the Lease. The parties acknowledge and agree that the limitations set forth above
are required by Article 16, section 18, of the California Constitution. CITY acknowledges and
agrees that said Article 16, section 18, of the California Constitution supersedes any law, rule,
regulation or statute, which conflicts with the provisions of this paragraph. Notwithstanding
the foregoing, CITY may have other rights or civil remedies to seek relief due to the
COUNTY's default under the Lease. Such rights or remedies may include a right to terminate
the COUNTY's right of possession under the Lease and sue for the Rent as it becomes past
due.
16.3 Limitation on Liability. In consideration of the benefits accruing hereunder,
COUNTY covenants and agrees that, in the event of any actual or alleged failure, breach, or
default hereunder by CITY: (a) no official, officer, employee, contractor, agent, beneficiary or
trustee of CITY (each "CITY Party") shall be sued or named as a party in any suit or action
(except as may be necessary to secure jurisdiction over CITY); (b) no service of process shall
be made against any CITY Party (except as may be necessary to secure jurisdiction over
CITY); (c) no CITY Party shall be required to answer or otherwise plead to any service of
process; (d) no judgment will be taken against any CITY Party; (e) any judgment taken against
any CITY Party may be vacated and set aside at any time nunc pro tunc; (0 no writ of
execution will ever be levied against the assets of any CITY Party; and (g) these covenants
and agreements are enforceable by CITY and also by any CITY Party.
16.4 Damap-e or Destruction. In the event of partial or complete destruction of the
Leased Premises due to COUNTY's negligence, the COUNTY shall make repairs as are
necessary to restore the Leased Premises to the condition which existed prior to destruction or
damage and/or make repairs as are necessary to make the Leased Premises safe and fit for
occupancy. The destruction (including any destruction necessary in order to make repairs
required by any declaration), damage or declaration shall in no way render this Lease null and
void.
If the COUNTY refuses to make such repairs, or if such repairs are not completed by
COUNTY within a reasonable time and schedule to be agreed to by the Parties in the
reasonable exercise of their discretion, CITY may, at its option, terminate the Lease or make
such repairs and COUNTY shall pay CITY the documented cost thereof including labor,
materials within 90 (ninety) days of CITY's completion of repairs and written notice from
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I I I CITY.
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In the event of partial or complete destruction of the Leased Premises due to all causes
other than COUNTY's negligence, CITY shall immediately make repairs as are necessary to
restore the Leased Premises to the condition which existed prior to destruction or damage
and/or make repairs as are necessary to make the Leased Premises safe and fit for occupancy,
provided that CITY shall be entitled to receive any insurance proceeds from COUNTY's
policy and attributable to the damage of the Leased Premises, excluding the value of the land,
and CITY shall commence repair to such damage within a time period agreed to in writing
between the parties. In the event that insurance proceeds are not sufficient for CITY to
complete repairs and/or CITY is unable to complete repairs within a reasonable time and
schedule as agreed to by the parties, the CITY may, at its option, terminate this Lease.
17.0 OWNERSHIP OF IMPROVEMENTS
During the Term of this Lease, the improvements constructed upon the Leased Premises by
CITY shall be and remain the property of the CITY. Any improvements constructed or placed
upon the Leased Premises by COUNTY shall be and remain property of the COUNTY, except
County Vendor Supplied Property, which shall be owned by CITY until such property items
are replaced by COUNTY (See Section 6.1 above.) Upon expiration or earlier termination of
the Lease, the improvements owned by COUNTY shall become the property of CITY without
any right of COUNTY to receive compensation thereof and without further act required of
either CITY or COUNTY.
18. NOTICES
All written notices to be given or other documents to be delivered by either party pursuant to
this Lease, or any law applicable hereto, must be either personally delivered or placed in a
sealed envelope, postage prepaid, addressed to the person on whom it is to be served and
deposited in the United States Mail in the State of California, at the following address, or such
address as any party may designate by providing notice to the other parties as provided herein
and shall be deemed delivered seventy-two (72) hours after deposit in the United States Mail:
TO: TUSTIN
City Manager
City of Tustin
300 Centennial Way
Tustin, CA 92780
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TO: COUNTY
County Librarian
OC Public Libraries
1501 E. St. Andrews Place
Santa Ana, CA 92705
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Attention: Christine Shingleton
Assistant City Manager or
Library Lease Program Administrator
City of Tustin
300 Centennial Way
Tustin, CA 92780
Copy to:
Tustin City Attorney
C/O Woodruff, Spradlin & Smart
555 Anton, Suite 1200
Costa Mesa, CA 92626
19. GENERAL PROVISIONS
Copy to:
Orange County
Office of County Counsel
333 W. Santa Ana Blvd.
Santa Ana, CA 92701
19.1 Inspection and Right of Entry. The CITY, or its authorized representative, shall
have the right at all reasonable times to inspect the Leased Premises to determine if the
provisions of this Lease are being complied with.
19.2 Successors In Interest. Unless otherwise provided in this Lease, the terms,
covenants, and conditions contained herein shall apply to and bind the heirs, successors,
executors, administrators, and assigns of all the parties hereto, all of whom shall be jointly and
severally liable hereunder.
19.3 Consent to Jurisdiction and Applicable Law. The Parties hereto agree that all
actions and proceedings arising in connection with this Lease shall be tried and litigated
exclusively in the Superior Court of the County of Orange, State of California, in any other
appropriate court of that county, or in the United States District Court for the Central District
of California. This choice of venue is intended by the Parties to be mandatory and not
permissive in nature. The Lease shall be governed by, interpreted under, construed and
enforced in accordance with the laws of the State of California, irrespective of California's
choice -of -law principles.
19.4 Waiver of Jury Trial. To the extent permitted by applicable law, each party
acknowledges that it is aware of and has the advice of Counsel of its choice with respect to its
rights to trial by jury, and each party for itself and its successors and assigns, does hereby
expressly and knowingly waive and release all such rights to trial by jury in any action,
proceeding or counterclaim brought by any party hereto against the other (and/or against its
officers, officials, consultants, employees, agents, contractors or subsidiary or affiliated
entities) on or with regard to matters whatsoever arising out of, or in any way connected with,
its agreement and/or any claim of injury or damage.
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19.5 Legal Fees. Should either party hereto institute any action or proceeding in court to
enforce any provision hereof, or for damages, by reason of any alleged breach of any provision
of this Lease, each party shall be responsible for its own attorney's fees and legal costs.
19.6 Entire Agreement, Waivers and Amendments. This Lease constitutes the entire
understanding and agreement of the Parties with respect to the matters set forth in this Lease.
This Lease supersedes all negotiations and previous agreements and leases between the Parties
respecting this Lease including, but not limited to, the original Lease. No amendment, change,
modification or supplement to this Lease shall be valid and binding on any of the Parties unless
it is signed by the appropriate and authorized signatories of the COUNTY and CITY.
19.7 Construction and Interpretation of Lease.
19.7.1 The language in all parts of the Lease shall, in all cases, be construed
simply, as a whole, and in accordance with its fair meaning and not strictly for or against any
Party.
19.7.2 If any term or provision of the Lease, the deletion of which would not
adversely affect the receipt of the material benefit by any Party hereunder, shall be held by a
court of competent jurisdiction to be invalid or unenforceable, the remainder of the Lease shall
not be affected thereby and each other term and provision of the Lease shall be valid and
enforceable to the fullest extent permitted by law.
19.7.3 Any captions of the sections or subsections in this Lease are inserted solely
for convenience and reference only and shall not define, explain, modify, construe, limit,
amplify or aid in the interpretation, construction or meaning of any of the provisions of the
Lease.
19.7.4 As used in this Lease, and as the context may require, the singular includes
the plural and vice versa and the masculine gender includes the feminine and vice versa; the
words "include" and "including" mean respectively "include, without limitation" and
"including, without limitation," and "shall" be mandatory and "should" and "may" are
permissive.
19.8 Covenant of Cooperation. The Parties shall cooperate with each other, and deal
with each other in good faith and assist each other in the performance of the provisions of this
Lease. In the event of any legal action instituted by a third party or other governmental entity
or official challenging the validity of any provision of this Lease, the Parties agree to cooperate
in defending such action to the extent permitted by law.
19.9 No Partnership/Joint Venture. Nothing contained in this Lease shall be deemed
or construed to create a partnership, joint venture, joint enterprise or any other relationship
between the Parties hereto other than Lessor and Lessee according to the provisions contained
in this Lease, or cause CITY to be responsible in any way for the debts or obligations of
COUNTY.
19.10 No Waiver. The failure of CITY or COUNTY to insist upon strict performance
of any terms, conditions and covenants in this Lease shall not be deemed a waiver of any right
or remedy that CITY or COUNTY may have under the Lease and shall not be deemed a waiver
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of any right or remedy for a subsequent breach or default of the terms, conditions, and
covenants herein contained. Additionally, the receipt by CITY of any Rent or other Cost
Reimbursements required of COUNTY with knowledge by CITY of any preceding breach by
COUNTY of any covenant, term or condition of this Lease shall not be deemed to have been
waived by CITY.
19.11 Force Maieure Delays. If either Party shall be delayed or prevented from
performance of any act required by this Lease by reason of acts of God, blockades, rebellion,
war, insurrection, acts of terrorism, strikes or lockouts, freight embargo, inability to procure
materials, unusually severe weather, reasonably unforeseeable physical condition of the Leased
Premises including the presence of Hazardous Materials, fire, earthquake or other casualty, or
other cause, without fault and beyond the reasonable control of the Party obligation (financial
inability excepted), performance of such act shall be excused for the period of delay, and the
period for the performance of any such act shall be extended for a period equivalent to the
period of such delay; provided however, that if any Party ("First Party") believes that an
extension of time is due to Force Majeure Delay, it shall notify the other Party (the "Second
Party") in writing within at least thirty (30) days from the date upon which the First Party
becomes aware of such Force Majeure Delay, describing the Force Majeure Delay, when and
how the First Party obtained knowledge thereof, the date the event commenced, the steps the
First Party anticipates taking to respond to such Force Majeure Delay, and the estimated delay
resulting from such Force Majeure Delay and response. The extension of Force Majeure Delay
shall be granted or denied in the Second Party's reasonable discretion. If the First Party fails to
notify the Second Party in writing of its request for Force Majeure pursuant to this Section,
there shall be no extension for such Force Majeure Delays. Nothing in this Section shall excuse
Lessee from prompt payment of Rent or other Cost Reimbursements required by Lessee except
has may be expressly provided elsewhere in this Lease.
19.12 Binding Effect. This Lease and its terms, provisions, promises, covenants and
conditions hereof shall be binding upon and shall inure to the benefit of the Parties hereto and
their respective heirs, legal representatives, and any successors and assigns approved in writing
by Lessor.
19.13 Memorandum of Lease. As may be requested by the CITY, the Parties shall
execute and record a Memorandum of Lease in a form and content approved by CITY.
19.14 Holding Over. In the event COUNTY shall continue in possession of the Leased
Premises after the term of this Lease, such possession shall not be considered a renewal of this
Lease but a tenancy from month-to-month and shall be governed by the conditions and
covenants contained in this Lease.
19.15 Earthquake Safety. CITY warrants that, as of the date of this Lease, the Leased
Premises is in compliance with all applicable seismic safety regulations and building codes.
19.16 Quiet Enjoyment. CITY agrees that, subject to the terms, covenants and
conditions of this Lease, the COUNTY may, upon observing and complying with all terms,
covenants and conditions of this Lease, peaceably and quietly occupy the Leased Premises.
19.17 Time. Time is of the essence of this Lease.
New Tustin Library Page 27 of 29
3-20-09
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19.18 State Audit. Pursuant to and in accordance with Section 8546.7 of the California
Government Code, in the event this Lease involves expenditures and/or potential expenditures
of State Funds aggregating in excess of ten thousand dollars ($10,000), CITY shall be subject
to examination and audit of the Auditor General of the State of California for a period of three
years after final payment by COUNTY to CITY under this Lease. The examination and audit
shall be confined to those matters connected with the performance of the contract, including,
but not limited to, the cost of administering the contract.
New Tustin Library
3-20-09
607864.3607864.3
607864.31
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20. ATTACHMENTS AND EXHIBITS
This Lease includes the following Exhibits which are attached hereto and made a part hereof.
EXHIBIT A - Legal Description of the Leased Premises
EXHIBIT B - Plot Plan — New Tustin Library
EXHIBIT C - Inventory of CITY Provided Furnishings and Equipment
EXHIBIT D - Location of Parking and Landsaped Areas
EXHIBIT E — Bill of Sale
EXHIBIT F - Furniture and Equipment to be Purchased by COUNTY (COUNTY
Vendor Supplied)
EXHIBIT G -Joint Use Space
IN WITNESS WHEREOF, the parties have executed this agreement the day and year
first above written.
APPROVED AS TO FORM:
CITY
CITY OF TUSTIN
By: By:
Doug Holland William Huston, City Manager
City Attorney
Date:
CONTINUED ON FOLLOWING PAGE
New Tustin Library
3-20-09
607864.3607864.3
607864.31
Page 29 of 29
1
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APPROVED AS TO FORM:
BY:
Deputy County Counsel
Date:
RECOMMENDED FOR APPROVAL:
OC Public Libraries
By:
County Librarian
Signed and certified that a copy of this document
has been delivered to the Chair of the Board per
G.C. Sec. 25103, Resolution 79-1535
COUNTY
COUNTY OF ORANGE
By:
DARLENE J. BLOOM
Clerk of the Board of Supervisors
of Orange County, California
New Tustin Library
3-20-09
607864.3607864.3
607864.31
Page 30 of 29
By:
Chair, Board of Supervisors
EXHIBIT A
LEASED PREMISES
Size of parcel is 1.27 acres.
All of the Lease Premises is shown crosshatched on a Plot Plan market EXHIBIT B, attached hereto and
made a part hereof.
Legal Description: Parcel 2 of Parcel Map No. 2007-131, located in the City of Tustin, County of
Orange, State of California, recorded on , as Instrument No.
607864.3
EXHIBIT B
PLOT PLAN
607864.3
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INVENTORY OF FURNISHINGS AND EQUIPMENT
607864.3
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EXHIBIT D
LOCATION OF PARKING, HARDSCAPE AND LANDSCAPE AREAS
607864.3
EXHIBIT E
BILL OF SALE
FOR EXISTING TUSTIN BRANCH LIBRARY BUILDING
LOCATED ON THE EXISTING LEASE PREMISES
This Bill of Sale ("Bill of Sale") dated as of , 20 is made by and
between the COUNTY OF ORANGE ( the "County"), a political subdivision of the
State of California and the CITY OF TUSTIN (the "City"), a municipal corporation
organized under the laws of the State of California. The City and County may
individually be referred to herein as a "Party" and collectively as the "Parties".
RECITALS
A. County currently operates a County library in an existing library building
(the "Existing Library Building") on property leased from City pursuant to a lease (the
"Existing Lease") more particularly described as the property at 345 East Main Street,
Tustin located on a portion of Parcel 1 of Parcel Map No. 2007-131, recorded July 15,
2008, in the Office of the Orange County Recorder.
B. The Parties have agreed to relocate the County -operated library from the
Existing Library Building to a new building.
C. The City and County entered into that certain Tustin Library Lease dated
as of , 2009, (the "Lease") that provides, among other things, for
the termination of the Existing Lease and the new Lease of City Property to include a
New Tustin Library. Initially capitalized terms used and not otherwise defined in this
Bill of Sale shall have the meanings set forth in the Lease.
D. Pursuant to the Lease, upon the Lease Commencement Date, the County
shall transfer to the City, pursuant to this Bill of Sale, the title to the Existing Library
Building and all appurtenant attached fixtures in the Existing Library Building.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals and other
consideration set forth herein, it is mutually agreed as follows:
1. Transfer. The County, for good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, does hereby remise, release and
forever quitclaim to the City all of its right, title and interest in the Existing Library
Building.
2. Warranty Against Liens, Encumbrances Not of Record. To the
current, actual knowledge of County, County warrants to City that, as of the date of this
Bill of Sale, County has not encumbered the title to the Existing Library Building with
607864.3
any liens or granted any unrecorded encumbrances or licenses on the Existing Library
Building.
3. Warranty Against Contracts Concerning Property. County warrants
that as of the date of this Bill of Sale, County has not entered into any contracts, leases,
licenses, commitments, or undertakings respecting the Existing Library Building by
which City would become obligated or liable to anyone.
4. Environmental Compliance.
4.1 County is aware that the Existing Library Building may contain
hazardous materials, including without limitation, asbestos, radioactive
materials, hazardous wastes, toxic substances, or related injurious materials,
whether injurious by themselves or in combination with other materials. For
purposes of this Bill of Sale, the term "hazardous materials" shall include but not
be limited to asbestos, radioactive materials, hazardous wastes, toxic substances,
and related injurious materials, and all other substances defined as "hazardous
substance," "hazardous materials," or "toxic substances" in the Comprehensive
Environmental Response, Compensation, and Liability Act of 1980, as amended
(Title 42 United States Code Sections 9601-9675); the Hazardous Materials
Transportation Act, as amended (Title 49 United States Code Sections 1801-
1819); the Resource Conservation and Recovery Act of 1976, as amended (Title
42 United States Code Section 6901-6992k); and any substance defined as
"hazardous waste" in Health and Safety Code Section 25117 or as "hazardous
substance" in Health and Safety Code Section 25316, and in the regulations
adopted and publications promulgated under these laws.
4.2 The County hereby recognizes its obligations as the possible
source generator for the presence of hazardous materials in the Existing
Library Building, including asbestos or lead based paint, at, on, under, or
adjacent to the Existing Library Building and on the Existing Lease
premises. The City shall not be responsible for, and the County hereby agrees
that it shall be responsible for and at all times shall relieve, indemnify, protect,
defend and hold harmless the City and its successors and assigns and its
appointed and elected officials, agents, attorneys, affiliates, employees,
contractors and representatives and their respective successors and assigns
(collectively referred to as the "Indemnified Parties"), from any and all claims
and demands, actions, proceedings, losses, liens, costs and judgments of any
kind and nature whatsoever, including expenses incurred by the Indemnified
Parties in defending against legal actions, for death or injury to persons or
damage to property and for civil fines and penalties arising or growing out of, or
in any manner connected with the Existing Library Building and in particular the
presence of hazardous materials at, on, in, under or about the Existing Library
Building, but only to the extent that such liability is attributable, directly or
indirectly, to the presence of hazardous materials at, in, under or about the
Existing Library Building that occurred while County constructed, owned and
operated the Existing Library Building and not for liability arising from
607864.3
hazardous materials brought by the City onto the existing library site after the
termination of the Existing Lease. For purposes of disposal of hazardous
materials present at, on, in, under or about the Existing Library Building, the
Parties agree that the COUNTY shall be designated as the generator of such
waste on all hazardous waste transportation and disposal manifests required
under Federal or State Law, and, if the CITY or CITY retained contractor is the
transporter or arranger for transport, then the CITY or the CITY -retained
contractor, as applicable, shall be designated as the arranger and transporter of
such waste on such manifests.
4.3 This Section 4 shall not apply to any claims, demands, actions,
proceedings, losses, liens, costs and judgments which result directly from the
presence of hazardous materials at the Existing Library Building caused by the
City. With respect to such storage, transportation and disposal, City shall be
responsible for and shall defend, indemnify and hold County, its officers,
directors, employees, agents, and representatives, harmless from and against all
claims, costs and liabilities, including attorneys' fees and costs resulting directly
from the presence of hazardous materials at the Existing Library Building caused
by the City
5. Miscellaneous.
5.1 Modification. No amendment, change, modification or
supplement to this Bill of Sale shall be valid and binding on the parties unless it
is represented in writing and signed by each of the Parties.
5.2 Applicable Law. This Bill of Sale shall be governed by,
interpreted under, construed and enforced in accordance with the laws of the
State of California, irrespective of California's choice -of -law principles.
5.3 Binding Effect. This Bill of Sale and the terms, provisions,
promises, covenants and conditions hereof shall be binding upon and inure to the
benefit of the Parties hereto and their respective heirs, legal representatives,
successors and assigns.
5.4 Duly Authorized. Each individual executing this Bill of Sale on
behalf of the County and City has been duly authorized to execute this Bill of
Sale by the governing board or council of the agency on behalf of which he/she
is executing this Bill of Sale.
5.5 Counterparts, This Bill of Sale may be executed in two or more
separate counterparts, each of which, when so executed, shall be deemed to be
an original. Such counterparts shall together constitute and shall be one and the
same instrument. This Bill of Sale shall not be effective until the execution and
delivery by the Parties hereto of at least one set of counterparts. The Parties
hereby authorize each other to detach and combine original signature pages and
607864.3
consolidate them into a single identical original. Any one of such completely
executed counterparts shall be sufficient proof of this Bill of Sale.
IN WITNESS WHEREOF, the parties have executed this Bill of Sale the day
and year first above written.
"COUNTY"
COUNTY OF ORANGE
UA
Chair of Board of Supervisors
Orange County, CA
Signed and certified that a copy of this
document has been delivered to the Chair of
the Board per G.C. Sec. 25103, Resolution 79-1535
ATTEST:
Darlene J. Bloom
Clerk of the Board of Supervisors
of Orange County, California
APPROVED AS TO FORM
LE
Deputy County Counsel
Date:
RECOMMENDED FOR APPROVAL
OC Public Libraries
WE
Helen E. Fried, County Librarian
"CITY"
CITY OF TUSTIN, CALIFORNIA
M.
William Huston, City Manager or
607864.3
Date:
Christine Shingleton, Assistant City Manager
ATTEST:
By:
Pamela Stoker
City Clerk
Dated:
APPROVED AS TO FORM
By:
City Attorney
607864.3
EXHIBIT F
FURNITURE AND EQUIPMENT TO BE PURCHASED BY COUNTY
$ 357,498.00
607864.3
NO.S (#)
Unit Cost
Total Costs
AN
Headphones
30
$ 100.00
$
3,000.00
AN
Mobile Equipment Cart
2
$ 700.00
$
1,400.00
AN
TV Monitor w/DVD &
2
$ 1,100.00
$
2,200.00
VCR
Furniture
Atlas case
1
$ 1,499.00
$
1,499.00
Office
Printers, Laser
6
$ 475.00
$
2,850.00
Office
Safe, Free standing
1
$ 500.00
$
500.00
Office
Easel, aluminum
5
$ 75.00
$
375.00
telescoping
Office
Paper cutter
1
$ 100.00
$
100.00
Office
Cash register
2
$ 600.00
$
1,200.00
Office
Waste baskets
50
$ 20.00
$
1,000.00
Office
FAX
1
$ 350.00
$
350.00
RFID
Allowance for
$
10,000.00
desensitizers
RFID
RFID Tags allowance
RFID
Self check machines
5
$23,000.00
$
115,000.00
Spec.Egpt.
Book Trucks
36
$ 475.00
$
17,100.00
Spec.Egpt.
Kik-Step stools
24
$ 50.00
$
1,200.00
Tech
Computers, Public
92
$ 1,200.00
$
110,400.00
Tech
Computers, Staff
23
$ 1,200.00
$
27,600.00
Tech
Printers, Receipt
17
$ 240.00
$
4,080.00
Tech
Bar code scanners
17
$ 150.00
$
2,550.00
Tech
Scanners, Flat
3
$ 275.00
$
825.00
Tech
Laptop computers
23
$ 2,200.00
$
50,600.00
Tech
Laptop security cart
1
$ 1,369.00
$
1,369.00
Tech
ADA Keyboards
6
$ 300.00
$
1,800.00
Tech
Screen magnifier
2
$ 250.00
$ 500.00
$ 357,498.00
607864.3
EXHIBIT G
JOINT USE SPACE
607864.3
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ATTACHMENT B
MOU FOR ENHANCED EDUCATIONAL SERVICES
Guiding Principles and
Memorandum of Understanding
Between The County of Orange, the City of Tustin and the Tustin Unified School
District for Enhanced Educational Services
This Memorandum of Understanding for Enhanced Education Services for the
Tustin Branch Library ("New Tustin Library") to be located at 345 East Main Street in
the City of Tustin and State of California, is entered into this day of ,
2009 by and between the County of Orange acting through the OC Public Libraries
(OCPL/ OC Community Resources), a County Free Library organized pursuant to the
provisions of Education Code Section 19100 et seq. (hereinafter referred to as the
"COUNTY"), the City of Tustin, duly organized under the laws of the State of California
(hereinafter referred to as the "CITY") and the Tustin Unified School District of Orange
County, a public school district (hereinafter referred to as the "SCHOOL DISTRICT"),
which shall be collectively referred to as the "Parties".
RECITALS
A. The CITY is currently a member of OC PUBLIC LIBRARIES and has indicated
its intent to remain within the OC PUBLIC LIBRARIES branch library system.
B. The CITY owns the land where the COUNTY, acting through OC PUBLIC
LIBRARIES, currently operates the Tustin Branch Library.
C. A thorough Tustin Library Community Needs Assessment was completed in
1998, substantially revised in 2000, and updated using an extensive community
participation process in 2003. The updated Community Needs Assessment identified a
need for a new and enlarged library to better respond to the community served by the
Tustin Branch Library.
D. The CITY has funded construction of a New Tustin Library at a cost approaching
$30 million dollars.
E. The CITY has proposed joint use programs to be implemented in the New Tustin
Library for enhanced educational services. The programs includes a Homework Center
and Computer Learning Center as well as a plan to optimize use of a Multi -Purpose
Community Room/Professional Training Facility in order to provide services and benefits
to kindergarten through 12`h grade ("K-12") students and their families through
homework assistance, computer literacy training, access to resources, study hours,
tutoring, and staff development training.
F. The Parties intend the Joint Use Program will be mutually beneficial as the Parties
expand upon their existing collaborative working partnership with services designed to
reinforce and strengthen the learning process of school age children.
H. The COUNTY will have operational authority of the New Tustin Library,
including oversight and management of the New Branch Library subject to terms of a
Page 1 of 11
new lease (" New Lease") to be executed with the City of Tustin for the facility prior to
occupancy.
I. The COUNTY will continue to operate the current Tustin Branch Library until
construction of the New Tustin Library is completed. Upon execution of a New Lease
entered into between the CITY and COUNTY, the COUNTY will relocate the current
branch library's staff, materials, computer equipment to the New Tustin Library
J. It is the shared intent of the CITY, the COUNTY, and the SCHOOL DISTRICT
to enter into this Memorandum of Understanding for joint use cooperation to identify
guiding principles and to memorialize certain mutual understandings reached between the
parties as an outline or framework for a joint venture collaboration for certain uses at the
New Tustin Library which will enhance educational services. It would also be the intent
to review our mutual understandings on a periodic basis at least every three (3) years or
as changed conditions may necessitate more a more frequent review.
NOW, THEREFORE, the Parties hereby mutually agree as follows:
SECTION 1. ROLES AND RESPONSIBILITIES
1.1 CITY RESPONSIBILITIES
1.1.1 The CITY will fund construction costs for the New Tustin Library facility,
and certain initial costs for new furniture, electronic and computer equipment that are
required to effectively operate the New Tustin Library.
1. 1.2 The City will manage and schedule all usage of the Multi -Purpose
Community Meeting Room/Professional Training Facility as described in Section 2.5
("Community Room Usage Plan").
1.2 COUNTY RESPONSIBILITIES
1.2.1 OC Public Libraries will provide all regular staff to operate the New
Tustin Library; all newly acquired library materials (books, periodicals, electronic and
print reference materials, etc.); and will supervise, operate and manage the New Tustin
Library, including volunteer recruitment for library tasks and projects, coordination and
oversight with the exception that the City will coordinate on programming of use of the
Multi -Purpose Community Room/Professional Training Facility. The COUNTY will
maintain all electronic and computer equipment located in the New Tustin Library and
purchase updated software and hardware computer equipment pursuant to OC Public
Libraries annually updated Information Systems Technology Plan.
1.2.2 OC Public Libraries will make suggestion boxes available for student
comments.
1.2.3 OC Public Libraries will provide access to library materials and references
for students' use. However, OC Public Libraries retains the right to ensure that all
patrons, students and otherwise, have the right to enjoy the library in a setting free from
disruption and will exercise its right to exclude patrons for disruptive behavior as set
forth in OC Public Library Policy.
Page 2 of 11
1.3 SCHOOL DISTRICT RESPONSIBILITIES
1.3.1 The SCHOOL DISTRICT will assist in recruitment of volunteers.
Volunteers shall consist of students from various schools throughout the SCHOOL
DISTRICT, as well local parent and teacher organizations to provide assistance to
students using the services provided by the Homework Center. Techniques might include
disseminating flyers at high schools, student organizations such as Key Clubs, Peer
Assistance League, and other organizations such as local Parent Teacher Organizations,
Tustin Senior Center and Academic Boosters.
1.3.1 The SCHOOL DISTRICT will provide a set of core curriculum
kindergarten through 8th grade textbooks (i.e. language arts, mathematics, science and
social science), and may provide other grade appropriate materials for grades
kindergarten through 12th grade to be housed in the Homework Center. Materials and
textbooks provided by the School District for the Homework Center will be made
"reference" so they will remain in the Library for use at all times.
1.3.2 SCHOOL DISTRICT identified staff will provide training for Homework
Center volunteers with training in curriculum support; instructional media; Homework
Center collections and resources; and engage in an information exchange with Library
staff on an as needed basis and at least once a semester. The SCHOOL DISTRICT will
coordinate with the CITYon the use of the Multi -Purpose Community Room/Professional
Training Facility to support use of the facility for SCHOOL DISTRICT teacher in-service
training events, student -teacher orientations, as well as SCHOOL DISTRICT
presentations, parent -teacher meetings, and family nights understanding that any use of
the facility will require payment of a rental fee to the City for such use to cover janitorial
services, and city staffing and coordination of use reservations.
1.3.3 The SCHOOL DISTRICT will provide their own materials and equipment
for any use of the Community Meeting Room.
1.3.4 The SCHOOL DISTRICT will refer students to the Homework Center.
SECTION 2. DESCRIPTION OF JOINT USE PROJECT SERVICES
2.1 COMMUNITY NEEDS ASSESSMENT. During the Community Needs
Assessment process, parents, school aged children, and others members of the
community identified a need for support of children's learning and closer coordination
between the Tustin Branch Library and the Tustin Unified School District Schools.
Specific needs included: study space for the after school hours; space for collaborative
learning activities in addition to quiet space; individuals to provide homework assistance
and to coordinate the connection of learners and tutors; collections of core curricular
materials and expanded reference materials; space for exhibition and demonstration of
children's learning projects; increased access to technology workstations for research and
writing, access to support technology such as printers and scanners, hands on learning
space for children and parents to learn skills such as PowerPoint and web mastering, and
family computer literacy classes; and professional development and training space for
school teachers, public librarians, media specialists, library technicians, literacy and
Page 3 of 11
reading specialists, and tutors to share expertise and learn skills needed to work with the
diverse school population and changing curriculum.
The site for the New Tustin Library is within walking distance of the Tustin Unified
School District Headquarters and in close proximity to Columbus Tustin Middle School,
Lambert Elementary School, Helen Estock Elementary School, Tustin High School,
Currie Middle School, Marjorie Veeh Elementary School, Robert Heidemann Elementary
School and C.E.Utt Middle School. Because of the site's proximity to school facilities,
these joint use programs are particularly well suited to serve community needs.
The New Tustin Library will consist of approximately 32,000 gross square feet of interior
space. Site improvements will include outdoor reading areas for both children and adults,
outdoor program areas, and a large library plaza that will permit programmable
performance and exhibition space. The plaza will be available for presentations,
performances, workshops, children's storytelling programs and learning activities.
2.2 STEERING COMMITTEE. The COUNTY Librarian, the SCHOOL DISTRICT
Superintendent and the CITY Manager shall establish a Joint Use Steering Committee,
which shall be responsible for developing and recommending policies to the COUNTY
and the SCHOOL DISTRICT for the Homework Center and Computer Learning Center
and for establishing procedures for the joint use activities, training for joint use activities
and safety and security for children participating in joint use activities. The Committee
shall be comprised of a representatives from the SCHOOL DISTRICT identified as the
School District Librarian or such other position as may designated by the SCHOOL
DISTRICT'S Superintendent; OC Community Resources Volunteer Coordinator, , the
Regional Services Manager for OC Public Libraries or other designee of the COUNTY
Librarian; the Assistant City Manager or his/her designee and the CITY's Director of
Parks and Recreation or designated representative.
The Joint Use Steering Committee shall meet a minimum of once a semester during the
school year to review operating issues, volunteer policies; evaluate programs and
services; review use data to enable the parties, where desired, to explore grants and other
outside funding opportunities.
The Joint Use Steering Committee will construct a survey for Homework Center users on
at least an annual basis and make copies of such survey available at the library for
completion and return to the Joint Use Steering Committee for review and evaluation.
2.3 HOMEWORK CENTER: The Homework Center will provide space for
Kindergarten through 12`h grade (K-12) students to study, consult with library staff, use
textbooks and other library materials in support of specific research topics, work with
volunteer tutors, work collaboratively with other students, use state of the art technology,
access the Internet, and prepare and produce school assignments. Assistance will be
available to elementary, middle school and high school children as set forth in Section 3
of this Agreement, titled "Library Hours of Service". The Homework Center may
include a core collection of District K-8 textbooks, other grade appropriate materials for
grades K-12, library pathfinders and bibliographies, and a core collection of homework
support reference resources. These may also include, but not be limited to, calculators,
rulers, scanner, printer, CD writers and headphones to be purchased by the CITY through
grant monies.
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The Homework Center will also serve as a resource to students. The library setting will
allow staff and volunteers to recognize learning differences when working with school
aged children. Methods will include peer tutoring, bi-lingual assistance, and self -paced
instruction.
The Homework Center will be open during all hours of library operation, thus
providing educational resources and technology to students when the schools are
closed.
Homework Center may contain the following:
■ School textbook collection;
■ Homework Help Desk;
■ Tutoring schedules;
■ Study carrels;
■ Study tables;
■ Small group study room;
■ Core reference collections;
■ Reserved collections on current topics;
■ Technology workstations;
■ Laser printers;
■ Scanners;
■ Headphones; and
■ Internet access.
The Homework Center will be approximately 1,100 square feet in size and will be
located adjacent to the Children's Area and close to the Computer Learning
Center.
2.4 COMPUTER LEARNING CENTER: The Computer Learning Center will
provide space for computer literacy activities for students and their families or
caregivers. The Computer Learning Center will provide state of the art technology
for general computing and word processing, Internet access, and hands on training.
The Computer Learning Center will be available on a reservation basis through the
Library as a computing laboratory making hardware available to students, and as a
training facility. The Computer Learning Center will be available on a reservation
basis through the Library to technology trainers from the City of Tustin at no cost
and without a rental fee charge, SCHOOL DISTRICT and OC Public Libraries,
provided that each agency in reserving said facility will provide supervision for the
period of any use. It is anticipated that the facility will facilitate training to the
general public at all age levels, as well as to parents and children in software
applications currently included in school curriculum.
The Computer Learning Center may contain the following:
■ Projection system;
■ Sound system;
■ 20 technology workstations;
■ Internet access;
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■ Whiteboards; and
■ Storage for instructors.
The Computer Learning Center will be approximately 900 square feet and will be
close to the Young Adult Area and the Information Services Department.
Meetings, tutoring, and training may also take place in other library spaces such as,
the community meeting facilities, small group study rooms, and stack and reader
areas as space is available.
2.5 MULTI-PURPOSE COMMUNITY ROOM/PROFESSIONAL
TRAINING FACILITIY USAGE PLAN: In addition to OC Public Libraries and
CITY activities reserved and programmed by the City, the Multi -Purpose
Community Room/Professional Training Facility with its ancillary adjacent
Conference Room, Kitchen, and Restrooms, including furniture and equipment
assigned to these rooms (Training Materials and Rooms) will be available for use
by the School District for such activities as teacher in-service training, other
professional development seminars, career and guidance fairs, mentor events,
student -teacher orientation, presentations and parent -teacher meetings, family
event nights and other activities which serve to bring parents and children to the
library and provide a venue for District programs. The scheduling of reservations
for usage of Multi -Purpose Community Room/Professional Training facility will
be coordinated by the City of Tustin and the Training Materials and Rooms will
available to the Parties based upon which Party has reserved the space and subject
to a reservation and payment of rental fees determined by the City of Tustin.
Facilities will be available to the general public upon request for meetings,
programs and events. The Library may reserve through the City of Tustin, the
community room for the full range of Library programs it conducts on a regular
basis without a rental fee charge and with such uses the Library will assume all
supervision and coordination responsibilities and the City will not be charged any
janitorial fees.
The Community Meeting Rooms may contain the following:
■ Community meeting room for 100;
■ High end multimedia and sound system;
■ 20 laptop computers;
■ Television; VCR;Overhead Projector;
■ Wireless network;
■ Light weight folding tables;
■ Storage;
■ Separate ingress and egress;
■ Access to public restrooms when the library is closed;
■ Conference room for 12; and
■ Kitchenette.
The Community Room, Conference Room, and kitchenette will be adjacent to the
entrance of the library and will have a separate entrance to enable access for
meetings, programs, events, training and workshops ("Events.") when the Tustin
Branch Library is closed to the public.
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SECTION 3. LIBRARY HOURS OF SERVICE
All regular library services will be available to students and the public during these hours.
The space for the Homework Center will be available for use by students and their
parents during all of these hours. The Computer Learning Center will be available during
regular library hours by reservation, and will need to be reserved by staff or dedicated
adult volunteers who will be in attendance during use of the Computer Learning Center.
The Community Room will be available, by reservation through the City, during Library
Hours or outside of regular library hours of service when the library is closed to the
general public as determined by the City of Tustin.
SECTION 4. STAFF SUPPORT
4.1 The New Tustin Library will employ a qualified person (hereinafter referred to as
the "Tustin Librarian") to supervise the County Library and provide service to the general
public during designated public library hours. The Tustin Librarian shall be an employee
of the COUNTY and work under the supervision of the County Librarian. The Tustin
Librarian will be in charge of the operations of the New Tustin Library, subject to the
terms of a new lease agreement with the City of Tustin for the new facility.
4.2 The COUNTY will relocate all existing Library staff from the current Tustin
Branch Library to the New Tustin Library once construction is completed and a new
lease is executed.
SECTION 5. VOLUNTEERS
5.1 Volunteers will be used for homework assistance, tutoring, supervision, and
general staffing of the Homework Center and Computer Learning Center. The School
District will assist in recruiting volunteers to provide regular assistance in the Homework
Center. The Library will assist in recruiting volunteers for various library specific tasks
as well as homework helpers to assist in the Homework Center.
5.2 Volunteers to assist in both the Homework Center and the Computer Learning
Center will be recruited by the CITY and the SCHOOL DISTRICT and the COUNTY.
The SCHOOL DISTRICT will assist in recruiting volunteers by disseminating flyers at
high schools in the SCHOOL DISTRICT, student organizations such as Key Clubs, Peer
Assistance League, and other organization such as local Parent Teacher Organizations.,
and Academic Boosters. The COUNTY and City will advertise the need for volunteers
through their existing Volunteer Programs.
The SCHOOL DISTRICT will encourage high school students to provide homework and
reading assistance to other students in grades K-12.
5.3 Homework Center volunteers will work during designated public library hours.
The School District will assist in training and supporting volunteer activity in the
Homework Center. Regardless of which Party recruits volunteers, COUNTY staff will
have final approval of all volunteers before they are permitted to participate in the Joint
Use Program in accordance with COUNTY and OC Public Libraries volunteer protocols.
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5.4 Policies and procedures for volunteers for the joint use programs will be approved
by the Joint Use Steering Committee.
SECTION 6. OWNERSHIP OF THE SITE, FACILITY, FURNISHINGS,
EQUIPMENT AND LIBRARY MATERIALS
6.1 The CITY shall own and hold title to the New Tustin Library.
6.2 All equipment and furnishings purchased or provided by the CITY for the New
Tustin Library shall be owned by the CITY, until it is replaced by the County pursuant to
the New Lease for the New Tustin Library.
All library materials, equipment, furnishings provided or purchased by the COUNTY
shall be retained by the COUNTY and shall be identified as such.
All materials, equipment and furnishings provided or purchased by the SCHOOL
DISTRICT shall be retained by the SCHOOL DISTRICT and shall be identified as such.
School District texts that will be placed into the Homework Center will need to receive a
Library tag for inventory control and to restrict materials from leaving the building. In
the event any party no longer wishes to participate in the Joint Venture Collaboration, all
library materials, equipment, and furnishings shall be divided in accordance with the
ownership of the items. The Library shall not be held responsible for repair or
replacement of items should they become lost, or damaged.
6.3 The COUNTY will own and provide computer software licenses and electronic
database licenses per the County's information technology contracts.
SECTION 7. SOURCES AND USES OF FUNDING
7.1 The COUNTY will pay for the cost of library operations, including COUNTY
staff salaries and new materials and equipment, subject to budget availability and
constraints. Funding for library operations is anticipated to originate from property taxes
paid into the Library Fund (Fund 120), not the COUNTY General Fund.
7.2 The COUNTY will pay for newly acquired Tustin Library materials with the
exception of core curriculum textbooks, which will be provided by the SCHOOL
DISTRICT subject to budget availability and constraints.
7.3 The County, School District and the City will collaborate via the Joint Use
Steering Committee to pursue funding support for Homework Center programs through
grants, donations, and in-kind services, as well as partnerships with community service
organizations such as the Tustin Public School Foundation, the Assistance League and
the Boys and Girls Clubs of Tustin.
SECTION 8. FACILITY OPERATION, MAINTENANCE AND MANAGEMENT
8.1 COUNTY will be fully responsible for operating, overseeing and managing the
New Branch Library, subject to terms of the New Lease for the New Tustin Library. .
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8. The CITY and the COUNTY will be entering into a New Lease for the
COUNTY'S occupancy and operation of the New Tustin Library at a later date.
SECTION 9. FIELD ACT INAPPLICABILITY
9.1 This Joint Use Program will not be subject to Field Act requirement as set forth in
Section 39140 et seq. of the Education Code.
The rationale for the determination that the Field Act is not applicable is that the New
Tustin Library will operate as a branch of the Orange County Public Library. The New
Tustin Library will not involve school classroom sessions or classroom groups of 24 or
more students. In addition, the New Tustin Library will not be located on property owned
by a public school and the joint use program does not require more than 24 K-12 students
to attend at one time for educational purposes.
SECTION 10. MISCELLANEOUS PROVISIONS
10.1 Intent to Cooperate The Parties acknowledge and agree that it is their intent to
cooperate with one another in the performance of duties as identified under the Guiding
Principles and Memorandum or Understandings above including the acting in good faith
in all dealings related to the collaborations proposed.
10.2 Modifications: These Guiding Principles and Memorandum of Understanding
may be modified at any time in writing upon mutual consent of the Parties
10.4 Review: the Joint Use Steering Committee shall meet no less than once during
each semester to review and make recommendations for any necessary modifications to
the work plan and program priorities for the Joint Use Program services enumerated
herein.
10.4 Counterparts. This Memorandum of Understanding may be executed in any
number of counterparts each of which shall constitute one original and all of which shall
be one and the same instrument.
10.5 No Mandatory Duties or Obligations: This Memorandum of Understanding is
intended only as a framework within which the parties intend to pursue a common
objective. It is not intended to be a contract, does not create any mutual obligations, and
the parties agree that there shall be no legal sanctions available for its enforcement, or for
any alleged "breach".
SECTION 11. NOTICES
The Parties shall each designate "Program Administrators" to perform the duties
identified under this Memorandum of Understanding, to ensure that all aspects of the
New Tustin Library are constructed, administered or implemented in accordance with this
Memorandum of Understanding, and the intent of the Parties.
All notices, demands, requests or approvals to the CITY, SCHOOL DISTRICT and
COUNTY should be personally delivered or placed in a sealed envelope, postage prepaid,
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addressed to the Program Administrators noted below and deposited in the United States
mail to the following address, or such other address as any Party hereto may designated
by providing notice to the other Parties as provided herein:
CITY
City of Tustin
City Manager's Office: City Manager
300 Centennial Way
Tustin, California 92780
Phone: (714) 573-3107
Fax: (714) 838-1602
SCHOOL DISTRICT
Tustin Unified School District
District Superintendent
300 South "C" Street
Tustin, California 92780
Phone: (714) 730-7301
Fax: (714)730-7436
COUNTY/ OC Public Libraries
County Librarian
Orange County Public Library
1501 East St. Andrew Place
Santa Ana, California 92705
Phone: (714) 566-3040
Fax: (714) 566-3042
IN WITNESS, WHEREOF, the Parties have executed this Memorandum of
Understanding as of the day and year first written above.
<signature page follows>
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TUSTIN UNIFIED CITY OF
LIBRARIES/COUNTY OF
SCHOOL DISTRICT TUSTIN
By: By:
Richard Bray
Superintendent
Date:
William Huston
City Manager
Date:
OC PUBLIC
ORANGE
1A P
Helen Fried
OC Libraries
-3/Date: 3
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