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HomeMy WebLinkAbout*AGMT - Seal Beach Play Group . . 0 - • :- • . • LEASE EXTENSION J"� ,, r - ION is entered into this /' day of i '. /'f , 1995, by and between the CITY OF SEAL BEACH ( "City;! ) and .EAL BEACH PLAY GROUP ( "Tenant "). Article III, Section 3.1 of the Lease Agreement dated September 1, 1994 by and between the above parties is hereby amended to read: Section 3.1. Term. Subject to the terms, covenants, agreements and conditions herein contained, Tenant shall have and hold the Premises for a term commencing on the 1st day of September, 1995, and ending on the 31st day of August, 1996. Except as amended above, said Lease Agreement shall remain in full force and effect as to all terms, conditions, and provisions as set forth in the Lease Agreement dated September 1, 1994. CITY OF SEAL BEACH e A - 1 / A T: ! i Ce« 01 • SEAL BEACH PLAY GROUP ' ,1 1 /ULD t T. tid - ril IDENT ■ AMA ITEI91___ • • , I • LEASE '1 THIS LEASE is entered into this . �� , . 1 & day of 199 9 by and between the CITY OF SEAL BEACH hereinafter called 'CITY ") and SEAL BEACH PLAYGROUP CO -OP (hereinafter called "Tenant "). ARTICLE I PREMISES Section 1.1 Leased Premises defined. City hereby leases to Tenant the real property described in Exhibit A, attached hereto, and incorporated herein by reference, (hereinafter called the "Premises ") for the term and upon all of the conditions and agreements set forth herein. Section 1.2 Condition of Premises. Tenant has inspected the Premises and agrees that the Premises are fit for Tenant's purposes. Tenant accepts the Premises in their current condition, subject to the provisions of Article VI of this lease.. ARTICLE II USE OF THE PREMISES Section 2.1 Permitted Use. The Premises may be used for a parent participation pre - school program to provide supervision and activities for children of preschool and elementary age. Section 2.2 Compliance with Law and ReEulations. Tenant shall comply promptly, and at Tenants expense, with all applicable statutes, ordinances, rules, regulations, licensing requirements, orders and requirements regulating the use of the Premises. -1- 41111 • ARTICLE III TERM Section 3.1 Term. Subject to the terms, covenants, agreements and conditions herein contained, Tenant shall have and hold th remises for a term commencing on the 1yt day of Se l9l k( and ending on the I4 day of % . lqq . Section 3.2 Termination. The term of this Lease shall terminate upon the occurrence of any of the following events: (a) A default by Tenant (as defined in Section 10.1) and Lessors election to terminate this Lease under Section 10.2 hereof. (b) The exercise by Tenant of its right to terminate this Lease under Section 8.2 hereof if the Premises are destroyed or substantially damaged. ARTICLE IV RENT Section 4.1 Monthly Rent. Tenant shall pay to City as monthly rent ( "Monthly Rent "), without prior notice, or demand, the sum of Sixty -Two Dollars and Forty Cents ($62.40) per month in advance on the first day of each month, thereafter and continuing during the Tenn. Payment shall be made to: Director of Adminstrative Services, City of Seal Beach, 211 Eighth Street, Seal Beach, CA 90740. ARTICLE V UTILITIES Section 5.1 Utilities. The City shall provide electricity, water, and sewer utility services used in the Premises during the Lease term (including hookup charges). The City shall not be liable in damages or otherwise for any failure or interruption of any utility services being furnished to the Premises and no such failure or interruption shall entitle Tenant to an abatement of rent or to terminate this Lease except that any abatement received by City shall be passed to Tenant on pro -rata basis. -2- • • • • ARTICLE VI MAINTENANCE, REPAIRS AND ALTERATIONS Section 6.1 Citv's Duties. City shall be responsible for the maintenance, repair, or restoration of the Premises and any improvements located thereon. Section 6.2 Tenant's Duties. (a) Maintenance and Repairs. Subject to the provisions of Article VIII pertaining to casualties, Tenant shall during the term of this Lease at Tenant's sole expense, keep in a safe, clean, orderly, and. sanitary condition, and in a state fit for the intended use the Premises and every part thereof. (b) Performance by City. If Tenant fails to perform its obligations under this Section 6.2, City may at its option, after Ten (10) days - written notice to Tenant (or without notice in the event of an emergency), enter upon the Premises and put the same in good order, condition and repair and the cost thereof shall become due and payable by Tenant to Landlord upon demand. Any such entry shall not be deemed a forcible or unlawful entry or detainer of the Premises or an eviction. City shall not be liable for any inconvenience, disturbance, business interruption, nuisance or other damage arising out of any such entry. Section 6.3 Tenant Improvements. Tenant shall not make any alterations to the Premises without the prior written consent of City. Any alterations made shall remain on and be surrendered with the Premises on expiration or termination of the term of this Lease. If City so elects, Tenant at its cost shall restore the Premises to the condition existing on the date of this Lease, normal wear and tear excepted. If Tenant is not then in default of any provisions of this Lease, Tenant shall have the right to remove from the Premises immediately before the expiration of the term of this Lease, or within ten (10) days after termination of the term, any alterations Tenant has made to the Premises, as long as the removal will not cause any structural damage to the Premises, and Tenant at its cost promptly restores any damage caused by the removal. -3- , , . . • • ARTICLE VII INSURANCE AND INDEMNITY Section 7.1 Property Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect policies of insurance covering all improvements now or at any time during the term of this Lease located within or upon the Premises with a reputable insurance company or insurance pool for the full replacement cost of such improvements providing protection against any peril included within the classification "Fire and Extended Coverage ", vandalism and malicious mischief. Full replacement cost does not include the costs of excavation, foundations, and subsurface footings. Proceeds of such insurance shall be payable to City and Tenant as their interests may appear. Should Tenant be unable to secure property insurance, City shall attempt to provide property insurance. The cost of the property insurance policy shall be added to the minimum monthly rent. If the policy is a blanket policy including both the Premises and other real property, Citys insurance agent shall determine in his reasonable judgment the portion of the total premium allocable to the Premises. Section 7.2 Liability Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect full comprehensive public liability insurance, with a single combined liability limit of $1,000,000, and property damage limits of not less than $200,000, insuring against all liability of Tenant and its authorized representatives arising out of or in connection with Tenants use of the Premises. All public liability insurance and property damage insurance shall insure performance by Tenant of Tenants indemnity obligations under this Lease. Both parties shall be named as additional insured, and the policy shall contain crossliability endorsements. Section 7.3 Evidence. Certificates evidencing such insurance shall be delivered to City by Tenant on or before three (3) business days prior to commence of term. No such policy shall be cancelable or the coverage reduced thereunder except after thirty (30) days - written notice to City. All insurance required to be maintained by Tenant shall be primary and non - contributing to other insurance available to City. Section 7.4 Non - Liability of City and Indemnity. The City shall not be liable for any loss of or damage to any improvements, fixtures, equipment, or property of any kind on, or about the Premises, or for injury or death to any person or persons from any cause arising at any time; nor shall City be in any way liable in case of any accident or injury to or death of Tenants servants, employees, agents, invitees or licensees, or to any person or persons on or about the Premises. Tenant agrees to defend and hold City free and -4- • • • harmless from any and every nature on account of the death of or injury to any person or as a result of loss of or damage to any goods, wares, merchandise or property of any kind, arising out of, resulting from, or occasioned by the use, maintenance, operation, or occupancy or control of the Premises by Tenant or other persons claiming under Tenant or using the Premises with Tenant's express or implied consent. ARTICLE VIII DESTRUCTION, REPAIRS AND RESTORATION Section 8.1 Minor Damage. If at any time during the term of this Lease the Premises are damaged through an act or omission of Tenant, its invitees, or permittees, and such damage is not "substantial" as that term is defined in Section 8.3, then Tenant shall promptly repair such damage, at Tenant's expense to extent such damage is uninsured, and this Lease shall continue in full force and effect. Section 8.2 Substantial Damage. If at any time during the term hereof the Premises are destroyed or damaged and such damage is "substantial" as that term is hereinafter defined, then Tenant, at its option, may cancel and terminate this Lease as of the date of the occurrence of such damage, by giving the City written notice of its election to do so within thirty (30) days after the date of occurrence of such damage. In the event of such termination, Tenant shall pay to City prorated rent for the month computed from the first day of such month to the date of termination. If Tenant does not elect to terminate this Lease, Tenant shall promptly repair such damage, at Tenants expense to the extent such damage is uninsured, and this Lease shall continue in full force and effect. No lease termination shall relieve Tenant of liability for uninsured damages to the premises arising from Tenants wilful misconduct or negligence or that of its agents or employees. Section 8.3 Definitions. For the purposes of this Article VIII, damage to the Premises shall be deemed to be substantial if the Tenant cannot meet the minimum State facilities requirements to maintain a license to operate and maintain a pre - school facility. Section 8.4 Option to Repair. Should premises be damaged through no fault of Tenant and damage is uninsured, Tenant may at Tenant's expense, only after prior written approval of City, and with prior written notice, repair said damage and offset costs of repair against rent due through remainder of term. -5- • • ARTICLE IX ASSIGNMENT AND SUBLETTING Section 9.1 Assignment and Subletting. Tenant shall not voluntarily or by operation of law assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person, or entity to occupy or use all or any part of the Premises without Citys prior written consent. Any purported assignment, encumbrance or sublease without Citys consent shall be voidable and, at Citys election, shall constitute a default. No consent to any assignment, encumbrance or sublease shall constitute a further waiver of the provisions of this paragraph. ARTICLE X DEFAULTS AND REMEDIES Section 10.1. Default Defined. The occurrence of any one or more of the following events shall constitute a default hereunder by Tenant: (a) The failure by Tenant to make any payment of rent or other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof from City to Tenant. (b) The failure by Tenant to observe or perform any of the covenants or provisions of this Lease to be observed or performed by Tenant, where such failure, if curable, shall continue for a period of thirty (30) days after written notice thereof from City to Tenant; provided, however, that if the nature of Tenants default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion. (c) (1) The making by Tenant of any general assignment for the benefit of creditors; (2) The filing by or against Tenant of a petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); -6- • • (3) The appointment of a trustee or receiver to take possession of substantially all of Tenants assets located at the Premises or of Tenants interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (4) The attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenants interest in this Lease, where such seizure is not discharged within sixty (60) days. Section 10.2 Citv's Remedies. The City shall have the following remedies if Tenant commits a default: (a) The City can continue this Lease in full force and effect, and the Lease will continue in effect as long as the City does not terminate Tenants right to possession, and the City shall have the right to collect rent when due; or (b) The City can terminate Tenant's right to possession of the Premises. No act by the City other than giving notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Citys initiative to protect the Citys interest under this Lease shall not constitute a termination of Tenants right to possession. Section 10.3 Dependent Covenants. The City shall be under no obligation to observe or perform any covenant of this Lease on its part to be observed or performed during the continuance of any default by Tenant hereunder and such nonperformance by the City shall not be deemed or construed to be an eviction or ejection of Tenant. Section 10.4 Remedies Cumulative. The City may exercise any other remedy or right now or hereafter available to a landlord against a defaulting tenant under the laws of the State of California and not otherwise specifically reserved herein. The various rights and remedies reserved to the City herein, including those not specifically described herein, shall be cumulative, and, except as otherwise provided by California statutory law in force and effect at the time of the execution hereof, the City may pursue any or all of such rights and remedies, whether at the same time or otherwise. Section 10.5 No Waiver. No delay or omission of the City to exercise any right or remedy shall be construed as a waiver of any such right or remedy or of any default by Tenant or of any interest due hereunder. The acceptance by the City of rent or additional rent hereunder shall not be a waiver of any preceding breach or default by Tenant of any provision hereof, other than the failure of Tenant to pay the particular rent or any additional rent accepted, regardless of the Citys knowledge of such preceding breach or default at -7- . • • , the time of acceptance of such rent or any additional rent, or a waiver of the Citys right to exercise any remedy available to the City by virtue of such breach or default. The acceptance of any payment from a debtor in possession, a trustee or a receiver, or any other person acting on behalf of Tenant or Tenants estate shall not waive or cure a default under Section 10.1(c) above. Section 10.6 Default by the City. The City shall not be deemed to be in default in the performance of any obligation required to be performed by it hereunder unless and until it has failed to perform such obligation within thirty (30) days after written notice by8 Tenant to the City specifying wherein the City has failed to perform such obligation; provided, however that if the nature of the Citys obligation is such that more than thirty (30) day are required for its performance then the City shall not be deemed to be in default if it shall commence such performance within such thirty (30) day period and thereafter diligently prosecute the same to completion. Section 10.7 Expense of Litigation. If either party incurs any expense, including reasonable attorney's fees, in connection with any action or proceeding instituted by either party by reason of any default or alleged default of the other party hereunder, or to construe this Lease, the party prevailing in such action or proceeding shall be entitled to recover from the other party reasonable expenses and attorney's fees in the amount determined by the Court, whether or not such action or proceeding goes to fmal judgment. In the event of settlement or fmal judgment in which neither party is awarded all of the relief prayed for, the prevailing party as determined by the Court shall be entitled to recover from the other party reasonable expenses and attorneys fees in the amount determined by the Court. ARTICLE XI REPRESENTATIONS, COVENANTS AND WARRANTIES Section 11.1 Representations, Covenants and Warranties of Tenant. Tenant • represents, covenants and warrants to the City as follows: (a) Tenant is a non - profit corporation duly organized and validly existing under the laws of the State of California. (b) Neither the execution and delivery of this Lease, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflict with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or -8- • Section 12.6 Possession and Eniovment. During the term of this Lease, the City shall provide Tenant with quiet use and enjoyment of the Premises, and Tenant shall during such term peaceable and quietly have and hold and enjoy the Premises, without suit, trouble or hindrance from the City, except as expressly set forth in this Lease. The City will, at the request of Tenant and at Tenants cost, join in any legal action in which Tenant asserts its right to such possession and enjoyment to the extent the City may lawfully do so. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed in duplicate the day and year first above written. "CITY" CITY OF SEAL BEACH Mayor "TENANT" SEAL BEACH PLAYGROUP CO -OP rn-_ e0il Pte. .S,6fl6 A . ST: r I ' / J ' ity,Clerk -10- Ginger\AmiPro\SBPlay • 1 410 EXHIBIT "A" The subject property is a part of the city park commonly referred to as the Marina Community Center / Park, located at 151 Marina Drive, Seal Beach, California. Specifically, the Seal Beach Playgroup Co -Op is entitled to use the east room of the Center, the foyer, restrooms, kitchen, storage shed, patio and tot lot, as well as the grass areas of the Park. (Prepared by Mr. A. Seymour, 10 -93). .• '• .• 1 • a' LEASE THIS LEASE is entered into this Epr- 2a day of 1993, by and between the CITY OF SEAL BEACH hereinafter called ( "CITY ") and SEAL BEACH PLAYGROUP CO -OP (hereinafter called "Tenant "). ARTICLE I PREMISES Section 1.1 Leased Premises defined. City hereby leases to Tenant the real property described m Exhibit A, attached hereto, and incorporated herein by reference, (hereinafter called the "Premises ") for the term and upon all of the conditions and agreements set forth herein. Section 1.2 Condition of Premises. Tenant has inspected the Premises and agrees that the Premises are fit for Tenant's purposes. Tenant accepts the Premises in their current condition, subject to the provisions of Article VI of this lease.. ARTICLE II USE OF THE PREMISES Section 2.1 Permitted Use. The Premises may be used for a parent participation pre - school pr to provide supervision and activities for children of preschool and elementary age. Section 2.2 Compliance with Law and Regulations. Tenant shall comply promptly, and at Tenants expense, with all applicable statutes, ordinances, rules, regulations, licensing requirements, orders and requirements regulating the use of the Premises. -1- • • ARTICLE III . TERM Section 3.1 Term. Subject to the terms, covenants, agreements and conditions herein contained, Tenant shall have and hold the Premises for a term commencing on the 15t+iday of SEPT: /99/ and ending on the /5i7 day of TvaE, /994/ . Section 3.2 Termination. The term of this Lease shall terminate upon the occurrence of any of the following events: (a) A default by Tenant (as defined in Section 10.1) and Lessors election to terminate this Lease under Section 10.2 hereof. (b) The exercise by Tenant of its right to terminate this Lease under Section 8.2 hereof if the Premises are destroyed or substantially damaged. ARTICLE IV RENT Section 4.1 Monthly Rent. Tenant shall pay to City as monthly rent ( "Monthly Rent "), without prior notice, or demand, the sum of Sixty -Two Dollars and Forty Cents ($62.40) per month in advance on the first day of each month, thereafter and continuing during the Term. Payment shall be made to: Director of Adminstrative Services, City of Seal Beach, 211 Eighth Street, Seal Beach, CA 90740. ARTICLE V UTILITIES Section 5.1 Utilities. The City shall provide electricity, water, and sewer utility services used in the Premises during the Lease term (including hookup charges). The City shall not be liable in damages or otherwise for any failure or interruption of any utility services being furnished to the Premises and no such failure or interruption shall entitle Tenant to an abatement of rent or to terminate this Lease except that any abatement received by City shall be passed to Tenant on pro -rata basis. -2- • . • • ARTICLE VI MAINTENANCE, REPAIRS AND ALTERATIONS Section 6.1 Citv's Duties. City shall be responsible for the maintenance, repair, or restoration of the Premises and any improvements located thereon. Section 6.2 Tenant's Duties. (a) Maintenance and Repairs. Subject to the provisions of Article VIII pertaining to casualties, Tenant shall during the term of this Lease at Tenant's sole expense, keep in a safe, clean, orderly, and sanitary condition, and in a state fit for the intended use the Premises and every part thereof. (b) Performance by City. If Tenant fails to perform its obligations under this Section 6.2, City may at its option, after Ten (10) days - written notice to Tenant (or without notice in the event of an emergency), enter upon the Premises and put the same in good order, condition and repair and the cost thereof shall become due and payable by Tenant to Landlord upon demand. Any such entry shall not be deemed a forcible or unlawful entry or detainer of the Premises or an eviction. City shall not be liable for any inconvenience, disturbance, business interruption, nuisance or other damage arising out of any such entry. Section 6.3 Tenant Improvements. Tenant shall not make any alterations to the Premises without the prior written consent of City. Any alterations made shall remain on and be surrendered with the Premises on expiration or termination of the term of this Lease. If City so elects, Tenant at its cost shall restore the Premises to the condition existing on the date of this Lease, normal wear and tear excepted. If Tenant is not then in default of any provisions of this Lease, Tenant shall have the right to remove from the Premises immediately before the expiration of the term of this Lease, or within ten (10) days after termination of the term, any alterations Tenant has made to the Premises, as long as the removal will not cause any structural damage to the Premises, and Tenant at its cost promptly restores any damage caused by the removal. -3- • I • ARTICLE VII . INSURANCE AND INDEMNITY Section 7.1 Property Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect policies of insurance covering all improvements now or at any time during the term of this Lease located within or upon the Premises with a reputable insurance company or insurance pool for the full replacement cost of such improvements providing protection against any peril included within the classification "Fire and Extended Coverage ", vandalism and malicious mischief. Full replacement cost does not include the costs of excavation, foundations, and subsurface footings. Proceeds of such insurance shall be payable to City and Tenant as their interests may appear. Should Tenant be unable to secure property insurance, City shall attempt to provide property insurance. The cost of the property insurance policy shall be added to the minimum monthly rent. If the policy is a blanket policy including both the Premises and other real property, Citys insurance agent shall determine in his reasonable judgment the portion of the total premium allocable to the Premises. Section 7.2 Liability Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect full comprehensive public liability insurance, with a single combined liability limit of $1,000,000, and property damage limits of not less than $200,000, insuring against all liability of Tenant and its authorized representatives arising out of or in connection with Tenants use of the Premises. All public liability insurance and property damage insurance shall insure performance by Tenant of Tenants indemnity obligations under this Lease. Both parties shall be named as additional insured, and the policy shall contain crossliability endorsements. Section 7.3 Evidence. Certificates evidencing such insurance shall be delivered to City by Tenant on or before three (3) business days prior to commence of term. No such policy shall be cancelable or the coverage reduced thereunder except after thirty (30) days - written notice to City. All insurance required to be maintained by Tenant shall be primary and non - contributing to other insurance available to City. Section 7.4 Non - Liability of City and Indemnity. The City shall not be liable for any loss of or damage to any improvements, fixtures, equipment, or property of any kind on, or about the Premises, or for injury or death to any person or persons from any cause arising at any time; nor shall City be in any way liable in case of any accident or injury to or death of Tenants servants, employees, agents, invitees or licensees, or to any person or persons on or about the Premises. Tenant agrees to defend and hold City free and • -4- • • • i harmless from any and every nature on account of the death of or injury to any person or as a result of loss of or damage to any goods, wares, merchandise or property of any kind, arising out of, resulting from, or occasioned by the use, maintenance, operation, or occupancy or control of the Premises by Tenant or other persons claiming under Tenant or using the Premises with Tenant's express or implied consent. ARTICLE VIII DESTRUCTION, REPAIRS AND RESTORATION Section 8.1 Minor Dama2e. If at any time during the term of this Lease the Premises are damaged through an act or omission of Tenant, its invitees, or permittees, and such damage is not "substantial" as that term is defined in Section 8.3, then Tenant shall promptly repair such damage, at Tenant's expense to extent such damage is uninsured, and this Lease shall continue in full force and effect. Section 8.2 Substantial Dama2e. If at any time during the term hereof the Premises are destroyed or damaged and such damage is "substantial" as that term is hereinafter defined, then Tenant, at its option, may cancel and terminate this Lease as of the date of the occurrence of such damage, by giving the City written notice of its election to do so within thirty (30) days after the date of occurrence of such damage. In the event of such termination, Tenant shall pay to City prorated rent for the month computed from the first day of such month to the date of termination. If Tenant does not elect to terminate this Lease, Tenant shall promptly repair such damage, at Tenants expense to the extent such damage is uninsured, and this Lease shall continue in full force and effect. No lease termination shall relieve Tenant of liability for uninsured damages to the premises arising from Tenants wilful misconduct or negligence or that of its agents or employees. Section 8.3 Definitions. For the purposes of this Article VIII, damage to the Premises shall be deemed to be substantial if the Tenant cannot meet the minimum State facilities requirements to maintain a license to operate and maintain a pre - school facility. Section 8.4 Option to Repair. Should premises be damaged through no fault of Tenant and damage is uninsured, Tenant may at Tenant's expense, only after prior written approval of City, and with prior written notice, repair said damage and offset costs of repair against rent due through remainder of term. -5- 111 i ARTICLE IX ASSIGNMENT AND SUBLETTING Section 9.1 Assignment and Subletting. Tenant shall not voluntarily or by operation of law assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person, or entity to occupy or use all or any part of the Premises without Citys prior written consent. Any purported assignment, encumbrance or sublease without Citys consent shall be voidable and, at Citys election, shall constitute a default. No consent to any assignment, encumbrance or sublease shall constitute a further waiver of the provisions of this paragraph. ARTICLE X DEFAULTS AND REMEDIES Section 10.1. Default Defined. The occurrence of any one or more of the following events shall constitute a default hereunder by Tenant: (a) The failure by Tenant to make any payment of rent or other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof from City to Tenant. (b) The failure by Tenant to observe or perform any of the covenants or provisions of this Lease to be observed or performed by Tenant, where such failure, if curable, shall continue for a period of thirty (30) days after written notice thereof from City to Tenant; provided, however, that if the nature of Tenants default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion. (c) (1) The making by Tenant of any general assignment for the benefit of creditors; (2) ' The filing by or against Tenant of a petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); -6- • • (3) The appointment of a trustee or receiver to take possession of substantially all of Tenants assets located at the Premises or of Tenants interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (4) The attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenants interest in this Lease, where such seizure is not discharged within sixty (60) days. Section 10.2 Citv's Remedies. The City shall have the following remedies if Tenant commits a default: (a) The City can continue this Lease in full force and effect, and the Lease will continue in effect as long as the City does not terminate Tenants right to possession, and the City shall have the right to collect rent when due; or (b) The City can terminate Tenant's right to possession of the Premises. No act by • the City other than giving notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Citys initiative to protect the Citys interest under this Lease shall not constitute a termination of Tenants right to possession. Section 10.3 Dependent Covenants. The City shall be under no obligation to observe or perform any covenant of this Lease on its part to be observed or performed during the continuance of any default by Tenant hereunder and such nonperformance by the City shall not be deemed or construed to be an eviction or ejection of Tenant. Section 10.4 Remedies Cumulative. The City may exercise any other remedy or right now or hereafter available to a landlord against a defaulting tenant under the laws of the State of California and not otherwise specifically reserved herein. The various rights and remedies reserved to the City herein, including those not specifically described herein, shall be cumulative, and, except as otherwise provided by California statutory law in force and effect at the time of the execution hereof, the City may pursue any or all of such rights and remedies, whether at the same time or otherwise. Section 10.5 No Waiver. No delay or omission of the City to exercise any right or remedy shall be construed as a waiver of any such right or remedy or of any default by Tenant or of any interest due hereunder. The acceptance by the City of rent or additional rent hereunder shall not be a waiver of any preceding breach or default by Tenant of any provision hereof, other than the failure of Tenant to pay the particular rent or any additional rent accepted, regardless of the Citys knowledge of such preceding breach or default at -7- • • the time of acceptance of such rent or any additional rent, or a waiver of the Citys right to exercise any remedy available to the City by virtue of such breach or default. The acceptance of any payment from a debtor in possession, a trustee or a receiver, or any other person acting on behalf of Tenant or Tenants estate shall not waive or cure a default under Section 10.1(c) above. Section 10.6 Default by the City. The City shall not be deemed to be in default in the performance of any obligation required to be performed by it hereunder unless and until it has failed to perform such obligation within thirty (30) days after written notice by8 Tenant to the City specifying wherein the City has failed to perform such obligation; provided, however that if the nature of the Citys obligation is such that more than thirty (30) day are required for its performance then the City shall not be deemed to be in default if it shall commence such performance within such thirty (30) day period and thereafter diligently prosecute the same to completion. Section 10.7 Expense of Litigation. If either party incurs any expense, including reasonable attorney's fees, in connection with any action or proceeding instituted by either party by reason of any default or alleged default of the other party hereunder, or to construe this Lease, the party prevailing in such action or proceeding shall be entitled to recover from the other party reasonable expenses and attorney's fees in the amount determined by the Court, whether or not such action or proceeding goes to fmal judgment. In the event of settlement or fmal judgment in which neither party is awarded all of the relief prayed for, the prevailing party as determined by the Court shall be entitled to recover from the other party reasonable expenses and attorneys fees in the amount determined by the Court. ARTICLE XI REPRESENTATIONS, COVENANTS AND WARRANTIES Section 11.1 Representations, Covenants and Warranties of Tenant. Tenant represents, covenants and warrants to the City as follows: (a) Tenant is a non - profit corporation duly organized and validly existing under the laws of the State of California. (b) Neither the execution and delivery of this Lease, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflict with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or -8- . • • • . instrument to which Tenant is now a party or by which the Tenant is bound, or constitutes a default under any of the foregoing. ARTICLE XII MISCELLANEOUS Section 12.1 Notices. Any notice required or permitted to be given hereunder shall be in writing and may be served upon City personally or by certified mail, return receipt requested, addressed to City Manager, 211 Eighth Street, Seal Beach, CA 90740 and upon Tenant pers, na11y r b certified mail, return receipt requested, addressed to Tenant at yad C,ersr, Ave*, Jim. . Such notice shall be effective upon personal delivery to addressee or if given by mail, shall be effective two (2) days after deposit in the United States mail first class, postage prepaid and addressed as specified above. Either party may by written notice to the other specify a different address for notice purposes. Section 12.2 Severability. Any provision of this Lease which shall prove to be invalid, void or illegal shall in no way affect, impair or invalidate any other provision hereof, and such remaining provisions shall remain in full force and effect. Section 12.3 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. Section 12.4 Headings. The article and paragraph captions contained in this Lease are for convenience only and shall not be considered in the construction or interpretation of any provision hereof. Section 12.5 Entire Agreement and Binding Effect. This Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Lease, or relating to the negotiation and execution thereof and no other agreement) representation, statement or understanding pertaining to any such matter, or any provision contained in a preliminary draft of this Lease, shall be effective for any purpose. All of the covenants, conditions, and obligations herein contained shall be binding upon and inure to the benefit of the respective successors and permitted assigns of the parties hereto to the same extent as if such successors and assigns were in each case named as a party to this Lease. No provision of this Lease may be amended or added to except by a agreement in writing signed by the parties hereto or their respective successors in interest. -9- • Section 12.6 Possession and Eniovment. During the term of this Lease, the City shall provide Tenant with quiet use and enjoyment of the Premises, and Tenant shall during such term peaceable and quietly have and hold and enjoy the Premises, without suit, trouble or hindrance from the City, except as expressly set forth in this Lease. The City will, at the request of Tenant and at Tenants cost, join in any legal action in which Tenant asserts its right to such possession and enjoyment to the extent the City may lawfully do so. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed m duplicate the day and year first above written. "CITY" CITY OF SEAL BEACH Ma or "TENANT" SEAL BEACH PLAYGROUP CO -OP te A ST: A/ ./ _2(4‘ 'ty lerk -10- Ginger \AmiPro\SBPIay EXHIBIT " A ° The subject property is a part of the city park commonly referred to as the Marina Community Center / Park, located at 151 Marina Drive, Seal Beach, California. Specifically, the Seal Beach Playgroup Co -Op is entitled to use the east room of the Center, the foyer, restrooms, kitchen, storage shed, patio and tot lot, as well as the grass areas of the Park. (Prepared by Mr. A. Seymour, 10 -93).