Lease Agreement between Napa Valley Community College District and Napa Valley Unified School District This Agreement and Lease is entered into this 12th day of March 2015 between the Napa Valley Community College District ( COLLEGE ) and Napa Valley Unified School District ( DISTRICT ). RECITALS WHEREAS, COLLEGE owns property that DISTRICT needs for housing two portable facilities; and WHEREAS, The COLLEGE is willing to enter into a short-term lease with DISTRICT for the purpose described above pursuant to Education Code 81360 et seq.; and AGREEMENT DISTRICT, for the consideration hereinafter set forth, does hereby lease from COLLEGE certain premises subject to the terms and conditions as follows: 1. PURPOSE. Ground lease for two District portables 2. PREMISES. DISTRICT hereby leases ground from COLLEGE at 1360 Menlo, Napa, Ca. more specifically described on attached Exhibit A ( Premises ). 3. TERM. The term of this Lease shall be month-to-month from March 1, 2015, unless sooner terminated as provided for in this Lease. This Lease may be renewed upon mutual agreement of the parties. 1 Page 1 of 9
4. RENT. DISTRICT shall pay to COLLEGE, in advance, on or before the first day of each month, the sum of one-thousand dollars per month. 5. USE OF PREMISES. The Premises shall be used by DISTRICT solely for the purposes of locating two portable buildings, and for uses incidental and reasonably related thereto. 6. CARE, MAINTENANCE AND REPAIR. DISTRICT shall provide customary custodial services for the Premises. DISTRICT shall be responsible for and shall pay for any repairs or replacements that are occasioned or made necessary by reason of the use of said Premises by DISTRICT or its agents or employees. DISTRICT shall not be responsible for damage thereto by ordinary wear and tear, fire, earthquake, act of God or the elements. 7. ALTERATIONS. No alterations may be made by DISTRICT without consent of COLLEGE. DISTRICT shall have the right to remove from the Premises immediately before the expiration of the term or within 10 days after any termination of the term or any notice terminating this lease, any alterations, additions or improvements DISTRICT has made to the Premises provided DISTRICT, at its cost, promptly restores any damage caused by the removal. 8. UTILITIES. DISTRICT shall pay all utilities and services, including, but not limited to, telephone, electricity, gas, water, sewer and garbage services related to its use of the Premises. 9. REGULATIONS. DISTRICT shall comply and conform to all applicable local, state, and federal ordinances, laws, and regulations and all regulations adopted by the COLLEGE that affect the use and occupancy of the premises. Sixty-day notification 2 Page 2 of 9
will be given by the COLLEGE to DISTRICT before any new COLLEGE regulations or Board Policy that may affect the Premises will take effect. 10. DISTRICT S AGENTS AND EMPLOYEES. All agents, servants, and employees of DISTRICT shall be under the exclusive management control of DISTRICT and shall not be agents, servants, or employees of the COLLEGE for any purpose whatsoever. It is specifically acknowledged that the programs provided by DISTRICT and any of its agents, servants, or employees are entirely and exclusively under the supervision and control of DISTRICT. 11. DISCRIMINATION PROHIBITED. DISTRICT shall not discriminate because of race, religion, color, age, ancestry, gender, handicap, or national origin against any person by refusing to furnish such persons any service or privilege offered by the agencies on the premises, nor shall they or their employees publicize the facilities provided hereunder in any manner that would directly or inferentially reflect on the acceptability of the patronage of any person because of race, religion, age, color, ancestry, gender, handicap, or national origin. 12. DAMAGES. DISTRICT shall maintain the Premises in clean and safe condition. DISTRICT agrees to pay for any and all damages to COLLEGE s personal and real property that may arise from negligence in connection with or as a result of use or occupancy of the premises by DISTRICT. 13. RIGHT OF ENTRY. COLLEGE reserves the right to enter the Premises to determine whether the conditions of the Agreement are being carried out by DISTRICT. 3 Page 3 of 9
14. HOLD HARMLESS. To the fullest extent permitted by law DISTRICT agrees to defend, indemnify, protect and hold COLLEGE, its agents, officers, trustees and employees harmless from and against any and all claims, demands, losses, liabilities and expenses including, without limitation, attorney s fees, by reason of death or injury to person or loss or damage to property, arising out of or related to DISTRICT s use, possession, or enjoyment of the Premises, except for any claims, demands, losses, liabilities or expenses caused by COLLEGE s negligence or intentional misconduct. 15. INSURANCE. A. DISTRICT: With respect to this Lease, DISTRICT shall maintain insurance as described below: (1) Workers compensation insurance with limits of $1,000,000.00 or more with an insurance carrier satisfactory to the COLLEGE in accordance with the California Labor Code. (2) Commercial or Comprehensive General Liability insurance covering bodily injury and property damage utilizing an occurrence policy form, in an amount no less than $1,000,000.00 combined single limit for each occurrence. Said insurance shall include, but not be limited to: premises and operations liability, independent contractor s liability, and personal injury liability. DISTRICT shall provide COLLEGE with properly executed Certificates of Insurance clearly evidencing all coverage, limits, and endorsements required above. B. Fire Insurance. Each party shall carry adequate fire insurance on their respective property. 4 Page 4 of 9
16. DESTRUCTION OF PREMISES. In the event of destruction of the leased Premises or of any improvement, alteration or addition made by DISTRICT thereon, DISTRICT shall be entitled, at its election, to terminate the Lease and all further liability of DISTRICT for rent accruing subsequent to the date of destruction. 17. ASSIGNMENT. This Lease, or any interest of DISTRICT therein, shall not be assignable by DISTRICT or by operation of law without the prior written consent of COLLEGE. Any attempt to so assign without first obtaining such written consent shall be null and void. In the event such written consent should be given by COLLEGE, said consent shall not constitute a waiver of this provision, which shall remain in effect with respect to any and all subsequent attempts to assign. 18. SEVERABILITY. The invalidity or illegality of any provision shall not affect the remainder of the Lease. 19. NOTICE. As used in this Lease, notice includes but is not limited to the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver and appointment. All notices must be in writing. Notice is considered given either (a) when delivered in person to the recipient named as below, or (b) when deposited in the United States mail in a sealed envelope or container, postage and postal charges prepaid, addressed by name and address to the party or person intended as follows: Notice to DISTRICT: Napa Valley Unified School District 2425 Jefferson St., Napa, CA 94558 Notice to COLLEGE: Napa Valley Community College District 2277 Napa-Vallejo Hwy., Napa, CA 94558 5 Page 5 of 9
20. SUCCESSORS IN INTEREST. The provisions and conditions of this Lease shall extend to and bind the assignees or transferees under said Lease, and shall also extend to and bind heirs, executors, administrators and successors in interest of the parties hereto. 21. STATUS UPON TERMINATION. Except as provided in paragraph 22, if a party elects to terminate this Lease as allowed in this Lease, COLLEGE shall return to DISTRICT any unearned rent, as long as DISTRICT is not in default on the date the Lease terminates. 22. BREACH. It is agreed between COLLEGE DISTRICT that in the event that DISTRICT shall use or attempt to use the premises for any purpose other than the hereinabove authorized (to run a preschool program), or shall fail to care, improve, and maintain said premises, or to keep and maintain said premises in repair as hereinabove required, or shall default, in the performance of or shall breach any other covenant or condition of the Agreement at the times and in the manner herein provided, and any such default or breach shall continue for a period of ten days after written notice by COLLEGE then the COLLEGE may at its option terminate this agreement, and upon such termination of this agreement, shall cease and end. 23. REAL PROPERTY TAXES. DISTRICT is aware of the terms of Revenue and Taxation Code Section 107.6 (possessory interest tax). Pursuant to this Section, should this Lease create a possessory interest as defined in Revenue and Taxation Code Section 107 and/or 107.4, such property interest may be subject to property taxation if created and DISTRICT may be subject to the payment of property taxes on such interest. 6 Page 6 of 9
24. WAIVER. The COLLEGE has the option to waive any breach of any term, covenant or condition, or any subsequent breach of the same or any other term, covenant, or condition herein contained. 25. AMENDMENTS. The parties agree to make appropriate amendments to this Agreement from time to time, to comply with state and federal legislation or rules and regulations issued by state or federal agencies, if such amendments are required; provided, however, that in the event the changes required, or the legislation, or the rules and regulations, materially change the contract or affect the validity thereof either whole or in part, then in that event, this Agreement may be terminated at the option of either party. This Agreement may be modified only by written agreement of the parties. 26. CANCELLATION. By giving written notice within thirty days COLLEGE may terminate this Agreement effective on the first day of the following next full month. IN WITNESS WHEREOF, the parties hereto have caused this lease to be executed the day and year first above written. Napa Valley Community College District By: Napa Valley Unified School District 7 Page 7 of 9
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