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CC Resolution 1999-139d_^ RESOLUTION NO.99-139 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA, APPROVING A TWO YEAR LEASE AGREEMENT BETWEEN THE LA QUINTA REDEVELOPMENT AGENCY, AND THE UNITED STATES POSTAL SERVICE FOR PROPERTY TO BE USED FOR THE SPECIFIC PURPOSE OF POSTAL SERVICE TO THE CITY WHEREAS, the City of La Quinta, La Quinta Redevelopment Agency, and the United States Postal Service entered into negotiations for a two year lease to develop modular buildings and a parking lot for the specific purpose of providing postal service to the City; and, WHEREAS, the site for the modular buildings and the parking lot is located directly south of, the existing La Quinta Post Office. More particularly known as: APN 773-078-008, 773-078-009, AND LOTS 8 AND 9 OF APN 773-078-023 WHEREAS, said site consists of four 50-feet by 100-feet undeveloped lots owned by the La Quinta Redevelopment Agency; and, WHEREAS, in order to facilitate placement of modular buildings and parking for the Post Office, the La Quinta Redevelopment Agency proposes to lease the site to the United States Postal Service for the development of the lots; and, WHEREAS, pursuant 1:0 the Health and Safety Code Section 33433, notice of the time and place of the hearing was published at least once a week for two successive weeks prior to the hearing and the Summary Report has been available for review; and, WHEREAS, the City Council has conducted a public hearing and duly considered all terms and conditions of the proposed Agreements and believes that the development of the site pursuant thereto is in the best interests of the City of La Quinta and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local laws and requirements. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of La Quinta, California, as follows: BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Resolution No.99-139 Post Office Lease Adopted: October 5, 1999 Page 2 SECTION 1. The City Council determines that in order for the United States Postal Service to increase capacity of processing mail for La Quinta residents, the Redevelopment Agency will provide the land necessary to accommodate the expansion of postal service by entering into Lease Agreements, attached hereto and marked Exhibit aA?(. SECTION 2. This City Council hereby finds that the Lease Agreement will assist in the elimination of blight and is consistent with the Implementation Plan adopted pursuant to Section 33490 of the Redevelopment Law. SECTION 3. The consideration is not less than the fair reuse value at the use and with the covenants and conditions and development costs authorized by the sale or lease. SECTION 4. That the buildings, facilities, structures, or other improvements are of benefit to the project area or the immediate neighborhood in which the project is located, regardless of whether the improvement is within another project area, or in the case of a project area in which substantially all of the land is publicly owned that the improvement is of benefit to an adjacent project area of the Agency. SECTION 5. That no other reasonable means of financing the buildings, facilities, structures, or other improvements, are available to the community. SECTION 6. That the payment of funds for the acquisition of land or the cost of buildings, facilities, structures, or other improvements will assist in the elimination of one or more blighting conditions inside the project area or provide housing for low- or moderate-income persons, and is consistent with the Implementation Plan pursuant to Section 33490 of the Redevelopment Law. SECTION 7. The City Council approves the execution of the Lease Agreement and a copy of the Agreement, when executed, shall be placed on file in the office of the City Clerk. The City Manager is authorized to implement the Agreement and execute all further documents and take such further actions as may be necessary to carry out the Agreement. SECTION 8. A Categorical Exemption has been adopted per Section 1 5304 of the California Environmental Quality Act for this project. SECTION 9. The City Clerk shall certify to the adoption of this Resolution. BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Resolution No.99-139 Post Office Lease Adopted: October 5, 1999 Page 3 PASSED, APPROVED and ADOPTED at a regular meeting of the La Quinta City Council, held on this 5th day of October, 1 999, by the following vote, to wit: AYES: Council Members Adolph, Henderson, Perkins, Sniff, Mayor Pena NOES: None ABSENT: None ABSTAIN: None JOHN PENA, yor City of La Quinta, California ATTEST: City of La Quinta, California APPROVED AS TO FORM: DAWN C. HONEYWELL, City Attorney City of La Quinta, California BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^ EXHIBIT A LEASE AGREEMENT THIS LEASE AGREEMENT the Lease") is entered into this day of 1 999, by and between the La Quinta Redevelopment Agency, a public body corporate and politic Lessor" or Agency") and the United States Postal Service Lessee"). RECITALS WHEREAS, the Lessor and Lessee d?sire to enter into this Lease Agreement to enable the Agency to lease certain property located within the City of La Quinta to the United States Postal Service; and WHEREAS, it is necessary for the Agency to provide additional property to the United States Postal Service to assist in the process of allowing modular buildings which will increase the capacity to process mail in La Quinta. AGREEMENTS In consideration of the payments to be made hereunder and the covenants and agreements contained herein, the parties hereto agree as follows: ARTICLE I. TERM OF LEASE 1.1 Premises. Lessor is currently the owner of that parcel of real property located in the City of La Quinta, legally described in Exhibit A" attached hereto and incorporated herein by this reference the Premises"). A site map of the premise is provided in Exhibit B" attached hereto and incorporated herein by this reference. Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor the Premises upon the terms and conditions expressed herein. 1.2 Reservation. Lessor reserves to itself, its successors, and assigns, together with the right to grant and transfer all or a portion of the same, the non- exclusive right to enter upon the Premises in accordance with any rights of Lessor set forth in this Lease. 1.3 ExceDtions to Leasehold Estate. This Lease is made subject to all covenants, conditions, restrictions, reservations, rights, rights-of-way, easements, and all other matters of record or apparent upon a visual inspection of the Premises affecting the Premises or the use thereof on the date this Lease is executed by Lessee. 1.4 Term. The term of this Lease shall be for two 2) years commencing on the execution date by the Lessor. CMY DOCUMFNTS\WPDOCS\AGRMT POST OFFICE GROUND LEASIEDOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease ARTICLE II. DEVELOPMENT AND OWNERSHIP OF IMPROVEMENTS 2.1 Construction? lnsDection bv Lessor and R.ght to lmDrovements. Lessee shall construct or cause to be constructed the grading and paving of the Premises which improvements shall include the placement of three modular buildings on the site which shall be painted a sand or beige color and have a light-weight red barrel or S" type tile roofing material on a mansard roof, a living fence chain link fence, without barb wire or similar material, and having living plants, 1 5 gallon containers on three foot centers adjacent to the fence, such as Bougainvillea so the fence will in time, be covered with plant material), asphalt parking lot, and landscape areas with an underground automatic irrigation system for the United States Postal Service use the Improvements"). The asphalt parking spaces shall be available for the La Quinta Arts Foundation Festival in March, lighting shall comply with the Dark Sky" regulations, and the site restored at the end of the lease by the removal of the modular buildings and the living fence, and if desired by the Agency, the asphalt parking areas shall be removed and the site restored to its original condition to include a grass field with an underground automatic irrigation system. Building permits shall be obtained and construction begun on the Improvements within two 2) months of the date of the execution of this Lease. Lessee covenants with Lessor that the Improvements shall be constructed in a good workmanlike manner according to and in conformity with plans and specifications to be submitted to lessor pursuant to Section 2.2 below and in compliance with all applicable municipal building and zoning laws and with all other laws, ordinances, orders, rules, regulations and requirements of federal, state and municipal governments and appropriate departments, commissions, boards and officers thereof. At all times during construction, and prior to completion, of the Improvements, Lessor shall have the right, after not less than twenty-four 24) hours notice to Lessee, to enter upon the Premises in the company of a representative of Lessee for the purpose of inspecting the same, provided that such entry and inspection shall not be unreasonably interfere with Lessee's construction of the Improvements. Any and all Improvements which are made by Lessee to the Premises shall be owned by Lessee during the Term but shall remain a part of the Premises and be surrendered therewith at the end of the Term or sooner termination of this Lease, at which time the same shall become the property of Lessor, unless the Lessor requires the improvements removed per the above-noted provisions. 2.2 Site Plan. The building elevations, parking lot and landscaping site plan shall be submitted to the Agency staff for review and approval which shall include construction drawings for utilities, landscaping, fencing, parking lot paving, lighting, and irrigation system. All permits shall be obtained at the expense of the Lessee. ARTICLE Ill. RENT 3.1 Net Lease. It is the intent of the parties hereto that the rent provided herein shall be absolutely net to Lessor and that Lessee shall pay all costs, charges and C:\NIY flOCUMFNTs\wPDOCS?GRMT POST OFFICE GROUN?LEASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease expenses of every kind and nature against the Premises and any Improvements which may arise or become due during the Term and which, except for execution and delivery hereof, would or could have been payable by Lessor. 3.2 Minimum Rent. During the Term of this Lease, Lessee shall pay to Lessor a rent payment amount of One Dollar $1.00) per year for the first two years Base Rent") and if the renewal option is exercised, the rent shall be market rate. Rent for any period during the term hereof which is less than one year shall be a pro rata portion of the Base Rent. Rent shall be payable to Lessor at the address stated herein or to such other persons dr at such other places as Lessor may designate in writing. ARTICLE IV. USE OF PREMISES AND COMPLIANCE OF LAW 4.1. Permitted Uses. The Premises shall be used and occupied, according to the lease approved on this date, for additional space for the United States Postal Service necessary in servicing the La Quinta service areas. 4.2 ComDliance with Law. a) Lessor warrants to Lessee that the Premises, in the state existing on the date that the Lease term commences, but without regard to the use for which Lessee will occupy the Premises, does not violate any covenants or restrictions of record, or any applicable building code, regulation or ordinance in effect on such Lease term commencement date. In the event it is determined that this warranty has been violated, then it shall be the obligation of the Lessor, after written notice from Lessee, to promptly, at Lessor's sole cost and expense, rectify any such violation. b) Lessee/ at Lessee's expense, shall promptly comply with all applicable statutes, ordinances, rules, regulations, orders, and requirements of all governmental authorities having jurisdiction affecting the Premises and Improvements or the cleanliness, safety, occupancv and use of same, whether or nor any such law, ordinance, order, rule or regulation or requirement in substantial, or foreseen or unforeseen, or ordinary or extraordinary or shall necessitate structural changes of the Improvements or interfere with the use and enjoyment of the Premises. 4.3 Nondiscrimination. The Lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, handicap, age, ancestry or national origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the lessee himself or C:\M? DOCUMFNTS\WPDOCS\AGRMT POST OFFICE OROUN?LFASEDOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Grotind Lease herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased. ARTICLE V. PAYMENT OF EXPENSES 5.1 Lessee shall pay all of the costs and expenses in the operation, management, and maintenance of the Improvements. Such expense shall include, without limitation, the following: I) expenses incurred by Lessee for general maintenance, painting lighting, cleaning, trash removal, security, fire protection; and ii) the actual cost of repairs to the improvements. ARTICLE VI. MAINTENANCE OF THE PREMISES 6.1 Obligations for Maintenance. Lessee, at Lessee's expense without cost to Lessor, shall maintain in good order, condition, quality, and repair, the Improvements and every part thereof and any and all appurtenances thereto wherever located, and all other repairs, replacements, renewals and restorations ordinary and extraordinary, foreseen and unforeseen. 6.2 Liens. Lessee shall keep the Premises, the Improvements, or any part thereof free from any and all liens arising out of any work performed, materials furnished or obligations incurred by or fore Lessee, and agrees to cause to be discharged any mechanic's or materialmen's lien of record within twenty 20) days after the lien has been filed or within ten 10) days after receipt of written request from Lessor, whichever shall be the sooner. ARTICLE VII. INSURANCE AND INDEMNITY 7.1 Liability and ProDerty Insurance. Lessee has reported that it is self insured for both liability claims and property damages. 7.2 Waiver of Subrogation. Lessee and Lessor each hereby release and relieve the other, and waive their entire right of recovery against the other for loss or damage arising out of or incident to the perils insured against which perils occur in, on or about the Premises, whether due to the negligence or Lessor or Lessee or their agents, employees, contractors and/or invitees. Lessee and Lessor shall, upon obtaining the policies of insurance required hereunder, give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation contained in this Lease. C:\MY DOCUMENTS\WPL)OCS\AGRMT POST OFFICF GROUN[??AsE.DOc BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease 7.3 Indemnity. Lessee shall indemnify and hold harmless Lessor from and against any and all claims arising from Lessee's use of the Premises, or from the conduct of Lessee's business or from any activity, work or things done, permitted or suffered by Lessee in or about the Premises or elsewhere and shall further indemnify and hold harmless Lessor from and against any and all claims arising from any breach or default in the performance of any obligation on Lessee's part to be performed under the terms of this Lease, or arising from any act or omission of Lessee, or any of Lessee's agents, contractors, or employees, and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon; and in case any action or proceeding be brought against Lessor by reason of any such claim, Lessee upon notice from Lessor shall defend the same at Lessee's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessee, as a material part of the consideration to Lessor, hereby assumes all risk of damage to property of Lessee or injury to persons, in, upon or about the Premises arising from any cause and Lessee hereby waives all claims in respect thereof against Lessor. ARTICLE VIII. UTILITY CHARGES 8.1 Lessee shall pay all charges for gas, water, sewer, electricity, telephone and other utility services or franchise supplier sued on or in the Premises. If any such charges are not paid when due, Lessor may pay the same after giving Lessee fifteen 1 5) days prior written notice, and any amount so aid by Lessor shall thereupon become due to Lessor from Lessee as additional Rent. ARTICLE IX. ALTERATIONS AND ADDITIONS 9.1 Without Lessor's prior written consent, which consent may be withheld or granted in Lessor's reasonable discretion, Lessee shall not have the right to make changes or alterations to the Improvements or the Premises, except on the following conditions: a) Lessee shall not make any alterations, whether structural or non- structural, which will decrease the value of the Premises or the Improvements. If the cost of such changes or alterations to the Improvements or the Premises exceeds Five Thousand Dollars $5,000), Lessee shall submit to Lessor plans and specifications for approval. b) Lessor shall in no event be required to make any alterations, rebuilding, replacement, changes, additions or Improvements or repairs to the Prerriises, except as specifically provided in this Lease; 5 C:'. MY DOCUNiFNTS\WPDOCS\AGRMT POST OFFICL GROUND LEASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease c) All such changes, alterations, rebuilding, replacements, additions, improvements and repairs to the Premises made by Lessee shall be deemed to have attached to the realty and to have become the property of Lessor upon the expiration of the Term or upon sooner termination of this Lease. ARTICLE X. ASSIGNMENT AND SUBLETTING 10.1 Agency's Consent Required. Lessee agrees and covenants which covenants shall be binding upon the heirs, executors, and administrators of Lessee) that Lessee shall not, assign, sell, encumber, pledge or otherwise transfer all or any part of Lessee's leasehold estate hereunder, without Lessor's prior written consent. No assignment, whether voluntary or involuntary, by operation of law, under legal process or proceedings, by receivership, in bankruptcy, or otherwise, and no subletting shall be valid or effective without such prior written consent, and at Lessor's election, shall constitute a default. 1 0.2 Lessee Remains Obligated. No subletting or assignment, even with the consent of Lessor, shall relieve Lessee of its obligation to pay Rent and all of its other obligations hereunder. The acceptance by Lessor of any payment due hereunder from any person or entity other.than Lessee shall not be construed as a waiver by Lessor of any provision of this Lease or as a consent to any assignment or subletting. Consent by Lessor to an assignment of this lease or to a subletting of the Premises shall not operate as a waiver or estoppel to the future enforcement by Lessor of its rights pursuant to this Lease. ARTICLE Xl. DEFAULT 11.1 Events of Default. The occurrence of any one or more of the following events shall constitute a material default of this Lease by Lessee: a) The failure by Lessee to make any payment or rent or any other payment required to be made by Lessee hereunder, as and when due, where such failure shall continue for a period of fifteen 15) days after written notice thereof from Lessor to Lessee. b) Except as otherwise provided in this Lease, the failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee where such failure shall continue for a period of thirty 30) days after written notice thereof from Lessor to Lessee; provided, however, that if the nature of Lessee's noncompliance is such that more than thirty 30) days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said thirty 30) day period and thereafter diligently prosecutes such cure to completion. C: MV DOCUMFNTS\wPDOCS?GRN4T POST OFFICE GROUNt&FASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^ Lease Agreement Post Office Ground Lease C) The abandonment by Lessee of the Premises or a substantial portion thereof. 11.2 Remedies. In the event of any such material default by Lessee, Lessor may at any time thereafter, with or without notice or demand and without limiting Lessor in the exercise of any right or remedy which Lessor may have by reason of such default: a) Terminate Lessee's right to possession of the Premises by any lawful means, in which case this Lease and the term hereof shall terminate and Lessee shall immediately surrender possession of the Premises to Lessor. In such event, Lessor shall be entitled to recover from Lessee all damages incurred by Lessor by reason of Lessee's default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorney 5 fees, and any real estate commission actually paid; the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the term after the time of such award exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably avoided that portion of the leasing commission paid by Lessor applicable to the unexpired term of this Lease. b) Maintain Lessee's right to possession in which case this Lease shall continue in effect whether or not Lessee shall have vacated or abandoned the Premises. In such event Lessor shall be entitled to enforce all Lessor's rights and remedies under this Lease, including the right to recover the rent as it becomes due hereunder. c) Pursue any other remedy now or hereafter available to Lessor under the laws or judicial decisions of the state wherein the Premises are located. 11.3 Default by Lessor. Lessor shall not be in default unless Lessor fails to perform obligations required of the Lessor within a reasonable time, but in no event later than thirty 30) days after written notice by Lessee to Lessor and to the holder of any first mortgage or deed of trust covering the Premises whose name and address shall have theretofore been furnished to Lessee in writing, specifying wherein Lessor has failed to perform such obligation; provided, however, that if the nature of Lessor's obligation is such that more than thirty 30) days are required for performance than Lessor shall not be in default if Lessor commences performance within such thirty 30) day period and thereafter diligently prosecutes the same to completion. 11.4 Remedies for Lessee. C:\MY DocuMFNTs\wPDOCS?GRNiT POST OFFICE: 6ROUN?LEASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease a) In the event of a default by Lessor, Lessee may abate its rent due to recover any damages suffered as a result of the default. XII. HOLDING OVER This Lease shall terminate and become null and void without further notice upon the expiration of the Term herein specified and any holding over by Lessee after such expiration shall not constitute a renewal or extension hereof or give Lessee any rights under this Lease, except when in writing signed by both parties. XIII. ACCESS BY LESSOR In addition to the right of Lessor to reserve use of the Premises under Article IV, Section 4.1, Lessor and those agents, contractors, servants and employees of Lessor who are identified in writing to Lessee shall have the right, after reasonable notice to Lessee, to enter the Premises during normal business hours to examine the Premises, to perform any obligation of Lessor or to exercise any right or remedy reserved to Lessor in this Lease. ARTICLE XIV. RENEWAL OPTION 1 4.1 ODtion to Extend. Provided that Lessee is not otherwise in default under the terms of this Lease, Lessee may at Lessor?s election, extend the term of this Lease by a One 1) year period. Such election shall be exercised by Lessee giving written notice to Lessor of intent to do so no more than One 1) year, but no less than Six months 6) months, prior to the then scheduled expiration of the initial term of this Lease or any extension thereof. 14.2 Continuation of Terms. The terms and conditions of this Lease during any such extension, specifically including all obligations of the Lessor and Lessee hereunder, shall continue in full force and effect except as may be expressly modified by subsequent written mutual agreement of Lessor and Lessee. ARTICLE XV. MISCELLANEOUS 1 5.1 Waiver. The waiver by either Lessor or Lessee of any breach of any term, condition or covenant contained herein shall not be deemed a waiver of such term, condition or covenant or any subsequent breach of the same or any other term, condition or covenant contained herein. 1 5.2 Notices. All notices, demands or other writings to be made, given or sent hereunder, or which may be so given or made or sent by either Lessor or Lessee to the other shall be deemed to have been given when in writing and personally delivered or 8 C:\MY DOCUMENTS\WPDOCS?GRMT POST OFFICE GROUND LFASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^ Lease Agreement Post Office Ground Lease if mailed on the third 3rd) day after being deposited in the United States mail, certified or registered, postage prepaid, and addressed to the respective parties at their addresses set forth below: To Lessor: La Quinta Redevelopment Agency 78-495 CaIle Tampico La Quinta, CA 92253 To Lessee: Contracting Officer Pacific Facilities Service Office 395 Oyster Point Boulevard, Suite 225 South San Francisco, CA 94099-0300 1 5.3 ReIationshi? of Parties. Nothing contained herein shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of partnership or of joint venture between the parties hereto, it being understood and agreed that neither the method of computation of rent, nor any other provision contained herein, nor any acts of the parties herein, shall be deemed to create any relationship between the parties hereto other than the relationship of Lessor and Lessee. Nor shall anything herein be deemed or construed to imply financial support for Lessee's operation apart from the provisions of this Lease. 1 5.4 Time of Essence. Time is hereby expressly declared to be of the essence of this Lease and of each and every term, covenant and condition hereof which relates to a date or period of time. 1 5.5 Remedies Cumulative. The remedies herein given to Lessor and Lessee shall be cumulative and are given without impairing any other rights or remedies given Lessor and Lessee by statute or law nor existing or hereafter enacted, and the exercise of any one 1) remedy by Lessor or Lessee shall not exclude the exercise of any other remedy. 1 5.6 Effect of Invalidity. If any term or provision of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of its terms and provisions to persons and circumstances other than those to which it has been held invalid or unenforceable shall not be affected thereby, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. No acquisition by Lessor of all or any of the interest of Lessee in or to the Premises or the Improvements, and no acquisition by Lessee of all or any interest of Lessor in or to the Premises shall constitute or work a merger of the respective interest, unless expressly 9. C:\MY DOcuMF?TS\wPDOCS\AGRN1T POST OFFiCE: GROUND LEASE.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^ Lease Agreement Post Office Ground Lease provided for. 1 5.7 Successors and Assigns. This Lease and the covenants and conditions contained herein shall be binding upon and inure to the benefit of and shall apply to the successors and assigns of Lessor and to the permitted successors and assigns of Le?see and all references in this Lease to Lessee" or Lessor" shall be deemed to refer to and include all permitted successors and assigns of such party. 1 5.8 Entire Agreement. This Lease contains the entire agreement of Lessor and Lessee with respect to the matters covered hereby, and no other agreement, statement of promise made by either Lessor or Lessee which is not contained herein, shall be valid or binding. No prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. No provision of this Lease may be amended or added to except by an agreement in writing signed by Lessor and Lessee. 1 5.9 Execution of Lease. No ODtion. The submission of this Lease to Lessee shall be for examination purposes only, and does not and shall not constitute a reservation of or option for Lessee to lease, or otherwise create any interest by Lessee in the Premises. Execution of this Lease by Lessee and return to Lessor shall not be binding upon Lessor notwithstanding any tie interval, until Lessor has in fa? executed and delivered this Lease to Lessee. 1 5.1 0 Cor?orate Authority. Each individual executing this Lease on behalf of a corporation, nonprofit corporation, partnership or other entity or organization, represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of said corporation, partnership, entity or organization and that this Lease is binding upon same in accordance with its terms. 15.11 Controlling Law. This Lease shall be governed by and construed in accordance with the federal law. 15.12 SDecific Performance. Nothing contained in this Lease shall be construed as or shall have the effect of abridging the right of either Lessor or Lessee to obtain specific performance of any and all of the covenants or obligations of the other party under this Lease. 1 5.13 Amendments. Attached hereto and made a part hereof are the United States Postal Service General Conditions to USPS Lease. The terms of this lease shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written instrument signed by the Agency or their successors in interest. 10 C\MY DOCUMFNTS\WPDOCS?GRMT POST OFFICE GROUND LEASEDOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease 15.l4Survival of Indemnities and Warranties. The obligations of the indemnifying party under each and every indemnification and hold harmless provision contained in this Lease shall survive the expiration or earlier termination of this Lease to and until the last to occur of a) the last date permitted by law for the bringing of any claim or action with respect to which indemnification may be claimed by the indemnified party against the indemnifying party under such provision or b) the date on which any claim or action for which indemnification may be claimed under such provision is fully and finally resolved, and, if applicable, any compromise thereof or judgment or award thereon is paid in full by the indemnifying party and the indemnified party is reimbursed by the indemnifying party for any amounts paid by the indemnified party n compromise thereof or upon judgment or award thereon and in defense of such action or claim, including reasonable attorneys' fees incurred. The representations, warranties, and covenants of the parties contained herein shall survive the termination of this Lease without regard to any investigation made by the parties. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above written. LESSOR: RON PERKINS, Chairman La Quinta Redevelopment Agency ATTEST: REGENIA HENSLEY, Deputy City Clerk La Quinta Redevelopment Agency APPROVED AS TO FORM: DAWN C. HONEYWELL, Agency Counsel La Quinta Redevelopment Agency LESSEE: UNITED STATES POSTAL SERVICE C:\MY DocuMF?TS\WPDOCS?GRN1T PO?T OFFICE GROUND LEASE DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02 d_^Lease Agreement Post Office Ground Lease By: Its: 12 C:\MY DOC?MFNTS\WPDOCS\AGRMT POST OFFICE G?OUND LEASF.DOC BIB] 11-19-1999-U01 03:54:14PM-U01 ADMIN-U01 CCRES-U02 99-U02 139-U02