HomeMy WebLinkAboutHuntington Beach Co. (Chevron) - 1996-09-16 (2)HJc7 CCU
Council/Agency Meeting Held: O
Deferred/Continued to:
Approved ❑ Conditionally Approved 0 Denied
City e4kigna e
Council Meeting Date: 2/6/06
Department Number: ED 05-36
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND ITY COUNCIL MEMBERS
SUBMITTED BY: PENEL�OPE GJLBRETH-GRAFT, ITY ADMINISTRATOR
PREPARED BY: DUANE OLSON, FIRE CHIEF
STANLEY SMALEWITZ, DI ECT R OF ECONOMIC
DEVELOPMENT
SUBJECT: APPROVE REVISED LEASE AG EEMENT FOR MILEY-KECK
TANK FARM AT 19081 HUNTINGTON STREET
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue: The City Council is requested to approve a ten-year lease agreement
with Tank Farm, LC for the use of real property located at 19081 Huntington Street for the
collection, storage, and shipping of crude oil produced by three City -owned oil wells.
Funding Source: Funding is included in the Fire Department Fire Prevention Leases
Account (10065201.70300).
Recommended Action: Motion to:
1. Approve the lease agreement by and between the City of Huntington Beach and Tank
Farm LC for the use of real property located at 19081 Huntington Street for the
collection, storage, and shipping of crude oil produced by three City -owned oil wells.
2. Authorize execution of the lease agreement by the Mayor and City Clerk.
Alternative Action(s): Do not approve the lease agreement and direct staff to pursue an
alternative location for the City's oil operations facility.
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REQUEST FOR ACTION •
MEETING DATE: 216106 DEPARTMENT ID NUMBERED 05-36
Analysis: The City has leased the Miley -Keck Tank Farm located at 19081 Huntington
Street since 1971 for the collection, storage, and shipping of unrefined oil from three oil wells
located on the Civic Center property.
The prior lease agreement with the Huntington Beach Company (Chevron USA) was
approved in 1998. This agreement provided for three successive five-year terms with a base
rent of $3,000 per month. During the term of this agreement, the property was sold to Tank
Farm, LC.
The new property owner, Tank Farm, LC, has negotiated the proposed lease with City staff
and will provide for two successive ten-year terms and raise the monthly base rent to $3,500
per month. The base rent will be increased every other year over the term of the lease by
75% of the Consumer Price Index, with an adjustment to reestablish the current fair market
rent at the ten-year lease extension period.
Staff recommends approval of the proposed lease agreement, which will allow the City to use
the Miley -Keck Tank Farm for oil operations for the next 20 years.
Environmental Status: Not applicable.
Attachment{s]:
1. Lease Agreement Between Tank Farm, LC and the City of Huntington
Beach for the real property located at 19081 Huntington Street.
Exhibit A - Legal Description
Exhibit B — Preliminary subsurface investigation findings (1996)
2. 1 Site Mao.
G:\Steve\Reai Estate\Tank Farm!ED 05-36 Approval of Revised Lease Agreement for Miley Keck Tank.doc -2-
1/23/2006 8:11 AM
Lease agreement between Tank Farm, LC, and the City of
Huntington Beach for the real property located at 19801
Huntington Street
ATTACHMENT
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LEASE AGREEMENT BETWEEN TANK FARM, LC AND
THE CITY OF HUNTINGTON BEACH
Ti-i[s AGREEMENT is made and entered into this-.6th-day of FQSru�ry 2006, by and
between T.A.\K FARM, LC (hereinafter called "LANDLORD") and THE CITY" OF HUNTINGTON
BEACH, a municipal corporation of the State of California (hereinafter referred to as "TENANT")
WITNESSETI-1:
1. LEASE SUMMARY
As used herein the following terms shall have the meanings set forth opposite them. Other
terms may be defined in other parts of this Lease.
PRE -VISES: A portion of that certain improved real property located in the City of
Huntington Beach. County of Orange, State of California, set forth in the legal description
and diagram attached hereto and incorporated herein as Exhibit "A" and more particularly
identified as a portion of the 19081 Huntington Street in the City of Huntington Beach, State
of California.
TER,V: The term of this Lease shall be for ten years from the date of COMMENCEMENT
TENANT shall have the option to extend the Lease for one ten-year term.
C011MENVEXIENT: October 1, 2004.
TER�1I1'.ITIOA': Notwithstanding the TERM, TENANT may terminate this Lease upon one
year written notice to LANDLORD. Further, notwithstanding the TERM, LANDLORD may
terminate the Lease at any time during the TERM hereof in the event that TENANT ceases to
engage in the PERMITTED USES for a continuous period of six (6) months. In the event that
the failure to engage in the PERMITTED USES is the result of the need to repair, replace or
improve wells, pipelines or other equipment necessary for the operation of the facilities,
LANDLORD shall toll termination for non -operation for a period of six months from the
initial date of non -operation if TENANT has commenced and diligently pursues the necessary
repairs, replacement or improvements required to operate the facilities within 10 days of
notice from LANDLORD. So long as TENANT is continuing to diligently pursue the
necessary repairs, replacement or improvements, in LANDLORD's sole judgment, the tolling
of LANDLORD's right to terminate shall be extended for two (2) additional six-month
LEASE AGREEMENT BETWEEN TANK FARNI. LC AND THE CITY OF HUNTINGTON BEACH
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periods. In no event shall the tolling of LANDLORD's non -operation termination rights
exceed eighteen (18) months from the original date of non -operation. LANDLORD may
exercise its right to terminate by providing TENANT with 10 days written notice of the
existence of the terminating condition.
BASE RE.VT: $3,500 (Three Thousand Five Hundred Dollars) per month, adjusted
annually on the anniversary of the commencement
TEAA NT'S SHARE 100%
PERMITTED USES: Oil Tank Farm for collection, storage, treatment and transportation
of unrefined oil.
SECURITY DEPOSIT: $6,000
LA-IVDLORD'S ADDRESS:
TE.V ANT'S ADDRESS
Tank Farm, LC
19081 Huntington Street
Huntington Beach, CA 92646
City of Huntington Beach
2000 ''fain Street
Huntington Beach, CA 92648
2. LEASE OF PREMISES; USES; ACCESS; TERMINATION CONDITION
LANDLORD hereby Leases the PREMISES to TENANT and TENANT hereby Leases the
PREMISES from LANDLORD, for the TERM and subject to the provisions herein. The PREMISES
shall be used only for the PERMITTED USES and for no other purpose whatsoever. TENANT's use
of the PREMISES, provided for herein, shall not interfere with the use, possession, or quiet
enjoyment of LANDLORD's property adjacent to the PREMISES. TENANT has inspected and
accepted property and improvements for the PERMITTED USES allowed herein. TENANT shall in
its use and enjoyment of the PREMISES observe and abide by, and shall require each of its
contractors, invitees and licensees to observe and abide by all laws, statutes, ordinances, rules and
regulations, any certificate of occupancy, and any recorded document affecting the PREMISES.
Neither TENANT nor any of its employees, invitees, or licensees shall permit any nuisance in, on
or about the PREMISES or commit or suffer to be committed any waste in, on or about the
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PREMISES. TENANT's use of the PREMISES shall not interfere with the use, possession, or quiet
enjoyment of LANDLORD's property.
TENANT's sole primary access to the PREMISES shall be from that property commonly
known as 19071 Huntington Street, Huntington Beach, California ("TENANT's Property"), which
property is immediately adjacent to the PREMISES. TENANT shall install a fence around the
perimeter of the PREMISES to prohibit access from the PREMISES to LANDLORD'S property
adjacent to the PREMISES; said fence to include a lockable gate allowing LANDLORD access to
the PREMISES from LANDLORD'S adjacent property. Further, TENANT hereby grants to
LANDLORD a right of entry through TENANT's Property for access to the PREMISES.
TENANT may have secondary access to the PREMISES from LANDLORD's property, if such
access is required by TENANT, or its contractors, invitees and licensees, to perform essential
maintenance, repair or replacement of the improvements on the PREMISES. Such access may be
granted by LANDLORD upon reasonable advance notice from TENANT. TENANT shall
indemnify and hold LANDLORD harmless from any and all liability that may arise from
TENANT's aforesaid access pursuant to the terms and provisions of the article herein entitled
"INDEMNIFICATION AND INSURANCE; SUBROGATION" to the same extent as if such liability or
damage had occurred on the PREMISES. TENANT's access provided for herein shall not
interfere with the use, possession, or quiet enjoyment of LANDLORD'S property.
TENANT may have utility access to the PREMISES from, or across, LANDLORD's property,
including TENANT's shipping pipeline, if such utility access is required by TENANT for the use of the
improvements on the PREMISES. Such utility access may be granted by LANDLORD upon reasonable
advance notice from TENANT. TENANT shall indemnify and hold LANDLORD harmless from any and
all liability that may arise from TENANT's aforesaid utility access pursuant to the terms and provisions
of the article herein entitled "INDEIMNIF] CATION AND 1NSUILANCE; SUBROGATION" to the same extent as
if such liability or damage had occurred on the PREMISES. TENANT's utility, access provided for herein
shall not interfere with the use, possession, or quiet enjoyment of LANDLORD's property.
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Upon TERtitINATION of this Lease, TENANT shall return the PREMISES and improvements
to the LANDLORD in the same condition as of the date the TENANT first took possession of the
PREMISES, normal wear and tear excepted.
3. IMPROVEMENTS
TENANT shall be solely responsible for operation, maintenance, repair and replacement as
necessary of all improvements presently existing or installed in the future on the PREMISES.
TENANT shall maintain all licenses and permits necessary to operate the improvements and
TENANT shall be solely responsible for compliance with said permits and licenses.
4. BASE RENT
TENANT shall pay the BASE RENT in advance, to the LANDLORD on the first day of the
term. BASE RENT shall be paid to LANDLORD, without deduction or offset, at the first of each
month or all at commencement, at the address hereinafter set forth, or to such other person or at
such other place as LANDLORD may from time to time designate in writing.
On the third anniversary of the COMMENCEMENT (October 1, 2006) and on alternate
anniversaries thereafter (October 1, 2008, October 1, 2010, et cetera) during the TERM
(Adjustment Date), BASE RENT shall be increased by seventy five percent (75%) of the increase,
if any, shown by the Consumer Price Index for All Urban Consumers U.S. City Average, All
Items (base years 1982-1984 = 100) (Index), published by the United States Department of
Labor, Bureau of Labor Statistics, for the month immediately preceding the Adjustment Date as
compared with the Index for the same month in the immediately preceding calendar year.
LANDLORD shall calculate the amount of this increase in BASE RENT after the United States
Department of Labor publishes the statistics on which the amount of the increase will be based.
LANDLORD shall give written notice of the amount of the increase, multiplied by the number of
installments of rent due under this Lease since the Adjustment Date. TENANT shall pay this
amount, together with the monthly rent next becoming due under this Lease, and shall thereafter
pay the monthly rent due under this Lease at this increased rate, which shall constitute BASE
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LEASE AGREEMENT BETWEEN TANK FARM, LC AND THE CITY OF HUNTINGTO'; BEACH
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RENT. LANDLORD's failure to make the required calculations promptly shall not be considered
a waiver of LANDLORD's rights to adjust the monthly rent due, nor shall it affect TENANT's
obligations to pay the increased BASE RENT. If the Index is changed so that the base year differs
from that in effect on the COMMENCEMENT, the Index shall be converted in accordance with
the conversion factor published by the United States Department of Labor, Bureau of Labor
Statistics. If the Index is discontinued or revised during the TERM, the government index or
computation with which it is replaced shall be used to obtain substantially the same result as if
the Index had not been discontinued or revised.
S. LATE CHARGES.
TENANT hereby acknowledges that late payment by TENANT to LANDLORD of rent and
other sums due hereunder will cause LANDLORD to incur costs not contemplated by this Lease,
the exact amount of which will be extremely difficult to ascertain. Such costs include, but are
not limited to processing and accounting charges and late charges which may be imposed on
LANDLORD by the terms of any mortgage or trust deed covering the PREMISES. Accordingly, if
any installment of rent or any other sum due from TENANT shall not be received by LANDLORD
or LANDLORD's designee within ten (10) days after such amount shall be due, TENANT shall
pay to LANDLORD a late charge equal to six percent (6%) of such overdue amount. The parties
hereby agree that such late charge represents a fair and reasonable estimate of the costs
LANDLORD will incur by reason of late payments by TENANT. Acceptance of such late charge
by LANDLORD shall in no event constitute a waiver of TENANT's default with respect to such
overdue amount, nor prevent LANDLORD from exercising any of the other rights and remedies
granted hereunder.
6. ALTERATIONS; REMOVAL OF IMPROVEMENTS
Throughout the TERM of this Lease, TENANT shall, at TENANT's sole expense, install, or
maintain, separate utility meters to be billed to TENANT for the improvements on the PREMISES.
Further, TENANT, at TENANT's sole expense, shall maintain the electrical shipping pump.
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TENANT shall be solely responsible for the utility charges for the improvements on the
PREMISES. Except as required by this Lease, TENANT shall not alter or improve the PREMISES,
or attach any fixtures or equipment thereto without LANDLORD's prior written consent Any
alterations or improvements to the PREMISES consented to by LANDLORD shall be made by
TENANT at TENANT's sole cost and expense. The contractor or person selected by TENANT to
make alterations or improvements must be approved in writing by LANDLORD prior to
commencement of any work. LANDLORD shall have the right to require that any such
contractor hired by TENANT shall, prior to commencing work, provide LANDLORD with a
performance bond and a labor and materials payment bond in the amount of the contract price for
the work naming LANDLORD and TENANT (and any other person designated by LANDLORD)
as co -obligees.
All alterations, additions, fixtures and improvements, made in or upon the PREMISES either
by TENANT or LANDLORD shall immediately become LANDLORD's property and, at the end of
the TERM hereof, shall, at LANDLORD's option, either (1) remain on the PREMISES without
compensation to TENANT, (2) be removed by LANDLORD for TENANT's account, or (3) be
removed by TENANT at TENANT's sole expense. The removal of the improvements shall
include the repair of any damage to the PREMISES caused by the removal of such improvements,
and shall include restoration and remediation of the land underlying and surrounding the
improvements to the same conditions that existed prior to TENANT's possession as reflected in
the PHASE I ENVIRONMENTAL SITE ASSESSMENT REPORT dated May 27, 1997 and the
ENVIRONMENTAL SITE ASSESS-MEN'r dated August 5, 1997 prepared for Chevron Land and
Development Company by Miller Brooks Environmental, Inc.. If LANDLORD elects to remove
the improvements for TENANT's account, TENANT shall reimburse LANDLORD for the cost of
removal (including a reasonable charge for LANDLORD's overhead) within ten (10) days after
receipt of a statement therefor.
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7. INDEMNIFICATION AND INSURANCE; SUBROGATION
(a) TENANT hereby waives all claims against LANDLORD for damage to any property
or injury, illness or death of any persons in, upon or about the PREMISES arising at any time
and from any cause whatsoever other than solely by reason of the negligence or willful act of
LANDLORD, its employees or contractors. TENANT shall protect and hold LANDLORD
harmless and defend LANDLORD against any and all claims or liability for any damage to
any property or injury, illness or death of any person: 1) occurring in or about the PREMISES
or any part thereof arising at any time and from any cause whatsoever other than solely by
reason of the negligence or willful act of LANDLORD, its employees or contractors, and 2)
occurring in or about any part of the PREMISES when such damage, injury, illness or death
shall have been caused in whole or in part by the act, neglect, omission or fault of TENANT,
its agents, servants, employees, contractors, invitees or licensees (including without
limitation, when such damage, injury, illness or death shall have been caused in part by
LANDLORD, its employees or contractors). The provisions of this paragraph shall survive the
termination of this Lease.
(b) TENANT shall, at its sole cost and expense, obtain and keep in force during the
TERM, fire and extended coverage insurance on TENANT's improvements, fixtures,
furnishings and equipment in and upon the PREMISES in an amount not less than one
hundred per cent (100%) of the full replacement cost (without deduction for depreciation)
thereof. All amounts received from the insurance specified in this subparagraph shall first be
applied to the payment of the cost of repair or replacement of any of TENANT's
improvements, fixtures, furnishings and equipment that were damaged or destroyed, or, if
this Lease terminates prior to such repair or replacement being made, paid over to
LANDLORD to the extent that the improvements or fixtures damaged or destroyed would
have become LANDLORD's property pursuant to the provisions of this Lease.
(c) TENANT shall, at its sole cost and expense, obtain and keep in force during the terms
hereof comprehensive, or commercial, general liability insurance (bodily injury and property
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LEASE AGREEMENT BETWEEN TANK FARM, LC AND THE CITY OF HUNTINGTON' BEACH
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damage), including contractual liability to cover liability assumed under this Lease, with a
limit of liability of not less than five million dollars (S5,000,000) per occurrence for injury to,
illness of, or death of persons or for damage to property occurring in, upon or about the
PREMISES. All such insurance shall insure the performance by TENANT of the indemnity
agreement set forth herein.
(d) City of Huntington Beach Self -Insurance. All or any portion of the coverages the
City of Huntington Beach, as the tenant hereunder, is required to maintain under this Lease
may be maintained under a program of tenant self-insurance or under policies that include
self -insured retentions or deductibles larger than those typically carried by similarly situated
tenants. The City of Huntington Beach shall advise LANDLORD of the self-insurance
program, self -insured retentions, or deductibles. LANDLORD shall not unreasonably
withhold consent to the self-insurance program, self -insured retentions, or deductibles. The
City of Huntington Beach shall provide reasonable assurances of the sufficiency of net worth
and net current assets upon demand by LANDLORD. LANDLORD's consent to self-insurance
by the Citv of Huntington Beach shall not be deemed to be consent to self-insurance by any
assignees or successors of the City of Huntington Beach.
(e) Except as provided for above with respect to self-insurance by the City of Huntington
Beach, all insurance required under this paragraph and all renewals thereof shall be issued by
such responsible companies qualified to do and doing business in the State of California as
may be approved by LANDLORD. Each policy shall expressly provide that the policy shall
not be cancelled or altered without thirty (30) days prior written notice to LANDLORD. All
insurance under this paragraph shall name Tank Farm, LC, and its affiliates, as additional
insureds, shall be primary and non-contributing with any insurance which may be carried by
LANDLORD, and shall expressly provide that LANDLORD, although named as an insured,
shall nevertheless be entitled to recover against TENANT under the policy for any loss, injury
or damage to or suffered by LANDLORD, its employees and contractors, and shall contain a
standard "cross liability" or "Severability of interest" clause. Upon the issuance thereof, each
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such policy or a duplicate or certificate thereof shall be delivered to LANDLORD for its
retention. In the event that TENANT shall fail to insure or shall fail to furnish to LANDLORD
upon notice to do so, any such policy, duplicate policy or certificate as herein required,
LANDLORD may from time to time effect such insurance for the benefit of TENANT or
LANDLORD or both of them for a period not exceeding one year, and any premium paid by
LANDLORD shall be recoverable from TENANT as additional rent on demand. The term
"affiliates" means any entity (including an individual) that controls, is controlled by, or is
under common control with a party hereto and an entity shall be deemed to control another if
it owns, directly or indirectly, more than fifty percent (50%) of the voting or equity interest in
such other.
(f) TENANT waives on behalf of its insurers all policies of fire, theft, public liability,
workers compensation and other insurance now or hereafter existing during the TERM hereof
and purchased by its insuring or covering the PREMISES, or any portion or any contents
thereof, or any operations therein, all rights of subrogation which any insurer might
otherwise have to any claims of TENANT against LANDLORD. LANDLORD waives on
behalf of its insurers under all policies of fire, theft, public liability, workers compensation
and other insurance now or hereafter existing during the TERM hereof and purchased by its
insuring or covering the PREMISES or any portion thereof, or any operations therein, all
rights of subrogation which any insurer might otherwise have to any claims of LANDLORD
against TENANT in excess of the limits of any insurance. TENANT is required to carry
pursuant to this paragraph, LANDLORD and TENANT shall each, prior to or immediately
after the execution of this Lease, procure from each of the insurers under all policies of fire,
theft, public liability, workers compensation and other insurance now or hereafter existing
during the terms hereof and purchased by either of them insuring or covering the PREMISES,
or any portion thereof, or any operations therein, a waiver of all rights of subrogation which
the insurers might otherwise have as against the other, to the extent required by this
subparagraph. This subparagraph shall not be construed to require LANDLORD or TENANT
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to obtain any insurance coverage not otherwise required by this Lease nor to waive any rights
of recovery that either LANDLORD or TENANT may have directly against the other to the
extent that any loss or damage giving rise to any such right of recovery is not actually
covered by insurance.
8. ASSIGNMENT AND SUBLETTING
TENANT shall not, without the prior written consent of LANDLORD, which consent shall not be
unreasonably withheld, assign or hypothecate this Lease or any interest herein or sublet the
PREMISES or any part thereof, or permit the use or occupancy of the PREMISES by any person
other than TENANT or its employees, invitees or licensees. LANDLORD hereby reserves the
right to condition any such approval upon LANDLORD's determination that the proposed
assignee is financially responsible as a TENANT and that the proposed assignee is likely to
conduct a business on the PREMISES of a type and quality substantially equal to that conducted
by TENANT. Unless LANDLORD is endeavoring to exercise a remedy under section 1951.4 of
the California Civil Code or any successor statute (to the extent LANDLORD is obligated to
permit an assignment of the PREMISES thereunder), any proposed assignee shall only be entitled
to engage in the same use of the PREMISES as set forth in Article I above. In no event shall any
such TENANT be entitled to engage in any other use. LANDLORD reserves the right to transfer
the PREMISES and assign this Lease to the new owner.
9. LANDLORD'S RIGHT OF ENTRY
LANDLORD may enter the PREMISES at any reasonable time to 1) inspect the PREMISES; 2)
exhibit the PREMISES to prospective purchasers, lenders or TEtiANT's; 3) determine whether
TENANT is complying with all its obligations hereunder, 4) repair, alter or otherwise prepare the
PREMISES for reoccupancy if TENANT vacates the PREMISES prior to the expiration of the
TERM, and 5) take any other measures, including inspections, repairs, alterations, additions and
improvements to the PREMISES as may be necessary or desirable for the safety, protection or
preservation of the PREMISES. Any such entry shall be for a reasonable period only and, if
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TENANT has not vacated the PREMISES, cause as little interference to TENANT as reasonably
possible. TENANT hereby waives any claim for damages for any injury or inconvenience to or
interference with TENANT's business, any loss of occupancy or quiet enjoyment of the
PREMISES or any other loss occasioned by such entry. LANDLORD shall at aft times have the
right to use any and all means that LANDLORD may deem proper in an emergency in order to
obtain entry to the PREMISES. Any entry to the PREMISES obtained by LANDLORD by any of
said means, or otherwise, shall not under any circumstances be construed or deemed to be a
forcible or unlawful entry into a detainer of the PREMISES or an eviction, actual or constructive,
of TENANT from the PREMISES, or any portion thereof.
10. LIENS
TENANT shall keep the PREMISES free from any liens arising out of any work performed,
material furnished or obligations incurred by TENANT. LANDLORD shall have the right to post
and keep on the PREMISES any notices that may be provided by law or which LANDLORD may
deem to be proper for protection from such liens, or to take any other action necessary to remove
or discharge liens or encumbrances at the sole expense of TENANT.
11. EVENTS OF DEFAULT
The occurrence of any one or more of the following events ("Event of Default") shall
constitute a breach of this Lease by TENANT:
(a) If TENANT shall fail to pay any rent, or additional rent, or any other sums or charges
payable by TENANT hereunder, when and as the same becomes due and payable; or
(b) If TENANT interferes with the use, possession, or quiet enjoyment of LANDLORD's
property adjacent to the PREMISES and LANDLORD is prevented from using, and does not use, all
or part of LANDLORD's property adjacent to the PREMISES as a result of TENANT's interference
and if this interference continues for either three (3) consecutive business days after TENANT's
receipt of notice from LANDLORD describing the nature of the interference or ten (10) business
days in any twelve-month (12-montli) period after TENANT's receipt of such notice; or
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(c) If TENANT shall make a general assignment for the benefit of creditors, or shall
admit in writing its inability to pay its debts as they become due, or shall file a petition in
bankruptcy or shall be adjudicated a bankrupt or insolvent; or
(d) If this Lease or any estate of TENANT hereunder shall be levied upon under any
attachment or execution and such attachment or execution is not vacated within ten (10)
days; or
(e) If TENANT shall abandon the PREMISES.
12. REMEDIES.
In the event of any such default or breach by TENANT, LANDLORD may at any time
thereafter, with or without notice or demand and without limiting LANDLORD in the exercise of
any right or remedy which LANDLORD may have reason of such default or breach:
(a) Terminate TENANT's right to possession of the PREMISES by any lawful means, in
which case this Lease shall terminate and TENANT shall immediately surrender possession the
PREMISES to LANDLORD. In such event LANDLORD shall be entitled to recover from
TENANT all damages incurred by LANDLORD by reason of TEtiANT'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 attorneys' fees and
any real estate commission actually paid; and the worth at the time of award by the court having
jurisdiction thereof of (i) the unpaid rent and other charges and adjustments called for under the
Lease which had been earned at the time of TERMINATION, (ii) the amount by which the
unpaid rent and other charges and adjustments called for under the Lease which would have
been earned after TERMINATION until the time of award exceeds the amount of such rental loss
for the same period which the TENANT proves could have been reasonably avoided, and (iii) the
amount by which the unpaid rent and other charges and adjustments called for under the Lease
for the balance of the TERM after the time of such award exceeds the amount of such rental loss
for the same period that TENANT proves could be reasonably avoided, and (iv) any and all costs
incurred by LANDLORD for the taking of an inventory of, removal of and/or storage of any and
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all property left in, upon or about the PREMISES by TENANT, following TENANT's
abandonment, vacating or othenvise surrendering of PREMISES. The worth at the time of award
of the sums referred to in clauses (i) and (ii) above, shall be computed by allowing interest from
the due date at the highest legal rate attainable. The worth at the time of award of the amount
referred to in clause (ill) above, shall be computed by discounting such amount at the discount
rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%).
As used herein rent shall include charges equivalent to rent.
(b) Maintain TENANT's right to possession, in which case this Lease shall continue in
effect whether or not TENANT shall have abandoned the PREMISES. In such event
LANDLORD shall be entitled to enforce all of LANDLORD's rights and remedies under this
Lease, including the right to recover the rent and any other charges and adjustments as it
becomes due hereunder.
(c) Pursue any other remedy now or hereafter available to LANDLORD under the laws or
judicial decisions of the state of California, and recover as damage the value of any free or
partial rent or other Lease concessions which may have been granted to TENANT hereunder
prior to any such default. Notwithstanding the foregoing, LANDLORD shall not be liable for
nor required to credit post judgment replacement Lease rental income against prejudgment
rental loss or other monetary damage sustained by LANDLORD as a result of any such
default on part of TENANT hereunder and TENANT hereby waives any right TENANT may
have to so apply such replacement Lease rental credit, if applicable.
13. ATTORNEY FEES
If TENANT, the City of Huntington Beach, assigns its rights under this lease to any third party, or is
succeeded by any third party under operation of law, the following attorneys fees provision shall be
applicable to the parties to this lease thereafter: In the event suit is brought by LANDLORD or
TENANT to enforce the terms and provisions of this agreement or to secure the performance hereof, the
prevailing party shall be entitled to attorney's fees and costs of suit from the other party.
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14. ABANDONMENT
If TENANT shall abandon or surrender the PREMISES, or be dispossessed by process of law
or otherwise, any personal property belonging to TENANT and left on the PREMISES shall be
deemed to be abandoned, and, at the option of LANDLORD, LANDLORD may sell or otherwise
dispose of such personal property in any commercially reasonable manner.
15. HAZARDOUS MATERIALS
(a) TENANT shall not (either with or without negligence) cause or permit the escape,
disposal or release of any biologically or chemically active or other hazardous substances, or
materials in or about the PREMISES or the property of which the PREMISES are a part.
TENANT shall not allow the storage or use of such substances or materials in any manner not
sanctioned by law or by the highest standards prevailing in the industry for the storage and
use of such substances or materials, nor allow to be brought in or on the PREMISES or the
property of which the PREMISES are a part any such materials or substances except to use in
the ordinary course of TENANT's business, and then only after written notice is given to
LANDLORD of the identity of such substances or materials. Without limitation, hazardous
substances and materials shall mean any substance which is toxic, ignitable, reactive, or
corrosive and which is regulated, now, or in the future, by any local government, the State of
California, or the United States Government, and shall include those described in the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
amended, 42 U.S.C. Section 9601 et seq., the Resource Conservation and Recovery Act, as
amended, 42 U.S.C. Section 6901 et seq., any applicable state or local laws and the
regulations adopted under these acts. TENANT shall also comply with the Safe Drinking
Water and Toxic Enforcement Act of 1986 (Health & Safety Code Section 25249.5 et. seq.),
and shall provide notice and warning to all persons required under such law to be notified
andior warned of the existence of any chemicals known to cause cancer or reproductive
toxicity, and which chemicals shall also be included within the definition of Hazardous
Materials herein set forth.
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(b) If any lender or governmental agency shall ever require testing to ascertain whether or
not there has been any release of hazardous materials, then the reasonable costs thereof shall be
reimbursed to LANDLORD from TENANT upon demand as additional charges if such
requirement applies to the PREMISES. TENANT shall execute affidavits, representations and the
like from time to time at LANDLORD's request concerning TENANT's best knowledge and belief
regarding the presence of hazardous substances or materials on the PREMISES. In addition,
TENANT shall undertake to comply with any and all applicable laws, statutes, and ordinances,
concerning hazardous substances and materials to which TENANT, in the course of its business in
the PREMISES, is subject, and TENANT hereby agrees to cooperate with LANDLORD as may be
required by LANDLORD's undertaking to similarly comply. In all events, TENANT shall
indemnify and hold LANDLORD harmless from all liability, claims, penalties, fines, judgments,
costs, losses, damages and expenses of any kind, including, without limitation, cleanup costs, a
decrease in value of the PREMISES, damages due to loss or restriction of rentable or usable
space, or any damages due to adverse impact on marketing of LANDLORD's property, and any
and all sums paid for settlement of claims, consultant fees, expert fees, and reasonable attorney's
fees incurred by LANDLORD as a result of TENANT's breach regarding hazardous materials on
or about the PREMISES occurring while TENANT is in possession, or elsewhere if caused by
TENANT or persons acting under TENANT, This indemnification includes, without limitation,
any and all costs incurred due to any investigation of the site or any cleanup, removal or
restoration mandated for a federal, state or local agency or political subdivision. Without
limitation to the foregoing, if TENANT causes or permits the presence of any hazardous
substance on the PREMISES and such results in contamination, TENANT shall promptly, at its
sole expense, take any and all necessary actions to return the PREMISES to the condition existing
prior to the presence of any hazardous substance on the PREMISES. TENANT shall first obtain
LANDLORD's approval for any such remedial action. The within covenants shall survive the
expiration or earlier TERMINATION of the Lease TERM.
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(c) TENANT hereby acknowledges that prior to executing this Lease, LANDLORD has
disclosed to TENANT, and TENANT has had an opportunity to review, information and
reports that LANDLORD has in its actual possession concerning the presence, or non -
presence, of hazardous materials or substances on the PREMISES. TENANT further hereby
acknowledges that its execution of this Lease shall be deemed as TENANT's acceptance of
the aforementioned information and reports disclosed to it by LANDLORD.
16. OIL -RELATED HAZARDOUS MATERIALS AND OIL CONTAMINATION
(a) TENANT shall not cause or permit any oil -related hazardous material to be brought upon, kept
or used in or about the PREMISES by TENANNT, its agents, employees, contractors or invitees, without
the prior written consent of LANDLORD. If TENANT breaches the obligations stated in the preceding
sentence, or if the presence of any oil -related hazardous material on the PREMISES caused or permitted
by TENANT results in contamination of the PREMISES, or if contamination of the PREMISES by any
oil -related hazardous material othenvise occurs for which TENANT is legally liable to the LANDLORD
for damage resulting therefrom, then TENANT shall indemnify, hold LANDLORD harmless, and defend
LANDLORD (with counsel reasonably acceptable to LANDLORD) from any and all claims, judgments,
damages, penalties, fines, costs, liabilities or losses which arise during or after the Lease TERM as a
result of such contamination. This indemnification includes, without limitation, any and all costs
incurred due to any investigation of the site or any cleanup, removal or restoration mandated for a
federal, state or local agency or political subdivision. Without limitation to the foregoing, if TENANT
causes or permits the presence of any hazardous substance on the PREMISES and such results in
contamination, TENANT shall promptly, at its sole expense, take any and all necessary actions to return
the PREMISES to the condition existing prior to the presence of any hazardous substance on the
PREMISES. TENANT shall first obtain LANDLORD's approval for any such remedial action. The
within covenants shall survive the expiration or earlier TERrMINATION of the Lease TERM.
(b) TENANT shall be using the PREMISES for the collection, Storage, treatment and transportation
of unrefined oil, which may not be considered a Hazardous Material as defined above. TENANT shall
indemnify, hold LANDLORD harmless, and defend LANDLORD (with counsel reasonably acceptable
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to LANDLORD) from any an all claims, judgments, damages, penalties, fines, costs, liabilities or losses
which arise during or after the Lease TERM as result of any contamination resulting from or associated
with the collection, storage, treatment and transportation of oil and/or separated water.
(c) Notwithstanding the foregoing, in the event that remediation for the contamination disclosed in
that certain draft report prepared by Geo Remediation, Inc., dated March 26, 1996 (the "Report") is
required by an agency of competent jurisdiction, LANDLORD shall be responsible for such remediation.
A copy of the Report is attached hereto as Exhibit "B" and incorporated herein by this reference.
17. WAIVER
The waiver by LANDLORD or TENANT of any breach of any agreement, covenant, condition
or provision herein contained shall not be deemed to be a waiver of any subsequent breach of the
same or any other agreement, covenant, condition or provision herein contained, nor shall any
custom or practice which may grow up between LANDLORD and TENANT in the administration
of this Lease be construed to waive or to lessen the right of LANDLORD or TENANT to insist
upon the performance by LANDLORD or TENANT in strict accordance with this Lease. The
subsequent acceptance of rent hereunder by LANDLORD or the payment of rent by TENANT
shall not he deemed to be a waiver of any preceding breach by LANDLORD or TENANT of any
agreement, covenant, condition or provision of this Lease, other than the failure of TENANT to
pay the particular rent so accepted, regardless of LANDLORD's or TENANT's knowledge of such
preceding breach at the time of acceptance or payment of such rent.
18. NOTICES
All notices and demand which may or are required to be given by either LANDLORD or
TENANT to the other hereunder shall be deemed to have been fully given which made in writing
and deposited in the Untied States mail, certified or registered, postage prepaid, and addressed as
follows. to TENANT at TENANT's address, or to such other place as TENANT may from time to
time designate in a notice to LANDLORD, or delivered to TENANT at the PREMISES; to
LANDLORD at LANTDLORD's address, or to such other place as LANDLORD may from time to
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time designated in a notice to TENANT. TENANT hereby appoints as its agent to receive the
service of all dispossessory or distant proceedings and notices thereunder the person in charge of
or occupying the PREMISES at the time and if no person shall be in charge of or occupying the
PREMISES, then such service may be made by attaching the service on the main entrance of the
PREMISES.
19. HOLDING OVER.
Should TENANT hold over after the TERMINATION of this Lease without the consent of
LANDLORD, until such time as TENANT shall surrender possession of the PREMISES to
LANDLORD, TENANT shall be obligated to reimburse LANDLORD for the fair market rental
value of the PREMISES.
20. REAL ESTATE BROKERS
TENANT warrants and represents that TENANT has not authorized or employed, or acted by
implication to authorize or to employ, any real estate broker or agent to act for TENANT in
connection with this Lease. TENANT shall hold LANDLORD harmless from and indemnify and
defend LANDLORD against any and all claims by any real estate broker, agent or any other
person, other than the Broker, for any commission, finder's fee or other compensation as a result
of TEtiANT's entering into this Lease.
21. OPTION TO EXTEND
(a) Grant of Option. LANDLORD hereby grants to TENANT the option to extend the
TERM of this Lease for one (1) additional ten (10) year period (the "Extension Option"). The
option granted herein is personal to TENANT and may not be assigned by TENANT. The
extension period (the "Option Period") shall begin on ' the day after the originally fixed
expiration date of the original term of the Lease, or the day after expiration date of the initial
option period, as applicable, however:
(1) TENNANT shall have no right to exercise the Extension Option during the period
commencing with the giving of any proper Notice of Default and continuing until the
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noticed Default is cured or has commenced to be cured,
(2) TENANT shall not have a right to commence the term of the Extension Option if-
(i) TENANT has failed to pay LANDLORD any monetary obligation of TENANT owing
under the Lease for a period of thirty (30) calendar days after such obligation becomes
due and which said obligation is still unpaid at the commencement of the term of the
Extension Option; or (ii) if TENANT has received: at least five (5) total Notices of
Default of a non -monetary or monetary nature; or at least three (3) total Notices of
Default of a monetary nature, from LANDLORD prior to TENANT's exercise of the
Extension Option, whether or not such defaults have been previously cured by TENANT;
(LANDLORD shall waive the requirements of this subsection so long as the TENANT is
the City of Huntington Beach.)
(3) TENANT shall exercise the Extension Option in writing to LANDLORD no earlier
than twelve (12) months and no later than six (6) months prior to the Expiration Date of
the original term.
(b) Tends o/' Option. All the terms and conditions of this Lease, except where
specifically modified by this Article shall apply.
(c) Rent During Option Period.
(1) The BASE RENT for the term of the Option Period shall be the "Fair Market
Rental Value" of the PREMISES, based upon their highest and best use at the time of
valuation, but shall in no event be less than the adjusted rent being paid during the month
prior to the effective date of the Option Period
(2) The phrase "Fair Market Rental Value" shall mean the annual amount that a
willing TENANT would pay and a willing LANDLORD would accept at arm's length for a
similar property, regardless of the actual use. The Fair Market Rental Value may also
designate periodic rental increases and similar economic adjustments. The Fair Market
Rental Value shall be the adjusted Rent in effect as of the beginning of the Option Period,
even though the determination may be made in advance of that date, and the parties may
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use recent trends in rental rates in determining the proper Fair Market Value as of the
beginning of the option period.
(3) If TENANT exercises the Extension Option, LANDLORD shall determine the Fair
Market Rental Value by using its good -faith judgment. LANDLORD shall provide TENANT
with written notice of such amount and the actual new rental rate within thirty (30) calendar
days after TENANT exercises the Extension Option. TENANT shall have fifteen (15)
calendar days ("TENANT's Review Period") after receipt of LANDLORD's notice of the new
rental within which to accept such rental. In the event TENANT fails to accept in writing
such rental proposal by LANDLORD, then such proposal shall be deemed rejected, and
LANDLORD and TENANT shall attempt to agree upon such Fair :Market Rental Value, using
their best good -faith efforts. If LANDLORD and TENANT fail to reach agreement within
fifteen (15) calendar days following TENANT's Review Period ("Outside Agreement Date"),
then each party shall place in a separate sealed envelope its final proposal as to the Fair
Market Rental Value, and such determination shall be submitted to arbitration in accordance
with subsections (1) through (5) below. In the event that LANDLORD fails to timely generate
the initial notice of LANDLORD's opinion of the Fair Market Rental Value, then TENANT
may commence such negotiations by providing the initial notice, in which event LANDLORD
shall have fifteen (I5) calendar days ("LANDLORD's Review Period") after receipt of
TENANT's notice of the new rental within which to accept such rental. In the event
LANDLORD fails to accept in writing such rental proposed by TENANT, then such proposal
shall be deemed rejected, and LANDLORD and TENANT shall attempt in good faith to agree
upon such Fair Market Rental Value, using their best good -faith efforts. If LANDLORD and
TENANT fail to reach agreement within fifteen (15) calendar days following LANDLORD's
Review Period (which shall be, in such event, the "Outside Agreement Date" in lieu of the
above definition of such date), then each party shall place in a separate sealed envelope their
final proposal as to Fair Market Rental Value, and such determination shall be submitted to
arbitration, as provided below.
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(d) Arbitration of Disputes.
(1) LANDLORD and TENANT shall meet with each other within five (5) business
days after the outside agreement date and exchange their sealed envelopes and then open
such envelopes in each other's presence. If LANDLORD and TENANT do not mutually
agree upon the Fair Market Rental Value within one (1) business day of the exchange and
opening of envelopes, then, within ten (10) business days of the exchange and opening of
envelopes, LANDLORD and TENANT shall agree upon and jointly appoint a single
arbitrator who shall by profession be a real estate broker or agent who shall have been
active over the five (5) year period ending on the date of such appointment in the leasing
of property similar to the PREMISES in the geographical area of the PREMISES. Neither
LANDLORD nor TENANT shall consult with such broker or agent as to his or her opinion
as to the Fair Market Rental Value prior to the appointment. The determination of the
Arbitrator shall be limited solely to the issue of whether LANDLORD's or TENANT's
submitted Fair Market Rental Value for the PREMISES is the closest to the actual Fair
Market Rental Value for the PREMISES as determined by the Arbitrator, taking into
account the requirements for determining fair market rental value set forth herein. Such
Arbitrator may hold such hearings and require such briefs as the Arbitrator, in his or her
sole discretion, determines is necessary. In addition, LANDLORD or TENANT may
submit to the arbitrator (with a copy to the other party) within five (5) business days after
the appointment of the Arbitrator any market data and additional information such party
deems relevant to the determination of the Fair Market Rental Value ("FMRV Data"),
and the other party may submit a reply in writing within five (5) business days after
receipt of such FMRV Data.
(2) The Arbitrator shall, within thirty (30) days of his or her appointment, reach a
decision as to whether the parties shall use LANDLORD's or TENANT's submitted Fair
Markel Rental Value and shall notify LANDLORD and TENANT of such determination.
(3) The decision of the Arbitrator shall be final and binding upon LANDLORD and TENANT.
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(4) If LANDLORD and TENANT fail to agree upon and appoint an arbitrator, then the
appointment of the arbitrator shall be made by the presiding judge of the Orange County
Superior Court, or, if he or she refuses to act, by any judge having jurisdiction over the
Parties.
(5) The cost of the arbitration shall be paid by the losing party. The prevailing party
shall also be entitled to an award of its reasonable attorneys fees.
(6) Notice: By initialing in the space below you are agreeing to have any dispute
arising out of the matters included in the "Arbitration of Disputes" provision in this
article decided by neutral arbitration as provided by California law and you are giving up
any rights you might possess to have the dispute litigated in a court or jury trial. By
initialing in the space below you are giving up your judicial rights to discovery and
appeal, unless those rights are specifically included in the "Arbitration of Disputes"
provision. If you refuse to submit to arbitration after agreeing to this provision, you may
be compelled to arbitrate under the authority of the California Code of Civil Procedure.
Your agreement to this arbitration provision is voluntary.
(7) We have read and understand the foregoing and agree to submit disputes arising
out of the matters included in the "Arbitration of Disputes" provision to neutral
arbitration.
wl'�
(LAND ORD initials)
(TENANT initials)
(e) Seew-ily Deposit. Upon the commencement of the first month of the Option Period,
TENANT shall deposit with LANDLORD such funds as may be necessary to increase
TENANT's Security Deposit to an amount equal to the new monthly BASE RENT.
22. GENERAL PROVISIONS
(a) If there be more than one person or entity constituting the TENANT, the obligations
hereunder imposed upon TENANT shall be joint and several.
(b) Time is of the essence of this Lease and each and all of its provisions.
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(c) The agreements, covenants, conditions and provisions herein contained shall, subject
to the provisions as to assignment, apply to and bind the heirs, executors, administrators,
successors and assigns of the parties hereto.
(d) This Agreement sets forth the entire agreement between the parties with regard to the
subject matter hereof. All agreements, covenants, representations, and warranties, express
and implied, oral and written, of the parties with regard to the subject matter hereof are
contained herein, in the Exhibits hereto, and the documents referred to herein or
implementing the provisions hereof. Except as may be expressly confirmed herein, no other
agreements, covenants, representations, or warranties, express or implied, oral or written,
have been made by either party to the other with respect to the subject matter of this
Agreement. All prior and contemporaneous conversations, negotiations, possible and alleged
agreements and representations, covenants, and warranties with respect to the subject matter
hereof are waived, merged herein and superseded hereby. This is an integrated agreement.
(e) This Agreement can be amended only by a written agreement executed by both
parties. No breach of any provision hereof may be waived unless in writing signed by both
of the parties hereto. Waiver of the breach of any one provision hereof shall not be deemed a
waiver of any other breach of the same provision or the breach of any other provision hereof.
(t) In the event that any covenant, condition, or other provision contained herein is held
to be invalid, void, or illegal by any court of competent jurisdiction, the same shall be
deemed severable from the remainder of this Agreement and shall in no way affect, impair,
or invalidate any other covenant, condition, or other provision shall be deemed invalid due to
its scope or breadth, such covenant, condition or other provision shall be deemed valid to the
extent of the scope or breadth permitted by law.
(g) Paragraph titles or captions contained herein are inserted as a matter of convenience
and for reference, and in no way define, limit, extend, or describe the scope of this
Agreement or any provision hereof.
(h) No provision of this Agreement is to be interpreted for or against either party because
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that party or that party's legal representative drafted such provision.
(i) Whenever the singular number is used herein and when required by the context, the
same shall include the plural, and the masculine, feminine, and neuter genders shall each
include the others, and the word "person" shall include corporation, firm, partnership, joint
venture, trust or estate.
0) This Agreement may be executed in two or more counterparts, each of which shall be
an original, but all of which shall constitute one and the same instrument.
(k) This Agreement shall be governed by, construed, and enforced in accordance with
the internal laws of the State of California, applied to contracts made in California by
California domiciliaries to be wholly performed in California.
IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed by and
through their authorized offices the day, month and year first above written.
TANK FARM, LC, LANDLORD
By: William Ellis
REVIEWED AND APPROVED:
7L Lute I
0ity Administrator
CITY OF HUNTINGTON BEACH, a
municipal corporation of the State of
California, TENANT
Mayor
ATTEST:
Q"�q 0�-
Cit lerk W,0/619?�
APPROVED AS TO FORM:
1t Attornet,
. y
INITIATED Ati'D APPROVED:
Fire Chief
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EXHIBIT "A" TO THAT CERTAIN
LEASE AGREEMENT BETWEEN TANK FARM, LC AND
THE CITY OF HUNTINGTON BEACH
The premises leased to the TENANT consists of a portion of improved real property
located in the City of Huntington Beach, County of Orange, State of California. The
entire parcel of improved real property is commonly known as a 19081 Huntington
Street, Huntington Beach, California, and is more particularly described as Parcel I of
Parcel Map 82-575 recorded in Book 177 at Page 26 of Maps in the office of the Orange
County Recorder.
The leased portion of said real property is depicted in the diagram below, and it is
designated as the lightly shaded portion of the parcel. The leased portion is that portion
of the parcel containing four tanks enclosed by the immediately adjacent chain -link
fencing.
L�i�l1�I�W��11
G. GeoRe diation Inc.
March 26, 1996
City Of Huntington Beach Fire Department
2000 Main Street
Huntington Beach, California 92649
Attn: Captain T. Greaves
Subject: Preliminary subsurface investigation of a
portion of Miley Keck Oil Storage Tank Farm,
located at 19081 Huntington Street, Huntington
Beach, California.
Gentlemen:
INTRODUCTI"011
Mel Wright, consulting Geologist and GeoRemediation, Inc.
(M.W./GRI) have conducted the subject Preliminary Subsurface
investigation of Chevron Gil Company's Miley Keck oil Storage Tank
Farm facility. It is our understanding that the City of Huntington
Beach is in the process of determining if it is prudent at this
time to lease and or purchase the subject facility for ongoing and
future oil production handling. The facility was historically used
for well production from. the City's wells and Chevron's wells.
Chevron is in the process of vacating all of their local oil
production. Thus the City is faced with the decision to replace or
acquire the subject facility to continue their current production.
Pursuant to this pending transaction, MW/GRI developed and
conducted a prelininary investigation to determine the .current
environmental (petrochemical) conditions beneath the facility.
The pending --ransaction involves the entire facility, which
consists of the tank farm, processing equipment and supply and
shipping lines. Note that this excludes the building at the front
of the site. This investigation however, has only addressed the
portion of the site which includes the area adjacent to the
pipeline which transports the City's oil. Figure 1 - Site Location
Map, a photocopy of a D.O.G. oil field well location map shows the
general location relative to streets and also identifies the "Study
Area". Figure 2 - Site Map shows specific details of the Study
Area including boring locations.
SCOPE OF WDRK
The job entailed investigating the sub surface area directly below
the oil delivery pipeline. The investigation consisted of the
EXHIBIT B
March 27, 1996
Page 2
excavation of six hand auger borings, four directional (angled) and
two vertical (see Figure 2). Chevron prohibited the coring of the
concrete pad which covers the pipeline on their property to
minimize future maintenance problems. Thus, access to the soils
adjacent and beneath the pipeline was acquired from the City's
property to the north (the City Water Department reservoir
facility). specific details of the borings are presented on the
attached boring logs.
FINDINGS
o Two borings showed no indication of subsurface
petrochemical contamination.
a One boring, B--3, showed a 1/4 inch thick, desiccated and
weathered oil/tar substance at a depth of approximately
3 feet. This is very likely to be at the contact between
native soil and a relatively thin layer of engineered
soil (fill) , preparatory to the placement of the existing
concrete paving and tank site. And the tar represented
a minor spill on and at the previously existing native
contact. The borings on either side, did not exhibit tar
particles.
0 one boring, B-r, which was excavated within the bermed
area around four (4) aboveground oil storage tanks,
showed strong indications of oil saturation. This
boring was terminated at a depth of approximately 2 feet
due to soil conditions.
0 one boring, B-1, showed strong indications of oil
staining at the ground surface. This boring is located
directly adjacent to an abandoned oil shipping pipeline
flange. This boring was terminated at approximately 2.5
feet below ground surface due to the interception of an
apparent concrete structure.
a One boring, B--5, showed slight indications of hydrocarbon
contamination in a relatively thin band of soil four feet
below ground surface and directly beneath the City's
pipeline. A representative soil sample of this
observation was submitted for analysis to Del Mar
Analytical in Irvine, California. The sample was
analyzed using EPA Method 8240 for volatile organic
compounds (VOC) . The only VOC found in the sample was
Acetone at a concentration of 58 ug/Kg (ppb). This
could be the result of local spillage of a chemical
process such as equipment cleaning. The concentrations
found on the- sample are relatively low and if
0 0
March 26, 1996
Page 3
representative of the contaminated area, are below any
regulated action level concentrations. However,
additional investigations would be necessary to establish
whether the sample analyzed is representative of the
contaminated area.
CONCLUSIONS
o Based on the findings of this investigation, subsurface
contamination exists at the subject site, apparently the
result of oil production and handling activities. Field
indications show evidence that contamination is the
result of apparent spillage and is unlikely to be
pipeline leakage in the study area.
o No evidence of oil refuse, i.e. sumps or dumps, were
noted in the borings.
a Relatively limited evidence of Acetone was found by this
investigation. Prior to any real estate transaction
regarding this site, this issue should be further
addressed.
o In the future, prior to the completion of a real estate
transaction, as circumstances permit, an investigation
similar in scope to this investigation, should be
conducted on the remainder of the subject site.
LIMITATIONS
This Environmental investigation was conducted using a degree of
care and skill ordinarily exercised, under similar circumstances,
by reputable Sails Engineers, Geologists, and Environmental
Scientists practicing in this or similar localities. No other
warranty, expressed or implied, is made as to the conclusions and
professional advise included in this document.
The opportunity to he of service is appreciated. If you have any
questions, please
Very Truly Yours
GeoRe�nediation, Inca �
C!�
Gary T. Carlin
Presid nt, R.E.A. 3403
Cc
1544
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2859 A. it,, dame. CA 92714 (7141 261.1022 FAX t7141261-121
f'.- Del MarRnalytical
...............:
GeoRemediation, Inc.
ry:3002 Dow Avenue, Ste. 414
"Tustin, CA 92660
.'."Attention: Andrew Zikeli
Analyte
1014 E Cooler Dr.. Sure A. Carton, CA 92324. (9021 5 70.4667 FAX M09137G-104
16515 Sherman War, Surte C-1 T, Van Nun. CA 91406 (818) 779-1644 FAX IS t 81 T79-1 B4
2465 W. 12th St.. Suite I, Tempe, AZ 852E 1 [6021 96"272 FAX [6021968-13'-
Client Project ID: MEW
Sampled:
Mar 13.
1996
Hunungtort Beach
Recelved=
Mar 13,
1996
Sample Descript: Soil, B-5-7
Extracted_
Mar 25,
199E
Lab Number. FC03294
Analyzed--
Mar 25,
199E
Reported:
Mar 25,
1996
r r
VOLATILE ORGANICS by GCJMS (EPA 8240)
Detection Limit
p9fKJ
(ppb)
Sample Result
pg1Kg
(ppb)
Acetone. ............................................................... ...
10 ....... .... . . ..........
58
.................................................................
Benzene ..............................................
..----. ---------------------.,-
Bromodichloromethane...........................................
2.0.........--...,...................,,,
N.D.
Bromoform..............................................................
2.0.........---•--..----.-,............
N.D.
Bromomethane.................. ................ ..... .... .....
5-0....... ,,...... ,.,,..................
N. D-
2-Butanone......................................................•------
10.,..................................
N.D.
Carbon disulfide......--------------- -------------- ------------
5-0 ...... ..,..........................
N.D.
Carbon tetrachloride ................................................
5-0
Chlorobenzene..................................................
........
N.D.
Chlorodibromomethane .....................
----------------------------- -------
N.D.
Chloroethane...................... ...............
5,0--------------------------..........
N.D.
2-Chloroethyl vinyl ether ....
2.0-------------------------------------
N.D.
Chloroform.................. .....:........ ............ ..... ..........
2.0.....................................
N-D-
Chloromethane............ ..................... ..... ..........
5.0... I-- ....... ,,,,,,,,,,....... .--
N-D-
1,1-Dichloroethane ........................ . .....................
2.0,,,.....,,........,..................
N.D.
1,2-Dichloroethane... ---- -- ----- -
2.0 .................... .
N-D.
11-Dichloroethene, .. ..... .,
5.0................................
N-D.
cis- 1,2-Dichloroethene............. .. ...................
...--.
trans-1,2-Dichloroethene.. . .......... ...... ... ,-,.
2.0 ..........................
N-D.
1,2-Dichioropropane............... ... .......................
2.0.....................................
N.D.
cis-1,3-Dichloropropene.• -..... ..........
2.0.....................................
N-D.
trans- 1,3-Dichloropropene.. ..
2.0.......... .......... I................
N-Dr
Ethylbenzer.e ..-- - ......
...........................
N.D.
2-Hexanone................. ..
10 -- ................
N.D.
Methylene chloride ................. ....
..........-,
N.D.
4-Methy1-2-pentanone... . . . .. .............
5.0 ................... ..........
N-D-
Styrene--------- --------------- •--...... .. --• .-.........
2.0 ..... .-,,....,,........ ...
N.D.
1,1,2,2-Tetrachloroethana ............... .... .._............
2-0 .I..........
N.D.
Tetrachloroethene......... .......... ...............
2.0.....................................
N-D.
Toluene .................. ..............-......
2.0
11.1-Trichlrroethane...........................................
2-0
N-D.
1,1,2-Trichloroethane ...............................................
2.0 .......
N.D-
Trichloroethene........ .............................................
2.0-------------------------------------
N.D.
Trichlorofluoromethane--........ .. .................
5.0.............................. I......
N.D.
Vinylacetate ............... . ...----..--.----.----
5-0.....................................
N.D-
Vinylchloride ................. ..--...-----......--.-----
5-0.....................................
N.D.
TotalXylenes------ -- -------- ...................
2-0-------------------------------------
N.D-
Analytes reported as N D. were no: t present at)ove the 5[ated !unit of detection.
DE MAR ANALYTICAL, IRYINE (FLAP #1i97)
Surrogate Starlearq 1zeGaweries (Accept. Limits):
1,2-Dichloroethane-d4 (70-121)...--- 98,
Ga teube Toluarie-de ................ 104%
Laboratory Director 4-Bromofluorobenzene (74-121),,.-. 105%
9,!sulls P ^a.a crWV ro sampMe *Ned m the Lmxw u y- This report ehas rw1 tw
:eofMuC�.a.caPI ei rul, wUhaul wniten pennivolon tram Oat Mar AnW,n" FC03294.GRI <1 of 2>
•
2852, „iAY%..Wu*.CA92714 r7141261-1022 FAX1714)261-12-
. ���
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1014E.GoclegOr..SuluA-CaRon,U19232;
16525 Sherman Way, Suite f-1 1, Van Nwn. {A 91406
f909137b•S6fi7 FAX (4tl5)37d
1B1 Bj -779.1044 FAA (B 18J 779-1 &
246S W. 121h St.- Suite 1, Tempe, Az BS281
(6021 960-8272 FAX 16021 968-13
a��V1��1�••I����is�S-��ti ti-}��-4 �-zpn4�e�J
EPA METHOD: 8240
Matrix: Soil
DATE: 3125/96
SAMPLE #: FC03294
MEAN
Analyte R1 Sp MS MSD PR1 PR2 RPD PR
ppb ppb ppb ppb °% °% °% o%
Benzene
Chlorobenzene
1,1-Dichloroethane
1,2-Dichlororethane
1,1-Dichloroethene
Chiorofonrn
Tetrachloroethene
Toluene
Trichloroethene
Vinyl Chloride
Definition of Terms:
0
50
53
52
106%
104%
1.9%
105°%
0
50
5D
48
100°%
96%
4.1 °%
98%
0
50
52
51
104°%
" 02%
1.9°%
103%
0
50
1 44
42
88%
84%
4.7°%
86°%
0
50
46
45
92%
90%
2.2%
91 %
0
50
48
46
96%
92%
4.3%
94°%
0
50
45
44
90%
88°%
2.2°%
89°%
0
50
48
49
95%
98°%
2.1 °%
97%
0
50
44
42
88%
84%
4.7°%
$6%
0
50
37
41
74%
1 82%
10.3%
78%
R1..................... Result of Sample Analysis
Sp ..................... Spike Concentration Added to Sample
MS ..................... Matrix Spike Result
MSD.................... Matrix Spike Duplicate Result
PR'! .................... Percent Recovery of MS; ((MS-R1) / SP) X 100
PR2.................... Percent Recovery of MSD, ((MSD-RI) I SP) X 100
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0
Site Map
ATTACHMENT #2
0
u
HUNTINGTON BEACH YOUTH SHELTER
19081 HUNTINGTON STREET
SITE MAP
HUNTINGTON BEACH YOUTH SHELTER
19081 HUNTINGTON STREET
SITE MAP
RIA ROUTING SH?ET
INITIATING DEPARTMENT:
Economic Development
SUBJECT:
Approve Revised Lease Agreement for Mlley-Keck Tank
Farm at 19081 Huntington Street
COUNCIL MEETING DATE:
February 6, 2006
RCA ATTACHMENTS
STATUS
Ordinance (w/exhibits & legislative draft if applicable)
Attached
❑
Not Applicable
Resolution (wlexhibits & legislative draft if applicable)
Attached
❑
Not Applicable
Tract Map, Location Map and/or other Exhibits
Attached
Not Applicable
❑
Contract/Agreement (w/exhibits if applicable)
Attached
Not Applicable
❑
(Signed in full bX the City Attorney)
Subleases, Third Party Agreements, etc.
Attached
Not Applicable
El
(Approved as to form by City Attome
Certificates of Insurance (Approved b the City Attome
i pp Y Y Y)
Attached
Not Applicable
❑
Fiscal Impact Statement (Unbudget, over $5,000)
Attached
Not Applicable
❑
Bonds (If applicable)
Attached
Not Applicable
Staff Report (If applicable)
Attached
Not Appl!cable
❑
Commission, Board or Committee Report (If applicable)
Attached
Not Applicable
❑
Findings/Conditions for Approval and/or Denial
hed
Not AttacApplicable
El
EXPLANATION FOR MISSING ATTACHMENTS
REVIEWED
RETURNED
FORW R ED
Administrative Staff
Assistant City Administrator Initial
City Administrator Initial
i
City Clerk
EXPLANATION FOR RETURN OF ITEM:
RCA Author: Smalewiz/Holtz/Olson1Engberg/Justen
. "le
J1 .
0
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
February 10, 2006
Tank Farm, LC
19081 Huntington Street
Huntington Beach, CA 92646-2211
Attention: William Ellis
Dear Mr. Ellis:
CALIFORNIA 92648
Enclosed is a copy of the Lease Agreement between Tank Farm, LC and the
City of Huntington Beach for Miley -Keck Tank Farm located at 19081 Huntington
Street for your records.
Sincerely,
011-11" %jj��
Joan L. Flynn
City Clerk
Enclosure: Agreement
G:foIIowup:agrmtltr
(Telephone: 714-636-5 227 )
Council/Agency Meeting Held: /.4L98
Deferred/Continued to:
3Approvoe d ❑ Co nd Tonally Approved ❑ Denied
AtoaCity Clerk'91Signature
Council Meeting Date: January 5, 1998
Department ID Number: FD 98-002
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: RAY SILVER, Acting City Administratorew,49
PREPARED BY: MICHAEL P. DOLDER, Acting Assistant City Administrator/Fire Chief
SUBJECT: APPROVE REVISED MILEY-KECK TANK FARM LEASE AG EEMENT
4
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue: Should the City revise its existing lease of Huntington Beach Company's
Miley -Keck Tank Farm located at 19081 Huntington Street?
Funding Source: Annual lease ($36,000 per year) and annual royalty payments ($48,000 per
year) are included in the FY1997/98 budget. Annual costs are offset by a like amount received from
non -deducted oil production income from the City's three (3) oil wells.
Recommended Action: By motion, approve andfexecute the revised lease agreement between
the City and the Huntington Beach Company (Contract No. B-4632) to lease the Miley -Keck Tank
Farm (Attachment 1).
Alternative Action(s):
1. Build a new tank farm on City -owned property.
2. Do not sign a revised lease agreement.
Analysis: The City has processed, shipped, and sold City oil through an agreement with the
Huntington Beach Company (Chevron USA) using their Miley -Keck Tank Farm (MKTF) located at
19081 Huntington Street in Huntington Beach since 1971.
The Huntington Beach Company moved all of its oil operations and personnel out of Huntington
Beach and ceased operating the MKTF Tank Farm July 11, 1997. As a result, the Huntington Beach
Company entered into a lease agreement with the City on September 16, 1996 (Attachment 2).
Under the existing lease agreement, the City performs all associated tank farm operations.
On September 24, 1997 (Attachment 3), the Huntington Beach Company notified the City of their
intent to sell their property located at 19081 Huntington Street. As required by the existing lease
agreement, the Huntington Beach Company offered to sell the tank farm to the City. The City Council
declined the offer to purchase the tank farm.
REQUEST FOR COUNCIL ACTAIV
MEETING DATE: January 6, 1998
DEPARTMENT ID NUMBER: FD 98-002
ANALYSIS (continued)
Since the Huntington Beach Company is now selling the property to a third party, a new lease
(Attachment 3) is required. The proposed lease is for three (3) successive five (5) year terms,
commencing with City Council approval. As provided in the agreement, the lease and royalty costs
would remain unchanged. Staff recommends approval of the new lease as the most cost-effective
alternative, other than purchase of tank farm, for maintaining City oil reserves.
Two (2) additional alternatives are briefly discussed below. However, none of the alternatives provide
immediate and cost-effective solutions as provided in the proposed lease agreement.
Alternative 1 — Build a new tank farm on City -owned property.
Building a new tank farm on City -owned property would cost approximately $336,000, plus a
percentage of the $152,000 annual net oil income lost due to non -production during tank farm
construction. The estimated time for construction is six (6) to nine (9) months. Staff does not
recommend new tank farm construction due to the requirements of additional staff time, construction
costs and lost oil production revenue.
Alternative 2 — Do not sign a revised lease agreement.
The current lease agreement is not functional and may have significant impacts on the City's ability
for long-term procurement of oil revenues. It is a month -to -month lease agreement and the
Huntington Beach Company may terminate upon a six-month written notice. The Huntington Beach
Company is interested in selling the property at 19081 Huntington Street and has been approached
by two separate parties. The new owners could increase the lease payments or cancel the lease
entirely. Additionally, the current lease could be terminated by the Huntington Beach Company if oil
production was temporarily shut down due to system repairs, replacement or modifications. The new
lease agreement is for five (5) years from the date of commencement and the City has the option to
extend three (3) consecutive five (5) year terms for a total of twenty years. During the term of the
lease, the monthly lease payments would remain unchanged. The City has the option to terminate
upon a 30-day notice and is protected from Landlord termination if oil production is shut down due to
system repairs, maintenance or modifications. Additionally, the new lease protects the City in the
event that the Huntington Beach Company assigns or conveys the property. The City will continue to
pay the Huntington Beach Company under the terms and conditions of the agreement.
Environmental Status:
E
3
Not applicable.
RCA Author: Olson, ext. 5564
Revised Lease Agreement Between the City of Huntington Beach and
Huntington Beach Company (Contract No. B-4632).
Lease Agreement dated September 6, 1996.
Letter from Chevron Huntington Beach Company dated September 24,
1997, re: Miley -Keck Tank Farm.
FD98002 .2. 12/23/97 3:51 PM
•
0
ATTACHMENT 1
LEASE AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND THE
HUNTINGTON BEACH COMPANY
(CONTRACT NO. B-4632)
THIS AGREEMENT is made and entered into thisS&day of , 199_,
py and between THE HUNTINGTON BEACH COMPANY (hereinafter called "LANDLORD")
and THE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California
(hereinafter referred to as "TENANT"),
WITNESSETH:
LEASE SUMMARY
As used herein the following terms shall have the meanings set forth opposite them.
Other terms may be defined in other parts of this Lease.
PREMISE: A portion of that certain improved real property located in the City of
Huntington Beach, County of Orange, State of California, set forth in the
legal description and diagram attached hereto and incorporated herein
as Exhibit"A" and more particularly identified as a portion of the 19081
Huntington Street in the City of Huntington Beach, State of California.
TERM: The term of this Lease shall be for five years from the date of
Commencement. Tenant shall have the option to extend the Lease for
three (3) successive five (5) year terms.
COMMENCEMENT: January 1, 1998.
TERMINATION: Notwithstanding the Term, Tenant may terminate this
Lease upon thirty (30) days written notice to Landlord. Further,
Landlord may terminate the Lease at any time during the Term
hereof in the event that Tenant ceases to engage in the
Permitted Uses for a continuous period of six (6) months. In the
event that the failure to engage in the Permitted Uses is the result
of the need to repair, replace or improve wells, pipelines or other
equipment necessary for the operation of the facilities, Landlord
shall toll termination for non -operation for a period of six months
from the initial date of non -operation if Tenant has commenced
and diligently pursues the necessary repairs, replacement or
improvements required to operate the facilities. So long as
Tenant is continuing to diligently pursue the necessary repairs,
jmplklhbco1eas/12J9197
replacement or improvements the tolling of Landlord's right to
terminate shall be extended for two (2) additional six month
periods. In no event shall the tolling of Landlord's non operation
termination rights exceed eighteen (18) months from the original
date of non -operation. Tenant's rights to acquire the Property in
accordance with Section 19 shall not survive the termination of
this Lease.
BASE RENT: $3,000 per month
TENANT'S SHARE 100%
PERMITTED USES: Oil Tank Farm for collection, storage, treatment and
transportation of unrefined oil
SECURITY DEPOSIT: $6,000
LANDLORD'S ADDRESS: Huntington Beach Company
c/o Chevron Land and Development Company
3100 South Harbor Blvd., Suite 340
Santa Ana CA 92704
TENANT'S ADDRESS: City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
2. LEASE OF PREMISES; USES: ACCESS
LANDLORD hereby leases the Premises to TENANT and TENANT hereby leases the
Premises from LANDLORD, for the term and subject to the provisions hereinafter set forth.
The Premises shall be used only for the permitted uses and for no other purpose whatsoever.
TENANT has inspected and accepted property and improvements for the permitted uses
allowed herein. TENANT shall in its use and enjoyment of the Premises observe and abide
by, and shall require each of its contractors, invitees and licensees to observe and abide by all
. laws, statutes, ordinances, rules and regulations, any certificate of occupancy, and any
recorded document affecting the Premises. Neither TENANT nor any of its employees,
invitees, or licensees shall permit any nuisance in, on or about the Premises or commit or
suffer to be committed any waste in, on or about the Premises. Upon termination of this
Lease, TENANT shall return the premise and improvements to the LANDLORD in the same
condition as of the date of this Lease normal wear and tear excepted.
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TENANT's sole access to the Premises shall be from that property commonly known as
19071 Huntington Street, Huntington Beach, California ("TENANT's Property'), which property
is immediately adjacent to the Premises. TENANT shall install a fence around the perimeter of
the Premises to prohibit access from the Premises to LANDLORD's property adjacent to the
Premises; said fence to include a lockable gate allowing LANDLORD access to the Premises
from LANDLORD's adjacent property, Further, TENANT hereby grants to LANDLORD a right
of entry through TENANT's Property for access to the Premises.
3. IMPROVEMENTS
TENANT shall be solely responsible for operation, maintenance, repair and
replacement as necessary of all improvements presently existing or installed in the future on
the Premises. TENANT shall transfer all licenses and permits necessary to operate the
improvement to TENANT's name and TENANT shall be solely responsible for compliance with
said permits and licenses.
4. BASE RENT; ROYALTY PAYMENT
(a) TENANT shall pay the Base Rent in advance, to the LANDLORD on the first
day of the term. Base rent shall be paid to LANDLORD, without deduction or offset, at the first
of each month or all at commencement, at the address hereinafter set forth, or to such other
person or at such other place as LANDLORD may from time to time designate in writing.
(b) TENANT shall pay to LANDLORD the royalty payment due in accordance with
Section 3 of the certain Oil and Gas Lease dated August 1, 1971 by and between Huntington
Beach Company and the City of Huntington Beach. In the event that Landlord assigns this
Lease or conveys the Property, Tenant shall continue to pay to Huntington Beach Company
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and Huntington Beach Company shall be entitled to receive the royalty payment to be made in
accordance with this Paragraph 4.(b).
5. ALTERATIONS
Within 30 days after execution of this lease, TENANT shall, at TENANT's sole
expense, install separate utility meters to be billed to TENANT for the improvements on the
Premises. Further, TENANT, at TENANT's sole expense, shall convert the existing propane
powered shipping pump to electricity. TENANT shall be solely responsible for the utility
charges for the improvements on the Premises. Except as required by this Lease, TENANT
shall not alter or improve the Premises, or attach any fixtures or equipment thereto without
LANDLORD's prior written consent. Any alterations or improvements to the Premises
consented to by LANDLORD shall be made by TENANT at TENANT's sole cost and expense.
The contractor or person selected by TENANT to make alterations or improvements must be
approved in writing by LANDLORD prior to commencement of any work. LANDLORD shall
have the right to require that any such contractor hired by TENANT shall, prior to commencing
work, provide LANDLORD with a performance bond and a labor and materials payment bond
in the amount of the contract price for the work naming LANDLORD and TENANT (and any
other person designated by LANDLORD as co -obligees. All alterations, additions, fixtures and
improvements, made in or upon the Premises either by TENANT or LANDLORD shall
immediately become LANDLORD's property and, at the end of the term hereof, shall, a
LANDLORD's option, either remain on the Premises without compensation to TENANT or be
removed by LANDLORD for TENANT's account. TENANT shall reimburse LANDLORD for the
cost of removal (including the cost of repairing any damage to the Premises caused by
removal of such improvements and a reasonable charge for LANDLORD's overhead) within
ten (10) days after receipt of a statement therefor.
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B. INDEMNIFICATION AND INSURANCE SUBROGATION
(a) TENANT hereby waives all claims against LANDLORD for damage to any
property or injury, illness or death of any persons in, upon or about the Premises arising at any
time and from any cause whatsoever other than solely by reason of the negligence or willful
act of LANDLORD, its employees or contractors. TENANT shall protect and hold LANDLORD
harmless and defend LANDLORD against any and all claims or liability for any damage to any
property or injury, illness or death of any person: 1) occurring in or about the Premises or any
part thereof arising at any time and from any cause whatsoever other than solely by reason of
the negligence or willful act of LANDLORD, its employees or contractors, and 2) occurring in or
about any part of the Premises when such damage, injury, illness or death shall have been
caused in whole or in part by the act, neglect, omission or fault to TENANT, its agents,
servants, employees, contractors, invitees or licensees (including without limitation, when such
damage, injury, illness or death shall have been caused in part by LANDLORD, its employees
or contractors). The provisions of this paragraph shall survive the termination of this Lease.
(b) TENANT shall, at its sole cost and expense, obtain and keep in force during the
term fire and extended coverage insurance on TENANT's improvements, fixtures, furnishings
and equipment in and upon the Premises in an amount not less than one hundred per cent
(100%) of the full replacement cost (without deduction for depreciation) thereof. All amounts
received from the insurance specified in this subparagraph shall first be applied to the payment
of the cost of repair or replacement of any of TENANT's improvements, fixtures, furnishings
and equipment that were damaged or destroyed, or, if this Lease terminates prior to such
repair or replacement being made, paid over to LANDLORD to the extent that the
improvements or fixtures damaged or destroyed would have become LANDLORD's property
pursuant to paragraph 10 hereof.
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jmpWhbco1eas11219197
(c) TENANT shall, at its sole cost and expense, obtain and keep in force during the
terms hereof comprehensive or commercial general liability insurance (bodily injury and
property damage), including contractual liability to cover liability assumed under this Lease,
with a limit of liability of not less than one million dollars ($1,000,000) per occurrence for injury
to, illness of, or death of persons or for damage to property occurring in, upon or about the
Premises. All such insurance shall insure the performance by TENANT of the indemnity
agreement set forth herein.
(d) All insurance required under this paragraph and all renewals thereof shall be
issued by such responsible companies qualified to do and doing business in the State of
California as may be approved by LANDLORD. Each policy shall expressly provide that the
policy shall not be cancelled or altered without thirty (30) days prior written notice to
LANDLORD. All insurance under this paragraph shall name Huntington Beach Company, and
its parent, and their respective affiliates, as additional insureds, shall be primary and non
contributing with any insurance which may be carried by LANDLORD, and shall expressly
provide that LANDLORD, although named as an insured, shall nevertheless to entitled to
recover against TENANT under the policy for any loss, injury or damage to or suffered by
LANDLORD, its employees and contractors, and shall contain a standard "cross liability' or
"Severability of interest" clause. Upon the issuance thereof, each such policy or a duplicate or
certificate thereof shall be delivered to LANDLORD for its retention. In the event that TENANT
shall fail to insure or shall fail to furnish to LANDLORD upon notice to do so, any such policy,
duplicate policy or certificate as herein required, LANDLORD may from time to time effect such
insurance for the benefit of TENANT or LANDLORD or both of them for a period not exceeding
one year, and any premium paid by LANDLORD shall be recoverable from TENANT as
additional rent on demand. The term "affiliates" means any entity (including an individual)
which controls, is controlled by, or is under common control with a parity hereto, and an entity
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0
shall be deemed to control another if it owns, directly or indirectly, more than fifty percent
(50%) of the voting or equity interest in such other.
(e) TENANT waives on behalf of its insurers all policies of fire, theft, public liability,
workers compensation and other insurance now or hereafter existing during the term hereof
and purchased by its insuring or covering the Premises, or any portion or any contents thereof,
or any operations therein, all rights of subrogation which any insurer might otherwise have to
any claims of TENANT against LANDLORD. LANDLORD waives on behalf of its insurers
under all policies of fire, theft, public liability, workers compensation and other insurance now
or hereafter existing during the term hereof and purchased by its insuring or covering the
Premises or any portion thereof, or any Operations therein, all rights of subrogation which any
insurer might otherwise have to any claims of LANDLORD against TENANT in excess of the
limits of any insurance. TENANT is required to carry pursuant to this paragraph. LANDLORD
and TENANT shall each, prior to or immediately after the execution of this Lease, procure from
each of the insurers under all policies of fire, theft, public liability, workers compensation and
other insurance now or hereafter existing during the terms hereof and purchased by either of
them insuring or covering the Premises, or any portion thereof, or any operations therein, a
waiver of all rights of subrogation which the insurers might otherwise have as against the
other, to the extent required by this subparagraph. This subparagraph shall not be construed
to required LANDLORD or TENANT any insurance coverage not otherwise required by this
Lease nor to waive any rights of recover that either LANDLORD or TENANT may have directly
against the other to the extent that any loss or damage giving rise to any such right of recovery
is not actually covered by insurance.
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i 0
7. ASSIGNMENT AND SUBLETTING
TENANT shall not, without the priorwritten consent of LANDLORD, which consent shall
not be unreasonably withheld, assign or hypothecate this Lease or any interest herein or
sublet the Premises or any part thereof, or permit the use or occupancy of the Premises by any
person other than TENANT or its employees, invitees or licensees. LANDLORD reserves the
right to transfer the Premises and assign this Lease to the new owner.
B. LANDLORD'S RIGHT OF ENTRY
LANDLORD may enter the Premises at any reasonable time to 1) inspect the Premises;
2) exhibit the Premises to prospective purchasers, lenders or TENANTS; 3) determine whether
TENANT is complying with all its obligations hereunder; 4) repair, alter or otherwise prepare
the Premises for reoccupancy if TENANT vacates the Premises prior to the expiration of the
term, and 5) take any other measures, including inspections, repairs, alterations, additions and
improvements to the Premises as may be necessary or desirable for the safety, protection or
preservation of the Premises. Any such entry shall be for a reasonable period only and, if
TENANT has not vacated the Premises, cause as little interference to TENANT as reasonably
possible. TENANT hereby waives any claim for damages for any injury or inconvenience to or
interference with TENANT's business, any loss of occupancy or quiet enjoyment of the
Premises or any other loss occasioned by such entry. LANDLORD shall at all times have the
right to use any and all means which LANDLORD may deem proper in an emergency in order
to obtain entry to the Premises. Any entry to the Premises obtained by LANDLORD by and of
said means, or otherwise, shall not under any circumstances be construed or deemed to be a
forcible or unlawful entry into a detainer of the Premises or an eviction actual or constructive,
of TENANT from the Premises, or any portion thereof.
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9. LIENS
TENANT shall keep the Premises free from any liens arising out of any work
performed, material furnished or obligations incurred by TENANT. LANDLORD shall have the
right to post and keep on the Premises any notices that may be provided by law or which
LANDLORD may deem to be proper for protection from such liens, or to take any other action
necessary to remove or discharge liens or encumbrances at the sole expense of TENANT.
10. EVENTS OF DEFAULT
The occurrence of any one or more of the following events ("Event of Default") shall
constitute a breach of this Lease by TENANT:
(a) If TENANT shall fail to pay any rent, or additional rent, or any other sums or
charge payable by TENANT hereunder, when and as the same becomes due and payable; or
(b) If TENANT shall make a general assignment for the benefit of creditors, or shall
admit in writing its inability to pay its debts as they become due, or shall file a petition in
bankruptcy or shall be adjudicated a bankrupt or insolvent; or
(c) if this Lease or any estate of TENANT hereunder shall be levied upon under
any attachment or execution and such attachment or execution is not vacated within ten (10)
days; or
(d) If TENANT shall abandon the Premises.
11. ATTORNEY FEES
In the event suit is brought by either party to enforce the terms and provisions of this
agreement or to secure the performance hereof, each party shall bear its own attorney's fees
and costs of suit.
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• 0
12. ABANDONMENT
If TENANT shall abandon or surrender the Premises, or be dispossessed by process of
law or otherwise, any personal property belonging to TENANT and left on the Premises shall
be deemed to be abandoned, and, at the option of LANDLORD, LANDLORD may sell or
otherwise dispose of such personal property in any commercially reasonable manner.
13. HAZARDOUS MATERIALS: OIL CONTAMINATION
TENANT shall not cause or permit any hazardous material to be brought upon, kept or
used in or about the Premises by TENANT, its agents, employees, contractors or invitees,
without the prior written consent of LANDLORD. If TENANT breaches the obligations stated in
the preceding sentence, or if the presence of hazardous material on the Premises caused or
permitted by TENANT results in contamination of the Premises, or if contamination of the
Premises by hazardous material otherwise occurs for which TENANT is legally liable to the
LANDLORD for damage resulting therefrom, then TENANT shall indemnify, hold LANDLORD
harmless, and defend LANDLORD (with counsel reasonably acceptable to LANDLORD) from
any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses which arise
during or after the Lease term as a result of such contamination.
As used herein the term "Hazardous Material" means any hazardous or toxic
substance, material or waste which is or may become regulated by any local governmental
authority, the State of California or the United States government; and as defined by the
California Health and Safety Code, the California Administrative Code, the Federal Water
Pollution Control Act, the Federal Resource Conservation and Recovery Act, and the
Comprehensive Environmental Response, Compensation and Liability Act.
TENANT shall be using the Premises for the collection, storage, treatment and
transportation of unrefined oil, which may not be considered a Hazardous Material as defined
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jmplklhbco1eas11219/97
above. TENANT shall indemnify, hold LANDLORD harmless, and defend LANDLORD (with
counsel reasonably acceptable to LANDLORD) from any an all claims, judgments, damages,
penalties, fines, costs, liabilities or losses which arise during or after the Lease term as result
of any contamination resulting from or associated with the collection, storage, treatment and
transportation of oil and/or separated water.
Notwithstanding the foregoing, in the event that remediation for the contamination
disclosed in that certain draft report prepared by Geo Remediation, Inc., dated March 26, 1996
(the "Report") is required by an agency of competent jurisdiction, LANDLORD shall be
responsible for such remediation. A copy of the Report is attached hereto as Exhibit A and
incorporated herein by this reference.
14. WAIVER
The waiver by LANDLORD or TENANT of any breach of any agreement, covenant,
condition or provision herein contained shall not be deemed to be a waiver of any subsequent
breach of the same or any other agreement, covenant, condition or provision herein contained,
nor shall any custom or practice which may grow up between LANDLORD and TENANT in the
administration of this Lease be construed to waive or to lessen the right of LANDLORD or
TENANT to insist upon the performance by LANDLORD or TENANT in strict accordance with
this Lease. The subsequent acceptance of rent hereunder by LANDLORD or the payment of
rent by TENANT shall not be deemed to be a waiver of any preceding breach by LANDLORD
or TENANT of any agreement, covenant, condition or provision of this Lease, other than the
failure of TENANT to pay the particular rent so accepted, regardless of LANDLORD's or
TENANT's knowledge of such preceding breach at the time of acceptance or payment of such
rent.
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15. NOTICES
All notices and demand which may or are required to be given by either LANDLORD or
TENANT to the other hereunder shall be deemed to have been fully given which made in
writing and deposited in the Untied States mail, certified or registered, postage prepaid, and
addressed as follows: to TENANT at TENANT's address, or to such other place as TENANT
may from time to time designate in a notice to LANDLORD, or delivered to TENANT at the
Premises; to LANDLORD at LANDLORD's address, or to such other place as LANDLORD may
from time to time designated in a notice to TENANT. TENANT hereby appoints as its agent to
receive the service of all dispossessory or distant proceedings and notices thereunder the
person in charge of or occupying the Premises at the time and if no person shall be in charge
of or occupying the Premises, then such service may be made by attaching the service on the
main entrance of the Premises.
16. COMPLETE AGREEMENT
There are no oral agreements between LANDLORD and TENANT affecting this Lease,
and this Lease supersedes and cancels any and all previous negotiations, arrangements,
agreements and understanding. There are no representations between LANDLORD and
TENANT other than those contained in this Lease. This Lease may not be amended or
modified in any respect whatsoever except by an instrument in writing signed by LANDLORD
and TENANT.
17, MISCELLANEOUS
If there be more than one person or entity constituting the TENANT, the obligations
hereunder imposed upon TENANT shall be joint and several. Time is of the essence of this
Lease and each and all of its provisions. The agreements, covenants, conditions and
provisions herein contained shall, subject to the provisions as to assignment, apply to and bind
12
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u
the heirs, executors, administrators, successors and assigns of the parties hereto. If any
provision of this Lease shall be determined to be illegal or unenforceable, such determination
shall not affect any other provision of this Lease and all such other provisions shall remain in
full force and effect. This Lease shall be governed by and construed in accordance with the
local laws of the State of California, without regard to the principles of conflicts of law.
18. REAL ESTATE BROKERS
TENANT warrants and represents that TENANT has not authorized or employed, or
acted by implication to authorize or to employ, any real estate broker or agent to act for
TENANT in connection with this Lease. TENANT shall hold LANDLORD harmless from and
indemnify and defend LANDLORD against any and all claims by any real estate broker, agent
or any other person, other than the Broker, for any commission, finder's fee or other
compensation as a result of TENANT's entering into this Lease.
19. TENANT'S RIGHT TO PURCHASE
In the event that Landlord desires to sell the Property, Landlord shall first offer Tenant
the option to purchase the Property. The notice to Tenant shall specify the purchase price (all
cash at close) and the closing date. Tenant shall have thirty (30) days from receipt of such
notice to either elect to enter into a contract for the purchase of the Property at the purchase
price and closing date contained in Landlord's notice or to terminate its option to purchase the
Property. If Tenant elects to purchase, Landlord and Tenant shall then enter into good faith
negotiations to enter a contract for the purchase and sale of the Property, which shall be
executed not later than thirty (30) days after receipt by Landlord of Tenant's notice of election
to purchase. If Tenant elects to purchase the Property, Tenant shall waive any rights against
Landlord based on the environmental condition of the Property. If the negotiations are not
13
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timely concluded, or if Tenant fails to timely close the purchase, Landlord may offer the
Property to others without any further obligation to Tenant and Tenant's option to purchase
shall terminate and be of no further force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized offices the day, month and year first above written.
HUNTINGTON BEACH COMPANY:
By:
print name
ITS: circle one) Chairman/Presid
residence
CITY OF HUNTINGTON BEACH, A
.•municipal corporation of the State of
California
"G.!•
1--% -- 34L.." 9 ��
e qtce Mayor
prin me
ITS: (circle on tary/Chief Financial
Offic sst. Secretary - reasurer
REVIEWED AND APPROVED:
Cit dministrator
ATTEST:
4�
/---% j�City Clerk ov
APPROVED AS TO FOR
K city Attor 6y
INITIATED AND APPROVED:
� , Z��
'� Fire Chief
1 z-z3
imp/k/hbcoleas/12/9/97
14
ATTACHMENT 2
LEASE AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND THE
HUNTINGTON BEACH COMPANY
(CONTRACT NO. B-4632)
THIS AGREEMENT is made and entered into this 16 day of S e P t e m b e r , 1996, by
and between THE HUNTINGTON BEACH COMPANY (hereinafter called "LANDLORD") and
THE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California
(hereinafter referred to as "TENANT"),
WITNESSETH:
1. LEASE SUMMARY
As used herein the following terms shall have the meanings set forth opposite them.
Other terms may be defined in other parts of this Lease.
PREMISE: A portion of that certain improved real property located in the City of Huntington
Beach, County of Orange, State of California, set forth in the legal description
and diagram attached hereto and Incorporated herein as Exhibit "A' and more
particularly identified as a portion of the 19081 Huntington Street in the City of
Huntington Beach, State of California.
TERM: Month -to -Month
COMMENCEMENT: September.161996.
TERMINATION: LANDLORD will give TENANT 6 months notice of intent to
terminate this Lease and will give TENANT first right of refusal.
BASE RENT: $3,000 per month
TENANT'S SHARE 100%
PERMITTED USES: Oil Tank Farm for collection, storage, treatment and
transportation of unrefined oil
SECURITY DEPOSIT: $6,000
LANDLORD'S ADDRESS: Huntington Beach Company
c/o Chevron Land and Development Company
23 Corporate Plaza, Suite 250
Newport Beach, CA 92660
TENANT'S ADDRESS: City of Huntington Beach
2000 Main Stet
Huntington Beach, CA 92648
Mubbco{ea s/MZ4196
2. LEASE OF PREMISES; USES; ACCESS
LANDLORD hereby leases the Premises to TENANT and TENANT hereby leases the
Premises from LANDLORD, for the term and subject to the provisions hereinafter set forth.
The Premises shall be used only for the permitted uses and for no other purpose whatsoever.
TENANT has inspected and. accepted property and improvements for the permitted uses
allowed herein. TENANT shall in its use and enjoyment of the Premises observe and abide
by, and shall require each of its contractors, invitees and licensees to observe and abide by all
laws, statutes, ordinances, rules and regulations, any certificate of occupancy, and any
recorded document affecting the Premises. Neither TENANT nor any of its employees,
invitees, or licensees shall permit any nuisance in, on or about the Premises or commit or
suffer to be committed any waste in, on or about the Premises. Upon termination of this
Lease, TENANT shall return the premise and improvements to the LANDLORD in the same
condition as of the date of this Lease normal wear and tear excepted.
TENANT's sole access to the Premises shall be from that property commonly known as
19071 Huntington Street, Huntington Beach, California (7ENANT's Property"), which property
is immediately adjacent to the Premises. TENANT shall install a fence around the perimeter of
the Premises.to prohibit access from the Premises to LANDLORD's property adjacent to the
Premises; said fence to include a lockable gate allowing LANDLORD access to the Premises
from LANDLORD's adjacent property. Further, TENANT hereby grants to LANDLORD a right
of entry through TENANT's Property for access to the Premises.
3. -IMPROVEMENTS
. TENANT shall be solely responsible for operation, maintenance, repair and
replacement as necessary of all improvements presently existing or installed in the future on
the Premises. TENANT shall transfer all licenses and permits necessary to operate the
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improvement to TENANT's name and TENANT shall be solely responsible for compliance with
said permits and licenses.
4. BASE RENT; ROYALTY PAYMENT
(a) TENANT shall pay the Base Rent in advance, to the LANDLORD on the first
day of the term. Base rent shall be paid to LANDLORD, without deduction or offset, at the first
of each month or all at commencement, at the address hereinafter set forth, or to such other
person or at such other place as LANDLORD may from time to time designate in writing.
(b) TENANT shall pay to LANDLORD the royalty payment due in accordance with
Section 3 of the certain Oil and Gas Lease dated August 1, 1971 by and between Huntington
Beach Company and the City of Huntington Beach.
5. ALTERATIONS
Within 30 days after execution of this lease, TENANT shall, at TENANT's sole
expense, install separate utility meters to be billed to TENANT for the improvements on the
Premises. Further, TENANT, at TENANT's sole expense, shall convert the existing propane
powered shipping pump to electricity. TENANT shall be solely responsible for the utility
charges for the improvements on the Premises. Except as required by this Lease, TENANT
shall not alter or improve the Premises, or attach any fixtures or equipment thereto without
LANDLORD's prior written consent. Any alterations or improvements to the Premises
consented to by LANDLORD shall be made by TENANT at TENANTs sole cost and expense.
The contractor or person selected by TENANT to make alterations or improvements must be
approved in writing by LANDLORD prior to commencement of any work. LANDLORD shall
have the right to require that any such contractor hired by TENANT shall, prior to dommencing
work, provide LANDLORD with a performance bond and a labor and materials payment bond
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in the amount of the contract price for the work naming LANDLORD and TENANT (and any
other person designated by LANDLORD as co -obligees. All alterations, additions, fixtures and
improvements, made in or upon the Premises either by TENANT or LANDLORD shall
immediately become LANDLORD's property and, at the end of the term hereof, shall, a
LANDLORD's option, either remain on the Premises without compensation to TENANT or be
removed by LANDLORD for TENANT's account. TENANT shall reimburse LANDLORD for the
cost of removal (including the cost of repairing any damage to the Premises caused by
removal of such improvements and a reasonable charge for LANDLORD's overhead) within
ten (10) days after receipt of a statement therefor.
6. INDEMNIFICATION AND INSURANCE: SUBROGATION
(a) TENANT hereby waives all claims against LANDLORD for damage to any
property or injury, illness or death of any persons in, upon or about the Premises arising at any
time and from any cause whatsoever other than solely by reason of the negligence or willful
act of LANDLORD, its employees or contractors. TENANT shall protect and hold LANDLORD
harmless and defend LANDLORD against any and all claims or liability for any damage to any
property or injury, illness or death of any person: 1) occurring in or about the Premises or any
part thereof arising at any tiMe and from any cause whatsoever other than solely by reason of
the negligence or willful act of LANDLORD, its employees or contractors, and 2) occurring in or
about any part of the Premises when such damage. injury, illness or death shall have been
caused in whole or in part by the act, neglect, omission or fault to TENANT, its agents,
servants, employees, contractors, invitees or licensees (including without limitation, when such
damage, injury, illness or death shall have been caused in part by LANDLORD, its employees
or contractors). The provisions of this paragraph shall survive the termination of this Lease.
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(b) TENANT shall, at its sole cost and expense, obtain and keep in farce during the
term fire and extended coverage insurance on TENANT's improvements, fixtures, furnishings
and equipment in and upon the Premises in an amount not less than one hundred per cent
(100%) of the full replacement cost (w(ithout deduction for depreciation) thereof. All amounts.
received from the insurance specified in this subparagraph shall first be applied to the payment
of the cost of repair or replacement of any of TENANT's improvements, fixtures, fumishings
and equipment that were damaged or destroyed, or, if this Lease terminates prior to such
repair or replacement being made, paid over to LANDLORD to the extent that the
improvements or fixtures damaged or destroyed would have become LANDLORD's property
pursuant to paragraph 10 hereof.
(c) TENANT shall, at its sole cost and expense, obtain and keep in force during the
terms hereof comprehensive or commercial general liability insurance (bodily injury and
property damage), including contractual liability to cover liability assumed under this Lease,
with a limit of liability of not less than one million dollars ($1,000,000) per occurrence for injury
to, illness of, or death of persons or for damage to property occurring in, upon or about the
Premises. All such insurance shall insure the performance by TENANT of the indemnity
agreement set forth herein.
(d) All insurance required under this paragraph and all renewals thereof shall be
issued by such responsible companies qualified to do and doing business in the State of
California as may be approved by LANDLORD. Each policy shall expressly provide that the
policy shall not be cancelled or altered -without thirty (30) days prior written notice to
LANDLORD. All insurance under this paragraph shall name Huntington Beach Company, and
its parent, and their respective affiliates, as additional insureds, shall be primary and non
contributing with any insurance which may be carried by LANDLORD, and shall expressly
provide that LANDLORD, although named as an insured, shall nevertheless to entitled to
5
Whbeoieasn124M
recover against TENANT under the policy for any loss, injury or damage to or suffered by
LANDLORD, its employees and contractors, and shall contain a standard "cross liability" or
"Severability of interest° clause. Upon the issuance thereof, each such policy or a duplicate or
certificate thereof shall be delivered to LANDLORD for its retention. In the event that TENANT
shall fail to insure or shall fail to furnish to LANDLORD upon notice to do so, any such policy,
duplicate policy or certificate as herein required, LANDLORD may from time to time effect such
insurance for the benefit of TENANT or LANDLORD or both of them for period not exceeding
one year, and any premium paid by LANDLORD shall be recoverable from TENANT as
additional rent on demand. The term "affiliates" means any entity (including an individual)
which controls, is controlled by, or is under common control with a parity hereto, and an entity
shall be deemed to control another if it owns, directly or indirectly, more than fifty percent
(50%) of the voting or equity interest in such other.
(e) TENANT waives on behalf of its insurers all policies of fire, theft, public liability,
workers compensation and other insurance now or hereafter existing during the term hereof
and purchased by its insuring or covering the Premises, or any portion or any contents thereof,
or any operations therein, all rights of subrogation which any insurer might otherwise have to
any claims of TENANT against LANDLORD. LANDLORD waives on behalf of its insurers
under all policies of fire, theft, public liability, workers compensation and other insurance now
or hereafter existing during the term hereof and purchased by its insuring or covering the
Premises or any portion thereof, or any operations therein, all rights of subrogation which any
insurer might otherwise have to any claims of LANDLORD against TENANT in excess of the
limits of any insurance TENANT is required to carry pursuant to this paragraph. LANDLORD
and TENANT shall each, prior to or immediately after the execution of this Lease, procure from
each of the insurers under all policies of fire, theft, public liability, workers compentation and
other insurance now or hereafter existing during the terms hereof and purchased by either of
6
WhbcoleasR/24M
them insuring or covering the Premises, or any portion thereof, or any operations therein, a
waiver of all rights of subrogation which the insurers might otherwise have as against the
other, to the extent required by this subparagraph. This subparagraph shall not be construed
to required LANDLORD or TENANT any insurance coverage not otherwise required by this
Lease nor to waive any rights of recover that either LANDLORD or TENANT may have directly
against the other to the extent that any loss or damage giving rise to any such right of recovery
is not actually covered by insurance.
7. ASSIGNMENT AND SUBLETTING
TENANT shall not, without the prior written consent of LANDLORD, which consent shall
not be unreasonably withheld, assign or hypothecate this Lease or any interest herein or
sublet the Premises or any part thereof, or permit the use or occupancy of the Premises by any
person other than TENANT or its employees, invitees or licensees. LANDLORD reserves the
right to transfer the Premises and assign this Lease to the new owner.
B. LANDLORD'S RIGHT OF ENTRY
LANDLORD may enter the Premises at any reasonable time to 1) inspect the Premises;
2) exhibit the Premises to prospective purchasers, lenders or TENANTS; 3) determine whether
TENANT is complying with all its obligations hereunder, 4) repair, alter or otherwise prepare
the Premises for reoccupancy if TENANT vacates the Premises prior to the expiration of the
tern, and 5) take any other measures, including inspections, repairs, alterations, additions and
improvements to the Premises as may be necessary or desirable for the safety, protection or
preservation of the Premises. Any such entry shall be for a reasonable period only and, if
TENANT has not vacated the Premises, cause as little interference to TENANT aS reasonably
possible. TENANT hereby waives any claim for damages for any injury or inconvenience to or
7
3&4Zc0reav7n4l96
i
•
interference with TENANT's business, any loss of occupancy or quiet enjoyment of the
Premises or any other loss occasioned by such entrj. LANDLORD shall at all times have the
right to use any and all means which LANDLORD may deem proper in an emergency in order
to obtain entry to the Premises. Any entry to the Premises obtained by LANDLORD by and of
said means, or otherwise, shall not under any circumstances be construed or deemed to be a
forcible or unlawful entry into a detainer of the Premises or an'eviction actual or constructive,
of TENANT from the Premises, or any portion thereof.
9. LIENS
TENANT shall keep the Premises free from any liens arising out of any work
performed, material furnished or obligations incurred by TENANT. LANDLORD shall have the
right to post and keep on the Premises any notices that may be provided by law or which
LANDLORD may deem to be proper for protection from such liens, or to take any other action
necessary to remove or discharge liens or encumbrances at the sole expense of TENANT.
10. EVENTS OF DEFAULT
The occurrence of any one or more of the following events CEvent of Default") shall
constitute a breach of this Lease by TENANT:
(a) If TENANT. shall fail to pay any rent, or additional rent, or any other sums or
charge payable by TENANT hereunder, when and as the same becomes due and payable; or
(b) If TENANT shall make a general assignment for the benefit of creditors, or shall
admit in writing its inability to pay its debts as they become due, or shall file a petition in
bankruptcy or shall be adjudicated a bankrupt or insolvent; or
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Wdhbcolea& 7r26M
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(c) If this Lease or any estate of TENANT hereunder shall be levied upon under
any attachment or execution and such attachment or execution is not vacated within ten (10)
days; or
(d) If TENANT shall abandon the Premises.
11. ATTORNEY FEES
In the event suit is brought by either party to enforce the terms and provisions of this
agreement or to secure the performance hereof, each party shall bear its own attorney's fees
and costs of suit.
12. ABANDONMENT
If TENANT shall abandon or surrender the Premises, or be dispossessed by process of
law or otherwise, any personal property belonging to TENANT and left on the Premises shall
be deemed to be abandoned, and, at the option of LANDLORD, LANDLORD may sell or
otherwise dispose of such personal property in any commercially reasonable manner.
13. HAZARDOUS MATERIALS: OIL CONTAMINATION
TENANT shall not cause or permit any hazardous material to be brought upon, kept or
used in or about the Premises by TENANT, its agents, employees, contractors or invitees,
Without the prior written consent of LANDLORD. If TENANT breaches the obligations stated in
the preceding sentence, or if the presence of hazardous material on the Premises caused or
permitted by TENANT results in contamination of the Premises, or if contamination of the
Premises by hazardous material otherwise occurs for which TENANT is legally liable to the
LANDLORD for damage resulting therefrom, then TENANT shall indemnify, hold LANDLORD
harmless, and defend LANDLORD (with counsel reasonably acceptable to LANDLORD) from
9
Whbcdeas/724M
any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses which arise
during or after :he Lease term as a result of such contamination.
As used herein the term "Hazardous Material* means any'hazardous or toxic
substance, material or waste which is or may become regulated by any local governmental
authority, the State of California or the United States government; and as defined by the
Califomia Health and Safety Code, the California Administrative Code, the Federal Water
Pollution Control Act, the Federal Resource Conservation and RecoveryAct, and the
Comprehensive Environmental Response, Compensation and friability Act
TENANT shall be using the Premises for the collection, storage, treatment and
transportation of unrefined oil, which may not be considered a Hazardous Material as defined
above. TENANT shall indemnify, hold LANDLORD harmless, and defend LANDLORD (with
counsel reasonably acceptable to LANDLORD) from any an all claims, judgments, damages,
penalties, fines, costs, liabilities or losses which arise during or after the Lease term as result
of any contamination resulting from or associated with the collection, storage, treatment and
transportation of oil and/or separated water.
Notwithstanding the foregoing, in the event that remediation for the contamination
disclosed in that certain draft report prepared by Geo Remediation, Inc., dated March 26, 1996
(the "Report") is required by an agency of competent jurisdiction, LANDLORD shall be
responsible for such remediation. A copy of the Report is attached hereto as Exhibit A and
incorporated herein by this reference.
14. WAIVER
The waiver by LANDLORD or TENANT of any breach of any agreement, covenant,
condition or provision herein contained shall not be deemed to be a waiver of any'subsequent
breach of the same or any other agreement, covenant, condition or provision herein contained,
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16. COMPLETE AGREEMENT
There are no oral agreements between LANDLORD and TENANT affecting this Lease,
and this Lease supersedes and cancels any and all previous negotiations, arrangements,
agreements and understanding. There are no representations between LANDLORD and
TENANT other than those contained in this Lease. This Lease may not be amended or
modified in any respect whatsoever except by an instrument in writing signed by LANDLORD
and TENANT.
17. MISCELLANEOUS
If there be more than one person or entity constituting the TENANT, the obligations
hereunder imposed upon TENANT shall be joint and several. Time is of the essence of this
Lease and each and all of its provisions_ The agreements, covenants, conditions and
provisions herein contained shall, subject to the provisions as to assignment, apply to and bind
the heirs, executors, administrators, successors and assigns of the parties hereto. If any
provision of this Lease shall be determined to be illegal or unenforceable, such determination
shall not affect any other provision of this Lease and all such other provisions shall remain in
full force and effect. This Lease shall be governed by and construed in accordance with the
local laws of the State of California, without regard to the principles of conflicts of law.
18. REAL ESTATE BROKERS
TENANT warrants and represents that TENANT has not authorized or employed, or
acted by implication to authorize or to employ, any real estate broker or agent to act for
TENANT in connection with this Lease. TENANT shall hold LANDLORD harmless from and
indemnify and defend LANDLORD against any and all claims by any real estate broker, agent
or any other person, other than the Broker, for any commission, finder's fee or other
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compensation as a result of TENANT's entering into this Lease.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized offices the day, month and year first above written.
HUNTINGTON BEACH COMPANY:
By:
print name
ITS: (circle one) ChairmanlPresiden ice President
By:
"D L 0Lou161ore`
print name
ITS: (circle one) m
er
Vie—E
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
ATTEST:
APPROVED AS TO FORM:
�rryy�i ttomey . �/�G
rtt 71VED AND APPROVED:
Fire Chief
9 3-9�
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ATTACHMENT 3
n
U
September 24, 1997
Mr. Tim Greaves
Deputy Fire Marshal - Petro Chem
City of Huntington Beach Fire Department
2000 Main Street
Huntington Beach, CA 92648
RE: Miley -Keck Tank Farm
Dear Mr. Greaves:
•
Chevron
Chevron
Huntington Beach Company
3100 South Harbor Boulevard, Suite 340
Santa Ana, California 92704
K A- Leighton
Project Manager
Phone: (714) 427-1211
Fax: (714) 427-1223
As I discussed with you on September 9, 1997, Huntington Beach Company is interested in
selling their property located at 19081 Huntington Street in Huntington Beach. This property is
subject to a lease dated September 16, 1996 between the City of Huntington Beach and
Huntington Beach Company for the Miley -Keck Tank Farm located on a portion of the property
to be sold.
We have been approached by two separate parties interested in the property. As the sale would
include a partial assignment of the City's lease of the Tank Farm, we would like to give the City
an opportunity to acquire the premises prior to entering negotiations with either of the interested
parties. This opportunity is made with the understanding that the City will notify us in writing of
their offer by October 31, 1997 and, if the offer is accepted, be able to close by January 15, 1998.
The value of the property, with the assignment of the Tank Farm Lease is believed to be
$250,000.
Should you have any questions, please contact me at the above numbers.
Sincerely,
G
K. A. Leighton
cc: J. R. Bischoff
�ECE�7
0 i
ATTACHMENT 2
LEASE AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND THE
HUNTINGTON BEACH COMPANY
(CONTRACT NO. B-4632)
THIS AGREEMENT is made and entered into this 16 day of S e n t em b e r , 1996, by
and between THE HUNTINGTON BEACH COMPANY (hereinafter called "LANDLORD") and
THE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California
(hereinafter referred to as "TENANT"),
WITNESSETH:
1. LEASE SUMMARY
As used herein the following terms shall have the meanings set forth opposite them.
Other terms may be defined in other parts of this Lease.
PREMISE: A portion of that certain improved real property located in the City of Huntington
Beach, County of Orange, State of California, set forth In the legal description
and diagram attached hereto and incorporated herein as Exhibit "A" and more
particularly identified as a portion of the 19081 Huntington Street in the City of
Huntington Beach, State of California.
TERM: Month -to -Month
COMMENCEMENT: September. 16!, 1996.
TERMINATION: LANDLORD will give TENANT 6 months notice of intent to
terminate this Lease and will give TENANT first right of refusal.
BASE RENT: $3,000 per month
TENANT'S SHARE 100%
PERMITTED USES: Oil Tank Farm for collection, storage, treatment and
transportation of unrefined oil
SECURITY DEPOSIT: $6.000
LANDLORD'S ADDRESS: Huntington Beach Company
Go Chevron Land and Development Company
23 Corporate Plaza, Suite 250
Newport Beach, CA 92660
TENANT'S ADDRESS: City of Huntington Beach
2000 Main Stet
Huntington Beach, CA 92648
Whbcafeasf7124196
2. LEASE OF PREMISES USES, ACCESS
LANDLORD hereby leases the Premises to TENANT and TENANT hereby leases the
Premises from LANDLORD, for the term and subject to the provisions hereinafter set forth.
The Premises shall be used only for the permitted uses and for no other purpose whatsoever.
TENANT has inspected and accepted property and improvements for the permitted uses
allowed herein. TENANT shall in its use and enjoyment of the Premises observe and abide
by, and shall require each of its contractors, invitees and licensees to observe and abide by all
laws, statutes, ordinances, rules and regulations, any certificate of occupancy, and any
recorded document affecting the Premises. Neither TENANT nor any of its employees,
invitees, or licensees shall permit any nuisance in, on or about the Premises or commit or
suffer to be committed any waste in, on or about the Premises. Upon termination of this
Lease, TENANT shall return the premise and improvements to the LANDLORD in the same
condition as of the date of this Lease normal wear and tear excepted.
TENANT's sole access to the Premises shall be from that property commonly known as
19071 Huntington Street, Huntington Beach, California CTENANT's Property"), which property
is immediately adjacent to the Premises. TENANT shall install a fence around the perimeter of
the Premises to prohibit access from the Premises to LANDLORD's property adjacent to the
Premises; said fence to include a lockable gate allowing LANDLORD access to the Premises
from LANDLORD's adjacent property. Further, TENANT hereby grants to LANDLORD a right
of entry through TENANT's Property for access to the Premises.
3. IMPROVEMENTS
TENANT shall be solely responsible for operation, maintenance, repair and
replacement as necessary of all improvements presently existing or installed in th& future on
the Premises. TENANT shall transfer all licenses and permits necessary to operate the
2
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improvement to TENANT's name and TENANT shall be solely responsible for compliance with
said permits and licenses.
4. BASE RENT, ROYALTY PAYMENT
(a) TENANT shall pay the Base Rent in advance, to the LANDLORD on the first
day of the term. Base rent shall be paid to LANDLORD, without deduction or offset, at the first
of each month or all at commencement, at the address hereinafter set forth, or to such other
person or at such other place as LANDLORD may from time to time designate in writing.
(b) TENANT shall pay to LANDLORD the royalty payment due in accordance with
Section 3 of the certain Oil and Gas Lease dated August 1, 1971 by and between Huntington
Beach Company and the City of Huntington Beach.
5. ALTERATIONS
Within 30 days after execution of this lease, TENANT shall, at TENANT's sole
expense, install separate utility meters to be billed to TENANT for the improvements on the
Premises. Further, TENANT, at TENANT's sole expense, shall convert the existing propane
powered shipping pump to electricity. TENANT shall be solely responsible for the utility
charges for the improvements on the Premises. Except as required by this Lease, TENANT
shall not alter or improve the Premises, or attach any fixtures or equipment thereto without
LANDLORD's prior written consent Any alterations or improvements to the Premises
consented to by LANDLORD shall be made by TENANT at TENANT's sole cost and expense.
The contractor or person selected by TENANT to make alterations or improvements must be
approved in writing by LANDLORD prior to commencement of any work. LANDLORD shall
have the right to require that any such contractor hired by TENANT shall, prior to dommencing
work, provide LANDLORD with a performance bond and a labor and materials payment bond
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0
in the amount of the contract price for the work naming LANDLORD and TENANT (and any
other person designated by LANDLORD as co -obligees. All alterations, additions, fixtures and
improvements, made in or upon the Premises either by TENANT or LANDLORD shall
immediately become LANDLORD's property and, at the end of the term hereof, shall, a
LANDLORD's option, either remain on the Premises without compensation to TENANT or be
removed by LANDLORD for TENANT's account. TENANT shall reimburse LANDLORD for the
cost of removal (including the cost of repairing any damage to the Premises caused by
removal of such improvements and a reasonable charge for LANDLORD's overhead) within
ten (10) days after receipt of a statement therefor.
6. INDEMNIFICATION AND INSURANCE' SUBROGATION
(a) TENANT hereby waives all claims against LANDLORD for damage to any
property or injury, illness or death of any persons in, upon or about the Premises arising at any
time and from any cause whatsoever other than solely by reason of the negligence or willful
act of LANDLORD, its employees or contractors. TENANT shall protect and hold LANDLORD
harmless and defend LANDLORD against any and all claims or liability for any damage to any
property or injury, illness or death of any person: 1) occurring in or about the Premises or any
part thereof arising at any time and from any cause whatsoever other than solely by reason of
the negligence or willful act of LANDLORD, its employees or contractors, and 2) occurring in or
about any part of the Premises when such damage, injury, illness or death shall have been
caused in whole or in part by the act, neglect, omission or fault to TENANT, its agents,
servants, employees, contractors, invitees or licensees (including without limitation, when such
damage, injury, illness or death shall have been caused in part by LANDLORD, its employees
or contractors). The provisions of this paragraph shall survive the termination of this Lease.
4
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•
(b) TENANT shall, at its sole cost and expense, obtain and keep in force during the
term fire and extended coverage insurance on TENANT's improvements, fixtures, furnishings
and equipment in and upon the Premises in an amount not less than one hundred per cent
(100%) of the full replacement cost (without deduction for depreciation) thereof. All amounts
received from the insurance specified in this subparagraph shall first be applied to the payment
of the cost of repair or replacement of any of TENANT'S improvements, fixtures, furnishings
and equipment that were damaged or destroyed, or, if this Lease terminates prior to such
repair or replacement being made, paid over to LANDLORD to the extent that the
improvements or fixtures damaged or destroyed would have become LANDLORD's property
pursuant to paragraph 10 hereof.
(c) TENANT shall, at its sole cost and expense, obtain and keep in force during the
terms hereof comprehensive or commercial general liability insurance (bodily injury and
property damage), including contractual liability to cover liability assumed under this Lease,
with a limit of liability of not less than one million dollars ($1,000,000) per occurrence for injury
to, illness of, or death of persons or for damage to property occurring in, upon or about the
Premises. All such insurance shall insure the performance by TENANT of the indemnity
agreement set forth herein.
(d) All insurance required under this paragraph and all renewals thereof shall be
issued by such responsible companies qualified to do and doing business in the State of
California as may be approved by LANDLORD. Each policy shall expressly provide that the
policy shall not be cancelled or altered -without thirty (30) days prior written notice to
LANDLORD. All insurance under this paragraph shall name Huntington Beach Company, and
its parent, and their respective affiliates, as additional insureds, shall be primary and non
contributing with any insurance which may be carried by LANDLORD, and shall expressly
provide that LANDLORD, although named as an insured, shall nevertheless to entitled to
5
3nuhnoaeas/7/24M
recover against TENANT under the policy for any loss, injury or damage to or suffered by
LANDLORD, its employees and contractors, and shall contain a standard "cross liability" or
"Severability of interest" clause. Upon the issuance thereof, each such policy or a duplicate or
certificate thereof shall be delivered to LANDLORD for its retention. In the event that TENANT
shall fail to insure or shall fail to furnish to LANDLORD upon notice to do so, any such policy,
duplicate policy or certificate as herein required, LANDLORD may from time to time effect such
insurance for the benefit of TENANT or LANDLORD or both of them for a period not exceeding
one year, and any premium paid by LANDLORD shall be recoverable from TENANT as
additional rent on demand. The term "affiliates" means any entity (including an individual)
which controls, is controlled by, or is under common control with a parity hereto, and an entity
shall be deemed to control another if it owns, directly or indirectly, more than fifty percent
(50%) of the voting or equity interest in such other.
(e) TENANT waives on behalf of its insurers all policies of fire, theft, public liability,
workers compensation and other insurance now or hereafter existing during the term hereof
and purchased by its insuring or covering the Premises, or any portion or any contents thereof,
or any operations therein, all rights of subrogation which any insurer might otherwise have to
any claims of TENANT against LANDLORD. LANDLORD waives on behalf of its insurers
under all policies of fire, theft, public liability, workers compensation and other insurance now
or hereafter existing during the term hereof and purchased by its insuring or covering the
Premises or any portion thereof, or any operations therein, all rights of subrogation which any
Insurer might otherwise have to any claims of LANDLORD against TENANT in excess of the
limits of any insurance TENANT is required to'carry pursuant to this paragraph. LANDLORD
and TENANT shall each, prior to or immediately after the execution of this Lease, procure from
each of the insurers under all policies of fire, theft, public liability, workers compenfsation and
other insurance now or hereafter existing during the terms hereof and purchased by either of
6
WhbcoleasM24/96
• 0
them insuring or covering the Premises, or any portion thereof, or any operations therein, a
waiver of all rights of subrogation which the insurers might otherwise have as against the
other, to the extent required by this subparagraph. This subparagraph shall not be construed
to required LANDLORD or TENANT any insurance coverage not otherwise required by this
Lease nor to waive any rights of recover that either LANDLORD or TENANT may have directly
against the other to the extent that any loss or damage giving rise to any such right of recovery
is not actually covered by insurance.
7. ASSIGNMENT AND SUBLETTING
TENANT shall not, without the prior written consent of LANDLORD, which consent shall
not be unreasonably withheld, assign or hypothecate this Lease or any interest herein or
sublet the Premises or any part thereof, or permit the use or occupancy of the Premises by any
person other than TENANT or its employees, invitees or licensees. LANDLORD reserves the
right to transfer the Premises and assign this Lease to the new owner.
B. LANDLORD'S RIGHT OF ENTRY
LANDLORD may enter the Premises at any reasonable time to 1) inspect the Premises;
2) exhibit the Premises to prospective purchasers, fenders or TENANTS; 3) determine whether
TENANT is complying with all its obligations hereunder, 4) repair, alter or otherwise prepare
the Premises for reoccupancy if TENANT vacates the Premises prior to the expiration of the
term, and 5) take any other measures, including inspections, repairs, alterations, additions and
improvements to the Premises as may be necessary or desirable for the safety, protection or
preservation of the Premises. Any such entry shall be for a reasonable period only and, if
TENANT has not vacated the Premises, cause as little interference to TENANT aS reasonably
possible. TENANT hereby waives any claim for damages for any injury or inconvenience to or
7
31kTh4Weas17124196
0
interference with TENANT's business, any loss of occupancy or quiet enjoyment of the
Premises or any other loss occasioned by such entrj. LANDLORD shall at all times have the
right to use any and all means which LANDLORD may deem proper in an emergency in order
to obtain entry to the Premises. Any entry to the Premises obtained by LANDLORD by and of
said means, or otherwise, shall not under any circumstances be construed or deemed to be a
forcible or unlawful entry into a detainer of the Premises or an eviction actual or constructive,
of TENANT from the Premises, or any portion thereof.
9. LIENS
TENANT shall keep the Premises free from any liens arising out of any work
performed, material furnished or obligations incurred by TENANT. LANDLORD shall have the
right to post and keep on the Premises any notices that may be provided by law or which
LANDLORD may deem to be proper for protection from such liens, or to take any other action
necessary to remove or discharge liens or encumbrances at the sole expense of TENANT.
10. EVENTS OF DEFAULT
The occurrence of any one or more of the following events ("Event of Default") shall
constitute a breach of this Lease by TENANT:
(a) If TENANT shall fail to pay any rent, or additional rent, or any other sums or
charge payable by TENANT hereunder, when and as the same becomes due and payable; or
(b) If TENANT shall make a general assignment for the benefit of creditors, or shall
admit in writing its inability to pay its debts as they become due, or shall file a petition in
bankruptcy or shall be adjudicated a bankrupt or insolvent; or
8
3AAbcoleaslT/26M
C�
Ll
(c) If this Lease or any estate of TENANT hereunder shall be levied upon under
any attachment or exo;;ution and such attachment or execution is not vacated within ten (10)
days; or
(d) If TENANT shall abandon the Premises.
11. ATTORNEY FEES
In the event suit is brought by either party to enforce the terms and provisions of this
agreement or to secure the performance hereof, each party shall bear its own attorney's fees
and costs of suit.
12. ABANDONMENT
If TENANT shall abandon or surrender the Premises, or be dispossessed by process of
law or otherwise, any personal property belonging to TENANT and left on the Premises shall
be deemed to be abandoned, and, at the option of LANDLORD, LANDLORD may sell or
otherwise dispose of such personal property in any commercially reasonable manner.
13. HAZARDOUS MATERIALS; OIL CONTAMINATION
TENANT shall not cause or permit any hazardous material to be brought upon, kept or
used in or about the Premises by TENANT, its agents, employees, contractors or invitees,
without the prior written consent of LANDLORD. If TENANT breaches the obligations stated in
the preceding sentence, or if the presence of hazardous material on the Premises caused or
permitted by TENANT results in contamination of the Premises, or if contamination of the
Premises by hazardous material otherwise occurs for which TENANT is legally liable to the
LANDLORD for damage resulting therefrom, then TENANT shall indemnify, hold LANDLORD
harmless, and defend LANDLORD (with counsel reasonably acceptable to LANDLORD) from
9
3AUhbcoieasU124M
any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses which arise
during or after he Lease term as a result of such contamination.
As used herein the term "Hazardous Material" means any'hazardous or toxic
substance, material or waste which is or may become regulated by any local governmental
authority, the State of California or the United States government; and as defined by the
California Health and Safety Code, the Califomia Administrative Code, the Federal Water
Pollution Control Act, the Federal Resource Conservation and Recovery Act, and the
Comprehensive Environmental Response, Compensation and liability Act.
TENANT shall be using the Premises for the collection, storage, treatment and
transportation of unrefined oil, which may not be considered a Hazardous Material as defined
above. TENANT shall indemnify, hold LANDLORD harmless, and defend LANDLORD (with
counsel reasonably acceptable to LANDLORD) from any an all claims, judgments, damages,
penalties, fines, costs, liabilities or losses which arise during or after the Lease term as result
of any contamination resulting from or associated with the collection, storage, treatment and
transportation of oil and/or separated water.
Notwithstanding the foregoing, in the event that remediation for the contamination
disclosed in that certain draft report prepared by Geo Remediation, Inc., dated March 26, 1998
(the "Report) is required by an agency of competent jurisdiction, LANDLORD shall be
responsible for such remediation. A copy of the Report is attached hereto as Exhibit A and
incorporated herein by this reference.
14. WAIVER
The waiver by LANDLORD or TENANT of any breach of any agreement, covenant,
condition or provision herein contained shall not be deemed to be a waiver of any'subsequent
breach of the same or any other agreement, covenant, condition or provision herein contained,
10
3&hbc0{easl7f24W
s 0
nor shall any custom or practice which may grow up between LANDLORD and TENANT in the
administration of this Lease be construed to waive or to lessen the right of LANDLORD or
TENANT to insist upon the performance by LANDLORD or TENANT in strict accordance with
this Lease. The subsequent acceptance of rent hereunder by LANDLORD or the payment of
rent by TENANT shall not be deemed to be a waiver of any preceding breach by LANDLORD
or TENANT of any agreement, covenant, condition or provision of this Lease, other than the
failure of TENANT to pay the particular rent so accepted, regardless of LANDLORD's or
TENANT's knowledge of such preceding breach at the time of acceptance or payment of such
rent.
15. NOTICES
All notices and demand which may or are required to be given by either LANDLORD or
TENANT to the other hereunder shall be deemed to have been fully given which made in
writing and deposited in the Untied States mail, certified or registered, postage prepaid, and
addressed as follows: to TENANT at TENANT's address, or to such other place as TENANT
may from time to time designate in a notice to LANDLORD, or delivered to TENANT at the
Premises; to LANDLORD at LANDLORD's address, or to such other place as LANDLORD may
from time to time designated in a notice to TENANT. TENANT hereby appoints as its agent to
receive the service of all dispossessory or distant proceedings and notices thereunder the
person in charge of or occupying the Premises at the time and if no person shall be in charge
of or occupying the Premises, then such service may be made by attaching the service on the
main entrance of the Premises.
11
31k1hbco1eaW/24M
16. COMPLETE AGREEMENT
There are no oral agreements between LANDLORD and TENANT affecting this Lease,
and this Lease supersedes and cancels any and all previous negotiations, arrangements,
agreements and understanding. There are no representations between LANDLORD and
TENANT other than those contained in this Lease. This Lease may not be amended or
modified in any respect whatsoever except by an instrument in writing signed by LANDLORD
and TENANT.
17. MISCELLANEOUS
If there be more than one person or entity constituting the TENANT, the obligations
hereunder imposed upon TENANT shall be joint and several. Time is of the essence of this
Lease and each and all of its provisions. The agreements, covenants, conditions and
provisions herein contained shall, subject to the provisions as to assignment, apply to and bind
the heirs, executors, administrators, successors and assigns of the parties hereto. If any
provision of this Lease shall be determined to be illegal or unenforceable, such determination
shall not affect any other provision of this Lease and all such other provisions shall remain in
full force and effect. This Lease shall be governed by and construed in accordance with the
local laws of the State of California, without regard to the principles of conflicts of law.
18. REAL ESTATE BROKERS
TENANT warrants and represents that TENANT has not authorized or employed, or
acted by implication to authorize or to employ, any real estate broker or agent to act for
TENANT in connection with this Lease. TENANT shall hold LANDLORD harmless from and
indemnify and defend LANDLORD against any and all claims by any real estate broker, agent
or any other person, other than the Broker, for any commission, finder's fee or other
12
3AUhbcoieas1712V96
compensation as a result of TENANT's entering into this Lease.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized offices the day, month and year first above written.
HUNTINGTON BEACH COMPANY:
By:
print name
ITS: (circle one) Chairman./Presiden ice President
By:
LOaA--
print name
ITS: (circle one) i
- er
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
Mayor
ATTEST:
.r
i
APPROVED AS TO FORM:
I &i�-12 1� �-
�� ^Uity Attomey 2
Fire Chief
9- 3--9/-
13
Whbroieas-MZV96
0
E
ATTACHMENT 3
•
September 24, 1997
Mr. Tim Greaves
Deputy Fire Marshal - Petro Chem
City of Huntington Beach Fire Department
2000 Main Street
Huntington Beach, CA 92648
RE: Miley -Keck Tank Farm
Dear Mr. Greaves:
9
[hevmn
t$ Chevron
Huntington Beach Company
3100 South Harbor Boulevard, Suite 340
Santa Ana, California 92704
K. A. Leighton
Project Manager
Phone: (714) 427-1211
Fax: (714) 427-1=
As I discussed with you on September 9, 1997, Huntington Beach Company is interested in
selling their property located at 19081 Huntington Street in Huntington Beach. This property is
subject to a lease dated September 16, 1996 between the City of Huntington Beach and
Huntington Beach Company for the Miley -Keck Tani: Farm located on a portion of the property
to be sold.
We have been approached by two separate parties interested in the property. As the sale would
include a partial assignment of the City's lease of the Tank Farm, we would like to give the City
an opportunity to acquire the premises prior to. entering negotiations with either of the interested
parties. This opportunity is made with the understanding that the City will notify us in writing of
their offer by October 31, 1997 and, if the offer is accepted, be able to close by January 15, 1998.
The value of the property, with the assignment of the Tank Farm Lease is believed to be
$250,000.
Should you have any questions, please contact me at the above numbers.
Sincerely,
K. A. Leighton
cc: J. R. Bischoff
- 1* 1
sto .
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Jim
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
September 18, 1996
Mr. D. L. O'Connor
Huntington Beach Company
c/o Chevron Land and Development Company
23 Corporate Plaza, Suite 250
Newport Beach, California 92660
Dear Mr. O'Connor;
CALIFORNIA 92648
The City Council of the City of Huntington Beach at the meeting held
September 16, 1996, approved execution of the enclosed agreement between the
City of Huntington Beach and Huntington Beach Company for the lease of the
Miley -Keck Tank Farm located at 19081 Huntington Street, Huntington Beach,
California.
Enclosed is a duly executed copy of the agreement for your records.
Sincerely,
4U;U.
Connie Brockway
City Clerk
Enclosure: Agreement
G:folloNwup: agrmtltr/HunBcachCo
t Telephone: 714-536-52271
REQUEST FOR COUNACTION ;ict
eeting Date: 0911 fi196
SUBJECT: SUBJECT: ��. T Fug ," FD 96-014
eX&A-.41—
X e4f �
_..__. 6 po. r0 N u
Council/Agency Meeting Held: 9
Deferred/Continued to:
rWApproved ❑ Conditionally Approved ❑ Denied
Council Meeting Date: 09/16/96
ity Clerk's Signatur
Department ID Number: FD 96-014
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: MICHAEL T. UBERUAGA, City Administr or
PREPARED BY: MICHAEL P. DOLDER, Fire Chief
SUBJECT: MILEY-KECK TANK FARM AGRtEMENT
Statement of Issue, Funding Source, Recommended Action, Alternative Action, Analysis, Environmental Status,
Attachment(s)
Statement of Issue: The Huntington Beach Company has stopped accepting and
processing City produced oil at its Miley -Keck tank farm located at 19081 Huntington
Street, Huntington Beach. To maintain City oil revenues, staff recommends that the City
enter into an agreement with the Huntington Beach Company to lease and operate the
Miley -Keck Tank Farm.
Funding Source:
1. Appropriate $12,740 from General Fund Account #GAA-3-01-01 to the Fire
Department Oil Well Maintenance Account #E-AA-FR-309-4-43-00 for onetime initial
lease expenses and increased operational expenses through September 30, 1996.
2. Annual lease ($36,000 per year) and annual royalty payments ($48,000 per year) are
included in the 1996-97 Budget and Budget Addendum respectively. These annual
costs are offset by a like amount received from non -deducted oil production income.
Recommended Action: By motion, approve an agreement with Huntington Beach
Company to lease the Miley -Keck Tank Farm and appropriate $12,740 from General Fund
Account #GAA-3-01-01 for onetime initial lease expenses and increased operational
expenses through September 30, 1996.
FD96014.DOC .2. 09/04196 9:42 AM
REQUEST FOR COUNRACTION teeting Date: 09/16/96
SUBJECT: MILEY-KECK TANK FARM AGREEMENT
Alternative Action(s):
1. Purchase the Miley -Keck Tank Farm.
2. Build anew tank farm on City owned property.
3. Temporarily place and operate Baker Tanks on City owned property.
4. Shut in the wells and stop oil production.
5. Shut in and immediately abandon the wells.
Analysis: Since 1971, the City has processed, shipped and sold City oil through an
agreement with the Huntington Beach Company (Chevron) using their Miley -Keck Tank
Farm (MKTF) located at 19081 Huntington Street in Huntington Beach. Under the
agreement, the City moves oil produced at the three (3) Civic Center oil wells through a
City owned and operated pipeline which was replaced in 1993 to the MKTF facility. The
City's oil is measured and mixed with Huntington Beach Company's oil and shipped and
sold to Chevron.
The City's gross oil revenue during a one year period from October 1994 to September
1995 was approximately $288,000. The City's net oil revenue during the same period
was $162,000 after taking deductions for royalty payments ($48,000), oil processing fees
($36,000) and City oil well operating expenses ($52,000).
The Huntington Beach Company is now moving all of its operations and personnel out of
Huntington Beach and will cease operating the MKTF tank farm. Because of this move,
the Huntington Beach Company has offered to lease the MKTF tank farm to the City
which would allow the City to continue delivering oil through the City owned transfer line
without disruption. Under the proposed lease agreement (Attachment 1), the City is
required to perform all associated tank farm operations. The City's gross oil revenue,
subject to fluctuating oil prices, would remain at $288,000 with annual deductions of
$48,000 in royalty payments, $36,000 in processing fees and $79,000 in oil operating
expenses. These deductions result in a net operating cost increase of $27,000 which
reduces the City's net oil revenue to $125,000. In addition, onetime start-up costs and
September 1996 operating cost totaling $12,740 are required and are summarized in
Table 1. The ongoing royalty, lease and operating costs are included in the amended FY
1996-97 budget.
On July 11, 1996, the Huntington Beach Company issued a six (6) month written notice
(Attachment 2), to terminate the existing 1971 Processing Agreement. Subsequently, on
August 19, 1996, the Huntington Beach Company submitted a second letter (Attachment
3), which terminates all MKTF lease negotiations and tank farm operations if a lease
agreement is not approved by September 3, 1996. Fortunately, staff was able to
negotiate a delay in the termination notice until Council takes action at its September 16,
1996 meeting. Although the August 19, 1996 notice is in violation of the six (6) month
termination notice, required by the 1971 Processing Agreement, the Huntington Beach
Company intends to shut down all oil processing operations unless the City leases the
MKTF tank farm.
FD96014.DOC -3- 09/04/96 3:32 PM
REQUEST FOR COUNCOACTION 9eeting Date: 09/16/96
SUBJECT: MILEY-KECK TANK FARM AGREEMENT
Staff recommends approval of the proposed lease as the most immediate and cost
effective alternative for maintaining City oil revenues. Five (5) alternatives are briefly
discussed below. However, none of the alternatives provide immediate and cost effective
solutions.
Alternative 1 - Purchase Miley -Keck Tank Farm
In order to continue to produce oil from the City's three (3) oil wells, located at Civic
Center, an oil collecting and processing center is immediately required. Purchasing a site
is not immediately possible and annual gross oil revenues of $288,000 will be lost unless
City oil is collected and processed. Although this alternative is not immediately feasible,
staff does recommend further investigation and potential purchase of the MKTF site.
Alternative 2 - Build a New Tank Farm on City Owned Propert
Building a new tank farm on City owned property would cost approximately $336,000
(Attachment 4), plus a percentage of the $152,000 annual net oil income lost due to non -
production during tank farm construction. The estimated time for construction is six (6) to
nine (9) months. Staff does not recommend new tank farm construction due to the
requirements of additional staff time, construction costs and lost oil production revenue.
Alternative 3,- Baker Tanks, on,City Q.yLne,dpLepe ty
Baker Tank operations are considered temporary operations. Use of these tanks means
the product would have to be trucked and not shipped by pipeline. Either Chevron or
Texaco would be the targeted transportation companies, but their rates and requirements
are negotiated contract items. Estimates for this type of temporary operation are
dependent on location, availability for truck access, and the willingness of the transporting
party to enter into a contractual arrangement with the City. The ideal Baker Tank location
would be the City's Water Division property adjacent to MKTF. Transportation costs would
be deducted from the City's oil sales and is an unknown and variable cost.
Alternative-4 &Alternative 5
Both Alternative 4 and Alternative 5, shutting in the wells, stopping oil production and well
abandonment, creates a loss of income, adds direct costs to the City, and are not
recommended. If the City elected to stop oil production, projected annual net oil revenues
of $125,000 would be eliminated. Although it isn't clear how long a well may be shut in
before the Department of Oil, Gas, and Geothermal Resources (DOGGR) forces
abandonment, the $50,000 per well should be immediately budgeted for well
abandonment and site cleanup pending DOGGR demand.
FD96014.DOC -4- 09/04/96 11:07 AM
REQUEST FOR CpUNCPACTION teetingDate: 09/16/96
SUBJECT: MILEY-KECK TANK FARM AGREEMENT
Table 1
MONTHLY i ONE TIME
ITEM i COST i COST
Tease {same amount as the current fee for service charge -; --______ --------
but we must now pey from a budgeted account. Under the
lease, it will no longer be deducted from income by
' Chevron) ------ ' 3,000
-------_-----------------------------------------------�
-------------- PLUS NEW EXPENSES --------------- r-------
--r-
--------
,
rAQMD Permits____-------------------------r------ 50 r--------
rAQMD 1173 & 1176 Testing-------------------F-----200---------
-------------'----------------------------r---------r---�-------,
rORCO Sanitation Permits __________ , 100 , _____ __,
ORCO Sanitation Discharge Fees �W� 40, - 1
r------------------------------------------ r-------- r--------- I
Energy requirements (propane) ___-----------------—-------- 350 , ________1
rChemicals added r 500 ;-
r------------------------------------------ r---------r---------
,
Maintenance, facility_ _ _________________I 500 , ,
rPumper service (Monte Weaver) W r-----500r-���-�--
------------------------------------------
i __
_ Edison meter and associated hookup , _ , ___$2,500 ,
r--------------------------------- -_----------- -----
_ _ Isolation Fencingi�________r___ 3,500
r - ----~-_--- Shipping heater modifications , r 1,500
I , I
New TOTAL monthly operating expenses $5,240 , $7,500
Current processing fee -3,000
Additional monthly expenses under the new lease
x12
New ANNUAL expenses under the proposed lease $26,880 ,
Environmental Status:
Attachment(s):
FD96014.DOC
Lease Agreement Between the City of Huntington Beach and
Huntington Beach Company.
July 11, 1996 letter from Huntington Beach Company, RE:
Termination Notice for Miley -Keck Production Purchase Agreement.
-5- 09/04/96 3:35 PM
REQUEST FOR COUNC91ACTION
SUBJECT: MILEY-KECK TANK FARM AGREEMENT
Aleeting Date: 09/16/96
3. August 19, 1996 letter from Huntington Beach Company, RE: Miley -
Keck Tank Farm Lease Negotiations.
4. Cost Estimate to Construct New Crude Oil Production Tank Farm
Facility.
S. Fiscal Impact Statement.
FD96014.DOC A. 09/04/96 3:35 PM
0
LEASE AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND THE
HUNTINGTON BEACH COMPANY
(CONTRACT NO. B-4632)
THIS AGREEMENT is made and entered into this 16 day of Sep t em b e r , 1996, by
and between THE HUNTINGTON BEACH COMPANY (hereinafter called "LANDLORD") and
THE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California
(hereinafter referred to as "TENANT"),
WITNESSETH:
LEASE SUMMARY
As used herein the following terms shall have the meanings set forth opposite them.
Other terms may be defined in other parts of this Lease.
PREMISE: A portion of that certain improved real property located in the City of Huntington
Beach, County of Orange, State of California, set forth in the legal description
and diagram attached hereto and incorporated herein as Exhibit "A" and more
particularly identified as a portion of the 19081 Huntington Street in the City of
Huntington Beach, State of California.
TERM: Month -to -Month
COMMENCEMENT: September 16, 1996.
TERMINATION: LANDLORD will give TENANT 6 months notice of intent to
terminate this Lease and will give TENANT first right of refusal.
BASE RENT: $3,000 per month
TENANT'S SHARE 100%
PERMITTED USES: Oil Tank Farm for collection, storage, treatment and
transportation of unrefined oil
SECURITY DEPOSIT: $6,000
LANDLORD'S ADDRESS: Huntington Beach Company
c/o Chevron Land and Development Company
23 Corporate Plaza, Suite 250
Newport Beach, CA 92660
TENANT'S ADDRESS: City of Huntington Beach
2000 Main Stet
Huntington Beach, CA 92648
3/k1hbco1easf7/24/96
2. LEASE OF PREMISES: USES: ACCESS
LANDLORD hereby leases the Premises to TENANT and TENANT hereby leases the
Premises from LANDLORD, for the term and subject to the provisions hereinafter set forth.
The Premises shall be used only for the permitted uses and for no other purpose whatsoever.
TENANT has inspected and accepted property and improvements for the permitted uses
allowed herein. TENANT shall in its use and enjoyment of the Premises observe and abide
by, and shall require each of its contractors, invitees and licensees to observe and abide by all
laws, statutes, ordinances, rules and regulations, any certificate of occupancy, and any
recorded document affecting the Premises, Neither TENANT nor any of its employees,
invitees, or licensees shall permit any nuisance in, on or about the Premises or commit or
suffer to be committed any waste in, on or about the Premises. Upon termination of this
Lease, TENANT shall return the premise and improvements to the LANDLORD in the same
condition as of the date of this Lease normal wear and tear excepted.
TENANT's sole access to the Premises shall be from that property commonly known as
19071 Huntington Street, Huntington Beach, California ("TENANT's Property"), which property
is immediately adjacent to the Premises. TENANT shall install a fence around the perimeter of
the Premises to prohibit access from the Premises to LANDLORD's property adjacent to the
Premises; said fence to include a lockable gate allowing LANDLORD access to the Premises
from LANDLORD's adjacent property. Further, TENANT hereby grants to LANDLORD a right
of entry through TENANT's Property for access to the Premises.
3. IMPROVEMENTS
TENANT shall be solely responsible for operation, maintenance, repair and
replacement as necessary of all improvements presently existing or installed in the future on
the Premises. TENANT shall transfer all licenses and permits necessary to operate the
2
3lk/hbcoleaW 7124M
improvement to TENANT's name and TENANT shall be solely responsible for compliance with
said permits and licenses.
4. BASE RENT! ROYALTY PAYMENT
(a) TENANT shall pay the Base Rent in advance, to the LANDLORD on the first
day of the term. Base rent shall be paid to LANDLORD, without deduction or offset, at the first
of each month or all at commencement, at the address hereinafter set forth, or to such other
person or at such other place as LANDLORD may from time to time designate in writing.
(b) TENANT shall pay to LANDLORD the royalty payment due in accordance with
Section 3 of the certain Oil and Gas Lease dated August 1, 1971 by and between Huntington
Beach Company and the City of Huntington Beach.
5. ALTERATIONS
Within 30 days after execution of this lease, TENANT shall, at TENANT's sole
expense, install separate utility meters to be billed to TENANT for the improvements on the
Premises. Further, TENANT, at TENANT's sole expense, shall convert the existing propane
powered shipping pump to electricity. TENANT shall be solely responsible for the utility
charges for the improvements on the Premises. Except as required by this Lease, TENANT
shall not alter or improve the Premises, or attach any fixtures or equipment thereto without
LANDLORD's prior written consent. Any alterations or improvements to the Premises
consented to by LANDLORD shall be made by TENANT at TENANT's sole cost and expense.
The contractor or person selected by TENANT to make alterations or improvements must be
approved in writing by LANDLORD prior to commencement of any work. LANDLORD shall
have the right to require that any such contractor hired by TENANT shall, prior to commencing
work, provide LANDLORD with a performance bond and a labor and materials payment bond
3
3MbwIeaW7rAM
,7
11
in the amount of the contract price for the work naming LANDLORD and TENANT (and any
other person designated by LANDLORD as co -obligees. All alterations, additions, fixtures and
improvements, made in or upon the Premises either by TENANT or LANDLORD shall
immediately become LANDLORD's property and, at the end of the term hereof, shall, a
LANDLORD's option, either remain on the Premises without compensation to TENANT or be
removed by LANDLORD for TENANT's account. TENANT shall reimburse LANDLORD for the
cost of removal (including the cost of repairing any damage to the Premises caused by
removal of such improvements and a reasonable charge for LANDLORD's overhead) within
ten (10) days after receipt of a statement therefor.
6. INDEMNIFICATION AND INSURANCE: SUBROGATION
(a) TENANT hereby waives all claims against LANDLORD for damage to any
property or injury, illness or death of any persons in, upon or about the Premises arising at any
time and from any cause whatsoever other than solely by reason of the negligence or willful
act of LANDLORD, its employees or contractors. TENANT shall protect and hold LANDLORD
harmless and defend LANDLORD against any and all claims or liability for any damage to any
property or injury, illness or death of any person: 1) occurring in or about the Premises or any
part thereof arising at any time and from any cause whatsoever other than solely by reason of
the negligence or willful act of LANDLORD, its employees or contractors, and 2) occurring in or
about any part of the Premises when such damage, injury, illness or death shall have been
caused in whole or in part by the act, neglect, omission or fault to TENANT, its agents,
servants, employees, contractors, invitees or licensees (including without limitation, when such
damage, injury, illness or death shall have been caused in part by LANDLORD, its employees
or contractors). The provisions of this paragraph shall survive the termination of this Lease.
4
Whbooleas17/24M
•
(b) TENANT shall, at its sole cost and expense, obtain and keep in force during the
term fire and extended coverage insurance on TENANT's improvements, fixtures, furnishings
and equipment in and upon the Premises in an amount not less than one hundred per cent
(100%) of the full replacement cost (without deduction for depreciation) thereof. All amounts
received from the insurance specified in this subparagraph shall first be applied to the payment
of the cost of repair or replacement of any of TENANT's improvements, fixtures, furnishings
and equipment that were damaged or destroyed, or, if this Lease terminates prior to such
repair or replacement being made, paid over to LANDLORD to the extent that the
improvements or fixtures damaged or destroyed would have become LANDLORD's property
pursuant to paragraph 10 hereof.
(c) TENANT shall, at its sole cost and expense, obtain and keep in force during the
terms hereof comprehensive or commercial general liability insurance (bodily injury and
property damage), including contractual liability to cover liability assumed under this Lease,
with a limit of liability of not less than one million dollars ($1,000,000) per occurrence for injury
to, illness of, or death of persons or for damage to property occurring in, upon or about the
Premises. All such insurance shall insure the performance by TENANT of the indemnity
agreement set forth herein.
(d) All insurance required under this paragraph and all renewals thereof shall be
issued by such responsible companies qualified to do and doing business in the State of
California as may be approved by LANDLORD. Each policy shall expressly provide that the
policy shall not be cancelled or altered without thirty (30) days prior written notice to
LANDLORD. All insurance under this paragraph shall name Huntington Beach Company, and
its parent, and their respective affiliates, as additional insureds, shall be primary and non
contributing with any insurance which may be carried by LANDLORD, and shall expressly
provide that LANDLORD, although named as an insured, shall nevertheless to entitled to
5
3lkThbcolea817124M
recover against TENANT under the policy for any loss, injury or damage to or suffered by
LANDLORD, its employees and contractors, and shall contain a standard "cross liability" or
"Severability of interest" clause. Upon the issuance thereof, each such policy or a duplicate or
certificate thereof shall be delivered to LANDLORD for its retention. In the event that TENANT
shall fail to insure or shall fail to furnish to LANDLORD upon notice to do so, any such policy,
duplicate policy or certificate as herein required, LANDLORD may from time to time effect such
insurance for the benefit of TENANT or LANDLORD or both of them for a period not exceeding
one year, and any premium paid by LANDLORD shall be recoverable from TENANT as
additional rent on demand. The term "affiliates" means any entity (including an individual)
which controls, is controlled by, or is under common control with a parity hereto, and an entity
shall be deemed to control another if it owns, directly or indirectly, more than fifty percent
(50%) of the voting or equity interest in such other.
(e) TENANT waives on behalf of its insurers all policies of fire, theft, public liability,
workers compensation and other insurance now or hereafter existing during the term hereof
and purchased by its insuring or covering the Premises, or any portion or any contents thereof,
or any operations therein, all rights of subrogation which any insurer might otherwise have to
any claims of TENANT against LANDLORD. LANDLORD waives on behalf of its insurers
under all policies of fire, theft, public liability, workers compensation and other insurance now
or hereafter existing during the term hereof and purchased by its insuring or covering the
Premises or any portion thereof, or any operations therein, all rights of subrogation which any
insurer might otherwise have to any claims of LANDLORD against TENANT in excess of the
limits of any insurance TENANT is required to carry pursuant to this paragraph. LANDLORD
and TENANT shall each, prior to or immediately after the execution of this Lease, procure from
each of the insurers under all policies of fire, theft, public liability, workers compensation and
other insurance now or hereafter existing during the terms hereof and purchased by either of
6
Whbcoleasg/24M
1�
them insuring or covering the Premises, or any portion thereof, or any operations therein, a
waiver of all rights of subrogation which the insurers might otherwise have as against the
other, to the extent required by this subparagraph. This subparagraph shall not be construed
to required LANDLORD or TENANT any insurance coverage not otherwise required by this
Lease nor to waive any rights of recover that either LANDLORD or TENANT may have directly
against the other to the extent that any loss or damage giving rise to any such right of recovery
is not actually covered by insurance.
7. ASSIGNMENT AND SUBLETTING
TENANT shall not, without the prior written consent of LANDLORD, which consent shall
not be unreasonably withheld, assign or hypothecate this Lease or any interest herein or
sublet the Premises or any part thereof, or permit the use or occupancy of the Premises by any
person other than TENANT or its employees, invitees or licensees. LANDLORD reserves the
right to transfer the Premises and assign this Lease to the new owner.
8. LANDLORD'S RIGHT OF ENTRY
LANDLORD may enter the Premises at any reasonable time to 1) inspect the Premises;
2) exhibit the Premises to prospective purchasers, lenders or TENANTS; 3) determine whether
TENANT is complying with all its obligations hereunder; 4) repair, after or otherwise prepare
the Premises for reoccupancy if TENANT vacates the Premises prior to the expiration of the
term, and 5) take any other measures, including inspections, repairs, alterations, additions and
improvements to the Premises as may be necessary or desirable for the safety, protection or
preservation of the Premises. Any such entry shall be for a reasonable period only and, if
TENANT has not vacated the Premises, cause as little interference to TENANT as reasonably
possible. TENANT hereby waives any claim for damages for any injury or inconvenience to or
7
3/Whbcoleas17/24196
interference with TENANT's business, any loss of occupancy or quiet enjoyment of the
Premises or any other loss occasioned by such entry. LANDLORD shall at all times have the
right to use any and all means which LANDLORD may deem proper in an emergency in order
to obtain entry to the Premises. Any entry to the Premises obtained by LANDLORD by and of
said means, or otherwise, shall not under any circumstances be construed or deemed to be a
forcible or unlawful entry into a detainer of the Premises or an eviction actual or constructive,
of TENANT from the Premises, or any portion thereof.
9. LIENS
TENANT shall keep the Premises free from any liens arising out of any work
performed, material furnished or obligations incurred by TENANT. LANDLORD shall have the
right to post and keep on the Premises any notices that may be provided by law or which
LANDLORD may deem to be proper for protection from such liens, or to take any other action
necessary to remove or discharge liens or encumbrances at the sole expense of TENANT.
10. EVENT OF DEFAULT
The occurrence of any one or more of the following events ("Event of Default") shall
constitute a breach of this Lease by TENANT:
(a) If TENANT shall fail to pay any rent, or additional rent, or any other sums or
charge payable by TENANT hereunder, when and as the same becomes due and payable; or
(b) If TENANT shall make a general assignment for the benefit of creditors, or shall
admit in writing its inability to pay its debts as they become due, or shall file a petition in
bankruptcy or shall be adjudicated a bankrupt or insolvent; or
8
3lkThbcole�s�712er9s
(c) If this Lease or any estate of TENANT hereunder shall be levied upon under
any attachment or execution and such attachment or execution is not vacated within ten (10)
days; or
(d) If TENANT shall abandon the Premises.
11. ATTORNEY FEES
In the event suit is brought by either party to enforce the terms and provisions of this
agreement or to secure the performance hereof, each party shall bear its own attorney's fees
and costs of suit.
12. ABANDONMENT
If TENANT shall abandon or surrender the Premises, or be dispossessed by process of
law or otherwise, any personal property belonging to TENANT and left on the Premises shall
be deemed to be abandoned, and, at the option of LANDLORD, LANDLORD may sell or
otherwise dispose of such personal property in any commercially reasonable manner.
13. HAZARDOUS MATERIALS: OIL CONTAMINATION
TENANT shall not cause or permit any hazardous material to be brought upon, kept or
used in or about the Premises by TENANT, its agents, employees, contractors or invitees,
without the prior written consent of LANDLORD. If TENANT breaches the obligations stated in
the preceding sentence, or if the presence of hazardous material on the Premises caused or
permitted by TENANT results in contamination of the Premises, or if contamination of the
Premises by hazardous material otherwise occurs for which TENANT is legally liable to the
LANDLORD for damage resulting therefrom, then TENANT shall indemnify, hold LANDLORD
harmless, and defend LANDLORD (with counsel reasonably acceptable to LANDLORD) from
9
Wmbcoleesnrza/ss
any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses which arise
during or after the tease term as a result of such contamination.
As used herein the term "Hazardous Material" means any hazardous or toxic
substance, material or waste which is or may become regulated by any local governmental
authority, the State of California or the United States government; and as defined by the
California Health and Safety Code, the California Administrative Code, the Federal Water
Pollution Control Act, the Federal Resource Conservation and Recovery Act, and the
Comprehensive Environmental Response, Compensation and Liability Act.
TENANT shall be using the Premises for the collection, storage, treatment and
transportation of unrefined oil, which may not be considered a Hazardous Material as defined
above. TENANT shall indemnify, hold LANDLORD harmless, and defend LANDLORD (with
counsel reasonably acceptable to LANDLORD) from any an all claims, judgments, damages,
penalties, fines, costs, liabilities or losses which arise during or after the Lease term as result
of any contamination resulting from or associated with the collection, storage, treatment and
transportation of oil and/or separated water.
Notwithstanding the foregoing, in the event that remediation for the contamination
disclosed in that certain draft report prepared by Geo Remediation, Inc., dated March 26, 1996
(the "Report") is required by an agency of competent jurisdiction, LANDLORD shall be
responsible for such remediation. A copy of the Report is attached hereto as Exhibit A and
incorporated herein by this reference.
14. WAIVER
The waiver by LANDLORD or TENANT of any breach of any agreement, covenant,
condition or provision herein contained shall not be deemed to be a waiver of any subsequent
breach of the same or any other agreement, covenant, condition or provision herein contained,
10
31k/hbc-WeaW7124M
nor shall any custom or practice which may grow up between LANDLORD and TENANT in the
administration of this Lease be construed to waive or to lessen the right of LANDLORD or
TENANT to insist upon the performance by LANDLORD or TENANT in strict accordance with
this Lease. The subsequent acceptance of rent hereunder by LANDLORD or the payment of
rent by TENANT shall not be deemed to be a waiver of any preceding breach by LANDLORD
or TENANT of any agreement, covenant, condition or provision of this Lease, other than the
failure of TENANT to pay the particular rent so accepted, regardless of LANDLORD's or
TENANT's knowledge of such preceding breach at the time of acceptance or payment of such
rent.
15. NOTICES
All notices and demand which may or are required to be given by either LANDLORD or
TENANT to the other hereunder shall be deemed to have been fully given which made in
writing and deposited in the Untied States mail, certified or registered, postage prepaid, and
addressed as follows: to TENANT at TENANT's address, or to such other place as TENANT
may from time to time designate in a notice to LANDLORD, or delivered to TENANT at the
Premises; to LANDLORD at LANDLORD's address, or to such other place as LANDLORD may
from time to time designated in a notice to TENANT. TENANT hereby appoints as its agent to
receive the service of all dispossessory or distant proceedings and notices thereunder the
person in charge of or occupying the Premises at the time and if no person shall be in charge
of or occupying the Premises, then such service may be made by attaching the service on the
main entrance of the Premises.
11
Whbcolea&7/24196
16. COMPLETE AGREEMENT
There are no oral agreements between LANDLORD and TENANT affecting this Lease,
and this Lease supersedes and cancels any and all previous negotiations, arrangements,
agreements and understanding. There are no representations between LANDLORD and
TENANT other than those contained in this Lease. This Lease may not be amended or
modified in any respect whatsoever except by an instrument in writing signed by LANDLORD
and TENANT.
17. MISCELLANEOUS
If there be more than one person or entity constituting the TENANT, the obligations
hereunder imposed upon TENANT shall be joint and several. Time is of the essence of this
Lease and each and all of its provisions. The agreements, covenants, conditions and
provisions herein contained shall, subject to the provisions as to assignment, apply to and bind
the heirs, executors, administrators, successors and assigns of the parties hereto. If any
provision of this Lease shall be determined to be illegal or unenforceable, such determination
shall not affect any other provision of this Lease and all such other provisions shall remain in
full force and effect. This Lease shall be governed by and construed in accordance with the
local laws of the State of California, without regard to the principles of conflicts of law.
18. REAL ESTATE BROKERS
TENANT warrants and represents that TENANT has not authorized or employed, or
acted by implication to authorize or to employ, any real estate broker or agent to act for
TENANT in connection with this Lease. TENANT shall hold LANDLORD harmless from and
indemnify and defend LANDLORD against any and all claims by any real estate broker, agent
or any other person, other than the Broker, for any commission, finder's fee or other
12
31klhbc.laeaw7r24M
compensation as a result of TENANT's entering into this Lease.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized offices the day, month and year first above written.
HUNTINGTON BEACH COMPANY:
By:
print name
ITS: (circle one) ChairmanlPresiden ice President
By:
�i L Go►►�Na
print name
ITS: (circle one) seciewyeeiiiamnancia
er
VICE PAZA YGdA/+
CITY OF HUNTINGTON BEACH, A
municipal corporation of the State of
California
�yV�r
Mayor
ATTEST:
elm
APPROVED AS TO FORM:
,,!;,e I &e� 2 ' /
5 jity Attorney 2
Fire Chief
13
Whbcoleasl71 4M
ReguysIMeeting of: the scard of Hectors
of
Huntingtan Beac,i Company
April 22, 1994
A regular meeting of the Board of Directors of Huntington
Beach Company was :geld at the office of the Corporation in San
Francisco, California, on the date given above.
Present: Directors: N. R. Angdll
C. D. Hartquist
Absent: . Directors: M. F. Ring
Tire meeting was called to order by C. D. Rartquist, who was
elected Chairman of the Meeting.
On motion duly seconded, the fol.lowi.ig resolutions were
unanimously adopted!
RESOLVED: That any officer of this Corporation or any
division thereof is empowered in such capacity to execute for and
on behalf of this Corporation (without the neceesi.ty of affixing
the corporate seal) all papers requiring execution in the name of
this Corporation, except no authority is conferred by this
resolution for execution of any of the following:
documents or agreements establishing bank accounts in the name
of this Corporation, or withdrawing of funds or closing of any
bank accounts of this Corporation, and be. it further
RESOLVED: That each party empowered by this resolution is
authorized to affix the seal of this Corporation to such papers as
require a seal and to acknowledge and deliver any such papers as
fully as if special authority were granted in each particular
instance; and be it further
RESOLVED: That any officer of this Corporation or any
division thereof is empowered on behalf of this Corporation to
appoint any person or persons whom they or any one of them may deem
proper as Agents or Attorneys -in -Fact of this Corporation with the
powers to do those things that the person making such appointment
may lawfully do by virtue of the authority herein granted to them;
and be it further
RESQLVEI): That all resolutions of similar import previously
adopted by this Board of Directors are superseded.
There being no further business, the meeting was adjourned.
i
HUNTINGTON BEACH COMPANY
3100 South Harbor Blvd., Suite 340
Santa Ana, California 92704
July 11, 1996
Re: Termination Notice for
Miley Keck Production Purchase Agreement
Mr. Michael Dolder, Fire Chief LCI
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Dear Chief Dolder:
By this letter Huntington Beach Company is giving this notice of termination to the City
of Huntington Beach of that certain Production Purchase Agreement dated August 1, 1971, by
and between Huntington Beach Company and the City of Huntington Beach. A copy of this
Agreement is attached hereto for your reference. Paragraph g of said Agreement requires six
months written notice, therefor the termination date shall be January H, 1996.
Sincerely,
Huntington Beach Company
By:
Its:
f f r
Rrnn Beach -2- August 1, 1971
City shall install facilities for metering and sampling
all oil delivered to NBCo at: the point of delivery to 1tBCo1s
gathering lines for the purpose of measuring the quantity of
oil. delivered.
d. Oil produced from said wells shall be retered continuously
and meter readings taken daily by City, with the right in HBCo
to do the same, and adjusted in accordance with customary
practice to conform to shipping tank measurements of the -
commingled oil.
e. HBCo shall by proper device and in accordance with customary
methods and practices, take samples and rake tests of the oil
produced prior to commingling, and such sar..ples and tests to be
made at least monthly shall be the basis of determining the water,
sand and other foreign substance content of such oil. Thereafter
the oil produced from said wells may be gathered with, and commingled
with and run to central storage tanks with oil produced from other
wells and lands.
f. 11BCo shall remit to City for the oil delivered hereunder the
price per barrel it receives for the commirgled oil tinder its
contract with Standard Oil Company of California, referred to in
Paragraph 1 above.
i•
g. This agreament shall become effective as of AuF,ust 1, 1971,
d small continue in effect until terminated by either party
1 hereto on six months prior written notice.
Please indicate your approval and acceptance of the foregoing by signing and
returning the attached copy of this letter.
r -
Yours very truly,
11 UNTING TON 2EACH COAV AN' Y
l;y. ems_ �.../.' .,
ice Presidenc
BY
-Assistant Secretary ;y
ACCEPTED AND TO THIS
,�� DAY OFIREED
1971.
CITY OF HiR,,YTINGTON BEACH
a municipal corporation
By C,
Mayor
City CL&rk
0 0 e
HUNTINGTON BEACH COMPANY
3100 South Harbor Blvd., Suite 340
Santa Ana, California 92704
August 19, 1996
Re: Miley Keck Tank Farm Lease Negotiations
Mr. Michael Dolder, Fire Chief
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Dear Chief Doldev
By this letter Huntington Beach. Company ("HBCo") is advising the City of Huntington
Beach (the "City") that HBCo expects that the lease for the Miley Keck Tank Farm will be heard
at the September 3, 1996 City Council meeting. In the event that the lease is not presented to
the City Council for approval, or, if presented, the City Council does not approve the lease,
HBCo will terminate all negotiations with the City for the lease of the Miley Keck Tank Farm.
Sincerely,
Huntington Beach Company
By:
7'�����
V ttk per. oc^xr-
I
0
COST ESTIMATE TO CONSTRUCT NEW
CRUDE OIL PRODUCTION TANK FARM FACILITY
FACILITY TO PROVIDE
CRUDE OIL and WATER SEPARATION of GROSS
PRODUCTION FROM CITY WELLS
Prepared For:
CITY OF HUNTINGTON BEACH, CALIFORNIA
Prepared By:
DAVID E. GAUTSCHY, INC. and DGJ, LIMITED
7122 Bluesails Drive
Huntington Beach, California 92647
Telephone: (714) 842-7399
and
M. E. WRIGHT
Geological & Petroleum Consultant
16531 Bolsa Chica St., Suite No. 301
Huntington Beach, California 92649
Telephone: (714) 377-9234
Cost Estimate to Construct a New
Crude Oil Production Tank Farm Facility in
Huntington Beach, California
At the request of the City of Huntington Beach Fire Department, we have prepared a
cost estimate to developing a new crude oil production tank farm facility on CHB
owned property near the production wells.
Today, the CHB ships its produced crude oil and waste water from the CHB wells via
an underground pipeline to an existing tank farm owned by others for processing. The
CHB pays a flat rate of $3,000 per month for processing services provided at this
facility (fee not base on production volume). The owner of this tank farm has offered
to sell this facility to the CHB. Therefore, decision makers can use this estimate to
decide if development of a new tank facility is a cost-effective alternative to purchasing
the existing tank farm.
This estimate is based on the development of a tank farm on a hypothetical location
(CHB owned property near the production wells). The facility will be designed to
provide separation of crude oil and waste water from gross production. After separation
is completed, crude oil will be stored in a stock tank and then shipped via truck to the
refinery. Waste water will be clarified and disposed of in the local sewer system. At
present, produced gas is separated from the gross production prior to being shipped to
the tank farm. This separation occurs at a gas processing facility owned by the CHB
located next to the easterly parking lot for the City Hall. Therefore, including gas
separation and processing in this estimate is not necessary. The City of Huntington
Beach Fire Department has provided production rates for the CHB wells.
Basic Assumptions
1. Gross production from CHB wells 250. BPD (10,500 GPD)
Crude oil production 85. BPD
Waste water production 165. BPD
Gas production No Estimate
*Gas production from the CHB wells is very limited, the thermal oxidizer is not
being operated at this time. It is possible that the water flood from the ANGUS
project has forced the gas back into solution.
2. a. The CHB will move the existing thermal oxidizer and gas processing
equipment to the proposed new tank farm location. This eliminates the
required installation cost of a new gas pipeline between the new tank farm
and the existing gas processing facility to operate the vapor recovery
system.
b. The CHB could develop the new tank farm facility next to the existing gas
processing facility on the City Hall property. This would also eliminate
the liability of operating an underground crude oil production pipeline
through city streets.
The estimated cost to develop this tank farm is $336,000. Using a standard deviation
of 15%, the estimate cost could range as high as $370,000. Again, we must emphasize
that this estimate is based on a hypothetical location. The actual costs to develop the
tank farm may vary considerably from this estimate. A more precise estimate can be
prepared when the CHB has determined a location for the development of the new
tank farm and detailed engineering drawings of the facility have been prepared.
The estimated construction costs were based on the "Means" Building Construction
Cost Data, 9th. Annual Edition, 1996, Western Edition. We developed the estimated
cost for equipment and piping from the actual cost incurred by the ANGUS Project for
similar equipment plus an inflation factor.
Items Not Included in The Estimate
I . Cost to move gas processing facility (may not be required).
2. Landscaping, street improvements, existing site clean up, cost to process and
administer permits, water service installation, fire protection system (deluge and
foam systems), gas detection system and fire detection system.
3. Environmental impact analysis.
Concerns Regarding Purchase of Existing Tank Farm
1. Potential liability for cleanup of any environmental hazards existing on the
property from previous oil production operations. This is one of the primary
reason oil producers have been eliminating their facilities in Southern California.
2. Longevity of the existing tanks, piping and equipment on the property. The
CHB should hire a certified oil production facility inspection company to
analyze the existing facilities and determine their integrity and longevity before
purchase. All tank bottoms and sides should be ultrasonically inspected to
determine remaining metal thickness.
Page 2
3. Compliance with all federal, state and local governmental agency requirements.
The CHB should review all permits for the tank farm to insure compliance with
all governmental regulations. In particular, permits from the South Coast Air
Quality Management District (SCAQMD) and copies of quarterly report
documents should be reviewed. The SCAQMD is continually enacting more
restrictive rules and regulations that affect oil production facilities. The CHB
should review pending rules and regulations to decide if the existing tank farm
facility will meet these requirements.
Page 3
CITY OF HUNTINGTON BEACH
PROPOSED TANK FARM
Budget 1tem.Descrip#ion '':Estimated. Actual Cost General -Notes-; . . ==== ..::: '
Cost .
PROJECT ENGINEERING AND PERMITTING
Services Req'd to Obtain Project Approval
Soil Analysis, Structural, Seismic
OSPR & Emergency Response Plans, Drill Site
Pipeline Engineering & Survey
Total
Permits Req'd to Obtain Project Approval
South Coast Air Quality Management
Vapor Balance System
Bulk Loading Station, <1,190 bpd
Crude Oil, Water & Gas Sep., >30 & <400 bpd
(2) Storage Tank WI Vapor Control System.
Waste Water Treatment Sys., >238 & <476 bpd
Relocate Thermal Oxidizer
City Grading Permit
City Building Permits
Total
Engineering Services
Project Management, Project Design
Mechanical Engineering
Civil Engineering
Electrical Engineering
Structural Engineering
Survey
Total
$4,500 Soil analysis of existing site, seismic and structural.
$10,000 Required by Department of Fish & Game.
- Length of pipeline unknown
$14,500
SCAQMD, Permits to Construct, Rule #301
$730
Permit Fee
$730
Permit Fee
$1,878
Permit Fee
$3,757
Permit Fee
$1,878
Permit Fee
$575
Permit Fee
$0
No Fee
$0
No Fee
$24,000
Project management, plans & specifications
$18,000
Engineering of equipment and piping systems
$3,500
Grading and site certification.
$1,500
Engineering of electrical equipment.
$1,500
Structural and seismic engineering of facilities.
$1,500
Property line and topographic survey.
$50,000
Es•.mates are approximate and suged Prepared DAVID GAUTSGHY, INC.
to change Refined estmreates can be P by
prepared Beer f¢ral plans are COMPleted. Page 1 HUNTB96.XLS
0
•
CITY OF HUNTINGTON BEACH
PROPOSED TANK FARM
Budget Item Description Estimated Actual Cost General Notes
Cost .
SITE DEVELOPMENT
Electrical Equipment
Meter and Switch Gear.
Underground Conduit and Wire
On -site Improvements
Site Demolition and Cleanup
Grading, Excavation and Compaction
On -site Storm Drain System & Spill Control
Concrete Fads for Electrical Equipment
Retaining Walls
Compacted Rock
Fire Protection System
Gas Detection System
Chain link Fencing (tank farm area only)
Signs
Painting
Engineering Services, Construction
Construction Inspection Services
$4, 500
$2, 500
Total $7,000
$9, 000
$1,200
$1,000
$9,400
$1,800
$5, 700
$100
$1,800
Total $30,000
Electrical panels and switch gear for pumps
Condition of site unknown
Lower tank farm area approx. 3' for retention of fluids.
Catch basins and piping to sump
42" masonry retaining wall inside tank farm.
Compacted rock in tank farm area
May not be required
May not be required
6' high chain link fence with 3 strains barbed wire
Painting of equipment
$1,600 Grading compaction, high strength concrete & masonry.
Total $1,600
Estimates are apprubmate and ud*d
to rtuNe. Refined esfcnates can oe Prepared by DAVID GAUTSCHY, INC.
prepared after final plus ere completed. Page 2 HUNT1396AL5
E
•
CITY OF HUNTINGTON BEACH
PROPOSED TANK FARM
Budget Item'Description Estimated, :Actual _ Cost' General Notes.`-
Cost
PRODUCTION FACILITIES
Oil and Water Handling Equipment
(2) Shipping Tanks, 1,000 Barrels Ea.
$82,000
(1) Wash Tank, 500 Barrels
$19,800
Tank Platforms & Walkways
$16,300
Oil Production Piping and Valves
$23,400
Oil Transfer Pumps and Controls
$12,100
Production Water Handling Piping and Valves
$14,600
Production Water Handling Pumps and Controls
$7,800
Production Water Clarifier
$12,900
Vapor Recovery Compressor
$6,800
Vapor Recovery Piping System
$9,800
Production Tank Water Heater
$12.700
Production Tank Water Heater Piping and Valves
$4,800
Storm Drain Sump and Piping
$9,500
Total $218,200
Utilities
Water Service -
Sewer Connection Piping $2,500
Gas Meter and Service $2,500
Total $5,000
GRAND TOTAL $335,847
Standard deviation of 15% $34,004
Budget Notes:
Thermal oxidizer & gas separations system to be relocated to new tank farm location.
Assume gas and water services available at site.
Items Not Included in Budget:
New pipeline from existing main production pipeline to new tank farm.
Cost to relocate the existing gas separation equipment from City Hall to new tank farm.
Existing site cleanup, if any required.
Cost to obtain and administer permits not included in project management.
Tank, foundation, varec standpipe & equipment & heating coils
Tank, foundation, varec standpipe & equipment & heating coils
Stairway and platform to top of tanks
City property, water service may be available.
City property, gas service may be available.
j Re —Visions:
1 /26/96, 1129196
Esftafes are app ox4nate and sumied
to r range. Refined estimates can be Prepared by DAVID GAUTSCHY, INC.
preparedafter Canal plans are trornptefed. Page 3 HUNTB96.XLS
0
•
PROPOSED HUNTINGTON BEACH TANK FARM
Work Sheet
Retention Area
Masonry well volume (4 x 601.f )
Footings
Gravel base
Sump area (6x10ir 6) • watts
Cut top of fooling
Slope at wait- 2.52=125
Slope at sump. 6.0f1=3-0
Total to excavate
Total to excavate with backhoe
Total to haul
Excavation, General
105hp with 50 haui
Backhoe, footings
Ba ikhoe, sump
Truck loading (405cy150= 6.75 hrsl
Trucking. est. 1.0 hr- round trip
Spreading at dump site
Site grading
BacMll at wall and compaction
Back►,ll at sump and compaction
Total all site work
1200
50.00 60.00 3,000.00
2.50
7,500
1.00 220.00
220.00
2.50
550
2.00 220.00
4110.00
1.25
550
50.00 60.00
3.000.00
0.50
1500
10-00 12.00
120.00
7.00
640
1.33 236.00
313.08
2.50
785
1.25 236.00
295 00
2.50
738
3-00 4400
132.00
6.00
792
13.254
1.390
10.940
100 00 120.00 12 000.00
Masonry retaining walls at retention area
Concrete fooling ($54 50 conc. + S15 50 plaan 2.00 236 00 472.00 1.30 814
Finishing and wring 2.00 238 O0 472-00
Reinforcement {e5 (M 12' O C-E.W )
2 ban I SF x 4.201 LF=4 099f 12.0W
MasonrywaM 220.00 734.90 3.34
Total masonry walls
Rock base material
Chain link fence
Fence
Comer Posts
S zo
Man Gate
1 00
Vehicle Gate, 12 ft. wide
1-00
Total chain link fence
Signs
200
Concrete Pads for Electrical Equip.
Concrete 2,500 psi
Pinang concrete
Renforcement, wi 94 at 12 0 C E-W.
200
120 LF x 2.7 WLFQ.000
Forms
Finish
Total concrete pads
Constntction Inspection
Storm drains S spill control
(Inside tank farm, drains to sump)
Pipe, PVC, W diameter
Trenching and oaudi!l
18' sq catch basin with cover
200
Total
Stock tank, 1,000 bbl., 2 req'd.
Tank sections, bated
Foundation and installation
Varec standpipe and foundation
Varec equipment
Heating coils
Total
Wash tank, 900 bat., 1 rsq'd.
Tank sections, bolted
Foundation and Installation
Verec equipment
Heating coils
Total
OEGI 1729MB
3.000-0O 333
236 00
800 10.00 8000 0-50 30 1.11
1.tt
6000
80 00
0000
279 cy
20 cy
20 cy
56 cy
31 cy
29 ry
27 cy
29 cy
491 ry
51 cy
405 cy
439
cy
52.41
$1.050
20
cy
$4.55
$93
31
cY
S12.75
$397
7
hr
390.00
s630
34
hr
$85-00
52,W5
405
cy
$1.50
$=
at
$0-30
$3.600
58
ry
$3 44
$194
29
cy
56.00
$178
$8_951
23
cy
57000
$1.591
$o_30
$170
2-05
tons
$025.00
$2.716
735
at
$665
$4.886
59,363
sy
$5-40
51,800
it
$18.55
53.908
tie
$92.00
$736
as
$239.00
$239
lie
$795 00
5795
$5.875
as
$49.50
$99
ry
$54.50
$81
cY
$10 35
S12
0.16
ton
51,250.00
$200
511.50
$890
$046
S28
$NO
38
hr
$45.00
$1.620
100-00 100 11. $4.54 $454
100.00 1100 11_ $3 00 $300
on 5200 00 $40o
$1.154
sla,1110-00
$7 900.00
56.300 00
S5 200 00
53.8W 00
2 ea $41,000.00 $112.000
$7.900 00
54,600.00
$4 �301).Gl)
$2.80000
I as $19,8t10.11O siliko 11
•
CITY OF HUNTINGTON BEACH
INTERDEPARTMENTAL COMMUNICA TION
To: Michael T. Uberuaga, City Administrator
From: Robert J. Franz, Deputy City Administrator
Subject: FIS 96-55
Date: July 12, 1996
As required by Resolution 4832, a Fiscal Impact Statement has been
prepared for $12,740 for the Miley -Keck Tank Farm Lease.
If the City Council approves this request the estimated unreserved,
undesignated General Fund Balance at September 30, 1996 will be
reduced to $3,401,722.
Robert J. Ffan�z,
Deputy Ci Admini
96-55
Adopted Budget
Remised Estimate
$ 3,144,200
$ 3,401,722
Adopted Current
Fund °Balance =General Fund,.Budget; ° Estimate:,
Beginning Fund Balance
$ 3,201,616
$ 3,243,000
Budget Surplus/(Shortfall)
17,584
285,367
Less Approved One -Time Costs
75,000
1,188,310
Less: Pending Budget Amendments
104,488
Less FIS 96-55
12,740
Plus PERS Refund
1,749,627
Estimated 9/30/96 Balance
$ 3,144,200
$ 3,401,722
Page 1
CITY OF HUNTINGTC]N BEACH
2000 MAIN STREET CALIFORNIA 92648
RISK MANAGEMENT DIVISION
Certificate Number: 96-14
Date Issued: September 5, 1996
CERTIFICATE OF SELF-INSURANCE
This is to certify that the City of Huntington Beach, California, is self insured for general
liability and for workers' compensation claims. Sufficient cash reserves to afford coverage for
uninsured losses are maintained at $1,000,000.00. Thirty days advanced written notice will be
provided in the event of changes to the reserves or self -insured status as indicated.
INITIATING DEPARTMENT:
Kare Faster Ri ' { Manager
APPROVED AS TO FORM:
Gail Hutton, City Attorney
Purpose for certificate issuance: This certificate is issued at the request of Tim Greaves, Deputy
Fire Marshal, of the City of Huntington Beach, and is issued to and designates
Huntington Beach Company and its parent and respective affiliates as additional insureds and
shall be primary and non-contributing with any insurance which may be carried by Landlord
and shall expressly provide that Landlord, although named as an insured, shall nevertheless be
entitled to compensation as a result of Tenants entering into this Lease.
Address all 'inquiries regarding insurance coverage and limits to Karen S. Foster, Risk Manager.
Any claims against the City of Huntington Beach shall be filed with the Department of the City
Clerk.
H:1CitylKareaUtterslLiabilit/FormslCcrt-Ins.doc '