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HomeMy WebLinkAboutGround Lease between Cal Poly and City of SLO for Water Treatment Plant Date: August 24, 2021 Subject: Abandoned Ground Lease The Ground Lease entitled Ground Lease by and between Board of Trustees of the California State University and City of San Luis Obispo for Water Treatment Plant Hydrogeneration and Renewable Energy Facility, attached, was abandoned. Adriana Delgado Administrative Assistant II City of San Luis Obispo, City Clerk's Office 990 Palm Street, San Luis Obispo, CA 93401-3218 805.781.7100 slocity.org 1 Delgado, Adriana From:Metz, Jennifer Sent:Tuesday, August 24, 2021 1:05 PM To:Delgado, Adriana Cc:Meeks, Jason Subject:RE: Water Energy Efficiency Project-Work Order & Ground Lease Attachments:PG&E Implementation Work Order with City of SLO.pdf Hi Adriana – The Ground Lease with Cal Poly was not executed. The signed Work Order with PG&E is attached. -Jennifer Jennifer Metz Utilities Projects Manager Public Utilities 879 Morro Street, San Luis Obispo, CA 93401-2710 E jmetz@slocity.org T 805.781.7239 slocity.org Stay connected with the City by signing up for e-notifications From: Delgado, Adriana <adelgado@slocity.org>   Sent: Tuesday, August 24, 2021 10:39 AM  To: Meeks, Jason <jmeeks@slocity.org>; Metz, Jennifer <jmetz@slocity.org>  Subject: Water Energy Efficiency Project‐Work Order & Ground Lease     Good morning, The Clerk’s office currently has unsigned copies of the attached Work Order and Ground Lease. Would your office have executed copies of these documents? Thank you, Adriana Delgado Administrative Assistant II City Administration E adelgado@slocity.org 2 T 805.781.7105 slocity.org Stay connected with the City by signing up for e-notifications  12767-0008\2247544v1.doc GROUND LEASE by and between BOARD OF TRUSTEES OF THE CALIFORNIA STATE UNIVERSITY and CITY OF SAN LUIS OBISPO for WATER TREATMENT PLANT HYDROGENERATION AND RENEWABLE ENERGY FACILITY SAN LUIS OBISPO, CALIFORNIA Dated -1- 12767-0008\2247544v1.doc GROUND LEASE (Board of Trustees of the California State University/City of San Luis Obispo) Water Treatment Plant Hydrogeneration and Renewable Energy Facility San Luis Obispo, California THIS GROUND LEASE (“Lease”) is effective as of _____________, 2019 (“Effective Date”), by and between the Board of Trustees of the California State University, on behalf of California Polytechnic State University, San Luis Obispo (“University” or “Lessor”) and the City of San Luis Obispo, a municipal corporation (“City” or “Lessee”): RECITALS A. Lessor is the owner of certain real property consisting of an approximately 0.5-acre portion of the parcel identified as Assessor’s Parcel Number 073-271-001, legally described in Exhibit A and depicted in Exhibit B, attached hereto and made a part hereof by this reference (“Property”), located adjacent to the City’s Water Treatment Plant (“WTP”) on Stenner Creek Road in San Luis Obispo, California, and proximate to the existing 12-inch Nacimiento Water Project pipeline near the entrance to the WTP. B. Lessee wishes to construct and operate a Hydrogeneration and Renewable Energy Facility on the Property, including a turbine generating unit, photovoltaic arrays, and a backup generator (“Project”), in order to increase system reliability, reduce utility costs, reduce the consumption of fossil fuel based energy, and reduce greenhouse gas emissions, and Lessor wishes to lease the Property to Lessee for such purposes, which will benefit as water used to serve the University is treated at the City’s WTP. NOW THEREFORE, in consideration of the foregoing recitals which are incorporated by this reference and the covenants hereinafter contained, Lessor and Lessee agree as follows: ARTICLE 1. BASIC PROVISIONS 1.1 Description of Property. A legal description and map depiction of the Property are hereto attached as Exhibit “A”. Lessee accepts the property in its current “as-is” condition without any representations or warranties from Lessor as to its condition or suitability for the Project, or any associated City use. 1.2 Lease and Grant of Use. Lessor does lease to Lessee and Lessee does hereby lease from Lessor, upon the terms and conditions set forth herein, the Property described in Exhibit A and depicted in Exhibit B (“Premises”). -2- 12767-0008\2247544v1.doc 1.3 Notices: LESSOR/UNIVERSITY: Cal Poly Strategic Business Services 1 Grand Avenue Building 1 Room 128 San Luis Obispo, CA 93407 Attn: Dru Zachmeyer, Assistant Vice President, Strategic Business Services Email: dzachmey@calpoly.edu LESSEE/CITY: City of San Luis Obispo 879 Morro Street San Luis Obispo, CA 93401-2710 Attn: Jennifer Metz, Utilities Project Manager Email: jmetz@slocity.org 1.4 Exhibits. The following exhibits are attached hereto and incorporated herein by this reference: Exhibit A – Legal Description of Property Exhibit B - Map Depicting Property ARTICLE 2. TERM 2.1 Term. Fifty (50) years commencing upon approval of this Lease by Lessee’s City Council (the “Commencement Date”) and terminating at midnight on the day before the fiftieth anniversary of the Commencement Date, subject to earlier termination as provided herein. The phrase “Term of this Lease” or “the Term hereof” as used in this Lease, or words of similar import, will refer to the initial term of this Lease together with any holdover or any option termed. 2.2 Holdover. If Lessee remains in possession of the Premises or any part thereof after the expiration of the Term of this Lease, such occupancy will be a tenancy which is terminable only upon 90 days written notice from Lessor or 30 days written notice from Lessee, and subject to all of the terms, covenants and conditions of this Lease. -3- 12767-0008\2247544v1.doc ARTICLE 3. RENT 3.1 Rent. The use of the Property will be gratis during the initial term, any option term, or holdover. Consideration for this Lease will be Lessor’s adherence to the terms and conditions of the Lease. ARTICLE 4. USE 4.1 Permitted Use. Lessee will utilize the Property only for the development, construction, operation, and maintenance of the Project, including the installation, construction, operation, maintenance, repair, replacement, relocation, and reconstruction of the Project components and equipment and all fixtures or appurtenances incidental thereto (collectively, “Permitted Uses”). Fixtures and appurtenances used or useful in the operation of the Project may be constructed any distance either below or above the ground surface and may include security fencing. The Permitted Uses further include the removal of the Project components, fixtures, and appurtenances, and to remove objects interfering with the construction, operation and maintenance thereof. 4.2 Compliance with Law. Lessee will, at Lessee’s sole cost and expense, comply with all applicable statutes, laws, and regulations. Upon completion of construction, if any license, permit, or other governmental authorization is required for the lawful use or occupancy of the Property or any portion of the Property, Lessee will procure and maintain said authorization, at Lessee’s sole cost and expense, throughout the Term of this Lease. ARTICLE 5. DISCRETIONARY PERMITS 5.1 Applications. During the term of this Lease, Lessor will, promptly upon Lessee’s request, sign (as owner of the Property) and acknowledge any application to any governmental entity having jurisdiction over the Property for any of the discretionary permits necessary for construction and operation of the Project, provided that Lessor incurs no cost (other than the administrative and consulting cost necessary for review). No such signing by Lessor will be deemed to be Lessor’s commitment to satisfy, any condition (i) in or precedent to a discretionary permit or (ii) adversely affecting Lessor’s interest in the Property. ARTICLE 6. EASEMENTS 6.1 Utility Easements. Lessor will execute (as owner of the Property), acknowledge and deliver to Lessee for recording, any grant of easement (i) over, upon, across or under the Property or any portion thereto (ii) in favor of any governmental subdivision or any gas, electric, telephone or similar company and (iii) for the purpose of (a) widening any street, (b) transmitting potable water, storm water, sewage, gas, electricity, telephone or other communication, or (c) providing to the Property and the persons using and enjoying the Property such materials and services as are, from time to time, customarily understood to be “utilities.” -4- 12767-0008\2247544v1.doc ARTICLE 7. PROJECT CONSTRUCTION 7.1 Construction Scope. Lessee will provide all services necessary to construct the Project. 7.2 Compliance with Laws. The Project will be constructed and all work on the Property will be performed in accordance with all applicable laws, ordinances, and regulations of all federal, state, county or local governmental agencies having jurisdiction over the Property, as amended from time to time. All work performed on the Property under this Lease will be done in a good and workmanlike manner. 7.3 Mechanics Liens. At all times during the term of this Lease, Lessee will make its best efforts to keep the Property and the Project now or hereafter located on the Property free and clear of all liens and claims of liens for labor, service, materials, supplies, or equipment performed on or furnished to the Property. 7.4 Ownership of Project. During the term of this Lease, and for any extended term or holdover period, and upon termination of this Lease, title to the Project and all components thereof, including all associated equipment, fixtures, and appurtenances, will be vested in Lessee. ARTICLE 8. MAINTENANCE, REPAIR, DAMAGE AND DESTRUCTION 8.1 Maintenance. Except as otherwise provided herein, at all times during the term of this Lease including any option term or holdover, Lessee will, at Lessee’s sole cost and expense, keep and maintain the Property and the Project in good order and repair, and in a safe condition. Lessor will have no obligation to alter, remodel, improve, or repair the Property or the Project. 8.2 Repair. At all times during the term of this Lease and for any extended term, Lessee will, at Lessee’s own cost and expense, do all of the following: 8.2.1 Make all alterations, additions or repairs to the Property or the Project required by any applicable law, ordinance, statute or regulation now or hereafter issued by any federal, state, county, local, or other governmental agency, as amended from time to time; and 8.2.2 Observe and comply with all applicable laws, ordinances, statutes, orders and regulations now or hereafter made respecting the Property or the Project by any federal, state, county, local, or other governmental agency. 8.3 Damage or Destruction. In the event of damage to, or destruction of all or any portion of the Project, Lessee will have the option to commence and proceed diligently to repair, reconstruct, and restore (collectively, “restore”) the Project to substantially the same condition as it existed immediately prior to the casualty, whether or not insurance proceeds are sufficient to verify the actual cost of restoration. This Lease will continue in full force and effect notwithstanding such damage or destruction; provided, however, that the Lessee may, at its option, demolish the Project and terminate the Lease. -5- 12767-0008\2247544v1.doc 8.4 Utilities. At all times during the term of this Lease, Lessee will pay the expenses of all utility services supplied to the Property, including but not limited to all electricity and gas units, together with any taxes thereon. ARTICLE 9. INDEMNIFICATION AND INSURANCE During the term of this Agreement or as otherwise specified herein, the following indemnification and insurance requirements will be in effect. Either party, at its sole option , may elect to use a program of self-insurance, commercial insurance, or any combination thereof to satisfy its insurance requirements herein. 9.1 Indemnification. 9.1.1 The Lessor will indemnify, defend, and hold harmless Lessee, its elected and appointed officers, agents, and employees from and against any and all liability, loss, expense (including reasonable attorney’s fees), or claims for injury or damages arising out of the performance of this Lease, but only in proportion to and to the extent such liability, loss, expense, attorney’s fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of Lessor, its trustees, officers, agents, employees, contractors, and/or consultants. 9.1.2 The Lessee will indemnify, defend and hold harmless Lessor, its trustees, officers, agents, and employees from and against any and all liability, loss, expense (including reasonable attorney’s fees), or claims for injury or damages arising out of the performance of this Lease, but only in proportion to and to the extent such liability, loss, expense, attorney ’s fees, or claims for injury or damages are caused by or result from the negligent or intenti onal acts or omissions of Lessee, its trustees, officers, agents, employees, contractors, and/or consultants. 9.1.3 The indemnification provisions of this section will survive the expiration or termination of this agreement. 9.2 General Insurance - Lessee Requirements. Without limiting Lessee’s indemnification of Lessor and at its own expense, Lessee will provide and maintain the following programs of insurance. 9.2.1 General Liability insurance (providing scope of coverage equivalent to ISO policy form CG 00 01) with limits of not less than the following: General Aggregate: $2 million Each Occurrence: $1 million Such insurance will name Lessor, its trustees, officers, employees, agents, and volunteers as additional insureds. 9.2.2 Workers Compensation and Employers’ Liability insurance satisfying statutory requirements, which includes Employers’ Liability coverage with limits of not less than $1 million per accident. -6- 12767-0008\2247544v1.doc 9.2.3 Property insurance covering damage to Lessee-constructed improvements from perils covered by the Causes-of-Loss Special Form (ISO form CP 10 30), written for the full replacement cost of the property, and including a Waiver of Subrogation in favor of Lessor. 9.2.4 Lessee Contractors. Throughout the period of any construction, Lessee will require its Contractors to provide and maintain, or Lessee will provide and maintain, types and limits of insurance coverage appropriate to the Project, at no cost to Lessor. All Contractor insurance will be primary to and not contributing with any other insurance or self-insurance programs maintained by Lessee or Lessor. Lessor and Lessee also will be named as additional insureds under all Contractor general liability coverage. 9.3 General Insurance - Lessor Requirements. Without limiting Lessor’s indemnification of Lessee and at its own expense, Lessor will provide and maintain the following programs of insurance. 9.3.1 General Liability insurance (providing scope of coverage equivalent to ISO policy form CG 00 01) with limits of not less than the following: General Aggregate: $2 million Each Occurrence: $1 million Such insurance will name Lessee, its officers, employees, agents, and volunteers as additional insureds. 9.3.2 Workers Compensation and Employers’ Liability insurance or qualified self-insurance satisfying statutory requirements, which includes Employers’ Liability coverage with limits of not less than $1 million per accident. 9.4 Review of Insurance Requirements. The types and limits of coverage required under this Agreement may be reviewed annually by Lessor and Lessee. Coverage types and limits will reflect the prevailing practice in the area for insuring similar property and casualty risks, and be subject to the mutual agreement of the parties. 9.5 Self Insurance. Notwithstanding the provisions of this Article 11, either Lessor or Lessee, at its sole option, may satisfy all or any part of the insurance requirement through the use of program of self-insurance. Certificate evidencing coverage or letter evidencing self-insurance will be provided by the respective parties within sixty (60) days after the execution of this agreement. -7- 12767-0008\2247544v1.doc ARTICLE 10. DEFAULT AND REMEDIES 10.1 Lessor’s Default. Lessor will not be in default of any of its obligations under this Lease unless Lessor fails to perform such obligations within a reasonable time, but in no event less than thirty (30) days after written notice by Lessee to Lessor specifying wherein Lessor has failed to perform such obligations; provided however, that if the nature of Lessor’s default is such that more than thirty (30) days are required for its cure, Lessor will not be in default if Lessor commences such cure within such thirty (30) day period and thereafter diligently prosecutes the same to completion. 10.2 Lessee’s Remedies. In the event of any default by Lessor as described in Section 10.1 above, subject to all applicable laws that may restrict remedies against a California State University, Lessee’s remedies under this Lease are to pursue Lessor for specific performance and/or actual damages, resulting from Lessee’s default. Lessee will have no rights as a result of any default by Lessor until Lessee gives thirty (30) days’ notice to Lessor, specifying the nature of the default. Lessor will then have the right to cure such default, and Lessor will not be deemed in default if Lessor cures such default within thirty (30) days after receipt of notice of the default, or within such longer period of time as may reasonably be necessary to cure the default, provided that Lessor commences such cure within such thirty (30) days. 10.3 Lessee’s Default. Lessee will not be in default of any of its obligations under this Lease unless Lessee fails to perform such obligations within a reasonable time, but in no event less than thirty (30) days after written notice by Lessor to Lessee specifying wherein Lessee has failed to perform such obligations; provided however, that if the nature of Lessee’s default is such that more than thirty (30) days are required for its cure, Lessee will not be in default if Lessee commences such cure within such thirty (30) day period and thereafter diligently prosecutes the same to completion. 10.4 Lessor Remedies. In the event of any default by Lessee as described in Section 10.3 above, subject to all applicable laws that may restrict remedies against a city, including, but not limited to, restrictions within the California Government Code, Lessor’s remedies under this Lease are to pursue Lessee for specific performance and/or actual damages resulting from Lessee’s default. Lessor will have no rights as a result of any default by Lessee until Lessor gives thirty (30) days’ notice to Lessee, specifying the nature of the default. Lessee will then have the right to cure such default, and Lessee will not be deemed in default if Lessee cures such default within thirty (30) days after receipt of notice of the default, or within such longer period of time as may reasonably be necessary to cure the default, provided that Lessee commences such cure within such thirty (30) days and thereafter diligently prosecutes the same to completion. -8- 12767-0008\2247544v1.doc ARTICLE 11. HAZARDOUS MATERIALS 11.1 Compliance. During the term of this Lease, Lessee, at its sole cost, will comply with all applicable laws, statutes, ordinances, codes regulations and orders relating to the receiving, handling, use, storage, transportation, discharge, release, and disposal of Hazardous Material (as defined below) in or about the Property or the Project. Lessee will not cause or permit any Hazardous Material to be brought upon, kept, or used in or about the Property or the Project by Lessee or Lessee’s agents in a manner or for a purpose prohibited by any federal, state, or local agency or authority. 11.2 Notice. Lessee will immediately provide Lessor with telephonic notice, which will promptly be confirmed by written notice, of any and all spillage, discharge, release, and disposal of Hazardous Material onto or within the Property or the Project, including the soils and subsurface waters thereof, where the spillage, discharge, release, or disposal by law must be reported to any federal, state, or local agency, and will also report to Lessor any injuries or damages resulting directly or indirectly therefrom. 11.3 Definition of Hazardous Material. As used herein, “Hazardous Materials” means any chemical, substance, material, controlled substance, object, condition, waste, living organism, or combination thereof, whether solid, semi solid, liquid, or gaseous, which is or may be hazardous to human health or safety or to the environment due to its radioactivity, ignitability, corrosivity, reactivity, explosivity, toxicity, carcinogenicity, mutagenicity, phytotoxicity, infectiousness, or other harmful or potentially harmful properties or effects, including, without limitation, molds, toxic levels of bacteria, petroleum and petroleum products, asbestos, radon, polychlorinated biphenyls (PCBs), refrigerants (including those substances defined in the Environmental Protection Agency’s “Refrigerant Recycling Rule,” as amended from time to time), and all of those chemicals, substances, materials, controlled substances, objects, conditions, wastes, living organisms or combinations thereof which are now or become in the future listed, defined or regulated in any manner by any Environmental Law based upon, directly or indirectly, such properties or effects. As used herein, “Environmental Laws” means any and all federal, state, or local environmental, health and/or safety-related laws, regulations, standards, decisions of courts, ordinances, rules, codes, orders, decrees, directives, guidelines, permits or permit conditions, currently existing and as amended, enacted, issued or adopted in the future which are or become applicable to Lessor, the Project, or the Property. -9- 12767-0008\2247544v1.doc ARTICLE 12. OPTION TO EXTEND 12.1 Option to Extend. On or prior to the date which is twelve (12) months before the expiration of the initial fifty (50) year term hereof, provided Lessee will not then be in material default (as defined herein) under the provisions of this Agreement, Lessee may notify Lessor of its request to exercise the Option to extend this Lease for up to three additional ten (10) year terms, each additional ten-year term being referenced herein as an “Extension Term,” by providing written notice to Lessor (“Option”). If Lessee fails to exercise its Option as provided for herein, this Lease will expire upon the 50th anniversary of the commencement date or upon the expiration of the exercised Extension Term, whichever is later, unless otherwise agreed by the parties. Upon receipt of a notice to exercise the Option, Lessor will extend the Term Expiration Date for the period of the Extension Term upon the same terms and conditions of this Lease. ARTICLE 13. QUIET ENJOYMENT AND RIGHT OF ENTRY 13.1 Quiet Enjoyment. Lessor covenants and agrees that it will not take any action to prevent Lessee’s quiet enjoyment of the Property during the Term of this Lease. 13.2 Right of Entry. Lessor reserves the right for any of its duly authorized representatives to enter the Property upon prior notice at any reasonable time for any reasonable actions, including but not limited to (i) inspecting the Property and (ii) posting in such places as Lessor may select notices of non-responsibility for works of construction, repair or improvement made by Lessee. In doing so, Lessor will not interfere with Lessee’s enjoyment and use of the Property and Project except in case of emergency improvements. Lessor acknowledges that the Project will include security fencing and that entry onto the Property will require coordination with Lessee. ARTICLE 14. PROPERTY RECORDS 14.1 Property Records. Within thirty (30) days of the Effective Date of this Lease, Lessor will provide to the Lessee copies of all non-privileged or non-confidential books and records of Lessor with respect to the ownership, maintenance, and operation of the Property, including any appraisals, surveys, engineering, environmental, and other reports and analyses of the Property which are in Lessor’s possession. -10- 12767-0008\2247544v1.doc ARTICLE 15. EMINENT DOMAIN 15.1 Agreement Governs. In the event of any acquisition of all or any part of the Property, or any interest therein by eminent domain, whether by condemnation proceeding or transfer in avoidance of an exercise of the power of eminent domain or otherwise during the Term or any extension thereof the rights and obligations of the parties with respect to such appropriation will be as provided in this Article 15. 15.2 Termination of Agreement. This will terminate if the entire Property is permanently taken under the power of eminent domain or if a material part of the Property is taken such that the operation of the Project cannot feasibly continue on the remaining portion of the Property. If only part of the Property is permanently taken under the power of eminent domain and Lessee can reasonably continue to operate the Project, this Lease will not terminate and will remain in full force in effect with respect to the remaining portion of the Property. 15.3 Allocation of Condemnation Award. In the event of a permanent condemnation or taking of all or part of the Property at any point during the Term or any extension thereof, Lessor will be entitled to any award which may be made in such taking or con demnation to the extent such award relates to the fee title to the Property, and Lessee will be entitled to any award which may be made in such taking or condemnation to the extent it relates to the Project. Nothing contained in this Article 15 will be deemed to give Lessor any interest in or to require Lessee to assign to Lessor any separate awards designated by the condemning authority and Lessee will be able to retain any separate award as designated by the condemning authority made to Lessee for the taking of Lessee’s personal property, or the interruption of or damage to Lessee’s operations on the Property, except to the extent that the separate award includes damages for lost sublease rent, in which case Lessor will be entitled to its share of those damages. ARTICLE 16. TERMINATION 16.1 Termination by Lessor. This Lease may be terminated unilaterally by Lessor upon Lessee’s failure to commence construction of any portion of the Project within five (5) years of the effective date of this Lease, by providing prior written notice to Lessee one hundred and eighty (180) days prior to termination. 16.2 Termination by Lessee. This Lease may be terminated unilaterally by Lessee for convenience by providing prior written notice to Lessor one hundred and eighty (180) days prior to termination. 16.3 Termination by Agreement of the Parties. Notwithstanding Sections 16.1 or 16.2, the Lease may be terminated by the mutual agreement of the parties at any time, upon terms and conditions agreed to by the parties. -11- 12767-0008\2247544v1.doc ARTICLE 17. GENERAL PROVISIONS 17.1 Waiver and Modification. No provision of this Lease may be modified, amended or added to except by an agreement in writing signed by all parties hereto. 17.2 Applicable Law. This Lease and all rights and obligations arising out of it will be construed in accordance with the laws of the State of California and without regard to any conflict of laws provisions. 17.3 Time. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 17.4 Authority to Execute Lease. Lessor and Lessee each acknowledge that it has all necessary right, title, and authority to enter into and perform its obligations under this Lease, that this Lease is a binding obligation of such party and has been authorized by all requis ite action under the party’s governing instruments, that the individuals executing this Lease on behalf of such party are duly authorized and designated to do so, and that no other signatories are required to bind such party. 17.5 Consents. Whenever consent or approval of either party is required hereunder, that party will not unreasonably withhold or delay such consent or approval, except as may be expressly set forth to the contrary. 17.6 Entire Agreement. The terms of this Lease are intended by the parties as a final expression of their agreement with respect to the terms as are included herein and may not be contradicted by evidence of any prior or contemporaneous agreement 17.7 Severability. Any provision of this Lease which proves to be invalid, void, or illegal in no way affects, impairs, or invalidates any other provisions hereof, and such other provisions will remain in full force and effect. 17.8 Impartial Construction. The language in all parts of this Lease will be in all cases construed as a whole according to its fair meaning and not strictly for or against either Lessor or Lessee. 17.9 Notices. All notices, demands, and communications between Lessor and Lessee will be in writing and given by personal delivery, facsimile transmission, electronic mail, registered mail (return receipt requested with postage prepaid), Federal Express, or other reliable private express delivery, addressed to Lessor or Lessee at the addresses shown in Section 1.3 above. Either party may, by notice to the other given pursuant to this Section 17.9, specify additional or different addresses for notice purposes. 17.10 Counterparts. This Lease may be executed in one or more counterparts, each of which will constitute an original. -12- 12767-0008\2247544v1.doc 17.11 Lessee Approval. Whenever this Lease calls for approval by Lessee of an action implementing the provisions of this Lease, the City Manager, or his or her designee, will have authority to grant such approval, without necessity of further authorization or approval of the City Council. 17.12 Lessor Approval. Whenever this Lease calls for approval by Lessor of an action implementing the provisions of this Lease, the ______________________ of the University, or his or her designee, will have authority to grant such approval, without necessity of further authorization or approval of the Board of Trustees of the University. [Remainder of this page left intentionally blank] -13- 12767-0008\2247544v1.doc IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date first above written. LESSOR: BOARD OF TRUSTEES OF THE CALIFORNIA STATE UNIVERSITY, On Behalf of California Polytechnic State University, San Luis Obispo By: Date: APPROVED AS TO FORM: By: Date: LESSEE: CITY OF SAN LUIS OBISPO, a California municipal corporation By: Date: ATTEST: ____________________________________ By: Teresa Purrington Date: City Clerk APPROVED AS TO FORM: By: J. Christine Dietrick Date: City Attorney Exhibit A Page 1 of 1 12767-0008\2247544v1.doc EXHIBIT A LEGAL DESCRIPTION OF PROPERTY Exhibit B Page 1 of 1 12767-0008\2247544v1.doc EXHIBIT B MAP DEPICTING PROPERTY