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HomeMy WebLinkAboutItem 5d. Authorize an updated Agreement with SESLOC Credit Union for Overflow Parking during events at Damon-Garcia Sports Complex Item 5d Department: Parks and Recreation Cost Center: 7002 For Agenda of: 11/14/2023 Placement: Consent Estimated Time: N/A FROM: Greg Avakian, Parks & Recreation Director Prepared By: Devin Hyfield, Parks & Recreation Manager Brendan Pringle, Business Analyst SUBJECT: AUTHORIZE AN UPDATED AGREEMENT BETWEEN THE CITY OF SAN LUIS OBISPO AND SESLOC CREDIT UNION FOR PARKING LOT USE DURING EVENTS AT DAMON-GARCIA SPORTS COMPLEX RECOMMENDATION Authorize the City Manager to enter into an updated agreement between City of San Luis Obispo and SESLOC Federal Credit Union (SESLOC) for the use of its parking lot as overflow parking for events held at the Damon-Garcia Sports Complex. POLICY CONTEXT The City of San Luis Obispo Partnership and Foundation Policy states that "City resources can be used in partnership with others to create opportunities for otherwise unfeasible projects or programs." Since 2005, the City has partnered with SESLOC to address the need for overflow parking. This partnership has benefited community members and visitors for the last two decades. DISCUSSION Background When the Damon-Garcia Sports Fields were designed and built between the late 1990s and 2005, the Initial Environmental Study determined that additional parking spaces would be needed to meet the demands of users during peak usage. The report indicated that using parking management techniques such as scheduling gaps between games, staggering start times, and requiring youth sports leagues to carpool or add shuttle service, could meet most, but not all, of the parking shortfall. In addition, the report suggested that the City could reduce this parking deficit even further by “entering into an agreement with the owner of the property immediately to the south of the site to provide Saturday overflow parking.” The City conducted initial conversations with the then-property owner, but the property was sold to SESLOC Federal Credit Union (SESLOC) before a formal overflow parking agreement was reached. During the initial year of operations at the Damon-Garcia Sports Complex, the City assessed the parking situation, during which there were major parking impacts to the surrounding area, including the Marigold Shopping Center and Industrial Avenue across the street, as well as along Highway 227 (Broad Street). Page 31 of 160 Item 5d Initial Short-Term Use Agreements with SESLOC In 2006, the City entered into discussions with SESLOC for use of SESLOC’s unimproved vacant lot adjacent to the sports fields as a temporary parking facility. The City and SESLOC were able to come to a short-term agreement on parking solutions for the sports fields (Attachment A). The SESLOC Board of Directors agreed to allow the City to construct and manage a temporary overflow parking lot on SESLOC’s property (previously a dirt lot) at the end of Industrial Way (Attachment B). As part of the initial, annual use agreement, the City: 1) installed and paid for the cost of lighting for the vacant, unimproved lot, 2) facilitated the necessary zoning changes and permits, 3) coordinated and contracted the construction of a temporary parking lot, 4) maintained the lot, and 5) agreed to hold harmless, indemnify, and defend SESLOC against claims. In return, SESLOC leased the lot to the City for $1.00 per year. The estimated construction costs incurred by the City at this time was $100,000. The City re-entered into an updated version of the Agreement in 2010, and the temporary overflow parking lot was used effectively to alleviate parking issues at the site during peak seasonal demand periods. Peak usage is predominantly on Saturdays during the fall AYSO soccer season and during soccer and other turf sports tournament uses. Initial Long-Term Lease Agreement with SESLOC In 2013, SESLOC notified the City of its intention to terminate the lease as a result of its construction plans to develop its corporate headquarters at 3807 and 3855 Broad Street in 2013 and 2014. As a result, the temporary City-constructed parking located on its property was deconstructed, as required by the short-term agreement. As part of the SESLOC headquarters project, a formalized parking lot was constructed which included the North Lot, comprised of 57 spaces (not including two ATM-designated spaces), and the South Lot, comprised of 105 spaces. The City entered into a 10-year term lease agreement (Attachment C), on November 5, 2013, which required a one-time, up-front payment of $32,000 upon execution. In return, peak-use parking has been allowed on SESLOC premises, with the City providing parking monitor staffing during events that utilized the overflow parking areas, as well as ensuring proper clean-up after events. The parking lot has effectively served the overflow parking needs of the Damon Garcia Sports Fields for the past ten years. With the end of the current 10-year lease agreement term approaching, the City and SESLOC have been in negotiations to update the lease agreement over the past several months with the expectation of finalizing the terms in November. Based on the positive relationship over the previous years, SESLOC has allowed the City to continue using the facility while an agreement is being finalized as the current lease expired on November 5, 2023. Page 32 of 160 Item 5d Proposed Lease Agreement City staff and SESLOC representatives have negotiated an updated lease agreement that will continue to serve the overflow parking needs of users of the Damon-Garcia fields. The new proposed agreement (Attachment D) accounts for the adjustments to the fair market value of the leased parking spaces, and outlines the following terms: 1) The term of the agreement will be for a period of five (5) years, terminating on April 30, 2029 (see #4 below for additional information). 2) The term of the Agreement may be extended for five (5) or ten (10) years upon mutual agreement. 3) For the use of the premises, the City will pay SESLOC an annual sum of $10,000 per year by July 31 of each year. 4) For the period of November 5, 2023 to April 30, 2024, which is the remainder of the current athletic season, the City will pay SESLOC a prorated sum of $6,500 upon execution of the lease. In terms of usage, all 105 spaces in the South Lot would be available Monday -Friday, 6:00 pm-10:00 pm, and Saturday and Sunday, 7:00 am-10:00 pm. Based on SESLOC operational needs for a specific number of parking spaces to support SESLOC personnel, the North Lot (57 spaces) would be available as follows: 1) Monday-Friday from 6:00 pm-10:00 pm, all 57 spaces would be available. 2) Saturdays and Sundays (if overflow is predicted to be 50 or more vehicles) from 7:00 am-5:00 pm, 41 parking spaces and 7 ADA stalls would be available, and from 5pm-10pm, all 57 parking spaces would be available. 3) Saturdays and Sundays (if overflow is predicted to be less than 50 vehicles), all 57 parking spaces would be available from 7:00 am-10:00 pm. City staff would continue to provide parking monitors when overflow parking is required. Previous Council or Advisory Body Action On August 15, 2006, Council approved a short-term lease agreement with SESLOC for their property at 3807 and 3855 Broad Street as a temporary overflow parking facility for Damon-Garcia Sports Fields. On November 5, 2013, Council approved a long-term lease agreement with SESLOC. CONCURRENCE The City Attorney’s Office concurs with the recommendation. ENVIRONMENTAL REVIEW This item is categorically exempt from provisions of the California Environmental Quality Act (CEQA) described in Section 15301 (Existing Facilities) of the CEQA Guidelines because it consists of the operation, permitting and licensing of an existing facility that involves no expansion of said facility. Page 33 of 160 Item 5d FISCAL IMPACT Budgeted: No Budget Year: 2023-2024 Funding Identified: Yes Fiscal Analysis: Funding Sources Total Budget Available Current Funding Request Remaining Balance Annual Ongoing Cost General Fund $6,500 $6,500 $0 $10,000 State Federal Fees Other: Total $6,500 $6,500 $0 $10,000 Under the new agreement, the City would pay SESLOC $10,000 per year for the use of the lots, and due upon execution of the agreement, a prorated sum of $6,500 for the remainder of the current athletic season (November 5, 2023 to April 30, 2024). As a result of the proration, the current Parks and Recreation Department budget can accommodate the FY 24 impact of $6,500. With the anticipated timing of the City-wide Fee Survey results occurring in spring 2024 and incorporated updated fee structures initiated in July 2024, it is anticipated that the annual fiscal impact for FY25-29 of $10,000 per year would be incorporated into the field reservation fee formats that require the use of the overflow parking to support large programs, tournaments, and events. ALTERNATIVES 1. Do not renew the Lease Agreement with SESLOC. This is not recommended due to the vital need of additional parking at the site during its peak uses. SESLOC and its Board of Directors have graciously agreed to continue to partner with the City in a collaborative fashion and this partnership benefits community members and visitors. 2. Direct staff to look at other parking options located near the Damon-Garcia site. There are extremely limited options in close proximity and t he cost benefit of this alternative does not make fiscal sense at this time. ATTACHMENTS A - Short-Term Lease Agreement with the City of San Luis Obispo and SESLOC (2006) B - Site Map of Overflow Parking Lot C - Long-Term Lease Agreement with the City of San Luis Obispo and SESLOC (2013) D - Updated SESLOC Overflow Parking Lease (2023) Page 34 of 160 Mntiue Da¢8-15-06 Ium Number counci lacenba Report C I T Y O F S A N L U I S O B I S P O FROM : Betsy Kiser, Parks and Recreation Directo r SUBJECT : LEASE AGREEMENT WITH SESLOC FEDERAL CREDIT UNION FO R TEMPORARY OVERFLOW PARKING FACILIT Y CAO RECOMMENDATIO N Approve a lease agreement with SESLOC Federal Credit Union (SESLOC) for the use o f property at 3807 and 3855 Broad Street for the use as a temporary overflow parking facility fo r the Damon-Garcia Sports Fields and authorize the Mayor to execute the lease agreement . DISCUSSIO N Backgroun d When the Damon-Garcia Sports Fields were designed, the Initial Environmental Stud y determined that additional parking spaces would be needed to meet the demands of users durin g peak usage (peak usage was then estimated to occur on about 10 Saturdays a year during yout h soccer season). The report indicated that using parking management techniques such a s scheduling gaps between games, staggering start times, and requiring youth sports leagues t o carpool or add shuttle service, could meet most, but not all of the parking shortfall . To reduce the peak seasonal parking deficit even further, the Study indicated that the City could "enter int o an agreement with the owner of the property immediately to the south of the site to provid e Saturday overflow parking ." This measure was the outcome of conversations with the the n owner of the property ; however the property was sold prior to the establishment of a forma l agreement for overflow parking . Current Situatio n The Damon-Garcia Sports Fields have been in regular use for the past year giving staff sufficien t time to evaluate the parking situation . During this time, overflow parking has occurred acros s the street from the fields in the Marigold Center and Goodwill parking lots . While the users have been instructed to park in the "center" of the Marigold parking lot, so patrons can par k close to its retail shops, the reality of the situation is that it is impossible to police and retailer s have complained that overflow parking takes place in spaces closest to the fields . Based upon the facility's use for the last year and anticipated uses over the next year, Parks & Recreation staff expects that there will be between 19-22 weekends (rather than the origina l estimate of 10 weekends) with scheduled events that may have an impact on the existin g parking . The majority of these dates fall between August 1 and November 30, which happen t o be the peak use time for local youth soccer organizations . Even by employing the previousl y mentioned mitigation strategies, staff estimates the need for an additional 75-100 parking spaces . Discussions with SESLOC Page 35 of 160 SESLOC Lease Agreement Page 2 Discussions with SESLO C SESLOC is the current owner of the property immediately to the south of Damon-Garcia Sport s Fields and is the site previously mentioned as a possible overflow parking area . Over the pas t several months Mayor Romero, Councilmember Ewan, and City staff from the Public Works , Parks and Recreation departments, and the Assistant City Attorney met on a number of occasion s with members of SESLOC's Board of Directors and staff to discuss the possibility o f collaborating on short and long-term parking solutions for Damon-Garcia Sports Fields . What has evolved is a plan to resolve parking issues for the short-term and an agreement to continu e the dialogue relative to a long-term solution . Short-term Parking Solutio n To meet the present peak parking needs of Damon-Garcia Sports Fields, the SESLOC Board o f Directors has agreed to allow the City to construct and manage a temporary overflow parking lo t on SESLOC's property at the end of Industrial Way (Attachment 1, Vicinity Map an d Conceptual Plan). To make this a reality, several actions need to occur : 1.A lease agreement must be entered into between the City and SESLOC (the subject o f this report). 2.The Airport Area Specific Plan must be amended to allow temporary parking in th e Business Park zone and an ordinance amending the City's Zoning Regulations to allow temporary parking in the Business Park zone must be introduced (these land us e modifications will be considered as a separate item before Council at the August 15 th Meeting). 3.The City must apply for a Director of Community Development's Use Permit for a temporary parking lot at the leased location . 4.The temporary parking lot design must receive all requisite permits and approvals fro m the SESLOC Board and the City . 5.The necessary contractual agreements to facilitate construction must be bid, approved , and entered into by the City . Once all issues are resolved, the intent is to complete the temporary parking lot by earl y December, 2006 . Terms of the Proposed Lease Agreement The proposed Lease Agreement (Attachment 2) has been reviewed and approved by th e SESLOC Board of Directors . Highlights of the agreement include, but are not limited to, th e following : 1.Lighting .The City will install and pay for the cost of providing lighting for the lot area . 2.One-year agreement with option to extend .The agreement has been limited to a one - year term, subject to extension in one year increments, not to exceed a total of three year s to reflect the temporary nature of the facility . 3.Cost.The City will pay SESLOC an annual rent of $1 .00 per year . 4.Security .The City will provide for supervision of the lot area during use of the premise s for City sponsored functions. G:\Staff\Stanwyck\Council Agenda Reports\CAR - SESLOC Agreement 8 .01 .06 .doc eq-Page 36 of 160 SESLOC Lease Agreement Page 3 5.Maintenance.The City will maintain the lot and perform weed abatement on area s surrounding the lot. 6.Hold Harmless and Indemnification .The City agrees to hold harmless, indemnify an d defend SESLOC in the event of a claim for damages by a third party . Long-term Parking Solutio n SESLOC and the City discussed various options for a long-term parking solution, includin g developing a long-term lease agreement with SESLOC to use its future parking lot for th e overflow parking needs of the Damon-Garcia Sports Fields, as was recommended in the initia l Environmental Study and envisioned by the City and the former property owner ; and negotiatin g the purchase of a portion of the SESLOC property to build the City's own permanent parking area . Both organizations agreed that, in time, we could further examine both (and other) option s in greater detail . SESLOC has also indicated that they have development plans for the site, an d would be willing to work with the City on some type of a shared parking arrangement . CONCURRENCE S The Assistant City Attorney and Public Works Director assisted with the development of th e agreement . The SESLOC Board of Directors reviewed the terms of the agreement at its July 18 , 2006 meeting and approved of the terms . FISCAL IMPAC T There is minimal fiscal impact associated with the approval of the lease agreement . SESLOC has offered to lease the lot to the City for a fee of $1 .00 per year. A preliminary cost estimate o f the construction of the temporary parking lot is $90,000 based on staff from the Public Work s Department performing a portion of the work . Staff is investigating these costs further and wil l bring back to Council a proposed project budget for consideration in the near future . ALTERNATIVE S Do not enter into a lease agreement with SESLOC for use of its premises for a temporar y overflow parking facility .This is not recommended because of the critical need to address thi s issue in a timely and effective manner . The temporary lease of SESLOC's property presents th e best short term solution to the problem. ATTACHMENT S 1.Vicinity Map and Conceptual Pla n 2.Lease Agreement G :\Sta£f\Stanwyck\Council Agenda Reports\CAR - SESLOC Agreement 8 .01 .06 .doc Page 37 of 160 Page 38 of 160 Page 39 of 160 ATTACHMENT 2 TEMPORARY OVERFLOW PARKING FACILITY LEAS E This Lease is made and entered into this _ day of , 2006, by and between SESLO C FEDERAL CREDIT UNION, a member-owned financial institution (hereinafter referred to as "Lessor") and the CITY OF SAN LUIS OBISPO, a municipal corporation and charter city, (hereinafter referred t o as "Lessee"). RECITALS This Lease is made and entered into with respect to the following facts : A.Lessor is the owner of the property depicted in Exhibits "A" and "B," located at 3807 an d 3855 Broad Street, San Luis Obispo, California (hereinafter, "Premises"). B.Lessee has requested permission to construct a temporary overflow parking lot to b e located on Premises and Lessor is willing to lease a portion of Premises to Lessee for that purpose upo n the terms and conditions hereinafter set forth . NOW THEREFORE, the parties hereto agree as follows : 1 .Premises and Equipment .Lessor is the owner of parcels of land located in the City o f San Luis Obispo, County of San Luis Obispo, State of California, located at 3807 and 3855 Broad Street . The Premises are more particularly depicted in Exhibits "A" and "B," attached hereto . Lessor hereb y agrees to lease to Lessee and Lessee hereby agrees to lease from Lessor approximately 4845 squar e meters of Premises (hereinafter "Lot Area"), more specifically depicted as that area within the "ne w fence" line in Exhibit "B," which is attached hereto and by this reference made a part hereof. Lessor further agrees to permit Lessee access to and use of certain equipment (hereinafter "Equipment"), a s depicted in Exhibit "B" hereto, located on the Premises in order to support the use, operation an d maintenance of the Lot Area . This Lease is subject to the terms, covenants and conditions hereinafter se t forth and Lessee covenants, as a material part of the consideration for this Lease, to keep and perfor m each and every term, covenant and condition of said Lease . During the term of this Lease, Lessor also grants to Lessee an irrevocable, nonexclusive right o f ingress and egress, seven days a week, twenty-four (24) hours a day to the Premises, Lot Area an d &1-4 Page 40 of 160 ATTACHMENT . Equipment referenced herein as may be necessary or expedient to construct, operate and maintain the Lo t Area, Equipment and portions of the Premises specified herein . 2. Improvements and Weed Abatement . A. Lessee shall perform, design, construct or erect or cause to be constructed o r erected at its sole cost the following improvements as shown on Exhibit "B" (hereinafter "Lo t Improvements"): 1)Design Lot Area, including appropriate ingress as egress as specifie d herein, and install Lot Area surfaces, at or about location specified in Exhibi t 2)Design and construct enclosure of Lot Area, with gated access for ingres s and egress, as specified in Exhibit "B .". B . The Lot Improvements shall be performed by Lessee after consultation wit h Lessor and Lessee shall permit Lessor to review and comment on construction plans prior to submittin g the application and plans to the Community Development Department for processing and approval . C. The required enclosure shall be designed and constructed so as to permit Lo t Area traffic ingress and egress simultaneously and shall include an additional gate access to provid e Lessor with ingress and egress to the rear portion of the Premises at approximately the location of th e agricultural crossing of the creek, as depicted in Exhibit "B," as that crossing is now or may subsequentl y be located . D . Any grading necessary to the construction of the Lot Improvements shall b e conducted so as to maintain the existing grade of the property to the extent possible . There shall be n o offsite movement or storage of graded material and Lessee shall be permitted to store any graded materia l on site at the approximate location specified in Exhibit "B ." E . Lessee shall remove weeds and debris in the Lot Area and limited surroundin g areas, as more specifically depicted in Exhibit "A ." Page 41 of 160 ATTACHMENT . 3.Lighting.Lessee shall provide for lighting of the Lot Area during any nighttime even t use . Lessor shall permit lessee to utilize, and/or relocate as necessary, an existing metered power pole o n the Premises (as depicted in Exhibit "B") for the purpose of providing lighting for the Lot Area. Lessee shall be responsible for costs associated with the lighting use upon receipt of monthly invoices for suc h costs, which Lessor shall forward to Lessee at the address specified herein . 4.Term,The term of this Lease shall be for an initial term of one year commencing wit h the issuance of building permits and ("Commencement Date") may be subject to extension in one yea r increments, not to exceed a total term of three years, subject to annual review and mutual agreement o f the parties . Any extension to which the parties may agree will be subject to City approval procedures . 5. Rent .Rent shall be paid annually in advance as follows : A . Lessee shall pay to Lessor as annual rent, on or before the Commencement Dat e of the Lease, the sum of $1 ("Annual Rent") without deduction, setoff, notice or demand provided . 6. Use . A.Lessee shall use the Premises for the sole purpose of constructing, maintaining , securing and operating a temporary parking lot as overflow parking for scheduled events held at Damo n Garcia Sports Fields . Any other use of the Premises or use of Equipment not depicted in Exhibit "B," i s not authorized and shall constitute a breach of this Lease . Lessee shall have first priority of use, but shal l permit reasonable use of the Lot Area by Lessor, upon request made at least two business days i n advance, and on such dates and at such times as may be accommodated by Lessee's event schedule . B.Lessee shall provide for supervision of the Lot Area by a lot attendant or securit y staff during use of the Premises associated with Lessee's scheduled events . C.Lessee must obtain all permits and approvals necessary to construct, maintain , secure and operate the Lot Improvements . Lessor shall reasonably cooperate (at no expense to Lessor ) with Lessee in connection with Lessee's efforts to obtain all such permits and approvals ; provided , however, Lessor shall not be obligated to apply for any permits or approvals with Lessee . Construction o f Lessee's Lot Improvements shall be at Lessee's sole expense . Further, Lessee shall maintain those Page 42 of 160 ATTACHMENT . portions of the Premises subject to its use free from hazards or risk to the public health, safety an d welfare. D.At all times throughout the term of this Lease, Lessee's use of the Premises shal l be in conformance with, and subject to all conditions of, any and all discretionary permits and approval s in effect . E.In the event Lessee is unable to obtain any necessary permit or other approval i n order to operate or construct the Lot Improvements, either party may terminate this Lease as provide d herein, upon thirty (30) days prior written notice . 7.Nondiscrimination .Subject to applicable laws, rules, and regulations, Lessee shall no t discriminate against any person or group on the basis of age, sex, sexual orientation, medical condition , marital status, race, religion, creed, ancestry, national origin, disability, or handicap . 8. Maintenance . A. Lessee shall, at Lessee's sole cost and to the satisfaction of Lessor, maintain the Lo t Improvements and Equipment, as depicted in Exhibit "B," in good condition, free of weeds, noxiou s plants and wild growth, in substantial repair, in a safe and sanitary condition, and in compliance with al l applicable laws and regulations and shall promptly repair any damage caused by Lessee . If Lessee fails to maintain any portion of the Premises as required herein, Lessor may notify Lessee of said failure . If Lessee fails to correct the situation within thirty (30) days after notice or such longer period as may b e established by Lessor, Lessor may make the necessary correction and the cost thereof, including but no t limited to the cost of administration, and labor, materials, equipment, shall be paid by Lessee within thirt y (30) days after receipt of a statement of said cost from Lessor . If said statement is not timely paid, Lesso r may, at its option, choose any remedy available herein or by law, including the termination of this Lease . B . Lessor shall have no duty to maintain or repair the Lot Area or Lo t Improvements, except that Lessor shall bear the expense of any damage to the Lot Area and/or Lo t Improvements caused by Lessor's use or use by parties authorized by Lessor . 9. Hold Harmless and Indemnification :Lessee agrees to defend, indemnify, protect an d hold Lessor, its agents, officers and employees harmless from and against any and all claims asserted o r eV—Page 43 of 160 ATTACHMEN T liability established for damages or injuries to any person or property, which arise from, relate to or ar e connected with or are caused or claimed to be caused by the acts or omissions of Lessee, its agents , officers, employees, or authorized parties in the design, construction, use, operation or maintenance of th e Premises, Lot Area, Lot Improvements or Equipment . Lessee shall assume, in addition, all expenses o f investigating and defending against same, including reasonable attorney's fees, of any kind or natur e whatsoever; provided, however, that the Lessee's duty to indemnify and hold harmless shall not includ e any claims or liability arising from the established sole negligence or willful misconduct of the Lessor, it s agents, officers or employees . Lessor agrees to defend, indemnify, protect and hold Lessee, its agents, officers and employee s harmless from and against any and all claims asserted or liability established for damages or injuries t o any person or property, which arise from or are connected with or are caused or claimed to be caused b y the acts or omissions of Lessor, its agents, officers, employees or authorized parties related to Lessor's use or occupation of the Premises, Lot Area, Lot Improvements or Equipment . Lessor shall assume, i n addition, all expenses of investigating and defending against same, including reasonable attorney's fees , of any kind or nature whatsoever ; provided, however, that the Lessor's duty to indemnify and hol d harmless shall not include any claims or liability arising from the established sole negligence or willfu l misconduct of the Lessee, its agents, officers or employees . 10 . Lessee Insurance .Concurrent with the execution of this Lease, Lessee shall provid e Lessor with proof of the following insurance coverages : A.Comprehensive General Liability insurance with a combined single limit of a t least One Million Dollars ($1,000,000) for each occurrence for bodily injury, personal injury and propert y damage . Lessor, its officials, employees and agents shall be covered as additional insureds with respec t to liability arising from activities within the scope of this agreement performed or authorized by or o n behalf of Lessee . Said insurance shall be primary and non-contributory insurance with respect to Lessor , its officers, employees, agents and representatives . B.Automobile Liability : $1,000,000 per accident for bodily injury and propert y damage . Lessor, its officials, employees and agents shall be covered as additional insureds with respect to Page 44 of 160 ATTACHMEN T liability arising from activities within the scope of this agreement performed or authorized by or on behal f of Lessee . Said insurance shall be primary and non-contributory insurance with respect to Lessor, it s officers, employees, agents and representatives . C.Workers' Compensation insurance as required by the State of California . D.Upon the execution of this Lease, Lessee shall deliver to Lessor certificates o f insurance with original endorsements evidencing the coverage required by this Lease . E.The procuring of insurance shall not be construed as a limitation on Lessee's liability or as full performance on Lessee's part of the indemnification provision of this Lease . Lessee understands and agrees that, notwithstanding any insurance, Lessee's obligation to defend and indemnify Lessor, its officials and employees hereunder is for the full amount of any damage, loss cost or expense . F Any modification or waiver of these insurance requirements shall only be mad e with the written approval of the Lessor's Risk Manager or designee . 11 .Lessor Insurance :Concurrent with the execution of this Lease, or prior to an y Lessor or Lessor-authorized use of the Lot Improvements, Lessor shall provide Lessee with proof of th e following insurance coverages : A.Comprehensive General Liability insurance with a combined single limit of a t least One Million Dollars ($1,000,000) for each occurrence for bodily injury, personal injury and propert y damage . Lessee, its officials, employees and agents shall be covered as additional insureds with respec t to liability arising from activities within the scope of this agreement performed or authorized by or o n behalf of Lessor . Said insurance shall be primary and non-contributory with respect to Lessee, it s officers, employees, agents and representatives . B.Automobile Liability : $1,000,000 per accident for bodily injury and propert y damage . Lessee, its officials, employees and agents shall be covered as additional insureds with respect t o liability arising from activities performed or authorized by or on behalf of Lessor . Lessee, its officials , employees and agents shall be covered as additional insureds with respect to liability arising fro m activities within the scope of this agreement performed or authorized by or on behalf of Lessor . Said Page 45 of 160 ATTACHMEN T insurance shall be primary and non-contributory with respect to Lessee, its officers, employees, agent s and representatives . C.Workers' Compensation insurance as required by the State of California . D.Upon the execution of this Lease or prior to any Lessor or Lessor-authorized us e of the Lot Improvements, Lessor shall deliver to Lessee certificates of insurance with origina l endorsements evidencing the coverage required by this Lease . E.The procuring of insurance shall not be construed as a limitation on Lessor's liability or as full performance on Lessor's part of the indemnification provision of this Lease . Lessor understands and agrees that, notwithstanding any insurance, Lessor's obligation to defend and indemnif y Lessee, its officials and employees hereunder is for the full amount of any damage, loss cost or expense . F.Any modification or waiver of these insurance requirements shall only be mad e with the written approval of the Lessee's Risk Manager or designee . 12.Removal of Improvements .On the expiration or sooner termination of this Lease, or a t such time as Lessee procures permanent overflow parking accommodations, Lessee, at Lessee's sole cost , shall remove all Lot Improvements erected on the Premises by Lessee following notice of its intention t o do so to Lessor and by removing same within forty-five (45) days after expiration or sooner terminatio n of this Lease. Lessee may elect not to remove the Lot Improvements only upon written authorization b y Lessor. Should Lessee fail to obtain such written authorization, Lessor may treat any such improvement s as abandoned if Lessee fails to timely remove them and, in such event, (a) Lessor shall be deemed owne r of them without accounting to Lessee, or (b) Lessor may cause their removal at Lessee's cost . 13.Notice .Any notice required hereunder shall be in writing and personally delivered o r deposited in the U .S . Postal Service, registered or certified, return receipt, postage prepaid, to the addres s of the respective parties set forth below : LESSOR : LESSEE : SESLOC Federal Credit Union Parks and Recreation Directo r Post Office Box 5360 City of San Luis Obisp o San Luis Obispo, CA 93403-5360 1341 Nipomo Stree t San Luis Obispo, CA 93401 Page 46 of 160 ATTACHMENT . Notice shall be deemed effective on the date shown on the return receipt or on the date personal deliver y is made, whichever first occurs . If delivery is refused, the date of deposit of the copy in the mail shall b e deemed the date of notice . Change of address shall be given as provided herein for notices . 14.Right of Entry .In the event of an emergency which poses an immediate threat of har m or damage to persons or property, Lessor may enter the Premises and take such actions as are required t o protect persons or property from such immediate threat of harm or damage, provided that promptly afte r such emergency entry into the Premises (and in no event later than twenty-four (24) hours) Lessor give s telephonic and written notice to Lessee of Lessor's entry into the Premises . 15.Partial Invalidity .If any term, covenant or condition of this Lease is held by a court o f competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shal l remain in full force and effect . 16.Successors in Interest .This Lease shall be binding on and inure to the benefit of th e parties and their successors, heirs, personal representatives, approved transferees and assignees, and all o f the parties hereto shall be jointly and severally liable hereunder . 17. Attorney's Fees .In any action or proceeding relating to this Lease, the prevailing part y shall be entitled to its costs, including reasonable attorney's fees and court costs . 18.Integration and Amendments .This Lease represents and constitutes the entir e understanding between the parties and supercedes all other agreements and communication between th e parties, oral or written, concerning the subject matter herein . This Lease shall not be modified except in writing duly signed by the parties and referring to this Lease . Page 47 of 160 ATTACHMEN T 19. Governing Law .This Lease shall be governed by and construed in accordance with the laws of the State of California . 20.Captions .The various headings and numbers herein and the grouping of the terms hereo f into separate sections, paragraphs and clauses are for convenience only and shall not be considered a par t hereof, and shall have no effect on the construction or interpretation of this Lease . 21.Lessor's Representation of Authority .Lessor represents that it has title to the Premise s and full authority to execute this Lease and to grant the easements and access to the Premises . Lessor further represents that there are no undisclosed liens, judgments, impediments or exceptions of title on th e Premises that would affect this Lease . IN WITNESS WHEREOF, the parties have executed this Lease with all of the formalitie s required by law as of the date first above written . LESSOR : LESSEE : SESLOC FEDERAL CREDIT UNIO N By : ATTEST : CITY OF SAN LUIS OBISPO , a Municipal Corporatio n By : Dave Romero, Mayo r By : Audrey Hooper, City Cler k APPROVED AS TO FORM : Page 48 of 160 Page 49 of 160 X WH p Page 50 of 160 Page 51 of 160 Page 52 of 160 Page 53 of 160 Page 54 of 160 Page 55 of 160 Page 56 of 160 Page 57 of 160 Page 58 of 160 DAMON-GARCIA SPORTS COMPLEX PARKING LEASE AGREEMENT ON SESLOC FEDERAL CREDIT UNION PROPERTY This Agreement made and entered into on _______________________________ by and between the CITY OF SAN LUIS OF SAN LUIS OBISPO, hereinafter “CITY,” and SESLOC FEDERAL CREDIT UNION, a member-owned financial institution hereinafter referred to as “SESLOC ”. RECITALS WHEREAS, SESLOC is the owner of the property located at 3807 and 3855 Broad St, San Luis Obispo, California (hereinafter, “PREMISES”); and WHEREAS, the CITY has requested continued permission to use the PREMISES as a parking lot for CITY-owned sport complex; and WHEREAS, SESLOC is willing to continue to lease rights of PREMISES to CITY for that purpose upon the terms and conditions set forth in this Agreement (or “Lease.”) 1. TERM The term of this agreement shall be for a period of five (5) years from the date entered and shall terminate on April 30, 2029 (the end of that contract year). The terms of the Agreement may be extended for five (5) or ten (10) years upon mutual agreement. As set forth more fully in section 3.4, the CITY will use the PREMISES during the season which begins on August 1st each year and ends on April 30th the following year (each such period referred to as a “contract year.”) This lease is subject to the terms, covenants and conditions hereinafter set forth and SESLOC covenants, as a material part of the consideration for this lease, to keep and perform each and every term, covenant and condition of lease. 2. FEES For the use of PREMISES as outlined in this agreement, CITY agrees to pay SESLOC the sum of ten- thousand dollars ($10,000) (the “annual sum”) each contract year by July 31 of each year. This amount is subject to prorated reimbursement as set forth in Section 9.0 of this Agreement. For the period of November 5th 2023 to April 30th 2024, which is the remainder of the current season, CITY agrees to pay SESLOC the prorated sum of six thousand five hundred dollars ($6,500) upon execution of this lease. 3. USE APPLICATION 3.1 PREMISES. SESLOC is the owner of the parcels of land located in the City of San Luis Obispo, County of San Luis Obispo, State of California, located at 3807 and 3855 Broad St. SESLOC hereby agrees to lease to CITY parking lot rights from SESLOC Credit Union parking spaces in PREMISES to augment the overflow parking needs of the Damon-Garcia Sports Complex as noted under Exhibit A. As noted under Exhibit A, and by this reference made a part hereof, designates the PREMISES included in this lease, which is further detailed by a North lot, comprised of fifty-seven (57) parking spaces and a South Lot, comprised of one-hundred and five (105) spaces. Overflow parking is permitted in the lots as described in Section 3.1.1 and 3.1.2. Page 59 of 160 3.1.1 North Lot • Monday through Friday: 6:00 PM – 10:00 PM, fifty-seven (57) parking spaces. • Saturdays and Sundays if overflow predicted to be fifty (50) vehicles or more (“high use event”): • 7:00 AM – 5:00 PM, Forty-one (41) parking spaces west of the ATM kiosk. Remaining nine (9) open, non-ADA/ATM stalls closest to the branch building to be reserved for SESLOC employees or vendors working onsite, and SESLOC members while using the ATMs. Seven (7) ADA stalls may be used for overflow parking, subject to section 3.6. • 5:00 PM – 10:00 PM, fifty-seven (57) parking spaces. • Saturdays and Sundays if overflow predicted to be less than fifty (50) vehicles: 7:00 AM – 10:00 PM, fifty-seven (57) parking spaces. • Two (2) ATM parking spaces marked exclusively for SESLOC ATM parking twenty-four (24) hours per day, seven (7) days a week are excluded from available parking, and not included in above count. 3.1.2 South Lot • One-hundred and five (105) parking spaces • Monday through Friday: 6:00 PM – 10:00 PM • Saturday and Sunday: 7:00 AM – 10:00 PM 3.1.3 SESLOC will communicate with CITY Point of Contact as noted in Section 8 if use of PREMISES will be restricted due to maintenance or unavailable uses as circumstances arise. 3.2 CITY shall use the PREMISES for the sole purpose of maintaining, securing and operating a parking lot as overflow parking for permitted uses, scheduled by CITY Parks and Recreation department, held at Damon-Garcia Sports Complex. Overflow parking shall be exclusively used in association with permitted uses that are large scale in nature and cannot be accommodated by available on-site parking at the Damon-Garcia Sports Complex. 3.3 CITY will provide SESLOC a bi-annual schedule of events scheduled for the use of Damon-Garcia Sports Complex. 3.4 CITY completes field restoration of Damon-Garcia Complex annually typically during the months of May through July, a ten (10) to twelve (12) week period. During the months of May through July, CITY will not require use of PREMISES for overflow parking. Any overflow parking use requested within this period will be considered by SESLOC on an ad hoc basis and will not be unreasonably refused. 3.5 Consistent with CITY ordinances, no overnight parking will be permitted. 3.6 Specific restrictions on the PREMISES prohibit large RV’s that require multiple parking spaces, tailgating, use of barbeques, loud noises, consuming alcoholic beverages, smoking, amplified music, and bringing hazardous substances on the PREMISES. Use of American Disabilities Act (ADA) parking spaces to follow applicable laws. 3.7 SESLOC acknowledges that its regular business hours do not conflict with the CITY’s schedule of use set forth in this agreement and therefore agrees that, during scheduled permitted Damon- Garcia Uses where overflow parking is required as described in herein, SESLOC will not schedule events, meetings, or other uses of the property which would reduce the number of available parking spaces described in 3.1.1 and 3.1.2 for CITY’S use as set forth in this agreement, subject to 3.1.3. Page 60 of 160 3.8 Should the property to the south of SESLOC be developed during the time of this lease, the following shall apply: 3.8.1 Ten (10) of the South Lot parking spaces, each of which is along the private boulevard, are temporarily permitted and must be removed when the boulevard is extended through to Tank Farm Rd. This will reduce the number of parking spaces in the South Lot to ninety-five (95). 3.8.2 During construction, the boulevard and the entrances from it to one or both lots may be closed. All reasonable efforts will be made to keep the lots open and available. 3.8.3 During and after construction of the boulevard extension, no parking will be allowed along the boulevard. 3.8.4 See 4.1.1. 4. PARKING ENFORCEMENT REQUIREMENTS 4.1 CITY shall provide at CITY’s expense, or through field participant groups, staffed parking lot enforcement to protect the North and South Lots for SESLOC’s and SESLOC’s tenant’s exclusive use for business subject to the location and time limitations set forth below during scheduled permitted Damon-Garcia uses where overflow parking is required as described in Section 3. 4.1.1 Monday through Friday: 3:30 PM – 6:00 PM. CITY will station parking enforcement staff at the entrances of PREMISES on Industrial Way and Broad Street and monitor the exit of PREMISES on Industrial Way to redirect Damon-Garcia permitted use groups to CITY parking lot. CITY will place No Parking Signs at ATM parking spaces at the conclusion of shift. City will remove No Parking Signs at the end of the event Monday through Thursday; signs placed on Friday may remain in place until the end of scheduled weekend overflow use. • Should the private boulevard be extended to Tank Farm Rd. during the term of this lease, CITY will station parking enforcement staff and signage, or barriers as needed at the entrances to the South and North Lots from the Boulevard as necessary to prevent parking in those areas, Monday through Friday: 3:30 PM – 6:00 PM. • Damon-Garcia permitted use groups may use the North and South lots as stated in sections 3.1.1. and 3.1.2 after 6:00pm on weeknights. 4.1.2 Saturdays and Sundays when overflow of fifty (50) or more vehicles is predicted (“high use event”): 6:00 AM – 5:00 PM. CITY will station parking enforcement staff and signage or barriers as needed in the North Lot of PREMISES from the ATM kiosk east to the branch building, to protect both the two (2) ATM parking stalls and the nine (9) non-ADA parking stalls from overflow use. CITY will also monitor the exit to PREMISES off Industrial Way, to redirect Damon-Garcia permitted use groups to SESLOC South Lot and the allowable stalls in the western half of the North Lot, or CITY parking lot. CITY will place No Parking Signs at ATM parking spaces when the entire North Lot opens for parking; signs may remain in place until the end of scheduled weekend overflow use. Page 61 of 160 4.2 After first documented occurrence where SESLOC member parking is impacted during business hours or at the ATM spaces, CITY and SESLOC will meet to review and discuss further mitigation efforts. If the CITY has not adequately performed parking lot security on more than three (3) occasions without significant efforts by the City to mitigate concerns, SESLOC has the option to take over management of parking services for scheduled Damon-Garcia events requiring overflow parking for the remainder of the season (ending on April 30th of each year) and invoice the CITY for direct costs on a monthly basis plus a fifteen percent (15%) administrative charge for SESLOC’s management of parking services. 4.2.1 CITY and SESLOC shall meet each contract year during the Damon-Garcia Sports Complex annual restoration period as defined in Section 3.4 to review and reassess the expectations to ensure proper enforcement for the following contract year. Parking enforcement shall be staffed by CITY at the commencement of each contract year and continue unless and until SESLOC assumes management of parking enforcement during a given contract year pursuant to Section 4.2. 4.3 CITY shall provide at CITY’s expense, or through field participant groups, parking lot cleanup after permitted uses and will empty receptacles of trash by the end of any weekend on which the parking spaces were used by a scheduled permitted Damon-Garcia event. 4.3.1 After the first documented occurrence (photographs provided) of trash being left behind on SESLOC’s property, City and SESLOC will meet to discuss further mitigation efforts. After three (3) documented incidents of trash being left behind and affecting the appearance of SELOC PREMISES, SESLOC has the option to assume responsibility for trash maintenance after scheduled Damon-Garcia event requiring overflow parking and invoice the CITY for direct costs on a monthly basis plus a fifteen percent (15%) administrative charge for SESLOC’s management of trash services. 5. MANAGEMENT OF PREMISES SESLOC shall maintain in good and lighted condition the parking spaces in North and South lots made available to CITY. Parking lot lighting on PREMISES will be lit daily till 10:00 PM. CITY will repair any damage to the PREMISES beyond ordinary wear and tear that was caused during CITY use. 6. ALTERATION CITY is not authorized to make any other alterations to PREMISES without prior written authorization from the SESLOC. 7. INSURANCE AND INDEMNIFICATION 7.1 Indemnification. CITY agrees to defend, indemnify, protect and hold SESLOC, its agents, offices and employees harmless from and against any and all claims asserted, or liability established for damages or injuries to any person or property, arising out of, involving, or in connection with the use and/or occupancy of the PREMISES by CITY, its agents, officers, employees, authorized or unauthorized parties. CITY shall assume, in addition, all expenses of investigating and defending against same including reasonable attorney’s fees, or any kind or nature whatsoever. CITY’s duty to indemnify and hold harmless shall not include claims for the gross negligence or willful misconduct of SESLOC, its agents, offices or employees. Page 62 of 160 Should SESLOC assume management of parking enforcement pursuant to Section 4.2 of this Agreement, SESLOC agrees to, for the duration of said management, defend, indemnify, protect and hold CITY, its agents, offices and employees harmless from and against any and all claims asserted, or liability established for damages or injuries to any person or property, arising out of, involving, or in connection with the use and/or occupancy of the PREMISES by SESLOC, its agents, officers, employees, authorized or unauthorized parties. SESLOC shall assume, in addition, all expenses of investigating and defending against same including reasonable attorney’s fees, or any kind or nature whatsoever. SESLOC ’s duty to indemnify and hold harmless set forth herein shall not include claims for the gross negligence or willful misconduct of CITY, its agents, offices or employees. CITY Insurance. Prior to the use of PREMISES annually in August, CITY shall provide SESLOC with proof of the following insurance coverage and maintain the following coverage at all times during the term of the least, and shall upon request of SESLOC provide proof of insurance: 7.1.1. Comprehensive General Liability Insurance with a combined single limit of at least Five Million dollars ($5,000,000) for each occurrence for bodily injury, personal injury and property damage. SESLOC, its officials, employees and agents shall be covered as additional insureds with respect to liability arising from activities within the scope of the agreement performed or authorized by or on behalf of CITY. Said insurance shall be primary and non- contributory insurance with respect to SESLOC, its officers, employees, agents and representatives. 7.1.2. Automobile Liability: Five Million dollars ($5,000,000) per accident for bodily injury and property damage. SESLOC, its officials, employees and agents shall be covered as additional insureds with respect to liability arising from activities within the scope of the agreement performed or authorized by or on behalf of CITY. Said insurance shall be primary and non-contributory insurance with respect to SESLOC, its officers, employees, agents and representatives. 7.1.3. Workers’ Compensation insurance as required by the State of California. 7.1.4. Upon execution of this Lease, CITY shall deliver to SESLOC certificates of insurance with original endorsements evidencing the coverage required by this Lease. 7.1.5. The procuring of insurance shall not be construed as a limitation of CITY’s liability or as full performance on CITY’s part of the indemnification provision of this Lease. CITY understands and agrees that, notwithstanding any insurance, CITY’s obligation to defend and indemnify SESLOC, its officials and employees hereunder is for the full amount of any damage, loss cost or expense. 7.1.6. Any modifications or waiver of these insurance requirements shall only be made with the written approval of the SESLOC risk manager or designee. SESLOC Insurance. Prior to the use of PREMISES annually in August, SESLOC shall provide CITY with proof of the following insurance coverage and maintain the following coverage at all times during the term of the least, and shall upon request of CITY provide proof of insurance: 7.1.7. Comprehensive General Liability Insurance with a combined single limit of at least Five Million dollars ($5,000,000) for each occurrence for bodily injury, personal injury and property damage. CITY, its officials, employees and agents shall be covered as additional Page 63 of 160 insureds with respect to liability arising from activities within the scope of the agreement performed or authorized by or on behalf of SESLOC. Said insurance shall be primary and non- contributory insurance with respect to CITY, its officers, employees, agents and representatives. 7.1.8. Automobile Liability: Five Million dollars ($5,000,000) per accident for bodily injury and property damage. CITY, its officials, employees and agents shall be covered as additional insureds with respect to liability arising from activities within the scope of the agreement performed or authorized by or on behalf of SESLOC. Said insurance shall be primary and non-contributory insurance with respect to CITY, its officers, employees, agents and representatives. 7.1.9. Workers’ Compensation insurance as required by the State of California. 7.1.10. Upon execution of this Lease, SESLOC shall deliver to CITY certificates of insurance with original endorsements evidencing the coverage required by this Lease. 7.1.11. The procuring of insurance shall not be construed as a limitation of SESLOC ’s liability or as full performance on SESLOC ’s part of the indemnification provision of this Lease. SESLOC understands and agrees that, notwithstanding any insurance, SESLOC ’s obligation to defend and indemnify CITY, its officials and employees hereunder is for the full amount of any damage, loss cost or expense. 7.1.12. Any modifications or waiver of these insurance requirements shall only be made with the written approval of the CITY risk manager or designee. 8. COMMUNICATIONS 8.1 CITY Point of Contact. The Recreation Manager is the CITY representative that SESLOC shall contact for all issues related to the use of PREMISES and the operation of this Agreement. All contacts must be in writing (for this purpose, email communication is acceptable.) If the Recreation Manager cannot be reached, or for escalation, the Parks and Recreation Director may be contacted. 8.2 SESLOC Point of Contact. Vice President, Administration is the SESLOC representative the CITY shall contact for all issues related to PREMISES and operation of this Agreement. If a timely response is not received, CITY shall contact facilities@sesloc.org, and may contact the President/CEO for escalation. All contacts must be in writing, including email. 8.3 Written Notice. All written notices to the parties hereto shall be sent by United States mail, postage prepaid by registered or certified mail addressed as follows: CITY: Parks & Recreation Department Attn: Greg Avakian, Director and Devin Hyfield, Recreation Manager 1341 Nipomo Street San Luis Obispo, CA 93401 gavakian@slocity.org dhyfield@slocity.org SESLOC: SESLOC Federal Credit Union Attn: Colleen Murphy, Vice President, Administration P.O. Box 5360 San Luis Obispo, CA 93403 cmurphy@sesloc.org Page 64 of 160 9. TERMINATION Either party may terminate the Agreement for convenience, provided 90 days written notice is given. The Agreement may be terminated by either party for cause, provided that written notice has been given in the manner specified herein stating the reasons for the intended termination and providing the other party at least 10 days to cure any alleged breach. If the party receiving notice fails or refuses to cure the alleged breach within 10 days, or to make substantial progress toward cure to the satisfaction of the parting demanding cure, this Agreement may be terminated 10 days after receipt of the notice as specified herein. If the Agreement is terminated, the CITY shall be reimbursed by SESLOC a prorated share of the annual sum that reflects the remainder of the contract year the CITY will not be permitted to use the PREMISES as set forth in this Agreement. 10. AUTHORITY TO EXECUTE AGREEMENT Both CITY and SESLOC do covenant that each individual executing this agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such party. 11. COMPLIANCE WITH LAW The CITY and SESLOC shall keep him/her/itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. SESLOC shall at all times observe and comply with all such laws and regulations. The CITY, and its officers and employees, shall not be liable at law or in equity occasioned by failure of SESLOC to comply with this Section. 12. GOVERNING LAW The CITY and SESLOC understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in San Luis Obispo County Superior Court, regardless of other courts with jurisdiction over the matter. 13. ASSIGNMENT The CITY and SESLOC shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the CITY and SESLOC. 14. NON-DISCRIMINATION 14.1 There shall be no discrimination against or segregation of any person or group of persons on account of race, religion, sex, sexual orientation, national origin or ancestry, age, physical, mental or economic status in the operation, lease, use, occupancy, tenure or enjoyment of the PREMISES or the improvements thereon, or any part thereof, and SESLOC, or any person claiming under or through it, shall not establish or permit any such practice of discrimination or segregation with reference to the selection, location, number, use or occupancy of employees, contractors, subcontractors, laborers, or material men, tenants, lessees, subtenants, sublessees, invitees or vendees of the PREMISES or the improvements thereon, or any part thereof. Page 65 of 160 14.2 SESLOC shall not restrict access or use of the PERMISES or the improvements thereon, or any portion thereof, on the basis of race, religion, sex, sexual orientation, national origin or ancestry, age, physical, mental, or economic status of any person. 15. PARTIAL INVALIDITY If any term, covenant, or condition of this Lease is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect. 16. SUCCESSORS IN INTEREST This Lease shall be binding on and inure to the benefit of the parties and their successors, heirs, personal representatives, approved transferees and assignees, and all of the parties hereto shall be jointly and severally liable hereunder. 17. ATTORNEY’S FEES In any action of proceeding relating to this Lease, the prevailing party shall be entitled to its costs, including reasonable attorney’s fees and court costs. 18. INTEGRATION AND AMENDMENTS This Lease represents and constitutes the entire understanding between the parties and supersedes all other agreements and communication between the parties, oral or written, concerning the subject matter herein. This Lease shall not be modified except in writing duly signed by the parties and referring to this Lease. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. CITY OF SAN LUIS OBISPO, a Municipal Corporation SESLOC FEDERAL CREDIT UNION By:______________________________ By:_______________________________ Derek Johnson, City Manager Geri LaChance, President/CE ATTEST: By: ____________________ Teresa Purrington, City Clerk APPROVED AS TO FORM: By: _______ J. Christine Dietrick, City Attorney Page 66 of 160