San Diego Gas & Electric CompanyFIRST AMENDMENT TO LEASE AGREEMENT
This FIRST AMENDMENT TO LEASE AGREEMENT ("First Amendment"), by and
between the City of Poway, a Municipal Corporation ("Landlord") and San Diego Gas & Electric
Company, a California corporation ("Tenant'), is entered into effect this 'al day of June, 2022.
RECITALS
WHEREAS, the Landlord and Tenant entered into a LEASE AGREEMENT ("Lease") on
December 1, 2021 for use of the Landlord owned real property located at 14322 Pomerado Road
Poway, California 92064 (Assessor Parcel 314-040-25) and unimproved real property immediately
north of 14322 Pomerado Road Poway, California 92064 (Assessor Parcel 314-040-17) (collectively
referred to as Staging Area No. 1 in the Lease), and unimproved real property located at 11907 Old
Pomerado Road, Poway California (referred to as Staging Area No. 2 in the Lease).
WHEREAS, Tenant needed fixed locations near its Line 1600 Project to store construction
equipment and materials necessary to complete the project.
WHEREAS, the Lease specified the time period for use of Staging Area No. 1 and Staging
Area No. 2.
WHEREAS, the time period for use of Staging Area No. 1 was from December, 1, 2021
through May 31, 2022.
WHEREAS, the Lease provided the option for the Tenant to request to extend the Lease on a
month -to -month basis upon written agreement by the Landlord and Tenant, however in no case would
the lease extend beyond November 30, 2022.
WHEREAS, on June 8, 2022, the Tenant request to extend the Lease for Staging Area No. 1
to a month -to -month lease.
NOW, THEREFORE, the Landlord and Tenant hereby agree as follows:
Section 1. Lease Term. The Landlord hereby extends the lease term for Staging Area No.
1 to a month -to -month lease, with a termination date of no later than November 30, 2022. The Lease
for Staging Area No. 1 may be cancelled by either party prior to November 30, 2022, with 30 days
advance written notice.
Section 2. Tenant acknowledges Landlord's contractor(s) will also be using a portion of
Staging Area No. 1 as part of the City's annual street maintenance program. Tenant agrees to
coordinate with the City's project manager, Jeff Beers, Special Projects Engineer, (858) 668-
4624/jbeers a poway.or z, to relocate Tenant's equipment, at the Tenant's sole expense, to
accommodate the City's contractor, no later than July 8, 2022. Tenant and Landlord will work together
in a commercially reasonable manner to resolve any conflicts or disputes.
Section 3. Except as otherwise amended by this First Amendment. all other terms and
conditions of the Lease shall remain in full force and effect. To the extent any portion of this First
Amendment conflicts with any term or condition in the original Lease, this First Amendment shall
control.
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IN WITNESS WHEREOF, the parties have executed this First Amendment as of the day and
year first above written.
CITY OF POWAY,
a municipal corporation
By:
Chris Ha•eltin " -Manager
APPROVED AS TO FORM:
Alan B. Fenstermacher, City Attorney
ATTEST:
,zeetmi.o(.41d6t4
Carrie Gallagher, CMC, City CI
SAN DIEGO GAS & ELECTRIC
COMPANY,
a California corporation
By: ._ , ',� / (Th
NoR1/1 G. KbNL s �'� �/-
L�nt. /600 ProJe.r�' (✓7`to,),U
LEASE AGREEMENT
This LEASE AGREEMENT ("Lease") is entered into as of a&Cedp / ,2021
(the "Effective Date"), by and between the City of Poway, a Municipal Corporation (the
"Landlord"), and San Diego Gas & Electric Company, a California corporation ('Tenant"). The
Landlord and the Tenant are at times referred to herein as the "Parties".
RECITALS
WHEREAS, the Tenant is constructing the San Diego Gas and Electric Company Line
1600 Project, which will install a 16-inch natural gas transmission line (the "Project") within San
Diego County. A portion of the overall Project will be within the Right -of -Way of Pomerado Road
within the City of Poway.
WHEREAS, as part of the Project, Tenant will need fixed locations near the Project to
store construction equipment and materials necessary to complete the project.
WHEREAS, Landlord owns real property located at 14322 Pomerado Rd, Poway,
California 92064, consisting of Assessor Parcel 314-040-25 which is partially improved with
Poway Fire Station 3, an unimproved dirt parking area and open space.
WHEREAS, Landlord owns unimproved real property immediately north of 14322
Pomerado Road, consisting of Assessor Parcel 314-040-17 which is unimproved and contains an
unimproved dirt parking area and open space. The legal description Assessor Parcels 314-040-17
and 314-040-25 is attached hereto as Exhibit A.
WHEREAS, there is unimproved dirt parking areas on a portion of each parcel which the
Tenant seeks to lease from the Landlord for its use in constructing the Project, including but not
limited to staging and storing construction equipment, supplies and materials (the "Staging Area
No. 1"). Such construction equipment, supplies and materials may include, without limitation,
generators, water tanks and associated tanks, water lines, gas powered water pumps and vehicles.
A Vicinity Map depicting Staging Area 1 is attached hereto as Exhibit B.
WHEREAS, Landlord owns unimproved real property located at 11907 Old Pomerado
Road, Poway, CA 92064, consisting of Assessor Parcel 317-251-31. The legal description is
attached hereto as Exhibit C.
WHEREAS, the Tenant seeks to lease from the Landlord the property at 11907 Old
Pomerado Road for its use in constructing the Project, including but not limited to staging and
storing construction equipment, supplies and materials (the "Staging Area No. 2" and together
with Staging Area No. 1, the "Property"). Such construction equipment, supplies and materials
may include, without limitation, generators, water tanks and associated tanks, water lines, gas
powered water pumps and vehicles. A Vicinity Map depicting Staging Area 2 is attached hereto
as Exhibit D.
WHEREAS, the Tenant has or will obtain any and all necessary permits and approvals
from the City of Poway before locating any equipment on Staging Areas No. 1 and No. 2.
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WHEREAS, in accordance with the above, by this Lease, the Landlord desires to lease to
the Tenant, and the Tenant desires to lease from the Landlord the Property, upon the terms and
conditions set forth herein.
WHEREAS, the parties understand and agree that this Lease is what is commonly known
as a "triple net" or "net -net -net" lease, except as otherwise provided herein, and the parties
understand and agree that this Lease is what is commonly known as a "triple net" or "net -net -net"
lease, except as otherwise provided herein, and Tenant acknowledges and agrees that the Landlord
shall not be obligated by the terms of this Lease or otherwise to perform any maintenance or
construct or repair any improvements at the Property. Additionally, Tenant acknowledges and
agrees that (i) the Landlord has made no representation or warranty regarding the fitness of the
Property for Tenant's intended use thereof, and (ii) Tenant is familiar with the condition of the
Property and the appropriateness of the Property for Tenant's operation of the Business thereon.
NOW, THEREFORE, the Landlord and Tenant hereby agree as follows:
1. Lease Term. The Landlord hereby leases to Tenant the Property, and Tenant
hereby leases the same from the Landlord, for a term commencing on December 1, 2021
("Commencement Date") and ending on July 31, 2022 (the "Lease Term"). The Tenant will
occupy Staging Area No. 1 from December 1, 2021 through May 31, 2022 and Staging Area No.
2 from March 1, 2022 through July 31, 2022. The Tenant may submit a written request to extend
the Lease on a month -to -month basis upon written agreement of both Parties. In no case will the
lease extend beyond November 30, 2022. In addition, this Lease can be terminated by either party
with 60-days' prior written notice.
2. Relocation Assistance. Tenant hereby acknowledges and agrees that Tenant shall
not incur any right, interest, or claim in or to any benefits or assistance arising under Government
Code Section 7260, et seq. or any other federal, state or local law, rule, or regulation relating to or
arising from Tenant's relocation from the Property or the termination of this Lease. To the extent
Tenant is eligible for such benefits Tenant hereby voluntarily and expressly waives each and every
right, title or interest in and to such benefits.
3. Net Lease. It is the intent of the parties that the rent provided herein shall be
absolutely net to the Landlord and that Tenant shall pay all costs, taxes, assessments,
charges, and expenses of every kind and nature imposed on or against the Property which
may arise or become due during the Lease Term, and which, except for execution hereof,
would or could have been payable by the Landlord.
(a) Tenant recognizes and acknowledges that this Lease may create a
"possessory interest" in the Property as defined in California Revenue and Taxation Code section
107, and that Tenant's property interest may be subject to property taxation levied on the Tenant's
property interest. Tenant further acknowledges, and agrees, that this subdivision (a) meets the
requirements set forth in Revenue and Taxation Code section 107.6(a).
(b) Rent and Deposit. Parties agree that in -lieu of monthly rental payments, the
Tenant shall slurry seal Pomerado Road as indicated in Exhibit E (the "Slurry Seal Project") attached
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hereto and any property damaged by the Tenant during the course of the Project. Further, no cash
deposit shall be required to be paid by the Tenant to the Landlord. Parties agree that the value of the
Slurry Seal Project is approximately $275,000. Parties further acknowledge and agree that the Tenant's
obligation to undertake the Slurry Seal Project constitutes sufficient consideration for the mutual
covenants contained herein.
(c) Failure to Make Required Improvements. If Tenant fails to complete the
Slurry Seal Project as indicated in Exhibit E, the Tenant shall pay Landlord's costs, in aggregate
amount, together with costs incurred by tenant to complete the Slurry Seal Project and any repairs
related thereto, not to exceed $[275,000], for the Slurry Seal Project and any repairs related thereto
in the areas indicated in Exhibit E. Should Tenant fail to complete the Slurry Seal Project within
(30) days after the completion of the Project as defined herein, the Landlord may deliver notice to
the Tenant that the Slurry Seal Project has not been completed in conformance with the Standard
Specifications for Public Works Construction and that required slurry repairs need to be completed
in accordance with the terms of the Lease. Tenant shall have thirty (30) days from receipt of
written notice from Landlord to cure any material deficiencies with the Slurry Seal Project and/or
make any such repairs. If Tenant has not substantially completed the required slurry seal repairs,
or diligently begun work on completing the required slurry seal repairs, within such thirty (30)
day period, Landlord may undertake such repairs at Tenant's cost, subject to the limitation on cost
reimbursement above. If Landlord completes such repairs and provides notice to Tenant of the
amount of required reimbursement for such costs, Tenant shall pay Landlord, within sixty (60)
days of such notice, such amounts, subject to the limitations on cost reimbursement above. If
Tenant does not pay Landlord such amounts within such sixty (60) day period, Landlord may
terminate this Lease upon written notice to Tenant.
(e) Hazardous Materials.
Except as is necessary to fuel and maintain construction equipment and vehicles,
Tenant shall not, without Landlord's prior consent, use, handle, store, or dispose of any hazardous,
toxic, or radioactive matter including, without limitation, those materials identified in Chapter 11,
Division 4.5 of Title 22 of the California Code of Regulations ("Title 22"), as amended from time
to time (collectively, "Hazardous Materials").
Tenant shall be solely responsible for, shall pay for, defend (with an attorney
approved by the Landlord, such approval not to be unreasonably withheld, conditioned or
delayed), indemnify and hold the Landlord, its officials, officers, employees and agents, harmless
against and from all claims, judgments, liabilities, losses, liens, costs and expenses, arising out of
or involving any Hazardous Materials brought onto the Property by or for Tenant or by any of
Tenant's employees, agents, contractors, visitors or invitees during the term of this Lease. Tenant's
obligations hereunder shall exclude any pre-existing conditions, and any condition arising on the
property from Hazardous Materials that is caused by a third party's use of the property, even if
such Hazardous Materials are discovered by Tenant. Tenant's obligations shall include the
investigation, removal, clean-up and/or restoration work as required by applicable law or ordered
by any regulatory agency, including but not limited to the San Diego Regional Water Quality
Control Board, the California Department of Toxic Substances Control, or the United States
Environmental Protection Agency.
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5. Sublease and Assignment. Tenant shall not sublease all or any part of the
Property, or assign this Lease in whole or in part without the Landlord's consent.
6. Access Rights to Third Party Property.
(a) Landlord will provide Tenant and its employees, agents or contractors with
full access to the property consisting of Assessor Parcel 317-251-31 and 320-011-09, on a 24/7
basis, for the purpose of installing, operating, maintaining, repairing, upgrading and/or replacing a
water line that connects to the Scripps Poway Parkway.
(b) Tenant is responsible at its sole expense for securing all other necessary
access rights from any and all third parties owning property adjacent to the leased premises.
Tenant shall defend, indemnify and hold the Landlord, its elected and appointed officers,
employees and agents, harmless from all liability whatsoever on account of any damage, injury or
liability of any kind arising from Tenant's failure to secure such access rights from third party
property owners.
7. Alterations and Improvements.
(a) Maintenance and Repairs. During and upon termination of the Lease Term,
Tenant shall make all necessary repairs and maintenance to the Property, so that the Property is
returned to the Landlord upon termination of the Lease Term in the manner of which it was leased,
at Tenant's own expense. Tenant shall also make any and all repairs relating to the Tenant's specific
use of the Property at Tenant's expense. Tenant shall maintain all portions of the Property that are
visible to the public in good condition, including the fencing, ground maintenance, and
landscaping. Tenant shall exercise due diligence to ensure any airborne dirt/gravel/dust is
mitigated for surrounding private properties. Graffiti on equipment and material, including
fencing, placed on the property by Tennant or by any of Tenant's employees, agents,
contractors, visitors or invitees shall be removed by Tennant within seventy-two (72)
hours. In no event shall this Lease be interpreted to require the Landlord to expend funds for the
purpose of conducting repairs or maintenance of the Property. Tenant acknowledges and agrees
that Tenant is familiar with the condition of the Property and is aware of the adequacy and fitness of
the Property for Tenant's intended use thereof for the operation of the Business. THE LANDLORD
EXPRESSLY DISCLAIMS ANY WARRANTY OF HABITABILITY, WARRANTY OF
FITNESS FOR A PARTICULAR PURPOSE, OR ANY COVENANT OF QUIET ENJOYMENT
WITH RESPECT TO THE PROPERTY AND/OR TENANT'S USE THEREOF PURSUANT TO
THIS LEASE. In the event of a force majeure causing significant damage to the Property, Tenant
may elect to make all necessary repairs and continue occupying the Property, or shall be entitled
to terminate this Lease.
(b) Alterations and Improvements. Tenant, at Tenant's expense, shall have the
right, following the City's reasonable consent, to make improvements to all or any part of the
Property from time to time as Tenant may deem desirable, provided the same are made in a
workmanlike manner, utilizing good quality materials, and in compliance with all applicable
federal, state, and local statutes, rules, and regulations. Tenant shall have the right to place and
install personal property, trade fixtures, equipment and other temporary installations in and upon
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the Property, and fasten the same to the Property. All personal property, equipment, machinery,
trade fixtures and temporary installations, whether acquired by Tenant at the commencement of
the Lease term or placed or installed on the Property by Tenant thereafter, shall remain Tenant's
property free and clear of any claim by the Landlord. Tenant shall have the right to remove the
same at any time during the term of this Lease; provided that Tenant shall be responsible for the
repair of any damage caused by such removal.
8. Liens. Tenant agrees that it will pay or cause to be paid all costs for work done by
it or caused to be done by it on the Property of a character which will or may result in liens on the
Landlord's reversionary estate therein, and Tenant shall keep the Property free and clear of all
mechanics' liens and other liens on account of work done for Tenant or persons claiming under it.
If any such lien shall at any time be filed against the Property, Tenant shall either cause the same
to be discharged within sixty (60) days after the recording thereof, or if Tenant, in Tenant's
discretion and in good faith, determines that such lien should be contested, shall furnish such
security as may be reasonably required by the Landlord. If Tenant shall fail to furnish such security,
then, in addition to any other right or remedy of the Landlord resulting from Tenant's said default,
the Landlord may, but shall not be obligated to, discharge the same either by paying the amount
claimed to be due or by procuring the discharge of such lien by giving security or in such other
manner as is, or may be, prescribed by law. Tenant shall repay to the Landlord, as "Additional
Rent," on demand, all sums disbursed or deposited by the Landlord pursuant to the provisions of
this Paragraph 7, including all costs, expenses and attorneys' fees incurred by the Landlord in
connection therewith. Nothing contained herein shall imply any consent or agreement on the part of
the Landlord to assume any liability under any mechanics' lien or other lien law.
Should any claims of lien be filed against the Property or any action affecting the title to
the Property be commenced, the party receiving notice of such lien or action shall forthwith use
its commercially reasonable efforts to give the other party written notice thereof within five (5) days
after receipt. The Landlord or its representative(s) shall have the right to post and keep posted
upon the Property notices of non -responsibility or such other notices that the Landlord may deem
to be proper for the protection of the Landlord's interest in the Property. Tenant shall, before the
commencement of any work that might result in any such lien, give to the Landlord written notice
of its intention to do so in sufficient time to enable the posting of such notices
9. Insurance.
(a) Intentionally Omitted.
(b) General Liability Insurance. Tenant shall, at its own cost and expense,
maintain a policy or policies of comprehensive general liability insurance with respect to the
Property with the premiums thereon fully paid on or before the due date, which insurance shall
afford minimum protection in the aggregate of not less than Two Million Dollars ($2,000,000)
combined single limit coverage of bodily injury, property damage or combination thereof.
(c) Workers' Compensation Insurance. Tenant shall provide workers'
compensation insurance as required by law
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(d) Additional Insurance Requirements. All liability insurance shall include,
but not be limited to, personal injury, cross liability, and severability of interest clauses,
products/completed operations, broad form property damage, independent contractors, and
owned, non -owned and hired vehicles. All insurance policies (except for Worker's Compensation)
shall name the Landlord as an additional insured, shall provide for notice to the Landlord no later
than thirty (30) days prior to any cancellation or modification of such policies, and shall be provided
by Class A-VII rated insurance carriers reasonably acceptable to the Landlord. Tenant shall provide
the Landlord with current Certificates of Insurance evidencing Tenant's compliance with this
Paragraph no later than the Commencement Date and upon any subsequent request by the
Landlord.
(e) Self -Insure. Tenant shall have the right to self -insure with respect to
any or all of the insurance required by the Landlord, and such self-insurance shall be deemed
to have satisfied any and/or all obligations required under this agreement.
10. Indemnification.
(a) Tenant shall defend, indemnify and hold the Landlord, its elected and
appointed officers, employees and officials harmless from all liability whatsoever on account of
any damage, injury or liability of any kind or for any injury to or death of persons or damage to
property of Tenant or any other person occurring during the term of this Lease arising from any of
the following: (i) the use, occupancy or enjoyment of the Property, or Tenant's operations
thereon, by Tenant or Tenant's customers, employees, contractors, subcontractors,
invitees, permittees, and assignees, or (ii) Tenant's negligence or intentional misconduct,
including any breach of this Lease beyond any applicable notice and cure period, or (iii)
liens, claims and demands related to Tenant's use of the Property. Except to the extent
arising due to Landlord's negligence or intentional misconduct, Tenant shall in all cases
accept any tender of the defense of any action or proceeding arising out of the foregoing
in which Landlord is named or made party and shall defend the Landlord as provided herein
with counsel reasonably selected by Tenant. Tenant shall not be liable for such damage or
injury to the extent and in the proportion that the same is ultimately determined to be
attributable to the negligence or misconduct of the Landlord or its officers, employees,
agents or representatives, or the Landlord's failure to perform its obligations pursuant to
this Lease. Tenant's obligation to indemnify shall include reasonable attorneys' fees and
investigation costs and all other reasonable costs, expenses and liabilities incurred by
Landlord. Tenant's obligations set forth in this Section 10 shall not include consequential,
exemplary, or punitive damages. This indemnity provision shall apply to all claims that
accrued, or injuries that occurred, prior to Tenant vacating the Property, regardless of
when such claims or injuries were discovered.
11. Assumption of Risk. Except for injuries to persons caused by the negligence or
willful misconduct of Landlord, and not covered by insurance maintained, or required by this Lease
to be maintained, by Tenant: (a) Tenant hereby assumes the risk of any and all injury and damage to
the personnel (including death) and property of Tenant, including its employees, contractors and
subcontractors, in or about the Property; and (b) the Parties hereby agree that the Landlord is not to
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be liable for any injury or damage which may be sustained by the person, goods or property of
Tenant or its employees, contractors, subcontractors in or about the Property, whether said damage
or injury results from conditions arising within the Property or from other sources.
12. Utilities. To the extent applicable, Tenant shall pay any and all charges for water,
sewer, gas, electricity, telephone, and/or any other services and utilities used by Tenant on the
Property during the term of this Lease unless otherwise expressly agreed in writing by the
Landlord. Tenant shall indemnify and hold the Landlord harmless from and against any liability
or damages resulting from, arising out of, or connected with, the provision of, or failure to provide
or pay any charges assessed against the Property for such utility services; provided, however that
Tenant shall not indemnify the Landlord for damages resulting from the loss of any utility service
which results from the Landlord's conduct or the conduct of any contractors, engineers or third
parties acting on behalf of the Landlord that are in the Landlord'scontrol.
13. Inspection. The City shall have the right to enter upon the Property at all
reasonable hours to inspect the same upon twenty-four (24) hours' written notice to the Tenant,
provided the City shall not thereby unreasonably interfere with Tenant's business on the Property.
14. Damaae and Destruction. In addition to other rights herein, if the Property or any
part thereof or any appurtenance thereto is so damaged by fire, casualty or structural defects that
the same cannot be used for Tenant's purposes, or if the Property cannot be used for Tenant's
purposes for any other reason, then Tenant shall have the right within ninety (90) days following
such damage to elect to terminate this Lease as of the date of such damage by providing written
notice to the City. In the event of minor damage to any part of the Property, and if such damage
does not render the Property unusable for Tenant's purposes and subject to Paragraph 6(a) above,
Tenant shall promptly repair such damage at Tenant's sole cost and expense. In making the repairs
called for in this paragraph, Tenant shall not be liable for any delays resulting from strikes,
governmental restrictions, inability to obtain necessary materials or labor or other matters which
are beyond the reasonable control of Tenant.
15. Quiet Possession. The Landlord covenants and warrants that upon performance by
Tenant of its obligations hereunder, the Landlord will keep and maintain Tenant in exclusive, quiet,
peaceable, undisturbed and uninterrupted possession of the Property during the term of this Lease;
provided that the Landlord shall have no obligation to expend funds to repair or maintain the Property
to maintain compliance with applicable laws or to maintain the Property in the condition required for
Tenant's intended use and quiet enjoyment thereof.
16. Consent. Landlord shall not unreasonably withhold, condition or delay its consent with
respect to any matter for which the Landlord's consent is required or desirable under this Lease.
17. Material Breach. In addition to any other remedies available at law or in equity,
any party not in default hereunder may immediately terminate this Lease upon the breach of a
material obligation under this Lease by the other Party that is not cured within thirty (30) days
after written notice of such breach to such other Party, by providing written notice of intent to
terminate to all other Parties hereto.
18. Compliance with Law. Tenant shall comply with all federal, state, and local laws,
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orders, ordinances and other public requirements now or hereafter pertaining to Tenant's operation
of the Business and its use of the Property. The Landlord shall comply with all federal, state, and
local laws, orders, ordinances and other public requirements now or hereafter affecting the
Property.
19. Mutual Representations. Each party hereby represents and warrants (i) he or she is
an individual or it is a duly organized entity, validly existing and in good standing under the laws
of California or Delaware; (ii) that the party has the legal right and authority to enter into and
perform its obligations under this Lease; and (iii) that the execution and performance of this Lease
will not conflict with or violate any provision of any law having applicability to such party; and
(iv) that this Lease, when executed and delivered, will constitute a valid and binding obligation of
such party and will be enforceable against such party in accordance with its terms.
20. Waiver. No express waiver shall affect any default other than the default specified
in the express waiver and any waiver shall be effective only for the time and to the extent therein
stated. No waiver by the Landlord or Tenant shall be construed as a waiver of a subsequent breach
of the same covenant, term or condition.
21. Assignment and Delegation. Except as expressly permitted by the terms and
provisions herein, no party shall assign any of its rights or delegate any of its duties hereunder
without the prior written consent of the other parties, provided that, notwithstanding the foregoing,
each party may assign this Lease pursuant to a merger or a sale of all or substantially all of its
assets or capital stock. Except as permitted by the foregoing, any attempted assignment or
delegation shall be null, void and of no effect.
22. Notices. All notices required by or relating to this Lease shall be in writing and
shall be sent via certified mail, postage prepaid, return receipt requested, to each and every party
to this Lease and addressed as follows:
If to Tenant: San Diego Gas & Electric
Attn: Nick Tabor
8960 Balboa Ave., CPA 01
San Diego, CA 92121
If to City:
City of Poway
Attn: City Manager
13325 Civic Center Drive
Poway, CA 92064
23. Counterparts. This Lease may be executed in one or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute one and the same
instrument. The Parties agree that a digital or electronic signature on this Lease shall be accepted
as if the Party executing this Lease had hand delivered an ink -signed original.
24. Headings. The article, section, and paragraph titles and headings contained in this
Lease are inserted as a matter of convenience and for ease of reference only and shall be
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disregarded for all other purposes, including the construction or enforcement of this Lease or any
of its provisions.
25. Definitions. Deleted.
26. Pronouns. Whenever used in this Lease, the singular shall include the plural, the
plural shall include the singular, and the neuter gender shall include the male and female as well
as a trust, firm, company, or corporation, all as the context and meaning of this Lease may require.
27. Amendments. This Lease may be altered, amended, or repealed only by a writing
signed by all of the parties.
28. Additional Documents and Acts. The parties to this Lease shall promptly execute
and deliver any and all additional documents, instruments, notices, and other assurances, and shall
do any and all other acts and things, reasonably necessary in connection with the performance of
their respective obligations under this Lease and to carry out the intent of the parties.
29. Severability. If any provision of this Lease is determined by any court of
competent jurisdiction or arbitrator to be invalid, illegal, or unenforceable to any extent, that
provision shall, if possible, be construed as though more narrowly drawn, if a narrower
construction would avoid such invalidity, illegality, or unenforceability or, if that is not possible,
such provision shall, to the extent of such invalidity, illegality, or unenforceability, be severed, and
the remaining provisions of this Lease shall remain in effect.
30. Successors and Assigns. This Lease shall be binding on and inure to the benefit of
the parties and their heirs, personal representatives, and permitted successors and assigns.
31. Governing Law and Forum Selection. This Lease shall be governed by, and
construed in accordance with, the laws of the State of California. The federal or state courts located
in San Diego County, California shall have exclusive jurisdiction to hear any dispute arising under
this Lease. Each party hereto consents to personal jurisdiction in San Diego County, California,
and hereby authorizes and accepts service of process sufficient for personal jurisdiction by first
class mail, registered or certified, postage prepaid, to its address for giving notice as set forth
herein. Tenant hereby waives any right to remove any action from San Diego County as is
otherwise permitted by California Code of Civil Procedure section 394.
32. Attorneys' Fees. In the event Landlord or Tenant commences any action or
proceeding, including but not limited to the filing of a lawsuit, in connection with the enforcement
of this Lease, then as between Landlord and Tenant, the prevailing party shall be entitled to recover
from the losing party all of its costs and expenses, including court costs, arbitration costs, expert
witness fees, and reasonable attorneys' fees incurred in connection with such action, and all fees,
costs and expenses incurred on any appeal or in collection of any judgment.
33. Entire Agreement. This Lease constitutes the whole and entire agreement of the
parties with respect to the subject matter of this Lease, and it shall not be modified or amended in
any respect except by a written instrument executed by all the parties. This Lease replaces and
supersedes all prior written and oral agreements by and among the parties or any of them.
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IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first
above written.
CITY OF POWAY,
San Diego Gas & Electric Company,
a public body, cor rate and politic a California corporation
E-SIGNED by Norm Kohls
By: By: on 2021-10-15 18:22:13 GMT
Ch s Haze tine, City Manager Norm Kohls, Manager of L1600 Portfolio
APPROVED AS TO FORM:
dJ'L'&7t_
Alan B. Fenstermacher, City Attorney
ATTEST:
Carrie Gallagher, CMC, City Clerk
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Exhibit A
Legal Description
APNs 314-040-17 and 314-040-25
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF POWAY, IN THE COUNTY OF SAN
DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1: APN 314-040-17
THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 11, TOWNSHIP 14 SOUTH, RANGE 2 WEST,
SAN BERNARDINO MERIDIAN, IN THE COUNTY OF SAN DIEGO, ST A TE OF CALIFORNIA, ACCORDING TO
THE OFFICIAL PLAT THEREOF, LYING WESTERLY OF THE CENTER LINE OF POMERADO ROAD, AND
NORTHERLY OF THE NORTHERLY LINE OF THE LAND DESCRIBED IN DEED TO THE STATE OF CALIFORNIA,
FOR FREEWAY PURPOSES, RECORDED DECEMBER 15, 1970 UNDER RECORDER'S FILE NO. 230175 OF
OFFICIAL RECORDS.
EXCEPTING THEREFROM THAT PORTION LYING WITHIN THE LAND DESCRIBED IN PARCEL 71-0216-A-I TO
THE COUNTY OF SAN DIEGO, RECORDED NOVEMBER 9, 1972 AS FILE NO. 300363 OF OFFICIAL RECORDS,
BEING A STRIP LAND 60.00 FEET IN WIDTH, 30.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED
CENTER LINE:
BEGINNING AT ENGINEER'S STATION 79 PLUS 93.19 ON THE CENTER LINE OF ROAD SURVEY NO. 1859-2,
A PLAT OF SAID ROAD SURVEY BEING FILED IN THE OFFICE OF THE COUNTY ENGINEER OF SAID COUNTY,
SAID ENGINEER'S STATION HAVING COORDINATES NORTH EQUALS 294,612.283 AND EAST EQUALS
1,751,097.631 OF THE CALIFORNIA COORDINATE SYSTEM, GRID ZONE 6, AND SAID ENGINEER'S STATION
BEING ON A 2 INCH PIPE MARKING THE NORTHWEST CORNER OF POWAY VALLEY UNIT NO. 4,
ACCORDING TO MAP THEREOF NO. 4204 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN
DIEGO COUNTY; THENCE ALONG SAID CENTER LINE OF ROAD SURVEY NO. 1859-2 ALONG BEARINGS
AND DISTANCES BASED UPON THE CALIFORNIA COORDINATE SYSTEM, ZONE 6 AS FOLLOWS:
NORTH 01° 18' 07" EAST 1918.99 FEET TO ENGINEER'S STATION 99 PLUS 12.18, SAID ENGINEER'S
STATION HAVING COORDINATES NORTH EQUALS 296,530.782 AND EAST EQUALS 1,751,141.250 AND
ALSO BEING THE NORTH LINE OF SAID SECTION 11, DISTANT THEREON SOUTH 86° 40' In EAST 1310.05
FEET FROM A ONE-HALF INCH PIPE MARKING THE NORTHWEST CORNER THEREOF, HA YING
COORDINATES OF NORTH EQUALS 296,606.883 AND EAST EQUALS 1,749,833.402.
ALSO EXCEPTING THEREFROM THAT PORTION TAKEN BY THE COUNTY OF SAN DIEGO BY ORDER FOR
POSSESSION FILED APRIL 11, 1980 IN THE SUPERIOR COURT, COUNTY OF SAN DIEGO, CASE NO. 451035
DESCRIBED IN SAID ORDER AND ACTION AS PARCEL NO. 79-1034A AND AS GRANTED TO COUNTY OF
SAN DIEGO BY DOCUMENT RECORDED OCTOBER 17, 1980 AS FILE NO. 80-343415 AND MORE FULLY
DESCRIBED AS FOLLOWS:
THAT PORTION OF SAID LAND LYING EASTERLY OF A LINE THAT IS PARALLEL WITH AND 46.00 FEET
WESTERLY OF THAT CENTER LINE DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF POWAY ROAD, ROAD SURVEY 1013, AND POMERADO ROAD,
ROAD SURVEY 1859-2, SAID ROAD SURVEYS ON FILE IN THE OFFICE OF THE COUNTY ENGINEER OF SAID
COUNTY, SAID INTERSECTION HAVING COORDINATES NORTH 286,619.64 AND EAST 1,751,015.65 IN
TERMS OF THE CALIFORNIA COORDINATE SYSTEM, ZONE 6; THENCE ALONG THE CENTER LINE OF SAID
POMERADO ROAD WITH BEARINGS AND DISTANCES IN TERMS OF SAID COORDINATE SYSTEM NORTH
00° 47' 22" EAST, 1829.58 FEET; THENCE NORTH 00° 07' 46" EAST, 2658.36 FEET; THENCE NORTH 00° 49'
48" EAST, 3505.34 FEET; THENCE NORTH 01° 18' 08" EAST, 1918.90 FEET; THENCE NORTH 01° 03' 50"
EAST, 955.47 FEET TO THE BEGINNING OF A TANGENT 1700.00 FOOT RADIUS CURVE CONCAVE
EASTERLY; THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 44°
25' 03" A DISTANCE OF 1317.89 FEET; THENCE TANGENT TO SAID CURVE NORTH 45° 28' 53" EAST,
198.39 FEET TO THE BEGINNING OF A TANGENT 2000.00 FOOT RADIUS CURVE CONCAVE WESTERLY;
THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 40° 16' 34" A
DISTANCE OF 1405.90 FEET; THENCE TANGENT TO SAID CURVE NORTH 05° 12' 19" EAST, 792.94 FEET TO
THE BEGINNING OF A TANGENT 3000.00 FOOT RADIUS CURVE CONCAVE WESTERLY; THENCE
NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 3° 04' 38" A DISTANCE OF
161.12 FEET; THENCE TANGENT TO SAID CURVE NORTH 02° 07' 41" EAST, 1953.09 FEET; THENCE NORTH
01° 23' 41" EAST, 608.10 FEET TO THE BEGINNING OF A TANGENT 3000.00 FOOT RADIUS CURVE
CONCAVE WESTERLY; THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL
ANGLE OF 8° 26' 29" A DISTANCE OF 441.99 FEET; THENCE TANGENT TO SAID CURVE NORTH 7° 02' 48"
WEST, 404.35 FEET TO THE BEGINNING OF A TANGENT 2500.00 FOOT RADIUS CURVE CONCAVE
EASTERLY; THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 9° 42'
20", MORE OR LESS, A DISTANCE OF 423.48 FEET, MORE OR LESS, TO A POINT IN THE RANCHO SAN
BERNARDO BOUNDARY LINE SAID POINT HA VINO COORDINATES NORTH 304,825.49 AND EAST
1,752,479.69 SAID POINT BEING THE POINT OF TERMINUS.
PARCEL 2: APN 314-040-25
THAT PORTION OF THE NORTHWEST QUARTER OF SECTION 11, TOWNSHIP 14 SOUTH, RANGE 2 WEST,
SAN BERNARDINO MERIDIAN IN THE COUNTY OF SAN DIEGO, ST A TE OF CALIFORNIA, ACCORDING TO
UNITED STATES GOVERNMENT SURVEY, APPROVED SEPTEMBER 11, 1879, DESCRIBED AS FOLLOWS:
BEGINNING AT AN IRON PIPE WITH BRASS TAG ST AMPED R.C.E. 4823 SET AS THE NORTHWEST CORNER
OF REXFORD TERRACE SUBDIVISION, ACCORDING TO MAP THEREOF NO. 4261 ON FILE WITH SAID
COUNTY RECORDER; THENCE ALONG THE WESTERLY LINE OF SAID SECTION 11, NORTH 01'23'25" EAST,
663.79 FEET TO THE TRUE POINT OF BEGINNING; THENCE (1) CONTINUING ALONG SAID WESTERLY LINE
NORTH 01°23'25" EAST, 572.60 FEET; THENCE (2) LEAVING SAID WESTERLY LINE NORTH 63°17'40" EAST,
10.50 FEET; THENCE (3) NORTH 71°05'26" EAST, 750.60 FEET; THENCE (4) NORTH 33°42'15" EAST,
226.11 FEET; THENCE (5) NORTH 79°20'21" EAST, 504.53 FEET TO A POINT ON THE CENTER LINE OF
POMERADO ROAD (FORMERLY ESCONDIDO A VENUE) AS SAID ROAD IS DESCRIBED IN DEED TO THE
COUNTY OF SAN DIEGO AND RECORDED IN BOOK 499, PAGE I OF DEEDS, RECORDS OF SAN DIEGO
COUNTY; THENCE (6) SOUTH 01°02'13" WEST, ALONG THE CENTER LINE OF SAID POMERADO ROAD,
674.24 FEET; THENCE (7) LEAVING SAID CENTER LINE SOUTH 74°05'02" WEST, 829.39 FEET; THENCE (8)
SOUTH 58°52'40" WEST, 348.21 FEET; THENCE (9) SOUTH 85°17'59" WEST, 247.61 FEET TO THE TRUE
POINT OF BEGINNING.
EXCEPTING THEREFROM THAT PORTION THEREOF LYING SOUTHERLY OF THE SOUTHERLY RIGHT OF WAY
LINE OF ST A TE FREEWAY 11-SD-56 - 10.5 AND DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORPORATION OF SAID ST A TE LAND DESCRIBED IN DEED RECORDED
DECEMBER 15, 1970 AS DOCUMENT NO. 230175, OFFICIAL RECORDS OF SAN DIEGO COUNTY; THENCE
ALONG THE FOLLOWING NUMBERED COURSES: (1) ALONG THE WESTERLY LINE OF SAID STATE LAND
NORTH 01°23'25" EAST 15.00 FEET TO SAID RIGHT OF WAY LINE; (2) ALONG SAID RIGHT OF WAY LINE
NORTH 81°44'26" EAST 215.11 FEET AND (3) NORTH 69°55'46" EAST 204.76 FEET TO THE
SOUTHEASTERLY BOUNDARY OF SAID STATE LAND; (4) ALONG SAID BOUNDARY SOUTH 58°52'40" WEST
185.51 FEET AND (5) SOUTH 85°17'59" WEST 247.61 FEET TO THE POINT OF BEGINNING.
THE BEARING AND DISTANCES USED IN THE ABOVE DESCRIPTION ARE ON THE CALIFORNIA COORDINATE
SYSTEM, ZONE 6, MULTIPLY ALL DISTANCES USED IN THE ABOVE DESCRIPTION BY 1.0000591 TO OBTAIN
GROUND LEVEL DISTANCES.
Exhibit B
Vicinity Map
Staging Area No. 1
APNs 314-040-17 and 314-040-25
LAYDOWN YARD
LOCATION
' I
te-t3,:ta-te te,
CITY,DF, p.owty
3149404 7100
CITY OF, pOyypY
314J3-40-2300
LEGEND
LAYDOWN YARD
PARCEL LINE
WORK DESCRIPTION
YARE,
5 _ FX
AREA (SOFT)
1.-60. 'MEE,
25.535
AREA (ACRES)
0.594
APN: 314-040-25-00
& 314-040-17-00
OWNER: CITY OF POWAY
3:
ED
het
SOGI
sernpra tletet,,tee
EXHIBIT
SDc&E
Tron:rni,;.lon rip4lin4 Prolsct
LINE 1600 POMERADO NORTH REPLACEMENT
CITY OF POWAY
POMERADO RD SOUTH OF TED WILLIANS PKY
5237L-Ex-271
Exhibit C
Legal Description
APN 317-251-31
Staging Area No. 2
ALL THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23,
TOWNSHIP 14 SOUTH, RANGE 2 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF POWAY, COUNTY
OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF APPROVED AUGUST
29, 1890, DESCRIBED AS FOLLOWS:
BEGINNING AT THE POINT OF INTERSECTION OF THE SOUTH LINE OF SAID SECTION 23 WITH THE
NORTHEASTERLY LINE OF MISSION ROAD 1-A AS SHOWN ON SHEET 13 OF MAP OF SAID MISSION ROAD
1-A, SAN DIEGO COUNTY HIGHWAY COMMISSION, RECORDS OF THE COUNTY SURVEYOR OF SAID SAN
DIEGO COUNTY, SAID POINT BEING DISTANT NORTH 89° 42' EAST, 26.62 FEET, ALONG SAID SECTION
LINE FROM STATION 318 PLUS 97.72 ON THE CENTER LINE OF SAID MISSION ROAD; THENCE NORTH 89°
42' EAST ALONG SAID SOUTH LINE OF SAID SECTION, 162.65 FEET; THENCE NORTH 0° 41' EAST,
146.87 FEET TO A POINT ON A CURVE WHOSE CENTER BEARS NORTH 0° 41' EAST 146.87 FEET TO A
POINT ON A CURVE WHOSE CENTER BEARS NORTH 41' EAST 50 FEET FROM THE AFORESAID POINT,
THENCE WESTERLY AND NORTHERLY ALONG SAID CURVE 95.99 FEET; THENCE SOUTH 83° 52' 42" WEST
126.66 FEET; THENCE SOUTH 38° 53' WEST, 130.00 FEET TO A POINT ON SAID NORTHEASTERLY LINE OF
SAID MISSION ROAD; THENCE SOUTH 41° 35' EAST ALONG SAID NORTHEASTERLY LINE BEING PARALLEL
WITH AND DISTANT 20 FEET AT RIGHT ANGLES NORTHEASTERLY FROM THE CENTER LINE OF SAID ROAD,
AS SHOWN ON THE ABOVE -MENTIONED MAP OF SAID ROAD 134.59 FEET TO THE POINT OF BEGINNING.
18 of 24
Exhibit D
Vicinity Map
Staging Area No. 2
APNs 317-251-31
16-'-y� _,, y __CITY OF
N 1•�� ~ POWAY
MACKIN
HELEN M
317-251-11-00
ADJ HOLDINGS LLC
317-251=12-00
LAYDOWN YARD
LOCATION
ALLOS'ANTHONY
rL LIVING_<-
TRUST1:06 0.1.90
'317=251'-20-00
OLD PAMERADO:
'LLC
317-211'-7G-00
LEGEND
LAYDOWN YARD
PARCEL LINE
WORK DESCRIPTION
AYD0' N YARD
S u
L"ILI_4CDAVID H
317-251-35-00
LAYDOWN YARD
CITY OF POWAY
317-251-31-00
CITY
OFPOWAY
320-011-21 90'
AREA (SOFT)
BIOLOGICAL ENHANCEMENT
I/\ CONSERVATIONBKNOWLEDGE
\ FOUNDATION INC
`90 317-223 35-00
l �
CITY OF POWAY
sb ; 320-011-09-00
.ig7 ' i
AREA (ACRES)
234
APN: 517-251-31-00
OWNER: CITY OF POWAY
so
S F. PARTNERS
320-200'9:00]
�GE
2SempraCnerpy mmr
CHEVRON,USAILLC
<LF> WOEBKEN
FAMILY -TRUST
(08-04-1995
320-200-48-00
EXHIBIT
`'Drr&E
Tren�mi��ion €ipalin9 Fro.
LJNE 1600 SCRIPPS FO'WAY PMWY REFL;CEMEUT
Cfi( OF FOWAY
S C1"D POMERADO Rv=0
6237N-EX-116
Exhibit E
Slurry Seal Areas of Improvement
t:Ant a[cfnm
Aiff me WO
PCMArI
r fF ew.. va u.v