2002/05/14 City Council Resolution (19)RESOLUTION NO. 2002 - 94
A RESOLUTION OF THE CITY OF ROHNERT PARK APPROVING THE
FIRST AMENDMENT TO THE GROUND LEASE BETWEEN KSL ROHNERT
PARK, LP A CALIFORNIA LIMITED PARTNERSHIP ( "KISCO ") AND THE
CITY OF ROHNERT PARK
WHEREAS, on November 24, 1998; the City of Rohnert Park and the Rohnert
Park Wellness Center entered into that certain Project Agreement and Ground Lease for a
9.92 acre site located on Medical Center Drive for the purposes of developing a
Healthcare and Wellness Campus; and
WHEREAS, on November 13, 2001; the City of Rohnert Park approved the
assignment of the project agreement and ground lease dated November 24, 1998 by and
between the City of Rohnert Park and the Rohnert Park Wellness Center to Kisco through
the adoption of Resolution 2001 -236; and
WHEREAS, on January 22, 2001; by adoption of Resolution 2002 -16, the City
Council approved the vacation of excess public right of way on Rohnert Park
Expressway, as described on the attached Exhibit B.
WHEREAS, the excess right of way is adjacent to Kisco's development and
Kisco has expressed the desire to lease this excess City property; and
WHEREAS, leasing excess right of way will provide Kisco the opportunity to
enhance its healthcare and wellness campus development by providing larger open and
green space areas; and
WHEREAS, Kisco has agreed to terms in the attached "First Amendment to
Amended and Restated Ground Lease" (Exhibit "A ") that provide the City of Rohnert
Park additional compensation to lease the excess right of way at the same per square foot
cost of the original lease;
WHEREAS, this additional compensation will provide the City of Rohnert Park
an additional $18,447 in annual lease revenues with provision for inflationary
adjustments; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Rohnert
Park that the City Manager is hereby authorized and directed to execute the First
Amendment to Amended and Restated Ground Lease.
DULY AND REGULARI ED this 14tH day of May, 2002.
ATTEST:
CITY OF ROHNERT PARK
cii l __ _��:�
Cit Jerk Mayor
MACKENZIE: ABSENT REILLY: AYE °" 'VALANCY: N/A VIDAK- MARTINEZ: AYE FLORES: AYE
AYES: (3) NOES: (0) ABSENT: (1) ABSTAIN: (0)
FIRST AMENDMENT TO AMENDED AND RESTATED GROUND LEASE
This FIRST AMENDMENT TO AMENDED AND RESTATED GROUND LEASE
(this "Amendment) is entered into effective as of December 31, 2001, by and between KSL
Rohnert Park, LP, a California limited partnership ( "Kisco "), and the CITY OF ROHNERT
PARK (the "City ").
RECITALS
A. Rohnert Park Wellness Center, LLC as Tenant entered into that certain ground
lease with the City, as Landlord, dated November 24, 1998, (the "Original Lease "), for the lease
of certain real property located on the-northeast intersection of Rohnert Park Expressway and the Snyder Lane, referred to in the original leas
B. RPWC assigned all of its right, title and interest in and to the Original Lease to
Kisco pursuant to that certain Assignment nd Assumption An Amendment f such Assignment and
31, 2001, and the City consented to such assignment.
Assumption was recorded on , 2001 as Instrument No.
C. Kisco and City entered into that certain Amended and Restated Ground Lease
effective as of December 31, 2001 (the "Lease "), whereby the terms and conditions of the
Original Lease were amended and restated in their entirety.
D. Kisco and City executed and acknowledged 2001 which was recorded intheeOffidCial d
Restated Ground Lease dated as of December 2002 as Instrument No.
Records of the County of Sonoma on
E. On or about January 22, 2002, the City Council of the City, by Resolution
No. 2002 -16, declared to be excess a portion of the right -of -way of Rohnert Park Expressway
adjacent to the Land, and summarily s Code Section 8334, and of certified copy of such resolution of
California Streets and Highway 2002 as
vacation was recorded in the Official Records of the County of Sonoma on �
Instrument No.
F. Kisco and City desire to amend the Lease to add to the Land the land referenced
in the preceding paragraph.
AGREEMENT
In consideration of the above recitals and of the covenants and conditions contained
herein, Kisco and City hereby agree as follows:
Article III.2. Article III.2 is restated in its entirety as follows:
III.2 Base Rent. The figures set forth below for the Annual Base
Rent are for the entire Land, including the Out Parcel. At such
time as the Land has been Subdivided, the amounts set forth
08296.003.0018.d EXHIBIT A
below, beginning with the rent payable for the seventh year of the
lease, commencing January 1, 2005, shall be allocated between the
Phase 1 Land and the Phase 2 Land, and the Annual Base Rent
payable hereunder for the seventh year of this Lease and each year
thereafter shall be the Pro Rata Share applicable to the Phase 1
Land. Regardless of when the Land is Subdivided, the Base Rent
for the first six years of the Lease shall not be allocated, but the
Annual Base Rent payable hereunder shall be the amount set forth
below in this Article III.2.
(a) Annual Base Rent for the first year of the Lease shall be ten
thousand dollars ($10,000) payable upon signing of the Lease and
put into an escrow account with an escrow company of the
Landlord's choice. After Tenant's review and approval of a title
report on the Land provided for in Article V, and after Tenant's
review and approval of the hazardous waste report provided for in
Article V.5, escrow funds will be released to the Landlord within
fifteen (15) days.
(b) Annual Base Rent for the second year of the lease shall be
twenty thousand dollars ($20,000) payable in advance on
January 1, 2000.
(c) Annual Base Rent for the third shall be fifty lease shall thousand
dollars ($56,000) pay e
commence on January ble in ualdmonthly installments of four
q
thousand six hundred sixty six dollars and sixty seven cents
($4,666.67).
(d) Annual Base Rent for the fourth year of the lease shall
commence on January 1, 2002 and shall be eighty four thousand
dollars ($84,000), payable in equal monthly installments of seven
thousand dollars ($7,000), provided, however that commencing
with the first installment after execution of the First Amendment to
this Lease, the monthly installments shall be increased to seven
thousand six hundred fifty -eight dollars and eighty -three cents
($7,658.83).
(e) Annual Base Rent for the fifth year of the lease shall
commence on January 1, 2003 and shall be one hundred twenty-
two thousand five hundred forty -one dollars ($122,541), payable in
equal monthly installments of ten thousand two hundred eleven
dollars and seventy -five cents ($10,211.75).
(f) Annual Base Rent for the sixth year of the lease shall
commence on January 1, 2004 and shall be one hundred fifty-three
thousand one hundred seventy -seven dollars ($153,177), payable
EXHIBIT A 2
08296.003.0018.d
in equal monthly installments of twelve thousand seven hundred
sixty -four dollars and seventy -five cents ($12,764.75).
(g) Annual Base Rent for the seventh year of the lease shall
commence on January 1, 2005 and shall be one hundred eighty-
three thousand eight hundred twelve dollars ($183,812), payable in
equal monthly installments of fifteen thousand three hundred
seventeen dollars and sixty -seven cents ($15,317.67).
(h) Annual Base Rent for the eighth and ninth years of the lease
shall commence on January 1, 2006 continuing through
December 31, 2007, and shall be two hundred fourteen thousand
four hundred forty -seven dollars ($214,447), payable in equal
monthly installments of seventeen thousand eight hundred seventy
dollars and fifty -eight cents ($17,870.58).
(i) Annual base rent for years ten (10) through fourteen (14),
commence on January 1, 2008 and continue through December 31,
2012. The new annual Base Rent shall be computed by increasing
the previous Base Rent of two hundred fourteen thousand four
hundred forty -seven dollars ($214,447) by the annual percentage
change in the San Francisco - Oakland -San Jose Consumer Price
Index (CPI) for all urban consumers using data from the most
recent twelve month period. The CPI increase may be no less than
2% and no more than 4% maximum. Landlord will calculate the
new annual Base Rent by November 15, 2007 and Tenant will be
notified in writing by the Landlord of the new Rent amount thirty
(30) days before the anniversary date of the Lease. Tenant shall
pay Landlord the Base Rent in advance in equal monthly
installments.
0) Annual base rent for years fifteen (15) through nineteen (19) of
the lease shall commence on January 1, 2013, and shall continue
through December 31, 2017, and shall be payable by Tenant to
Landlord in advance in equal monthly installments. Annual Base
Rent for this period shall be the greater of the sum calculated in
accordance with Article III.5 Market Rent Reassessment or in
accordance with Article IIIA Five Year Cost of Living Increase.
(k) Annual Base rent for years twenty (20) through twenty four
(24) of this Lease shall commence on January 1, 2018, and
continue through December 31, 2022, and shall be payable by
Tenant to Landlord in advance in equal monthly installments.
Annual Base Rent for this period shall be calculated in accordance
with Article IIIA Five Year Cost of Living Increase.
08296.003.0018.d
EXHIBIT A '
(1) Annual Base rent for years twenty five (25) through twenty
nine (29) of this Lease shall commence on January 1, 2023, and
continue through December 31, 2027, and shall be payable by
Tenant to Landlord in advance in equal monthly installments.
Annual Base Rent for this period shall be calculated in accordance
with Article II1.6 Revised Rent Based on Land Reappraisal.
(m) Annual Base rent for years thirty (30) through thirty four (34)
of this Lease shall commence on January 1, 2028, and continue
through December 31, 2032, and shall be payable by Tenant to
Landlord in advance in equal monthly installments. Annual Base
Rent for this period shall be calculated in accordance with Article
III.4 Five Year Cost of Living Increase.
(n) Annual Base rent for years thirty five (35) through thirty nine
(39) of this Lease shall commence on January 1, 2033, and
continue through December 31, 2037, and shall be payable by
Tenant to Landlord in advance in equal monthly installments.
Annual Base Rent for this period shall be calculated in accordance
with Article III.6 Revised Rent Based on Land Reappraisal.
(o) Annual Base rent for years forty (40) through forty five (45) of
this Lease shall commence on January 1, 2038, and continue
through December 31, 2043, and shall be payable by Tenant to
Landlord in advance in equal monthly installments. Annual Base
Rent for this period shall be calculated in accordance with Article
III.4 Five Year Cost of Living Increase.
2. Article 111.3. Article III.3 is hereby amended by replacing the reference in the
second sentence to the sum of one hundred ninety -six thousand ($196,000) with two hundred
fourteen thousand four hundred forty -seven dollars ($214,447).
3. Article VIA. The first sentence of Article VIA(c) is deleted and replaced with the
following:
City represents that no land required for widening of Rohnert Park
Expressway is included in the Land.
4. Exhibit A. Exhibit A, Legal Description of Land, is hereby deleted and replaced
with the revised Exhibit A attached hereto as Attachment No. 1.
5. Conflict between this Amendment and the Agreement. If there is a conflict
between any of the provisions of this Amendment and any of the provisions of the Lease, the
provisions of this Amendment shall control.
6. No Other Amendments or Changes. Except as expressly amended above by this
Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full
08296.003.0018.d
EXHIBIT A 4
force and effect, and each party hereby acknowledges to the other parties that such party knows
of no defaults that currently exist under the terms of the Lease as of the date hereof.
7. Counterparts. This Amendment may be executed in one or more counterparts,
each of which shall constitute an original, but all of which together shall constitute one and the
same instrument.
IN WITNESS WHEREOF, this Amendment has been executed by Kisco and the
Members as of the date first set forth above.
"KISCO"
KSL Rohnert Park, LP,
a California limited partnership
By: KSL Cal GP, LLC,
a California limited liability company
Its: General Partner
By:
Lary Simon
Its: Manager
"THE CITY"
THE CITY OF ROHNERT PARK
By:
Name: T h D Netter
Its: City Manager
Per Resolution No. 2002 -94 adopted by the
Rohnert Park City Council at its meeting
of May 14, 2002.
08296.003.0018.d
EXHIBIT A 5
ATTACHMENT NO. I
EXHIBIT "A"
TO
AMENDED AND RESTATED GROUND LEASE
LEGAL DESCRIPTION OF LAND
Situated in the State of California, City of Rohnert Park, County of Sonoma, and described as
follows:
[To be Added.]
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THIS EXHIBIT IS FOR GRAPHIC
PURPOSES ONLY, ANY ERRORS
OR OMISSIONS SHALL NOT
AFFECT THE DEED DESCRIPTION.
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IEXHIBIT "B))
(CITY OF ROHNERT PARK I
RIGHT OF WAY
TO
CITY OF ROHNERT PARK
Scale: 1" -200' Date: 01/11/02
DIMN. RND I APPROVED I SHT.NO.
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IEXHIBIT "B))
(CITY OF ROHNERT PARK I
RIGHT OF WAY
TO
CITY OF ROHNERT PARK
Scale: 1" -200' Date: 01/11/02
DIMN. RND I APPROVED I SHT.NO.
o f I CHK, BEJ I I l OF1
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