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LEASE AGREEMENT
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FL-007
Fairgrounds
State Trans #981101
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-'ft' ~r THIS LEASE is made and entered into this R_ day of ,I ,t (Jt, '2001,
by and between the COUNTY OF FRESNO, a political subdivision of the State of
5 California, hereinafter referred to as "LES,SOR," 2220 Tulare Street, 16th Floor, Fresno,
6 California, 93721 and the STATE OF CALIFORNIA acting by and through the 21st District .
7 Agricultural Assocjalion, 1121 Chance Avenue, Fresno, CA 93704., hereinafter referred to
8 as "LESSEE," with the approval of the California Department of General Services and the
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9 California Depa.4ment of Food and Agriculture.
10 WITNESSETH:
11 WHEREAS, the property of the LESSOR hereinafter described is not now, and will
12 not during the period of this Lease, be needed for County purposes, except as provided for .
13 herein.
14 WHEREAS, the LESSEE has used and desires to continue to use the real property
• 15 hereinafter described for the purpose of holding agricultural fairs and oilier activities
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authorized by law for LESSEE to participate in or conduct, and; •
WHEREAS, LESSEE is entitled to receive, has received, and does receive from
time to time, various sums of money for the construction of buildings and perma,nent
improvements and for the purpose of conducting and participating in various agricultural
• • • activities in accordance with the provisions of the Agricultural Code of the State of •
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California in such case made and provided (Sections 4051 of fhe Agricultural Code), and
as provided in other statutes applicable thereto; a'hd,
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WHEREAS, the l;)epartment of General Services and said Department of Food and
Agriculture require that LESSEE have a lease of the premises upon which LESSEE erects
improvements from the funds received by LESSEE in virtue of the provisions of law
hereinabove referred to.
NOW, THEREFORE, in consideration of the covenants and agreements hereinafter
contained and upon the terms and conditions set forth herein, LESSOR hereby leases to
COUNTY OF FRESNO
Fresno, California 1
1 LESSEE. and LESSEE hereby takes and hires from the LESSOR, those certain premises
2 hereinafter described:
3 1. DESCRIPTION -The property known as the "Fresno County Fairgrounds," as
OUT ""''NEt> tH Rt!D
4 more particularly shown Rlal'kea v.·itll Elate on the plat marked Exhibit "A," attached hereto
5 and made a part hereof by reference, hereinafter referred to as the "premises."
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COUNTY OF FRESNO
FNIInO, Callfornl•
2. TERM AND TERMINATION-The primary term of this Lease shall be for a period
of twenty (20) years commencing on July 1, 2001, and terminating on June 30, 2021. It is
further understood and agreed that LESSOR gives to LESSEE an option to continue on the
premises under the same terms and conditions for an additional term of five (5) years after
the primary term. Said option will be automatically exercised unless either LESSOR or
LESSEE advises the other to the contrary by giving written notification not less than three
hundred and sixty five (365) days before the last day of the primary lease term.
Furthermore, LESSOR and LESSEE may mutually terminate this lease at any
time during the primary lease term, or additional term, upon the mutual written approval of
such termination by duly authorized representatives of the parties.
3. MANNER OF GIVING NOTICE -All notices herein provided to be served, or
which may be served, by either party to the other, shall be deemed complete when served
personally on LESSOR or LESSEE, as applicable, or when made in writing and deposited
in the United States mail, registered and postage prepaid, and addressed at the address
stated above. The address to which the notices shall be mailed as aforementioned to
either party shall be changed by written notice given by such party to the other, as
hereinbefore provided.
4. COMPENSATION -The monetary consideration for this Lease is One and
No/1 00 ($1.00) Dollar per year paid annually in advance beginning July 1, 2001 and every
year thereafter on the anniversary date of this Lease.
5. IMPROVEMENTS AND USE -LESSEE shall use the premises for the sole
purpose of holding agricultural fairs and other activities authorized by law for LESSEE to
participate in or conduct. LESSEE agrees to comply with all applicable laws, ordinances
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COUNTY OF FRESNO
Fruno. Califomia
and regulations in connection with its use of the premises. LESSOR makes no guarantee,
representation, or warranty that said premises are safe or suitable for LESSEE'S intended
use, or are in compliance with any or all applicable laws, ordinances and regulations for
said use.
LESSEE agrees that subject to the provisions of Section 4051 of the
Agricultural Code of the State of California, as amended from time to time, and to such
other laws in such case made and provided, that LESSEE, subject to the approval of its
annual operating budget by the Board of Directors of the 21st District Agricultural
Association, will expend during the current operating year its budgeted improvement funds
and any special allocated improvement project funds for construction and improvement in
constructing buildings and improvements on the leased premises, all subject to the
approval of the proper agency of the State of California and/or such other agencies of the
State of California as shall have jurisdiction of supervision over the acts and functions of
LESSEE.
All buildings existing on the premises as of the date of this Lease were erected
upon the premises in accordance with the master plan for the development and
improvement of the premises prepared or approved by the Department of General
Services of the State of California, or such other State agency as was charged with the
supervision of LESSEE'S functions, per the terms of the Lease Agreement entered into
between LESSOR and LESSEE dated March 16, 1948. Any other improvements to be
erected on or removed from the premises shall first be approved by the Board of Directors
of the 21st District Agricultural Association.
It is agreed that the provisions of this Lease are subject to any existing leases
or occupancy rights existing with respect to any portion of the premises.
LESSOR agrees that during the term of this Lease it will not, without the written
consent of LESSEE, establish or be a party to the establishment of a county fair, at any
location within the County of Fresno, as that term is used in the Agricultural Code of the
State of California, save and except the fair conducted by LESSEE on the premises
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COUNTY OF FRESNO
Fresno, California
pursuant to the terms hereof.
LESSOR agrees to permit LESSEE to remove all improvements constructed by
LESSEE on the premises, with or without the prior permission of LESSOR, within ninety
(90) days of expiration of this Lease, or service of written notice of termination of this
Lease by LESSOR upon LESSEE, whichever is sooner, otherwise said improvements
shall become the sole property of the LESSOR upon termination of this Lease.
6. MAINTENANCE OF LEASED PREMISES-The LESSEE agrees not to
commit, suffer or permit any waste or nuisance on said premises, and not to use or permit
the use of said premises for any illegal or immoral purposes. LESSEE further agrees to
comply with all applicable State and Federal laws, and other governmental regulations.
The LESSEE agrees to permit the LESSOR or its agents to enter said premises at any
reasonable time to inspect same.
At the conclusion of any fair held by LESSEE or any other function held by
LESSEE, LESSEE shall forthwith cause the premises to be put in a neat, clean and tidy
condition, and shall at its own cost and expense dispose of all debris or rubbish resulting
therefrom.
7. LESSOR'S USE OF PREMISES-LESSEE shall make available for LESSOR'S
use those parking lots labeled Kings Canyon Avenue Parking Lot and Hamilton Avenue
Parking Lot as shown cross-hatched on Exhibit "A," attached hereto and incorporated
herein by reference. Said use shall be for LESSOR'S employee parking on Mondays
through Fridays and at such times as such property is not used by LESSEE for its annual
agricultural fair and/or scheduled interim events. Upon request, LESSOR agrees to
vacate said property seven days before commencement of LESSEE'S annual agricultural
fair until seven days after the fair's conclusion and one day before scheduled interim
events. For any requested parking lot vacation, LESSEE agrees to relocate LESSOR'S
employee parking to the fenced lot on the southeast corner of Butler and Maple. Should
the Butler/Maple lot be unavailable, LESSEE shall provide a comparable location for
LESSOR'S employee parking. LESSOR shall be notified in writing two (2) weeks in
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1 advance of any scheduled interim event that will result in an interference with LESSOR'S
2 use of the parking lots as provided herein. LESSEE will provide security for LESSOR'S
3 vehicles parked at the alternate location during the duration of the relocation. LESSOR
4 agrees to bear the expenses arising from its use of the Kings Canyon Avenue and
5 Hamilton Avenue parking lots, including utility charges such as electricity. Said amount to
6 be mutually agreed upon by the parties hereto.
7 It is also understood that LESSOR may need certain access rights,
8 permanently or temporarily, over, under or across said premises for installation of utilities,
9 communication facilities, etc. Approval of said access rights shall be given to LESSOR by
10 letter from the Chief Executive Officer of the 21st District Agricultural Association within
11 ten (10) days of receipt of any such request from LESSOR for said access rights.
12 8. BONDS, ASSESSMENTS, FEES, ETC.-LESSEE shall be responsible for, and
13 pay for upon receipt, any bonds, assessments, fees or other charges assessed to the
14 premises by any agency so assessing. LESSOR agrees that LESSEE shall have the right
15 to seek review from the LESSOR in all matters relating to all Bonds, Assessments, Fees,
16 etc.
17 9. ENFORCEMENT OF THE AGREEMENT -If default or breach shall be made in
18 any of the covenants or agreements on the part of the LESSEE contained in this Lease,
19 LESSOR may, at its option, at any time after such default or breach and upon giving
20 LESSEE a thirty (30) day prior written notice, re-enter and take possession of said
21 premises and remove all persons or property therefrom. Upon LESSEE'S receipt of said
22 notice, LESSEE shall have sixty (60) days to cure the default or breach outlined in
23 LESSOR'S written notice. However, nothing contained herein shall prevent LESSOR from
24 seeking any other legal or equitable remedies in a court of law which arise from such
25 breach or default.
26 10. ATTORNEY'S FEES -If a dispute occurs over matters arising out of or pertaining
27 to the Lease, or if any action is brought between LESSOR and LESSEE over matters arising
28 out of or pertaining to the Lease, the opposing party shall pay prevailing party's legal fees,
COUNTY OF FRESNO
Freano, Califmm• 5
1 costs and expenses, including attorney's fees in a reasonable sum.
2 11. SUCCESSORS AND ASSIGNS-The parties hereby each bind themselves,
3 their respective successors and assigns with respect to all terms and conditions of this
4 Lease. The LESSEE shall not assign or transfer its rights or obligations under this Lease,
5 or sub-lease said premises or any portion thereof, without the prior written consent of the
6 LESSOR.
7 12. INDEMNITY AND INSURANCE-LESSEE shall maintain, during the term of
8 this Lease, the insurance coverage set forth below:
9 a. Comprehensive General Liability, including premises liability, automobile
10 liability, products liability, contractual liability and completed operations liability, with limits
11 of not less than five million dollars ($5,000,000) per occurrence. Such coverage shall
12 extend to LESSOR'S property in the care, custody and control of LESSEE. County of
13 Fresno is to be named as an additional insured.
14 b. Workers Compensation insurance with limits sufficient to comply with the
15 statutory requirements of the California Labor Code.
16 Insurance coverage shall be underwritten by one or more carriers licensed to
17 transact insurance in the State of California. Within ten (1 0) days of the signing of this
18 Lease, LESSEE shall provide a Certificate of Insurance as evidence of the coverage. In
19 lieu of the purchase of insurance, LESSEE may elect to self-insure any and all required
20 insurance coverages utilizing self-insurance reinsurance.
21 LESSEE hereby agrees to defend (with attorneys satisfactory to LESSOR),
22 indemnify and hold LESSOR, its officers, employees and agents harmless from and
23 against any and all liability, loss, expense (including reasonable attorneys' fees), or claims
24 for injury or damages arising out of LESSEE'S use or occupancy of said premises, or as a
25 result of the use or occupancy of said premises by LESSEE'S licensees, invitees, guests,
26 officers, employees and agents.
27 This Lease acknowledges that as between LESSOR and LESSEE, regarding
28 use of the parking lots as set forth in Paragraph 7, LESSOR is responsible only for losses
COUNTY OF FRESNO
Fre•no, California 6
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COUNTY OF FRESNO
Fresno, Callfomia
arising from the negligence of its employees.
13. HAZARDOUS WASTE -LESSEE shall not use or allow anyone else to use the
premises to generate, manufacture, refine, transport, treat, store, handle, recycle, release
or dispose of any hazardous material, other than as reasonably necessary for the
operation of the LESSEE'S activities as contemplated under this Lease. The term
"hazardous material" means any hazardous substance, material or waste, including but
not limited to those listed in 49 CFR 172.101 (US Department of Transportation), the
Cai/EPA Chemical Lists of lists, or petroleum products and their derivatives. However, this
shall not apply to the use of petroleum products and related substances incidental to
operation of motorized equipment and vehicles whose operation on the premises is
contemplated by this Lease. LESSEE shall immediately notify LESSOR in writing upon
becoming aware of any release of hazardous material, violation of any environmental law
or actions brought by third parties against the LESSEE alleging environmental damage.
The term "applicable law" shall include federal, state and local statutes, regulations, rules,
ordinances, and all other governmental requirements.
Receipt of such notice shall not be deemed to create any obligation on the part
of LESSOR to defend or otherwise respond to any such notification.
LESSEE shall pay for all costs associated with, and defend (with attorneys
satisfactory to LESSOR), indemnify and hold harmless LESSOR from claims, damages,
expenses, encumbrances, fees, fines, penalties or costs (including, but not limited to, legal
fees; the costs of notice to any other person; the costs of environmental or technical risk
assessment; any cleanup or remedial costs; including costs associated with securing
clean up or remedial from sub-lessees, licensees, or invitees of the LESSEE, the costs of
any monitoring, sampling or analysis; and any diminution in property value or losses due to
non-rentability arising out of or in any way connected with the presence of any hazardous
material on the premises or LESSEE'S alleged violation of applicable law). This obligation
shall not apply if LESSEE did not violate any applicable law or act negligently with respect
to. or otherwise contribute to, the condition or the hazard posed by the condition.
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1 The duties set forth in this paragraph shall survive the termination of this Lease.
2 14. RELOCATION ASSISTANCE WAIVER-LESSEE waives all right to which
3 LESSEE may be entitled to for relocation assistance under California Government Code
4 Section 7260, et. seq. with regard to the Lease.
5 15. ENTIRETY-This lease supersedes all existing leases between the parties
6 hereto, covering the demised premises, and such previous leases are hereby rescinded.
7 16. VENUE-Venue for any legal action arising out of this Lease shall only be
8 Fresno County, California. The rights and obligations of the parties and all interpretation
9 and performance of this Lease shall be governed in all respects by the laws of the State of
10 California.
11 17. RIGHT OF FIRST REFUSAL-As material consideration for LESSEE entering
12 into this Lease, LESSOR hereby grants to LESSEE a "Right of First Refusal" to acquire
13 the property outlined in this Lease deemed as the fairgrounds proper, in addition to the two
14 (2) adjacent properties described below. This Right of First Refusal to acquire property
15 shall be valid for the term of this Lease and any exercised renewal. In the event LESSOR
16 elects to make either one or all properties available on the basis of a sale, exchange, gift,
17 or lease or any transaction that will transfer title or control of said property(s) during the
18 term of this Lease and any exercised extension, the LESSOR agrees to provide LESSEE
19 notice in writing at least ninety (90) days prior to LESSOR'S scheduled availability date for
20 the property(s). Said notice shall be by registered mail directed to the LESSEE. Upon
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COUNTY OF FRESNO
F~no, Callfom••
the receipt date of said notice, LESSEE shall have a period of sixty (60) days to reach
agreement with the LESSOR on the terms and conditions for the purchase of the
property(s). After the sixty (60) day period has expired, or upon LESSOR'S receipt of a
written waiver notice, LESSOR shall be free to make the property(s) available to any third
party. This Right of First Refusal shall apply to all properties noted, regardless if they
become available together or on an individual basis.
Property #2: Land and improvements on the southeast corner of Kings Canyon
and Chance Avenues, more particularly marked "Social Services" on the attached plat
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1 marked Exhibit "A."
2 Property #3: Land and improvements on the southwest corner of Kings Canyon
3 and Maple Avenues, more particularly marked "Bldg. Maint. Yard" on the attached plat
4 marked Exhibit "A."
5 IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed
6 as of the day and year first above written.
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ATIEST: SHARI GREENWOOD, CLERK
BOARD OF SUPERVISORV
"'"'"""/¥
APPROVED AS TO LEGAL FORM:
PHILLIP S. CRONIN, COUNTY COUNSEL
By ~"'Pt .r> ?:?'~~.::-= f -
Deputy
APPROVED AS TO ACCOUNTING FORM:
GARY W. PETERSON,
AUDITOR-CONTROLLER/TREASURER-
TAX COLLECTOR
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APPROVED:
CALIFORNIA DEPARTMENT OF
FOOD AND AGRICULTURE
21 By~
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APPROVED:
23 CALIFORNIA DEPARTMENT OF
GENERAL SERVICES
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COUNTY OF FRESNO
Freano, Callfoml•
~.,.,.,
Org. No. 01300100
Rev. Acct. 3404
FL-007.L3.doc
LESSOR
COUNTY OF FRESNO
ALIFORNIA
gricultural Association
8yr110dk
~-1ichael Stunp, Real
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Est~.te Off' cer
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VVEST HALF OF ~-CTION 12, T.14 S. R. 20 E.
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