Res 1364 - Subtenancy Cons Agrm
COUNCIL BILL NO. 1725
RESOLUTION NO. 1364
A RESOLUTION ENTERING INTO A SUBTENANCY CONSENT AGREEMENT WITH THE
SOUTHERN PACIFIC TRANSPORTATION COMPANY AND RODNEY M . SENTER FOR
PROPERTY IN WOODBURN AND AUTHORIZING THE MAYOR TO SIGN SUCH
AGREEMENT.
WHEREAS, the City of Woodburn has entered into a lease purchase agreement
with Rodney Senter for property located at 121 "B" Street, and
WHEREAS, the Southern Pacific Transportation Company owns property on
which a portion of the building at 121 "B" Street is constructed, and
WHEREAS, Rodney M. Senter has lease for the Southern Pacific Transportation
Property on which a portion of the building at 121 "B" Street is constructed, and
WHEREAS, the City must complete a Subtenancy Consent Agreement with the
Southern Pacific Transportation Company and Rodney M. Senter to utilize the
property leased by the City at 121 "B" Street; NOW, THEREFORE,
THE CITY OF WOODBURN RESOLVES AS FOLLOWS:
Section 1. That the City of Woodburn enter into a Subtenancy Consent
Agreement with the Southern Pacific Transportation Company and Rodney M. Senter.
A copy of said agreement is attached hereto as Exhibit "A" and by this reference,
incorporated herein.
Section 2. That the Mayor of the City of Woodburn is authorized to sign said
agreement on behalf of the City.
Approved as to for~ ~ (;'- 20 - / 6
City Attorney Date
APPROVED:
Passed by the Council
Submitted to the Mayor
Approved by the Mayor
Filed in the Office of the Recorder
ATTEST: j71~~
Mary tinnimt. CIty Recorder
City of Woodburn, Oregon
Page 1 -
COUNCIL BILL NO. 1725
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Nancy A. Kirksey, Mayor
June 24, 1996
June 25, 1996
June 25, 1996
June 25, 1996
RESOLUTION NO. 1364
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Woodburn-Senter
Approved as to Form
By General Counsel
September 4, 1990
SUBTENANCY CONSENT AGREEMENT
Supplemental to
Lease Audit No. 707581
THIS AGREEMENT is made this _ day of , 19_, by and
between SOUTHERN PACIFIC TRANSPORTATION COMPANY, a Delaware corporation,
herein "Lessor, II RODNEY M. SENTER, an individual, second party, herein
"Lessee, II and CITY OF WOODBURN, a municipal corporation of the State of
Oregon, 270 Montgomery Street, Woodburn, OR 97071, third party, herein
"Sublessee. II
RECITALS:
Lessor, by lease dated October 24, 1991, herein "Lease," leased to Lessee
certain premises of Lessor at or near Woodburn, County of Marion, State of
Oregon, herein IIPremises, II for the term of Month to month, effective
August 1, 1991, for maintenance and use of lessee owned metal storage shed
for lumber and wood.
The Lease is now in full force and effect and by this reference made a part
of this Agreement. The Lease provides that Lessee shall not underlease or
sublet the Premises, or any part thereof, or assign the Lease or any interest
therein without prior written consent of Lessor.
Lessee and Sublessee desire that Lessor consent to a sublease of the whole of
the Premises or the portion thereof indicated on the attached print, or as
may then be mutually agreed upon between Lessee and Sublessee.
AGREEMENT:
1. Lessor hereby consents to this sublease, provided that Sublessee shall
be bound by each and every covenant and condition contained in the
Lease.
2. Sublessee shall perform all of the covenants and conditions contained
in the Lease to be performed by Lessee (except, however, the payment of
rent which shall be made by Lessee directly to Lessor), and hereby
agrees to be and is bound by each and every covenant and condition
contained in the Lease.
In the event this sublease covers only a portion of the Premises, the
obligation of Sublessee to perform the covenants and conditions in the
Document 0070
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Lease shall apply only to that portion of the Premises occupied by
Sublessee.
3. Neither the subleasing of the Premises nor anything contained in this
Agreement shall release Lessee from Lessee's obligation to perform and
be bound by all of the covenants and conditions contained in the Lease.
4. Th i s consent sha 11 not be deemed to be a consent to any further
subletting of the Premises other than to the Sublessee herein named.
Lessor reserves the right to approve or disapprove any future
subletting of the Premises.
5. If at any time Lessor shall give notice to Sublessee that Lessee is in
default under the Lease, Sublessee shall, if so directed by Lessor,
commence making all payments under the sublease directly to Lessor.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in
triplicate as of the day and year first herein written.
LESSOR:
SOUTHERN PACIFIC TRANSPORTATION COMPANY
By:
Title:
SUBLESSEE:
CITY OF WOODBURN
By: 7/~~~
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VAM/em
D:\DATA\VAM\SENFER70
Document 0070
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EXHIBIT B
GENERAL INSURANCE REOUIREMENTS C"GIR")
Company shall be furnished evidence of insurance in connection with the foregoing.
Agreement. Such insurance shall be written by an insurance company having a.
Best's rating of B + 13 or better and licensed to do business in the state wher.e
the Premises. are located, meeting the requirements stated below in form
satisfactory to Company, for each of the following types of insurance in amounts
not less than the amounts herein specified.
The terms llAgreementll as herein used shall refer to the Lease, License, or
Permit, including supplemental agreements thereto, to which this Exhibit B is
attached and made a part of; llCompanyll shall refer to the Lessor, Licensor, or
Permittor named in the Agreement; llLessee,u "Licensee," or "Permittee" shall
refer to the Lessee, Licensor, or Permittee, (whichever is applicable), named
in the Agreement; and "Premises" shall refer to the property described in the
Agreement and as shown on the attached print.
Liability Insurance Requirements
1. .'COMPREHENSIVE GENERAL LIABILITY INSURANCE OR COMMERCIAL GENERAL LIABILITY
INSURANCE ON AN OCCURRENCE BASIS shall have a combined single limit of not
less than $2,000,000 per occurrence and shall provide for the following:
a)
Such insurance is primary, without right of contribution from other
insurance which may be in effect.
Such insurance shall not be invalidated by the acts or omissions of
other insureds.
b)
c)
Such insurance shall not be materially modifiable or cancellable
without thirty (30) days' prior written notice to Company (except
in the case of cancellation for nonpayment of premium in which case
cancellation shall not take effect until at least ten (10) days'
notice has been given to Company). This provision is referred to
below as "Notice of Modification or Cancellation.u ..
Company shall be named as additional insured.
d)
e)
Contractual liability with deletion of the exclusion for operations
within fifty (50) feet of railroad track and deletion of the
. exclusion of explosion, collapse, or underground hazard, if
applicable. (NOTE: for any license or permit involving property
within fifty (50) feet of track, the exclusion for operations within
fifty (50) feet of, track wi 11 apply unless eliminated by
endorsement).
f) Premises, products/completed operations, and personal injury
coverage.
g) Severability-of-interest clause.
EXHIBIT "B"
Page 1 of 2
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h)
In the case of commercial general liability ir.surance, the policy
.must also provide for aggregate coverage at each location and for
reinstatement of the aggregate in the event the limits of the policy
are exhausted.
i)
If the proposed use of the Premises involves a hazard which poses
particular risk to the environment, the policy must cover sudden and
accidental pollution on a named-peril basis to address the hazard.
2. COMPREHENSIVE AUTOMOBILE LIABILITY INSURANCE shall have a combined single
limit of not less than $2,000,000 per occurrence and shall provide for the
following:
a) Such insurance is primary, without right of contribution from. other
insurance which may be in effect.
b) Such insurance shall not be invalidated by the acts or omissions of
other insureds.
c) Notice of Modification or Cancellation.
d) Severability-of-interest clause.
3. WORKERS' COMPENSATION INSURANCE shall have limits not less than those
required by statute, shall cover all persons employed by Lessee, Licensee,
or Permittee, as the case may be, in the conduct of its operations on the
Premises and shall provide for the following:
a) Waiver of subrogation against Company.
b) Notice of Modification or Cancellation
c) All states endorsements.
d) Coverage for Longshore and Harbor Workers Act, if applicable.
4. EMPLOYERS' LIABILITY INSURANCE shall have a limit of not less than
$1,000,000 and shall be endorsed to provide for (a) Notice of Modification
or Cancellation and (b) waiver of subrogation against Company.
5. UMBRELLA OR EXCESS LIABILITY INSURANCE shall provide that if the underlying
aggregate is exhausted, the excess coverage shall drop down as primary
insurance, and shall provide for Notice of Modification or Cancellation.
If the Premises are located in the State of California, either a properly
completed certificate of insurance to which has been attached Company's standard
form of endorsement (a copy of ~hich is attached hereto as Exhibit C) executed
by an authorized representative of the insurer or insurers or a certified copy
of the policy or policies shall be satisfactory evidence of the liability
insurance required hereunder.
If the Premises are located in. another state, a properly completed certificate
of insurance shall be furnished to Company for approval. Attachment of Company's
standard form of endorsement indicated above will not be required.
EXHIBIT SIBil
Page 2 of 2
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EXHIBIT C
COMPREHENSIVE GENERAL AND AUTOMOBILE LIABILITY ENDORSEMENT
Attached to certificate of insurance for and hereby certified to be a part of
the following policy or policies having the following expiration dates:
Policy No.
CompanyProvidinQ Policy
Expiration Date
The scope of the insurance afforded by the policy designated in the attached
certificate is not less than that which is afforded by the Insurance Service
Organization. (The term Hpolicyn as used herein includes the plural number if
there is more than one policy listed above.)
Such policy provides or is hereby amended to provide that:
1. .0 The named insured is RODNEY M. SENTER (IINamed Insuredll).
2. SOUTHERN PACIFIC TRANSPORTATION COMPANY (IICompanyll) is hereby included as
additional insured with respect to liability arising out of the ownership,
ma i ntenance or use of the Premi ses by the Named I nsured under or in
connection with that certain lease ("Agreement") dated
, 19_, between SOUTHERN PACIFIC TRANSPORTATION COMPANY and RODNEY
M. SENTER, relating to property located at or near Woodburn, County of
Marion, State of Oregon.
The insurance provided hereunder applies as though separate policies are
in effect for both the Named Insured and Company, but does not increase
the limits of liability set forth in said policy.
3. The limits of liability u~der the policy is not less than those shown on _
the certificate to which this endorsement is attached. .
4. Cancellation or material reduction of insurance coverage hereunder is not
effective until thirty (30) days [ten (10) days in the case of cancellation
for nonpayment of premium] following written notice to:
SOUTHERN PACIFIC TRANSPORTATION COMPANY
San Francisco Regional Office - Real Estate
Southern Pacific Building, Suite 225
One Market Plaza
San Francisco, CA 94105
Attention: Regional Director
5. The policy includes contractual liability coverage for liability assumed
by the Named Insured under the Agreement.
EXHIBIT IICII
Page 1 of 2
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7.
8.
9.
10.
11.
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The insurance is primary and insurer is not entitled to any contribution
from insurance in effect for Company.
The insurance is not invalidated by the acts or omissions of other
insureds.
The insurance has Broad Form Property Damage endorsement.
The insurance has Products/Completed Operations endorsement~
The insurance has Personal Injury endorsement.
All policy or endorsement limitations relating specifically to operations
on or near Company's property or tracks are eliminated.
In the event of reduction or exhaustion of the applicable aggregate limit
or limits of liability under the primary policy referred to in the attached
certificate of insurance solely by reason of losses paid thereunder on
account of occurrences during the policy period, the excess policy, if
any, referred to herein, shall (i) in the event of reduction, apply as
excess of the reduced limit of liability thereunder; and (ii) in the event
of exhaustion, continue in force as though it were primary insurance.
The terms II Agreement" as here i n used sha 11 refer to the Lease, License, or Perm; t
to which this Exhibit C is attached and made a part of; .Company" shall refer
to the Lessor, Licensor, or Permittor named in the Agreement; and "Premises"
shall refer to the property described in the Agreement and shown on the attached
print.
12.
Date:
Insurance Company
,19_
By:
Signature of Authorized Representative
EXHIBIT "e"
Page 2 of 2
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