HomeMy WebLinkAbout2011-085 Lease - Imperatrice-Standing Stone
IMPERATRICE RANCH
GROUND LEASE AGREEMENT FOR
RANCHING AND SUSTAINABLE FARMING
THIS AGREEMENT (the "Lease") is entered into between the CITY OF ASHLAND, OREGON, by
and through the City Council, hereinafter referred to as City, and Standing Stone Brewing Co,
hereinafter referred to as Lessee
RECITALS
A. City owns property located at See, Exhibit A attached and incorporated (the "Property").
B. Lessee desires to lease Property for purposes of operating a ranch and farm according to
Lessee's proposal under City Request for Proposal (RFP) Project 2009-12, attached as
Exhibit B and fully Incorporated as terms of this Lease.
C. City desires to lease Property to the Lessee under the circumstances set forth in this Lease.
In consideration of the matters described above, and of the mutual benefits and obligations set forth
in this Lease, the parties agree as follows:
1. Description of Leased Property. City agrees to lease to Lessee the Property located at See,
Exhibit A. Property has an area of approximately 265 acres. The Lessee will use Property to
operate a ranch and farm according to Lessee's proposal under City Request for Proposal
(RFP) Project 2009-12 as attached and incorporated under this Lease. ("Property").
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2. Term. The initial term of this Lease shall be two (2) years, commencing on June 1, 2011, and
ending on June 1, 2013. JAS (Aon) bct.tVC,J./ZOrr (ACA)
ocrob« i.r,zo I'S
1. Option to Renew. The Lessee has an option to renew this Lease for successive 2-year terms
by providing City with written notice not less than 90 days before the expiration of the then-
current term of this Lease. Each renewal term will be on the same terms and conditions as
set forth in this Lease.
3. Lease Fees.
1. Rental Rate. Lessee agrees to pay to City an annual rental of $50/acre, per year for the
use of Property. Lessee agrees to pay to City, for the use of the Property, a rental rate of
$13,250.00/year. The first year's rent will be payable on execution of the Lease, and the
second year will be due one (1) month before the anniversary of the commencement of this
Lease.
2. City Fee Obligation. The City will pay the following fees and costs with respect to the
Property:
1. Talent Irrigation District (TID) Annual Assessment;'
2. Oregon Department of Forestry Fire Protection Fee; and
3. Jackson County Property Tax.
3. Rent. Rent will become past due ten days past the due date and the City will charge
interest of 1.5% per month on past due rent.
4.. Security Deposit. (Not Applicable].
4. Maintenance. Lessee shall keep and maintain the. Property and all improvements in good and
substantial repair and condition, including the exterior condition.
1. Lessee shall make all necessary major repairs and alterations and shall maintain the
Property and all improvements in compliance with all applicable building and zoning laws and
Page 1 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
all other laws, ordinances, orders and requirements of all authorities having or claiming
jurisdiction.
2.- Lessee shall keep and maintain all fences upon the Property, or which may be erected
during the Lease term, in a sightly manner, and in good condition and repair to effectively
serve their purpose.
3. Lessee shall provide proper containers for trash and garbage and shall keep the Property
free and clear of weeds, rubbish, debris, and litter at all times.
4. City shall have the right to conduct reasonable inspections and investigations of the
Property and the operations conducted on the Property at any time, and from time to time with
reasonable advance notice, and Lessee shall cooperate fully with City during such inspections
and investigations.
5. Construction. Lessee shall have the right to erect, maintain, and alter such facilities as
structures, fencing and irrigation systems upon the Property provided such facilities conform to the
applicable requirements of all federal, state, and local laws. All plans for such facilities or
improvements shall be reviewed and approved in writing by the City prior to construction; such
approval not being unreasonably withheld. Without the appropriate land use approvals, all
construction of facilities must cease and desist immediately. ,
S. Land Use Approvals Required. This Lease is not a land use approval. Lessee is not the City's
agent and City is not the Lessee's agent for purposes of any contracts or commitments made by
either party. Lessee acknowledges and agrees that future preliminary and/or final approvals,
including plans, plan amendments, plan modifications, civil plans (construction plan approval),
construction permits and building permits are subject to compliance with all applicable approved
plans, approval conditions and applicable land development regulations in effect at the time the
approvals are sought. No rights to obtain preliminary and/or final approvals, including plans, plan
amendments, plan modifications, or building permits nor any other rights to develop and/or
construct on Property have been granted or implied simply by the City's approval of this Lease.
Lessee must fully comply with all approved plans, approval conditions and all applicable laws in
effect at the time the final approvals are sought. Lessee, or its successors and assigns, may not
attempt to force, coerce or intimidate the City to approve the final plan or grant other construction
authorizations, including building permits, by asserting that the City has committed to such
approvals for construction on any parcel at the Property based on the theory of vested rights,
equitable estoppel, or any other legal theory based on the City's approval of this Lease or any
associated agreement. This Lease does not grant Lessee the right to move or construct anything
on any parcel other than the described Property. City approval of final plans and/or construction
orders requires strict compliance with applicable planning procedures, approval conditions and the
applicable criterion for approval.
7. Title to Improvements. Upon completion of construction, if any, and the final approved structural
inspection, improvements included in the Planning Action, including any further improvements to
the Property approved by any other authority, made during the term of this Lease shall become
and remain property of Lessee.
a. Quiet Enjoyment. So long as Lessee performs its obligations under this Lease, the City shall
keep and maintain Lessee in exclusive, quiet, and undisturbed possession and enjoyment of the
Property.
e. Rights Reserved to the City. The City reserves the following rights:
Page 2 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
1. Maintain Property. The right, but not the obligation, to maintain and keep the Property in
good repair, together with the right to direct and control all activities of Lessee not in
conformance with the Lease.
2. Protect Property. The right to take any action considered necessary to protect the
Property from waste or nuisance, together with the right to prevent Lessee from
erecting, or permitting to be erected, any building or other structure on the Property
which, in the opinion of the City, would limit the usefulness of the Property and
constitute a hazard.
3. Temporary closures. The right to temporarily close or to restrict the use of the Property
or any of the facilities for maintenance, improvement, or for the safety of the public.
Lessee is entitled to full abatement of rent during such temporary closures.
1o. Non-appropriations; No Agency. The City and Lessee are entering into this Lease
voluntarily in the spirit of cooperation and coordination to facilitate Lessee's desire to lease
Property for purposes set forth in Exhibit B. However, nothing in this Lease makes the City
responsible for the contracts or commitments of Lessee regarding development to achieve
Lessee's desired outcome. Lessee is not subject to public contracting rules and regulations and
nothing herein makes Owner subject to such public agency requirements.
1. All City obligations pursuant to this Lease which require the expenditure of funds are
contingent upon future appropriations by the City as part of the local budget process.
Nothing in this Lease implies an obligation on the City to appropriate any such monies.
City acknowledges that following the required review and approval of the contract or
Lessee's and sustainable farming operation on the Property is not an obligation that
would require the expenditure of funds; therefore, Lessee's leasing the Property is not
contingent upon future appropriations by the City.
11. Lessee Obligations
1. When commercial activities permitted. Lessee may conduct any commercial
activities related to ranch and farm operations according to and in compliance with all
federal, state and local laws.
2. Utilities. Lessee shall promptly pay any charges for electricity, water and sewer, and all
other charges for utilities which may be furnished to the premises at Lessee's order or
consent.
3. Liens, Taxes. Lessee shall pay all sums of money that become due for any labor,
services, materials, supplies, utilities, furnishings, machinery or equipment which have
been furnished or ordered by Lessee which may be secured by lien against the
premises. Lessee shall pay all personal property taxes assessed against the premises,
such payments to be made no later than November 15 of the year in which the taxes
become due and payable, and will submit a copy of the receipt for the taxes to the City's
Director of Finance.
4: Compliance with laws. Lessee shall comply with:
5. All federal, state, county, and city laws, orders and ordinances relating to the
Property;
1. Local Laws. The terms, restrictions and requirements of approvals are set forth in the
applicable County and State statutes and regulations, the preliminary and final approvals,
and this Lease. All local development approvals and permits identified by local law or this
Lease shall be obtained at the sole cost of the Lessee. The failure of this Lease to
address a particular permit, condition, term or restriction shall not relieve Lessee of the
duty to comply with any laws governing permitting requirements, conditions, terms or
restrictions.
Page 3 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
2., Fencing. Lessee will act with City to install fencing in a manner mutually agreeable to
both parties that separates or divides the Property in a manner that protects canals and
irrigation facilities from encroachment and damage by Lessee's livestock.
6. Lessee is not permitted to grow or cultivate any forms of commonly used controlled
substance as defined under Federal or State law such as, but not limited to, marijuana
or industrial hemp as defined under ORS 571.300.
7. Lessee's Specific Compliance With Environmental Laws. As used in this
paragraph, the term "hazardous material" means any hazardous or toxic substance,
material, or waste, including, but not limited to, those substances, materials, and wastes
listed in the United States Department of Transportation Hazardous Materials Table (49
C.F.R. § 172.101) or by the United States Environmental Protection Agency as
hazardous substances (40 C.F.R. Part 302) and any amendments, ORS 466.567,
466.205, 466.640 and 468.790 and regulations of the Oregon State Department of
Environmental Quality, petroleum products and their derivatives, and such other
substances, materials and wastes as become regulated or subject to cleanup authority
under any environmental laws. Environmental laws means any federal, state, or local
statutes, regulations, or ordinances or any judicial or other governmental orders
pertaining to the protection of health, safety, or the environment.
1. Lessee's compliance with laws and permits Lessee shall cause the premises and
all operations conducted on the premises (including operations by any subtenants) to
comply with all environmental laws.
2. Flammables and explosives prohibited. Lessee shall not store any flammable or
explosive liquids or solids within the premises without a permit. For the purpose of this
Lease, "flammable or explosive liquids or solids" shall not apply to fuel or other
fammables contained within any vehicle used or stored at the Property or to fuel stored
at the Property in reasonable. quantities necessary for fueling of those vehicles. Fueling
of vehicles while in any enclosed storage facility is strictly prohibited.
3. Limitation on uses of hazardous materials Lessee shall not use or allow any
agents, contractors or subtenants to use the premises to generate, manufacture, refine,
transport, treat, store, handle, recycle, release or dispose of any hazardous materials,
other than as reasonably necessary for the operation of Lessee's activities as
contemplated under this lease.
4. Disposal and contamination clean-up. Lessee shall be responsible for disposing
of all hazardous materials in compliance with environmental laws, and Lessee shall be
responsible for any environmental clean-up of the premises that is necessary due to
Lessee's activities. Lessee shall not be responsible for any environmental cleanup of
the premises resulting from activities not authorized by the Lessee such as trespass or
pre-existing contamination.
8. Specific Obligations. Lessee shall have the specific obligations: See, Attached Exhibit
C and incorporated.
12. Insurance. Lessee shall obtain and maintain continuously in effect at all times during the term of
this lease, at Lessee's sole expense, the following insurance:
1. Comprehensive insurance. General liability insurance protecting City and its officers,
agents and employees against any and all liabilities that may allegedly in any way relate J 4S
to the operation by Lessee, this insurance to be in the minimum amount of $[Enter SeG
d~5 Amount set by Risk], combined single limit coverage. Such limit shall automatically a ooL ou^
increase in the event of any change in the provisions of ORS 30.271, or in the event
these limits are found to be not applicable to a city. (ACA)
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1. All policies shall include the City, its officers, commissions, elected officials,
employees and agents as additional insured with respect to general liability and vehicle
liability on a primary and non-contributory basis.
2. A certificate evidencing such insurance coverage shall be filed with the City prior
to the effective date of this lease, and such certificate shall provide that such insurance
coverage may not be canceled or reduced or changed in any way adverse to the City
without at least 30 days prior written notice to the City. The policy shall be continuous
until canceled as stated above. If such insurance coverage is canceled or changed,
Lessee shall, not later than 15 days prior to the termination or change in the insurance
coverage, file with the City a certificate showing that the required insurance has been
reinstated or provided through another insurance company or companies. Cancellation
or termination of the policy shall terminate the lease.
3. In the event Lessee shall fail to furnish the City with the certificate of insurance
required, City may secure the required insurance or self-insure at the sole cost and
expense of Lessee, and Lessee agrees to reimburse City promptly for the cost, plus ten
percent of the cost for City administration.
2. Property Insurance. Lessee shall bear the expense of any insurance insuring the
personal property of Lessee on the premises against such risks, but Lessee shall not be
required to insure his personal property.
1. City shall bear the expense of Oregon Department of Forestry fire protection fee.
13. Indemnification; Waiver of Subrogation. Lessee will defend, indemnify and save City, its
officers, employees and agents harmless from any and all losses, claims, actions, costs,
expenses, judgments, subrogations, or other damages resulting from injury to any person
(including injury resulting in death,) or damage (including loss or destruction) to property, of
whatsoever nature arising out of or incident to this lease or the activities that take place on leased
property. Lessee waives the right of subrogation regarding the insurance policy as described in
the Insurance Section in this Lease. Lessee will not be held responsible for damages caused by
negligence or willful misconduct of City.
14. Default
1. Events of Default. The following shall be events of default:
1. Default in Rent: Failure of Lessee to pay any rent or other charge within ten days
after it is due.
2. Default in Other Covenants: Failure of Lessee to comply with any covenant, term
or condition, or to fulfill any obligation of the lease (other than the payment of rent or other
charges) within 30 days after written notice by City specifying the nature of the default. If
the default is such that it cannot be completely remedied within the 30-day period, this
provision shall be complied with if Lessee begins correction of the default within the 30-
day period and proceeds in good faith to effect the remedy as soon as practicable.
3. Insolvency: Insolvency of Lessee and assignment by Lessee for the benefit of
creditors; the filing by Lessee of a voluntary petition in bankruptcy; an adjudication that
Lessee is bankrupt or the appointment of a receiver of the properties of Lessee; the filing
of an involuntary petition of bankruptcy and failure of the Lessee to secure a dismissal of
the petition within 30 days after filing; attachment of or the levying of execution on the
leasehold interest and failure of the Lessee to secure discharge of the attachment or
release of the levy of execution within ten days.
2. Remedies on Default. In the event of a default, the City at its option may terminate the
lease by notice in writing by certified or registered mail to Lessee. The notice may be
given before or within thirty days after the running of the grace period for default and
Page 5 of 8 AMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
may be included in a notice of failure of compliance. If the property is abandoned by
Lessee in connection with a default, termination shall be automatic and without notice.
3. Damages. In the event of termination by default, City shall be entitled to recover
immediately the following amounts as damages:
1. The reasonable cost of re-entry and reletting including the cost of any clean up,
refurbishing, removal of Lessee's property and fixtures, or any other expense occasioned
by Lessee's failure to quit the premises upon termination and to leave the premises in the
required condition, any remodeling costs, attorney fees, court costs, broker commissions
and advertising cost.
2. The loss of reasonable lease fee value from the date of default until a new tenant
has been or, with the exercise of reasonable efforts could have been secured.
4. Re-entry After Termination. If the lease is terminated for any reason, Lessee's liability to
City for damages shall survive such termination, and the rights and obligations of the
parties shall be as follows:
1. Lessee shall vacate the premises immediately, and within thirty (30) days remove
any property of Lessee including any fixtures which Lessee is required to remove at the
end of the lease term, perform any cleanup, alterations or other work required to leave the
property in the condition required at the end of the term City may re-enter, take
possession of the premises and remove any persons or property by legal action or by self-
help with the use of reasonable force and without liability for damages.
5. Re-letting. Following re-entry or abandonment, City may re-let the premises and to that
end the City may:
1. Make any suitable alterations or refurbish the premises, or both, or change the
character or use of the premises, but City shall not be required to re-let for any use or
purpose (other than that specified in the lease) which City may reasonably consider
injurious to the premises, or to any tenant which City may reasonably consider
objectionable.
2. Re-let all or part of the premises, alone or in conjunction with other properties,
for a term longer or shorter than the term of this lease, upon any reasonable terms and
conditions, including the granting of some lease fee-free occupancy or other lease fee
concession.
15. Assignment of Interest or Rights. Without prior written approval, neither Lessee or any
assignee or other successor of Lessee shall sublease, assign, transfer or encumber any of
Lessee's rights in and to this lease or any interest, nor license or permit the use of the rights
granted except as provided in this paragraph. Lessee shall not assign all or any part of its rights
and interests under this lease to any successor through merger, consolidation, or voluntary sale or
transfer of substantially all of its assets, without prior written approval of the City. Written approval
of the City shall not be unreasonably withheld.
16. Condemnation. If any legally constituted authority condemns the Property or such part thereof
which shall make the Property unsuitable for leasing, this Lease shall cease when the public
authority takes possession, and City and Lessee shall account for rental as of that date. Lessee
shall not have any rights in or to any award made to City by the condemning authority and further
waives any action or remedy to recover compensation against the condemning authority for any
loss or damage caused by the condemnation. However, in the event of condemnation, City will
promptly refund all prepaid rent to Lessee as of the date that the public authority takes possession
of the Property.
17. General Provisions.
Page 6 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
i
1. No Partnership or Joint Venture. Nothing in this Lease shall be construed to render the
City in any way or for any purpose a partner, joint venturer, or associate in any
relationship with Lessee other than that of landlord and tenant, nor. shall this Lease be
construed to authorize either party to act as agent for the other.
2. Nonwaiver. Waiver by either party of strict performance of any provision of this lease
shall not be a waiver of or prejudice the party's right to require strict performance of the
same provision in the future or of any other provision.
3. Consent of City. Whenever consent, approval or direction by the City is required, all
such consent, approval or direction shall be received in writing from the City
Administrator.
4. Notices. All notices required under this lease shall be deemed to be properly served
two days after mailing by certified or registered mail to the last address previously
furnished by the parties. Until changed by the parties by notice in writing, notices shall
be sent to:
CITY: LESSEE:
City of Ashland Standing Stone Brewing Co.
Attn: City Administrator Attn: Alex Amarotico
20 Main Street 101 Oak Street
Ashland, OR 97520 Ashland, OR 97520
5. Governing Law. This Lease and all matters relating to this Lease shall be governed by
the laws of the State of Oregon In force at the time any need for interpretation of this
Lease or any decision or holding concerning this Lease arises.
6. Extraterritorial Regulation. Nothing in this Lease shall interfere with the legislative
authority of City under ORS 226.010 or any other provision of state law.
7. Binding on Successors. This Lease shall be binding on and shall inure to the benefit of
the heirs, executors, administrators, successors, and assigns of the parties hereto.
8. Entry for Inspection. City shall have the right to enter on the Property at any time to
determine Lessee's compliance with this Lease or to make necessary repairs to the
Property The duty of City to make repairs shall not mature until a reasonable time after
City has received written notice from Lessee of the repairs that are required. In addition,
City shall have the right at any time during the last twelve months of the term of this
Lease to place and maintain on the Property notices for leasing or selling of the
Property.
9. Holdover by Lessee. If the Lessee does not vacate the Property at the time required the
City shall have the option to treat the Lessee as a Lessee from month to month subject
to all provisions of this lease except the provision for term.
10. Severability. If any provision of this Lease is held by a court of competent jurisdiction to
be either invalid void or unenforceable the remaining provisions of this Lease shall
remain in full force and effect unimpaired by the holding.
11. Recording of Lease. City and Lessee may agree to execute a memorandum of this
Lease which shall be recorded in Jackson County Oregon The Memorandum of Lease
in the form of Exhibit D attached which sets forth a description of the Property, specify
terms in the Lease and incorporate this Lease by reference.
12. Entire Agreement. This Lease and its attachments constitute the sole and only
agreement between City and Lessee respecting the leasing of the Property to Lessee.
Any agreements or representations respecting the Property their leasing to Lessee by
City or any other matter discussed in this Lease not expressly set forth or incorporated
into this Lease are null and void.
Page 7 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
INTENDING TO BE BOUND, the parties have executed this Lease as of the date written below.
LESSEE:
Standing S rew' o.
By: c( -Z
Alex maro , President Date
ORDER
Pursuant to ORS 271.360 the governing body hereby approves and authorizes the terms of this lease
as set forth above.
CITY:
Mayo ayor's Designee, City of Ashland Date
Page 8 of 8 -IMPERATRACE LEASE FOR RANCHING AND SUSTAINABLE FARMING
CITY OF
ASHLAND
EXHIBIT A
DESCRIPTION OF PROPERTY TO BE LEASED TO STANDING STONE BREWING
COMPANY
A tract of Land located in Jackson County Oregon and more fully described as follows:
All that portion of the following listed tax lots which lie southerly and westerly of the Talent
Irrigation District east lateral:
1. 38 lE 32-lot 100 (excepting property west of Butter Creek Road)
2. 38 1 E 32-lot 200
3. 38 lE 33-lot 200
Containing 265 acres more or less.
City of Ashland to Standing Stone Brewing Co.
April 26, 2011
Engineering Tel: 541/488-5347
20 E. Main Street Fax: 5414 48"006
Ashland, Oregon 97520. TTY:800!735.29 /35.2900
ww .ashland,orm"
G;pub-vAs%eng%Exhlbd A SSBC ImperaUke Propedy 4 28 1 t.doe '
EXHIBIT B
PrQpQSaj-to City. s la d,Oregon,.PuF211t_W_orhs/EngIneerlrg_p]vlslon
Beneficial Use of the Imperatrice Property
Project 2009-12
Prelude
This proposal is hereby submitted by the Standing 5tone Brewing Company (SSBC) in
response to the City of Ashland RFP for the beneficial use of the Imperatrice Property,
Project No. 2oog-i2 distributed on May 28, 2010.
The applicant has examined the subject RFP and hereby acknowledges all details and
provisions of the City's proposal process.
2roposed BeaefWal Use of.thatmperatrlce Property
SSBC currently owns and manages Its own bevy of egg-laying hens and thereby putting Its
knowledge of sustainable farming into practice.
SSBC proposes to operate a sustainable farm (closed loop farm system) upon the subject
Imperatrice property to produce healthy, delicious food locally to support its restaurant and
brewing operation herein Ashland, Oregon. More specifically, the farm operation would
include raising chickens for meat and egg production with the use of mobile paddocks
(chicken tractors). Additional livestock (beef, lamb and turkey) would eventually be added
to the operation.
4t5uatalnability
SSBC's proposed farm use would create a local source for a portion of the food that is
required to operate the restaurant and brewing company, the distance between the subject
property and the Standing Stone Is one (1) mile. A key benefit of this proposal is the
reduction of vehicle miles, part of a national goal to reduce carbon emissions.
Another component of the SSBC Farm is recycling. The pre-consumption food scraps and .
spent grains generated by the SSBC restaurant and brewing operation are currently
transported to a variety of local farms. These materials would be used to support the
livestock of the proposed farm use upon the Imperatnce property. This recycling
SSBC Proposal for Beneficial Use of Imperatrice Property-Project ioog-u
Page 1 of 6
component of the operation would continually make its sustainable loop in the system, all
within a round-trip distance of two (2) miles between the standing Stone and the farm.
SSBC has factored two other benefits into the sustainability equation: Job creation and
education. The proposed farm operation would, on various levels, employ a range of skills
sets. People would be put to work to manage the farm operation, consult on sustainable
farm practices, work the land, transport (albelt a short distance), harvest food; manage
property, apply for land use permits and coordinate with City agencies. The employment
would sustain those individuals in the present and benefit the famlifes of those individuals in
future times. The consumption of these thriving workers would be economically linked to
other parts of our local system and a part of our community's needs would be met now and
in the future.
Education Is a key component of the SSBC Farm Operation as SSBC Intends to provide a
venue for Farm Education Programs. Education in itself is that essential human activity that
enables society to meet Its needs and express Its greatest potential for meeting Its needs In
the future. We believe that education is an effective societal approach for achieving
sustainability.
4.2 Psth c @snefIt
Yehisle M&s: The essentlAl purpose of the proposed SSBC farm use Is to operate a
sustainable system for producing local, healthy food. As has been affirmed In this proposal,
a local food source helps in the reduction of vehicle miles. It's a national goal to reduce VMT
and the benefits reduce greenhouse gas generated from cars and help to reduce our
dependency upon oil; hence, the first public benefit of the proposed SSBC farm use is Its
design to reduce vehicle miles.
Education: The Standing Stone Brewing Company (SSBC) likes to share and tell Its story.
Sharing is how we educate and how we learn. Our proposed farm use would Include public
access to demonstrate how local food is produced sustainably for the restaurant. Sharing
with the public how the farm system works is how sustainable practices become Integrated
Into our culture. We submit to the City that our willingness and our plan to schedule tours is
a public benefit.
ND.Extgmal Costs tQPubllc: The proposed SSBC farm use would be operated such that no
spillover or external costs will be borne by the public. For example, the operation will be
developed such that the natural appearance of the property Is preserved. The generation of
traffic will be minimal and limited to approximately 6 trips per day (total. 6 miles). Internal
vehicle drives will be maintained during the summer months to abate dust.
S58C Proposal for Benefidal Use of Imperatrlce Property - Protect 2009-12
Page 2 of 6
43-111asinessDan
Attached to this proposal Is the 4perati4ns Plan for the SSBC Closed Loop Farm System,
dated May 20, 2oio. The research, analysis and preparation of the QRerations elan was
completed by Team Grass Fed (TGF), a group of graduate students at Presldio Graduate
School In San Francisco, California (Ian Bevan, Tone' Minnick, Eric Strong and Stacey
Waldspurger). .
The plan includes a detailed cost benefit analysis for the development of a local food
production source for the Standing Stone Brewing Company (SSBC). The objectives of the
closed loop farm system dovetail seamlessly Into the SSBC sustainability formula because
meat production is a major contributor to greenhouse gases. The proposed local food
source would further reduce SSBC's continually-decreasing carbon footprint.
4,4_EnvironmentaLStewat dship
a) The proposed land use Includes primarily animal husbandry and does not generate
any particulate matter Into the air. As stated In a previous section, SSBC will practice
dust control on Internal driveways as is necessary,
b) The proposed farm use does not Include any Industrial noise whatsoever and will not
generate continual noise that would Impact adjacent property owners. From time to
time there will be minor construction of fences and coops that will be conducted
pursuant to the noise regulations set forth In the Jackson County Code.
c) The acreage under lease will be observed continually in order to determine ways to
Improve the health of the soil and to manage natural drainage patterns on the site.
The proposed farm use Itself will not generate any soil erosion. It Is also noted that
the proposed farm use will shift about the site with the use of mobile paddocks and
will only utilize a small portion (estimated to be to acres, 3.8% of the site) of the 265
acres at any given time.
d) As noted above the farm operation will be conducted upon a small percentage of the
subject acreage and will have no effect upon wildlife. Our objective will be to
separate local varmints from the livestock to reduce inventory shrinkage.
SSBC affirms its Intention to improve this land and its soil from Its current condition and to
continually maintain Its health for future generations. Also key in this proposal Is the
reduction of vehicle miles, part of our national goal to reduce carbon emissions.
SSBC Proposal for BeneBdal Use of lrnperatri a Property - Project 2009-12
Page 3 of 6
4, -Wastewater Effluent Use
SSBC acknowledges the primary purpose for the City acquiring the subject property. The
applicant's proposed farm-use within the 2-year time frame will only require a small portion
of the 265 acres; therefore, it Is expected that the proposed use will not preclude the
discharge of treated effluent from the City's wastewater treatment facility should that occur
within the timeframe of the short-term lease.
4.6 Adherence to Jackson- unty Land Development ordinances
In reviewing the current Jackson County Land Development Ordinance (LDO), the applicant
concludes that SSBC's proposed farm use described above is a Type 1 use, permitted by right
and only requiring non-discretionary staff review (pursuant to Section 4.2.2 and Table 4.2-1
for Exclusive Farm Use (EFU) zoned land, Jackson County LDO.
Moreover, any permanent or temporary structures necessary to manage livestock are also
permitted upon EFU-zoned property in accordance with uses listed as #2 and f,'4 on Table
4.2-1 of the current Jackson County LDO. Depending upon the design and particular use,
temporary structures used In conjunction with farm use may require a Type 2 discretionary
review and an opportunity for a public hearing. The applicant Is prepared to engage In
preliminary meetings with the County Planning Staff and submit the necessary permit
applications to operate the proposed farm use.
5,1 Lease Terms
The applicant understands that a lease agreement will be designed to match the specific
proposal that is awarded the property lease. If awarded the lease, SSBC will be available to
participate In that process with the City.
5.2ludemnification
The lease agreement shall indemnify the City of Ashland from any and all actions of the
leaseholder on the Qty-owned Imperatrlce property.
Sainsurance
Through Travelers Insurance Company (Agent: United Risk Solutions), SSBC shall provide
general liability Insurance coverage to the agreed upon limits specified in the lease
agreement for the subject property. The City of Ashland, its elected officials, officers and
employees shall be listed as additional Insured on the policy.
SSB[ Proposal for Beneficial Use of Imperatrice Property - Project 2009-12
Page 4 of 6
5AJ&flntalfee
SSBC proposes to pay an annual rental fee to the City of $1.00 (one dollar).
5.5 TID Annual Charge
As required by the City of Ashland, SSBC shall pay the annual Talent Irrigation District (TID)
charge of $9000 for Irrigation on the subject property.
5,6.01Df_FkCProtection Fees
SSBC shall pay the annual Oregon Department of Forestry fee for fire protection services in
the amount of $io61 + .
5,7 Property Taxes
Also under the terms of the lease agreement, SSBC shall pay the annual property taxes on
the subject property an approximate amount of $855.
1.1 Addendums
Addendums No.1 and No. 2, issued on June 10, 201o and June 16, 2oio respectively, are
acknowledged and attached hereto.
Conclusion
The statements In this proposal are correct and truthful representations. SSBC
acknowledges all details and provisions of the City's proposal process (Project 2009-12) and,
if selected, will negotiate the lease agreement in good falth with the City of Ashland.
To summarize, the Standing Stone Brewing Company (SSBC) is proposing a 2-year lease with
the City for the site known as the "Imperatrice Property", a 265-acre portion thereof. SSBC
intends to develop and operate a sustainable farm operation (closed loop farm system) to
help support its restaurant and brewery; specifically livestock, beginning with chickens.
To lease the subject property, SSBC proposes to pay an annual rental fee of $1.0o and pay
the annual fees listed in the NFP for Project 20o9-i2, a grand total of $10,917 In addition,
the Standing Stone Brewing Company proposes a beneficial use of the Imperatrice Property
as follows:
• Utilize sustainability practices to operate a farm for the local production of food for
the Standing Stone Brewing Company.
SSBC Proposal for Beneficial Use of Imperatrice Property- Project 2009.12
Page 5 of 6
• Create a benefit to the public by reducing vehicle miles traveled via local production
of food.
• Create opportunities to educate the public about the sustainable farm practice.
• 'Maintain the natural appearance of the subject property.
• Support the City's discharge of treated effluent from the City's wastewater
treatment facility as is necessary.
• Comply with the City's standards for environmental stewardship relating to air
quality, noise pollution, drainage and wildlife preservation.
• Comply with all applicable regulations of both Jackson County and State of Oregon
and obtain all requisite permits from agencies.
• Indemnify the City within the lease agreement provisions and provide general liability
insurance naming City of Ashland, Its elected officials, officers and employees as
additional insured on the policy.
Submitted.by
X_ Date. 6 • Z i - I U
ALEX AMAROTICO, President, Standing Stone Brewing Company
Cell: 1.541.840.8494
Email: ale;:foleaanding,tunc~rcwbiti.tom
Consultant: George Rubaloff, Email: ,g.n~baloff n gm;iilcrnn Cell: 541.890.3273
ATTACHMENTS (not counted in the 6-page limit for proposal):
t. Addendum No. I(Prolect k 2009-12) Issued on June 10, 2010
2. Addendum No. 2 (Project A 2009-12) Issued on June 16, 2010
3. Copy of Proposal Registration Form received by City of Ashland on June 8, 2oto
4. Busines's Plan entitled Operati0ns,21amfor-the SSBS Closed I Q0p Farm System, dated
May 20, 2010
SSBC Proposal for Beneficial use of Imperatrice Property - Project 2009.12
Page 6 of 6
EXHIBIT C
This Exhibit details Section 10.6 Lessee Specific Obligations of the IMPERATRICE
RANCH Ground Lease Agreement for Ranching and Sustainable Farming.
1) Lessee's Specific Obligations. Lessee shall have the specific obligations:
a) Lessee will erect any and all fences required under the Lease and will thereafter
keep and maintain all fences upon the Property in as good order, condition, and
repair as they exist at the beginning of the Lease term, allowing for any
reasonable deterioration from the elements or damage by natural causes.
i) Lessee will act with City to install fencing in a manner mutually agreeable to
both parties that separates or divides the Property in a manner that protects
canals and irrigation facilities from encroachment and damage by Lessee's
livestock. Such canals and irrigation facilities shall include the Hamby Spring,
the TID canal and the unnamed seasonal creek along the east boundary of
Lot 38 1 E 33-200.
b) Lessee will control and direct all irrigation water overflow so that no waters shall
be directed onto adjacent properties or right-of-ways except at appropriate and
approved facilities constructed for such purpose.
c) Lessee will irrigate the Property using water supplied by the TID and, when
reasonably available, will accommodate the use of City wastewater effluent for
any all approved irrigation use.
ADDENDUM I The following language supports and is made a part of the Agreement (the "Lease") entered into
between the CITY OF ASHLAND, OREGON, (City) and Standing Stone Brewing Co., (Lessee).
INSURANCE.
A. REQUIRED INSURANCE. Notwithstanding what is otherwise provided in the Lease, Lessee
shall obtain at Lessee's expense the insurance specified in this Addendum prior to performing
under this Lease and shall maintain it in full force and at its own expense throughout the
duration of this Lease. Lessee shall add City as an additional insured on all policies and Lessee
shall obtain the following insurance from insurance companies or entities that are authorized to
transact the business of insurance and issue coverage in State and that are acceptable to City.
1. WORKERS COMPENSATION. All employers, including Lessee, that employ
subject workers, as defined in ORS 656.027, shall comply with ORS 656.017 and shall
provide workers' compensation insurance coverage for those workers, unless they meet
the requirement for an exemption under ORS 656.126(2). Lessee shall require and
ensure that each of its subcontractors complies with these requirements.
2. COMMERCIAL FARM LIABILITY.
a. Commercial General Liability. Commercial General Liability Insurance
covering bodily injury, death and property damage in a form and with coverages that are
satisfactory to the City. This insurance shall include personal injury liability, products
coverage, pollution coverage if storage containers on Property, and pesticide/herbicide
contamination or overspray. Coverage shall be written on an occurrence basis. Lessee
shall provide proof of insurance of not less than the following amounts as determined by
the City:
Bodily Injury/Death:
$1,000,000.00 Per occurrence limit for any single claimant; and
$5,000,000.00 Per occurrence limit for any number of claimants:
AND
b. Property Damage:
$1 million Per occurrence limit for any single claimant; and
$5 million Per occurrence limit for any number of claimants.
AND
c. Umbrella Policy
$5 million
3. AUTOMOBILE LIABILITY INSURANCE:
a. Automobile Liability. Automobile Liability Insurance covering all owned, non-
owned, or hired vehicles. This coverage may be written in combination with the
Commercial General Liability Insurance (with separate limits for "Commercial General
Liability" and "Automobile Liability"). Lessee shall provide proof of insurance of not less
than the following amounts as determined by the City:
Bodily Injury/Death:
$1 million Per occurrence limit for any single claimant; and
$5 million Per occurrence limit for any number of claimants
B. NOTICE OF CANCELLATION OR CHANGE.
There shall be no cancellation, material change, potential exhaustion of aggregate limits or non-
renewal of insurance coverage(s) without sixty (60) days' written notice from this Lessee or its
insurer(s) to City. Any failure to comply with the reporting provisions of this clause shall
constitute a material breach of Lease and shall be grounds for immediate termination of this
Lease by City.
C. CERTIFICATE(S) OF INSURANCE.
Lessee shall provide to City Certificate(s) of Insurance for all required insurance before
performing any activities on the Property related to this Lease. The Certificate(s) must specify
all entities and individuals who are endorsed on the policy as Additional Insured (or Loss
Payees). Lessee shall pay for all deductibles, self-insured retention and self-insurance, if any.
ADDENDUM 1
The following language supports and is made a part of the Agreement (the "Lease") entered into
between the CITY OF ASHLAND, OREGON, (City) and Standing Stone Brewing Co., (Lessee).
INSURANCE.
A. REQUIRED INSURANCE. Notwithstanding what is otherwise provided in the Lease, Lessee
shall obtain at Lessee's expense the insurance specified in this Addendum prior to performing
under this Lease and shall maintain it in full force and at its own expense throughout the
duration of this Lease. Lessee shall add City as an additional insured on all policies and Lessee
shall obtain the following insurance from insurance companies or entities that are authorized to
transact the business of insurance and issue coverage in State and that are acceptable to City.
1. WORKERS COMPENSATION. All employers, including Lessee, that employ
subject workers, as defined in ORS 656.027, shall comply with ORS 656.017 and shall
provide workers' compensation insurance coverage for those workers, unless they meet
the requirement for an exemption under ORS 656.126(2). Lessee shall require and
ensure that each of its subcontractors complies with these requirements.
2. COMMERCIAL FARM LIABILITY.
a. Commercial General Liability. Commercial General Liability Insurance
covering bodily injury, death and property damage in a form and with coverages that are
satisfactory to the City. This insurance shall include personal injury liability, products
coverage, pollution coverage if storage containers on Property, and pesticide/herbicide
contamination or overspray. Coverage shall be written on an occurrence basis. Lessee
shall provide proof of insurance of not less than the following amounts as determined by
the City:
Bodily Injury/Death:
$1,000,000.00 Per occurrence limit for any single claimant; and
$5,000,000.00 Per occurrence limit for any number of claimants:
AND
b. Property Damage:
$1 million. Per occurrence limit for any single claimant; and
$5 million Per occurrence limit for any number of claimants.
AND
c. Umbrella Policy
$5 million
3. AUTOMOBILE LIABILITY INSURANCE:
a. Automobile Liability. Automobile Liability Insurance covering all owned, non-
owned, or hired vehicles. This coverage may be written in combination with the .
Commercial General Liability Insurance (with separate limits for "Commercial General
Liability" and "Automobile Liability"). Lessee shall provide proof of insurance of not less
than the following amounts as determined by the City:
Bodily Injury/Death:
$1 million Per occurrence limit for any single claimant; and
$5 million Per occurrence limit for any number of claimants
B. NOTICE OF CANCELLATION OR CHANGE.
There shall be no cancellation, material change, potential exhaustion of aggregate limits or non-
renewal of insurance coverage(s) without sixty (60) days' written notice from this Lessee or its
insurer(s) to City. Any failure to comply with the reporting provisions of this clause shall
constitute a material breach of Lease and shall be grounds for immediate termination of this
Lease by City.
C. CERTIFICATE(S) OF INSURANCE.
Lessee shall provide to City Certificate(s) of Insurance for all required insurance before
performing any activities on the Property related to this Lease. The Certificate(s) must specify
all entities and individuals who are endorsed on the policy as Additional Insured (or Loss
Payees). Lessee shall pay for all deductibles, self-insured retention and self-insurance, if any.
REG EI
ED -
JUN 26 201;s, Pity of Ashland
RREWIN
]IY
CJune 00.201,9*,
Michael Faught
Public Works Dii ector `
City of Ashland .
.'20 East'Mani Street
Ashlard, OR 97520..
- t
Dear Mike
1 would like this letter to sere as tgritten notice that Standuig Stone Brewing Cq ivoidd hke to renew
Our current :two-year lease ofthe Imperatrice Property'for another `term. -
Please advase&if-you Nvoulii like to'discuss any par t of the leasi.,furthcr'oflierwise u•e will assurne-the
conditions of the original lease on Octohel :1',; ZOt3 through Septeinlier. 50, 201
Sincerely,
AI , maroti
Standing Stone Iii ewmg Co -
10'1 OAK STREET AS HLAN D~,O R\- PH O. N'Ee 541%482.244a I FAX: 541.48i 9459 1 ' ~STAN DI NGSTO.N EB REWING.COM