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91-031 McClellan Ranch House (Audubon Society) 91-031 McCLELLAN RANCH HOUSE (AUDUBON SOCIETY) AMPRtL RTBN ATE OF INSURAN CE a CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE KELTER-THORNER OF CALIFORNIA DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BV THE 2342 EL CAMINO REAL POLICIES BELOW. REDIOOD CITY, CA 94063 COMPANIES AFFORDING COVERAGE 415-369-1033 COMPANY ( LETTER A ZENITH INSURANCE CO. COMPANY INSURED LETTER S[COND HARVEST FOOD BANK OF cO 'ANv SANTA CLARA & SAN MATEO COUNTY LEr,�R C 750 Curtner Avenue COAPANv Sin .Jose LETTER D CA 92125 COMPANY LETTER E ffi THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODV INDICATED,NOTWITHST.ANDINC ANY REQUIREMENT,TERM ORCOND!TIONOF ANY CONTRACT OROTHER DOCUMENT WITHRESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OPMAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWNMAY HAVE BEEN REDUCED BY PAID CLAMS CO TVFW—OrINSURAN.`.E POLIOVNUMOER �POLICYEFFEOTIVE POLICY EXPIRATION LIMITS YS L DATE(MM/DD/YY) DATE(MM/DD/YY) GENERAL LIABILITY E . GENERAL AGGREGATE COI1WERCIAL GENERAL 'IABILITY PRODUCTS-COMP/0PAGG. E CLAIMS MADE a OCCUR I I PERSONAL & ADV. INJURY $ OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE E FIRE DAMAGE (Any one lire) E MED.EXPENSE[Any one person E AUTOMOBILE LIAe1LITY COMBINED SINGLE ANY AL-10 LIMIT E ki. OWNED AUTOS I y-� 's��-j�,��`� I BOUILY INJURY E ice• SCHEDULED AUTOS (Per Person) HIRED AUTOS I BODILY INJURY E NON-OWNED AUTOS )' ` (Per accident) GARAGE LIABILITY CITY 0F• (;UpERTiNO PROPERTY DAMAGE E U1LD00 EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE E OTHER THAN UMBRELLA MRM WORKER'S COMPENSATION X STATUTORY LIMITS AND N0367509 1/01/94 1/01/95 EACH ACCIDENT E 1.000.000 EMPLOVERS'LIABR.ITY DISEASE-POLICY LIMIT E 1.000,000 DISEASE-EACH EMPLOYEE = O 0 OTHER I DESORPTION OF OPERATIONSILOOATIONSNEHICLESISPECIAL ITEMS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYSWRITTENNOT ICE TOT HECERTIFICATEHOLDERNAMEDT0THE CITY OF CUPERT I NO LEFT.BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR 10300 Torre Avenue LIABILITYOF ANYKINDUPONTHE COMPANY,ITS AGENTSOR REPRESENTATIVES. Cupertino, CA 95014 avTHaRI tPRESLTRA�TTtE A TN 8A RA BROWN 032720000 ABORD. CERTIFICATE OF INSURANCE 0DATE Mmloarm 1/(10/6 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Sylvester Schwartz & Tugaw ONLY AND CONFERS NO RIGHTS UPON THE (XRTIFICATE 4966 E 1 Camino Real, Suite 200 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Los Alto 3, CA 94022 `— COMPANIES AFFORDING COVERAGE COMPANY AAetna Casualty & Surety Co. INSURED . Santa Clara Vallev Audobon COMPANY e Society, Inc. 22221 McClellan Road COMPANY c Cupertino, CA 95014 COMPANY D COVERAGES y THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID OLAIMS. CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE F'OL(CY EXPIRATION! LIMITS LTA DATE(MMIDDIYY) DATE(MM/DD/YY) A GENERAL LIABILITY 05ACM25274928TCI 02/12/96 02/12/97 GENERALACGREGATE. Q,.0.00000 I X (COMMERCIAL GENERAL LIABILITY. PRODUCTS-COMP/OP AGG�,$2, 000,000 'CLAIMS MADE X OCCUR PERSONAL&ADV INJURY :$1, 000, 000 F .OWNERS 8 CONTRACTOR'S PROT EACH OCCURRENCE :$1, 000,90Q FIRE DAMAGE(Anyone lirey$ 5 0,_0-0.0 ME D EXP(Any one person) $ 5, 000 A 'AUTOMOBILE LIABILITY FJ25278934TCA 02/12/96 02/12�97 _ 'COMBtNED SINGLE LIMIT S1, 000, 000 'ANY AUTO _ ALL OWNEDAUTOS BODILY INJURY SCHEDULEDAUTOS (per person) $ 1 HIRED AUTOS --.I BODILY INJURY j X NON-OWNED AUTOS (PeraccitleM) ;$ PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ _ ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT '$ AGGREGATE $ EXCESS LIABILITY i !EACH OCCURRENCE Is UMBRELLA FORM .AGGREGATE -I$ i OTHER THAN UMBRELLA FORM 8 i I WORKERS COMPENSATION AND STATUTORY EMPLOYERS'LIA81LITY _ ,EACHACCIDENT $ i THE PROPRIETOR/ INCL. DISEASE-POLICY LIMIT :$ - PARTNERSIEXECUTIVE - OFFICERS ARE: EXCL 1 DISEASE-EACH EMPLOYEE'i$ f OTHER I , 1 DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS ADDITIONAL INSURED: See attached Additional Insured Endoisement (See Attached Schedule . ) NOTICE OF CANCELLATION FOR CERTIFICATE HOLDER ,CANCELLATION u SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE The City of Cupertino, Its EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL Officers and Employees & Agents _IQ_DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAME 0 TO THE LEFT, P ) _44e BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY Cupertino, CA 95015 OF ANY KIND UPON.2g[MM!6P ITS AGENTS OR REPRESENTATIVES. AUTHORIZED RErLMIENTATIV9 ACORD 2S•S of 2 _#S8829/M8fl28 0 ACORD CORPORATION 1993 DESCRIPTIONS (Continued from page 1.) COVERAGE PART NUMBER: COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - MANAGERS OR LESSORS OF PREMISES This endorsement modifies insurance provided under the fo!lowing: COMMERCIAL GENERAL LIABILITY COVERAGE PART WHO IS AN INSURED (Section II) is amended to included as an insured the person or organization shown in the Schedule, but crzly with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown .in the Schedule and subject to the following additional exclusions : This insurance does not apply to: I. . Any "occurrence', which takes place after you cease to be a tenant in the premises. 2 . Structural alterations, new construction or demolition operations performed by or on behalf of the person or organization shown in the Schedule . SCHEDULE 1. DESIGNATION OF PREMISES (PART LEASED TO YOU) : 22221 McClellan Road, Cupertino, CA 95014 2 . NAME OF PERSON OR ORGANIZATION (ADDITIONAL INSURED) : The City of Cupertino, Its Officers and Employees and Agents P.U. Box 580 Cupertino, CA 95015 CG2011 (ED. 11-85) PRINTED IN U.S.A 0SGEM25.2 "32 of 2 #S8829JM8828 RESOLUTION NO. 9563 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AUTHORIZING EXECUTION OF LEASE AND CARETAKER. AGREEMENT BETWEEN CITY OF CUPERTINO AND THE SANTA CLARA VALLEY AUDUBON SOCIETY FOR THE MCCLELLAN RANCH MOUSE WHEREAS, there has been presented to the City Council a proposed Lease and Caretaker Agreement between the City of Cupertino and the Santa Clara Valley Audubon Society providing for use of a portion of the McClellan Ranch House; and WHEREAS, the terms, conditions and provisions of the agreement have been *eviewed and approved by the City Attorney and the Director of Parks and Recreation. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Cupertino hereby approves the aforementioned agreement and authorizes the Mayor and the City Clerk to execute said agreement on behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 20th day of February, 1996, by the following vote: -V-= Members sf the City Cg=il AYES: Bautista, Chang, Dean, Sorensen, Burnett NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Is/ Kimberly Smith Isl Don Burnett _ City Clerk Mayor, City of Cupertino eesoluti/audubon.doc City Hall 10300 Torre Avenue Cupertino,CA 95014- 202 Telephon:: (408)777-3223 FAX: (408)777-3366 � 't1l)C11 1110 ------ -- - - - OFFICE of TFIE CITY CLERK February 26, 1996 Santa Clara Audubon Valley Society Attn: Director 22221 McClellan Road Cupertino, California 95014 AGREEMENT BETWEEN THE CITY OF CUPERTINO AND SANTA CLARA VALLEY AUDUBON SOCIETY Enclosed is one fully executed agreement by and between the City of Cupertino and Friends of Stevens Creek Trail. This agreement shall commence on November 1, 1995, and shall terminate on October 31, 1997. If you have any questions or need additional information, please contact Steve Dowling (408) 777- 3110. Sincerely, KIMBERLY SMITH, CMC CITY CLERK KS/cs Enclosure LEASE AND CARETAKER AGREEMENT FOR THE McCLELLAN RANCH HOUSE This Lease and Caretaker Agreement ("AGREEMENT"') is made by and between the City of Cupertino ("CITY") and the Santa Clara Valley Audubon Society, a California corporation, ("LESSEE"). The premises to be leased by this AGREEMENT is a portion of what is commonly known as the "McClellan Ranch House," and more particularly described as 22221 McClellan Road, McClellan Ranch Park, City of Cupertino, County of Santa Clara, State of California ("PREMISES"). The PREMISES consist of two offices within the ranch house consisting of 488 square feet, together with the non-exclusive use of hallways, restrooms, and outside parking facilities. This AGREEMENT is entered for the purpose of making available for lease of the PREMISES owned by the CITY on the condition that: (1) the LESSEE pay the rent above described, (2) the LESSEE is responsible for caretaking duties of the PREMISES site as set forth in the terms of this AGREEMENT, and (3) the LESSEE provides the CITY with educational programs, and informational workshops to the Cupertino community as set forth.in the terms of this AGREEMENT. CITY AND LESSEE AGREE AS FOLLOWS: 1. LEASE TERM: The lease of the PREMISES shall commence on November 1, 1995 and end two years later, or. October 31, 1997, at which time the lease may be renegotiated after evaluation by the CITY. 2. RENT: Rent shall be based upon the rate of $1.00 per square foot per month. Effective November 1, 1995, LESSEE shall occupy-the front office of 308 square feet for a monthly rate of $308.00, and the middle office of 180 square feet for an additional monthly -ate of$180.00. Total rent shall be $488.00 payable in advance on the first day of each calendar month. LESSEE shall pay rent to CITY at 10300 Torre Avenue, Cupertino, California, Attention Finance Director, Room 101. In the event rent is not paid within ten (10) days after the date due, rent is deemed late and delinquent and a late charge of$20.00 plus interest at the rate of 10% per amnum on the delinquent amount shall be assessed. LESSEE further agrees to pay $20.00 for each dishonored bank check. �. S ' " jI ITY DEPOSIT: A security deposit of$250.00, not applicable toward the last month's rent payment, has been paid by the lessee. 4. JTL li IT1F c rF.�hl'HONE, OFFICEOUIPMENT: CITY shall be responsible for the payment of all utility bills applicable to the PREMISES including water, electrical services, garbage and janitorial sen ices for said PREMISES. LESSEE shall be responsible for its own telephone service and shall provide for its own office equipment and furnishing. 5. TAXES: LESSEE shall be responsible for payment of any and all possessory interest property taxes. 6. MAINTENANCE: CITY shall be responsible for maintaining the PREMISES, including doorways, windows, sidewalks adjacent to said PREMISES and the interior of the PREMISES in good and sanitary order, condition and repair, normal wear and tear excepted, provided, however, that LESSEE shall be responsible for damages caused by the negligence of its employees, invitees or guests. LESSEE shall not commit waste on the PREMISES. 7. ALTERATIONS-AND REPAIRS/ACCESS: LESSEE shall not paint, paper, or make alterations to the PREMISES without prior written consent from the CITY. LESSEE shall permit the CITY and its agents to enter into and upon the PREMISES at all reasonable times for purposes of inspecting the same or for the purpose of maintaining or repairing the PREMISES. Access to the PREMISES is limited to CITY employees or agents, LESSEE employees or agents, and members of the public receiving services provided by LESSEE. 8. FOURS OF OPERATION: LESSEE shall maintain an office facility during normal hours of operation. LESSEE shall detern"iine its own hours of operation, provided that sa;d hours are between 8:00 a.m. and 10:00 p.m. LESSEE shall be responsible for securing the facility and setting of the burglar alarm at the end of each day. 9. COMMON AREA/PARKING: LESSEE may utilize th,: hallways, restrooms, and parking facilities without additional rent, provided, however, that if LESSEE wishes to utilize other areas of McClellan Park for which CITY normally charges a user fee, LESSEE shall be responsible for payment of said fee. CITY shall be entitled to utilize all common areas for program activities upon giving LESSEE seven (7) days advance notice. CITY retains the right to designate exc'.usive parking for LESSEE, or any other LESSEE of the PREMISES, or in the event that, in the opinion of the CITY, the parking lot becomes over-utilized. It is estimated that L.ESSEE's need for parking shall not exceed 12 spaces. owl 10. INSURAN-CE: LESSEE shall maintain insurance as outlined in :he insurance and indemnity requirements as set forth in Exhibit A, attached hereto and incorporated herein by this reference. 11. INDEMNIFICATION: CITY shall not be liable for any damage ,)r injury to eny employee, guest, or invitee, or to any property occurring witHn the PREWSES or within the common areas. LESSEE agrees to hold CITY harmless from any claims for damages unless such damage is the proximate result of negligence or unlawful conduct of CITY, its agents or employees. 12. SUBLETTING AND ASSIGN ,ENT: LESSEE shall not assign, sublet, or transfer this lease or any portion thereof. Any attc,;ipt to assign, sublet, or transfer shall be void and shall constitute grounds for the termination of this lease by the CITY. 13. ANIMALS: No animals shall reside in or on the PREMISES without prior .vritten consent of the CITY. 14. ORD ANCES AND STATUTES: LESSEE shall comply with Cupertino's Municipal Ordinances and all State and Federal Statutes and Ordinances now in force, or which may hereafter be in force pertaining to the use of the PREMISES 15. SIGNAGE: The CITY shall provide signage designating facility and organizations utilizing the facility. 16. CARETAKER DUTIES: As caretakers of the PREMISES and the surrounding `rounds, LESSEE promises to do the following: a) Require that its employees who regularly operate the PREMISES obtain training from the CITY's Naturalist and become familiar with the McClellan Park Rules and Title 13 of the Cupertino Municipal Code, which gov,ms the use of parks and buildings of the CITY. Report to CITY's code enforcement and violations of the above- referenced regulations found by LESSEE (a copy of Cupertino Municipal Code, Title 13, is attached hereto as Exhibit B). b) Notify the CITY's Parks and. Recreation office prior to any absence from the PREMISES for any extended period of time. c) Report incidents, such as park misuse and vandalism, and any emergencies, such 4s burglaries, to the McClellan Ranch Caretaker or, if he is unavailable, to the County Sheriff. In the event the Sheriffs office is involved, report the incident to the Director of Parks and Recreation. (CITY shall furnish LESSEE with a list of contact numbers prior to occupancy of the PREMISES). 3 17. RFTLRN OI -,Y_ : Upon termination of this AGREEMENT, the keys to the PREMISES including all duplicated sets, are to be hand delivered to CITY's Parks and Recreation Director or an authorized representative. 18. HOL.DING OVER: Any holding over after the expiration of the lease term, with the written consent of the CITY, shall be construed as a month-to-month tenancy in accordance with the terms of this AGREEMENT, until either party terminates the tenancy by giving the other party thirty (30) days written notice delivered by certified mail. 19. GROSS FOR M ATION: CITY ietains the right to terminate this AGREEMENT upon any breach by LESSEE, of any materiw1 term, provision, covenant or condition thereof. C-ITY shall first provide LESSEE written notice of any perceived breach in this AGREEMENT and LESSEE shall have ten (10) days to correct or resolve said condition. 20. WAIVER: The failure of CITY to exercise any right hereunder shall not constitute waiver of such right. 21. ATTORNEYS' FEES: if legal action is commenced to enforce or to declare,the effect of any provision of this AGREEMENT, the prevailing party shall be awarded attorneys' fees and costs incurred in such action. 22. TIME.: Time is of the essence of this AGREEMENT. 23. EXHIBITS: All Exhibits hereto, specifically Exhibits A and B. are incorporated herein and made part of this AGREEMENT by this reference. 24. ENTIRE AGREEMENT: This AGREEMENT consisting of seven (7) pages, constitutes the entire AGREEMENT and supersedes any prior agreement between the parties. 25. ADDIT.I4NAL. DUTIES OF LESSEE: LESSEE apd CITY are entering into this Lease and Caretaker Agreement with goals of enhancing the quality of environmental programs for the CITY and providing a natural area for the conduct of some of LESSEE'S ongoing activities. As such, both the CITY through the CITY Naturalist, and LESSEE agree to work together throughout the term of this Lease to try to develop a program of activities mutually beneficial to CITY and LESSEE. 4 LESSEE has executed this Lease and Caretaker Agreement for the PREMISES in McClellan Ranch Park on this ��• day of tj6 � , 1995. By 1A _ Santa Clara Val Audubon Society Tj CITY has executed this Lease and Caretaker �ment for the PREMISES in McClellan Ranch Park on this "—� day of r o✓��t8�k , 1995. By 136nal . Brown City Manager Attested By --� Kim S i City Clerk Approved as to form Charles T. illian City Attorney Attachments: Exhibit A -Insurance and Indemnity Requirements Exhibit B - Cupertino Municipal Code,Title 13 5 EMBIT A INSURANCE AND INDEMNITY REQUIREMENTS Indemnity: LESSEE agrees to indemnify and hold harmless the City of Cupertino, its officers, employees and elected officials, boards and commissions from all suits, actions,claims, causes of action, costs, demands,judgments and liens arising out of the LESSEE'S performance under the AGREEMENT, including the LESSEE'S failure to comply with or carry out any of the provisions of the AGREEMENT. Insurance: LESSEE shall take out prior to commencement of the perfonmance of the terns of the AGREEMENT, pay for, and maintain until completion of the AGREEMENT, the following types of Policies. These Policies must cover at least the following, which are minimum coverages and limits. I. C.omprehensive General Liability Insurance; including the following: A. Premises Operations (including completed operations, if the exposure exits). B. Broad Form Blanket Contractual. C. Personal Injury coverages A, B and C. 1. All coverages must have a minimum of $2,000,000 combined single limit. I1. Workers Compensation: LESSEE shall provide CITY with a copy of LESSEE'S Workers Compensation coverage. III. Endorsements: On all required insurance the following endorsements must be a part of each on lice. A. The City of Cupertino, its officers and employees, and agents are to be additional insured. B. Thirty (30) days notice of canceilation or reduction in coverage of any nature mast be given to the City of Cupertino. C. The insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the City of Cupertino may have will be excess only. D. All insurance policies must be satisfactory to the City of Cupertino. 6 orrz�:A,:cr: �:O. 710 EXHIBIT B AN OPUNINANCE OF THE CITY OF CUP11;RT1M10 A`FLAMING C11APTF.i. 11.04 OF THE CL:rr.^T INO MUNTCIVAL CODE TO PROVIDE FOR NATUT'.L• AFD/OR RUT \L PrESERVE T11E CITY COU`:CIL OF THE CITY OF CUPERTINO DOES ORDAIN AS FOLLOWS: The followin,o. Provisions arc hereby added to Chapter 13.04 of the Cupertino Municipal Codc: Section. 13.04.020 - Definitions T. Nature and/or Rural Preserve - A'park so designated by the City Council pursuant to Section 13.04.201. Section 13.04.201 - Nature an0or Rural Preserve A. Any park characterized by such unique natural features that it is deemed a valuable and irreplaceable resource may be designated by the City Council either by ordinance or resolution as a Nature and/or Rural Preserve, in which event it shall be used and -treated in a .manner consistent therewith. B. Uses shall be limited to those which will maintain and protect the ecology of the area, conserve..the natural features and scenic values, expand community awareness and understanding of natural history and the environment, and provide enjoyment of the resources present consistent with 'their preservation. C. McClellan Ranch Park is hereby designated a Nature and Rural Preserve. Section 1.3.04.202 - Regulations and Guidelines The City Council shall, by resolution, adopt regulations controlling the use, and guidelines pertaining to the development- of, any'park designated as a Nature and/or Rural Preserve. Any such regulations adopted by the City Council shall, cohere inconsistent therewith, take- precedence over any gen&r-al regulations contained in Chapter 13.04. _ INTRODUCED at a regular mee.:_.ng of the City Council of the City of Cupertino this 3rd day of November , 1975. , and ENACTED at a regular meeting of the City Council of the• City of Cupertino this 5th day of January , • 1976, by the following vote: Vote Members of the City Council AYES: Meyers, Nellis, Sparks, Jackson NOES: None ABSENT: Frolich A-BSTA0- Nonc ATTEST: APPROVED: 1:\•der /s/ Jamcs C. Jackson City Clerk Mayor, City of Cupertino 7 C t'4 of cu pe>rti g-w 10300 Ikme Avenue Cw1wrtinn.CA 1,15014-1255 !(-k-photw: 14081 252-4505 FAX: (408) 2S2-0755 DEFARrMENrOf 11 it:C1IY(IFFh December 13. 1993 Santa Clara Valley Audubon Society Attn: Director ??2?1 McClellan Road Cupertino, California 95014 LEASE AND CARETAKER AGREEMENT FOR MCCLELLAN RANCH HOUSE Enclosed is the original and one copies of the Lease and Caretaker Agreement between the Santa Clara Valley Audubon Society and City of Cupertino along with copies of Resolution No. 8993 authorizing execution of this agreement_ Both copies of the agreement have been signed by the appropriate city officials. Please return one of these agreements after it has been executed on behalf of your organization. If you have any questions, please contact this office. Sincerely, KIM MARIE SMFITI CITY CLERK K S/cs Enclosures LEASE AND CARETAKER AGREEMENT FOR THE McCLELLAN RANCH HOUSE This Lease and Caretaker Agreement ("AGREEMENT") is made by and between the City of Cupertino ("CITY")and the Santa Clara Valley Audubon Society,a California corporation, ("LESSEE"). The premises to be leased by this AGREEMENT is a portion of what is commonly known as the "McClellan Ranch House," and more particularly described as 22221 McClellan Road, McClellan Ranch Park, City of Cupertino, County of Santa Clara, State of California ("PREMISES"). The PREMISES consist of two offices within the ranch house consisting of 488 square feet, together %ith the non-exclusive use of hallways, restrooms, and outside parking facilities. This AGREEMENT is entered for the purpose of making available for lease of the PREMISES owned by the CITY on the condition that: (1) the LESSEE pay the rent above described, (2) the LESSEE is responsible for caretaking duties of the PREMISES site as set forth in the terms of this AGREEMENT, and (3) the LESSEE provides the CITY with educational programs, and informational workshops to the Cupertino community as set forth in the terms of this AGREEMENT. CITY AND LESSEE AGREE AS FOLLOWS: 1. LEASE TERM: The lease of the PREMISES shall commence on November 1, 1993 and end two years later, on October 31, 1995, at which time the lease may be renegotiated after evaluation by the CITY. 2 RENT: Rent shall be based upon the rate of $1.00 per square foot per month. Effective November 1, 1993, LESSEE shall occupy the front office of 308 square feet for a monthly rate of $308.00, and the middle office of 180 square feet for an additional monthly rate of$180.00. Total rent shall be $488.00 payable in advance on the first day of each calendar month. LESSEE shall pay rent to CITY at 10300 Torre Avenue, Cupertino, California, Attention Finance Director, Room 101. In the event rent is not paid within ten (10) days after the date due, rent is deemed late and delinquent and a late charge of $20.00 plus interest at the rate of 10% per annum on the delinquent amount shall be assessed. LESSEE further agrees to pay $20.00 for each dishonored bank check. r 3. SECURITY DEPOSIT: A security deposit of$250.00, not applicable toward the last month's rent payment, shall be due and payable at the commencement of this term. 4. UTILITIES, TELEPHONE, OFFICE EQUIPMENT: CITY shal! be responsible for 0-x payment of all utility bills applicable to the PREMISES including water, electrical services, garbage and janitorial services for said PREMISES. LESSEE shall be responsible for its own telephone service and shall provide for its own office equipment and furnishing. 5. TAXES: LESSEE shall be responsible for payment of any and all possessory interest property taxes. G. MAINTENANCE: CITY shall be responsible for maintaining the PREMISES, including doorways, windows, sidewalks adjacent to said PREMISES and the interior of the PREMISES in good and sanitary order, condition and repair, normal wear and tear excepted, provided, however, that LESSEE shall be responsible for damages caused by the negligence of its employees, invitees or guests. LESSEE shall not commit waste on the PREMISES. 7. ALTERATIONS AND REPAIRS/ACCESS: LESSEE shall not paint, paper, or make alterations to the PREMISES without prior written consent from the CITY. LESSEE shall permit the CITY and its agents to enter into and upon the PREMISES at all reasonable times for purposes of inspecting the same or for the purpose of maintaining or repairing the PREMISES. Access to the PREMISES is limited to CITY employees or agents, LESSEE employees or agents, and members of the public receiving services provided by LESSEE. 8. HOURS OF OPERATION: LESSEE shall maintain an office facility during normal hours of operation. LESSEE shall determine its own hours of operation, provided that said hours are between 8:00 a.m. and 10:00 p.m. LESSEE shall be responsible for securing the facility and setting of the burglar alarm at the end of each day. 9. COMMON AREA/PARKING: LESSEE may utilize the hallways, restrooms, and parking facilities without additional rent; provided, however, that if LESSEE wishes to utilize ether areas of McClellan Park for which CITY normally charges a user fee, LESSEE shall be responsible for payment of said fee. CITY shall be entitled to utilize all common areas for program activities upon giving LESSEE seven (7) days advance notice. CITY retains the right to designate exclusive parking for LESSEE, or any other LESSEE of the PREMISES, or in the event that, in the opinion of the CITY, the parking lot becomes over-utilized. It is estimated that LESSEE's need for parking shall not exceed 12 spaces. 2 10. INSURANCE: LESSEE shall maintain insurance as outlined in the insurance and indemnity requirements as set forth in Exhibit A, attached hereto and incorporated herein by this reference. 11. INDEMNIFICATION: CITY shall not be liable for any damage or injury to any employee, guest, or invitee, or to any property occurring within the PREMISES or within the common areas. LESSEE agrees to hold CITY harmless from any claims for damages unless such damage is the proximate result of negligence or unlawful conduct of CITY, its agents or employees. 12. SUBLETTING AND ASSIGNMENT: LESSEE shall not assign, sublet, or transfer this lease or any portion thereof. Any attempt to assign, sublet, or transfer shall be void and shall constitute grounds for the termination of this lease by the CITY. 13. ANIMALS: No animals shall reside in or on the PREMISES without prior written consent of the CITY. 14. ORDINANCES AND STATUTES: LESSEE shall comply with Cupertino's Municipal Ordinances and all Siate and Federal Statutes and Ordinances now in force, or which may hereafter be in force pertaining to the use of the PREMISES 5. SIGNAGE: The CITY shall provide signage designating facility and organizations utilizing the facility. 16. CARETAKER DUTIES: As caretakers of the PREMISES and the surrounding grounds, LESSEE promises to do the following: a) Require that its employees who regularly operate the PREMISES obtain training from the CITY's Naturalist and become familiar with the McClellan Park Rules and Title 13 of the Cupertino Municipal Code, which governs the use of parks and buildings of the CITY. Report to CITY's code enforcement and violations of the above- referenced regulations found by LESSEE (a copy of Cupertino Municipal Code, Title 13, is attached hereto as Exhibit B). b) Notify the CITY's Parks and Recreation office prior to any absence from the PREMISES for any extended period of time. c) Report incidents, such as park misuse and vandalism, and any emergencies, such as burglaries, to the McClellan Ranch Caretaker or, if he is unavailable, to the County Sheriff. In the event the Sheriffs office is involved, report the incident to the Director of Parks and Recreation. (CITY shall furnish LESSEE with a list of contact numbers prior to occupancy of the PREMISES). 3 17. RETURN OF KEYS: Upon termination of this AGREEMENT, the keys to the PREvIISES including all duplicated sets, are to be hand delivereu to CITY's Parks and Recreation Director or an authorized representative. 18. HOLDING OVER: Any holding over after the expiration of the lease term, with the written consent of the CITY, shall be construed as a month-to-month tenancy in accordance with the terms of this AGREEMENT, until either party terminates the tenancy by giving the other party thirty (30) days written notice delivered by certified mail. 19. GROUNDS FOR TERMINATION: CITY retains the right to terminate this AGREEMENT upon any breach by LESSEE, of any material term, provision, covenant or condition thereof. CITY shall first provide LESSEE written notice of any perceived breach in this AGREEMENT and LESSEE shall have ten (10) days to correct or resolve said condition. 20. WAIVER: The failure of CITY to exercise any right hereunder shall not constitute waiver of such right. 21. ATTORNEYS' FEES: If legal action is commenced to enforce or to declare the effect of any provision of this AGREEMENT, the prevailing party shall be awarded attorneys' fees and costs incurred in such action. 22. TIME: Time is of the essence of this AGREEMENT. 23. EXHIBITS: All Exhibits hereto, specifically Exhibits A and B, are incorporated herein and made part of this AGREEMENT by this reference. 24. ENTIRE AGREEMENT: This AGREEMENT consisting of six (6) pages, constitutes the entire AGREEMENT and supersedes any prior agreement between the parties. 25. ADDITIONAL DUTIES OF LESSEE: LESSEE and CITY are entering into this Lease and Caretaker Agreement with goals of enhancing the quality of environmental programs for the CITY and providing a natural area for the conduct of some of LESSEE'S ongoin; activities. As such, both the CITY through the CITY Naturalist, and LESSEE agree to work together throughout the term of this Lease to try to develop a program of activities mutually beneficial to CITY and LESSEE. 4 LESSEE has executed this Lease and Caretaker Agreement for the PREMISES in McClellan Ranch Park on this day of 1993. By ,.- Santa Clara Valley Audubon Society CITY has executed this Lease and Caretaker Agreement for the PREMISES in McClellan Ranch Park on this 13th day of December , 1993. By i obi d WWOVM City Manager Attested By Kim Smith City Clerk Approved as to form Charles T. Killian City Attorney Attachments: Exhibit A- Insurance and Indemnity Requirements Exhibit B - Cupertino Municipal Code,Title 13 5 t � EXHIBIT A INSURANCE AND INDEMNITY REQUIREMENTS Indemnity: LESSEE agrees to indemnify and hold harmless the City of Cupertino, its officers, employees and elected officials, boards and commissions from all suits, actions, claims, c., -�s of action, costs, demands, judgments and liens arising out of the LESSEE'S performance under the AGREEMENT, including the LESSEE'S failure to comply with or carry out any of the provisions of the AGREEMENT. Insurance: LESSEE shall take out prior to commencement of the performance of the terms of the AGREEMENT, pay for, and maintain until completion of the AGREEMENT, the following types of Policies. These Policies must cover at ieast the following, which are minimum coverages and limits. I. Comprehensive General Liability Insurance; including the following: A. Premises Operations (including completed operations, if the exposure exits). B. Broad Form Blanket Contractual. C. Personal Injury coverages A, B and C. I. All coverages must have a minimum of $2,000,000 combined single limit. II. Workers Compensation: LESSEE shall provide CITY with a copy of LESSEE'S Workers Compensation coverage. III. Endorsements: On all required insurance the following endorsements must be a part of each policy. A. The City of Cupertino, its officers and employees, and agents are to be additional insured. B. Thirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of Cupertino. C. The insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the City of Cupertino may have will be excess only. D. All insurance policies must be satisfactory to the City of Cupertino. 6 EXHIBIT B ' ORDIN.V.*Cr NO. 710 A'3 OF THF. CITY OF CUPI;RTINO 101ENDING CHAPTF.r 13.04 OF THE C1;?T TINO MLNT.CIPAL COPE TO PROVIDE FOR NATUP.L %ND/OR RUr.AL PRESERVE T11E CITY COUNCIL OF THE CITY Of CUPERTINO DOES ORDAIN AS FOLLOWS:. The following,* provisions _re hereby added to Chapter 13.04 of the Cupertino Municipal Codc: Section 13.04.020 - Definitions i. Nature and/or Rural Preserve - A park so designated by the City Council pursuant to Section 13.04.201. Section 13.04.201 - Nature and/or Rural Preserve A. Any park characterized by such unique natural features that it is deemed a valuable and irreplaceable resource may be designated by the City Council either by ordinance or resolution as a Nature and/or Rural Preserve, in which event it shall be used and -treated in a manner consistent therewith. B. Uses shall be limited to those which will maintain and protect the ecology of the area, conserve..the natural features.and scenic values, expand community awareness and understanding of natural history and the environment, and provide enjoyment of the resources present consistent with 'their preservation. C. McClellan Ranch Park is hereby designated a Nature and Rural Preserve. Section 1.3.04.202 - Regulations and Guidelines The City Council shall, by resolution, adopt regulations controlling, the use, and guidelines pertaining to the development- of, any'park designated as a Nature and/or Rural Preserve. Any such regulations adopted by the City Council shall, where inconsistent therewith, take- precedence over any gene'ral regulations contained in Chapter 13.04. INTRODUCED at a regular meeting of the City Council of the City of Cupertino this 3rd _dav of Novenber , 1975. , and ENACTED at a regular meeting of the City Council of the. City of Cupertino this Sth dav of January , * 1976, by the following vote: Vote Members of the City Council AYES: Neyer,s, Nelli.s, Sparks, Jackson NOES: None ABSENT: Frolich ABSTAIN: None ATTEST: APPROVED: /s/ 6:m. Z. larder /s/ James C. Jackson City Clerk Mayor, City of Cupertino C 3tli of Cupertirio 10300 kite Au nuc Cupe,tino (A95014-1r55 Iafcphon . 14081 25.'.-4505 FAX: i-108 '')-0'Sl DFi'ARI%4FNi Of Hit (11 (11 RK December 13. 1993 Santa Clara Valley Audubon Society Attn: Director 22221 McClellan Road Cupertino. California 95014 LEASE AND CARETAKER AGREEMENT FOR MCCLELLAN RANCH ROUSE Enclosed is the original and one copies of the Lease and Caretaker Agreement between the Santa Clara Valley Audubon Society and Cite of Cupertino aiong with copies of Resolution. No. 01993 authorizing execution of this agreement. Both copies of the agreement have been signed by the appropriate city officials. Please return one of these agreements after it has been executed on behalf' of your orcanization. I1'you have any questions. please contact this of lcc. Sincerely. K1M MARIE SMITH CITY CI_EIZK i`S/Cs Enclosures ' / `j (Av RESOLUTION NO. 8993 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AUTHORIZING E3MCUTION OF RENEWAL OF LEASE AGREEMENT 'WITH SANTA CLARA VALLEY AUDUEON SOCIETY FOR OFFICE AT MCCLELLAN RANCH PARK WHEREAS, there has been presented to the City Council a proposed renewal agreement between the Audubon Society and the City of Cupertino providing for lease of an office at McClellan Ranch Park; and WHEREAS, the terms, conditions and provisions of the agreement have been reviewed and approved by the City Attorney and the Director of Parks and Recreation. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Cupertino hereby approves the aforementioned agreement and authorizes the City Manager and the City Clerk to execute said agreement on behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City- of Cupertino this 6th day of December , 1993 by the following vote: V= Memben Qf the City Council AYES: Bautista, Burnett, Sorensen, Koppel NOES: None ABSENT: Dean ABSTAIN: None ATTEST: APPROVED: /s/ Kim Marie Smith /s/ Barbara Koppel City Clerk Mayor, City of Cupertino SANTA CLARA VALLEY AUDUBON SOCIETY. Inc. 22221 McClellan Road Cupertino, CA 95014 (408) 252-3747 November 27, 1991 Attn: Finance Director Room 101 City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Dear Sir: As per Exhibit A of our Lease Agreement, enclosed is a copy of Santa Clara Valley Audubon Society's Workers Compensation coverage for your records and a copy of our property and general liability coverage. Please contact me if there is any other information that you will nee6. Sincerely, Cecily Harris Managing Director r iv ire mav& Fund I'()1.11:'v NUMBI-R 2 89 HXX 8047 29 6S Natned Insured Sequential Endorsement Number 001 SANTA CLARA VALLEY AUDOBON PORTFOLIO CHANGE ENDORSEMENT Effective 02/12/91, 12=01 A.M. , Standard Time at the address of the insured This is an Endorsement only. Other than changes shown, all other pre-existing coverage remains in full force and effect. Premium adjustments are shown. PREMIUM SUMMARY: ADDITIONAL PREMIUM DUE NOW $0.00 The Mailing Address of the Named Insured is amended to read: 22221 - McClellan Road Cupertino, CA 95014 L'ountersignature of Authorized Agent: `,, ��. _ --- _� ��- 'Pate Producer EDWARD H. BROSTROM P.O. BOX 60422 PALO ALTO CA 94306 END OF CHANGE ENDORSEMENT Page 1 C1Z.XP0D011 10-88 000277PR CIS 36 EFCG P152 PISA101 Fimnads Fused POLICY NUMBER Previous Policy Numbers Coverage for sections 2 89 MXX 804929bS 2 89 MXX 80411557 other than WORKERS' COMPENSATION is provided in the following Company, FIREMAN'S FUND INSURANCE COMPANY PORTFOLIO POLICY (R) NOVATO, CA 94998 A STOCK INSURANCE CO. (01) GENERAL DECLARATIONS Risk ID. S99i Named Insured and Mailing Address SANTA CLARA VALLEY AUDOBON SOCIETY► INC. 22S3 PARK BLVD. PALO ALTO CA 9430b Producer Name and Address EDWARD H. BROSTROM P.O. BOX b0422 PALO ALTO CA 9430b The Named Insured is a(n) CORPORATION Business or Operations of the Named Insured: CLUBS Insurance is provided only under each coverage of this policy or the WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY POLICY listed below, subject otherwise to all the terms and conditions of the General Provisions and of said Coverage(s) or policy having reference thereto. PROPERTY COVERAGES GENERAL LIABILITY COVERAGES - CLAIMS-MADE Policy Period (For above coverages) INCEPTION DATE 02-12-91 EXPIRATION DATE 02-12-92 Beginning and Ending at 12:01 A.M. , Standard Time at the address of the insured OD - 1 CIZXM)DI 10-88 000291PR CIS 38 EFCG P152 PISA101 POLKA N U M BL R 2 89 MXX 8047296E NAMED INSURED SANTA CLARA VALLEY AUDOBON PORTFOLIO POLICY (R) GENERAL LIABILITY DECLARATIONS COVERAGE A OF THE COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVIDES CLAIMS MADE COVERAGE. PLEASE READ THE ENTIRE COVERAGE FORM CAREFULLY. Insurance is provided only for those Coverages, Limits of Liability and Endorsements shown below. Coverages Limits of Liability COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL AGGREGATE LIMIT (Other Than Products - $2,000,000 Completed Operations) PRODUCTS - COMPLETED OPERATIONS AGGREGATE LIMIT $2,000,000 PERSONAL 8 ADVERTISING INJURY LIMIT $1,000,000 EACH OCCURRENCE LIMIT $1,000,000 FIRE DAMAGE LIMIT ANY ONE FIRE $50,000 MEDICAL EXPENSE LIMIT ANY ONE PERSON $5,000 Coverage A of the Commercial General Liability Coverage Part does not apply to "bodily injury" or "property damage" which occurred before the Retroactive Date► or which occurs after the policy period, if any, shown below Retroactive mate: 02 12 86 GENERAL LIABILITY ENDORSEMENT(S) ADDITIONAL INSURED - CLUB MEMBERS (CG 20 02 11 85) AMENDMENT OF OTHER INSURANCE CONDITION (CLAIMS-MADE) (140859-11-85) AMENDMENT OF POLLUTION EXCLUSION (CG 00 41 05 86) GL - 1 I��� Pt WORKERS' COMPENSATION INSURANCE PAYROLL.REPORT CALCULATE COMPENSATION I N a u a A N C e EMPLOYER'S COPY PAvfatEfR FUND - 40000606122179001000061221700501911101910091306 Tells BEFORE 18 DUE 10 DMS ' P.O.BOX 7CO. — AFTER PEROD ' SAN 94120CISCO.CA e; SHOWN EEIQW e GROLIP NG FtSANTA CLARA VALLEY AUDUBON SOCIETY POLICY 612217 v 90 �1 ?EXP091306 415 CAMBRIDGE AVE 021 PAYtiOLLPERgO '5 � /01 91 TO 11/01/91 ;.0. PALO AL--T00 CikLIF •9;$fl6 O>??4' s INSTRUCTIOPIS:READ THE REVERSE SIDE BEFORE FILLING IN THIS REPORT.It you have received a multiple page form,RETURN ALL WHITE PAGES of this report whether or not you made an entry on all pages.RETAIN THE. r YELLOW COPY for your records.It you have no payroll—write.in"NONE,"sign and return. 4 Ic ' MG R 2 ESP SA NTA CLARA VALLEWMV11014 S 1650191 110101 90 4 ' BASE RATE Codt- b :-�-DESCRIPTf0U OF WORK 80"'ti • ,,... w�: Add any operations rot described below r �����PL�tl�S cacti S1bd' (Multiply payroll by rate) J Payroll i 1 -------------- f it • i - 1 1 1 i 1 • 9 3 • I I Iff 1 - I 1 1 1 1 I i 1 _ 1 I I i 1 1 t 1 • . 1 � 1 1 1 OVERTIME 3 GROSS S 1 L EXCESS i PREMIUM ` Itemize any payroll you have included TOTAL above for relatives,executive officers S Q 1 E P•• as provided in the by-laws or charter PAYROLL i L I �' , MODIFICATION of the corporation,or working partners (see example on reverse). j PLEASE ENCLOSE CHECK FOR THIS AMOUNT $ 1 1 i TITLE OR NAME RELATION DESCRIPTION OF WORK DONE PAYROLL 1 2 3 4 5 6 7 84 9 0 . 1 ( S I CLERICAL UNIT DATE ` DATE • 1 y 1 I(we)certify 0;Rt ft payroll figures in this report are a complete statement of remuneration of our employees Including piece work or"CONTRACT'WORK _ THAT WAS NOT COVERED BY OTHER WORKERS'COMPENSATION INSURANCE. EXACT NAME OF POLICYHOLDER SIGNATURE OF PERSON PREPARING REPORT ` TITLE _• DATE ADDRESS WHERE PAYROLL RECORDS ARE KEPT(include P) AEA CODE PHONE NO. SCIF 6224 M.4-91) _ ATE HOME OFFICE SAN FRAN'CISCO ANNUAL RATING ENDORSEMENT COIN1PIg1i5ATIOPO IN $SJRANC6 IT IS AGREED THAT THE CLASSIFICATIONS AND RATES PER $100 OF REMUNERATION APPEARING 0 ' OEM, IN THE CONTINUOUS POLICY ISSUED TO THIS EMPLOYER ARE AMENDED AS SHOWN BELOW. HERE ARE YOUR NEW RATES FOR THE PERIOD INDICATED. IF YOUR NAME OR ADDRESS SHOULD ��g A BE CORRECTED OR IF INSURANCE IS NOT NEEDED FOR NEXT YEAR, PLEASE TELL US. IMPORTANT THIS IS NOT A BILL CONTINUOUS POLICY 612217-90 SEND NO MONEY UNLESS STATEMENT IS ENCLOSED THE RATING PERIOD BEGINS AND ENDS AT 12:01AM RATING PERIOD 11-01-90 TO 11-01-91 PACIFIC STANDARD TIME SANTA CLARA VALLEY AUDUBON SOCIETY DEPOSIT PREMIUM $253.00 415 CAMBRIDGE AVE ##21 MINIMUM PREMIUM $105.00 PALO ALTO, CALIF 94306 PREMIUM ADJUSTMENT PERIOD ANNUALLY R NG NAME OF EMPLOYER- SANTA CLARA VALLEY AUDUBON SOCIETY INC A NON PROFIT CORPORATION CODE NO. PRINCIPAL WORK AND RATES EFFECTIVE TO 11-01-91 8810 CLERICAL OFFICE EMPLOYEES--N.O.C. .91 TOTAL ESTIMATED ANNUAL PREMIUM $253 COUNTERSIGNED AND ISSUED AT SAN FRANCISCO AUGUST 24, 1990 POLICY FORM R 1L. alp 10242 , (OVER PLEASE) OLD OP 242 RESC=CN NO. 8536 A RES0=CIN C1F 7HE CITr COUNCIL CIF THE CITY OF CUPERTIM AUD'MIZING QCECUrICid CF AMENDED AGREEMERr WrM 7M ALIDUBON SQCIETr WHEREAS, the City Council has endorsed a tion calling for the utilization of the McClellan house as a community conservation center; and WHEREAS, the plan specified that e-avirbYIImettal croups mould lease space in the house for offices, storage, library and meetings; and in rezurn the nrrm�ni Kati ong Would provide J onal prcxga e, resources and volunteer opportunities to cupertim residents; and WHEREAS, on October 21, 1991, Resolution No. 8522 authorizing emacution of an agreement with the Audubon Society Was adopted; and WWREAS, manor changes have been made to the agreement to more accurately reflect current eonditixs; and WHEREAS, an amended lease and caretaker agreement between the City of Cupertino and the Santa Clara Valley Audubon Society outlining the terms and conditions for the utilization of two roam in the McClellan house by the Society, has been presented to the City Council; and said agreement having been approved by the Director of Parks and Recreation and the City Attorney; NOW, MIEREFORE, BE IT RESMVED, that the Mayor and the City Clerk are hereby authorized to execute the agreement herein referred to in behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 4 t h day of November- , 1991 by the following vote: Vote Meanbers of the C.itg Council AYES: Goldman, Rogers, Sorensen, Szabo NOES: None ABSEff: Koppel Ate: None ATIEST: ACID' /s/ Dorothy Cornelius /s/ Nick Szabo City Clerk Mayor, City of Cupertino Fro Tempore LEASE AND CARETAKER AGREEMENT FOR THE MC CLELLAN RANCH HOUSE This Lease and Caretaker Agreement ("AGREEMENT") is made by and between the City of Cupertino ("CITY") and the Santa Clara Valley Audubon Society , a California corporation, ("LESSEE") . The premises to be leased by this AGREEMENT is a p,,rtion of what is commonly known as the "McClellan Ranch House," and more particularly described as 22221 McClellan Road, McClellan Ranch Park, City of Cupertino, County of Santa Clara, State of California ("PREMISES") . The PREMISES consist of two offices within the ranch house consisting of 488 square feet, together with the non-exclusive use of hallways, restrooms, and outside parking facilities. This AGREEMENT is entered for the purpose of making available for lease of the PREMISES owned by the CITY on the condition that: (1) the LESSEE pay the rent above described, (2) the LESSEE is responsible for caretaking duties of the PREMISES site as set forth in the terms of this AGREEMENT, and (3) the LESSEE provides the CITY with educational programs, and informational workshops to the Cupertino community as set forth in the terms of this AGREEMENT. CITY AND LESSEE AGREE AS FOLLOWS: 1. LEASE TERM: The lease of the PREMISES shall commence on November 1, 1991 and end two years later, on October 31, 1993 , at which time the lease may be renegotiated after evaluation by the CITY. 2. RENT: Rent shall be based upon the rate of $1. 10 per square foot per month. Effective November 1, 1991, LESSEE shall occupy the front office of 308 square feet for a monthly rate of $338.80. Effective March 1, 1992, LESSEE shall also occupy the middle office of 180 square feet for an additional monthly rate of $198.00 Total rent shall be $536 . 80 payable in advance on the first day of each calendar month. LESSEE shall pay rent to CITY at 10300 Torre Avenue, Cupertino, California, Attention Finance Director, Room 101. In the event rent is not paid within ten (10) days after the date due, rent is deemed late and delinquent and a late charge of $20 plus interest at the rate of 10% per annum on the delinquent amount shall be assessed . LESSEE further agrees to pay $20 for each dishonored bank check. i 3. F�CURITY DEPOSIT: A security deposit of $250 , not applicable toward the last month's rent payment, shall be due and payable at the commencement of this term. 4. LiTIES` TELEPHONE, OFFICE EQUIP`+1E T: CITY shall be responsible for the payment of all utility bills applicable to the PREMISES including water, Electrical services, garbage and janitorial services for said PREMISES. LESSEE shall be responsible for its own telephone service and shall provide for its own office equipment and furnishing. 5. TAXES: LESSEE shall be responsible for payment of any and all possessory interest property taxes. 6. MAINTENANCE: CITY shall be responsible for maintaining the PREMISES , including doorways, windows, sidewalks adjacent to said PREMISES and the interior of the PREMISES in good and sanitary order, condition and repair, normal wear and tear excepted, provided, howe-er, that LESSEE shall be responsible for damages caused by the negligence of its employees, invitees or guests. LESSEE shall not commit waste on the PREMISES. 7. ALTERATIONS AND REPAIRS/ACCESS: LESSEE shall. not paint, paper, or make alterations to the PREMISES without prior written consent from the CITY. LESSEE shall permit the CITY and its agents to enter into and upon the PREMISES at all reasonable times for purposes of inspecting the same or for the purpose of maintaining or repairing the PREMISES. Access to the PREMISES is limited to CITY employees or agents, LESSEE employees or agents, and members of the public receiving services provided by LESSEE. 8. HOURS OF OPERATION: LESSEE shall maintain an office facility during normal hours of operation. LESSEE shall determine its own hours of operation, provided that said hours are between 8:00 a.m. and 10: 00 p.m. LESSEE shall be responsible for securing the facility and setting of the burglar alarm at the end of each day. 9. COMMON AREAS,{PARKING: LESSEE may utilize the hallways, restrooms, and parking facilities without additional rent; provided, however, that if LESSEE wishes to utilize other areas of McClellan Park for. which CITY normally charges a user fee, LESSEE shall be responsible for payment of said fee. CITY shall be entitled to utilize all common areas for program activities upon giving LESSEE seven (7) days advance notice. - 2 L CITY retains the right to designate exclusive parking for LESSEE, or any other LESSEE of the PREMISES, or in the event that, in the opinion of the CITY, the parking lot becomes over-utilized. It is estimated that LESSEE'S need for parking shall not exceed 12 spaces. 10. INSURANCE: LESSEE shall maintain insurance as outlined in the insurance and indemnity requirements as set forth in Exhibit A, attached hereto and incorporated herein by this reference. 11. INDEMNIFICATION: CITY shall not be liable for any damage or injury to any employee, guest, or invitee, or to any property occurring within the PREMISES or within the common areas. LESSEE agrees to hold CITY harmless from any claims for damages unless such damage is the proximate result of negligence or unlawful conduct of CITY, its agents or employees. 12. SUBLETTING AND ASSIGNMENT: LESSEE shall not assign, sublet, or transfer this lease or any portion thereof. Any attempt to assign, sublet, or tr«nsfer shall be void and shall constitute grounds for the termination of this lease by the CITY. 13. ANIMALS: No animals shall reside in or on the PREMISES without prior written consent of the CITY. 14. ORDINANCES AND STATUTES: LESSEE shall comply with Cupertino's Municipal Ordinances and all State and Federal Statutes and Ordinances now in force , or which may hereafter be in force pertaining to the use of the PREMISES. 15. SIGNAGE: The CITY shall provide signage designating facility and organizations utilizing the facility. 16. CARETAKER DUTIES: As caretakers of the PREMISES and the surrounding grounds, LESSEE promises to do the following: a) Require that its employees who regularly operate the PREMISES obtain training from the CITY'S Naturalist and become familiar with the McClellan Park Rules and Title 13 of the Cupertino Municipal Code, which governs the use of parks and buildings of the CITY. Report to CITY'S code enforcement any violations of the above-referenced regulations found by LESSEE (a copy of Cupertino Municipal Code, Title 13, is attached hereto as Exhibit B) . 3 b) Notify the CITY 'S Parks and Recreations office prior to any absence from the PREMISES for any extended period of time. c) Report incidents , such as park misuse and vandalism, and any emergencies, such as burglaries, to the McClellan Ranch Caretaker or, if he is unavailable, to the County Sheriff. In the event the Sheriff ' s office is involved, report the incident to the Director of Parks and Recreation. (CITY shall furnish LESSEE with a list of contact numbers prior to occupancy of the PREMISES) . 17. RETURN OF KEYS: Upon termination of this AGREEMENT, the keys to the PREMISES including all duplicated sets, are to be hand delivered to CITY'S Parks and Recreation Director or an authorized representative. 18. HOLDING OVER: Any holding over after the expiration of the lease term, with the written consent of the CITY, shall be construed as a month-to-month tenancy in accordance with the terms of this AGREEMENT, until either party terminates the tenancy by giving the other party thirty (30) days written notice delivered by certified mail. 19. GROUNDS FOR TERMINATION: CITY retains the right to terminate this AGREEMENT upon any breach by LESSEE, of any material term, provision, covenant or condition thereof. CITY shall first provide LESSEE written notice of any perceived breach in this AGREEMENT and LESSEE shall bave ten (10) days to correct or resolve said condition. 20. WAIVER: The failure of CITY to exercise any right hereunder shall not constitute waiver of such right. 21. ATTORNEYS ' FEES : If legal action is commenced to enforce or to declare the effect of any provision of this AGREEMENT, the prevailing party shall be awarded attorneys' fees and costs incurred in such action. 22. TIME: Time is of the essence of this AGREEMENT. 23 . EXHIBITS: All Exhibits hereto, specifically Exhibits A and B, are incorporated herein and made part of this AGREEMENT by this reference. 24. ENTIRE AGREEMENT: This AGREEMENT consisting of six (6) pages, constitutes the entire AGREEMENT and supersedes any prior agreement between the parties. 4 - 25. ADDYTIONAL DUTIES Of LESSEE: LESSEE and CITY are entering into this Lease and Caretaker Agreement with goals of enhancing the quality of environmental programs for the CITY and providing a natural area for the conduct of some of LESSEE'S ongoing activities. As such, both the CITY through the CITY Naturalist, and LESSEE agree to work together throughout the term of this Lease to try to develop a program of activities mutually beneficial to CITY and LESSEE. LESSEE has executed this Lease and Caretaker Agreement for the PREMISES in McClellan Ranch Park on this 31st day of October , 1991 v,r � A By Santa C14ia Valley Aud` on Society CITY has executed this Lease and Caretaker Agreement for the PREMISES in McClellan Ranch park on this 4th day of November , 19g1. --� By �_�----- D' Frown ,C,ty Manager Attested By Dorothy`/Cornelius City Clerk ' Approved as to form Charles T. Kilian City Attorney Attachments: Exhibit A - Insurance and Indemnity Requirements Exhibit B - Cupertino Municipal Code, Title 13 - 5 - MIBIT A INSOMCE AND INDEMNITY REQUIREMENTS Indemnity: LESSEE agrees to indemnify and hold harmless the City of Cupertino, its officers, employees and elected officials, boards attd commissions from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of the LESSEE'S per,nrmance under the AGREEMENT, including the LESSEE'S failure to comply with or carry out any of the provisions of the AGREEMENT. Insurance: LESSEE shall take out prior to commencement of the performance of the terms of the AGREEMENT, pay for, and maintain until completion of the AGREEMENT, the following types of Policies. These Policies must cover at least the following, which are minimum coverages and limits. I. Comprehensive General Liability Insurance ; including the following: A. Premises Operations ( including completed operations, if the exposure exits) . B. Broad Form Blanket Contractual. C. Personal Injury coverages A, B and C. 1 . All coverages must have a minimum of $2, 000,000 combined single limit. II. Workers Compensation: LESSEE shall provide CITY with a copy of LESSEE'S Workers Compensation coverage. III. Endorsements : On all required insurance the following endorsements must be a part of each policy. A. The City of Cupertino, its officers and employees, and agents are to be additional insured. B. Thirty (30) days notice of cancellation or reduction in coverage of any nature must be given to the City of Cupertino. C. The insurance policies must be endorsed to show that they are primary, and any other valid and collectible insurance the City of Cupertino may have will be excess only. D. All insurance policies must be satisfactory to the City of Cupertino. 6 City of Cuperti"o • P.O. Box 580 103W Torre Avenue o Cupertino,California 45015 Cuperuno.California 95014 Teiephone: (408) 252-4505 DEPARTMENT OF THE CITY CLERK November 12, 1991 Grant Hoyt, President Santa Clara Audubon Society 415 Cambridge Avenue, Suite 21 Palo Alto, CA 94306 LEASE AND CARETAKER RCS F10R THE MOCLELLAN RANCH HOUSE Lear Mr. Hoyt: We are enclosing to you for your files one (1) copy of the AgreanPnt by and between the City of Cupertino and the Santa Clara Valley Audubon Society, which has been fully executed by City Officials, along with. one (1) certified copy of Resolution No. 8536, which was enacted by the City Council of the City of Cupertino, at their regular meeting of Monday, November 4, 1991. Sincerely, /} DC ROM CORNELIUS CITY CLERK CITY OF CUPERTINO DC/so encl. cc: Steve Dowling, Director of Parks and Recreation ::.,.{. },t::;::';i:,:;:;.• r<2 5 >c 3r rye. .,:S:;,cw,�, '3F• ?`:.,;r j;;y C..h`,.' •'.;"�<. ..zs. I>�UEl,ZtATEItIEMfDD/YYI . � :' � s,�''S�^may' .,ri�ii'<:.ti�•".�',�'F .: 4 G.gC7.l{•k9•" ..�.t0.1itj, .PVC {- iN'$f;'b?' R• yY• 011294 PRODUCER H IslS54iED am A MATTER OF INFORMATION Sylvester Schwartz fit Tuga'.v CONFERS NC R1iiH9TR!ON THE C13MFICATE KOLDEFL THIS CH:RT'RCATE 4966 E l Camino Real, Suite 200 DOES BELOW. sr�OR ALTER THE COVERAGE ARMED Hart THE Los Altos, CA 94022 COMPANIES AFFORDING COVERAGE CAE NY A Aetna Casualty & Surety Co. (CID) COMPANY B lNSLlAED LETTER Santa Clara Valley Audobon COMPANY C Society,Inc. LETTER 22221 McClellan Road COMPANY Cupertino, CA 95014 LETTER COMPANY E LETTER ..:.. ............. :::.:........ ;t THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POUCHES DESCRIBED HEREIN 13 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POUCHES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO POLICY EFFECTIVE POLICY EXPIRATION TYPE OF INSURANCE POUCYNUU4BEA LTR DATE(MM/DD/YY) DATE(MM/DD/YY) LIMITS A GENERAL LIABILITY ACM23844832 02 12 94 02 12 95 IGENERALAGGREGATE Is OMMERCIAL GENERAL LIABILITl PRODUCTS-COMP/OPAGG. $ LAIMSMADE=OCCUR. PERSONAL&ADV.INJURY $ WNER'SBCONTRA CTOR'SPROT. EACH OCCURRENCE $ FIRE DAMAGE(Anyone tire) $ MED.FXPENSE(Anyone person) $ A -AUTOMOBILE LIABILITY FJ23844891 02 12/94 02 12 95 COMBINED SINGLE $ 11000,000 ANY AUTO LIMIT ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIREDAUTOS BODILY INJURY $ }( NON-OWNEDAUTOS (Persccident) ` GARAGE LIABILITY PROPERTY DAMAGE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE $ OTHER THAN UMBRELLA FORM WORKER'S COMPENSATION STATUTORY LIMITS i AND EACH ACCfOENT '5 EMPLOYERS'LIABILITY DISEASE-POLICYLIMIT $ DISEASE-EACH EMPLOYEE $ 7OTHER DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS ADDITIONAL INSURED: See attached Additional Insured Endorsement See Attached Schedule. .'1Fll�:::::a:�if>:�ss:::;;F:s::s>:<c;<::>::i:�<:.::,::;;:::�::2z:;i;fSi::;:::;;ss:c;R_ s:i:::.,:..^•.�>i`;:;<s: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. THE ISSUING COMPANY WILL ENDEAVOR TO The City of Cupertino, Its MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE WJLDER NAMED TO THE Officers and Employees and Agents <; LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL INaOSE NO OBLIGATION OR P.O. BOX 580 LIABILITY OF ANY IOND UPON THE ANY, AG OR REPAESENTATRlES. Cupertino, CA 95015 >#>:: AUTNOAIYED REPRESENTA ��C"v2Lt MAI COVERAGE PART NUMBER: COMMERCIAL GENERAL, LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - MANAGERS OR LESSORS OF PREMISES This endorsement modifies insurance provided under the Following: COMMERCIAL GENERAL LIABILITY COVERAGE PART WHO IS AN INSURED (Section II) is amended to included as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of the ownership, maintenance or use of that pant of the premises leased to you and shown in the Schedule and subject to the following additional exclusions: This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to be a tenant in the premises . 2 . Structural alterations, new construction or demolition operations performed by or on behalf of the person or organization shown in the Schedule. SCHEDULE 1. DESIGNATION OF PREMISES (PART LEASED TO YOU) : 22221 McClellan Road, Cupertino, CA 95014 2. NAME OF PERSON OR ORGANIZATION (ADDITIONAL INSURED) : The City of Cupertino, Its Officers and Employees and Agents P.O. Box 580 Cupertino, CA 95015 CG2011 (ED. 11 . 8�) PRINTED IN U.S.A