10-012 Regents of the University of California, Rolling Hills 4-H ClubNo: 58303
FY 15-16
SECOND AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA FOR THE ROLLING HILLS 4-H
CLUB
This Second Amendment to the Agreement between the City of Cupertino and The Regents of the
University of California for the Rolling Hills 4-H Club, for reference dated December 7, 2015, is by and
between the CITY OF CUPERTINO, a municipal corporation ("Lessor") and THE REGENTS OF THE
UNIVERSITY OF CALIFORNIA (for the Rolling Hills 4-H Club), (hereinafter "Lessee"), and is made
with reference to the following:
RECITALS:
A. On September 1, 2009, the Lessor and Lessee entered into an Agreement; and
B. On September 1, 2014, the Lessor and Lessee entered into a First Amendment to the Agreement
between the Lessor and Lessee (collectively, the Agreement and First Amendment are hereafter referred
to as "Agreement"); and
C. Lessor and Lessee desire to modify the Agreement on the terms and conditions set forth herein.
NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows:
1. The terms of the Agreement as set forth in Paragraph 3(RENTAL) shall be amended to
read as follows: Lessee shall not pay rent to Lessor for the use and occupation of the
premises. Lessee may utilize additional City of Cupertino facilities including, but not
limited to, the Environmental Education Center and Monta Vista Recreation Center for
monthly club meetings at no additional charge. Lessee must request use of Morita Vista
Recreation Center in writing, a maximum of 12 months in advance. Use of all other City
of Cupertino facilities must follow the rental and booking timeframe specific to the
requested facility's Facility Use Policy. In lieu of rent, Lessee shall participate in
community programs and provide access to Lessor -designated Parks and Recreation
Staff who will lead tours of the 4-H area for school youth groups and community
groups/classes; and
2. On or before the term of this Second Amendment, Lessee shall provide the Lessor with
a certificate of insurance and additional insured endorsement demonstrating Lessor's
ongoing compliance with the Agreement's insurance obligations and naming the Lessor
as an additional named insured; and
3. Lessor represents, warrants, and declares that the Agreement Exhibit "A" the "Cupertino
Recreation and Community Services Programs" remains accurate and current; and
4. Except as expressly modified herein, all other terms, covenants and conditions set forth
in the Agreement shall remain the same and shall be in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed.
THE REGE TS OF THE UNIVERISTY
OF CALIF IA
By:
Jake M ire, Controller
Division of gr'culture & Natural Resources
Date: 0
CITY O UPERTINO, a municipal corporation
--�
Y� 4
City Manager
Date:
APPROP AS TO FO
By: C .
City Attorne
Date:
ATTEST:
By: ,1-4&-("ff-
City Clerk
Date: -16
Exhibit A
Community and Recreation and Community Services Department Programs
Services provided to the Cupertino community by the Rolling Hills 4-H Club include:
• During the spring and fall season (mid -September -mid November and April through the
first week of June), school groups will visit 4H to view the animals from the Stevens
Creek Trail, stop briefly to look at the animals on their way to or from the creek, and talk
about 4H opportunities and their barn tours. (Approximately 1,879 students, 78 teachers,
and 387 parents).
• Participate in approximately- 26 school tours annually for parent/tot, preschool, and
kindergarten group enrichment.
• Summer camps -Nature Camp, Summer Science Fun, and Preschool Adventures (10
visits to the 4H area, and 285 participants plus staff and volunteers per summer season).
• After school classes (10-12 times /year, and 100 -144 participants).
• Thursday Evening nature Programs(40 participants).
• Accommodate groups that visit the bee yard and stop by to observe the hives.
• Participate in the family Bug Programs and Bees and Honey programs offered through
Recreation and Community Services (50-60 participants).
Community Programs:
• 4H tours that occur during SCVAS Wildlife Education--650-750 in attendance.
• Monthly barn tours for the public run through 4H.
• Viewing of the 4H animals from outside of the fenced area.
• Both the San Mateo and the Santa Clara Valley Beekeepers Guilds hold 3-4 classes at
McClellan Ranch each year and the 50-75 class participants visit the 4H hives.
N-
FIRST AMENDMENT TO LEASE AGREEMENT
BETWEEN THE CITY OF CUPERTINO AND
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
FOR THE ROLLING HILLS 4-H CLUB
This First Amendment to Lease Agreement between the City of Cupertino and
The Regents of the University of California for the Rolling Hills 4-H Club (this
"Amendment") is executed by and between the CITY OF CUPERTINO, a municipal
corporation (hereinafter "Lessor") and THE- -REGENTS OF THE UNIVERSITY OF
CALIFORNIA (for the Rolling Hills 4-H Clijb) (hereinafter "Lessee") effective as of
September 1, 2014 ("Effective Date"), and is made with reference to the following:
RECITALS:
A. Lessor and Lessee executed that certain Lease Agreement between the
City of Cupertino and The Regents of the University of California for the Rolling Hills
4-H Club dated as of September 1, 2009 (hereinafter the "Agreement").
B. Lessor and Lessee desire to raodify the Agreement on the terms and
conditions set forth herein.
NOW, THEREFORE, Lessor and Lessee agree as follows:
1. Paragraph 2 of the Agreement is modified to read as follows:
TERM. The term of this 'lease shall be for the period commencing
September 1, 2009, and ending August 31, 2019.
2. Paragraph 3 of the Agreement is modified to read as follows: .
RENTAL. Lessee, shall not pay rent to Lessor for the use and
occupation of the premises. In lieu of rent, Lessee shall participate in
City of Cupertino Recreation and Community Services Department
("Department") and community programs hosted at McClellan Ranch
Preserve, including, but not limited to monthly Open House events
that are free to park users, and Lessee shall provide Lessor -designated
Department staff with access to the premises on not less than a
weekly basis for the purpose of conducting tours of the 4-H program
for school classes, youth groups, and community camps/classes
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sponsored by the Department, including without limitation, the
programs described in Exhibit A. attached hereto.
3. Except as expressly modified by this Amendment, all terms and conditions of the
Agreement shall remain unchanged and in full force and effect.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment
effective as of the date first written above.
CITY OF CUPERTINO, a municipal corporation
By:
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
By NhaAl�
City Attorney
M
LESSEE:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
McGuire, Controller
;ion of Agriculture & Natural Resources
2
Exhibit A
Community and Recreation and Community Services Department Programs
Services provided to the Cupertino community by the Rolling Hills 4-H Club include:
• During the spring and fall season (mid -September -mid November and April
through the first week of June), school groups will visit 4H to view the animals
from the Stevens Creek Trail, stop briefly to look at the animals on their way to
or from the creek,. and talk about 4H opportunities and their barn tours.
Approximately 1,879 students, 78 teachers, and 387 parents),
• Participate in approximately 26 school tours annually for parent/tot, preschool,
and kindergarten group enrichment.
• Summer camps -Nature Camp, Summer Science Fun, and Preschool Adventures
(10 visits to the 4H area, and 285 participants plus staff and volunteers per
summer season).
• After school classes (10-12 times /year, and 100 -144 participants).
• Thursday Evening nature Programs(40 participants).
• Accommodate groups that visit the bee yard and stop by to observe the hives.
• Participate in the family Bug Programs and Bees and Honey programs offered
through Recreation and Community Services (50-60 participants).
Community Programs:
• 4H tours that occur during SCVAS Wildlife Education--650-750 in attendance.
• Monthly barn tours for the public run through 4H.
• Viewing of the 4H animals from outside of the fenced area.
• Both the San Mateo and the Santa Clara Valley Beekeepers Guilds hold 3-4
classes at McClellan Ranch each year and the 50-75 class participants visit the 4H
hives.
3
LEASE AGREEMENT BETWEEN THE CITY OF CUPERTINO
AND THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
FOR THE ROLLING HILLS 4-H CLUB
THE LEASE AGREEMENT is made as of the \CX the day of MIC , 2009, by and
between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA (for the Rolling Hills 4-H
Club), hereinafter called "LESSEE," and CITY OF CUPERTINO, a municipal corporation,
hereinafter called "LESSOR."
The parties hereto agree as follows:
1. LEASED REAL PROPERTY. Lessor hereby leases to Lessee, and Lessee hereby
hires from Lessor, that certain real property (hereinafter called premises or leased premises) in
the County of Santa Clara, State of California, described in Exhibit A, McClellan Ranch Park,
which is attached hereto and incorporated herein by reference. Premise includes, but is not
limited to, the following: a four -pen pole barn with corrals, a three -pen pole barn with corrals, a
three -run chicken coop, and a tack room.
2. TERM. The term of this lease shall be for the period commencing September 1,
2009, and ending August 31, 2014.
3. RENTAL. Lessee shall not pay rent to Lessor for the use and occupation of the
premises. In lieu of rent, Lessee shall participate in community programs and provide access to
Lessor -designated Parks and Recreation staff who will lead tours of the 4-H area for school youth
groups and community groups/classes.
4. USE OF PREMISES. The leased premises shall be used by Lessee for the
following purpose: Santa Clara County Cooperative Extension 4-H Program's animal husbandry,
wildlife, and gardening projects. Leased premises are not to be used for any purpose which, in the
opinion of the Lessor, is not in keeping with the "rural atmosphere" of the area.
Lessee shall not conduct or permit to be conducted any sale by auction on said
premises. Lessee shall not place or permit to be placed any projecting sign, marquee, or awning
on the front of the said premises without the written consent of Lessor, through Lessor's Director
of Planning; Lessee, upon immediate request of Lessor, shall immediately remove any sign or
decoration which Lessee has placed or permitted to be placed in, on, or about the front of the
premises, and which, in the opinion of the Lessor, is objectionable or offensive, and if Lessee
fails so to do, Lessor may enter upon said premises, and Lessee shall not place or permit to be
placed upon the said side wall, rear wall, or roof any sign, advertisement, or notice without the
written consent of Lessor.
No other use of the premises is permitted except with the advance written consent
of Lessor which consent shall not be unreasonably withheld. Lessee shall not quarry or remove
stones therefrom, nor remove any earth or soil, nor destroy, cut, or remove any timber, trees, or
firewood standing or lying thereon, not permit others, without authority from Lessor, to commit
any of the above acts. No hunting will be allowed on the premises. Lessee shall not commit or
permit the commission of any waste upon or permit or suffer any damage to be made to the
premises. Lessee should contact the Lessor if there are pest concerns. Food and grains should be
stored in metal containers so as to not attract rodents.
5. INSPECTIONS AND ENTRY BY LESSOR/ACCESS OF PREMISES BY
LESSEE. Lessee shall permit Lessor, and Lessor's agents, employees, and assigns, at all
reasonable times and upon reasonable notice, to enter the leased premises for the purposes of
inspection, to make repairs, alterations, or additions to any other portion of said building,
including the erection and maintenance of such Scaffolding, canopies, fences, and props as may
be required, or for the purposes of posting notices of non -liability for alterations, additions, or
repairs to Lessor property, compliance with the terms of this lease, exercise of all rights under
this lease, posting notices, and all other lawful purposes. Lessee shall supply Lessor, his agents,
and assigns, with keys and other instruments necessary to enable entry onto the premises. Lessor
shall use its best efforts to minimize any disruption to Lessee's use of premises to accomplish
such repairs, alterations, etc.
Lessee is granted right to limit right of access to the premises to the following
persons: persons directly involved with the projects of the Lessee on the premises; members of
the public who are participating in public tours conducted by Lessee or staff designated by
Lessor.
6. WATER AND WATER SYSTEMS.
(a) Lessor shall provide and install adequate water and sewage facilities and
water service which, in the opinion of the Lessor, are necessary for the adequate use of the
premises by the Lessee.
(b) Lessee agrees to protect from leeching and trampling any manure
produced on said premises and not to allow it to be washed into water or drainage system.
7. UPKEEP. Lessee shall keep all canals and ditches now on said premises or which
may be constructed thereon during said term open and clean and otherwise in good order and
condition as when received when this ease commenced. If Lessee, in the reasonable judgment of
Lessor, shall fail to perform the work or any part thereof in this paragraph covenanted and agreed
to be done by the Lessee, and as herein provided, Lessor, at Lessor's option, may re-enter in and
upon said premises without demand upon or nctice to Lessee, and perform said work or any part
thereof, and Lessee shall pay to Lessor, on demand, the reasonable costs thereof to Lessor.
8. TAXES AND UTILITIES. During the term of this lease, Lessee shall promptly
pay, before delinquency, any and all taxes, and other governmental charges, if any, which shall be
2
laid, assessed, levied, or imposed upon, or become due and payable and alien upon the Lessee,
the leased premises or any part thereof, including, but not limited to: (i) all taxes levied on the
personal property, fixtures, and equipment of Lessee located on the demised premises; and (ii) all
license fees and other charges imposed upon its business or operations conducted thereon. Lessee
shall also promptly pay all charges, if any, for electricity, light, power, and other utility services
on the leased premises, except water and garbage service as provided by Lessor.
9. CONDITION OF PREMISES. By entry under this lease, Lessee accepts the
premises in its present condition, except that Lessor agrees to perform all things which, in its
opinion, are necessary to cause the plumbing on the premises to be kept in conformance with the
City of Cupertino Building Code. Lessor agrees to assume costs of capital repairs and
improvements as deemed necessary by Lessor; Lessee shall be responsible for costs involved in
use functions; and further agrees on the last day of the term or on sooner termination of this
lease, to surrender the premises and the appurtenances to Lessor in substantially the same
condition as when received, reasonable use, wear, and damage by fire, act of God, or the
elements excepted, and to remove all of Lessee's property from the premises. There shall be no
Lessee requirement to dismantle improvements upon termination of this contract. Lessor agrees
to provide the premises with regular garbage se: -vice.
10. ABANDONMENT. Lessee shal, not vacate or abandon the premises without
giving Lessor ninety (90) days written notice. If Lessee does abandon, vacate, or surrender the
premises, or is dispossessed by process of law, :)r otherwise, personal property belonging to
Lessee and left on the premises shall be kept for a reasonable time by Lessor, but in no event
longer than fifteen (15) days after Lessor gives Lessee written notice to remove that property
from the premises, after which time, if it has not been reclaimed by Lessee, it may be treated by
Lessor as abandoned. The abandonment of any portion of the premises shall, in no way, affect the
other provisions of this lease and the same shall remain in full force and effect.
11. INSURANCE HAZARDS. Lessee shall not use the premises, nor permit others to
use them, nor do or permit acts that will increase the existing rate of insurance on the structures,
trees, or other permanent crops on the premises, or cause a cancellation of any insurance
programs covering, in whole or in part, the structures, trees, and permanent crops; nor shall
Lessee sell, or permit to be kept, used, or sold, in or about the premises, any article that is
prohibited by the standard fire insurance programs. Lessee shall comply with all requirements,
applying to the premises, of any applicable fire or liability insurance programs covering the
structures, trees, and permanent crops.
12. TERMINATION BY LESSOR. In the event the Lessor sells or long-term leases
the premises, or any portion thereof, prior to the expiration of the term hereof, Lessor or its
successor shall have the right to terminate this lease, as to said premises or portions thereof, as
the case may be, upon at least 120 days prior written notice to Lessee; provided, however, that in
the event of such notice is given during the period January 1 to September 30 of any year, Lessee
may remain in possession until the date of (a) October 1 of that year, or (b) the expiration of 120
days following such notice.
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13. OPERATING COSTS. Lessee shall pay, at Lessee's sole cost and expense, the
cost of ground preparation, seed, fertilizer, labor, and all other things necessary and appropriate
in connection with the permitted use of the leased premises.
14. DISCLAIMER OF WARRANT.' -SOIL SUITABILITY. Lessor makes no
warranty of the soil's suitability for the use permitted under this lease.
15. OPERATING PRACTICES. Lessee shall conduct its operations on the leased
premises in a proper and farmer -like manner and in accordance with the customary industry
practices for such operations. Lessee agrees to farm the leased premises as above provided with
due regard to conservation of the water and the soil.
16. MAINTENANCE OF PREMISES. Lessee shall keep and maintain all buildings
and other improvements on said leased premises in good condition and repair and free from fire
hazards. Lessee shall maintain the interior and exterior of the pole barns and tack room, shall
maintain the fences, corrals, windows, one sidewalk in front of the tack room, and any other
appurtenances on the premises, including but not limited to, the plumbing and electrical systems
of said appurtenances, in good and sanitary condition, and repair during the term of this lease,
ordinary wear and tear excepted. Stalls/pens and wooden fences shall be kept painted. Corrals
and stalls/pens shall be cleaned on a regular basis —every day or every other day, and be kept
reasonably free of odor. Lessee hereby waives all rights to make repairs at the expense of Lessor
as provided in Section 1942 of the Civil Code of the State of California, and all rights provided
for by Section 1941 of said Civil Code. Any improvement made to the premises shall, upon
installation, become the property of Lessor, with the exception of movable furniture and trade
fixtures. Lessee shall give Lessor, through its Director of Parks and Recreation, written notice in
advance of making any alteration, repair, addition, or improvement, and Lessor shall have the
right to post and maintain on the premises notice of non -responsibility in accordance with the
applicable provisions of California law. Lessee shall obtain any and all permits required by any
government jurisdiction which are necessary for carrying out Lessee's activities. Any and all
repairs, improvements, and restoration performed by either party shall be in conformance with
the City of Cupertino Building Code. Lessee shall keep the premises free from any liens arising
out of work performed, material furnished, or obligations incurred by Lessee.
17. DESTRUCTION. The term or status of this lease shall not be affected by the
partial or total damage or destruction of any of the improvements on the leased premises by fire,
earthquake, or other casualty. The provisions of Section 1932(2) and 1933(4) of the Civil Code
of the State of California shall not apply to this lease, and Lessee waives the benefit of such
provisions.
18. MECHANIC'S LIENS. Lessee shall keep the premises free from any liens arising
out of any work performed, material furnished, or obligations incurred by Lessee.
19. COMPLIANCE WITH LAW. Lessee shall, at its sole cost and expense, comply
with all requirements of all governmental authorities, such as of the United States, State of
California, City of Cupertino, County of Santa Clara, and any legal authority having jurisdiction,
2
in force either now or in the future, affecting Lessee's use of the premises, and shall faithfully
observe in his use of the premises all laws, rules, and regulations of these authorities, in force
either now or in the future. The judgment of any court of competent jurisdiction, or the admission
of Lessee in any action or proceeding against Lessee or its members, whether Lessor be a party
thereto or not, that Lessor has violated any such ordinance or statute in the use of the premises
shall be conclusive of the fact as between Lesser and Lessee. Lessee shall comply with all
applicable laws, statutes, ordinances, regulations, rules, and other governmental requirements
relating to the storage, use, clean up, and disposal of toxic waste and/or hazardous materials.
Provided, however, that if during; the term of this lease a change in, or addition of,
law, regulation, or rules by these authorities requires correction or alleviation of naturally
occurring conditions, including, but not limited to, weed and pest infestations, and disease
conditions, that exist wholly or in part at the start of this lease, the correction or alleviation shall
be performed by Lessee, but its cost shall be borne by both Lessor and Lessee in a proportion
based on the extent to which the conditions required to be corrected exist at the time this lease
starts.
20. INSURANCE. Lessor's Insurance. Lessor, at its sole cost and expense, shall
insure its activities in connection with this Lease and obtain, keep in force, and maintain
insurance as follows:
a. Comprehensive or Commercial Form General Liability Insurance (contractual
liability included) with minimum limits as follows:
1. Each Occurrence $500,000
2. Products/Completed Operations Aggregate $500,000
3. Personal and Advertising; Injury $500,000
4. General Aggregate* $1,000,000
*applicable to commercial form only
However, if such insurance is written on a claims -made form following
termination of this Lease, coverage shall survive for a period of not less than three years.
Coverage shall provide for a retroactive date of placement coinciding with the Lease
Commencement Date of this Lease.
b. Business Automobile Liability Insurance for owned, scheduled, non -owned, or
hired automobiles with a combined single limit no less than $300,000 per occurrence.
C. Fire and extended coverage in an amount equal to one hundred percent (100%) of
the full replacement value of the Building to conform with then current codes an the costs of
demolition and debris removal, excluding land and the footings, foundations, and installations
below the basement level.
The insurance and the coverages referred to under this section shall be endorsed to
include Lessee as an additional insured. Such a provision, however, shall apply only in
proportion to and to the extent of the negligent acts or omissions or Lessor, its officers, agents,
5
employees; or any person or persons under Lessor's direct supervision and control, and then only
to the extent such supervision and control is required by law. Lessor upon the execution of this
Lease shall furnish Lessee with Certificates of Insurance evidencing compliance with all
requirements. Certificates shall further make provisions for thirty (30) day advance written notice
to Lessee of any modification, change, or cancellation of any of the above insurance coverages.
It should be expressly understood, however, that the coverages required herein
shall not in any way limit the liability of Lessor, its officers, agents, or employees.
Lessee's Insurance. Lessee, at its sole cost and expense, shall insure its activities
in connection with this Lease and obtain, keep i n force, and maintain insurance as follows:
a. Comprehensive or Commercial Form General Liability Insurance
(contractual liability included) or an equivalent program of self-insurance with minimum limits
as follows:
1. Each Occurrence $500,000
2. Products/Completed Operations Aggregate $500,000
3. Personal and Advertising Injury $500,000
4. General Aggregate* $1,000,000
*applicable to commercial form only
However, if such insurance program of self-insurance is written on a claims -made
form following termination of this Lease, coverage shall survive for a period of not less than
three years. Coverage shall provide for a retroactive date of placement coinciding with the Lease
Commencement Date of this Lease.
b. Business Automobile Liability Insurance or an equivalent program of self-
insurance for owned, scheduled, non -owned, or hired automobiles with a combined single limit
no less than $300,000 per occurrence.
C. Property Insurance, Fire and Extended Coverage Form, or an equivalent
program of self-insurance in an amount sufficient to reimburse Lessee for all of its equipment,
trade fixtures, inventory, fixtures, and other personal property located on or in the Premises,
including leasehold improvements hereinafter constructed or installed.
The insurance and the coverages referred to under this section shall be endorsed to
include Lessor as an additional insured. Such a provision, however, shall apply only in
proportion to and to the extent of the negligent acts or omissions of Lessee, its officers, agents,
employees; or any person or persons under Lessee's direct supervision and control, and then only
to the extent such supervision and control is required by law. Lessee, upon the execution of this
Lease, shall furnish Lessor with Certificates of ]'Insurance evidencing compliance with all
requirements. Certificates shall further make provisions for thirty (30) day advance written notice
to Lessor of any modification, change, or cancellation of any of the above insurance coverages.
31
It should be expressly understood, however, that the coverages required herein
shall not in any way limit the liability of Lessee, its officers, agents, or employees.
21. INDEMNIFICATION.
Lessor's Obligation. Lessor shall indemnify, defend, and hold harmless Lessee, its
officers, agents, and employees from and against any claims, damages, expenses, including an
amount equal to reasonable attorney's fees, or liabilities arising out of or in any way connected
with this Lease including, without limitation, claims, damages, expenses, or liabilities for loss or
damage to any property, or for death or injury to any person or persons in proportion to and to the
extent that such claims, damages, expenses, or liabilities arise from the negligence or willful acts
or omissions of Lessor, its officers, agents, or employees.
Lessee's Obligation. Lessee shall indemnify, defend, and hold harmless Lessor, its
officers, agents, and employees from and against any claims, damages, expenses, including an
amount equal to reasonable attorney's fees, or liabilities arising out of or in anyway connected
with this Lease including, without limitation, claims, damages, expenses, or liabilities for loss or
damage to any property or for death or injury to any person or persons in proportion to and to the
extent that such claims, damages, expenses, or liabilities arise from the negligence or willful acts
or omissions of Lessee, its officers, agents, or employees.
22. WAIVERS OF SUBROGATION. Lessor and Lessee each hereby waive any right
of recovery against the other due to loss of or damage to the property of either Lessor or Lessee
when such loss of or damage to property arises out of the acts of God or any of the property perils
whether or not such perils have been insured, self -insured, or non-insured.
23. REMEDIES. If Lessee breaches this lease and in the event Lessee does not cure
said breach or make reasonable efforts to cure the breach, Lessor shall have the right of reentry,
after having given ten days' notice, and the right to take possession of all crops, harvested or
unharvested, and livestock and farm equipment: and to remove all persons and property from
warehouse or elsewhere at Lessee's expense and for his account. Lessor, at his election, shall
become the owner of all crops of which he has so taken possession and, except when he elects to
proceed under option (c) below, shall not be obligated to compensate Lessee for them.
If Lessor elects to reenter as provided above, or to take possession under legal
proceedings or under any notice provided for by law:
(a) Lessor may terminate this lease: or
(b) Lessor may from time to time, without terminating this lease, relet the entire or
any part of the premises of such terms (which may extend beyond the term of this lease) and at
such rentals and other conditions as Lessor in his sole discretion deems advisable. Lessor also
has the right to make alterations and repairs to the premises; or
7
(c) Lessor, or his agents or assigns, or a receiver appointed at this instance may (1)
perform lessee's duties under this lease, including such things as necessary in Lessor's opinion to
carry out Lessee's operations contemplated by the lease, (2) charge the proceeds from the sale of
the crops or livestock with all reasonable costs of maintenance and husbandry, and (3) divide the
remainder of the proceeds with Lessee in the same proportions as the proceeds would have been
divided between Lessor and Lessee if Lessee had faithfully performed under this lease. If the
costs exceed the proceeds, the deficiency shall be borne by Lessor and Lessee in the same
proportions as would have been divided between Lessor and Lessee if Lessee had faithfully
performed under this lease; or
(d) Lessor may exercise all other rights that become available to him if Lessee
breaches or defaults in his obligation under this lease.
The rights and remedies given to Lessor in this Lease are distinct, separate, and
cumulative remedies, and no one of them, whether or not exercised by Lessor, shall be deemed to
be in exclusion of any of the others herein or by law or equity.
No reentry or taking possession of the premises by Lessor shall be construed as an
election by him to terminate this lease unless a ATitten notice of such an intention is given to
Lessee or the lease is declared to be terminated by a court of competent jurisdiction.
Nothing contained in this lease, and no security or guarantee that Lessor holds now or in
the future under the lease, shall in any way constitute a bar or defense to an action by Lessor in
unlawful detainer or for recovery of the premises.
24. INSOLVENCY; RECEIVER. Any one of the following constitutes a breach of
this lease by Lessee: (a) the appointment of a receiver to take possession of all or substantially all
assets of Lessee, or (b) a general assignment by Lessee for the benefit of creditors.
25. HAZARDOUS MATERIAL.
(a) INDEMNITY. Lessee shall not cause or permit any Hazardous Material to be
brought upon, kept, or used in or about the Premises by Lessee, its agents, employees,
contractors, or invitees without the prior written consent of Lessor (which Lessor shall not
unreasonably withhold as long as Lessee demonstrates to Lessor's reasonable satisfaction that
such Hazardous Material is necessary or useful to Lessee's business and will be used, kept, and
stored in a manner that complies with all laws regulating any such Hazardous Material so
brought upon or used or kept in or about the Premises). If Lessee breaches the obligations stated
in the preceding sentence, or if the presence of Hazardous Materials on the Premises caused or
permitted by Lessee results in contamination of the Premises, or if contamination of the Premises
by Hazardous Material otherwise occurs for which Lessee is legally liable to Lessor, then Lessee
shall indemnify, defend, and hold Lessor harmless from any and all claims, judgments, damages,
penalties, fines, costs, liabilities, or losses (including, without limitation, diminution in value of
the Premises, damages for the loss or restriction on use of the Premises or of any amenity of the
Premises, damages arising from any adverse irr.pact on marketing of the Premises, and sums paid
in settlement of claims, attorneys' fees, consultant fees and expert fees) which arise during or
after the lease term as a result of such contamination. This indemnification of Lessor by Lessee
includes, without limitation, costs incurred in connection with any investigation of site
conditions or any cleanup, remedial, removal, or restoration work required by any federal, state,
or local governmental agency or political subdivision because of Hazardous Material present in
the soil or groundwater on or under the Premises. Without limiting the foregoing, if the presence
of any Hazardous Material on the Premises caused or permitted by Lessee results in any
contamination of the Premises, Lessee shall promptly take all actions at its sole expense as may
be required by any governmental agency; provided that Lessor's approval of such actions shall
first be obtained, which approval shall not be unreasonably withheld.
(b) As used herein, the term "Hazardous Material" means any hazardous or toxic
substance, material, or waste, which is or becomes regulated by any local governmental
authority, the State of California or the United States Government. The term "Hazardous
Material" includes, without limitation, any material or substance that is (i) defined as "hazardous
substance" under California law, (ii) petroleum, (iii) asbestos, (iv) designated as a "hazardous
substance" pursuant to Section 311 of the Federal Water Pollution Control Act (33 U.S.C. §
1321), (v) defined as "hazardous waste" pursuant to Section 1004 of the Federal Resource
Conservation and Recovery Act, 42 U.S.C., § 6901 et seq. (42 U.S.C. § 6903), or California
Health and Safety Code 25100 et seq., (vi) defined as "hazardous substance" pursuant to section
101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C.
§ 9601 et seq., (42 U.S.C. § 9601), or (vii) defined as a "regulated substance' pursuant to
subchapter IX, Solid Waste Disposal Act (Regulation of Underground Storage Tanks, 42 U.S.C.
§ 6991, et seq.).
26. ATTORNEY'S FEES ON DEFAULT. In any action or proceeding by either party
to enforce this lease or any provision thereof, the prevailing party shall be entitled to all costs
incurred and to reasonable attorney's fees.
27. ASSIGNMENT OR SUBLETTING. Lessee shall not assign this lease, or any
rights under it, and shall not sublet the entire or any part of the premises, or any right or privilege
appurtenant to the premises, or permit any other person (the agents and servants of Lessee
excepted) to occupy or use the entire or any portion of the premises; without first obtaining
Lessor's written consent; provided that Lessor shall not unreasonably withhold or delay consent
to assignment, sublease, or other transfer of use of possession of the premises. A consent to one
assignment, subletting, occupation, or use by another person is not a consent to a future
assignment, subletting, occupation, or use by another person. An assignment or a subletting
without Lessor's consent shall be void and shall, at Lessor's option, terminate this lease. No
interest of Lessee in this lease shall be assignable to operation of law without Lessor's written
consent.
28. NOTICES. Any notice to be given to either party by the other shall be in writing
and shall be served either personally or by registered or certified mail addressed as follows:
X
LESSOR: Parks and Recreation Administration
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
LESSEE: University of California
Office of the President
Division of Agriculture and Natural Resources Administration
Attn: Risk Manager
1111 Franklin Street, 6ch ]door
Oakland, CA 94607-5200
29. SURRENDER AND RESTITUTION: Upon termination of this Lease in any
manner, either wholly or in part, whether at the expiration of the full term or at any earlier time,
other than as outlined in paragraph 12 as herein provided, Lessee shall surrender and deliver to
Lessor the quiet and peaceable possession of said leased premises, including improvements made
thereon, or that portion thereof as to which this Lease shall be terminated, including
improvements made thereon, in substantially the same condition as when received, or in the case
of improvements made thereon, reasonable wear and tear excepted. Lessee has no requirement to
dismantle improvements.
30. LEGAL EFFECT. All covenants of Lessee contained in this lease are expressly
made conditions.
The provisions of this lease shall, subject to the provision on assignment, apply to and
bind the heirs, successors, executors, administrators, and assign of all parties to this lease; and all
parties executing the lease as Lessee shall be jointly and severally liable under it.
The titles or headings to the paragraphs of this lease are not a part of this lease and shall
have no effect on the construction or interpretation of any part of this lease.
31. SEVERABILITY. If any portion of this Agreement is found to be illegal, invalid,
or unenforceable, the remaining portions of this Agreement shall continue in full force and effect.
The provisions of this lease shall, subject to the provision on assignment, apply to and
bind the heirs, successors, executors, administrators, and assigns of all parties to this lease; and
all parties executing this lease as Lessee shall be jointly and severally liable under it.
(All signatures appear on the following page.)
10
LESSOR: THE CITY OF CUPERTINO, a municipal corporation,
By: G-� L.1 Date:
David Knapp, City Manager
ATTEST:
APPROVED AS TO FORM:
1 fi.
City Clerk City Attorney
LESSEE: THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
Y
Jake Aie, Controller
Division of Agriculture & Natural Resources
Date: 2 - Zq 20iu
g:\parks and recreation admin\agreemen\4-h 2009 renewal.doc
UNIVERSITY OF CALIFORNIA
BERKELEY • DAVIS • IRVINE • LOS ANGELES • MERCED • RIVERSIDE • SAN DIEGO • SAN FRANCISCO
OFFICE OF THE, VICE PRESIDENT -
AGRICULTURE AND NATURAL RESOURCES
Donna Henriques
City of Cupertino
Parks & Recreation Department
10300 Torre Avenue
Cupertino, CA 95014-3255
SANTA BARBARA • SANTA CRUZ
OFFICE OF THE PRESIDENT
Division of Agriculture and Natural Resources
11 I I Franklin Street, 6th Floor
O�arCh a�i'orn�al 0607-5200
Re: Rolling Hills 4-H Club Lease w/ the City of Cupertino for Use of McClellan Ranch
Park
Dear Ms. Henriques:
I am enclosing three originals of the above -referenced Lease that have been signed by Controller
Jake McGuire between the City of Cupertino and the Regents of the University of California.
Additionally, I am enclosing a Certificate of Insl:xance for the City that covers the period
September 1, 2009 through August 31, 2014.
Once the City has signed the agreements please return one fully executed copy to me for my files
at the address below and one to the Santa Clara County office. If you have any questions or
comments, please feel free to contact me at 530 '752-7481.
Address: Linda Harris
University of California
Office of Risk Services
Ag Field Station Building
One Shields Avenue
ANR Research and Exteision Centers
Davis, CA 95616-8593
Sincerely,
Linda Harris
Risk Services Analyst
Enclosures
No. ANR 378 2009/10
This Certificate is issued to:
City of Cupertino
Department of Parks and Recreation
10300 Torre Avenue
Cupertino, CA 95014-3265
University of California
Office of Risk Services
Ag Field Station Building
One Shields Avenue
ANR Research and Extension Centers
Davis, CA 95616-8593
(530)752-7481
UNIVERSITY OF CALIFORNIA
CERTIFICATE OF SELF-INSURANCE
This is to certify that the University of California is pelf -insured for the following coverages:
Type of Coverage
Self -Insured Limits
I. GENERAL LIABILITY:
Each Occurrence
$1,000,000.00
Products and Completed Operations Aggregate
$1,000,000.00
Personal and Advertising Injury
$1,000,000.00
General Aggregate (Bodily Injury & Property Damage)
$1,000,000.00
II. AUTOMOBILE LIABILITY: Vehicles owned, Non -owned
$1,000,000.00
and Hired
each occurrence
III. SPECIAL TERMS & CONDITIONS:
1. The City of Cupertino Department of Parks and Recreation, its officers, agents and
employees are hereby named as additional insured but only in connection with ANR 378, a
sanctioned Regents activity, conducted through the auspices of Santa Clara County
Cooperative Extension 4-H Program for Rolling Hills 4-H Club Ranch for Use of McClellan
Ranch Park held during the period September 1, 2009 through August 31, 2014 Specific
times, dates and activities which invoke this certificate must be attached to the certificate in
order to be covered. This provision shall apply to all claims, costs, injuries, or damages, but
only in proportion to and to the extent such claims, costs, injuries, or damages are caused by
or result from the negligent acts or omissions of the Regents of the University of California, its
officers, agents, or employees.
2. The insurance evidenced herein follows the provisions of the Bylaws and Standing Orders of
The Regents of the University of California and Self -Insurance Programs as administered by the
University of California, Office of the President, Office of Risk Management, which does not
permit any assumption of liability which does not result from and is not caused by the negligent
acts or omissions of its officers, agents, or employees. Any indemnification or hold harmless
clause with broader provisions than required under such Bylaws and Standing Orders shall
invalidate this certificate.
Should any of the above described programs of self-insurance be modified or cancelled before the
expiration date shown below, The Regents of the University of California will give 30 days written notice
to the named certificate holder.
DATE ISSUED: March 1, 2010
CERTIFICATES EXPIRES: September 1, 2014
AUTHORIZED IGNATURE
Linda Harris
Risk Services Analyst
Division of Agriculture & Natural Resources