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10-066 Lease and Caretaker Agreement, McClellan Ranch House FIRST AMENDMENT TO LEASE AND CARETAKER AGREEMENT BETWEEN THE CITY OF CUPERTINO AND FRIENDS OF STEVEJ.vS CREEK TRAIL This First Amendment to the Lease Agreement between the- City of Cupertino and Friends of Stevens Creek Trail for reference*dated. July 1, 2013, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Friends of Stevens Creek Trail, a California nonprofit corporation (hereinafter "LESSEE") whose address is 22221 McClellan Road, (hereinafter "Pro e "), and is made with reference to the following: RECITALS: A. On July 1;2013, the City and friends of Stevens Creek Trail entered into a Lease Agreement (hereinafter "Agreement").' B. City and Lessee desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agref;d by and between and undersigned parties as follows: 1. Pursuant,to Paragraph 3(b) of the Agreement, the.City and the Lessee hereby exercise the option to extend the term of the Lease through June 30, 2015. 2. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in fall force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification -of Agreement to be executed. Lessee' CITY OF CUPERTINO Friends of Stevens Creek Trail A Munici Corporation �. By Executive Director City Manager ATTEST: City Clerk APPROVED AS TO FORM: By City Attorney 1 LEASE AND CARETAKER AGREEMENT FOR THE McCLELLAN RANCH HOUSE This Lease and Caretaker Agreement ( "AGREEMENT "), for reference dated March 1, 2010, 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 part of the PREMISES being leased include two offices within the ranch house totaling of 588 square feet, together with the non - exclusive use of hallways, restrooms, and outside parking facilities ( "LEASED PORTION "). This AGREEMENT is entered for the purpose of making available for lease the LEASED PORTION the PREMISES owned by the CITY on the conditions that: (1) the LESSEE pay the rent described below, (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 LEASED PORTION of the PREMISES shall commence on March 1, 2010 and end two y--ars later on February 28, 2012, at which time the lease may be renegotiated after evaluation by the CITY. 2. RENT Rent shall be based upon the rate of one dollar ($1.00) per square foot per month. Effective March 1, 2010, LESSEE shall occupy the front office of 308 square feet for a monthly rate of $308.00, the middle office of 180 square feet for an additional monthly rate of and the office adjacent to the kitchen of 100 square feet for an additional monthly rent of $100.00. Total rent shall be $588.00, 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. 3. SECURITY DEPOSIT A security deposit of $205.00, not applicable toward the last month's rent payment, has been paid by the LESSEE. 4. UTILITIES TELEPHONE, OFFICE EQUIPMENT 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 2 -11 -10 responsible for its own telephone service and shall provide for its own office equipment and furnishings. 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 /ACCES 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 LEASED PORTION of 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 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 written notice. CITY retains the right to designate exclusive parking for LESSEE, or any other User or Lessee of the PREMISES, or in the -.vent 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 LEASED PORTION of the PREMISES or within the common areas. LESSEE agrees to hold CITY harmless 2 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 of the property covered by this Agreement. 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 all Cupertino Municipal Ordinances and all State and Federal Statutes now in force or which may hereafter be in force pertaining to the use of the PREMISES. 15. SIGNAGE. The CITY shall provide sig cage 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 at 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 set forth as Exhibit B, attached hereto and incorporated herein by this reference.). 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 the Caretaker is unavailable, to the County Sheriff. In the event the Sherifi'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 LEASED PORTION.) 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 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. 3 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 in this AGREEMENT. 23. ADDITIONAL DUTIES OF LESSEE, LESSEE and CITY are entering into this Lease and Caretaker Agreement with two goals: 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 its Naturalist, and LESSEE, agree to work together throughout the term of this AGREEMENT to try to develop a program of activities mutually beneficial to CITY and LESSEE. 24. ENTIRE AGREEMENT This AGREEMENT, consisting of four pages, constitutes the entire AGREEMENT and supersedes any prior agreement between the parties. In Witness Whereof, the Parties have executed this AGREEMENT. LESSEE CITY Santa -Au V e bon Society City of Cu ertino Preside t �ityy ana ATTEST: Kimberly Smith4tity Clerk APPROVED AS TO FORM: Attachments Carol A. Korade, City Exhibit A Insurance and Indemnity Requirements Exhibit B Cupertino Municipal Code Title 13 4