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18-128 Friends of Stevens Creek Trail, Lease and Caretaker Agreement for the McClellan Ranch House FIRST AMENDMENT TO LEASE AND CARETAKER AGREEMENT BETWEEN THE CITY OF CUPERTINO AND THE FRIENDS OF STEVENS CREEK FOR THE McCLELLAN RANCH HOUSE This First Amendment to the Lease Agreement between the City of Cupertino and THE Friends of Stevens Creek Trail, for reference dated July 1, 2018, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City"), and FRIENDS OF STEVENS CREEK TRAIL, a California nonprofit corporation ("Lessee") whose address for the purposes of this lease is 22221 McClellan Road, and is made with reference to the following: RECITALS: A. On July 1, 2018, an agreement was entered into by and between City and Lessee ("Agreement") for lease of a portion of the property commonly known as "McClellan Ranch House," located at 22221 McClellan Road, McClellan Ranch Park, City of Cupertino, County of Santa Clara, California("Property"). B. The Agreement, and this First Amendment to the Agreement, are collectively referred to as the "Agreement"unless otherwise indicated. C. Section 3(b), "Option to Renew," of the Agreement provides that "Upon mutual agreement of the City and Lessee, the initial term of this lease may be extended for up to one year, on the same terms, covenants, and conditions of this Lease, except for rent, which shall increase by three percent (3%) during the period of the extended term." D. Pursuant to Section 3(b), Lessee gave written notice to the City of its interest in extending the term of the lease and the City agrees to this extension. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. The Term of this Lease Agreement is extended for a period of one (1) year commencing on July 1, 2019 and ending on June 30, 2020. 2. For the extended Term, Lessee shall pay monthly rent to the City, without deduction or setoff, of one hundred and nineteen dollars and forty-eight cents ($119.48)per month, based on a three percent (3%) increase from the initial rent of one hundred and sixteen dollars ($116.00) per month found in Section 4 of the Agreement. 3. Except as expressly modified herein, all other terms and covenants 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 the Agreement to be executed. 1 LESSEE CITY OF UPERINO ByAaron Grossman By /,Z �� Title Executive Director, FOSCT Deborah Feng, City k1janager APPROVED AS TO FORM ..�. Heather M. Minner, City Attorney AT IEST: Grace Schmidt, City Clerk � 1123866.2 ACC® CERTIFICATE OF LIABILITY INSURANCE 77/23/2019 E(M MID D/YYYY) 11". .-� THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME: Margaret Mayers Insurance Management Group Pal/�No Ext: (260)338-2925 aiC No: 959 E. 4th St. E-MAIL mma ers@insm t.com ADDRESS: y g P.O. BOX 1600 INSURERS AFFORDING COVERAGE NAIC# Marion IN 46952 INSURER A:National Casualty Company 11991 INSURED INSURER B:Nationwide Life Insurance Co. 66869 Road Runners Club of America/2019 and Its Member INSURER Clubs INSURER D 1501 Lee Highway, Suite 140 INSURERE: Arlington VA 22209 INSURER F: COVERAGES CERTIFICATE NUMBER:2019 $2M A.I. REVISION NUMBER: 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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 CLAIMS. INSR TYPE OF INSURANCE ADOL SUBR POLICY NUMBER MM/DPOLICY LTR /YYYY MM/DDfYYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 A CLAIMS-MADE � OCCUR PREMISES DAMAGE TO RENTED Ea occurrence $ _- 500,000 X Legal liability to KR00000007654600 12/31/2018 12/31/2019 MED EXP(Any one person) $ 5,000 Participant $2,000,000 PERSONAL&ADVINJURY $ 2,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Unlimited X POLICY ❑ JECT PRO ❑ LOC PRODUCTS-COMP/OPAGG $ 2,000,000 OTHER: Abuse and Molestation $ 500,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 2,000,000 Ea accident ANYAUTO BODILY INJURY(Per person) $ A ALL OWNED SCHEDULED Fat AUTOS AUTOS 00000007654600 12/31/2018 12/31/2019 BODILY INJURY(Per accident) $ NON-OWNED PRO accident)P RTY DAMAGE HIRED AUTOS AUTOS UMBRELLA LIAB OCCUR EACH OCCURRENCE $ REXCESS LIAB CLAIMS-MADE AGGREGATE $ D I I RETENTION$ $ WORKERS COMPENSATION PER OTH- '.. AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY E.L.EACH ACIDENT $ (MandaoryOFFICEMEMBER n NH)EXCLUDED?/ ECUTIVE NIA E.L.DISEASE CEA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Excess Medical & Accident SPX0000030282400 12/31/2018 12/31/2019 Excess Medical $10,000 ($250 deduction) AD&Specific Loss $2,500 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) CERTIFICATE HOLDER IS NAMED AS AN ADDITIONAL INSURED AS RESPECTS THEIR INTEREST IN THE OPERATIONS OF THE NAMED INSURED. DATE OF EVENT(S) : 9/29/19 Trailblazer Race - 5k/lOk/TrailWalk and 08/29/19, 09/19/19, 10/24/19 and 12/05/19 for meetings INSURED RRCA CLUB/EVENT MEMBER: Friends of Stevens Creek Trail, Att'n: Aaron Grossman, 22221 McClellan Road, Cupertino, CA 95014 Attached: PCN 0409-KRGL56 Effective 08/21/19 this voids and replaces any previously issued certificate CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 08/29/19 City of Cupertino THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN 10300 Torre Avenue ACCORDANCE WITH THE POLICY PROVISIONS. Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE Terry Diller/MARL 'Tan) jJ t l ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025(201401) Policy Change GU 269 Number 0409 (11-86) THE ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. IL 12 01 11 85 POLICY CHANGES POLICY NO. POLICY CHANGES COMPANY EFFECTIVE NATIONAL CASUALTY COMPANY KR00000007654600 08/29/19 NAMED INSURED AUTHORIZED REPRESENTATIVE ROAD RUNNERS CLUB OF AMERICA K&K INSURANCE GROUP, INC. COVERAGE PARTS AFFECTED PAGE 01 OF 01 Commercial General Liability CHANGES Form Number: KR-GL-56 "Additional Insureds Owners and/or Lessors of Premises, Sponsors or Co-promotors" (X) Add Form To Include Additional Insured Below: CITY OF CUPERTINO Club: Friends of Steven Creek Trail Events/Dates : Meetings-08/29/19, 09/19/19, 10/24/19 & 12/05/19 Trailblazer Race-5K/10K/Trail Walk-09/29/19 No Premium Change NLS 08/20/19 a Authorized Representative Signature Copyright Insurance Services Office, Inc., 1983 Copyright,ISO Commercial Risk Services, Inc. 1983 ENDORSEMENT National Casualty Company ® 0409 ATTACHED TO AND ENDORSEMENT EFFECTIVE DATE FORMINQ APART OF (12:01 A.M.STANDARD TIME) NAMED INSURED AGENT NO. POLICY NUMBER KR00000007654600 08/29/19 ROAD RUNNERS CLUB OF AMERICA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSUREDS OWNERS AND/OR LESSORS OF PREMISES, CO-PROMOTERSSPONSORS OR This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The policy is amended to include as an additional Insured With respect to any additional insured included any person or organization of the types indicated by an "X" under this policy, this insurance does not apply to In any boxes shown below, but only with respect to liability any negligence of such additional insured. arising out of your operations: ❑ Sponsors ® Owners and/or lessors of the premises leased, rented, or loaned to you, subject to the following El Ca-Promoters additional exclusions: ® Any individual person(s) or organization(s) listed a. This insurance applies only to an "occurrence" below: which takes place while you are a tenant in CITY CUPERTINO the premises; b. This insurance does not apply to "bodily Club: Friends of Steven Creek Trail injury" or "property damage" resulting from Events/Dates: structural alterations, new construction or Meetings-08/29/19, 09/19/19, 10/24/19 & demolition operations performed by or on 12/05/19 behalf of the owner and/or lessor of the Trailblazer Race 5K/101K/Trail Walk- premises; 09/29/19 c. This insurance does not apply to liability of the owners and/or lessors for "bodily injury" or "property damage" arising out of any design defect or structural maintenance of the prom- ises or loss caused by a premises defect. AUTHORIZED REPRESENTATIVE DATE KR-GL-56(4-07) Page 1 of 1 POLICY NUMBER: KRO0000007654600 COMMERCIAL GENERAL LIABILITY CCU 24 04 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVERF TRANSFER OF RIGHTSY AGAINST OTHERS TO US This endorsement modifies insurance provided under the fallowing: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: CITY OF CUPERTINO Club: Friends of Steven Creek Trail Event: use of storage room for the Friends of Steven Creek Trail Dates: 8/15/19 through 12/31/19 Information re uired to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Sec- tion IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or °your work" done under a contract with that person or organization and included in the "products-completed operations hazard", This waiver applies only to the person or organization shown in the Schedule above. GG 24 04 05 09 Q Insurance Services Office,Inc.,2008 Page'I of 1 ENDORSEMENT AGREEMENT WAIVER OF SUBROGATION 9236790-19 RENEWAL NA mo 0-76-42-06 PAGE 1 HOME OFFICE SAN FRANCISCO EFFECTIVE AUGUST 22, 2019 AT 12 . 01 A.M. ALL EFFECTIVE DATES ARE AND EXPIRING AUGUST 18, 2020 AT 12 . 01 A.M. AT 12:01 AM PACIFIC STANDARD TIME OR THE TIME INDICATED AT PACIFIC STANDARD TIME FRIENDS OF STEVENS CREEK TRAIL 22221 MCCLELLAN RD CUPERTINO, CA 95014 ANYTHING IN THIS POLICY TO THE CONTRARY NOTWITHSTANDING, IT IS AGREED THAT THE STATE COMPENSATION INSURANCE FUND WAIVES ANY RIGHT OF SUBROGATION AGAINST, CITY OF CUPERTINO, PUBLIC WORKS DEPT. WHICH MIGHT ARISE BY REASON OF ANY PAYMENT UNDER THIS POLICY IN CONNECTION WITH WORK PERFORMED BY, FRIENDS OF STEVENS CREEK TRAIL IT IS FURTHER AGREED THAT THE INSURED SHALL MAINTAIN PAYROLL RECORDS ACCURATELY SEGREGATING THE REMUNERATION OF EMPLOYEES WHILE ENGAGED IN WORK FOR THE ABOVE EMPLOYER. IT IS FURTHER AGREED THAT PREMIUM ON THE EARNINGS OF SUCH EMPLOYEES SHALL BE INCREASED BY 03%. NOTHING IN THIS ENDORSEMENT SHALL BE HELD TO VARY, ALTER, WAIVE OR EXTEND ANY OF THE TERMS, CONDITIONS, AGREEMENTS, OR LIMITATIONS OF THIS POLICY OTHER THAN AS ABOVE STATED. NOTHING ELSEWHERE IN THIS POLICY SHALL BE HELD TO VARY, ALTER, WAIVE OR LIMIT THE TERMS, CONDITIONS, AGREEMENTS OR LIMITATIONS IN THIS ENDORSEMENT. COUNTERSIGNED AND ISSUED AT SAN FRANCISCO: AUGUST 26, 2019 2570 AUTHORIZED REPRESENT IVE PRESIDENT AND CEO SCIF FORM 10217 IREV.4-2018) OLD DP 217 LEASE AND CARETAKER AGREEMENT BETWEEN THE CITY OF CUPERTINO AND FRIENDS OF STEVENS CREEK TRAIL FOR THE McCLELLAN RANCH HOUSE This Lease and Caretaker Agreement ("AGREEMENT"), is entered into this 1st day of July, 2018, by and between the City of Cupertino ("CITY") and the Friends of the Stevens Creek Trail, a California nonprofit corporation ("LESSEE"). RECITALS A. City is the owner of certain real property commonly known as the "McClellan Ranch House" located 22221 McClellan Road, McClellan Ranch Park, City of Cupertino, County of Santa Clara,State of California (the "Property"). B. Lessee is a 501(c)(3) nonprofit organization that offers educational and informational programs to the community that promote the Stevens Creek Trail. B. City and Lessee desire to enter into an agreement to lease a portion of the Property that includes approximately 109 square feet of space within the ranch house (81 square feet office and 28 square feet storage), together with the non-exclusive use of hallways, restrooms, and outside parking facilities (the "Premises"). NOW, THEREFORE, in consideration of the promises, covenants and conditions contained in this Agreement and for other good and valuable consideration, the parties hereby agree as follows 1. PURPOSE OF LEASE. LESSEE and CITY are entering into this Lease and Caretaker Agreement with two goals: enhancing the quality of environmental programs for City's community, and providing a natural area for the conduct of some of LESSEE's ongoing activities. As such, both the CITY and LESSEE, agree to work together throughout the term of this AGREEMENT to develop a program of activities mutually beneficial to CITY and LESSEE. In consideration for City allowing Lessee to use the Premises, Lessee agrees to conduct the activities/programs/events and/or provide the services, as provided in the Scope of Work, attached hereto and incorporated by this reference as Exhibit A. 2. DESCRIPTION OF PROPERTY TO BE LEASED. City leases to Lessee and Lessee leases from City a portion of the property located at 22221 McClellan Road, Cupertino, California, (the "Property'), consisting of 109 square feet within the ranch house together with the non-exclusive use of hallways, restrooms, and outside parking facilities (the "Premises"). 3. LEASE TERM. l a. kldial_Terrn. The term of this L ease shall be for a period of one (1) year commencing on July 1, 2OlA ("[ommenoementUate") and ending June 3O, 2O19. b. Option to Renew. Upon mutual agreement of City and Lessee, the initial term of this Lease may be extended for up to one year, on the same terms, covenants, and conditions of this Lease, except for the Rent, which shall increase by three percent (]%) during the period of the extended term. To exercise the Option to renew, Lessee must give written notice (the "Option Notice^) of its interest in extending the term to the City at least two (2) months but not more than three (3) months before the expiration of the initial term, and Lessee must not be in default under this lease, either on the date of the Option Notice or at the time the extension period commences. City shall review the Option Notice and approve or deny the request prior to expiration of the Initial Term. If the City denies the request this Lease shall expire at the end of the initial term. Lessee shall have no other rights to extend the term beyond the Extension Period. 4. RENT. In consideration for the lease of the Premises, Lessee shall pay City as follows: a. Rent. Lessee shall pay monthly rent to the City, without deduction or setoff, based upon the rate of one dollar ($I.86) per square foot per month, fora total of one hundred and sixteen dollars ($115.00) per month. Rent shall be payable in on or before the first (1st) day of each calendar month without notice or demand of any kind by City. In addition to providing services in Exhibit A. All payments shall be submitted to City of Cupertino, Attn: Director of Finance, I03O8 Torre Avenue, Cupertino, [A9SO14. b. late Charges. In the event that any installment of rent or any other sum due by Lessee is not received by City within ten (10) days after the due date, rent is deemed late and delinquent and a late charge equal to $20.00 plus interest at the rate of 10% per annum of the overdue amount shall be assessed as additional rent. LESSEE further agrees to pay $20.80 for each dishonored bank check. 5. HOLDING OVER. If Lessee remains in possession of the Property with City's consent after the expiration of the term of this lease, such possession by City shall be construed to be a tenancy from month to month, terminable upon thirty(30) days written notice given at any time by either party. The same terms and conditions contained in this Lease shall apply to any month-to-month tenancy, provided that the monthly base rent shall be one and one-half times the monthly rent payable immediately preceding the termination date nf this Lease. 6. SECURITY DEPOSIT. A security deposit of$100.00, not applicable toward the last month's rent payment, has been paid by the LESSEE. 7. UTILITIES. 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, internei and similar service and shall provide for its own office equipment and furnishings. 8. TAXES. LESSEE shall be responsible for payment of any and all possessory interest property taxes. 9. LESSEE'S PROPERTY. a. Allowed and Required Uses. Lessee shall continuously use and occupy the Premises as office space for running educational and informational programs to the community that promote the goal of promoting the Stevens Creek Trail as set forth in Exhibit A. Lessee shall not use the property for any other purpose without the written consent of City, which consent may be withheld in [ity's sole and absolute discretion. Lessee, at Lessee's sole cost and expense, shall comply with all applicable municipal, state and federal statutes, ordinances, rules and regulations in effect during the term of this Lease regulating the use by Lessee of the Premises. The Lessee's use ofthe premises is subject 10 the following restrictions and requirements: 1. 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 Q:OOa.m. and IO:D0p.m. 2. Security. LESSEE shall be responsible for securing the facility and setting of the burglar alarm at the end of each day. 3. Common Areas. LESSEE may utilize the hallways and resLroomsofthe ranch house and the adjacent 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. Common areas include conference room, hallways, kitchen and restroums. CITY shall be entitled to utilize all common areas for program activities upon giving LESSEE one (1) days advance written notice. 4. Parking. CITY retains the right to designate exclusive parking for LESSEE, or any other user or Lessee of the PREMISES, in the event that City, in its sole discretion, determines that the parking lot is over-utilized. It is estimated that LESSEE's need for parking shall not exceed 12spaces. Lessee understands and agrees that Lessee's use of the parking area includes the right to use that area jointly with the City, and acknowledges that Lessee does not have exclusive use of the area. City shall not be liable in any manner for any inconvenience, disturbance, losses, personal injury,or other damage arising out of lessee's shared use of the parking lot for parking or any other City use. 5. Animals. No animals shall reside in o/ on the PREMISES without prior written consent of the CITY. Lease Agreement Friends of Stevens Creek Trail 3 of 13 6. Compliance with Law. 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. b. Caretaker Responsibilities. Lessee shall complete the following caretaker responsibilities: 1. Ensure that Lessee's employees who regularly operate at the PREMISES obtain training from the [ITYs Naturalist and become familiar with the McClellan Park Rules and Title 13 of the Cupertino Municipal Code which governs the use of City's parks and buildings. 2. Report to [|PY's code enforcement any violations of the above referenced regulations found byLESSEE. 3. Notify the [|TYs Parks and Recreation office prior to any absence from the PREMISES for any extended period of time beyond two weeks. 4. Promptly 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. |n the event the Sheriff's office is involved, report the incident to the Director of Recreation and Community Services. (CITY shall furnish LESSEE with a list of contact numbers prior to occupancy of the Pnemisesj c. Prohibited Uses. Lessee shall not use nor permit the use of the Property in any manner that will tend to create waste or nuisance or disturb other Lessees and members ofthe public. No use shall be made or permitted to be made of said Property, nor acts done, which will increase the existing rate of insurance upon the building in which the Property may be located once said rate is established or cause a cancellation of any insurance policy covering said building or any part thereof, nor shall Lessee sell or permit to be kept, used or sold in or about the Property, any article which may be prohibited by a standard form of fire insurance policies. Lessee shall, at his sole cost, comply with any and all requirements, pertaining to the use of the Property, of any insurance organization o/ company necessary for the maintenance of reasonable fire and public liability insurance, covering said building and appurtenances. 10. MAINTENANCE,ALTERATIONS AND FIXTURES. a. Alterations by Lessee. Lessee shall not paint paper, or make any other alterations of the Property, ur any part thereof, without the prior written consent ofCity. Any additions to, or alterations of, the Property, except movable furniture and equipment, shall become atonce a part of the realty and belong to City. Any such alterations shall be in conformance with the requirements of all municipal, state and federal authorities. All fixtures that Lessee attaches to the Property shall become at once a part of the realty and belong to City on expiration or sooner termination of this Lease. Lease Agreement Friends of Stevens Creek Trail 4uf13 |z City has the right, in its sole discretion to modify, reconfigure and renovate the Property at any time. The CITY shall provided8naRe as it deems appropriate designating the Premises and organizations utilizing the Property. c. RepaiIs. Except for damage caused by any negligent or intentional act oromission of Lessee, Lessee's agents, employees, or invitees in which event Lessee shall repair the damage, City, at City's expense, shall keep in good order, condition and repair the foundations, exterior vva||s and the exterior roof of the Property, including all plumbing and electrical equipment located between the exterior and interior woUo of the Property. City shall not, however, be obligated to maintain the interior walls, ceilings, windows, doors or plate glass. City shall have no obligation to make repairs under this Section until a reasonable time after receipt of written notice from Lessee of the need for such repairs. Lessee expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Lessee the right to make repairs at City's expense or to terminate this Lease because of City's failure to keep the Property in good order, condition and repair. d. Lessee's Obligations. Other than those obligations of the City described in this section, Lessee, at Lessee's expense, shall keep in good order, condition and repair the Property and every part thereof including, without limiting the generality of the foregoing, all plumbing, electrical and lighting facilities, and equipment within the Property, interior walls, ceilings, windows, doors, and glass, located within the Property. LESSEE shall be responsible for damages caused by the negligence of its employees, invitees o/guests. e. . |f Lessee fails to perform Lessee's obligations under this Section o/ under any other section of this Lease, City may at Oty's option enter upon the Premises after ten (10) days' prior written notice to Lessee (except in case of emergency, in which case no notice shall be required), perform such obligations on Lessee's behalf and put the Property in good order, condition and repair, and the cost thereof together with interest thereon at the maximum rate then allowable by |avv shall be due and payable an additional rent to City together with Lessee's next rental installment. 11. . a. Lessee accepts the Property and the leased fixtures and equipment as being ingood and sanitary order, condition and repair, and agrees to surrender the Property in as good condition as received, except for normal wear and tear, clean and free of debris. Lessee further agrees to remove all of Lessee's property that is not a fixture of or permanent attachment to the Property, or that is owned and was installed by Lessee during the term of this Lease. Lessee shall repair any damage to the Premises occasioned by the installation or removal of its furnishings and equipment. b. If upon expiration or termination of this Lease, Lessee fails to remove any personal property belonging to Lessee from the premises, such property shall at [ity's option at any time after thirty (30) days from the date of expiration or termination be deemed to have been transferred to City, and City shall have the right to remove and dispose of such property without liability toLessee. 12. ABANDONMENT OF PERSONAL PROPERTY. Lease Agreement Friends of Stevens Creek Trail 5 of 13 Lessee shall not vacate or abandon the Premises at any time during the term of this Lease; and if Lessee shall abandon, vacate or surrender the Premises or be dispossessed by process of law, or otherwise, any personal property belonging to Lessee and left on the Premises shall bedeemed tobe abandoned, a1 the option ofCity, 13. ENTRY AND INSPECTION. The City and its authorized representatives shall have the right to enter the Property at all reasonable times with reasonable notice for any of the following purposes: (1) to inspect the Property and determine whether the Property is in good condition and whether Lessee is complying with its obligations under this Lease; (I) to do any acts that may be necessary to protect Oty's interest in the Property; or (3) to perform any of [ity's dudes under this lease, including making any necessary or agreed on repairs or alterations. Such acts by City may include the erection and maintenance of scaffolding, canopy,fences and similar props as may be required, or for the purpose of posting notices of non-liability for alterations, additions o/ repairs. City shall be permitted to do any of the above without any rebate of rent and without any liability to Lessee for any loss of occupation or quiet enjoyment of the Premises thereby occasioned. Further, the City retains the right to enter upon and show the Property to persons considering purchase, rental or lease of the Property and to display the usual notices and signs, "For Sale," "For Lease," or"For Let," upon the Property for sixty (60) days prior to the expiration of the Leese term. Such signs shall be allowed without diminution of rent or hindrance by Lessee. City shall not he liable in any manner for any inconvenience, disturbance, loss of business, nuisance, or other damage resulting from the acts or omissions of City or its authorized representatives. 14. INSURANCE. a. Lessee shall, at its own expense, maintain in full force and effect during the term of this Lease, and during any hold-over,the insurance as outlined in Exhibit B. b. Lessee shall furnish to the City Certificates of Insurance evidencing the insurance coverages set forth above, the name and policy number ofeach carrier and policy, and that the insurance is in force and will not be cancelled or modified without thirty(]0) days written notice to the City. If Lessee does not maintain the above-required insurance, the City may, at its option, pay for the necessary insurance, and the repayment thereof shall be added to any subsequent installment ofrent, and shall be collectible as additional rent in the same manner, and with the same remedies asifit had been originally reserved. Based on the fact that the City retains sole occupancy and control of that certain portion of the Property designated as office space, appropriate exclusionary endorsements may be provided to remove said designated area from the insurance maintained byLessee. 15. INDEMNIFICATION. To the fullest extent allowed by law, Lessee, its officers, employees, agents and subcontractors (collectively, "Lessee") agrees to and shall indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, officials, employees, agents, servants and volunteers (collectively "|ndemnitees"), from and against any and all liability, loss, damage Lease Agreement Friends of Stevens Creek Trail 6ofl3 (including consequential damages), costs and expenses, claims and actions, regardlessof nature ortype ("Liabilities"), arising out of or in connection with Lessee's performance underthis Lease, its business operations, and its failure to comply with any ofits obligations in connection with this Lease, except for loss or damage caused by the sole negligence or willful misconduct of the City. Liabilities for which Lessee agrees to indemnify, defend and hold harmless the [hy/|ndemnitees include without limitation, property damage, injury, or death occurring in or about the premises or related to the use of the parking lot by Lessee or Lessee's Quests or invitees, resulting from Lessee's failure to keep the Property in good condition and repair, or from any act or omission by Lessee, its agents, contractors, invitees, or employees. Lessee shall also be responsible for all damages, liability, fines, penalties and any other consequences arising from any noncompliance or violation of any laws, ordinances, codes, or regulations, including but not limited to the Occupational Safety and Health Act and the Americans with Disabilities Act. Litigation costs and expenses include without limitation, reasonable attorneys'fees,the costs of legal counsel of the [ity's choice, expert fees, and all other costs and fees incurred in investigating, defending, or prosecuting litigation or similar proceedings and the threat thereof. Lessee hereby expressly waives all claims against the City for damages Lm goods, wares and merchandise in, upon or about the Property, and for injuries to persons in, upon or about the Property, from any cause arising at any time during the Lease term. 16. . If the Property is vvho|k/ or partially destroyed by fire, earthquake or any other cause whatsoever, renting the Property totally or partially inaccessible or unusable, or if the Property is injured by any cause which necessitates an expenditure of more than forty (40Y6) percent of its fair market value to repair and restore it, or if more than forty percent (40Y6) of the floor area, measured in square feet, is destroyed, the City may, at its option, elect to terminate this Lease by giving notice to Lessee within sixty (60) days from the date of the destruction or injury. If the City does not terminate the Lease, Lessee's vent shall be abated, from the date of destruction until restoration is completed, in an amount proportionate to the extent towhich destruction interferes with Lessee's use of the premises. In no event shall City be under an obligation o/ duty to restore the Property. If the City elects to restore the Property, it shall proceed with reasonable diligence, but shall not be liable for any delay, other than an abatement of rent during the time that the Property remains uninhabitable. The words "restore" and "restoration", shall not include or apply to any fixture, equipment or additions of any kind, or any Property whatever placed in or upon the Property by Lessee or anyone acting on their behalf. In making restorations, the City may use similar and/or changed workmanship and/or architecture. Immediately upon completion of repairs, the full amount of rent hereunder reserved shall be due and payable. For the purposes of this Lease, the Property shall be deemed "uninhabitable" if it cannot be used as an office facility or if any public agency deems it unsafe or unhealthy for human habitation or use as an office facility. |f the City does not elect to terminate the Lease, and does not commence restoration of the Property within one hundred twenty (120) days from the date of destruction or injury, Lessee may, at its option,terminate this Lease upon written notice tothe City. Lease Agreement Friends of Stevens Creek Trail 7of13 17. EMINENT DOMAIN. a. Total Condemnation. |n the event ofa total condemnation of the Property during the Lease term,this Lease shall terminate as of the date actual physical possession of the Property is token by the condemnor. All compensation and damages awarded for such total condemnation shall belong to, and be the sole Property of the City, and Lessee shall have no claim thereto, and hereby irrevocably assign and transfer to the City any right to compensation or damages they may become entitled, provided however, the Lessee shall be entitled to receive any award that may be made for the taking of or damage to Lessee's trade fixtures and any improvements made by Lessee to the Property which Lessee would have had, but for the condemnation, the right to remove upon expiration or termination of this Lease. b. Rent Due on Total Condemnation. On termination of this Lease by a total condemnation of the Property, all rent and other charges payable by Lessee to or on behalf of the City pursuant tuthis Lease shall be paid uptothe date onwhich actual physical possession of the Property is token by the condemnor, and the parties hereto shall thereafter be released from all further liability under this Lease. c. Partial Condemnation. In the event of a partial condemnation of the Property during the Lease term, this Lease shall terminate as to the portion of the Property so taken on the date when actual physical possession of said portion is taken by the condemnor; and the parties hereto shall each have the option to terminate this Lease by giving written notice tn the other, within thirty (30) days after actual physical possession of said portion is taken by the condemnor, If neither party terminates this Lease as herein provided, then this Lease shall continue in full force and effect as to the remainder of the Property not condemned; provided, however, that the rent payable by Lessee for the balance of the Lease term shall be abated in the ratio that the square footage of enclosed floor space of the Property bears to the total floor space of the Property upon such condemnation. Upon partial condemnation, all compensation and damages awarded for such condemnation shall belong to and be the sole Property of the City; and Lessee shall have no claim thereto and hereby irrevocably assign and transfer any right they may have had toshare in the award to the City; provided, however, that Lessee shall be entitled to receive any, award made for the taking of, or damage to, Lessees' trade fixtures and any improvements made by Lessee to the Property which Lessee would have had, but for the condemnation,the right to remove upon expiration or termination of this Lease. d. Rent on Partial Condemnation. Upon termination of this Lease in part, as herein provided, all rent and other charges payable by Lessee to or on behalf ofthe City pursuant to this Lease, shall be paid up to the date on which actual physical possession is taken by the condemnor of that part of the Property being condemned; and Lessee shall thereafter be liable only for that portion of rent required for the balance of the Lease term as herein provided. 18. DEFAULT, a. The occurrence of any of the following shall constitute a default byLessee: t Failure to pay rent when due, if the failure continues for ten (10) days after the due date. Lease Agreement Friends of Stevens Creek Trail 8 of 13 Z. Abandonment and vacation of the premises (failure to occupy and operate the premises for twenty (20) consecutive days unless excused by the City shall he deemed an abandonment and vacation). l The making by Lessee mf any general assignment or general arrangement for the benefit of creditors; the filing by or against Lessee of a petition to have Lessee adjudged bankrupt or of petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case ofa petition filed against Lessee the same is dismissed within sixty (60) days); the apportionment of a trustee o/ receiver to take possession of substantially all of Lessee's assets, where possession is not restored to Lessee within forty-five (45) days; or the attachment, execution, or other judicial seizure of substantially all of Lessee's assets, where such seizure is not discharged within thirty (30) days. 4. Failure to perform any other provision of this Lease if the failure to perform is not cured within fifteen (15) days or the time stated in [ity's notice to Lessee. If the default cannot reasonably be cured within the period specified in the notice, Lessee shall not be in default of this Lease if Lessee commences to cure the default within the period and diligently and in good faith continues 10 cure the default. b. Notices given under this section shall specify the alleged default and the applicable Lease provisions, and shall demand that Lessee perform the provision of this lease o/ pay the rent or other payment that is in arrears, as the case may be, within the applicable period of time, or quit the premises. No such notice shall be deemed a forfeiture or a termination of this lease unless City so elects in the notice. 19. CITY'S REMEDIES IN THE EVENT OF DEFAULT. City shall have the following remedies if Lessee commits a default. These remedies are not exclusive;they are cumulative in addition to any remedies now or later allowed by law. a. Lessee's City can continue this lease in full force and effect, and the lease will continue in effect as long as City does not terminate Lessee's right to possession, and Lessee shall have the right to collect vent when due. During the period Lessee is in default, City can enter the Property and re|et it, or any part of it, to third parties for Lessee's account. Reletting can be for a period shorter or longer than the remaining term of this Lease. Lessee shall pay to City the rent due under this lease on the dates the rent is due, less the rent City receives from any re|ettin8. No act by City allowed by this paragraph shall terminate the Lease unless City notifies Lessee that City elects to terminate the Lease. After Lessee's default and for so long as City does not terminate Lessee's right to possession of the Property, Lessee shall have the right to assign or sublet its interest in this Lease if Lessee obtains [ity's consent, but Lessee shall not be released from liability. |f City elects to ne|e1the Property as provided in this section, rent that City receives shall be applied to the payment of: First, any indebtedness from Lessee to [hY other than vent due from Lessee; second, all costs, including maintenance costs, incurred by City in re|et1ing; thinJ, rent due and unpaid under this lease. After deducting the payments referred to in this paragraph, any sum remaining from the rent City receives for /e|ettingshall be held by City and Lease Agreement Friends of Stevens Creek Trail 9of13 applied in payment of future rent as rent becomes due under this lease. |nno event shall Lessee be entitled to any excess rent received by City. if, on the date the rent is due under this lease, the rent received from the re|ettin8is less than the rent due on that date, Lessee shall pay to City, in addition to the remaining rent due, all costs, including for maintenance, [by incurred in ne|ettin8 that remain after applying the rent received from the re|eUing as provided in this paragraph. b. City can terminate Lessee's right to possession of the Property at any time. No act by City other than giving notice to Lessee shall terminate this lease. Acts of maintenance, efforts to re|etthe Property, or the appointment of receiver on [it/s initiative to protect Cit/s interest under this Lease shall not constitute a termination of Lessee's right to possession. On termination, City has the right to recover the following from Lessee: 1. the worth, at the time of award, of the unpaid rent that had been earned at the time of termination of this lease; 2. the worth, at the time of award, of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease until the time of avvan1 exceeds the amount of loss of rent that Lessee proves could have reasonably been avoided; ]. the worth, at the time of award, of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of the loss of rent that Lessee proves could have reasonably been avoided; and 4. any other amount, and court costs necessary to compensate City for all detriment proximately caused by Lessee's default. o. Appointment of Receiver. If Lessee is in default of this Lease City shall have the right to have a receiver appointed to collect rent and conduct Lessee's business. Neither the filing of a petition for appointment of receiver nor the appointment itself shall constitute and election by City to terminate this Lease, nor shall such petition or appointment as initiated by City be construed as default of this lease byLessee. d. City's Right to Cure. City, at anytime after Lessee commits a default, can cure the default at Lessee's cost. If City at anytime, by reason of Lessee's default, pays any sum or does any act that requires payment nf any sum, the sum paid by City shall be due immediately from Lessee at the time the sum is paid, and if paid at a later date shall bear interest at the maximum rate an individual is permitted by law to charge from the date the sum is paid by City until Lessee reimburses City. The sum,together with all interest on it,shall be the additional rent 20. ASSIGNMENT AND SUBLETTING. Lessee shall not without City's prior written consent, which consent may be withheld in Lity's sole and absolute discretion,sublet the Premises or any part thereof o/assign this Lease. 21. BETURN OF KEYS. Upon termination of this AGREEMENT the keys to the PREMISES, including all duplicated sets, are to be hand delivered to OTY's Parks and Recreation Director or an authorized representative. JZ NONDISCRIMINATION. Lessee shall not discriminate against any person or employee because of race, color, religion, ancestry, age, sex, national origin, disability, sexual preference, housing status, marital status, familial status, or other protected classifications. If Lessee is found to be in violation of the State of California Fair Employment and Housing Act or any similar provision of state or federal law in the conduct of Lessee's activities under this Lease, it shall be found in default under this Lease and such default shall constitute a material breach of the Lease, entitling the City to all available remedies in this Lease or by law. 23. BINDING EFFECT. The provisions of this Lease shall,subject to Section 20 on assignment, apply to and bind the heirs,successors, executors, administrators and assigns of all the parties hereto. 24. NOTICES. All notices must be in writing and shall be delivered by hand, by nationally recognized overnight express delivery service or by U.S. registered or certified mail, tothe addresses set forth below: LESSEE: Friends of the Stevens Creek Trail Attention: Executive Director JZ2Z1 McClellan Road Cupertino, CA 95014 CITY: City ofCupertino Attn: Office of the City Manager 1030O Torre Avenue Cupertino, [A95Ol4 25. GENERAL PROVISIONS. a. Entire Agreement. This document comprises the entire and integrated agreement of the parties concerning the lease of the Property and supersedes all prior negotiations, representations, or agreements, either written ororal. Any amendments to this document shall be effective only ifin writing and signed by the City and Lessee. b. ' |f City initiates legal action is commenced to enforce urio declare the effect of any provision of this Lease, the prevailing party shall be awarded attorneys' fees and costs incurred by such party in the action. Service mailed tothe address of Lessees set forth herein shall be adequate service for such litigation. If City is involuntarily made a party defendant to any litigation concerning this Lease or the Premises by reason of any act or omission of Lessee then, Lessee shall hold harmless City from all liabilities by reason theremf, including reasonable attorneys'fees and all costs incurred by City insuch litigation. City shall be entitled to recover all collection costs including reasonable attnrney'sfees incurred byitasa result ofLessee's default as herein provided. c. SeveralKitV. If any term, provision, covenant o/ condition of this Lease is held by a court to be invalid, void or unenforceable, the rest of this Lease shall remain in full force and effect and shall inno way be affected, impaired orinvalidated. d.Time.Time isof the essence of this Lease. e. Waiver. No delay or failure to exercise any right or remedy of City on any default by Lessee shall impair such a right or remedy or be construed as o waiver. Additionally, the subsequent receipt and acceptance of rent by the City shall not be deemed to be a waiver of any preceding breach by Lessee of any term, covenant or condition of this Lease, other than the failure of Lessee to pay the particular rent so accepted, regardless of the [ity's knowledge of such preceding breach at the time of acceptance of such rent. Any waiver by City ofany default must be in writing and shall not be a waiver ofany other default concerning the same or any other provision of this Lease. f. Remedies Cumulative. The remedies provided herein shall be cumulative, therefore, the exercise of any one remedy shall not be to the exclusion of any other remedy. g. Binding Liability. All of the terms, covenants and conditions of this Lease shall apply to and bind the heirs, successors, executors, administrators and assigns of the parties hereto; and the parties hereto shall be jointly and severally liable hereunder. h. Governing law. The laws of the state of California shall govern this Lease. |n the event any legal action is commenced regarding this Lease,venue shall be in Santa Clara County. i. Recordation. Neither Lessee nor City shall record this Lease, � Lease Agreement Friends of Stevens Creek Trail 12 of 13 j./uU] orid .The individuals signing this Lease on behalf of the Parties have the authority to sign on behalf of their respective entities. IN WITNESS WHEREOF,the parties have caused this AGREEMENT to be executed. LESSEE CITY OF Friends of the Stevens Creek Trail 'L By By Name—Timothy S. Oey Narne Title President Title Date Date (112 TbxI.D. No.: 77-0334262 APPROVED AS TO ATTEST: �ROOO\LF|ERKO 6RA[ES[HM|DT Cupertino Acting City Attorney City Clerk Attachments Exhibit A:Services to the Community Exhibit B: Insurance Requirements ~ c�~ Lease Agreement Friends of Stevens [rue kTrai| 13of13 Exhibit A: Services Lo the Community Ever since its found in gin 1993,the Friends of Stevens Creek Trail(FOSCT)has educated the pub I ic about the trail and wildlife corridor hena0ts, including getting people closer to nature in their own neighborhood, exercise,safer routes to schools, reducing cartrips and pollution,and connecting people, neighborhoods,and parks. Unfortunately it is easier to oppose new projects than to support them,and that has been the case for Stevens Creek Trail. From its very beginnings in Mountain View and Cupertino,people have questioned the need for an urban trail and the benefits of providing a safe and attractive car-free route for pedestrians and bicyclists. We gather support for the trail and help spread the word about its many benefits, and help at the many public hearings needed to develop and finalize each new trail segment. There are a|vvoya concerns and outright fears raised by residents living near each new proposed trail segment about traffic, safety,crime,property values, and other issues. VVm bring tm the table the real- world experience of completed and now much loved trail segments - loved even by former trail opponents who now see its very positive influence on their neighborhood. Besides working steadily for the creation and extension uf the trail, we: ~ provide educational booths ot Cupertino,Sunnyvale, Mountain View,and Los Altos Festivals and Earth Day events; ° ° provide free trail/bicycle maps and bicycle bells; ° organize annual trail and creek cleanups; " financially support other organizations such as Acterra that do environmental work at McClellan Ranch; ° have a student seat on our Board of Directors for a local high school student to !earn by doing; ° network with nonprofits, businesses,developers, and government agencies who need more information about the trail; ° maintain u public vvebmitn with trail information and links to other similar trails and organizations; and " put on the annual Trailblazer Race:SK&1OK runs, kids races,and u creek walking tour with an educational guide. We hold our public meetings at the McClellan Ranch house, usually the fourth Thursday each month from 7to 8 P.M. Exhibit Q Insurance Requirements for Lessees (Not For Daily or Short Term Rentals) Lessee shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the Lessee's operation and use of the leased premises.The cost of such insurance shall be borne by the Lessee. MINIMUM SCOPE AND LIMIT OFINSURANCE Coverage shall beat least as broad as: 1. Commercial General Liability(CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease. (for lessees with emp|oyees). 3. Property insurance against all risks of loss to any tenant improvements or betterments, at full replacement cost with no coinsurance penalty provision. If the Lessee maintains broader coverage and/or higher limits than the minimums shown above,the Entity requires and shall be entitled to the broader coverage and/or higher limits maintained.Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. Other Insurance Provisions: The insurance policies are to contain, or be endorsed to contain,the following provisions: Additional Insured Status The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Lessee including materials, parts, or equipment furnished in connection with such work or operations, General liability coverage can be provided in the form of an endorsement to the Lessee's insurance (at least as broad as ISO Form CG2O10.) Primary Coverage For any claims related to this contract,the Lessee's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 0104 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Lessee's insurance and shall not contribute with it. INTEGRATED INSURANCE & FINANCIAL SERVICES Insurance Requirements in Contracts Edition:January 2017 Version 1D49 Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity. Waiver oƒSubrogation Lessee hereby grants to Entity a waiver of any right to subrogation which any insurer of said Lessee may acquire against the Entity by virtue of the payment of any loss under such insurance. Lessee agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer. Acceptability oƒInsurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A: V||, unless otherwise acceptable tothe Entity. Self-Insured Retentions Self-insured retentions must be declared to and approved by the Entity. At the option of the Entity, either:the Lessee shall obtain coverage to reduce or eliminate such self-insured retentions as respects the Entity, its officers, officials, employees, and volunteers; or the Lessee shall provide a financial guarantee satisfactory to the Entity guaranteeing payment of losses and related investigations, claim administration, and defense expenses, The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or Entity. Verification ofCoverage Lessee shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before work begins. However,failure to obtain the required documents prior to the work beginning shall not waive the Lessee's obligation to provide them.The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. We strongly recommend obtaining a copy of the policy declarations and endorsement page (make this a requirement in your Contract)to facilitate verification of coverages and spot any undesirable policy limitations o/exclusions. Special Risks orCircumstances Entity reserves the right to modify these requirements at any time, including limits, based on the nature of the risk, prior experience, insurer, coverage,or other special circumstances. DATE(MM/DD/YYYY) AC"R" CERTIFICATE OF LIABILITY INSURANCE Ill 4/20/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Margaret Mayers NAME: g y STAR Insurance - Fort Wayne Office HONE >XU (260)467 5689 a/cNe c26o>467-5691 2130 East Dupont Road AIL ADDRESS:margaret.mayers@starfinancial.com INSURER(S)AFFORDING COVERAGE _ NAIC# -- .,_._-.,.- , Fort Wayne IN 46825 — INSURERA:National Casualty Compan _....__.. ---- -y -_L 11991 INSURED INSURER BWationwide Li ... .................."..---"-- -......._._....._� ._.....-- --...-...... Road Runners Club of America/2018 and Its INSURERC: Member Clubs INSURER D .. .............. ._--- ..._.._." _-------- .._.._ _.........--- _..-.".... 1501 Lee Highway, Suite 140 INSURERE: Arlington VA 22209 INSURER F: COVERAGES CERTIFICATE NUMBER:2018 $2M A.I. REVISION NUMBER: 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 CLAIMS. -- - INSRL..... --- [ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE POLICY NUMBER MM/DD/YYYY MM/DD/YYYY X COMMERCIAL GENERAL LIABILITY 2,000 000 EACH OCCURRENCE $ _ _ DAMAGE TO RENTED A CLAIMS-MADE X,OCCUR PREMISES(Ea_occurrence_). $ 500 000 � X Legal ,Liability to _ __ KR00000007171000 12/31/2017 12/31/2018 MED EXP(Anyone person) 1$ 5,000 _J Participant $2 000,000 12:01 AM 12:01 AM jPERSONAL&ADVINJURY $ 2,000 000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Unlimited X POLICY f PRO- ] LOC Abuse & Molestation PRODUCTS COMP/OPAGG $ 2 000,000 JECT OTHER: I Aggregate $5,000,000 Abuse and Molestation $ 500,000 I AUTOMOBILE LIABILITY COaaBINEDt�INGLE LIMIT_ $ _ 2.,000 000,,,,,,, ANY AUTO JJ BODILY INJURY(Per person) $ ALL OWNED SCHEDULED KR00000007171000 12/31/2017 12/3 1/2 018 BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE HIRED AUTOS ....-X._ AUTOS 12:01 AM 12:01 AM (Per accident)_,_ .—.-_.-_ $ UMBRELLA LAB �._.I OCCUR EACH�IMS-MADE AGGREGATE-- EXCESS L OCCURRENCE $$ IAR DED F RETENTION$ $ WORKERS COMPENSATION — I STATUTE_-� OERH AND EMPLOYERS'LIABILITY YINrr - ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT — $ OFFICER/MEMBER EXCLUDED. l (Mandatory ry in ) o N/A I $ I IfM estldescribe NH) E.L.DISEASE-EA EMPLOYEE DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT� $ B Excess Medical & Accident SPX0000028554500 12/31/2017 12/31/2018 Excess Medical $10,000 ($250 Deductible/Claim) 12:01 AM 12:01 AM AD&Specific Loss $2,500 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Cupertino IS NAMED AS AN ADDITIONAL INSURED AS RESPECTS THEIR INTEREST IN THE OPERATIONS OF THE NAMED INSURED. DATE OF EVENT(S) : 05/04/18 through 12/31/18 use of storage room and Race Meetings for the Trailblazer Race INSURED RRCA CLUB/EVENT MEMBER: Friends of Stevens Creek Trail, Att'n: Aaron Grossman, 222221 McClellan Road, Cupertino, CA 95014 Effective 05/08/18 this voids and replaces any previously issued certificate CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 05/04/18 City of Cupertino THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attached: PCN0201 -CG2404 & KRGL56 ACCORDANCE WITH THE POLICY PROVISIONS. 10300 Torre Avenue Cupertino, CA 95014 AUTHORIZED REPRESENTATIVE Terry Diller/MMA 14 I O 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS 025(201401) Policy Change GU 269 NUmber THE ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. IL 12 01 11 85 POLICY CHANGES POLICY NO. POLICY CHANGES COMPANY EFFECTIVE NATIONAL CASUALTY COMPANY KRO00000071I1000 05/04/18 NAMED INSURED AUTHORIZED REPRESENTATIVE ROAD RUNNERS CLUB OF AMERICA KLK INSURANCE AGENCY, INC. COVERAGE PARTS AFFECTED PAGE 01 OF 01 Commercial General Liability CHANGES Form Number : KR-GL-56 "Additional Insureds Owners and/or Lessors of Premises, Sponsors or Co Promotors" Form Numbez,-: CG2404 "Waiver of Transfer of Rights of Recovery A4aiyc -'I st Others To Us" (X) Add Forms To Include Additional Insured Below: CITY OF' CUPERTINO Club: Friends of Stevens Creek Trail Event : Use of Storage Room and Race Meetings for the Trailblazer Race Dates : 05/04/18 through 12/31/18 No PremiUM, Change ............ NLS 5/04 /2-8 Off Authorized Roprosentative Signature Copyright Insuranco Son/ices Office,Inc,, 1983 Copyright, ISO Commorcial Risk Sorvices, Inc, 1983 ENDORSEMENT National Casualty Company NO. W 0201 ATTACHED TO AND ENDORSEMENT EFFECTIVE DATE FORMING A PART OF NAMED INSURED AGENT NO. POLICY NUMBER (12:01 A.M.STANDARD TIME) KR00000007171 000 05/04/18 ROAD RUNNERS CLUB OF AMERICA THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSUREDS OWNERS AND/OR LESSORS OF PREMISES, SPONSORS OR CO-PROMOTERS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The policy is amended to include as an additional Insured With respect to any additional insured included any person or organization of the types indicated by an "X" under this policy, this insurance does not apply to in any boxes shown below, but only with respect to liability any negligence of such additional insured, arising out of your operations: sponsors Owners and/or lessors of the premises leased, rented, or loaned to you, subject to the following El Co-Promoters additional exclusions: EXI Any individual person(s) or organization(s) listed a. This insurance applies only to an "occurrence" below: which takes place while you are a tenant in CITY OF CUPERTINO the premises; b. This insurance does not apply to "bodily Club: Friends of Stevens Creek Trail injury" or "property damage" resulting from Event: Use of Storage Room and Race structural alterations, now construction or Meetings for the Trailblazer demolition operations performed by or on Race behalf of the owner and/or lessor of the Dates: 05/04118 through 12/31/18 premises; c. This insurance does not apply to liability of the owners and/or lessors for "bodily injury" or "property damage" arising out of any design defect or structural maintenance of the prem- ises or loss caused by a premises defect. AUTHORIZED REPRESENTATIVE DATE KR-GL-56(4-07) Page 1 of 1 POLICY NUMBER: KROOOO0007171000 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OFT ANSFE F RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: CITY OF CUPERTINO Club: Friends of Stevens Creek Trail Event: Use of Storage Room and Race Meetings for the Trailblazer Race Dates: 06104/18 through 12/31/18 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. ............. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Sec- tion IV—Conditions, We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or .your work' done under a contract with that person or organization and included in the 'prod LICtS-GO M p leted operations hazard'. This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 Q Insurance Services Office,Inc., 2008 Page 1 of 1