19-136 The Regents of the University of California, Lease Agreement for the Rolling Hills 4H Club for Facilities at the McClellan Ranch Preserve 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 latest date of execution set forth
below, by and between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA on
behalf of its UC Agriculture and Natural Resources for its UC Cooperative Extension
Santa Clara County (for the Rolling Hills 4-H Club), hereinafter called "Lessee," and
CITY OF CUPERTINO, a municipal corporation, hereinafter called "Lessor."
Lessor and Lessee (together, "Parties") agree as follows:
1. LEASED REAL PROPERTY. Lessor hereby leases to Lessee, and Lessee hereby
hires from Lessor, portions of that certain real property in the City of Cupertino, County
of Santa Clara, State of California known as McClellan Ranch Preserve, described in
Exhibit A, which is attached hereto and incorporated herein by reference (the
"Premises"). The Premises 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,
2019, and ending August 31,2024.
3. RENTAL. 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 Manta Vista Recreation Center for j
monthly club meetings at no additional charge. Lessee must request use of Manta Vista
Recreation Center in writing, a maximum of twelve (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 paying 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, as set forth in Exhibit B.
4. USE OF PREMISES. The 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. 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 Community Development; Lessee, upon immediate request of
Lessor, shall immediately remove any sign or decoration which Lessee has placed or
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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 remove such sign or decoration. 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. 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 shall contact the Lessor if
there are pest concerns. Food and grains shall 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 Premises for the purposes of
inspection or to make repairs, alterations, or additions to any other portion of said Premises,
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 the 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.
6.1 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.
6.2 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 lease commenced. If Lessee, in the reasonable
judgment of Lessor, shall fail to perform the work or any part thereof in this section
covenanted and agreed to be done by the Lessee, and as herein provided, Lessor, at Lessor's
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option, may re-enter in and upon said Premises without demand upon or notice 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 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 Premises;
and(ii) all license fees and other charges imposed upon Lessee's 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 lease. Lessor agrees to provide the Premises with regular garbage
service.
10. ABANDONMENT. Lessee shall 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 or 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 in such a way, nor
permit others to use the Premises in such a way, 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.
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12. TERMINATION BY LESSOR. In the event the Lessor sells or long-term leases
McClellan Ranch Preserve, or any portion thereof, prior to the expiration of the term of this
lease, 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 one hundred twenty (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 one hundred twenty (120) days
following such notice.
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 WARRANTY-SOIL SUITABILITY. Lessor makes no
warranty of the Premises' soil's suitability for the uses 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 ofthe 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 j
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, p
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
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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, in force either now or in the future, affecting Lessee's use of the Premises, and
shall faithfully observe in its 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 parry thereto or not, that Lessee has violated any such
ordinance or statute in the use of the Premises shall be conclusive of the fact as between
Lessor 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.
20.1 Lessor's Insurance. Lessor, at its sole cost and expense, shall maintain fire
and extended coverage in an amount equal to one hundred percent(1001/6) of the full
replacement value of the Premises to conform with then current codes and the costs
of demolition and debris removal, excluding land and the footings, foundations, and
installations below the basement level.
20.2 Lessee's Insurance. Lessee shall comply with the Insurance Requirements,
attached and incorporated here as Exhibit C. Lessee must provide satisfactory
proof of insurance and maintain it for the lease term. Lessor will not execute the
lease until Lessor has approved receipt of satisfactory certificates of insurance
and endorsements evidencing the type, amount, class of operations covered, and
the effective and expiration dates of coverage. Failure to comply with this
provisions may result in Lessor terminating the lease.
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21. INDEMNIFICATION.
21.1 Lessor's Obligation. Lessor shall indemnify, protect, defend, and hold
harmless Lessee and its elected officials, officers, employees, volunteers, agents,
representatives, and contractors from and against any and all claims,judgments,
causes of action, damages, penalties, costs, liabilities, and expenses, including
attorneys' fees and costs incurred in the defense of any such claim or any action
or proceeding brought thereon, arising at any time during or after the term to the
extent caused (directly or indirectly) by (i) any default in the performance of any
obligation on Lessor's part to be performed under the terms of this lease; or (ii)
any sole or active negligence or willful misconduct of Lessor or its officers,
employees, invitees, or agents on or about the Premises or any portion thereof.
Such indemnification shall be only in proportion to and to the extent that such
claims,judgments, causes of action, damages, penalties, costs, liabilities, and !,
expenses, including attorneys' fees and costs incurred in the defense of any such
claim or any action or proceeding brought thereon arise from the negligent or
intentional acts or omissions of Lessor, its officers, employees, invitees, or
agents. The indemnification obligations of Lessor set forth in this Section 21.1
shall survive any expiration or termination of this lease.
21.2 Lessee's Obligation. Lessee shall indemnify, protect, defend, and hold
harmless Lessor and its elected officials, officers, employees, volunteers, agents,
representatives, and contractors from and against any and all claims,judgments,
causes of action, damages, penalties, costs, liabilities, and expenses, including
attorneys' fees and costs incurred in the defense of any such-claim or any action
or proceeding brought thereon, arising at any time during or after the term as a
result (directly or indirectly) of or in connection with (i) any default in the
performance of any obligation on Lessee's part to be performed under the terms
of this lease; (ii) use of the Premises by Lessee or its officers, employees, agents,
students, invitees, or guests; or (iii) loss of, injury, or damage to, or destruction of
personal property or fixtures on or about the Premises. Such indemnification {
shall be only in proportion to and to the extent that such claims,judgments,
causes of action, damages, penalties, costs, liabilities, and expenses, including
attorneys' fees and costs incurred in the defense of any such claim or any action
or proceeding brought thereon arise from the negligent or intentional acts or
omissions of Lessee, its officers, agents, employees, students, invitees, or
guests. The indemnification obligations of Lessee set forth in this Section 21.2
shall survive any expiration or termination of this lease.
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21.3 Waivers of Subro atg_ion. 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. i
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22. REMEDIES.
22.1 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 (10) 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 barns or elsewhere at Lessee's expense and for its account.
Lessor, at its election, shall become the owner of all crops of which he has so taken
possession and, except when it elects to proceed under option (c) of Section 22.2
below, shall not be obligated to compensate Lessee for them.
22.2 If Lessor elects to reenter as provided in Section 22.1, 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 for such terms (which may extend beyond
the term of this lease) and at such rentals and other conditions as Lessor in its
sole discretion deems advisable. Lessor also has the right to make alterations
and repairs to the Premises; or
C. Lessor, or its 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 j
d. Lessor may exercise all other rights that become available to it if
Lessee breaches or defaults in its obligation under this lease.
22.3 The rights and remedies given to Lessor in this Lease are distinct, separate,
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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.
22.4 No reentry or taking possession of the premises by Lessor shall be construed
as an election by Lessor to terminate this lease unless a written notice of such an
intention is given to Lessee or the lease is declared to be terminated by a court of
competent jurisdiction.
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22.5 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 recovery Lessor in unlawful detainer or for recove of the Premises.
23. 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.
24. HAZARDOUS MATERIAL.
24.1 INDEMNITY. Lessee shall not cause or permit any Hazardous Material
(defined below)to be brought upon, kept, or used in or about the Premises by Lessee,
its agents, employees, contractors, volunteers, 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 permitted activities on the Premises 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, 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,
damages for the loss or restriction on use of the Premises-or-of any amenity of the
Premises and sums paid in settlement of claims, attorneys' fees, consultant fees, and
expert fees)that arise during or after the lease term as a result of such contamination
but only in proportion to and to the extent that such claims,judgments, damages,
penalties, fines, costs, liabilities, or losses (including,without limitation, damages for
the loss of restriction on use of the Premises or of any amenity of the Premises and
sums paid in settlement of claims, attorneys' fees, consultant fees, and expert fees)
arise from the negligent or intentional acts or omissions of Lessee, its officers,
agents, employees, or invitees. 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.
24.2 Lessee shall further be liable to Lessor for any damage to the Premises caused
by contamination by Hazardous Material, including but not limited to diminution in
value of the Premises and damages arising from any adverse impact on marketing of
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the Premises but only in proportion to and to the extent that such contamination by -
Hazardous Material arises from the negligent or intentional acts or omissions of
Lessee, its officers, agents, employees, or invitees.
24.3 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.).
25. ATTORNEYS' FEES. In any action or proceeding by either party to enforce this
lease or any provision thereof, the prevailing parry shall be entitled to all costs incurred and
to reasonable attorneys' fees.
26. 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. 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. Any 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.
27. NOTICES. All notices must be sent in writing to the persons below, which will be
considered effective on the date of personal delivery or the date confirmed by reputable
overnight delivery service, on the fifth calendar day after deposit in the United States Mail
(postage prepaid, registered or certified), or the next business day following electronic
submission:
LESSOR: City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Attention: Public Works Department
Email: Public WorksAcupertino.org
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LESSEE: The Regents of the University of California
UC Cooperative Extension Santa Clara County
Attn: Susan Weaver
1553 Berger Drive Bldg. 1
San Jose, CA 95112
Email: Aweaver&,ucannedu
With copy to: UC Agriculture & Natural Resources
Attn: Ryan Harms, Controller's Office
1111 Franklin St., 1 Oth Floor
Oakland, CA 94607
28. SURRENDER AND RESTITUTION. Upon tennination 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 Section 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.
29. LEGAL EFFECT. All covenants of Lessee contained in this lease areexpressly
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 d
lease; and all parties executing the lease as Lessee shall be jointly and severally liable under
it.
The titles or headings to the sections 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.
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30. SEVERABILITY. If any portion of this lease is found to be illegal, invalid, or
unenforceable, the remaining portions of this lease shall continue in full force and effect. j
[All signatures appear on the following page.]
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IN WITNESS WHEREOF,the parties have caused the lease to be executed.
LESSEE: LESSOR:
THE REGENTS OF THE UNIVERSITY CITY OF CUPERTINO
OF CALIFORNIA A Municipal Corporation
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Name KL I�L va 2� Name 1� �� L, fi
Title C &Lcf—. Title
Date o 117- Date `--7• 1-7 I
APPROVED AS TO FORM:
HEATHER M. MINNER
Cupertino City Attorney
ATTEST:
GRACE SCHMIDT -T
City Clerk
Cupertino/Rolling Hills 4-HLease—2019-2024
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EXHIBIT B
Programs Services to be 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 the Premises 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 4-H 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 4-H 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).
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Community Programs:
■ 4-H tours that occur during SCVAS Wildlife Education (650-750 participants).
■ Monthly barn tours for the public run through 4-H.
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■ Viewing of the 4-H 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 4-
H hives.
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Cupertino/Rolling Hills 4-HLease—2019-2024
Page 13 of 16
EXHIBIT C
Insurance Requirements
Lessee shall procure prior to execution of this lease and maintain for the duration of the lease, at
its own cost and expense, the following insurance policies and coverage or maintain a program
of self-insurance that meets the coverages and minimum limits referenced below.
INSURANCE POLICIES AND MINIMUMS REQUIRED
1. Commercial General Liability (CGL) for bodily injury, property damage, personal
injury liability for premises operations,products and completed operations, contractual
liability, and personal and advertising injury with limits no less than $2,000,000 per
occurrence(ISO Form CG 00 01). If a general aggregate limit applies,either the general
aggregate limit shall apply separately to this lease/location(ISO Form CG 25 03 or 25
04) or it shall be twice the required occurrence limit.
a It shall be a requirement that any available insurance proceeds broader than or in
excess of the specified minimum insurance coverage requirements and/or limits shall
be made available to the Additional Insured and shall be (i) the minimum
coverage/limits specified in this agreement; or(ii) the broader coverage and maximum
limits of coverage of any insurance policy,whichever is greater.
h Additional Insured coverage under Consultant's policy shall be "primary and non-
contributory," will not seek contribution from Lessor's insurance/self-insurance, and
shall be at least as broad as ISO Form CG 20 01 (04/13).
a The limits of insurance required may be satisfied by a combination of primary and
umbrella or excess insurance,provided each policy complies with the requirements set
forth in this lease. Any umbrella or excess insurance shall contain or be endorsed to
contain a provision that such coverage shall also apply on a primary and non-
contributory basis for the benefit of Lessor before the Lessor's own insurance or self-
insurance shall be called upon to protect Lessor as a named insured.
2 Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired,
and non-owned autos) with limits no less than $1,000,000 per accident for bodily
injury and property damage.
3. Workers' Compensation and Employer's LiabilityInsurance: As required b the
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State of California.
4. Sexual Abuse/Molestation: Insurance or the equivalent as required for activities/services
involving minors, (i.e., after school activities, recreational programs, athletics,
study/training events and transportation of minors). Coverage may be included under
General Liability or be obtained in a separate policy, such as Educators Legal Liability
(ELL) policy, with a limit of no less than $1,000,000 per occurrence. If a general
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aggregate limit applies, it must apply separately to this lease or be twice the required
occurrence limit.
Cupertino/Rolling Hills 4-HLease—2019-2024
Page 14 of 16
OTHER INSURANCE PROVISIONS
The aforementioned insurance shall be endorsed and have all the following conditions and
provisions:
Additional Insured Status
The City of Cupertino, its City Council, officers, officials, employees, agents, servants and
volunteers ("Additional Insureds") are to be covered as additional insureds on Lessee's CGL
policy. General Liability coverage can be provided in the form of an endorsement to Lessee's
insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37
forms, if later editions are used).
Primary Coverage
Coverage afforded to Lessor/Additional Insureds shall be primary insurance. Any insurance or
self-insurance maintained by Lessor, its officers, officials, employees, or volunteers shall be
excess of Lessee's insurance and shall not contribute to it.
Notice of Cancellation
Each insurance policy shall state that coverage shall not be canceled or allowed to expire,
except with written notice to Lessor thirty (30) days in advance or ten(10) days in advance if
due to non-payment of premiums.
Waiver of Subrogation
The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of
Lessor for all work performed by Lessee, its employees, agents, and subconsultants. This
provision applies regardless of whether or not the City has received_a waiver of subrogation
endorsement from the insurer.
Deductibles and Self-Insured Retentions-Intentionally Omitted.
Acceptability of Insurers-Intentionally Omitted.
Verification of Coverage
Lessee must furnish acceptable insurance certificates and mandatory endorsements (or copies of
the policies effecting the coverage required by this Contract), and a copy of the Declarations
and Endorsement Page of the CGL policy listing all policy endorsements prior to
commencement of the lease. Lessor retains the right to demand verification of compliance at
any time during the lease term.
Higher Insurance Limits
If Lessee maintains broader coverage and/or higher limits than the minimums shown above,
Lessor shall be entitled to coverage for the higher insurance limits maintained by Lessee.
Adequacy of Coverage
Lessor reserves the right to modify these insurance requirements/coverage based on the nature
of the risk,prior experience, insurer, or other special circumstances, with not less than ninety
(90) days prior written notice.
Cupertino/Rolling Hills 4-H Lease—2019-2024
Page 15 of 16
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Cupertino/Rolling Hills 4-H Lease —2019-2024
Page 16 of 16
CERTIFICATE OF
SELF-INSURANCE COVERAGE Date: May 23,2019
PRODUCER/INSURED
The Regents of the University of California This Certificate is issued as a matter of information only to authorized viewers for
Office of the President their internal use only and confers no rights upon any viewer of this Certificate.
Office of Risk Services The Certificate does not amend,extend or after the coverage described below,
1111 Franklin St., 1011h Floor This Certificate may only be copied, printed and distributed by an authorized
Oakland, CA 94607-5200 viewer for its internal use. Any other use,duplication or distribution of the
510-987-9832 Certificate without the written consent of the Regents of the University of California
is prohibited.
ENTITIES AFFORDING COVERAGE
PARTICIPATION
COVERAGES COMPANY LETTER A The Regents of the University of California 100%
THIS IS TO CERTIFY THAT THE REGENTS OF THE UNIVERSITY OF CALIFORNIA IS A GOVERNMENTAL ENTITY THAT HAS A SELF-FUNDED
RETENTION FOR LIABILITIES DESCRIBED BELOW, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY WRITTEN
CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY PERTAIN. THIS SELF-FUNDED PROGRAM IS
SUBJECT TO ALL PROVISIONS OF THE BYLAWS AND STANDING ORDERS OF THE REGENTS OF THE UNIVERSITY OF CALIFORNIA,WHICH
DOES NOT PERMIT ANY ASSUMPTION OF LIABILITY WHICH DOES NOT RESULT FROM THE NEGLIGENT ACTS OR OMISSIONS OF ITS
OFFICERS,AGENTS OR EMPLOYEES.
LT TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE POLICY EXPIRATION DATE
R
LIMITS
GENERAL LIABILITY GENERAL AGGREGATE $ Not applicable
X COMMERCIAL GENERAL LIABILITY PRODUCTS-COMP/OP AGO $ 5,000,0oo
CLAIMS MADE X❑OCCURRENCE Self-Insured July 1,2019 June 30,2020 PERSONAL&ADV INJURY $ 5,000,000
CONTRACTUAL LIABILITY $ 5,000,000
EACH OCCURRENCE $ 5,000,000
$
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Not applicable
ANY AUTO
X ALL OWNED AUTOS BODILY INJURY $ 2,500,000
(PER PERSON)
SCHEDULED Self-Insured July 1,2019 June 30,2020
AUTOS
X HIRED AUTOS BODILY INJURY $ 2500.000
X NON-OWNED (PER ACCIDENT)
(AUTOS
GARAGE LIABILITY PROPERTY DAMAGE $ 2,500,000
PROPERTY EACH OCCURRENCE $
7,500.000
X FIRE&EXTENDED PERILS Self-Insured July 1,2019 June 30,2020 AGGREGATE $ Not applicable
STATUTORY LIMITS
ORKERS'COMPENSATION AND Self-Insured July 1,2019 June 30,2020 EACH ACCIDENT $ As required by
EMPLOYERS LIABILITY California Law
DISEASE-POLICY LIMIT $ As required by
Califomia Law
DISEASE-EACH EMPLOYEE$ As required by
Califamia Law
DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/SPECIAL ITEMS
ADDITIONAL COVERED PARTY-AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH RESPECT TO GENERAL LIABILITY
AND AUTOMOBILE LIABILITY
LOSS PAYEE-AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH RESPECT TO PROPERTY COVERAGE
CERTIFICATE HOLDER CANCELLATION
APPLICABLE PARTY AS REQUIRED BY WRITTEN CONTRACT SHOULD THE REGENTS ELECT TO DISCONTINUE SELF-INSURING ITS
OR AGREEMENT LIABILITIES,THE REGENTS WILL UPDATE PROOF OF SELF-INSURANCE ON ITS
WEBSITE. THE REGENTS SHALL NOT BE OBLIGATED TO PROVIDE INDIVIDUAL
City of Cupertino NOTICE TO VENDORS OR OTHERS.
10300 Torre Avenue By:
Cupertino, CA 95014
Attn: Public Works Department
CHERYL A. LLOYD, AVP &CHIEF RISK OFFICER
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No. ANR 050 2019/20 University of California
This Certificate is issued to: Agriculture & Natural Resources
City of Cupertino Office of Risk Services
10300 Torre Avenue 2801 Second Street
Cupertino, CA 95014 Davis, CA 95618-7774
Attn: Public Works Department (530) 750-1263
Fax: (530)756-1113
UNIVERSITY OF CALIFORNIA
CERTIFICATE OF SELF-INSURANCE
This is to certify that the University of California is self-insured for the following coverages:
Type of Coverage Self-Insured Limits
I. GENERAL LIABILITY:
Each Occurrence $2,000,000.00
Products and Completed Operations Aggregate $2,000,000.00
Personal and Advertising Injury $1,000,000.00
General Aggregate (Bodily Injury& Property Damage) $2,000,000.00
II. AUTOMOBILE LIABILITY: Vehicles owned, Non-owned $1,000,000.00
and Hired each occurrence
III. SPECIAL TERMS &CONDITIONS:
1. The City of Cupertino, its City Council, officers, officials, agents, employees servants and
volunteers are hereby named as additional insured but only in connection with ANR 050 a
sanctioned Regents activity,conducted through the auspices of Santa Clara County Cooperative
Extension 4-H Program for Rolling Hills 4-H Club Lease of Premises at McClellan Ranch
Preserve during the period September 1, 2019 through August 31,2024. Specific times, dates
and activities which invoke this certificate must be attached to the certificate in order to be
covered. This provision shall applyto 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.
3. Attached is a Certificate of Consent to Self-Insure; This is to certify, that The Regents' of the
University of California has complied with the requirements of the Director of Industrial
Relations under the provisions of Sections 3700 to 3705, inclusive of the Labor code of the
State of California and is hereby granted this Certificate of Consent to Self-Insure.
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: August 29, 2019
g AUTHORIZED SIGNATURE
Linda Harris
Risk Services Analyst
CERTIFICATES EXPIRES: September 1, 2024 Division of Agriculture & Natural Resources
CERTIFICATE OF LIABILITY INSURANCE DATE 09/O6/2019 /YYYY)
2019
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 have ADDITIONAL INSURED provisions or 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
MARSH RISK&INSURANCE SERVICES NAME:
345 CALIFORNIA STREET,SUITE 1300 PHONE E � aC No):
CALIFORNIA LICENSE NO.0437153 E-MAIL
SAN FRANCISCO,CA 94104 ADDRESS:
Attn:SanFrancisco.certs@Marsh.com/FAX 212-948-0398 INSURER(S)AFFORDING COVERAGE NAIC#
101 837-CASU-SML-1 9-20 INSURER A:Beazle -Syndicate 2623/613 at Lloyd's 2623/613
INSURED INSURER B:
Regents of the University of California
Office of Risk Management INSURER C:
1111 Franklin Street,10th Floor
Oakland,CA 94607 INSURER D
INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER: SEA-003628505-01 REVISION NUMBER: 3
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.
INSR ADDTYPE OF INSURANCE INSp WVpSUBR POLICY NUMBER POLICY EFF POLICY EXP
LTR MM/DD/YYYY MM DD/YYYY LIMITS
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $
CLAIMS-MADE OCCUR DAMAGE ToPREMISESS Ea occurrence) $
MED EXP(Any one person) $
PERSONAL&ADV INJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $
POLICY PRO- ❑ LOC PRODUCTS-COMP/OPAGG $
JECT
OTHER:
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $
Ea accident
ANY AUTO BODILY INJURY(Per person) $
OWNED SCHEDULED BODILY INJURY(Per accident) $
AUTOS ONLY AUTOS
HIRED NON-OWNED PROPERTY DAMAGE $
AUTOS ONLY AUTOS ONLY Per accident
AHTENTI
B OCCUR EACH OCCURRENCE $
HCLAIMS-MADE AGGREGATE $
ON$ $
WORKERS COMPENSATION PER OTH-
AND EMPLOYERS'LIABILITY Y/N STATUTE ER
ANYPROPRIETOR/PARTNER/EXECU I — ❑ E.L.EACH ACCIDENT $
OFFICER/MEMBER EXCLUDED? N/A
(Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $
If yes,describe under
DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $
A SEXUAL MISCONDUCT LIABILITY B0509FINMWI900750 07/01/2019 07/01/2020 Limit 1,000,000
Self Insured Retention 1,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required)
EVIDENCE OF INSURANCE
CERTIFICATE HOLDER CANCELLATION
CITY OF CUPERTINO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
10300 TORRE AVENUE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
CUPERTINO.CA 95014 ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
of Marsh Risk&Insurance Services
Linda M.Walker
@ 1988-2016 ACORD CORPORATION. All rights reserved.
ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD
City Council Actions August 20,2019
Authorized the City Manager to award a contract to Granite Construction Company in the
amount of $1,853,984 and approve a construction contingency of $185,398, for a total of
$2,039,382 for the Byrne Avenue Sidewalk Improvements, Project Number 2016-10.
7. Subject: Authorize the City Manager to execute a lease agreement with the Regents of the
University of California for the Rolling Hills 4H Club for facilities at the McClellan Ranch
Preserve
Recommended Action: Authorize the City Manager to execute a lease agreement with the
Regents of the University of California for the Rolling Hills 4H Club for facilities at the
McClellan Ranch Preserve for a period of five years, from September 1, 2019 through
August 31, 2024
Authorized the City Manager to execute a lease agreement with the Regents of the
University of California for the Rolling Hills 4H Club for facilities at the McClellan Ranch
Preserve for a period of five years, from September 1, 2019 through August 31, 2024
S. Subject: Agreement with Nomad Transit LLC (Via Transportation Inc.) for the 18-month
On-Demand Community Shuttle Pilot Program
Recommended Action: Authorize the City Manager to execute an agreement with Nomad
Transit LLC (Via Transportation Inc.) for the 18-month On-Demand Community Shuttle
Pilot Program with a not-to-exceed cost of$1,750,000
Council found that the approval to execute the agreement with Nomad Transit LLC (Via
Transportation Inc.) for the 18-month On-Demand Community Shuttle Pilot Program is
statutorily exempt from the California Environmental Quality Act pursuant to Public
Resources Code section 21080(b)(10), and directed staff to file a Notice of Exemption and
further finding that the approval is exempt from CEQA pursuant to Title 14 of the California
Code of Regulations Chapter 3, Article 5, Section 15061(b)(3)because it is certain that there
is no possibility that this approval would have a significant effect on the environment; and
Authorized the City Manager to execute an agreement with Nomad Transit LLC (Via
Transportation Inc.) for the 18-month On-Demand Community Shuttle Pilot Program with
a not-to-exceed cost of$1,750,000. Councilmember Paul also encouraged staff to make sure
the program rolls out as quickly and efficiently as possible and to ensure there is a
significant roll out not just with public relations but also outreach to the community to
ensure everyone is aware of the availability.
i
9. Subject: Accept termination of Audit Committee member James (Jim) Luther and direct
staff to fill the unscheduled vacancy in January 2020 concurrent with the annual
recruitment for all commission and committee members' terms expiring in January, 2020.