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CM Mobile Showers LeaseLEASE OF PERSONAL PROPERTY BETWEEN THE CITY OF SAN RAFAEL AND DOWNTOWN STREETS, INC. TIDS LEASE AGREEMENT is made on the .ML day of JOJ\\,\o-'Y'1 ,2..0\~ by and between the CITY OF SAN RAFAEL ( CITY") a chartered Municipal Corporation organized and existing under the laws of the State of California, and DOWNTOWN STREETS, INC., a non- profit corporation organized under the laws of the State of California ("LESSEE"). WHEREAS, CITY entered into an agreement with LESSEE in June 2013 to implement and manage a volunteer work program for persons experiencing homelessness, called "the Downtown Streets Team"; and WHEREAS, CITY has in subsequent years entered into successive agreements with LESSEE for management of the Downtown Streets Team program, and has found that the Downtown Streets Team provides numerous benefits to the San Rafael community; and WHEREAS, CITY has been working with community members and nonprofit services agencies in Marin County to implement a program to provide mobile shower and laundry services to homeless and/or low-income persons throughout Marin County who do not otherwise have regular access to such amenities (the "Shower Program"); and WHEREAS, CITY, with grant funds provided by the Marin Community Foundation, has purchased two 3-stall mobile shower units which it is selling to LESSEE for use in the Shower Program, and CITY also owns a 2002 Ford F-350 truck that is available and can be used to tow the mobile shower units; and WHEREAS, CITY and LESSEE desire LESSEE to operate the Shower Program as a social enterprise, so that it can employ Downtown Streets Team members in living wage employment opportunities while simultaneously expanding access to dignity across the community; NOW, THEREFORE, the Parties agree as follows: 1. DESCRIPTION OF LEASED PROPERTY CITY agrees to lease to LESSEE, and LESSEE agrees to lease from CITY, on the terms and conditions set forth herein, the personal property described as follows (hereafter the "Leased Property") : Truck for towing mobile shower units: 2002 Ford F-350 truck VIN: FTWW32F32EB33319 1 2. TERM The term of this Lease shall commence as of its execution, and shall be for a term of one (1) year. The term of the Lease shall automatically renew for a new one year term unless either party notifies the other in writing, at least 30 days, prior to the end of the then-current Lease term, that it wishes to terminate the Lease at the end of the then-current Lease term. 3. RENT LESSEE shall pay to CITY as rent, without deduction, setoff, prior notice, or demand, the sum of One Dollar ($1.00) per Lease year, payable in advance at the commencement of the Lease term or any renewed Lease term. 4. USE OF PROPERTY During the term of this Lease, LESSEE shall use the Leased Property only for the purpose of providing mobile shower and laundry services to homeless and/or low-income persons throughout Marin County. 5. OPERATIONS, MAINTENANCE AND REPAIR LESSEE shall, at its expense, keep and maintain the Leased Property in good order, condition and repair, excepting only reasonable wear and tear. The Leased Property shall at all times be kept and operated in compliance with any applicable federal, state and local laws and regulations and in compliance with all conditions of any warranties provided on the Leased Property, and LESSEE shall indemnifY, defend and hold CITY harmless from any and all claims and actions arising out of LESSEE'S alleged or actual failure to comply with all applicable laws and regulations. 6. LICENSING, PERMITS & ENVIRONMENTAL CLEARANCES LESSEE shall ensure that all persons driving the leased truck are appropriately licensed in California to operate the vehicle and tow the mobile shower units. LESSEE shall obtain any required licenses, permits and/or environmental approvals required to operate the Shower Program. 7. INSURANCE A. Scope of Coverage. During the term of this Lease, LESSEE shall maintain, at no expense to CITY, the following insurance policies: 1. A commercial general liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage. 2. An automobile liability (owned, non-owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) dollars per occurrence. 2 3. Worker's compensation insurance, as required by the State of California, with statutory limits, and employer's liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. LESSEE'S worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against CITY. 4. Insurance against the loss ofthe Leased Property at its full replacement value minus depreciation and naming CITY as loss payee. B. Other Insurance Requirements. The insurance coverage required of the LESSEE in subparagraph A of this section above shall also meet the following requirements: 1. Except for worker's compensation insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as additionally named insureds under the policies. 2. The additional insured coverage under LESSEE'S insurance policies shall be primary with respect to any insurance or coverage maintained by CITY and shall not call upon CITY's insurance or self-insurance coverage for any contribution. The "primary and noncontributory" coverage in LESSEE'S policies shall be at least as broad as ISO form CG20 01 04 13. 3. Except for worker's compensation insurance, the insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. 4. By execution of this Agreement, LESSEE hereby grants to CITY a waiver of any right to subrogation which any insurer of LES SEE may acquire against CITY by virtue of the payment of any loss under such insurance. LESSEE agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. 6. The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement. 7. The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY before CITY'S own insurance or self-insurance shall be called upon to protect it as a named insured. 8. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to CITY or any other additional insured party. Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. 3 C. Deductibles and SIR's. Any deductibles or self-insured retentions in LESSEE'S insurance policies must be declared to and approved by CITY'S City Attorney, and shall not reduce the limits ofliability. Policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY or other additional insured party. At CITY's option, the deductibles or self-insured retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction, or LESSEE shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. D. Proof of Insurance. LESSEE shall provide to CITY'S City Attorney all of the following as requested: (l) Certificates of Insurance evidencing the insurance coverage required in this Agreement; (2) a copy of the policy declaration page and/or endorsement page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of policy language or specific endorsements evidencing the other insurance requirements set forth in this Agreement. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements from LESSEE. Failure to exercise this right shall not constitute a waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by the City Attorney. 8. RELEASE AND INDEMNIFICATION LESSEE shall release, indemnify, defend and hold harmless CITY, its officers, agents employees and volunteers (the "CITY Indemnitees") from 1) any and all claims of liability for damage to property, for injury or for death to any person occurring in, on or about, the Leased Property, or arising out of or related to LESSEE'S use of the Leased Property for the Shower Program pursuant to this Lease, 2) any and all claims of liability arising from LESSEE'S failure to perform any provision of this Lease, 3) any and all claims of liability arising from any act or omission by LESSEE, its agents, contractors, invitees, employees or volunteers in connection with this Lease; and 4) any and all damages, liability, fines, penalties and any other consequences arising from any noncompliance or violation of any federal, state or local laws or regulations; except as to the gross negligence or willful misconduct of the CITY Indemnitees. 9. NON-DISCRIMINATION LESSEE, in its use of the Leased Property, agrees not to, and shall not discriminate against any person because of race, color, religion, ancestry, national origin, age, sex, pregnancy, marital status, or disability in violation of any federal, state or local laws and regulations. 10. DEFAULT BY LESSEE The occurrence of any of the following shall constitute a default by LESSEE: A. Failure to pay rent. B. Failure to maintain the Leased Property as required by this Lease. 4 C. Assignment, sublet, or encmnbrance of LESSEE'S interest in this Lease or in the Leased Property, without CITY'S written consent. D. Failure to use the Leased Property for the purposes set forth in this Lease. E. Failure to perform any other provision of this Lease if the failure to perform is not cured within five (5) days after notice has been given to LESSEE by CITY. 11. REMEDIES. On the occurrence of an event of default, CITY will be entitled to pursue anyone or more of the following remedies, in addition to any other legal remedy available to CITY: A. Take possession of the Leased Property without demand or notice and without court order or other judicial process. B. Terminate this Lease immediately upon written notice to LESSEE. 12 . ASSIGNMENT AND SUBLETTING. LESSEE shall not voluntarily assign or encmnber its interest in this Lease or in the Leased Property, without CITY'S written consent. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this paragraph. 13 . INSPECTION . CITY and its authorized representatives shall have the right to inspect the Leased Property at all reasonable times for any reasonable purpose, including but not limited to: A. Determining whether the Leased Property is in good condition. B. Determining whether LESSEE is complying with all of its obligations under the Lease. C. Protecting and ensuring the safety of the Leased Property, its users, and the general public. 14. NOTICES A written notice required by the terms and conditions of this Lease shall be deemed served when a party hand delivers it , or sends the notice in an envelope addressed to the other party to this Lease and deposited with the U.S. Postal Service, postage prepaid. For purposes of this Lease, notices shall be addressed as follows: To CITY: City Manager City of San Rafael 5 To LESSEE: 15. WAIVER 1400 Fifth Avenue San Rafael, CA 94901 Eileen Richardson, Executive Director Downtown Streets Team 1671 The Alameda, Suite 306 San Jose, CA 95126 No delay or omission in the exercise of any right or remedy of CITY on any default by LESSEE shall impair such a right or remedy or be construed as a waiver. The receipt and acceptance by CITY of delinquent rent shall not constitute a waiver of any other default; it shall constitute only a waiver of timely payment for the particular rent payment involved. Any waiver by CITY of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of the Lease. CITY's consent to or approval of any act by LESSEE requiring CITY'S consent or approval shall not be deemed to waive or render unnecessary CITY'S consent to or approval of any subsequent act by LESSEE. 16. DAMAGE OR DESTRUCTION. If the Leased Property is totally or partially destroyed from any cause, rendering the it totally or partially unusable, CITY may either continue or terminate this Lease by giving notice to LESSEE within thirty (30) days of the date of destruction. If CITY elects to continue the Lease in full force and effect, then CITY shall restore the Leased Property to a usable condition, and the rent shall be abated from the date of destruction until the date restoration is completed in an amount proportionate to the extent to which the destruction interferes with LESSEE'S use of the Leased Property. If CITY fails to give notice of its decision to terminate or to continue this Lease within the thirty (30) day period, LESSEE may elect to terminate this Lease. LESSEE waives the provisions of Civil Code sections 1932(2) and 1933(4) with respect to any destruction of the Leased Property. 17. SURRENDER OF LEASED PROPERTY. At the termination of this Lease, LESSEE shall 1) give up and surrender the Leased Property, in as good a state and condition as when the Lease term began, excepting only reasonable wear and tear; and 2) remove all property which is not a fixture of or permanent attachment to the Leased Property and which is owned by LESSEE. If LESSEE fails to remove all personal property from the Leased Property and after CITY has given due notice as required by law, CITY may, in its sole discretion, remove and store and/or dispose of all said personal property at the sole cost and expense of LESSEE. 18. TIME OF ESSENCE. 6 Time shall be of the essence of each provision of this Lease. 19. TERMS BINDING ON SUCCESSORS. All the terms, covenants and conditions of this Lease shall be binding upon and inure to the benefit of the successors and assigns of the parties to this Lease. The provisions of this section shall not be deemed a waiver of any of the conditions against assignment contained in this Lease. 20. GOVERNING LAW, VENUE. The laws of the State of California shall govern this Lease. In the event of any judicial action, venue shall be in the County of Marin, State of California. 21. ENTIRE AGREEMENT, AMENDMENTS . This Lease contains the entire agreement between the parties regarding the lease of the Leased Property and shall supersede any and all prior agreements, oral or written, between the parties regarding the rental of the Leased Property. This Lease cannot be altered or otherwise modified except by a written amendment executed by the parties. IN WITNESS WHEREOF, CITY and LESSEE have executed this Lease as of the date written on the first paragraph of this Lease. CITY OF SAN RAFAEL ATTEST: -ES'fMr!;R BEIRNE, Ci ty Cl e rk LindStA"1 U),ro., lntet"itYI APPROVED AS TO FORM: 7 DOWNTOWN STREETS, INC., LESSEE - (Signature) ~ { \ I E:fn RK\rt,o 'r ds<i\4 (Print N am~) . p{~Sid-(V! 1 g ( E-C' (T itle) AGREEMENT FOR PURCHASE OF MOBILE SHOWER UNITS THIS AGREEMENT is executed on the 30 day of J C\\') \ACl Y '1 20 Jf?, by the CITY OF SAN RAFAEL, a chartered Municipal Corporation or gani zed and existing under the laws of the State of California, as SELLER, and DOWNTOWN STREETS, INC., a nonprofit corporation organized under the laws of the State of California, as BUYER. RECITALS A. SELLER, with grant funds provided by the Marin Community Foundation, purchased and is now the legal owner oftwo 2017 California Compliant ADA+2 Portable Restroom/Shower Trailers more particularly described as follows: VIN:_ 4C9TN2221Hl\1081936 _________________ _ VIN _ 4C9TN2223Hl\1081937 ______________ --': (hereafter called "the Mobile Showers"). B. SELLER received the grant funds for the purpose of facilitating the implementation in Marin County of a program to provide mobile shower services to homeless and/or low-income persons throughout Marin County who do not otherwise have regular access to such amenities (the "Shower Program"). C. BUYER is a nonprofit organization operating a volunteer work program called "the Downtown Streets Team" in the City of San Rafael for persons experiencing homelessness to rebuild their lives and engage in a meaningful contribution to the San Rafael community. D. BUYER took a leading role in the working group that designed the mobile shower program based on organizational partnerships with other mobile shower programs in San Francisco, Palo Alto , Sunnyvale, and San Jose, and has committed to being the operator and manager of the Shower Program in Marin County. E. BUYER acknowledges that SELLER is selling the Mobile Showers to BUYER solely for BUYER'S use in operating the Shower Program in Marin County. NOW, THEREFORE, for in consideration for the mutual promises contained herein, and for other good and valuable consideration as set forth below, the sufficiency of which is acknowledged, SELLER hereby sells the Mobile Showers to BUYER, on the terms and with the representations set forth below. 1. Purchase Price: The full purchase price for the Mobile Showers is One Dollar ($1.00), receipt of which is hereby acknowledged by SELLER. 2. BUYER agrees to take possession of the Mobile Showers immediately . 3. BUYER hereby grants to SELLER an option to purchase the Mobile Showers from BUYER for One Dollar ($1.00) at any time, if the SELLER determines, in the SELLER'S sole discretion, that BUYER is not using the Mobile Showers exclusively for the Shower Program in Marin County in cooperation with the [ANDREW: What group will be monitoring this program?]. Such option shall be superior to the rights of any other party to purchase the Mobile Showers from BUYER. Upon delivery of the written exercise of the option and tender of the purchase price by SELLER, BUYER shall deliver the Mobile Showers to SELLER within the next three (3) business days. 4. From and after the effective date of this Agreement, and so long as BUYER owns the Mobile Showers. BUYER shall indemnify, defend, and hold harmless SELLER from and against all costs , attorney's fees, expenses, claims, obligations, and liabilities related to ownership of the Mobile Showers or BUYER'S use of the Mobile Showers. WHEREFORE, the Parties have executed this Agreement as of the date first set forth above . THE CITY OF SAN RAFAEL, SELLER DOWNTOWN STREETS, INC., BUYER By: ----~~~~~~+----------- ATTEST: Esther'oHeinfe' C ity Clerk LindSa.y l..o. rlA , Intc(iO'l APPROVED AS TO FORM: t~12 ~~~ Robert F. Epstein, Cit)TAtt111Ci I ('u A. _,' By: lJ/'----' \.!/ "-..J --------~------------------ (Printed Name of Corporate Officer) (Title of Corporate Officer) CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: City Manager's Office Project Manager: Andrew Hening Extension: 3055 Contractor Name: Downtown Streets Team Contractor's Contact: Elfreda Styrdom Contact's Email: Elfreda@streetsteam.org o FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION DEPARTMENT 1 Project Manager a. Email PINS Introductory Notice to Contractor b. Email contract (in Word) & attachments to City Atty c/o Laraine.Gittens@cityofsanrafael.org 2 City Attorney a. Review, revise , and comment on draft agreement and return to Project Manager b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor 3 Project Manager Forward three (3) originals of final agreement to contractor for their signature 4 Project Manager When necessary, * contractor-signed agreement agendized for Council approval *PSA > $20,000 ; or Pur cha se > $35 ,000 ; or Publi c Works Contrac t > $125 ,000 Date of Council approval PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 5 Project Manager Forward signed original agreements to City Attorney with printed copy of this routing form 6 City Attorney Review and approve hard copy of signed agreement 7 City Attorney Review and approve insurance in PINS, and bonds (for Public Works Contracts) 8 City Manager / Mayor Agreement executed by Council authori zed official 9 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager COMPLETED DATE In system 12/1/2017 12/1/2017 0 N/A Or 11/6/2017 ~ . \/tt/tl~ , !2.f2!fi t/u,//~ ( /3 u) (8 -- I REVIEWER Check/Initial 181 AH 181 181 181 rgj AH rgj ,~ ~ ft ~ ~. lY'