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Home My WebLink AboutCC Resolution 11696 (Office Rental at Falkirk)RESOLUTION NO. 11696 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPROVING AN AGREEMENT BETWEEN CITY OF SAN RAFAEL AND GOODMAN MARKETING FOR USE OF FALKIRK CULTURAL CENTER FOR ADMINISTRATIVE OFFICE SPACE (Rental of space on a month-to-month basis, commencing 1/15/2005) THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows: WHEREAS, the City owns real property and improvements known as the Falkirk Mansion and Grounds; and WHEREAS, the City desires to rent a portion of the Falkirk Mansion to Goodman Marketing for use as office space; and WHEREAS, Goodman Marketing desires to rent the office space from The City; and WHEREAS, the mutually acceptable terms of the Agreement are outlined in the attached Agreement document. NOW THEREFORE BE IT RESOLVED The City Council Approves Agreement Between City of San Rafael and Goodman Marketing for Use of Falkirk Cultural Center for Administrative Office Space. I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the Council of said City held on Tuesday, the 18th day of January, 2005, by the following vote, to wit: AYES: COUNCILMEMBERS: Miller, Phillips and Vice -Mayor Heller NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: Cohen and Mayor Boro JE M. LEONCINI, CITY CLERK SAL �� AGREEMENT BETWEEN CITY OF SAN RAFAEL AND GOODMAN MARKETING FOR USE OF FALKIRK CULTURAL CENTER FOR ADMINISTRATIVE OFFICE SPACE This AGREEMENT is made and entered into this I/Z?Vday of f NUdP-y , 2005 by and between the CITY OF SAN RAFAEL (hereinafter referred to as CITY) and Goodman Marketing. RECITALS 1. The City of San Rafael owns and operates Falkirk Cultural Center, a National Historic Place, a facility that houses the offices of the City's Cultural Affairs division, and a facility in which cultural programs and events are held. AGREEMENT Section 1. Description of Rented Space. City rents to Goodman Marketing certain space on the second floor of the building known as "Falkirk Cultural Center" located at 1408 Mission Street, San Rafael, California attached as E=BIT "A". Section 2. Use of Rented Space. Goodman Marketing shall use rented space described in Exhibit A for an administrative office. In addition, during the term of this agreement Goodman Marketing will be permitted to use the grounds of Falkirk for one outdoor event of up to 8 hours on any day other than Saturday, if said event does not conflict with previously scheduled rentals or Falkirk events. For all public programs and events Goodman Marketing will be responsible for facility attendant fees, and any other costs arising as a result of the program or event, such as extraordinary cleaning costs of the house or grounds of Falkirk, police services etc. Section 3. Term of Agreement. The rental of space by Goodman Marketing shall be on a month-to-month basis commencing January 15, 2005. This agreement may be terminated by either party by giving the other party thirty -day notice in writing as detailed in "Section 17" of this agreement. Section 4. Rent. Goodman Marketing shall pay City $1,450 a month for the rental of space described in Exhibit A. Monthly rental amount includes Goodman Marketing's share of PG&E utility costs, janitorial services, security alarm services, water charges, and shared use of a copy machine and a fax machine. Section 5. Restrictions on Use. Goodman Marketing shall not use nor permit others to use the rented space or Falkirk Cultural Center, or any part thereof, for any purposes other than those set forth herein. Goodman Marketing shall neither permit on its rented space, or anywhere on the Falkirk premises, any act, sale, or storage that may be prohibited under standard forms of fire or liability insurance policies, nor use said premises for any such purpose. Q..r M� »y L Section 6. Personal Property Remaining on Premises. After Goodman Marketing vacates the premises, either by expiration of the term, termination of the rent, or abandonment, Goodman Marketing must remove all personal property immediately. After receipt of the written notice required by law from City concerning disposition of any personal property left on the premises by Goodman Marketing, Goodman Marketing shall be responsible for all reasonable costs of storing such personal property. The personal property will only be released to Goodman Marketing upon payment of reasonable storage costs to City. Section 7. Insurance. Goodman Marketing will provide a certificate of insurance to the City of San Rafael naming the City, its officers and employees as an additional insured on Goodman Marketing current liability policy. The policy limits applicable to the City will be no less than $1,000,000 per person and $1,000,000 per occurrence for property damage. The certificate shall also provide that the insurer will not cancel the insurance without providing The City at least thirty (30) days advance written notice. This insurance shall be primary to any other coverage the City may have. Goodman Marketing shall provide an endorsement to each of its policies naming the City, its officers and employees as additionally named insureds. Section 8. Alterations & Modification; Repairs. Goodman Marketing is renting the space described in Exhibit A "as is". Restoration and repairs will be at the will of the City staff, and based upon available funds. This building is under constant work, and allowances must be taken to permit the restoration of this 116 -year old mansion. Section 9. Keys and Alarms. a. Goodman Marketing will be assigned three (3) keys to Goodman Marketing offices. Goodman Marketing will pay the cost of keys. b. Fees charged by Falkirk's security company for accidental alarms set off by staff and visitors of Goodman Marketing, will be paid by Goodman Marketing. In addition, the City may assess Goodman Marketing a charge of $50.00 per occurrence for any accidental alarms set off by Goodman Marketing's staff or visitors. Section 10. Arbitration. All claims or disputes between the City and Goodman Marketing relating to this Agreement shall be resolved by arbitration in accordance with the rules of the American Arbitration Association conducted in Marin County under the laws of the Sate of California. The decision of the arbitrator shall be final and binding on the parties. Interpreting the provisions of the Agreement, the arbitrator may make an award of costs and fees, including attorney's fees necessitated by arbitration. Section 11. Destruction of Premises. In the event of a partial destruction of the premises during the term caused by natural disasters, the City shall have the option of refusing to repair or replace the premises, and the duty to pay rental under this agreement shall terminate as of the date of the disaster. Goodman Marketing shall be liable for the costs of all damages caused by the negligence of Goodman Marketing and there will be no abatement of rent or termination of this agreement for these damages. Section 12. Assignment and Sublease. Goodman Marketing shall not assign any right or duties under this agreement or sublet the premises or any part thereof nor allow any other person to occupy or use the premises without the prior written consent of the City. A consent to one assignment, sublease, or occupation or use by any other person shall not be a consent to any subsequent assignment, sublease, or occupation or use by another person. Any assignment or subletting without consent shall be void. This agreement shall not be assignable, as to the interest of Goodman Marketing by operation of law, without the written consent of City. Section 13. Breach or Default. If Goodman Marketing fails to perform or comply with any of the covenants or conditions of this agreement and such failure continues for a period of ten (10) days after receipt of written notice thereof from City, Goodman Marketing shall be in breach of and shall be considered in default of the agreement. Section 14. Hold Harmless Clause. Goodman Marketing agrees to hold harmless, indemnify and defend City, its officers and employees from any and all claims, loss, liability and damages arising from Goodman Marketing, its agents, employees, and officer's negligence arising during the hours of Goodman Marketing's use of the rented space and/or its use in any manner of the Falkirk Cultural Center. Section 15. Compliance With All Laws. Goodman Marketing shall be responsible to comply with all federal, state, and local laws and regulations. Section 16. Integration Clause. This written agreement constitutes the whole of the agreement between the City and Goodman Marketing. No oral representations or statement of any kind shall modify the terms of this agreement. And modification or revision of the terms of this agreement shall be in writing and signed by the parties. Section 17. Termination and Notice. This agreement may be terminated by the City or Goodman Marketing at any time upon thirty (30) days after mailing or service of a written notice. Any such notice shall be addressed to Goodman Marketing at 1408 Mission Street, San Rafael, CA 94901; and to CITY at P.O. Box 151560, San Rafael, CA 94915-1560 CITY OF SAN RAFAEL Rod Gould, City Manager ATTEST: late M. Leoncini, City Clerk APPR VED �ary T. Rqg�E City Attune} FARM: �olynoo&6�n, President APPROVED AS TO CONTENT: Carlene McCart Community Services Director 9' 'v, R I ACORD CERTIFICA`., OF LIABILITY INSURA. ..'#'E rM Io111312005TE PRODUCER Allen, Bettini & Carter, Inc. 415-454.6454 P.O. Box 151079 San Rafael CA 94915 INSURED Goodman Marketing Partner PO Box 862 San Anselmo CA 94979 —I THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURER A: Fireman's Fund INSURER B: INSURER C: INSURER D: I I INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTEDBELOW HAVE BEEN ISSUEDTOTHE INSURED INAMEDABOVE FORTHEPOLICYPERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECTTO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAYPERTAIN,THE INSURANCEAFFORDEDBYTHE POLICIES DESCRIBED HEREIN IS SUBJECTTO ALLTHE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR POLICY EFFECTIVE POLICY EXPIRATION ITR TYPE OF INSURANCE POLICY NUMBER .ATF (MM/DD/YY) HATE (MMlonrvn LIMITS GENERAL LIABILITY A X COMMERCIAL GENERAL LIABILITY Being Issued ICLAIMS MADE X I OCCUR GGEEN'L AGGREGATE LIMIT APPLIES PER: X I POLICY FI PRO LOC AUTOMOBILE LIABILITY A ANY AUTO Being Issued ALL OWNED AUTOS SCHEDULED AUTOS X HIRED AUTOS X NON -OWNED AUTOS GARAGE LIABILITY 7 ANY AUTO EXCESS LIABILITY IOCCUR 1-1 CLAIMS MADE DEDUCTIBLE RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OTHER EACH OCCURRENCE $2.000,000 0111312005 0111312006 FIRE DAMAGE (Any one fire) $300,000 MED EXP (Anv one oerson) $5,000 PERSONAL & ADV INJURY $2,000,000 GENERAL AGGREGATE $4,000,000 PRODUCTS - COMP/OP AGG $4,000,000 0111312005 0111312005 DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS Certificate holder is included as additional insured - lessor of premises at 1408 Mission Avenue San Rafael CA 10-d8j%caneellation notice except 10 -day due to nonpayment of premium It3'1-.,, CERTIFICATE HOLDER ADDITIONAL INSURED: INSURER LETTER: CANCELLATION COMBINED SINGLE LIMITI $2,000,000 (Ea accident) BODILY INJURY $ (Per person) BODILY INJURYI $ (Per accident) PROPERTY DAMAGEI $ (Per accident) AUTO ONLY - EA ACCIDENT 1$ OTHER THAN EA ACC I $ AUTO ONLY: AGG I $ EACH OCCURRENCE Is AGGREGATE $ $ $ WC STATU- I IOTH- TnRV 1 I.AITC CG ! E.L. EACH ACCIDENT I $ ! E.L. DISEASE - EA EMPLOYEE! $ E.L. DISEASE - POLICY LIMIT I $ City of San Rafael, its officers and employees SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION PO Box 151560 -- `: =' DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN San Rafael CA 94915-1560 )IMPOSE NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR ') L� REPRESENTATIVES. y AUTHORIZED REPRESENTATIVE ACORD 25-5 7197 FILf ORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S (7197)