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HomeMy WebLinkAboutCC Resolution 11067 (Marin History Museum Lease Agr.)RESOLUTION NO. 11067 A RESOLUTION AUTHORIZING THE SIGNING OF A LEASE AGREEMENT WITH THE MARIN HISTORY MUSEUM FOR BOYD GATEHOUSE AND A PORTION OF ADJACENT LAND C] IN BOYD PARK UPON WHICH THE MUSEUM SHALL CONSTRUC A NEW MUSEUM BUILDING WHEREAS, the Marin History Museum (formerly the Marin County Historical Society, and referred to as "MUSEUM" herein) has provided historical resources for the benefit of the citizens of San Rafael and Marin County; and WHEREAS, over the past several years, MUSEUM has developed a comprehensive development plan to create a new museum building so as to expand the services and resources MUSEUM provides to the citizenry of Marin County; and WHEREAS, over the past several years, the City of San Rafael ("CITY" herein) has negotiated with MUSEUM for the lease of additional land in Boyd Park adjacent to the Boyd Gatehouse, upon which MUSEUM intends to construct the new museum building, storage area and parking garage; and WHEREAS, the City Council specifically finds that the lease of the Boyd Gatehouse and a portion of land adjacent thereto in Boyd Park for the purpose of construction of a new museum building would be in the best interest of the public and would benefit the public health and welfare; and WHEREAS, by separate Resolution, the City Council has determined that this project as mitigated will have no significant effect on the envirom-nent and has approved a mitigated negative declaration in regard to the project: NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL DOES HEREBY RESOLVE AS FOLLOWS: 1. All of the above facts are true and correct. 2. The City Council approves the lease to the MUSEUM of the Boyd Gatehouse and an adjacent portion of land in Boyd Park for the construction of a new museum building, storage area and parking garage, for a term not to exceed 55 years. 3. The MAYOR is authorized to execute on behalf of the City of San Rafael said lease agreement with the Marin History Museum for the construction of a Museum in Boyd Park in a form to be approved by the City Attorney. 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 City Council of said City held on Monday, the 15th of April, 2002 by the following vote, to wit: AYES: COUNCILMEMBERS; Cohen, Hel I er, Mi 11 er, Phi 111 ps & Mayor Boro NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None JEANNE M. LEONCINI, City Clerk I all LEASE AGREEMENT a - I 91 IN # k a I I TABLE OF CONTENTS l. DEMISE ............................................................................................................................... l 2. PREMISES .......................................................................................................................... I 2l Description ofPremises .............................................................................................. l 2.2. Condition of Premises .................................................................................................. I 2.3. Museum's Right to Enter & Inspect . . ' . ' . . . . . . . . .. . . ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' ' '' '. 2 3. TERM .................................................................................................................................. 3.l. Tenn ............................................................................................................................ 2 3.2. Termination ofBoyd Gate House Lease ..................................................................... 2 4` RENT ................................................................................................................................... 2 4.l. Rent ............................................................................................................................. 2 4.2. Additional Rent —.--.-------.-----______._.._________2 5. CONSTRUCTION OFMUSEUM BUILDING i.—.--.------..—.......---.2 5.I. Construction of Museum ...--....—.........—........----.---2 5.2. Construction of Tennis Conurt............ .......'...... .... .'.... ...........'.... '........_ 2 5.3. City's Responsibilities .----.---..----.'—'--'—'—'—''—'—''—'''—'3 5.4. All Work on Written Contract . --.-----..---...--.--.—.._...___.. 3 5.5. Compliance With Laws .---.—....----____.______...__...____..3 5.6. Ownership of -------.----------.—...--.—.---.4 6. USE OF PREMISES ............................................................................................................ 4 6.1. Museum's Use of Prezoises....................'............'...'.............................,4 6.2. Limitations mmUse .--------.--.—.--.------.---.----.--..-4 8.3. Utilities ..... —.--........ .......... —.... .--..—..... —_... ......... _._._.... _... _... .5 7. --'---------.—________.._.._...____...___.5 7ICity's .............................................'......'.......'........._5 bilities 7.2. Museum's' ...............................'............................_5 8. ALTERATIONS AND --------____—__.._________.5 g. LIENS .................................................................................................. 6 l[i INDEMNITY AND ; INSURANCE .........................................6 10. 1. Exculpation ofthe City ............................................................................................. 6 IO.2.Indemnity -------------------------------------''6 10.3. Liability, Property Damage ' ----------.7 and ProfessionalLiability . 10.4. The Museum's Fire Insurance ................................................................................... 7 10.5. Insurance on Building -----.-------___._--_________.7 I0.6. Other InsuranceRequirements -----------------...--------.7 II. ------_--____________________________..8 IL}. Destruction Due to Risk Covered by Insurance ........................................................ 8 11.2. Destruction Due 1VRisk Not Covered byInsurance ................................................. 8 11.3. The Museum's Restoration ofthe Premises.:............................................................ @ I1.4. Loss During Last Part of Temmz --------------------------.. 9 11.5. Waiver of Civil Code Sectionns. ---------------___________..g 12. AS ------------------____________________.9 13. DEFAULT 9 ........................................................................................................................... l].LThe Museum's Default ............................................................................................. g 13.2.Notice ofthe Museum Default ................................................................................ IO 13.3. The City's Remedies ............................................................................................... IO 13.4. The City's Default .................................................................................................. lI 14, THE CITY'S ENTRY ONPREMISES ............................................................................. lX 15. NOTICE ............................................................................................................................. l2 18. --..----.---.--------------..----------.—I2 17. 'FEES......................................................................................................... I2 18. SURRENDER OF PREMISES; HOLDING OVER ......................................................... I3 l8.I.Surrender of Premises ............................................................................................. I3 18.2. Holding Over ......................................................................................................... I3 19' MISCELLANEOUS PROVISIONS ---------------------------.I3 %9{l. General Conditions ................................................................................................. I3 I9-2. Interpretation of Lease ............................................................................................ I4 19.3. Taxes .......................................................................................... I3 19.4i Compliance with all Laws .................'..................'.......................—l4 20. PROCEDURE FOR DISPUTES . —..--..--..-------------------.—.l4 20. 1. Mediation ..................................................................................... }4 This Lease is made as of April 15, 2002, by and between the City of San Rafael, a California municipal corporation duly chartered under the laws of the state of California ("City" and "Lessor"), and the Marin History Museum, a California non-profit corporation (the "Museum" and "Lessee"). RECITALS A. The City owns the real property commonly referred to as Boyd Memorial Park, City of San Rafael, Marin County, California (the "Park"). The Park consists of approximately 11 acres and is a portion of Assessor's Parcel No. 011-131-03 . B. The Museum leases and operates the portion of the Park known as Boyd Gate House pursuant to an existing month-to-month lease (the "Boyd Gate House Lease") with the City. C. The parties intend that, under this lease, the Museum continue to lease Boyd Gate House from the City and also lease an additional portion of the Park for the construction and operation of a new museum building and related plazas, landscaped areas, parking area and tennis structure (together, the "Museum Building"), all on the terms set out in this Lease. The tennis court itself is not part of the leased Premises. D. The parties intend that the current Boyd Gate House Lease terminate on the date this Lease becomes effective. I SO For valuable consideration, the City leases the Premises (hereafter defined) to the Museum and the Museum leases the Premises from the City on the terms, covenants and conditions set out in this Lease. 2.1. Description of Premises. The Premises shall consist of Boyd Gate House and the portion of the Park immediately west of Boyd Gate House and along Mission Avenue upon which the Museum Building is to be built. The Premises are more particularly described in Exhibit "A", and are more specifically shown on the map in Exhibit "B"; both exhibits are attached and incorporated herein. 2.2. Condition of Premises. The Museum shall take possession of the Premises, including Boyd Gate House, on an "AS -IS" basis without warranty of any type, subject, In however, to the obligations of the City described in Section 5.3 and maintenance obligations of the City described in Section 7.1. 1 2.3. Museum's Right to Enter & Inspect. Lessor makes no covenants, warranties, promises or representations of any kind regarding the condition of the soil, subsoil, Boyd Gate House,, or any other structure and/or condition of the leased Premises. Museum may enter onto the leased Premises before commencement of the term to make any inquiries Museum considers necessary. During the first ninety (90) days of the Term, Museum may perform whatever tests and investigations it deems appropriate. Based upon Museum's disapproval of the results of any test, and, upon Museum's written notice to City within the first one hundred twenty (120) days of the Term, Museum may terminate the Lease and have no further liability. All such tests shall 1) be approved by City prior to performance, and 2) be made at Museum's sole cost and expense. All reports of such tests shall be copied and provided to City prior to commencement of the term. Lessee shall defend, indemnify and hold harmless City, its officials, agents, employees and volunteers from and against any and all liability, loss, damage, expense and costs (including without limitation costs and fees of litigation and claims administration) of every nature arising out of or in connection with Lessee or Lessee's agent's entering, inspecting and testing of Premises, except such loss or damage caused by the sole negligence or willful misconduct of the city. 3. TERM, 3.1. Term. The term of the Lease ("Term") shall be for fifty-five (55) years. The Term shall commence on the date written in the first line of this Lease (the "Commencement Date") and shall expire at midnight on the fifty-fifth (55th) anniversary of the Commencement Date. 3.2. Termination of Bovd Gate House Lease. The Boyd Gate House Lease shall automatically terminate and be of no further force or effect as of the Commencement Date of this Lease. 3.3. In the event that a major repair to the Boyd Gatehouse becomes necessary due to seismic retrofit or ADA regulations, either party reserves the right, upon a determination that the cost of such repair work would be prohibitive, to unilaterally terminate the Lease or to negotiate a modification of the Lease. 4. RENT* 4.1. Rent. The Museum shall pay the City the sum of $1.00 per year as rent. 4.2. Additional Rent. The term "rent" also shall include any and all other sums, however designated, required to be paid by the Museum hereunder, whether payable to the City or to third parties. 5.1. Construction of Museum Building. The Museum shall cause the Museum Building to be constructed in accordance with the plans and specifications previously approved by the City. The construction shall be at the Museum's sole cost and expense, except with N respect to items for which the City is responsible as more particularly described in Section 5.2 herein below. 5.2. Construction of Tennis Court. The Museum shall construct a regulation size (60' x 120') tennis court above the parking and storage areas, as will be depicted in the plans and specifications to be submitted to City and approved by it prior to construction. The construction shall be at the Museum's sole cost and expense. The tennis court shall 1) be equipped with features standard to regulation tennis courts, 2) be treated along the perimeter with at least 10' black vinyl -clad fencing, 3) be lighted for night use, and 4) be landscaped. All plans and specifications shall be approved by the City prior to construction. Museum shall complete construction no later than two (2) years from issuance of "Museum Building" building permits. 5.3. Citv's Responsibilities. The City shall waive the cost of some City permit fees required in connection with the construction of the Museum Building. Specifically, City shall : a. Waive the cost of the fees for zone change, General Plan Amendment, Environmental and Design permit. bo Waive up to a maximum $5,000.00 of the total fee for building permits. Museum shall be responsible for all other fees, including, but not limited to the fee for processing the Negative Declaration. 5.4. All Work on Written Contract. All work required in the construction of the Museum Building, including any site preparation work as well as the actual construction work on the Museum Building, shall be performed only by competent and experienced contractors licensed under the laws of the State of California performed pursuant to written contracts with those contractors. The contractor and all subcontractors shall be required to carry public liability and property damage insurance, standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements, and workers' compensation insurance during the period of construction. Such insurance shall contain waiver of subrogation clauses in favor of the City and the Museum. The City, its officers, employees and volunteers shall be named as additional insureds on such insurance and such policies shall contain cross -liability endorsements. All contracts for the construction of the Museum Building and the Tennis Court shall be subject to the prior written approval of the City's Public Works Department and Chief Building Official, which shall not be unreasonably withheld or delayed. If the City fails to approve or disapprove any such contract within seven (7) working days of the date it is submitted, the contract shall be deemed approved. 5.5. Compliance With Laws. Museum shall be responsible to ensure that the Museum Building and Tennis Court be constructed, and all work on the Premises be performed, in accordance with all valid laws, ordinances, regulations and orders of all federal, state, county or local government agencies or entities having jurisdiction over the Premises; provided, however, that any structure or other improvements erected on the Premises, including the Museum Building, shall be presumed to have been constructed in full compliance with all such valid laws, ordinances, regulations and orders when a valid final "Certificate of Occupancy" k, n entitling the Museum to occupy and use the structure or other improvements has been duly issued. All work performed on the Premises pursuant to this Lease or authorized by this Lease shall be done in good workmanlike manner and only with materials of good quality and high standard. 5.6. Ownership of Improvements. With the exception of the Tennis Court, title to all improvements constructed by the Museum shall be owned by the Museum until expiration of the Term or earlier termination of this Lease. All improvements, including the Museum Building, on the Premises at the expiration of the Term or earlier termination of this Lease shall, without compensation to the Museum, then automatically and without any act of the Museum or any third party become the property of the City. The Museum agrees to execute, acknowledge and deliver to the City any instrument reasonably requested by the City as necessary in the City's opinion to perfect the City's right, title and interest to the improvements and the Premises, at such time and in such form as the City may request and the City Attorney shall approve. 6. USE OF PREMISES. 6.1. Museum's Use of Premises. a. Primary Purpose.- The Museum shall use the Boyd Gate House and the Museum Building for the following primary purposes: 1) To display artifacts relating to the history of all peoples in Marin County. 2) To conduct research, relating to the history of all peoples in Marin County. 3) To conduct educational programs and events relating to the history of all people in Marin County. 4) To operate administrative offices. 5) To operate the parking structure solely for Museum's primary and ancillary purposes. b. Ancillary Purpose: Additionally, Museum may use Premises for the following ancillary -purposes: 1) To rent all or part of Premises on a per them basis for events conducted by other organizations and individuals. 2) To operate the related gift shop and food/beverage service. 3) To conduct events to promote and raise funds for Museum. 6.2. Limitations on Use. a. Museum's use of Premises shall at all times during the term of this Lease strictly conform to the "Operating Conditions", a copy of which is attached hereto and incorporated herein as Exhibit "C". Failure of Museum to adhere to the requirements of the "Operating Conditions" mentioned shall constitute a material breach of the provisions of this Lease entitling City to terminate the Lease in its sole discretion. From time to time the City may 0 -modify "Operating Conditions." Such modifications shall be made by Resolution of the City Council upon 30 days notice to, and following consultation with, Museum. b. The rooftop courtyard area of the Museum Building shall be generally open for public use during the same hours as the Park, but the Museum shall have the right to otherwise control the use of that area and to exclude the general public from that area during special events and during the hours the Park is closed, in accordance with the "Operating Conditions." C. The Museum shall, at the Museum's sole cost and expense, promptly comply with all federal, state and local laws, statutes, ordinances, regulations, guidelines and requirements now in force or hereafter enacted and with the requirements of any governmental authority having jurisdiction over the Premises, board of fire underwriters, utility companies serving the Premises, and other similar bodies now or hereafter constituted concerning the Premises or the Museum's use of the Premises, including, without limitation, the obligation, at Museum's sole cost and expense, to alter, maintain, or restore the Premises in compliance and conformity with all laws relating to the condition, use, or occupancy of the Premises during the term, except with respect to conditions which fall within the maintenance obligations of the City under Section 7.1. d. Museum shall not use Premises for any purpose, other than as set forth in this paragraph, nor in any manner that will constitute waste, nuisance, or unreasonable annoyance to owners or occupants of adjacent properties. 6.3 Utilities. The Museum shall make all arrangements for and shall pay for all utilities and services furnished to the Premises or used by the Museum, including, without limitation, gas,, electricity, water, telephone service and garbage collection, and for all connection charges. City shall permit Museum continued use of the current onsite automatic irrigation system. Museum shall be responsible for design, installation, operation and maintenance of any extension or modification to this system. 7. MAINTENANCE. 7.1. City's Responsibilities. The City, at its sole cost and expense, shall maintain and repair only the surface of the tennis court, light and fixtures, nets and fencing for damage resulting from normal wear and tear. City shall not be responsible for the maintenance of the roof of the Museum Building, underlying the tennis court and constituting the roof of the Museum Building on top of which Museum shall construct City's Tennis Court. In addition, the City, at its sole cost and expense, shall be responsible for any fire sprinkler installations and any earthquake retrofitting or reinforcement required by State law with respect to Boyd Gate House. 7.2. Museum's Responsibilities. The Museum, at its sole cost and expense, shall maintain, repair, replace, restore and renew at all times during the Tenn, the Premises and every part thereof, in good condition throughout the term of this Lease except for conditions arising out of the default or negligence of the City, and conditions subject to the City's maintenance obligations provisions of Civil Code ions described in Paragraph 7.1. The Museum waives the prov's' I §§ 1941 and 1942 and/or any and all other statutes or laws now in existence or hereafter enacted I with respect to the Museum's right to make repairs. The Museum shall not make any alteration, renovation, change in or addition to the structures on the Premises without the prior written consent of the City, but the Museum may make non-structural alterations without the City's consent. Non-structural alterations are those which do not affect the square footage, dimension, height, or building components. Examples of non-structural alterations could be platforms, moveable walls, structures supporting exhibit materials or artifacts, suspended signage, and lighting equipment. The Museum shall obtain all necessary permits from the City prior to engaging in any such work. The Museum shall give the City notice of the commencement date of any construction, alteration or repair on the Premises at least three (3) days prior to the commencement of such work. 9. LIENS. The Museum shall keep the Premises and its constituent parts free and clear of all liens resulting from or arising out of work performed, materials furnished, or obligations incurred by or on behalf of or for the benefit of the Museum. The Museum shall indemnify, protect, defend and hold the City harmless from and against any and all claims and/or liabilities arising from any such liens. The Museum shall immediately notify the City of the filing of any such lien. The Museum shall have the right to contest the correctness or the validity of any such lien if, within ten (l 0) days following the filing, of a claim of lien, the Museum procures and records a lien release bond issued by a corporation authorized to issue surety bonds in California in an amount equal to one and one-half times the amount of the claim of such lien. Such bond shall meet the requirements of Civil Code §3143 and shall provide for the payment of any sum that the claimant may recover on the claim (together with costs of suit, if it recovers in the action). If within ten (10) days following the filing or recordation of such claim or lien, the Museum does not cause such lien to be released or procure and record such lien release bond, the City shall have, in addition to all other remedies provided in this Lease and by law, the right to cause the same to be released by such means as the City deems proper, including payment of the claim which gives rise to such lien. All sums paid by the City and all expenses incurred by it in connection with the release of any such liens, including attorneys' fees, shall be payable by the Museum to the City on demand. 10. INDEMNITY AND EXCULPATION; INSURANCE, 10.1. Exculpation 'of the City. The City shall not be liable to the Museum for any damage to the Museum or the Museum's property (including the Museum's interest in the Premises), and the Museum waives any and all claims against the City for damage to person or property arising for any reason, except that the City shall be liable to the Museum for damage to the Museum to the extent such damage is the result of the sole negligence or wrongful acts or omissions of the City or its authorized representatives. 10.2. Indemnity. Except for the tennis court, the Museum shall indemnify, protect, defend and hold the City harmless from any and all damages, claims and liabilities of every kind on which arise out of or are a result of any damage to any person or property occurring on the Premises or which in any way arise or result from the Museum's use or occupancy of the Premises. The City shall indemnify, protect, defend and hold Museum harmless from any and all damages, claims or liabilities of every kind which arise out of or are a result of the use of the tennis court. 10.3. Public Liability, Property Damage and Professional Liability Insurance. The Museum shall, at its sole cost and expense, during the entire term of the Lease, maintain public liability and property damage insurance with limits of liability of not less than One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) annual aggregate, insuring against all liability of the Museum and its authorized representatives arising out of or in connection with the Museum's use or occupancy of the Premises. The City, its officers, employees, and volunteers shall be named as additional insureds, and the policy shall -contain cross -liability endorsements. Not more frequently than each five (5) years, if, in the reasonable opinion of the City, the amount of public liability and property damage insurance coverage at the time is not adequate, the Museum shall increase the insurance coverage as reasonably required by the City. 10.4. The Museum's Fire Insurance for Personal Property. The Museum shall, at its sole cost and expense, maintain on all the personal property located within the Premises, a policy of standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements,, to the extent of at least 100% of their actual cash value. The proceeds from any such policy shall be used by the Museum for the replacement of said personal property or for the restoration of the Museum's improvements or alterations. The insurance requirements under this Section are not intended to apply to property in the Museum's historical collection. 10.5. Insurance on Buildings. During the Lease Term, Museum shall, at its sole cost and expense, maintain property and liability insurance on Museum Building and on Boyd Gatehouse. During the Lease term, City shall, at its sole cost and expense, maintain property and liability insurance on the tennis court. Museum understands and acknowledges that City is self-insured, and participates with other public entities in a risk -sharing pool, (California Joint Powers Risk Management Authority) for excess liability and for property damage. Such coverage is provided to City under a Memorandum of Coverage; such coverage is not insurance. Upon Museum's occupancy of Building, City shall request from CJPRMA a Certificate of Additional Covered Party. When issued,, said Certificate shall satisfy any and all of City's insurance requirements under this Lease. 10.6. Other, Insurance Requirements. All the insurance required under this Lease shall: a. Be issued by insurance companies authorized to do business in the State of California, with a financial rating of at least A + 3A status as rated in the most recent edition of Best's Insurance Reports. b. Be issued as a primary policy. N C. Contain an endorsement requiring at least thirty (30) days' written notice from the insurance company to both parties before cancellation or change in the coverage, scope, or amount of any policy. Each policy, or a certificate of the policy, together with evidence of payment of premiums, shall be deposited with the other party within thirty (30) days of the Commencement Date of this Lease, and again not less than thirty (30) days before expiration of the term of the policy. 11. DESTRUCTION. 11.1. Destruction Due to Risk Covered by Insurance. If, during the term, the Premises are totally or partially destroyed or damaged from a risk which has been insured against, rendering the Premises totally or partially inaccessible or unusable, the Museum shall be entitled to receive the proceeds of the insurance and shall, with due diligence, restore the Premises to substantially the same condition as immediately before such destruction. 11.2. Destruction Due to Risk Not Covered by Insurance. If, during the term, the Premises are totally or partially destroyed or damaged from a risk not insured against rendering the Premises totally or partially inaccessible or unusable, the Museum may elect to terminate this Lease by giving notice to the City within thirty (30) days after determining the restoration costs and replacement value. If the Museum does not so elect to terminate the Lease, the Museum shall, at its sole cost and expense (except as otherwise provided herein) and with due diligence, restore the Premises to substantially the same condition as they were in immediately before such destruction. Such destruction shall not terminate this Lease. 11.3. The Museum's Restoration of the Premises. If the Premises are destroyed or damaged during the Lease Term and the Museum is required to restore the Premises, the restoration shall be accomplished as follows: a. The Museum shall complete the restoration within one hundred eighty (180) working days after final plans, specifications and working drawings have been approved by the City and all other appropriate government body(ies), all permits required to commence construction of the restoration have been obtained and all construction contracts have been awarded (subject to a reasonable extension for delays resulting from causes beyond the Museum's reasonable control). b. The Museum shall restore the Premises in accordance with the same procedures and requirements outlined in Section 5 of this Agreement. C. The Museum shall notify the City of the commencement date of construction related to the restoration not later than ten (10) days before commencement of such work. �16 d. The Museum shall accomplish the restoration in a manner that will cause the least inconvenience, annoyance, and disruption at the Premises and to adjacent property owners and users. 11.4. Loss Durinv! Last Part of Term. If destruction or damage in an amount greater than ten percent (10%) of the total value of the Premises occurs during the last year of the Lease Tenn, whether or not the loss is covered by insurance, the Museum shall have the option to terminate this Lease by giving notice to the City not more than thirty (3 0) days after the event which causes such destruction or damage, in which event the City shall be entitled to receive any insurance proceeds payable with respect to the damage or destruction. 11.5. Waiver of Civil Code Sections. The Museum waives the provisions of Civil Code §1932(2) and Civil Code §1933(4) and any successor statutes with respect to any destruction of the Premises. 12. ASSIGNMENT. 12.1. Prohibition At! ' ainst Voluntary Assignment, Subletting, and Encumbering. The Museum shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, without first obtaining the City's written consent. The City's consent to any proposed assignment or subletting shall not be unreasonably withheld so long as the assignment or subletting is to another non-profit entity which intends to operate the Premises for an appropriate cultural or community activity. Any assignment, encumbrance or sublease without the City's consent shall be void, and shall constitute a default. No consent to any assignment, encumbrance or sublease shall constitute consent to a subsequent assigm-nent, encumbrance or sublease. Nothing in this section shall prohibit, or require the City's consent for, the Museum's use of Premises pursuant to Sections 6.1 and 6.2 of this Lease. 13. DEFAULT. 13.1. The Museum's Default. The occurrence of any of the following shall constitute a default by the Museum: a. Failure to pay any amount under this Lease when due, if such failure continues for thirty (30) days. b. Failure to perform any other provision of this Lease if such failure to perform is not cured within thirty (30) days after notice of such failure has been given by the City to the Museum. If the default is curable, but cannot reasonably be cured within thirty (30) days, the Museum shall not be in default of this Lease if the Museum commences to cure the default within the thirty (30) -day period and diligently and in good faith continues to pursue the cure of such default. I C. An assignment encumbrance or sublease without obtaining the City's written consent pursuant to Section 12.1. Conditions". d. Failure of Museum or its per them renters, to comply with the "Operating e. Abandonment or surrender of Premises by Museum. f, Any attachment., execution, levy or seizure under legal process, of Museum's interest in Premises. 9. Appointment of a receiver to take possession of Museum's interest in Premises, for any reason. h. Filing of a petition in bankruptcy by or against Museum. i. Failure to complete construction or reconstruction within the time limits specified in the lease. j . Any other event designated by this Lease as an event of default. 13.2. Notice of the Museum Default. Notices of default given under this section shall specify the alleged default and the applicable lease provisions and shall demand that the Museum perform the provisions of this Lease , within thirty (30) days, or quit the Premises. No such notice shall be deemed a forfeiture or a termination of this Lease unless the City so elects in the notice. The purpose of the notice requirements set forth in this section is to extend the notice requirements of the unlawful detainer statutes of California. Such notices are the only notices required to be given by the City to the Museum in the event of a default and are not in addition to any statutory notices required under the unlawful detainer statutes of California. 13.3. The Citv's Remedies. a. Nature of Remedies. The City shall have the following remedies if the Museum commits a default. These remedies are not exclusive; they are cumulative and in addition to any other remedies now or later allowed by this Lease or by law. b. Termination of the Museum's Right to Possession.. The City may tem-iinate the Museum's right to possession of the Premises at any time if the Museum fails to cure a default within thirty (3 0} days.. No act by the City other than giving specific written notice to the Museum of the City's intent to terminate the Museum's right to possession of the Premises shall be necessary to terminate this Lease. Acts of maintenance to protect the City's interest under this Lease shall not constitute a termination of the Museum's right to possession of the Premises. In C. The City's RiLyht to Cure the Museum's Default. The City, at any time after the Museum commits a default may, but need not, cure the default at the Museum's cost. If the City at any time, by reason of the Museum's default, pays any sum or does any act that requires the payment of any sum, the sum paid by the City shall be due immediately from the Museum to the City 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 the City until the City is reimbursed by the Museum. 13.4. The City's Default. The City shall be in default of this Lease if it fails or refuses to perform any provision of this Lease that it is obligated to perform and if the failure to perform is not cured within thirty (30) days after written notice of the alleged default and applicable provision of the Lease has been given by the Museum to the City. If the default cannot reasonably be cured within thirty (30) days, the City shall not be in default of this Lease if the City commences to cure the default within the thirty (30) -day period and diligently and in good faith continues to pursue the cure of such default. The Museum, at any time after this thirty (30) - day cure period has elapsed, may cure the default at the City's cost. If the Museum at any time, by reason of the City's default, pays any sum or does any act that requires the payment of any sum, the sum paid by the Museum shall be due immediately from the City to the Museum 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 the Museum until the Museum is reimbursed by the City. The City, its officers, employees, agents & volunteers shall have the right to enter the Premises at all reasonable times and on reasonable notice for any of the following purposes: 14.1. To determine whether the Premises are in good condition and whether the Museum is complying with its obligations under this Lease, including but not limited to, the "Operating Conditions." 14.2. To perform any necessary construction or maintenance and to make any restoration to the Premises that the City has the right or obligation to perform. 14.3. To serve, post, or keep posted any notices required or allowed under the provisions of this Lease or required by law. The City shall conduct its activities on the Premises as allowed in this section in a manner that will cause the least possible inconvenience, annoyance, or disturbance to the Museum. The City shall not be liable in any manner for any inconvenience, disturbance, loss of business, nuisance, or other damage arising out of entry on the Premises as provided in this section, except to the extent of damages directly resulting from the sole negligence or willful misconduct of the City or its authorized representatives. 11 15. NOTICE, 15.1. All notices and other communications required to or permitted under this Agreement shall be in writing and shall be conclusively deemed to have been duly given (1) when hand delivered to the other party; or (2) three (3) business days after the same has been deposited in a United States post office with first class or certified mail return receipt requested postage prepaid and addressed to the parties as set forth below. The City: City of San Rafael Attention: City Clerk 1400 Fifth Avenue San Rafael, California 94901 with cc to: City of San Rafael Office of the City Attorney 1400 Fifth Avenue San Rafael, CA 94901 City of San Rafael Community Services Department 618 "B" Street San Rafael, CA 94901 The Museum: Marin History Museum Attention: Executive Director 1125 B Street San Rafael, California 94901 15.2. Each party shall make an ordinary, good faith effort to ensure that it will accept or receive notices that are given in accordance with this paragraph, and that any person to be given notice actually receives such notice. A party may change or supplement the addresses given above by giving the other party written notice of the new address in the manner set forth above. 16. NONWAIVER. No delay or omission in the exercise of any right or remedy of either party shall impair such a right or remedy or be construed as a waiver. Any waiver by either party 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. If either party commences an action or suit against the other party arising out of or in connection with this Lease, the prevailing party shall be entitled to have and recover from the losing party reasonable attorneys' fees and costs of suit. 12 18. SURRENDER OF PREMISES; HOLDING OVER. 18.1. Surrender of Premises. On expiration of the term, or on termination of the term as provided in the Lease, the Museum shall surrender to the City the Premises and all the Museum's improvements thereon in good condition, except for ordinary wear and tear and except for alterations that the Museum has the right to remove. The Museum shall remove all its personal property within thirty (30) days following expiration or termination of the Lease. The Museum shall perform all restoration to the Premises made necessary by the removal of any alterations or the Museum's personal property within the time periods stated in this section. The City may elect to retain, or dispose of in any manner, any alterations or the Museum's personal property that the Museum does not remove from the Premises prior to expiration or termination of the term as allowed or required by this Lease by giving at least ten (10) days' notice to the Museum. Title to any such alterations or the Museum's personal property that the City elects to retain or dispose of on expiration of the ten (10) -day period shall vest in the City. The Museum waives all claims against the City for any damage to the Museum resulting from the City's retention or disposition of any such alterations or the Museum's personal property. The Museum shall be liable to the City for the City's costs for storing, removing, and disposing of any alterations or the Museum's personal property. If the Museum fails to surrender the Premises to the City on expiration of the term as required by this section, the Museum shall defend, indemnify, protect and hold the City harmless from all damages, claims or liabilities resulting from the Museum's failure to surrender the Premises,, including, without limitation, claims made by a succeeding tenant resulting from the Museum's failure to surrender the Premises. 18.2. Holdint! Over. If the Museum, with the City's prior consent, remains in possession of the Premises after expiration or termination of the term, or after the date in any notice given by the City to the Museum terminating this Lease, such possession by the Museum shall be deemed to be a month-to-month tenancy terminable on thirty (30) days' notice given at any time by either party. All provisions of this Lease shall apply to the month-to-month tenancy. 19. MISCELLANEOUS PROVISIONS, 19.1. General Conditions. a. Time of Essence. Time is of the essence of each provision of this Lease. b. Consent of Parties.. Whenever consent or approval of either party is required and no standard for that approval is specified herein, that party shall not unreasonably withhold or delay such consent or approval. C. Successors. This Lease shall be binding on and inure to the benefit of the zn parties and their successors and assigns. C. Non -Discrimination. Museum shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this Lease. IN 19.2. Interpretation of Lease. a. California Law; Venue. This Lease shall be construed and interpreted in accordance with the laws of the State of California. Any and all actions to enforce this agreement shall be conducted in the County of Marin, California. b. InteLyrated Agreement; Modification. This Lease contains all the agreements of the parties and cannot be amended or modified except by a written agreement signed by the parties. C. Captions; Table of Contents. The captions and the table of contents of this Lease shall have no effect on its interpretation. d. SinLyular and Plural. When required by the context of this Lease, the singular shall include the plural. e. Severability. The unenforceability, invalidity, or illegality of any provision of this Lease shall not render the other provisions unenforceable, invalid, or illegal. 19.3. Taxes. Museum is advised that this Lease may create a possessory interest, or some other interest subject to taxation or assessment. Museum understands, acknowledges and agrees that it is solely responsible for payment of any and all applicable taxes. 19.4. Compliance with all Laws. Museum shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. Museum shall perform all services under this Lease in accordance with these laws, ordinances, codes and regulations. O1 "It, I T4 20.1. Mediation. Any dispute between the parties relating to the interpretation of the Lease and/or enforcement of their rights and obligations under this Lease shall be referred to mediation within thirty (3 0) days written notice of one party to the other. Mediation shall be conducted by a mediator mutually agreed upon by the parties. If the parties cannot agree within ten (10) calendar days of receipt of the Notice to Mediate, the presiding judge of the Marin Superior Court shall appoint a mediator. The mediation shall be conducted within ninety (90) days of appointment of the mediator. Costs of mediation shall be divided equally between the two parties. 20.2. Judicial Action. Should mediation not resolve the dispute between the parties, either party may pursue judicial remedies in the appropriate court. The prevailing party in any judicial action shall recover their reasonable attorneys fees. 14 Initials: The City The Museum IN WITNESS WHEREOF, this Lease is hereby executed as of the date first above written. City of San Rafael, a California municipal corporation By: Al ALB)IRT Jr. R Title: '' Mayor ATTEST: JdANNE M. LEON tINI.,City �Clerk APP Wf 9 FORM: attorney [R Marin History Museum, a California non-profit corporation By: RIrr4JARD P. MURRAY 6 � Title: LEGAL DESCRIPTION Real property situate in the City of San Rafael, County of Marin, State of California, described as follows,: Beginning at the Northwest comer of Hanson Street (now Mission Street) and B Street as said streets are shown on the plat of the Townsite of the Town of San Rafael, filed in the office of the County Recorder Of Marin County on the 14' day of October K.D. 1873: thence along the Westerly line of said B Street, north 7* 13' East, 918 feet to the Northerly line of Sixth Street (now Mission Street);- thence along the prolongation of said Westerly line of B Street, north 7" 13' East, 23.201 feet; thence North 83* 03' West, 164.945 feet; thence North 60 57' East, 26.00 feet; thence North 83* 03' West, 84.00 feet to a point on the Westerly line of the lands conveyed to the City of San Rafael by John F. Boyd et ux, by deed dated May 1, 1905, and recorded in Volume 92 of Deeds, Page 369, Marin County Records; thence along said Westerly line, south 6" 57' West, 143-00 feet to the Northerly line of said Hanson Street (now Mission Street); thence along the said Northerly line of Hanson Street {novo Mission Street), South 83" 03' East, 248.4 feet to the point of beginning. Containing 31, 278.7 square feet. ......... - . it X10 W uj 0 > cy, ILL. - f D j Rp '1110 Ap ui Y C5 oF Lai o L ji Vill lul CUR "fll Nt A.) wt NUel L; LNCE AuseU �tory IL A MISSION AVE. !ON !-4-qu al .4�V VEI 'F f { f� , 1� i.r. 'I FTH F -L w W e,. ,.. 'i ti! i 1 i w w W JULIA Llj! X4 w _A-'-`SESSI S Ti -H S- cl) 1REEc T l, 1) 0.4 i W 0.2 rdhqlul Lvl= jj25 *11B Is street v .._" 7GO"" 1 't:�r%oo o.5 aw^w- GPAO arty tAuseum m avow.. 4 a-ga llTm__ aa``; %owl 0 at EXHIBIT 11-Bil (7, 1. Purpose. Operating Conditions Exhibit "C" CITY and MUSEUM intend these Operating Conditions ("CONDITIONS" herein) to detail the manner in which MUSEUM shall conduct its use of the PREMISES. MUSEUM understands and agrees to use PREMISES in strict compliance with CONDITIONS, and that CITY may, at its sole discretion and with reasonable notice to MUSEUM, revise or amend CONDITIONS. 2. Hours of Operation. MUSEUM agrees that it shall use PREMISES according to the following schedule: Monday through Thursday ............. 8: 00am-4: OOpm; 6: OOpm- 10: OOpm Friday ............................. 8: 00am-4: OOpm; 6: OOpm- 11: 00pni Saturday ........................... 8:00am- I 1:00pm Sunday/Holidays .................... 8:00am-10:00pm MUSEUM also agrees that "Events" shall only be permitted according to the following schedule: Monday through Thursday ............. 6: OOpm -10: OOpm Friday ............................. 6: OOpm- 11: OOpm Saturday ........................... 10: 00am- 11: OOpm Sundays and Holidays ................ 10:00am-10:00pm 3. Events: Definition/SchedulinLy. A. Definition of Event: "Event" shall mean a single activity or gathering, sponsored by MUSEUM or its per them tenant, on the PREMISES, which is expected to attract one hundred (100) or more participants. No more than one Event shall take place at one time on PREMISES. Only one Event per weekend (Friday, Saturday and Sunday) shall be permitted on PREMISES. MUSEUM or its per them tenants, shall not conduct Events on successive days. Events shall occur on the PREMISES and shall not expand into Boyd Park. B. Calendar/Priorities: CITY shall maintain a master events calendar for Boyd Park and for PREMISES. Annual events established by either CITY or MUSEUM shall have first priority. MUSEUM shall normally be accorded the highest priority or first rights for use of PREMISES. C. Scheduling: Prior to scheduling an Event, MUSEUM shall contact CITY to determine whether any activity or gathering is scheduled for the same date in neighboring CITY facilities. If not, CITY shall add MUSEUM's Event to the master calendar. CITY shall coordinate with MUSEUM when scheduling an activity or gathering at Boyd Park of more than 100 participants. CITY has the right to approve or deny any reservations for the use of Boyd Park. 4. Events Database. MUSEUM shall create and maintain an Event database that records all Event dates, hours, number of attendees, parking requirements and type of event. MUSEUM shall provide CITY access to said database and CITY shall review database at least once a year. CITY reserves the right, at its sole discretion, to revise or amend CONDITIONS as a result. 5. Parkin. A. Securing Parking Spaces: MUSEUM shall secure parking agreements, in writing, with neighboring properties in order to provide parking for Events. B. Limitation of Events: MUSEUM shall limit attendance at Events by 1)estimating the number of people who will attend the Event, and 2)estimating the number of automobiles and other vehicles that will arrive at PREMISES with attendees for the Event or for normal museum activities. - C. Formula for Limitation of Events: For the purposes of estimating parking demands, the assumption of two people per vehicle shall be used. The estimated number of vehicles shall be compared to the number of parking spaces available to MUSEUM under the terms of their parking agreements. For each Event being scheduled,, MUSEUM shall reschedule or otherwise disallow the Event if the anticipated total number of parking spaces for the proposed Event and the non -nal museum activities scheduled during the same period, will exceed the number of spaces available to MUSEUM. In no case shall MUSEUM allow or schedule an Event on a date or at a time that would result in the number of vehicles anticipated exceeding its available on-site or off site parking, including off-site lots with shuttle transit. D. Parking Monitors: At its sole cost and expense, MUSEUM shall provide parking monitors for events to direct and assist attendees to MUSEUM's parking lots and areas covered by parking agreements. The type of Event shall determine staffed parking management time. An Event with a single start time may require monitors only at the beginning, while an Event with attendees cycling in and out over a longer period of time may require parking monitors for the duration of the Event. 2 C7, E. Parking Signage: MUSEUM shall post temporary signs clearly designating, and directing attendees to, MUSEUM's parking lot locations. MUSEUM shall provide location of off-site lots in all Event literature. F. Bus Parking: Bus parking shall be permitted only on the B Street frontage of PREMISES. Only one bus at a time shall be allowed to park at the B Street frontage. Buses shall not exceed 30 ft. in length. 6. Noise. MUSEUM shall strictly conform any Event noise, including but not limited to all indoor or outdoor amplified music, to the CITY's Noise Ordinance, as amended from time to time. If an Event will include any form of amplified music, MUSEUM shall notify CITY in advance of Event. CITY shall have the right to review and approve or disapprove any Event's amplified music intended to occur on the exterior of PREMISES. MUSEUM shall notify attendees or per them tenants of the noise limitations. 7. Li2htinLy. MUSEUM shall shield from the direct view of nearby residences, any and all outdoor lighting used for Events. Lighting shall be for safety and security only. Ambient lighting for outdoor events shall be permitted only for the date of the event. Lighting for promotional or entertainment purposes shall not be allowed. 8. Alcoholic BeveraLyes, If alcoholic beverages are sold or furnished on PREMISES in connection with an Event, a per them rental or for any other activity permitted under this Lease, MUSEUM shall comply, or shall ensure that its per them tenant complies, with all applicable federal, state and local laws and regulations, including but not limited to Alcoholic Beverage Control Board (ABC) permits and regulations and CITY's park rules and regulations. If sold or furnished outdoors on the PREMISES, MUSEUM shall separate the area where alcoholic beverages are sold or furnished from other areas of PREMISES, in conformance with ABC requirements. 9. On -Site Monitors; Insurance for Per Diem Rentals. MUSEUM shall provide responsible personnel on site for any Event on PREMISES including but not limited to any per them rental of PREMISES. MUSEUM shall require %.W that all per them tenants obtain event/liability insurance of one million dollars ($1,000,000.00) per Event and that said insurance name CITY and MUSEUM as additional insureds. K 10. Trash. MUSEUM shall remove or shall require its per diem tenant to remove, all recyclables, trash, garbage and other debris from PREMISES at the conclusion of all Events. 11. Food Vendors. MUSEUM may permit food vendors to operate on PREMISES. MUSEUM shall require all food vendors to comply, and all food vendors shall comply, with all federal, state and local laws and regulations, including but not limited to all County Health regulations and CITY's business license ordinance. MUSEUM shall require vendors to remove all trash from and clean all paved surfaces of PREMISES at the end of each day. MUSEUM shall require vendors to comply with the operating hours of PREMISES as stated in section 2, above. The location, size, number and sales volume of food vendors shall not increase the traffic to and from PREMISES, exceed MUSEUM's available parking or impact MUSEUM's operations on PREMISES. 12. City Tennis Court. MUSEUM understands, acknowledges and agrees that CITY's tennis court shall be open and available to the general public from dawn until 10:00 p.m. seven days a week, every day of the year. Court lights shall be available for activation from dusk until 10:00 p.m. daily. MUSEUM further agrees not to interfere with the public's use of Tennis Court. 13. Retail Space on Premises. MUSEUM's ancillary retail use on PREMISES shall not exceed 600 square feet. Operators of retail space, whether MUSEUM or other, shall obtain and maintain a CITY business license and any other permits or licenses required by any governmental agency. MUSEUM shall comply with all federal, state and local laws, rules and regulations regarding the retail operations. 14. SiLynaLye. In connection with MUSEUM's permanent signage on PREMISES, MUSEUM shall comply with CITY's Sign Ordinance and with any master sign program reviewed, approved and permitted by CITY. With appropriate permits, MUSEUM shall be allowed to erect monument signs at the comer of Mission and B Streets, on B Street and on the Museum building. Changeable signage shall not be permitted, except on Mission Avenue, no closer than three car lengths from the B Street intersection. M 15. Utilities. A. Water: Subject to review and approval, CITY shall provide to MUSEUM, at no cost, available water from the spring on site, for exterior landscape irrigation of PREMISES. Subject to its approval, Marin Municipal Water District shall provide PREMISES with potable water and MUSEUM shall be solely responsible for all costs related to said water. B. Irrijzation System-, Installation, operation, maintance and repair of the landscape irrigation system on PREMISES shall be the sole responsibility of MUSEUM. C. All Other Utilities: MUSEUM shall be solely responsible for all utilities provided to PREMISES, including but not limited to gas, electricity, garbage removal, telephone, cable, computer data access and/or any other utility. 16. Effective Date of Lease Operating Conditions. These CONDITIONS shall only take effect if and when MUSEUM obtains from CITY, all necessary land use entitlements required in connection with its contemplated use of PREMISES under the Lease with CITY, including, but not limited to, General Plan Amendment,, Zone Change, ED Permit and Sign Program approval. k' �o� CERTIFICATE.. OF LIABILITY INSURE^ .SIC �o sL �ATE�MMIODMf) Is -1 09/19/01 aooucR THIS CERTIFICATE IS ISSUES AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE :into & Wilkie Insurance HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR O Box 150990 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. an Rafael CA 94915-0990 'hone: 415-453-0610 Pax:415-485-0528 MSURED INSURER A: INSURER B: INSURERS AFFORDING COVERAGE Travelers Property Casualty Marin n Hn story Museum INSURER C: 11 B Street INSURER D: San Rafael CA 94901 I INSURER E: r ;OVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ISR TYPE OF INSURANCE POLICY NUMBER P6LI+���t Zt Fi CfiV 'POLICY IRATiON TR DATE (MWDDIYY) DATE (MIWDDIYY) LIMBS GENERAL LIABILITY h X COMMERCIAL GENERAL LIABILITY I CLAIMS MADE O OCCUR GERL AGGREGATE LIMIT APPLIES PER: POLICY II PEC F�Loc AUTONOZILE U AMLITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GARAGE LIABILITY ANY AUTO EXCESS LIABILITY OCCUR FICLAIMS MADE DEDUCTIBLE RETENTION $ WORKERS COMPENSATION AND EMPLOYERS LIABILITY OTHER 660347X3515 10/21/01 10/21/02 EACH OCCURRENCE S FIRE DAMAGE (Any one fire) S MED EXP (Any orfs persm) S PERSONAL & ADV INJURY = GENERAL. AGGREGATE S PRODUCTS - COMPIOP AGG S COMBINED SINGLE LIMIT $ (Ea scck1w t) BODILY INJURY = (Per person) BODILY INJURY S (Per accident) PROPERTY DAMAGE S (Per accidw t) I AUTO ONLY - EA ACCIDENT S OTHER THAN EA ACC S AUTO ONLY: AGG $ EACH OCCURRENCE $ AGGREGATE S S 3 S IiLIITTS IUIM- TORYER E.L. EACH ACCIDENT s E.L. DISEASE - EA EMPLOYEE S E.L. DISEASE - POLICY LIMIT S A Commercial Applica. 660347X3515 10/21/01 10/21/02 A Property Section 660347X3515 10/21/01 10/21/02 DESCRIPTION OF OPERAT10NSILOCATIONSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS The City of San Rafael, its elective and appointive Boards, Commissioners and its Officers, Agents and Employees are named as Additional Insureds as per attached CG2010 endorsement. CERTIFICATE HOLDER ADDITIONAL INSURED; INSURER LETTER: V ya�� CITY SR1 City of San Rafael 1400 5th Avenue San Rafael CA 94901 ACORD 25-S (7/97) 1,000,000 100,000 5,000 100009000 2,000,000 2,000,000 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL. IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES, ter■ r wrrrirr r r ■ i r (DACORD CORPORATION 1988 POLICY NUMBER 660347X3515 Marin History Museum COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED w OWNERS, LESSEES OR CONTRACTORS (FORM 13) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of San Rafael 1400 5" Ave. San Rafael, CA 94901 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) I WHO IS AN INSURED (SECTION 11) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. CG 20 10 10 93 Copyright, Insurance Services Office, Inc., 1992