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PW Rental AgreementRENTAL AGREEMENT fA This Rental Agreement ("AGREEMENT") is made and entered into this /V day of March 2021 by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and MOTOROLA SOLUTIONS, INC., a Delaware corporation (hereinafter "TENANT"). AGREEMENT DESCRIPTION OF PREMISES For and in consideration of the covenants and agreements on the part of Tenant contained herein, and under and subject to the terms and conditions hereof, CITY hereby leases to TENANT that certain improved real property located in the County of Marin, City of San Rafael, California, commonly known as 30 Joseph Court, San Rafael, California 94903, Assessor's Parcel No. 155-081-08 (the "Premises"). 2. TERM OF AGREEMENT. This Agreement shall commence as "Commencement Date") and shall continue, day of the month immediately following the terminated in accordance with this Agreement. 3. COMPENSATION of the date first above written (the on a month-to-month basis from the first Commencement Date; unless sooner For the full use of the Premises, including all utilities, TENANT shall pay CITY as rent the sum of $4,000 per month ("Monthly Rent") in advance on the first day of each month. Monthly Rent shall be payable without deduction, prior notice, demand, or billing statement. If the term of this Agreement shall commence other than on the first day of the month, TENANT shall owe a pro rata portion of the first month's rent. With respect to any month-to-month tenancy, CITY may from time to time adjust the monthly rent and/or the other fees as established in this Agreement effective the month following written notice by CITY to TENANT specifying the amount of such adjustment, which notice shall be given not less than thirty (30) calendar days prior to the first day of the month for which the adjustment shall be effective. The rent shall not be adjusted for the first eight (8) months from the commencement date. Any single adjustment shall not be greater than 5% and any more often than one (1) time annually. Any such adjustment in the Monthly Rent shall not affect the other terms of this Agreement, and such other terms shall continue in full force and effect. 4. LATE CHARGES If any installment of any sum due from TENANT is not received by CITY within ten (10) calendar days after such amount is due, then, without any requirement for notice to TENANT, TENANT shall pay to CITY a late charge of $200. 5. USE OF PREMISES: OPERATIONS TENANT shall use the premises for installation of radio communication equipment in MERA (Marin Emergency Radio Authority) Next Generation vehicles. TENANT shall not use, nor permit the use of, in whole or any part, the Premises for any other purpose without the CITY's prior written consent. 6. CONDITION OF PREMISES TENANT acknowledges that TENANT has inspected and examined the Premises and acknowledges and agrees that the Premises are in good order, condition, and repair and satisfactory for all purposes for which TENANT shall use the Premises. TENANT accepts the Premises in an "as -is" condition. 7. ALTERATIONS TENANT shall not make or allow any alterations of any kind or description whatsoever to the Premises without, in each instance, the CITY'S prior written consent, which CITY may give or withhold in its sole discretion. In the event that TENANT makes any alteration to the Premises, whether with or without the consent of CITY, such alteration shall become and remain part of the Premises and TENANT shall have no right to remove such alteration. Notwithstanding the foregoing, in the event that TENANT makes any alteration to the Premises, whether with or without the consent of CITY, CITY shall have the right to require TENANT to remove such alteration at TENANT'S sole cost and expense. In the event that TENANT refuses to so remove such alteration, CITY shall have the right to remove the alteration, and TENANT agrees to reimburse CITY as additional rent CITY'S cost in removing the alteration. Under no circumstances shall TENANT install any extra wiring or heaters in the Premises. 8. MAINTENANCE AND REPAIR TENANT shall keep and maintain the interior of Premises in good order, condition, and repair. In the event of any damage or injury to the Premises arising from the negligent or deliberate act or omissions of the TENANT, or for which TENANT is otherwise responsible, all expenses reasonably incurred by the CITY to repair or restore the Premises, including any expense incurred in connection with any investigation of site condition, or any clean-up, removal, or restoration work required by any applicable local, state, or federal law or regulation, or required by any agency regulating any hazardous or toxic substance, material, or waste, shall be paid by TENANT as additional rent and shall be due upon demand by CITY. Subject to the confidentiality 2 obligations set forth in Section 25, CITY and CITY's agents shall have the right at any reasonable times during normal business hours with reasonable notice to TENANT of no less than one business day to access the Premises accompanied by TENANT for the purpose of inspection or repair. In addition, anyone who enters the Premises must comply with the instructions of TENANT security personnel on areas of the Premises that require escorted access and sign the TENANT security logs as visitors, if required. CITY shall be responsible for the maintenance and repair of the exterior of the Premises and for the mechanical systems serving the Premises. This includes HVAC, electrical and plumbing matters. The CITY shall be responsible for major repairs at the facility not caused by the TENANT. 9. ASSIGNABILITY. TENANT shall not voluntarily assign or encumber its interest in this Agreement or in the premises, or allow any other person or entity, except TENANT's authorized representative, to occupy or use any or part of the premises, without first obtaining CITY's consent. Any assignments or encumbrance without the CITY's consent shall be voided and at CITY's election, shall constitute default. No consent to any assignment or encumbrance shall constitute a further waiver of the provisions of this paragraph. 10. INSURANCE. A. During the term of this Agreement, TENANT shall maintain, at no expense to CITY, a commercial general liability insurance policy in the amount of one million ($1,000,000) dollars per occurrence and two million ($2,000,000) dollars aggregate, for death, bodily injury, personal injury, or property damage; B. The insurance coverage required of the TENANT by section 10.A. shall also meet the following requirements: 1. The insurance policy shall include the CITY, its officers agents, employees, and volunteers, as additional insureds under the policy. 2. The insurance shall be primary with respect to any insurance or coverage maintained by CITY and shall not call upon CITY's insurance or coverage for any contribution. 3. The insurance policy shall be endorsed to waive any right to subrogation which any insurer of TENANT may acquire against CITY by virtue of the payment of any loss under such insurance. TENANT hereby grants to CITY a waiver of any such right of subrogation regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer 4. TENANT shall provide to CITY Certificates of Insurance and specific endorsements evidencing the insurance coverage required herein. The insurance shall be approved as to form and sufficiency CITY'S City Attorney such approval shall not be 3 unreasonably withheld. C. If it employs any person, TENANT shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect TENANT against all liability for injuries to TENANT's officers and employees. TENANT'S worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against CITY. 11. INDEMNIFICATION. TENANT shall defend, indemnify and hold harmless CITY, their officers, agents, employees and volunteers against and from any and all claims, actions demands, losses, injuries, death, damages or costs of any kind, including attorneys fees, brought by or on behalf of any person, firm, corporation or other entity, arising from the conduct of, management of, use of or occupation of the Premises by TENANT, or from any accident or incident in, on or about the premises or as a result of TENANT'S operations or use of the Premises. TENANT shall defend, indemnify and hold harmless CITY, its officers, agents, employees and volunteers against and from any and all claims, actions, demands, losses, damages or costs of any kind, including attorneys fees, arising from any breach or default on the part of the TENANT in the performance of any covenant term or condition of this lease, or arising from any act, omission or negligence of the TENANT, its agents, officers, contractors, servants, employees or licensees. Notwithstanding the foregoing provisions, to the extent that liability is caused by the active negligence or willful misconduct of the CITY, the TENANT'S indemnification obligation shall be reduced in proportion to the CITY'S share of liability for the active negligence or willful misconduct for any and all claims, actions demands, losses, injuries, death, damages or costs of any kind, including attorneys fees. 12. MECHANIC'S LIENS TENANT will not permit any mechanic's, materialmen's, contractor's, subcontractor's or other liens to stand against the Premises for any labor or material furnished the TENANT in connection with work of any character performed on the Premises by or at the direction of TENANT. TENANT shall pay or cause to be paid all of such liens, claims, or demands before any action is brought to enforce the same against the Premises. 13. DEFAULT BY TENANT The occurrence of any of the following shall constitute a default by TENANT: A. Failure to pay rent when due, if the failure continues for five fifteen (15) calendar days after notice has been given to TENANT. 4 B. Abandonment and vacation of the premises (failure to occupy and operate the premises thirty (30) consecutive calendar days shall be deemed an abandonment and vacation). C. Failure to perform any other provision of this Agreement if the failure to perform is not cured within fifteen (15) calendar days after notice has been given to TENANT. If the default cannot reasonably be cured within 15 calendar days, TENANT shall not be in default of this Agreement if TENANT commences to cure the default within the 15 -day period, and, in the reasonable opinion of CITY, in good faith continues to cure the default. herein. D. Failure to maintain and/or repair the premises as required by paragraph 8 E. Assignment of Agreement without CITY consent as required by paragraph 9. 14. TERMINATION A. CITY may terminate this Agreement at the expiration of any term by giving written notice to TENANT not less than thirty (30) calendar days before expiration of the term. Further, this Agreement may, at the option of CITY, be terminated upon on ten (10) calendar days' written notice upon any uncured default by TENANT pursuant to Section 13 of this Agreement. B. TENANT may terminate this Agreement at any time by giving not less than 10 calendar days' written notice to CITY. If either party defaults under any of its obligations under this Agreement and such default remains uncured, the non -defaulting party may pursue any available remedies under applicable law or this Agreement, by giving written notice of termination to the defaulting not less than 5 calendar days before the date of termination. A party's decision to pursue one remedy shall not prevent such party from pursuing other available remedies. C. On expiration of the term, or on earlier termination thereof as provided herein, TENANT shall surrender to CITY the Premises and all improvements thereon in good condition, except for ordinary wear and tear. 15. NONDISCRIMINATION. Neither party shall 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 Agreement. 16. COMPLIANCE WITH ALL LAWS. TENANT 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. TENANT shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. 17. NO THIRD PARTY BENEFICIARIES. CITY and TENANT do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 18. NOTICES. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: TO CITY: Bill Guerin, Director Department of Public Works 111 Morphew Street San Rafael, CA 94901 TO TENANT: Motorola Solutions, Inc Attn: Karen Carroll 2000 Progress Parkway, Floor 3 Schaumburg, IL 60196 19. ENTIRE AGREEMENT -- AMENDMENTS. A. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. B. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the TENANT and the CITY. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. D. The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the TENANT and the CITY. 0 E. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. 20. WAIVERS. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term condition, covenant of this Agreement or any applicable law, ordinance or regulation. 21. COSTS AND ATTORNEY'S FEES. The prevailing party in any action brought to this Agreement, or arising out of the performance reasonable costs (including claims administration) connection with such action. 22. TAXES enforce the terms and conditions of of this Agreement, may recover its and attorney's fees expended in CITY hereby gives notice to TENANT, pursuant to Revenue and Tax Code Section 107.6 that this Agreement may create a possessory interest which is the subject of property taxes levied on such interest, the payment of which taxes shall be the sole obligation of TENANT. 23. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. 24. COUNTERPARTS AND ELECTRONIC SIGNATURE. This Agreement may be executed by electronic signature and in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one document. Counterpart signature pages may be delivered by telecopier, email or other means of electronic transmission. 25. CONFIDENTIALITY As CITY and CITY's agents will have reasonable access rights to the Premises, CITY will come into contact with TENANT's business information. CITY agrees that any information which it gathers, observes or comes into contact with pursuant to this Agreement about TENANT operations and business practices, shall be kept confidential and not disclosed to any third party without the prior written consent of TENANT except as required by law. CITY agrees that it will not in any manner use its knowledge of TENANT's l business for the benefit of any other person or company or divulge to others information or data concerning TENANT's business affairs, including the names of customers, names of employees, marketing strategies or terms or particulars of TENANT's business. CITY further agrees not to use or disclose to any party any information, systems, ideas, processes, practices, methods of operation or manufacture observed at TENANT's Premises IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. CITY OF SAN RAFAEL ATTEST: ,� / ►/�GIA/111.f r LINDSAY LARA, City Clerk APPROVED AS TO FORM: L 0 ROBERT F. EPSTEIN, C Attorney MOTOROLA SOLUTIONS, INC. By: aZ�k__ Name: Jennifer Rodriguez Title: Director Corporate Real Estate a ti 2 �o V/ I T H P' y 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: Public Works Project Manager: Iman Kayani for FG Extension: 3352 Contractor Name: Motorola Solutions, Inc. Contractor's Contact: Matt Herrington Contact's Email: matt.herrington@motorolasoIutions.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor Click hc,- , , ❑ enter a date. b. Email contract (in Word) and attachments to City 2/4/2021 Attorney c/o Laraine.Gittens@cityofsanrafael.org ❑x IKK 2 City Attorney a. Review, revise, and comment on draft agreement Click here to and return to Project Manager enter a date. ❑ b. Confirm insurance requirements, create Job on Click here to PINS, send PINS insurance notice to contractor enter a date. ❑ 3 Department Director Approval of final agreement form to send to Click or tap ❑ contractor to enter a Forward three (3) originals of final agreement to date. 4 Project Manager Click here to ❑ contractor for their signature enter a date. 5 Project Manager When necessary, contractor -signed agreement ❑ N/A agendized for City Council approval * *City Council approval required for Professional Services ❑ Agreements and purchases of goods and services that exceed Or $75,000; and for Public Works Contracts that exceed $175,000 Click here t Date of City Council approval enter a datE PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 6 Project Manager Forward signed original agreements to City Attorney with printed copy of this routing form 7 City Attorney Review and approve hard copy of signed j�7 agreement 3f �� 8 City Attorney Review and approve insurance in PINSa d bonds (for Public Works Contractso-- 3I1? l 9 City Manager/ Mayor Agreement executed by City Council affthorized (� 1 74--11 official 10 City Clerk Attest signatures, retains original agreement and , / forwards copies to Project Manager Q� 8 /v r