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HomeMy WebLinkAboutDYER BUSINESS PARK, LLCCity of Santa Ana -w Clerk of the Council AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. C,EE Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. Is the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with OF THE CGUN-1�011- 5'21 PM3:i.5 A-2019-077 t7 (5 Zr�2� No. was completed on and final payment has been made. (List uu amendments. Use space below if needed.) (� n /�/ Department: !i/ ,O N — /'c �il i n Phone/Ext.: 7. YJ`/ 2� Signature: Date: 20 Revised: 10-18-16 A-2019-077 oi6URIANCEpN NI.E v'IORK MAY PROCEED t)Nilt- VS41RANCEEXPIRES N GIl ,�-44 ERK t LICENSE AGREEMENT BY AND BETWEEN THE CITY OF SANTA ANA LAND DYER BUSINESS PARK, LLC FOR EXCLUSIVE USE OF PROPERTY OWNED BY THE CITY OF SANTA ANA. This LICENSE AGREEMENT ("Agreement") by and between the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"), and Dyer Business Park, LLC, ("Licensee"), is made and entered into on May 22, 2019 ("Effective Date"). Licensee and City are sometimes individually referred to as "Party" and collectively as "Parties." RECITALS A. On April 8, 2019, the City issued Request for Proposal No. 19-007, by which it sought operators to enter into an exclusive license agreement to utilize real property owned by the City, on a temporary basis, at the eastern terminus of Alton Avenue between Standard Avenue and the SR-55 Freeway in the City of Santa Ana, California, as particularly described in Exhibit A, attached hereto and incorporated by reference ("Property"). B. The Property is part of a planned road improvement project to be constructed by the City where such construction is anticipated to begin within five years of the date of this Agreement. While the Property is not located in a specific zone district, properties immediately surrounding the site are zoned for Light Industrial Use (MI). C. Licensee is a diversified real estate company responsible for the acquisition, design, development, constructions and management of business parks, shopping centers, apartment communities and mixed -use environments, who submitted a responsive proposal that was selected by the City, in accordance with the permissible uses of the Property as described in RFP No. 19- 007. D. Licensee desires the use of and access to the Property for the purpose of temporary harking of Licensee's vehicles and 'vehicles belonging to future tenants of Licensee. City desires to allow Licensee the exclusive use of and access to the Property for this purpose alone ("Permitted Uses"), which is compatible to the permissible uses under the Light Industrial Use (M1) zoning designation described in Exhibit B. NOW, THEREFORE, in consideration of the above recitals and the mutual covenants hereinafter contained and for good and valuable consideration, the receipt of which is hereby acknowledged, the Parties agree as follows: 1. GRANT OF EXCLUSIVE LICENSE 1.1 Grant of Exclusive License. The City hereby pnants to Licensee an exclusive license for the right to enter and use the Property beginning on the Effective Date, for the Permitted Page 1 of 13 Uses, upon the terms and conditions set forth herein ("License"), subject to Licensee's perforniance of all of its obligations under this Agreement. 1.2 License Agreement Only. This Agreement is intended and shall be construed only as a revocable license to use the Property and not as a lease or grant of any possessory or other interest. 1.3 Restrictions on Use of Property. Licensee shall not use, and shall prohibit its Agents or hnvitees from using, the Property other than for the Permitted Uses. The term "Agents" shall mean Licensee's officers, directors, members, agents, employees, invitees, contractors, subcontractors, and any employees of such parties. The term "Invitees" shall mean Licensee's invitees, guests, customers, tenants, or business visitors. 2. LICENSE FEE AND TERM 2.1 License Fee. As consideration for its use of the Property, Licensee agrees to pay to City $9,200 per month for the term of this Agreement. License fees for any partial month shall be pro -rated. Payment shall be made payable to the City of Santa Ana, in advance for each month, no later than the loth of the prior month, at the following address: Public Works Agency, City of Santa Ana M-21, Administrative Services Manager, 20 Civic Center Plaza, PO Box 1988, Santa Ana, CA 92702. A late charge of ten percent (10%) shall be applied to any payment hereunder due but unpaid after the 10' of the month. The consideration for this License shall be subject to a CPI adjustment annually utilizing the most recently published annual average, on the anniversary of the Effective Date during the term hereof. 2.2 Term and Revocation of License. The term of this Agreement shall commence on the Effective Date and will remain in effect for a term of two (2) years, unless and until a sixty (60) day written notice to vacate premises is provided by the City or Licensee. This Agreement shall automatically renew each month thereafter for an additional three (3) years, unless and until a sixty (60) day written notice to vacate premises is provided by the City or Licensee. In no case shall the maximum term of this Agreement exceed five years without the prior written consent of the City. Notwithstanding anything to the contrary in this Agreement, City may revoke this License at any time by providing sixty (60) days' written notice to Licensee. 3. WARRANTIES AND ASSIGNMENT 3.1 AS -IS Condition. City makes no representation or warranty of any kind as to the condition of the Property or any other matter relating to Licensee's use of the Property. Licensee hereby disclaims and waives any and all objections to the physical and other characteristics and conditions of the Property. Licensee acknowledges and agrees that the use of the Property will be on the basis of Licensee's own investigation of the condition of the Property. The license to use the Property is granted on an "AS -IS," "WITH ALL FAULTS" basis, without representation or warranty expressed or implied by City, or by operation of law. City expressly disclaims, which Licensee hereby acknowledges and accepts, any implied warranty of condition or fitness for a particular purpose or use. Licensee's use of the Property shall be subject to the Property being in a usable and safe condition at the time of Licensee's use, and Licensee shall be solely responsible for determining whether the Property is in such condition. In connection therewith, in the event Page 2 of 13 that the Property or access thereto is damaged or obstructed, or the use by Licensee is otherwise impaired, prevented or limited, City shall have no obligation or duty to repair the damage or rectify the condition to make the Property usable or safe. 3.2 No Assignment or Sublicense. The permission, rights and privileges granted under this Agreement are nonexclusive and nontransferable. Licensee shall not, either voluntarily or by operation of law, assign, transfer, mortgage or encumber this License or any obligation, right, title or interest assumed by Licensee herein, without the prior written consent of the City, which may be withheld at the sole discretion of the City. Licensee shall not sublicense, or permit, or suffer the Property or any part thereof to be used or occupied by others. If Licensee attempts an assignment or transfer of this License or any obligation, right, title or interest herein, City may at its option, immediately terminate the License and shall thereupon be relieved from any and all obligations to Licensee or to its attempted assignee or transferee. 4. INDEMNITY AND INSURANCE 4.1 Indemnification. Licensee shall indemnify, defend, and hold harmless City, and its respective agents, officers, representatives, employees, subsidiaries and affiliates ("Covered Parties") from and against any and all actions, suits, claims, demands, judgments, losses, expenses, or liabilities, injuries and damages to persons and property, including death, arising out of or related to Licensee's use of the Property, the entry by any Licensee Party on any portion of the Property or surrounding property or Facilities, or Licensee's breach or default in the performance of any of its obligations under this Agreement. If any action or proceeding is brought against any Covered Party by reason of any such claim, Licensee, upon receipt of written notice from Covered Party, shall defend the same at Licensee's sole expense with legal counsel reasonably acceptable to Covered Party. Payment shall not be a condition precedent to recovery under any indemnification in this Agreement, and a finding of liability or an obligation to indemnify shall not be a condition precedent to the duty to defend. The provisions of this Section 4.1 shall survive the termination or expiration of this Agreement. 4.2 Insurance Requirements, 4.2.1 Licensee shall maintain commercial general liability insurance which shall include, but not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Licensee's use of the Properly, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence and $5,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 4.2.2 Licensee shall maintain business automobile liability insurance, or equivalent form, with a combined single limit of not less than $5,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. Page 3 of 13 4.2.3 Pursuant to state law, Licensee is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of services under this Agreement, Licensee agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 4.3. Certificates of Insurance; Additional Insured Endorsements. Prior to execution of this Agreement, Licensee shall furnish to City certificates of insurance and, if applicable, additional insured endorsements to each of Licensee's insurance policies, evidencing the foregoing insurance coverages as required by this Agreement. These certificates shall: a. provide the name and policy number of each carrier and policy; b. shall state that the policy is currently in force; and C. shall promise to provide that such policies will not be canceled, suspended, voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of City. Licensee shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. City or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Licensee shall provide within five (5) days of City's request. 5. OBLIGATIONS OF LICENSEE 5.1 Agreement to Protect and Maintain Property. Licensee, on behalf of its Agents and Invitees, agrees to take all prudent action to protect the Property from any damage or injury caused by the exercise of this License. Licensee shall immediately notify City of any damage or injury to the Property caused by its use of the Property. 5.2 City's Right of Suspension, Termination for Noncompliance. City reserves the right to suspend all activities or terminate this Agreement upon Licensee' non-compliance with any of the terms or conditions of this Agreement. Such suspension or termination shall be effective immediately. 5.3 Compliance with Laws; Regulatory Approvals. Licensee shall, at its sole expense, conduct and cause to be conducted all activities on the Property in compliance with all laws, regulations, codes, ordinances and orders of any governmental or other regulatory entity, and whether or not in the contemplation of the parties. 5.4 Approvals and Permits. Licensee shall be responsible for obtaining all approvals, licenses, permits and permissions of Federal, State and local authorities, which may be necessary to implement Licensee's activities on the Property. Licensee agrees and acknowledges that nothing herein is intended, nor shall it be interpreted, to bind the City to issue or grant any permits or entitlements needed to perform any work or improvements specified in this Agreement. 5.5 Environmental Compliance. Licensee shall not permit any dangerous condition or waste to be created on the Property. Licensee shall at all times be in compliance with all federal, Page 4 of 13 state and local statutory and regulatory requirements, including but not limited to the US EPA, Cal EPA, State Water Resources Control Board, Department of Toxic Substances Control and South Coast Air Quality Management District, as applicable. 5.6 NPDES Requirements. Licensee shall comply with the requirements of Santa Ana's National Pollutant Discharge Elimination System ("NPDES") permit, and shall utilize the Property in such a manner as to prohibit pollutants from entering the storm drain. Licensee shall not construct, maintain, operate and/or utilize any illicit connection on the Property, nor shall Licensee cause or allow any prohibited discharge from the Property. 5.7 Improvements. Licensee shall not install or make any improvements to the Property, except as provided herein, without the written approval of the City. At no time shall the Licensee install or make permanent improvements of any kind. The Licensee agrees that prior to commencing any approved improvements, it will obtain plan approval from the City's Planning and Building Agency, and that it will obtain all required permits and inspections. Licensee shall be solely responsible for all costs of the installation, operation, maintenance, repair and removal of any approved improvements on the Property. 5.8 Maintenance. Licensee shall maintain the Property in a neat, clean, sanitary and safe condition, to the satisfaction of the City, at the sole cost and expense of the Licensee. The Property shall be maintained in a manner consistent with community standards which will uphold the value of the Property, in accordance with this Agreement, the Santa Ana Municipal Code and all other applicable local, state and federal rules, regulations and standards. 5.9 No Liens. Licensee shall not permit any mechanics', materialmen's or other liens of any kind or nature ("Liens") to be filed or enforced against the Property in connection with this Agreement. Licensee shall indemnify, defend and hold harmless City from all liability for any and all liens, claims and demands, together with costs of defense and reasonable attorneys' fees, arising from any Liens. City reserves the right, at its sole cost and expense, at any time and from tune to time, to post and maintain on the Property, or any portion thereof, or on the improvements on the Property, any notices of non -responsibility or other notice as may be desirable to protect City against liability. In addition to, and not as a limitation of City's other rights and remedies under this Agreement, should Licensee fail, within ten (10) days of written request from City, either to discharge any Lien or to bond for any Lien, or to defend, indemnify and hold harmless City from and against any loss, damage, injury, liability or claim arising out of a Lien, then City, at its option, may elect to pay such Lien, or settle or discharge such Lien and any action or judgment related thereto and all costs, expenses and attorneys' fees incurred in doing so shall be paid to City, as applicable, by Licensee upon written demand. 5.10 No Reimbursement or Repa vent. Licensee shall not have any interest in the Property other than those granted herein or be entitled to any reimbursement or repayment for any work performed upon the Property pursuant to this Agreement. City shall not be held responsible for loss of or damage to, any personal property left on the Property, or improvements made by Licensee on the Property. Page 5 of 13 5.11 Utilities. Licensee shall be solely responsible for the payment of all charges in connection with utility services provided to the Property. "Utility services" shall include without limitation natural gas, water, electricity and sewer. 5.12 No Recording. Licensee shall not record or attempt to record this Agreement. Any attempt by Licensee to record this Agreement shall automatically terminate this License Agreement and render this License void and invalid for all purposes. 5.13 Restoration and Clean Un. At its sole cost, Licensee shall, at the expiration or earlier termination of this Agreement, restore the Property to its original condition in which it existed immediately prior to the Agreement, leave the Property in a neat and clean condition to the sole satisfaction of City, free of trash and debris, and remove all property and materials of Licensee. 5.14 Possessory Interest. Licensee hereby recognizes and understands that this License Agreement may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on such interest. Any such imposition of a possessory interest tax shall be a tax liability of Licensee solely, and shall be paid for by the Licensee; and any such tax payment shall not reduce any payments due City hereunder. In addition, Licensee shall pay any personal property taxes that may become due for equipment fixtures, inventory, or other personal property installed, maintained or present on the Property. 6. MISCELLANEOUS TERMS 6.1 Notices, Demands and Communications between the Parties. 6.1.1 Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: TO LICENSEE: TO CITY: Dyer Business Park, LLC Public Works Agency Jon Marchiorlatti City of Santa Ana 130 Vantis, Suite 200 Administrative Services Manager Aliso Viejo, CA 92656 20 Civic Center Plaza (M-21) Santa Ana, California 92701 MW City of Santa Ana Cleric of Council 20 Civic Center Plaza Santa Ana, California 92701 Page 6 of 13 6.1.2 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 6.2 Amendment. This Agreement may be amended only by the mutual consent of the Parties by an instrument in writing signed by both Parties. 6.3 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. 6.4 CountgMarts. This Agreement may be signed in counterparts, each of which shall constitute an original. 6.5 Time of the Essence. For each provision of this Agreement which states a specific amount of time within which the requirements thereof are to be satisfied, time shall be deemed of the essence. 6.6 Governing Law and Venue. This Agreement shall be governed by the laws of the State of California without regard to conflicts of laws principles. Any litigation or other legal proceedings which arise under or in connection with this Agreement shall be conducted in a federal or state court located within Orange County, California. The Parties consent to the personal jurisdiction and venue in federal or state court located within the County of Orange, California and hereby waive any defenses or objections thereto, including defenses based on the doctrine of forum non conveniens. 6.7 Litigation Expenses. If either party to this Agreement commences an action against the other parry to this Agreement arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing party. 6.8 References; Captions. Any term referencing time, days or period for performance shall be deemed calendar days and not work days, except as otherwise specified in this Agreement. All references to City include all officials, officers, employees, personnel, and agents of City, except as otherwise specified in this Agreement. All references to Licensee include its officials, officers, employees, personnel, agents, volunteers, contractors and subcontractors, except as otherwise specified in this Agreement. The captions of the various articles and paragraphs in this Agreement are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 6.9 Waiver. No delay or omission in the exercise of any right or remedy of a non - defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Either Parties' consent or approval of any act by the other Party requiring its consent or approval Page 7 of 13 shall not be deemed to waive or render unnecessary its consent to or approval of any subsequent act of the other Party. 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 this Agreement. 6.10 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. All warranties and promises to indemnify shall survive the termination, abandonment, or completion of this Agreement. 6.11 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 6.12 Authorized Representatives. The person or persons executing this Agreement on behalf Licensee and City warrants and represents that he/she has the authority to execute this Agreement on behalf of that Party and that he/she has the authority to bind that Party to the performance of its obligations hereunder. 6.13 Entire Agreement. This Agreement constitutes the entire and integrated agreement of Licensee and City with respect to the subject matter hereof and supersedes any and all prior and contemporaneous oral or written negotiations, representations or agreements. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: w NORMA MITRE Acting Cleric of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: JOH1 M. FUNK Assistant City Attorney CITY OF SANTA ANA KRI INE RIDGE City Manager DYER NAME: TTTLE: PARK, LLC Page 8 of 13 FOR APPROVAL: FUADT WEISS, PE, PLS Executirector Publicks Agency Page 9 of 13 EXHIBIT A (PROPERTY DESCRIPTION) The subject property consists of a portion of dedicated unimproved Alton Avenue, which extends from Standard Avenue to the Newport Costa Mesa (State Route 55) Freeway right-of-way, within the City of Santa Ana. The site has a relatively long and narrow land configuration with 86,626 square feet of land area. The net usable land area, exclusive of that portion which lies within an unimproved flood channel, is estimated at 66,546 square feet. While the site is not located in a specific zone district, properties immediately surrounding the site are zoned for industrial use. TOTAL AREA = 86,626 B.F. A = t2°10'17" R - 1,275.00' L = 382,09' 325, 69' T O'er p M 582 13'57"8 POB P� W� A P'm PMB"17 R = 1,M.Uk' L - 26. 19' - v v11 �.. a: i T = 138. T9' m U 2° 7 i � N i Page 10 of 13 EXHIBIT B Planning anti Building Agancy Planning Division 20 Civic Cantor Plaza P.O. Box loss iM,20) Santa Ana, CA 92702 (714)647.5804 wi v.sants-anaxarj MI (LIGHT INDUSTRIAL) Sec. 41.471, Applicability of division. Mt (light industrial) districts are specifically subject to the regulations contained in this division. Sec. 4147Z Uses permitted in the M1 district. The following uses are permitted in the Mt district: (a) The compounding, processing, or treatment of raw or previously treated materials into a finished or semi -finished product, excluding those uses specified in section 41-489.5. (b) The manufacture of products from raw or previously treated metal gas, excluding those uses specified in section 41-489.5.. (c) The assembly of products from raw or previously treated materials, excluding those uses specified in section 41.489.5. (d) The packaging or distribution of previously prepared products or materials, excluding those uses specified in section 41-489.5. (a) Wholesale establishuramis where the primary trade Is business to business sale of products, supplies, and equipment. (f) Storage of previously prepared goods, products or materials for eventual distribution or sales where the goods, ,products or materials are the property of the owner or operator of the building or structure. (g) Machine shop or other metal working shops. (h) Warehousing. (1) impound yards (storage only) with no offica or dispatching operations - 0) Laundry and dry cleaning establishments in conjunction with plant operation for such establishment on the premiseE. (k) Eating establishments not specified in section 41-472.5. (1) Resean:h bibourtanes that do not generate hazardous waste materials. (m) Service stations with no more than two thousand (2,000) square feet of the gross floor area devoted to non -automotive related product sales. (n) Truck, boat and heavy equipment sales. rental, and service. eagu 1 bi t0 Page 11 of 13 (of Movie, photography, musical or video production studios, (p) Bulk products sales (twenty-five (25) cubic feet or greater} when such products are the primary sales activity. (q) Public utility structures. (r) Blueprinting, photoengraving, screen printing and other reproduction processes. (a) Wholesale nursery and plant storage. (t) Contractor's yard. (u) Automotive repair and service, including body and tender repair, painting, and engine replacement. (v) f iome improvement warehouse store. (w) Sales of industrial products, supplies and equipment used for final product manufacture. (x) Lumberyard, including mill and sash work if conducted entirely within an enclosed building. (y) Recycling facilities not in excess of forty-five thousand (45.000) grass square feet and in compliance with section 41-1253 of this Code including: (1) Small collection facilities. (2) Large collection facilities. (3) Light processing facilities (t) Adult entertainment businesses, subject to compliance with the requirements of article XVII of this chapter. (as)Storage and distribution of hazardous materials (bb) Passenger transportation services, (Code 1952, § 9230.281; Ord, No. NS-455, § 4, 6-20-60; Ord. No. NS- 976; § 1, 8-18-69; Ord, No. NS-996, § 1, 12-15.69: Onz No. NS-1035; § 5, 9-8-70: Ord No. NS-1036, § 7, 9-8-70; Ord. No, NS-1080. § 3, 5- 17-71: Ord. No, NS-1123, § 7, 7-17-72: Ord. No NS-1275, § 2,10-7- 74; Ord No. NS-1352: § 2, 4-4-77: Ord. No. NS-1507, § 7 11-19-79: Ord. No, NS-1732, § 41, 6-25-84; Ord. Na. NS-1748, § 1, 10-1-84, Ord, No. NS,1834, § 1, 2-3-86, Ord. No, NS 19M, § 1. 11-16-87; OrcL No. NS-2275, § 8, 12-18-95; Ord No. NS-2306, § 1. 12-2-96, Ord No. NS-2133, § 1, 10-6-97: Ord No NS-2373; § 7, 12-7-98, Ord, No Page." r9 10 Page 12 of 13 NS-2443, § 2, 9-18-00; Ord. No. NS-2470; § 5, 6-21 -01; Ord- No. NS- 2494, § 8, 4-15-02) Sec- 41-472.1, Ancillary uses permitted In the MI district. The following uses are permitted when ancillary to any use permitted by section 41472 or to any use permitted subject to a conditional use permit: (1) Administrative office use occupying up to thirty (30) percent of the gross floor area; (2) Product sales or service uses occupying up to five (5) percent of the gross floor area; (3) Child care facilities occupying up to thirty (30) percent of the gross floor area; provided, however, that no combination of uses permitted by this section shall exceed thirty (30) percent of the gross floor area. (4) The outside storage of Class I and Class 11 liquids (as defined In the fire code of the City of Santa Ana) in above -ground fixed storage tanks when properly screened pursuant to section 41-622 of the Code, as it may be amended from time to time. As used herein, "tank" means a vessel containing more than sixty (60) gallons. (6) Enclosed storage where the goods, materials or supplies stored are the property of the owner or operator of the building or structure occupying up to thirty (30) percent. Page 13 of 13 JFSHEAC-01 LHETHERINGTON s1►CC7R® CERTIFICATE OF LIABILITY INSURANCE DAT6t3t2019 i THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsemen{(s). PRODUCER License # OM70471 tla Hetherington Orion Risk Management Insurance Services, An Ali Group Insurance g49)608-4920 lAfcNei:(949) 263-8860 1 gency, LLC EMAIL Ihotherin ton orionrisk.com 1800 Quail Street, Suite 110���Alt'_N 9 @ Newport Beach, CA 92660 . 11...I ,, INSURED Dyer Business Park LLC c/o Shea Properties 130 Vantis Dr Ste 200 Aliso Viejo, CA 92656 rrb%f= t:F¢ rFRTIFIQATF MIIMRFP- REVISION NUMRER: 1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TOTHE INSURED NAMED ABOVE FORTHE POLICYPERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EPF PML�pV EXP LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE 3,000'POO CLAIMSMADE %( OCCUR rs2661066115028 an/aola 8/1/2019 DAMAGE TO RENTED pREMISESlEanrcurre OOy„` 1000000 ' ' MED EXP (Anv one aersan)r, 0 PERSONAL&ADV INJURY $ 3,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ 6'000'000 POLICY 1 j T (R1 LOG PRODUCTS - COMP OP AG $ 6,D90'999 Ol"HER: A COMBINED SINGLE LIMIT' 2,000,000 AUTOMOBILE LIABILITY flm accident) $ X ANYAUTO AS2661066115018 8/1/2018 8/1/2019 BODILY INJURY Pergefs n $ OWNED SCHEDULED AUTOS ONLYqXAUUTTGSSWry� _BODILY INJURY (Peraoeldes $ X A�R AUTOS F e�a.orrYitDAFAAGE $ S ONLY ONLDY B UMBRELLA LIAR X OCCUR EACH OCCURRENCE 3,009'DOO X EXCESS LIAB CLAIMS -MADE B0595XR5668019 8/1/2018 811/2019 AGGREGATE 3,000,000 DED X RETENTION$ 25,000 A WORKERS COMPENSATION_ AND EMPLOYERS'LIABILITY X PER OTM- _ STATUTE _ER__ ANY PROPRIETORIPARTNERtEXFCUTCJE YIN A266DO66115038 811t2018 81112019 BL EACH ACG70ENf_,,, $ 1'000'000 OO��..FICERlMEMBER EXCLUDED? ® NIA (fiAandatory En NH} E.L. DISEASE - EA EMPLOYE $ 1,000,000 f yes, describe untler DESCRIPTION OF OPERATI E.L. DISEASE POLICY LIMIT $ 1000000 ,,_ I DESCRIPTION OF OPERATORS t LOCATIONS t VEHICLES (ACORD 101, AddNionai Remarks Schedule, may be attechad it more space is required} Re: East Alton Avenue Lot License Agreement; RFP No.: 19A07 As Respects General Liability: the City, its officers, employees, agents, volunteers and representatives are Included as additional insureds. This insurance is primary and any insurance of the additional insureds Is non-contributory. 30 days ntice of cancellation except 10 days for non-payment,,Vn\h n` �W SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE t&aCELLED BEFORE Cityof Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Division 20 Civic Center Plaza — Santa Ana, CA 92701 AUTHORIZED REPRESENTATIVE ACORD 25 (2016103) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: TB2-661-066115-028 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization whom you have agreed in writing to add as an additional insured, but only to coverage and minimum limits of insurance required by the written agreement, and in no even to exceed either the scope of coverage or the limits of insurance provided in this policy Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work' at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 20 37 04 13 ❑ POLICY NUMBER: TB2-661-066115-028 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations Any person or organization whom you have agreed in writing to add as an additional insured, but only to coverage and minimum limits of insurance required by the written agreement, and in no even to exceed either the scope of coverage or the limits of insurance provided in this policy. Information required to complete this Schedule, if not shown above, will be shown in the Declarations, A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 2• 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. 0 r�xosv� CG 20 10 0413 0 ISO Properties, Inc., 2012 Pa 1 of 2 ❑ C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 0 ISO Properties, Inc., 2012 CG 20 10 0413 POLICY NUMBER: T62-661-066115-028 COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 1 i 0 . : 0' • ' M016101 III I• This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 Policy Number TB2-661-066115-028 Issued by LIBERTY MUTUAL FIRE INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF -INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY — UMBRELLA COVERAGE FORM Schedule Name of Other Person(s) / Organ izations : Email Address or mailing address: Number Days Notice: Per schedule on file with the broker on record 30 A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. � ok LIM 99 01 05 11 © 2011 Liberty Mutual Group of Companies. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission.