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Home My WebLink AboutCENTENNIAL REAL ESTATE MANAGEMENT LLC AND MAIN PLACE MALL SHOPPINGTOWN LLCReturn ORIGINAL executed cony to COTC, N-2020-085 M-30 ��09:sP,Pr)(2�) .5�eoe,,, Rhynex' Facilities Use Agreement I. PURPOSE The purpose of this Facilities Use Agreement entered on this 13th day of April 2020 between the CITY OF SANTA ANA and SANTA ANA POLICE DEPARTMENT (collectively, "City") and CENTENNIAL REAL ESTATEMENT MANAGEMENT LLC, a Texas limited liability company, and MAINPLACE SHOPPINGTOWN LLC, (collectively, the "Centennial Parties") is to establish the responsibilities of the parties for a drive through food drive that will be held on the premises at MAIN PLACE MALL located at 2800 N Main St. Santa Ana, CA 92705 during the duration of the COVID-19 crisis/pandemic. Various charities will provide the food that will be distributed to those in need. II. DATES OF USE/TIME(S) Every Saturday beginning on April 18, 2020 from 8:00 a.m. to 3:00 p.m. for the purpose of holding a drive through food drive to support families, students, and the members of the Community. Parties shall mutually agree, in writing, as to end date upon review of termination of local emergency by the City Council of Santa Ana (Resolution No. 2020-016) or as long as the emergency conditions related to the COVID-19 crisis/pandemic continue and as long as the distribution of food to families in need is warranted and necessary. III. LOCATION • Map attached as Exhibit A IV. CITY/SAPD OBLIGATIONS: Based upon the availability of staff and resources and subject to the discretion of the Chief of Police, SAPD will provide the following resources to support the proper and safe administration of food drive to ensure the parking lot is used in a safe manner, including: • Portable restrooms • Portable handwashing and sanitary equipment • Personnel to provide traffic control • All necessary equipment and vehicles, including barriers traffic control barriers • Personnel to distribute food • Personnel to provide security V. CENTENNIAL'S RESPONSIBILITIES • CENTENNIAL shall provide routes for entry and egress from MAIN PLACE MALL • CENTENNIAL to waive all fees #34731v2l'acilities Use Agreement -Main Place Mall Page 1 of 2 N-2020-095 VI. RELEASE AND HOLD HARMLESS AGREEMENT Release and Hold Harmless Agreement attached as Exhibit B. VH. INSURANCE REQUIREMENTS Main Place Mall insurance requirements attached as Exhibit C. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: v►�, dl _ , ate.; /• • � GOMEZ -LCIerk of the Con cilt RECOMMENDED FOR APPROVAL: David VoKfin, Chief of Police Sant a Police Department APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:_ lajt�— TAMARA BOGOSIAN Assistant City Attorney CITY OF SANTA ANA �i.�RIDGECity Manager CENTENNIAL REAL ESTATE MANAGEMFAT, LLC rHANMAHER, CRRP, CSM General Manager #34731V2Facilities Use Agreement -Main Place Mall Page 2 of 2 MainPlace Mall CEATE"NIAL COLLECTIOO Release and Hold Harmless Agreement THE UNDERSIGNED HEREBY AGREES THAT In consideration for access to that certain shopping center commonly known as MainPlace Mall (the "Premises") the undersigned, on behalf of itself and its next of kin and anyone claiming through the undersigned, hereby releases, and forever discharges Centennial Real Estate Management LLC, a Texas limited liability company, and MainPlace Shoppingtown LLC as well as its respective officers, directors, shareholders, agents, parents, affiliates, servants, employees, predecessors, successors and assigns, tenants and licensees (collectively, the "Centennial Parties") from any and all damages, losses, claims, demands, liabilities, obligations, actions and causes whatsoever, whether known or unknown, whether liability be direct or indirect, liquidated or unliquidated, whether absolute or contingent, foreseen or unforeseen, suspected or unsuspected, anticipated or unanticipated, disclosed or undisclosed, and whether or not heretofore asserted, upon or by reason or as a result of the use of or access to the Premises from and after the date hereof regardless of how such injury may arise, regardless of who is at fault or whose negligence caused such injury, so long as such loss or damage is not caused by the gress negligence or willful misconduct of any of the Centennial Parties. The undersigned shall defend, indemnify and hold the Centennial Parties harmless (with Ansel -ease nabl, satisfaetefy ,_ 4he Centennial PaAi s) from and against any and all claims, demands and causes of action of any third parties, and any costs (including reasonable attorneys' fees) associated therewith that in any way are or are alleged to be caused by, or arise out of use of or access to the Premises from and after the date hereof. The undersigned agrees to reimburse the Centennial Parties for any damage caused by the undersigned's access to or operations within or around the Premises. The undersigned agrees to comply with the rules and regulations applicable to the Premises. The undersigned also agrees to comply with all rules, regulations, ordinances, and statutes of any governmental entity or nongovernmental entity having jurisdiction over the Premises, and to obtain all necessary permits, licenses or other approvals that may be required from any entity to conduct all activities. The undersigned understands that the facts upon which this Release and Hold Harmless Agreement is made may hereafter turn out to be other than or different from the facts now known or believed be true and the undersigned accepts and assumes the risk of the facts to be different than now known or believed to be true. The undersigned agrees that this Release and Hold Harmless Agreement shall be and remain in all respects effective and not subject to termination or rescission by virtue of any difference of facts. California Civil Code § 1542, which is hereby expressly waived with respect to this release reads as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his settlement with the debtor." I similarly waive any and all rights or benefits conferred by any statute, regulation, or principle of common law or civil law of the United States or any state, commonwealth, territory, or other jurisdiction thereof or of any foreign country or other foreign jurisdiction which is similar, comparable or equivalent to § 1542 of the California Civil Code. #35351vl#15194-4v1 The undersigned shall, at its expense, maintain insurance with reputable insurance carriers authorized to transact that class of insurance in the state where the Premises is located, with an AM Best rating of at least A- VIII, with the following coverages: (a) commercial general liability insurance and, if necessary, commercial excess/umbrella insurance (this insurance, the "CGL"), on an occurrence basis and covering liability arising from premises, operations, products- completed operations, and personal and advertising injury, with a limit not less than the greater of (i) $3,000,000 each occurrence and $4,000,000 general aggregate or (ii) the limits the undersigned actually maintains, and (b) workers compensation insurance with statutory limits, and employers liability insurance with limits not less than $1,000,OOOeach accident for bodily injury by accident and $1,000,000 each employee for bodily injury by disease. The undersigned shall cause its CGL to include the Owner Parties as additional insureds on a primary and non-contributory basis, providing coverage as broad as that given to the named insured, and shall require its CGL and worker's compensation/employers liability insurers to waive their subrogation rights against the Owner Parties. The undersigned shall provide (a) a certificate of insurance evidencing the required coverage, with Owner as the certificate holder, and (b) the undersigned's additional insured endorsement. The required insurance policies must apply on a primary basis, and any other insurance policies of the Centennial Parties or any other additional insured entities are excess and non-contributing. Additionally, the insurance policies must contain a waiver by the insurer of any right to subrogation. With the exception of workers' compensation, the insurance policies must be endorsed to include the following parties as additional insureds: MainPlace Shoppingtown LLC and its members, owners, partners, shareholders, affiliates, and mortgagees; Centennial Real Estate Management, LLC; other entities or individuals Owner may designate from time to time; and, with respect to each of the foregoing, its managers, officers, directors, employees, representatives, agents, successors, and assigns. The undersigned shall provide a certificate of insurance evidencing the required insurance coverages along with the additional insured endorsement. The Certificate Holder should be: MainPlace Mall 2800 N. Main St., Suite 775 Santa Ana, CA 92705 COMPANY: C14� g Sarric� Am � p NAME: �Y1ffSy�2 i�1�o12 TITLE: Ci I T `� I " ` & Wl q e✓ ADDRESS: I0 C- Vi C CGV1Atr q2e\ M - 5 1 T Saanka ►�lnA , r� a��ol TELEPHONE NUMBER: ('I l' E� b - 5 ADO SIGNATURE: #35351v]#-3&3°A4 DATE: