Loading...
HomeMy WebLinkAboutGREYHOUND LINES, INC.-2016INSURANCE ON FILE WORK MAY PROCEED UNI IL INSURANCE EXPIRES A-2016-332 CLERK OF COUNCII. DATE: 1 -it -1-7 LEASE THIS LEASE (the "Lease") is made as of November 15, 2016, by and between The City of Santa Ana, a Municipal Corporation ('Landlord"), and GREYHOUND LINES, INC., a California Corporation (Referred to as "Greyhound" or "Tenant"). by reference: EXHIBITS: The following exhibits are attached hereto and incorporated herein Exhibit "A" The Premises Exhibit "B" Additional Lease Conditions 2. PREMISES: Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, upon the terms, covenants and subject to the conditions set forth herein, a portion of the property located at 1000 East Santa Ana Boulevard in the City of Santa Ana, commonly known as the Santa Ana Regional Transportation Center (SARTC). Specifically, Tenant will be leasing the portion identified as Suite 105, consisting of approximately 580 square feet of interior office space, for the purpose of selling tickets to patrons in order to utilize the Greyhound Transit Services (hereinafter referred to as the "PREMISES"). The PREMISES are more particularly described in Exhibit "A". Pending architectural assessment, the Landlord reserves the right to reconfigure the lease space or relocate the Tenant within SARTC by providing Tenant with a 60 -day notice of such reconfiguration or relocation. 3. COMMENCEMENT OF TERM: The term of this Lease (the "Term") shall be for a period of three (3) years, which shall commence on December 1, 2016 (the "Effective Date") and end on November 30, 2019, unless sooner terminated or extended as provided herein. Tenant aelanowledges that a condition precedent to occupancy of the Premises is the following: Greyhound shall provide the Landlord with documentation listing for each and every bus providing services at the SARTC: (1) registered owner; (2) VIN number; (3) license plate number; (4) USDOT number; (5) proof of authorization from the Federal Motor Carrier Safety Administration ("FMCSA"); (6) proof of insurance; and (7) an annual list of all licensed drivers who may operate the buses, provided that Greyhound may utilize drivers not identified on the list in case of unavailability so long as all substitute drivers have all applicable licenses and qualifications. In the event such information is the subject of a request under the California Public Records Act, Landlord will refrain from disclosing personal contact or other information that maybe private, but only to the extent permissible under the Act and its interpreting authorities. Additionally, Tenant shall ensure that use of the Bus Bays made available to Tenant under separate License shall be by clearly marked buses identifying the Greyhound company name and USDOT number, Tenant agrees that it will provide the Landlord with a list of buses that will use Bus Bay #5 and 96 as a precondition for use of the Bus Bays. Any additional buses must be approved by the Landlord prior to beginning service. The use of any non -approved bus at the SARTC is a breach of this Agreement and will result in immediate termination of this Lease. 4. ADDITIONAL LEASE CONDITIONS: Tenant aclniowledges that this lease is subject to compliance with the additional lease conditions attached hereto as Exhibit "B". These additional lease condition are a material part of this lease agreement and any default of these conditions will be deemed a major breach and will subject this lease to immediate termination. 5. EXTENSION PERIODS: Landlord shall have the right, but not the obligation, to provide Tenant the option to extend the Term for two (2) separate consecutive additional periods of one (1) year each on the same terms and conditions as set forth in this Lease. Tenant must notify Landlord in writing of its intention to extend the lease for an additional year, at least sixty (60) days prior to the expiration of the then current Term. Each option shall be agreed to in writing by the City Manager, on behalf of the Landlord prior to the expiration of the Term or any Extension Period then in effect. If Tenant does not exercise its option to extend as provided herein, Tenant will be deemed a holdover Tenant and subject to paragraph 7 of this lease, and this lease shall be construed as a tenancy from month to month subject to all terms of this Lease. 6. RENT: (a) Tenant shall pay to Landlord, as rent ("Rent'), throughout the Term, the monthly sum of Three Thousand One Hundred and Seventy Eight Dollars ($3,178.00) in advance, on the 1 st day of each calendar month and continuing through the life of the Tenn. However, payment for the first partial month shall be prorated at $105.93 per day. The Rent includes a charge for Common Area Operating Expenses and shall be subject to a CPI adjustment for the most current period (for All Urban Consumers) annually on the anniversary of the Effective Date during the term hereof. All payments of Rent and other sums due to Landlord hereunder shall be made payable to "The City of Santa Ana" and remitted to; City of Santa Ana M-13,20 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 10TH OF THE MONTH. 7, HOLDOVER: Tenant has no right to retain possession of the Premises or any part thereof beyond the expiration or termination of this Lease. In the event that Tenant holds over, then the Rent shall be increased to 150% of the Rent applicable immediately preceding the expiration or termination. Nothing contained herein shall be construed as consent by Landlord to any holding over by Tenant. Any holding over by Tenant of the Premises after the expiration or termination of this Lease shall operate and be construed as a tenancy from month to month on all terms of this Lease, terminable by either party upon thirty (30) days prior written notice to the other. 3 COMMON AREA OPERATING EXPENSES: (a) "Common Area Operating Expenses" are defined, for purposes of this Lease, as all costs incurred by Landlord relating to the ownership and operation of SARTC, including, but not limited to, the operation, repair and maintenance, in neat, clean, good order and condition, and if necessary the replacement, of the following: The Common Areas and Common Area improvements, including parking areas, loading and unloading areas, trash areas, roadways, parkways, walkways, driveways, landscaped areas, bumpers, irrigation systems, Common Area lighting facilities, fences and gates, elevators, roofs, exterior walls of the buildings, building systems and roof drainage systems. ii. Exterior signs and any tenant directories. iii. Any fire sprinkler systems. iv. All other areas and improvements that are within the exterior boundaries of SARTC but outside of the space occupied by a tenant. V. The cost of pest control services, property management, security services, the cost to repaint the exterior of any structures and the cost of any environmental inspections. A. Reserves set aside for maintenance, repair and/or replacement of Common Area improvements and equipment. (b) Any Common Area Operating Expenses that are specifically and exclusively attributable to a specific Unit/tenant in SARTC or to the operation, repair, and maintenance thereof, shall be allocated entirely to such Unit or tenant. However, any Common Area Operating Expenses and that are not specifically attributable to a Unit or tenant shall be equitably allocated by Landlord to all units/tenants in the SARTC on a pro rata basis based on the square footage of each unit/tenant. 9. LANDLORD'S TITLE: (a) Landlord hereby covenants, represents and warrants to Tenant that Landlord has fee simple title to the Premises and has the full right and lawful authority to make this Lease. Notwithstanding anything contained herein to the contrary, if there are any liens, security interests, restrictions, leases, encumbrances, encroachments, laws, ordinances, governmental rules or regulations, title restrictions, zoning, endangered species or any other matters which in fact interfere with Tenant's use of the Premises, then Tenant may terminate this Lease without owing any liability to Landlord. Landlord covenants that so long as Tenant is not in monetary default hereunder, Tenant shall have quiet and peaceful possession and enjoyment of the Premises, all improvements located thereon and of all easements, rights and appurtenances thereunto belonging. 10. DELIVERY OF POSSESSION UPON TERMINATION OR EXPIRATION OF TERM: Tenant agrees to deliver to Landlord physical possession of the Premises upon the termination or expiration of this Lease in good condition excepting, however, ordinary wear and tear, damage by fire or any other casualty, or damage from any other cause unless such other cause is solely attributable to the gross negligence of Tenant. 11. ASSIGNMENT AND SUBLETTING: Tenant may not assign this Lease or sublet the Premises or any part thereof without the prior written consent of Landlord. 12. TENANT'S REPAIRS, ALTERATIONS AND FIXTURES: Tenant agrees to keep the Premises in good repair, including the plumbing, electrical wiring, air-conditioning and heating equipment. Subject to Landlord approval, Tenant may make and shall pay for any renovations, alterations and improvements to the Premises as Tenant deems desirable and Tenant agrees that all such alterations and improvements shall be made in a good and workmanlike maturer and in such fashion as not to diminish the value of the building, and that no such alterations shall compromise the structural integrity of the Premises. All improvements, additions, alterations, and major repairs shall be in accordance with applicable laws and at Tenant's own expense. Tenant will indemnify and defend Landlord for all liens, claims, or damages caused by remodeling, improvements, additions, alterations, and major repairs. It shall be Tenant's duty to keep the Premises free and clear of all liens, claims, and demands for work performed, materials furnished, or operations conducted on the Premises at the request of Tenant. On surrendering possession of the Premises to Landlord at the expiration or sooner termination of this Lease or any Extension Period, Tenant shall not be required to restore the same to the condition existing at the cornmencement of the Term and Landlord agrees to accept the Premises with all alterations and improvements made by Tenant. Tenant may paint the interior of the Premises and may also paint, erect or authorize the installation of "temporary signs" in accordance with a signage plan that is pre - approved by the Landlord, Landlord shall not install or maintain, or permit anyone other than Tenant to install or maintain, any signs on any part of the Premises or within the air space above the Premises during the Term or any Extension Period of this Lease. 13. COMPLIANCE WITH LAWS: Tenant shall make and pay for nonstructural improvements and alterations to comply with all applicable laws, rales, regulations and ordinances of any and all applicable govermnental entities (the "Governmental Laws") applying to the physical condition of the premises arising from Tenant's conduct of business. 14. ESTOPPEL CERTIFICATES: Landlord and Tenant shall, from time to time upon thirty (30) days' request by the other (but not to exceed more than three (3) times in any given calendar year), execute, acknowledge and deliver a statement, dated currently, certifying that this Lease is unmodified and in full, force and effect (or, if there have been modifications, that this Lease is in full effect as modified, and identifying such modifications) and the dates to which the Rent and Additional Rent have been paid, and that no default exists in the observance of this Lease and no event of default has occurred and is continuing, or specifying each such default or event of default of which Landlord or Tenant may have knowledge, it being intended that any such statement may be relied upon by Landlord's or Tenant's Mortgagees, any prospective purchaser of the interest of Landlord or Tenant in their respective premises described herein. 15. LIABILITY INSURANCE: (a) Throughout the Term or any Extension Period, Tenant shall maintain commercial general liability insurance for injury to person (including death) or damage to property occurring within the building arising out of the use and occupancy thereof by Tenant, its licensees, employees, invitees, agents and customers. 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 insured's provisions. After the Commencement Date, and thereafter upon written request of Landlord, Tenant shall deliver to Landlord a certificate of such insurance earning Landlord as an additional insured. 16. DAMAGE BY CASUALTY: (a) If the Premises is damaged or destroyed by fire, the elements, subsidence of sublateral or subjacent support or other casualty, Tenant shall (i) within (30) days begin repairs and (ii) restore the damaged or destroyed improvements to its condition just prior to the damage, within ninety (90) days, or Tenant may cancel and terminate this Lease. If this Lease is terminated as provided in this Section, Tenant shall be responsible for 180 days of rental payments and Tenant agrees to turn over to Landlord all applicable insurance proceeds received as compensation for damages to the Premises to the extent of actual cost of restoration. (b) If Tenant is not actually open for business during all or any part of the period ("Restoration Period") from the date of such damage or destruction as aforesaid until the date the Premises is restored in accordance with the terms of this Lease, all Rent or other sums payable hereunder shall abate for such period as Tenant is not open for business. If Tenant is open for business during the Restoration Period, the Rent and other sums payable hereunder shall abate in proportion to the usable space; provided, however; that if Tenant does not proceed diligently with restoration of the Demised Premises, all Rent and other surns payable hereunder shall not abate, (c) Tenant agrees to keep in effect on the Premises and to provide Landlord proof of fire insurance with extended coverage endorsement on the improvements to the Premises of the full replacement value of the buildings and improvements thereon. 0 (d) If any such damage or destruction shall occur within the last six (6) months of the Term, or any Extension Period, affecting more than fifty percent (50%) of the replacement value of the improvements located on the Promises, Tenant may terminate this Lease without owing any liability to the Landlord by notice to the Landlord within thirty (30) days after the date of such damage or destruction, in which case Tenant agrees to turn over to Landlord all applicable insurance proceeds received as compensation for damages to the Premises to the extent of actual cost of restoration. If this Lease is terminated as provided in this Section, both parties shall be relieved of any further liabilities hereunder except for obligations accrued at the date of such damage or destruction, and any sums prepaid by Tenant shall be apportioned and appropriately refunded to Tenant. 17. EMINENT DOMAIN: (a) If (i) all or part of the Premises, the building located thereon, or (ii) so much of any rights in the Premises or the building located thereon shall be taken or appropriated under any right of eminent domain or imder any other legal right whereby the taking authority is obligated to compensate Landlord therefor so that there does not remain premises suitable in the sole opinion of Tenant for the operation of its business then Tenant may terminate and cancel this Lease without owing any liability to Landlord as of the date on which the condemning authority takes physical possession upon giving to Landlord written notice of such election. Landlord agrees immediately within ten (10) days after any notice of intended or actual taking or appropriation to give Tenant written notice thereof, providing to Tenant full details of such taking or appropriation, including, without limitation copies of all condemnation plans or surveys submitted by the condemning authority, a statement of the nature of the project to be conducted by the condemning authority, and such other information as might be necessary to enable Tenant to determine its future course of conduct. TENANT ACKNOWLEDGES THAT LANDLORD'S EXERCISE OF ITS RIGHT TO TERMINATE THIS LEASE UNDER ANY OF THE PROVISIONS OF TRIS LEASE SHALL NOT ENTITLE TENANT TO ANY RIGHTS OR CLAIMS FOR RELOCATION BENEFITS OR ANY OTHER CLAIMS RELATED TO CONDEMNATION OR INVERSE CONDEMNATION. (b) If this Lease shall be terminated and canceled as a result of any taking or appropriation, Tenant shall be released from any further liability and Rent and other sums for the last month of Tenant's occupancy shall be prorated and Landlord shall immediately refund to Tenant any sums paid in advance. (c) Tenant reserves unto itself the right to prosecute Tenant's claim for an award for damages for the termination of this Lease caused by such appropriation or taking, together with damages based on the value of Tenant's improvements and Tenant's fixtures and other personal property erected or installed on the Premises and damages Tenant may sustain to the interest in the business operated by Tenant on the Premises, including, but not limited to, goodwill, patronage, and the removal, relocation, and replacement costs and expenses caused by such appropriation or tatting, and Tenant may file such claims as are permitted by law for the loss of its leasehold interest, business dislocation damages, moving expense, or other damages caused by such taking or appropriation. Tenant's right to receive compensation or damages for its -fixtures or its personal property shall not be affected in any manner by this Lease. 18. LIENS: Tenant shall promptly remove and discharge, at its cost and expense, all mechanic's liens, or other liens, for labor performed or materials furnished with respect to the Premises by or for Tenant. 19. PARKING AREA: (a) All those portions of the SARTC which are not presently occupied by buildings and which are designated parking spaces shall be available for use by Tenant and Tenant's agents, employees, customers and invitees for parking and access to the public streets and highways (the "Parking Area"). Tenant acknowledges that the Landlord is in the process of evaluating a paid parking program and all tenants will be required to comply with the parking program, if approved. 20. TENANT'S DEFAULT: (a) If Tenant shall default in payment of Rent, when due, Landlord shall forward written notice, pursuant to Section 22, of such default to Tenant, and the failure of Tenant to cure such default within three (3) days after the date of receipt of such notice shall, at the option of Landlord, cause the termination of this Lease. (b) If Tenant shall default in the performance of any other terms or provisions of this Lease, and if Landlord shall give to Tenant written notice, pursuant to Section 22, of such default, and if Tenant shall fail to cure such default within thirty (3 0) days after receipt of such notice, Landlord at its option, shall cause the termination of this Lease immediately. 21. HAZARDOUS SUBSTANCES: (a) As used herein, the term "Hazardous Substances" shall mean, without limitation, any substance that is biologically or chemically active or any hazardous, toxic, or dangerous waste, substance (including, but not limited to, lead- based paint, asbestos or petroleum derivative substances), or material defined as such in (or for purposes of) (i) any state, federal or local environmental laws, interpretive letters, regulations, decrees or ordinances, (ii) the Comprehensive Environmental Response, Compensation and Liability Act, as amended, (iii) the Resource Conservation and Recovery Act, (iv) any of the so- called state or local "Super Fund", "Super Lien" or "Cleanup Lien" laws or (v) any other federal, state or local statute, law, ordinance, code, rule, interpretive letter, regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning any such substances or materials or any amendments or successor statutes with respect to any of the foregoing. (b) During the Term of this Lease, Tenant represents and warrants that, except for items commonly sold or utilized in Tenant's business, no Hazardous Substances will be stored on the Premises and no Hazardous Substances will be discharged on the Premises by Tenant. Tenant agrees that such representations and warranties shall survive any termination of this Lease, and Tenant agrees to indemnify and hold harmless Landlord from any and all costs, expenses, claims and damages, including, but not limited to, attorneys' fees and costs of romediatioi, arising from Tenant's breach of any of the representations and warranties contained in this Section. (c) Furthermore, Landlord represents and warrants to Tenant that Landlord has no actual or constructive knowledge of: (1) the presence of any Hazardous Substances on, under or within the Premises; (2) any spills, releases, discharges or disposals of Hazardous Substances that have occurred or are presently occurring on or onto the Premises; (3) any spills or disposal of Hazardous Substances that have occurred or are occurring adjacent to the Premises as a result of any construction on or operation and use of the Premises or adjacent property; (4) any failure to comply with all applicable local, state and federal environmental laws, regulations, ordinances, and administrative and judicial orders relating to the generation, recycling, reuse, sale, storage, handling, transport and disposal of any Hazardous Substances on the Premises or adjacent property; or (5) the presence of any underground storage tanks, monitoring wells, water wells or septic tanks now or in the past on the Premises. 22. NOTICE: All notices or demands required or permitted to be given or served pursuant to this Lease shall be deemed to have been given or served, only if in writing, postage and/or delivery fees pre -paid and shall be sent by U.S.P.S. Certified Mail, Return Receipt Requested or via an overnight (or 2 -day) delivery set -vice maintaining a record of delivery (e,g. FedEx or UPS), which notices and demands shall be deemed served when delivered (or when delivery is first attempted and refused), and which notices and demands shall be forwarded to the following addresses: TO TENANT: TO CITY: Greyhound Lines, Inc. Public Works Agency 350 N. Saint Paul Street City of Santa Ana Dallas, TX 75201, 20 Civic Center Plaza (M-21) Santa Ana, California 92701 Attention: Executive Director of Public Works Agency AND City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M29) Santa Ana, California 92701 Fax: (714) 647-6515 Such addresses may be changed from time to time by either party by serving notice as above provided. 23, USE: For the purposes of this Lease, Tenant's proposed initial intended use of the Premises strictly for the purpose of selling tickets to patrons in order to utilize the Greyhound Transit Services, 24, GENERAL PROVISIONS: (a) This Lease (and the documents referred to herein) constitutes the entire agreement between the parties pertaining to the lease of Suite 105 contained herein and supersedes any and all prior and contemporaneous agreements, representations and understandings, oral or otherwise, between or among the parties with respect to the matters contained herein. (b) This Lease shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, legatees, distributes, legal representatives, successors and assigns, (c) This Lease shall not be modified, amended or supplemented, in whole or part, without the prior written consent of all parties hereto. Each and every waiver of any covenant, representation, warranty or any other provision hereof must be in writing and signed by each party whose interests are adversely affected by such waiver, No waiver granted in any one instance shall be construed as a continuing waiver applicable in any other instance. (d) If any legal action or other proceeding is brought for the enforcement hereof, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions hereof, the successful or prevailing party or parties shall be entitled to recover attorneys' fees, court costs and all expenses even if not taxable as court costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled, (e) The parties hereby agree that each party and its attorneys have reviewed and revised this Lease and that the normal rule of construction, to the effect that any ambiguities are resolved against the drafting party, shall not be employed in the interpretation of this Lease and no other, rule of strict construction shall be used against any party. All exhibits and schedules attached or to be attached hereto, and all other agreements and instruments referred to herein, are hereby incorporated herein by reference, as fully as if copied herein verbatim. (f) This Lease shall be governed by the internal laws of the State of California without regard to and excluding its principles of conflicts of laws. (g) The parties further agree that upon request, they shall do such further acts and deeds, and shall execute, acknowledge, deliver and record such other documents and instruments, as may be reasonably necessary from time to time to evidence, confirm or carry out the intent and purposes of this Lease. (h) Unless the context in which used clearly requires another construction, throughout this Lease, the masculine gender shall be deemed to include the neuter of feminine or both, the neuter gender shall include the masculine or both, and the singular of terms shall include the plural and vice versa. The section beadings are for convenience only and shall not affect the constriction hereof. (i) If any one or more of the provisions hereof shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the validity or enforceability of any other provision hereof, which shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. The parties intend that if any provision hereof is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid. 0) Time is of the essence in the performance of each party's respective obligations. (lc) This Lease may be executed simultaneously in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one in the same instrument, and it shall not be necessary that any single counterpart bear the signatures of all parties. (1) Unless expressly stated to be exclusive, no remedy conferred herein shall be deemed to be exclusive of any other remedy conferred herein or any other remedy now or hereafter available at law or equity. All remedies conferred herein, and all remedies now or hereafter available at law or equity, shall be deemed to be cumulative and not alternative, and may be enforced concurrently or successively. (m) All provisions of this Lease shall be construed as covenants and agreements where used in each separate provision hereof and shall bind and inure to the benefit of the parties hereto, their respective heirs, legal representatives, successors and assigns. (n) All periods of time shall include Saturdays, Sundays and legal holidays; provided that, if the last day to perform any act or give notice falls on a Saturday, Sunday or legal holiday, then such act or notice shall be timely performed if given on the next succeeding business day. (o) Nothing contained in this Lease shall be deemed or construed by the parties hereto or by any third party to create the relationship of principal and agent or of partnership or of joint venture or of any association between Landlord and Tenant, and no provision contained in this Lease nor any acts of the parties hereto shall be deemed to create any relationship between Landlord and Tenant other than the relationship of landlord and tenant. (p). THE PARTIES HEREBY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY ANY PARTY AGAINST ANY OTHER PARTY, ARISING FROM OR RELATING TO THE SUBJECT MATTER HEREOF. THE PARTIES HERETO WAIVE ANY RIGHT TO ANY PUNITIVE DAMAGES, AND EACH PARTY HEREBY IRREVOCABLY WAIVES ANY RIGHT TO SUCH DAMAGES. 25, LANDLORD'S REPRESENTATIONS: Landlord hereby covenants, warrants and represents to Tenant that: (a) Landlord has the sole right, legal power and authority to enter into this Lease. (b) All required actions have been taken and satisfied by Landlord to authorize the execution and performance of this Lease. No other proceedings or actions on the part of Landlord are necessary to authorize this Lease or to carry out the transactions contemplated hereby. This Agreement constitutes the legal, valid and binding obligation of Landlord enforceable against Landlord in accordance with its terms. (c) The individual(s) executing this Lease, on behalf of Landlord, has (or have) the full right, legal power acid actual authority to bind Landlord to the terms and conditions hereof. 10 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: 0, 4. MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: tl ' I Jose64ndoval fvl- Chief Assistant City Attorney CITY OF SANTA ANA DAVID CAVAZOS City Manager rI ME, FOR APPROVAL: GREYHOUND LINES, INC. MOUSA POUR By: Willi—am I. Gieseker ive Director Title: LF(--�) Works Agency Tax ID # E j)b — 057 2-7,4 3 11 EXHIBIT A THE PREMISES SARTC — Suite 105 EXHIBIT A (Premises) ecus,anx�.��— v EXHIBIT B ADDITIONAL LEASE CONDITIONS + Tenant will provide best in class local/regional transportation services to SARTC patrons + Tenant, at its expense, shall comply with all applicable federal, state and local laws, ordinances, regulations, rules and orders with respect to the use of any permitted areas, + Tenant shall maintain all vehicles in neat, clean, mechanically sound and painted condition at all times • Tenant shall adhere to a transit schedule and provide on-time pick-up and drop off to SARTC patrons + Tenant shall maintain all proper registration for their vehicles AND shall maintain all proper insurance for their vehicles + Tenant must meet or exceed all governmental requirements regarding the inspection and maintenance of their vehicles and provide monthly log Tenant shall have a strong financial background with a multi-year successful operating history and the resources to pay any fees promptly and in frill + Tenant shall adhere to all rules and regulations regarding the flow of bus/shuttle traffic at SARTC • Tenant shall work with SARTC management to ensure all safety protocols are strictly adhered to • Tenant shall work with SARTC management to manage ridership during peak and high volume hours Tenant shall employ best in class drivers with all proper credentials necessary to operate a bus/shuttle • Tenant shall employee the appropriate security protocols to operate for the public good within a facility of the scale and prominence of SARTC + All buses accessing SARTC must be clearly identified with Tenant business name and DOT number + Provide, if any, information regarding online ticket purchase capabilities for patrons • Tenant must notify the City as soon as the FMCSA classifies high alert statuses of any reason 13 ACORO® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDrYYYY) 1 `� 12/19/2018 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: It the certificate holder is an ADDITIONAL INSURED, the policy(les) 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 endorsement(s). PRODUCER CONTACT NAME: Tanya D. Stephenson Arthur J. Gallagher Risk Management Services, Inc. _ F PHOfA'C FAFxtk 250 Park Avenue 212-994-7085 u • 212-994.7047 E -MRL ADDRESS: Tan a Ste henson a' .com 3rd Floor New York NY 10177 _ INSURER(S)AFFORDING COVEITAOE _ NA1C# _ INSURER A: New Hampshire Insurance Company 23841 I i �.�EMIS1;5 (F.�.acsull@O�e.)_-_ INSURED INSURER a :-National Union Fire Insurance Com�aqyof Pittsburg 19445_ Greyhound tines. Inc. -.--- ----------------------___--- 350 N. St. Paul Street INsuRER C :American Home Assurance Compap 19380 - — -- Dallas, TX 75201 INSURER E_-- -- -- ------------ - - --- - i — $5.000,000 INSURER F COVERAGES CERTIFICATE NUMBER:1318672901 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. A DL B ILTH POLICY EFF POLICY EXP TYPE OF INSURANCE LTR i POLICYNUMBFA MMDDIYYYY MMDDIYYYY ! . LIMITS B X COMMERCIAL GENERAL LIABILITY GL 3829887 12!31/2018 12/31/2019 EACH OCCURRENCE 5,000,000 CLAIMS -MADE (X OCCUR i l _L$ I-bA1afAGETb REtTtED _ $ 5,000,000 -1 _ L 1- � i I i �.�EMIS1;5 (F.�.acsull@O�e.)_-_ - X Contractual _._ __. _ . - -1 -----'- -. _ .. I MED EXP (Any one person)__ $ _ X Uab Ind. — PERSONAL 8 ADV INJURY $5.000,000 GEN'L AGGREGATE LIMIT APPLIES PER: I l i GENERAL AGGREGATE $10,000,000 �� 1 PRO- i I I POLICY ', X i JECT X LOC i t -- t PRODUCTS • COMPIOP AGG - ----- --- $_5,000,000 OTHER: I I $ B AUTOMOBILE LIABILITY CA 1921794 (AOS) 12/31/2018i 12/31/2019 COMBINED SINGLE LIMIT g S,000,ODO SEIlac4den) B B X :ANY AUTO i CA1921795(MA) CAI 921796 (VA) 12/31/2018 12/31/2019 12/31/2018 I 12/37/2019 BODILY INJURY (Par person) S - -- — • OWNED (-1 SCHEDULED I i BODILY INJURY (Por accidanII $ AUTOS ONLY I AUTOS HIRED NON -OWNED I j F+ROPERTY0AMA0E - $ AUTOS ONLY AUTOS ONLY i I (1PeraccldOnIL____--__- j UMBRELLA UA13OCCUR HCLAIMS-MADE EACH OCCURRENCE EXCESS LIAR - I I I AGGREGATE $ OED RETENTION $ $ A WORKERS COMPENSATION WC 014649556 (AOS)) 12/31/2018 12/31/2019 'X PER oTH T�TUTe=� A AND EMPLOYERS' LIABILITY YIN j WC 014649555 ^MA) 112/3112018 I 12/31/2019 — A ANYPROPRIETOR/PARTNER/EXECUTIVE ❑ A OFFICERRAEMBEREXCLUDED7 NIA i WC 014649552 (FL) WC 014649557 12/3112018 12/31/2019 E.L. EACH ACCIDENT g 5,000,000 12/31/2018 ! -- C (Mandatory In NH) (MN) WC 014849553 (CA) 12/31/2019 12/3112018 12/3112019 E.L. DISEASE_ EA EMPLOYEE $ 5,000,000 ' ------ '_-- --- _" - -- urs, describe under DESCRIPTION OF OPERATIONS below I L E.L. DISEASE • POLICY LIMIT $ 5,000,000 REVIEWED BY: I I EUNICE HEREDIA (PG I OF I DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached II more space Is required) Workers Compensation: Policy #: WC 014649554(AZ,IL,KY,NC,NH,NJ,PA,UT,VA,VT) Policy Term: 12/31/18 to 12/31/19 Carrier Name: NEW HAMPSHIRE INS CO (NAIC #:23841) Limits: E.L. Each Accident / E.L. Disease -Ea Employee / E.L. Disease -Policy Limit - $5,000,000 Re: Leased location • The Depot at Santa Ana; 1000 East Santa Ana Boulevard, Santa Ana CA, City of Santa Ana, Its agents, officers, employees and volunteers are Included as Additional Insured as respects General Liability(blanket See Attached... CFRTIFICATF HOLDER rAhICIPI I ATInFJ ®1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 2 of 3 7518 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. c/o Public Works Agency/SARTC 1000 Santa Ana Blvd,Suite#108 Santa Ana CA 92701 USA AUTHORIZED REPRESENTATIVE ®1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 2 of 3 7518 AGENCY CUSTOMER ID: LOC #: ,a oRo® ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Arthur J. Gallagher Risk Management Services, Inc. NAMED INSURED Greyhound Lines, Inc. 350 N. St. Paul Street Dallas, TX 75201 POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ITHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE endorsement-GL#63640 Policy as evidenced herein on a primarylnon=contributory basis as required by written contract with respect to Lease Agreement for the �above location mentioned. A waiver of subrogation included under the Workers' Compensation Policy(bianket end't) as required by written contract with respect to Lease Agreement. olice of cancellation: 30 days written notice/10 days for non -pay A REVIEWED BY: EUNICE HEREDIA (PGJ.QF� NMaJnN out �.vvvry q V 1005 AGORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 3o13 7518 Francine R. Villareal Digitally signed by Francine R. Villareal Date: 2021.02.12 11:25:02-08'00' '`` o CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) OZ10/2021 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 endorsement(s). PRODUCER Aon Risk services Northeast, Inc. C/o Aon client Services CONTACT NAME: PHONE (A/CC.No. Ext): (866) 283-7122 A/X No.): (800) 363-0105 E-MAIL 4 Overlook Point Lincolnshire IL 60069 USA ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURERA: National Union Fire Ins Co of Pittsburgh 19445 Greyhound Lines, Inc. 350 N Saint Paul St Dallas TX 75201 USA INSURER B: New Hampshire Insurance Company 23841 INSURER C: American Home Assurance Co. 19380 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 570086037629 REVISION NUMBER: THIS IS TO CERTIFY THAT 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MM/DDNYYY POLICY EXP MM/ODNYYY LIMITS A X COMMERCIAL GENERAL LIABILITY GL3629887 04/01/2020 04 01 2021 EACH OCCURRENCE $10,000,000 CLAIMS -MADE X❑OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $5,000,000 MED EXP (Any one person) Excluded PERSONAL &ADV INJURY $10,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $10,000,000 X POLICY ❑ PRO- ECT LOC ❑ PRODUCTS - COMPlOPAGG $10,000,000 OTHER: A AUTOMOBILE LIABILITY CA1921794 04/01/2020 04/01/2021 COMBINED SINGLE LIMIT Ea accident $10,000,000 ADS BODILY INJURY( Per person) A X ANYAUTO CA1921796 04/01/2020 04/01/2021 BODILY INJURY (Per accident) OWNED SCHEDULED VA A AUTOS ONLY AUTOS CA1921795 04/01/2020 04/01/2021 PROPERTY DAMAGE HIREDAUTOS NON -OWNED MA Per accident ONLY AUTOS ONLY UMBRELLA LIAB OCCUR EACH OCCURRENCE AGGREGATE EXCESS LIAB CLAIMS -MADE DED RETENTION B WORKERS COMPENSATION AND WC014649556 04/01/2020 04/01/2021 X PER STATUTE I LOTH B EMPLOYERS' LIABILITY YIN WC014649552 04/01/2020 04/01/2021 E.L. EACH ACCIDENT $5,000,000 C ANY PROPRIETOR/ PARTNER EXECUTIVE N wc014649553 04/01/2020 04/01/2021 B OFFICER/MEMBEREXCLUDED' (Mandatory in NH) N/A Wc014649554 04/01/2020 04/01/2021 E.L.DISEASE-EAEMPLOYEE $5,000,000 B If yes, describe DES CRIPTION O DESCRIPTIONNOOFF OPERATIONS below wc014649555 04/01/2020 04/01/2021 E.L. DISEASE -POLICY LIMIT $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) contractual Liability coverage is included under the General Liability policy. RE: Leased Location: The Depot at Santa Ana; 1000 East Santa Ana Boulevard, Santa Ana, CA. City of Santa Ana, its agents, officers, employees and volunteers are included as Additional Insured in accordance with the policy provisions of the General Liability policy. General Liability policy evidenced herein is Primary and Non -Contributory to other insurance available to an Additional Insured, but only in accordance with the policy's provisions. A Waiver of Subrogation is granted in favor of certificate Holder in accordance with the policy provisions of the Workers' Compensation policy. Should General Liability policy be cancelled before the expiration date thereof, the policy provisions will govern how notice of cancellation may be delivered to certificate holders in accordance CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa Ana AUTHORIZED REPRESENTATIVE Risk Management Division 20 Civic center Plaza, 4th Floor Santa Ana CA 92701 USA Ire,//g ©1988-2015 ACORD C ACORD 25 (2016/03) The ACORD name and logo are registered marks ofACORD `w - iF cF RiskManagmentDivision REVIEWED & APPROVED BY.- v ` --� R(504anagementAnalyst Page _ of AGENCY CUSTOMER ID: 100000000112 LOC #: ,4coRo® ADDITIONAL REMARKS SCHEDULE AGENCY Aon Risk services Northeast, Inc. NAMED INSURED Greyhound Lines, Inc. POLICY NUMBER See Certificate Number: 570086037629 CARRIER see Certificate Number: 570086037629 T773E EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Additional Description of Operations! Locations /Vehicles: with the policy provisions. ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATIO �" cF RA Mwag711 err DiMsiuR REVIEWED & APPROVE SY.- I .° h` --� Rusk Pjanagement Analyst POLICY NUMBER: GL 362-98-87 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 0 0 • 0 0 1 0 �i� :J A 0 KID] 9 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION WHOM YOU BECOME OBLIGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AGREEMENT YOU HAVE ENTERED INTO. IInformation 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 your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. 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. 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. CG 20 26 04 13 0 Insurance Services Office, Inc., 2012 ew cF RAMwagementDMsian Jy/\'x REVIEWED & APPROVED BY: V"° --� Risk janagement Analyst WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on inception date of the policy unless a different date is indicated below. This endorsement, effective 12:01 AM 04/01/2020 forms a part of Policy No. WC 014-64-9556 Issued to GREYHOUND L I NES, INC By NEW HAMPSHIRE INSURANCE COMPANY We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule ANY PERSON OR ORGANIZATION WITH WHOM YOU HAVE ENTERED INTO A CONTRACT, A CONDITION OF WHICH REQUIRES YOU TO OBTAIN THIS WAIVER FROM US. THIS ENDORSEMENT DOES NOT APPLY TO BENEFITS OR DAMAGES PAID OR CLAIMED: 1. PURSUANT TO THE WORKERS' COMPENSATION OR EMPLOYERS' LIABILITY LAWS OF KENTUCKY, NEW HAMPSHIRE, OR NEW JERSEY; OR, 2. BECAUSE OF INJURY OCCURRING BEFORE YOU ENTERED INTO SUCH A CONTRACT. This form is not applicable in Kansas for private construction contracts as defined in K.S.A. 16-1801 through K.S.A 16-1807 or public construction contracts as defined in K.S.A. 16-1901 through 16-1908, except where permitted by statute or other applicable law, such as for use in wrap-up insurance programs. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. This form is not applicable in California, Kentucky, New Hampshire, New Jersey, Texas, or Utah. WC 00 03 13 Countersigned by (Ed.04/84) RAMwagmedDMsiun REVIEWED & APPROVED BY. - I .° --� Rusk Pjanagement Analpt