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HomeMy WebLinkAboutA Reason to Survive - Lease - 2015LEASE By and between the CITY OF NATIONAL CITY and A REASON TO SURVIVE, INC (ARTS) This Lease is made and entered into this 1st day of July 2015, by and between the City of National City ("City"), hereinafter designated as "Lessor," and A Reason to Survive, a California non-profit corporation ("ARTS"), hereinafter designated as "Lessee." RECITALS A. Lessee is desirous of leasing from Lessor, and Lessor is desirous of leasing to Lessee, certain real property identified as the building located at 200 East 12th Street in National City, California. B. Lessee desires to use the Leased Premises to provide a safe, fun, and creative place for the community to receive hands-on arts education and attend arts & culture events that reflect the diverse community National City encompasses. The specific uses to be made of the Leased Premises are described in detail herein below. C. It is in the best interests of Lessor, on behalf of the citizens of National City, to enter in a lease of the Leased Premises with Lessee. Lessor envisions that the use of the Leased Premises by Lessee will enrich the lives of the citizens of National City by providing educational and cultural resources within the City. NOW, THEREFORE, the parties hereto agree as follows: 1. Legal Status of Lessee. Lessee warrants that it is a California non-profit corporation and a 501(c)(3) Non-profit. 2. Leased Premises. Lessor does hereby lease, demise and let to Lessee the real property situated in the City of National City, County of San Diego, State of California, (approximately 20,000 square feet) of the building located (the "Leased Premises") at 200 East 12th Street in National City, California (the "Building"), otherwise known as the former National City Library building including the gallery (San Diego County Assessor's Parcel number 560-100-03) and the Kimball Recreation Center (2" d floor only) at 148 E. 12th Street in National City, California (San Diego County Assessor's Parcel number 560-100-03). The approximate configuration and location of the Leased Premises is shown on Exhibit A, attached hereto and incorporated herein by reference. The specific areas comprising the Leased Premises are identified as follows on Exhibit A: Museum, Lobby, Rehearsal 1, Rehearsal 2, Bathrooms adjacent to Rehearsal 2, Green 1 City of National City and ARTS, Inc. Lease Agreement - 2015 Room, Hall, Reading Room 1, Reading Room 2, upper floor of the Kimball Recreation Center, Great Hall, Director Office, Parks "SuperTD" Office, Facilities Supervisor Office, Break Room, Conference Room, Bathrooms adjacent to Break Room, Kitchen, Public Works Facility Maintenance/Prop Shop, Basement, adjacent south parking lot between 200 and 148 E 12th street. 3. Use. Lessee will operate and maintain a full service arts center serving the entire community with a diverse mix of visual, performing, literary, and media arts programming and events. This programming would benefit the community on several levels: a. Provide a safe, fun, and creative place for the community to receive hands-on arts education and attend arts & culture events that reflect the diverse community National City encompasses. b. Arts and Culture are a proven method to improve the quality of life in communities. This Center will act as a hub for arts and culture activities for the entire community. c. Reduce at -risk and criminal behaviors/activities in youth from the community by providing the arts as a prevention and intervention vehicle. This will result in lower city costs to eradicate and prosecute these behaviors. Youth will move from being a liability to an asset for the city. d. Provide a clear, viable life and career pathway for children and youth in the community. 4. Term. The initial term of this Lease shall be sixty (60) months ("Term"), beginning on July 1, 2015 (the "Commencement Date"). The Lease payments set forth in Paragraph 5 will commence July 1, 2015. The Lessor and the Lessee have the option (collectively "Options") to mutually agree to extend the Term of this Lease for two (2) additional sixty (60) month period commencing when the Term expires. Lessee must be current on all obligations, including Liability Insurance, before the parties may extend the term of the Lease. 5. Rent, Capital Project Contributions, and Other Community Consideration. Lessee agrees to pay typical monetary rent, commit to annual capital projects within National City, and provide additional contributions for the benefit of the community as specified herein. 2 City of National City and ARTS, Inc. Lease Agreement - 2015 a. Lessee agrees to pay Lessor fifty thousand dollars ($50,000) per year, payable in quarterly installments to the City of National City, commencing July 1, 2015. b. Lessee agrees to provide seventy-five thousand dollars ($75,000) in capital projects annually within the City of National City, for each year of the lease. Examples of potential capital projects are capital improvements to the Arts Center building, public art throughout the community, event banners, gateway improvements, public signage, transit stop improvements, landscape, streetscape, and park improvements. Capital project value will be calculated based on the direct out of pocket cost expended by Lessee on the project. Lessee will submit a list of proposed projects on an annual basis and will include an estimated budget for review by Lessor. c. Lessee will form partnerships with local schools, social service agencies and families in the community to recruit youth for programming. d. Lessee will work with local police, school officials and community leaders to target youth who would benefit from the program and measure improvements in their attitudes and behaviors. e. Lessee will provide an array of free daily programming (Monday through Saturday) in the visual, performing, literary, and media arts to youth and young adults in the community. National City residents will receive local preference for programming if there are space limitations. Programming will include Therapeutic Arts, Arts Education and College and Career Readiness. f. Lessee will provide fieldtrips and transportation to the community with the Van Go! Transportation program. g. Lessee will run a number of ARTS Enterprises on site that will employ area youth and provide an array of creative services to the city/community including commissioned art/murals, framing, large format printing, design and fabrication. Lessee commits to supervise community service hours with the National City school districts. h. Lessee staff and volunteers will provide their creativity, skills, and sweat equity to continually support and assist with the ARTS Center design, rehabilitation, construction, and decor. Lessee will hold a minimum of 4 annual events for the community. These will include gallery openings, showcases/performances, a community ARTS Day, and guest lectures/speeches. Lessee will work hand in hand with the Lessor on other events in the National City community in which they would like Lessor participation. 3 City of National City and ARTS, Inc. Lease Agreement - 2015 j• Lessee will engage older members of the community as staff, teachers, volunteers, mentors, and allowing artists and arts group to use the center as needed — determined by the program schedule. k. Lessee will provide quarterly reports to the City denoting National City participant numbers, total participant numbers, events coordinated, capital projects completed, community service hours completed in coordination with local schools, and any other pertinent statistics. 1. Lessee will allow National City use of the ARTS center when necessary for special events (e.g. National City Police Department uses Kimball Recreation Center for their headquarters for the 4th of July carnival). m. Lessee will continue to apply for funding to increase the depth and visibility of the arts within National City, with the intent to activate Kimball Park. n. Lessor wants to create an Arts, Culture and Education (ARTSCE) district and public art program; Lessee agrees to enter into a mutually agreeable operating agreement for the management of public art funds if a percentage for art fee is approved. o. Lessee wants to host events at Kimball Park and throughout National City throughout the term of the lease. Lessee shall comply with City Council Policy number 804, City Support for Special Events & Use of the City Mobile Stage. Per City Council Policy number 804 a City Co -sponsored Event is defined as an annual event that occurs within the boundaries of National City. The Lessee must be a National City non-profit or branch thereof and the event must benefit National City and its residents. Lessee must submit an application on an annual basis to be considered for the City Co-sponsorship list. Applications must be submitted as a special event application to the Neighborhood Services Division. Upon approval by the City Council and to the extent that economic conditions and the Lessors resources allow, the Lessor may provide reasonable City support of up to $1,000 per event day to the Lessee and may absorb police costs associated with said events. Lessor and Lessee acknowledge that additional consideration for this Lease shall be the mutual benefit to be derived from Lessee's uses of the Leased Premises, as specified herein. 6. Assignment & Subletting. This Lease shall not be assigned, sublet, hypothecated, leveraged, or transferred without the prior written consent of the Lessor. 7. Repairs by Lessor. Lessor shall be required to make such repairs or replacements to the Leased Premises as may be required for normal maintenance and operation, which shall 4 City of National City and ARTS, Inc. Lease Agreement - 2015 include the repairs and/or replacements to all structural portions of the Building and all walls, floors, corridors, windows, HVAC, mechanical electrical, plumbing, paving and parking, exterior windows, and other structures and equipment within and serving the Leased Premises, and such additional maintenance as may be necessary because of damages by persons other than Lessee, its agents, employees, invitees, or visitors, all in accordance with standard practices for similar commercial buildings in the San Diego, California area. Without limiting the foregoing, notwithstanding anything to the contrary set forth herein, if Lessor is required to make repairs to take other corrective action in the Leased Premises by reason of Lessee's negligent acts or negligent failure to act reasonably, Lessor shall have the right to recover from Lessee the cost of the repairs or other work. Lessor is willing to undertake certain improvements at the premises, described below. Lessor's ability to undertake such improvements is dependent upon its annually approved budget as well as the annually approved capital improvement program. Lessor, at its sole discretion, may undertake the following improvements, at Lessor's own cost and expense. No representations, warranties, or assurances are made that funding will exist for the following capital improvement projects. a. Lessor will undertake improvements so that all building/safety codes are met in the basement and on the west side of the building where the Kitchen, Conference Room, and Administrative Offices are located. This includes, but is not limited to, installing additional electric power and life safety systems such as fire sirens, strobes and pull stations. Lessor shall assist Lessee with obtaining a building classification so the space where the Administrative Offices are located can be used as a classroom. b. Lessor will improve the floors in the visual arts and music rooms to provide ADA compliance. 8. Repairs by Lessee. Lessee agrees to repair or replace any damage or injury done to the Leased Premises, or any part thereof, caused by Lessee or Lessee's agents, employees, invitees, or visitors, at Lessee's own cost and expense. If Lessee fails to make such repairs or replacements promptly, Lessor may, at its option, make such repairs or replacements, and Lessee shall repay the cost thereof to the Lessor as additional rent within ten (10) days of written demand. However, for any repair work, other than repair work in emergency situations, costing over Five Hundred and no/100 Dollars ($500.00) to be performed by Lessee or Lessee's agents, Lessee shall not perform such repair work without Lessor's prior written consent. Any repairs or replacements in or to the Leased Premises, other than repair work in emergency situations, which would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00) and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice. 5 City of National City and ARTS, Inc. Lease Agreement - 2015 9. Routine Maintenance by Lessee. From and after the Commencement Date and during the Term, Lessee shall, at its own cost and expense, make all repairs and replacements required by this Lease, reasonable wear and use excepted, and excepting those repairs made by Lessor pursuant to Section 7 above. 10. Vehicle. On occasion, Lessor has surplus vehicles in its inventory. Lessor agrees to donate to Lessee, pursuant to and consistent with National City Municipal Code section 2.42.040(B)(4), one or more city vehicles deemed as surplus to support Lessee's public art and education programs. Any vehicles donated to Lessee are done so "as -is" with no implied or express warranties. Lessee shall be responsible for all expenses, including regular maintenance on the vehicles at Lessee's own cost and expense. 11. Waste. Lessee shall not commit waste (property abuse, destruction, or damage) beyond normal wear and tear of property improvements on the Leased Premises. 12. Improvements, Alterations, and Additions. Lessee shall not make or allow to be made any major alterations or physical additions in or to the Leased Premises which affect the structure or any other improvements without first obtaining the written consent of Lessor. All work shall be done by contractors approved by Lessor. Any alterations or physical additions in or to the Leased Premises, other than repair work in emergency situations, which would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00), and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice, in compliance with the Public Contract Code requirements. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. Any and all such alterations, physical additions, or improvements, when made to the Leased Premises by Lessee, shall at once become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease by lapse of time or otherwise; provided, however, this clause shall not apply to movable equipment or furniture owned by Lessee. Any Lessee improvements, alterations or additions shall comply with all government, local building code, permitting and competitive bidding requirements. Lessee shall give Lessor written notice five (5) days prior to employing any laborer or contractor to perform major work on the Leased Premises so that Lessor may post a notice of non -responsibility, if allowed by law. Lessee shall not be required to remove alterations, physical additions, or improvements upon termination of this Lease. 6 City of National City and ARTS, Inc. Lease Agreement - 2015 13. Utilities. Lessor will be responsible for utilities, including but not limited to electric, gas, fire alarm, sewer, trash and water. Lessee understands that it is responsible for the proper disposal of debris in the designated trash receptacles provided by the Lessor. No trash is to be placed in front of or on the sides of the container nor should any trash be placed on top of the lids. Lessee further understands that it will be billed accordingly for not disposing of trash in the proper manner, which includes breaking down all boxes and containers prior to being placed in the trash bins. 14. Indemnity and Insurance. a. Disclaimer of Liability. Lessor shall not at any time be liable for injury or damage occurring to any person or property from any cause whatsoever arising out of Lessee's construction, maintenance, repair, use, operation, condition or dismantling of the Leased Premises except to the extent caused by Lessor's sole negligence or willful misconduct. b. Indemnification. Lessee shall, at its sole cost and expense, defend, indemnify and hold harmless Lessor and its officials, boards, commissions, employees, agents, attorneys, and contractors (hereinafter referred to as "indemnities"), from and against: Any and all liability, obligation, damages, penalties claims, lien, costs, charges, losses and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses and consultants, which may arise out of or be in any way connected with the construction, installation, operation, maintenance, use, or condition of the Leased Premises or Lessee's failure to comply with any federal, state or local statute, ordinance or regulation. ii. Lessee's obligations to indemnify indemnities under this Lease shall not extend to claims, losses, and other matters covered hereunder to the extent such claims arise out of the sole negligence or willful misconduct of one or more indemnitiees. c. Assumption of Risk. Lessee undertakes and assumes for its officers, agents, affiliates, contractors and subcontractors and employees (collectively for the purpose of this section), all risks of dangerous conditions, if any, on or about the Leased Premises, and Lessee hereby agrees to indemnify and hold harmless Lessor against and from any claim asserted or liability imposes upon the Indemnitiees for personal injury or property damage to any person (other than from Indemnitee's sole gross negligence or willful misconduct) arising out of 7 City of National City and ARTS, Inc. Lease Agreement - 2015 installation, operation, maintenance, condition or use of the Leased Premises, or Lessee's failure to comply with any federal, state or local statute, ordinance or regulation. d. Defense of Lessor. In the event any action or proceeding shall be brought against Lessor by reason of any matter for which Lessor is indemnified hereunder, Lessee shall, upon notice from Lessor at Lessee's sole cost and expense, resist and defend the same with legal counsel mutually selected by Lessor and Lessee, provided however, that Lessee shall not admit liability in any such matter on behalf of Lessor without written consent of Lessor, and provided further that Lessee shall not admit liability for, nor enter into any compromise or settlement of, any claim for which it is indemnified hereunder, without the prior written consent of Lessor. e. Notice, Cooperation and Expenses. Lessee shall give Lessor prompt notice of the making of any claim or the commencement of any action, suit or other proceeding covered by the provisions of this paragraph. Nothing herein shall be deemed to prevent Lessor from cooperating with Lessee and participating in the defense of any litigation by Lessor's own counsel. f. Donation of Artwork. Lessee makes an unconditional donation, in perpetuity, of all public art to the City of National City. The Lessee understands and acknowledges that pursuant to Sections 37354 and 37355 of the California Government Code, the City is authorized to accept said donation for any public purpose that the City desires. Due to the nature of the donation work of art and the site on which it is installed, the Lessee and his/her agents, heirs, successors and assigns hereby waive any and all rights they may have under the California Art Preservation Act, as set forth in Civil Code Section 987. The Lessee agrees that upon completion, the physical work of art which is created pursuant to this Lease shall be transferred to and shall vest in the City of National City, and the Lessee hereby expressly waives and releases all rights of ownership to the work of art, including those under Civil Service Code Section 988. The Lessee, his/her agents, heirs, successors and assigns also agree not to attempt to defeat this waiver by cooperating with any organization which seeks to bring an action under Civil Code Section 989. g. Insurance. During the term of the Lease, Lessee shall maintain, or cause to be maintained, in full force and affect and at its sole cost and expense, the following types and limits of insurance: i. Worker's compensation insurance meeting applicable statutory requirements. 8 City of National City and ARTS, Inc. Lease Agreement - 2015 ii. Comprehensive commercial general liability insurance with minimum limits of Two Million and no/100 Dollars ($2,000,000.00) as the combined single limit for each occurrence of bodily injury, personal injury and property damage. The policy shall provide blanket contractual liability insurance for all written contracts, and shall include coverage for products and completed operations liability, and independent contractor's liability. If any excavation work is undertaken, coverage for property damage from perils of explosion, collapse or damage to underground utilities, then blanket contractual liability insurance commonly known as XCU coverage shall also be provided. iii. Automobile liability insurance covering all owned, hired, and non -owned vehicles in use by Tenant, its employees and agents, with personal protection insurance and property protection insurance to comply with the provisions of state law with minimum limits of One Million and no/100 Dollars ($1,000,000.00) as the combined single limit of each occurrence for bodily injury and property damage. iv. At the start of and during the period of any construction by Lessee, builders all-risk insurance, together with an installation floater or equivalent property coverage covering cables, materials, machinery and supplies of any nature whatsoever which are to be used in or incidental to the installation of improvements. a. All policies other than for Worker's Compensation shall be written on an occurrence and not on claims made basis. vi. The coverage amounts set forth above may be met by a combination of underlying and umbrella policies so long as in combination the limits equal or exceed those stated. vii. Lessee shall furnish certificates of insurance to Lessor before commencement of the Lease term. h. Named Insureds. All policies, except for worker's compensation policies, shall name Lessor and its officials, boards, commissions, employees, agents and contractors, as their respective interests may appear, as additional insureds (herein referred to as the "Additional Insureds"). i. Evidence of Insurance. Certificates of Insurance of each insurance policy required to be obtained by Lessee in compliance with this paragraph, along with written evidence of payment of required premiums shall be filed and maintained 9 City of National City and ARTS, Inc. Lease Agreement - 2015 J. with Lessor annually during the term of the Lease. Lessee shall immediately advise Lessor of any claim or litigation that may result in liability to Lessor. Cancellation of Policies of Insurance. All insurance policies maintained pursuant to this Lease shall contain the following endorsement: At least thirty (30) days' prior written notice shall be given to Lessor by the insurer of any intention not to renew such policy or to cancel, replace or materially alter same. k. Insurance Companies. All insurance shall be affected under valid and enforceable policies, insured by insurer's licenses to do business by the State of California or surplus carriers on the State of California Insurance Commissioner's approval list of companies qualified to do business in the State of California. All insurance carriers and surplus line carriers shall be rated A+ or better by A.M. Best Company, or as otherwise approved by Lessor's Risk Manager. 1. Deductibles. All insurance policies may be written with deductibles not to exceed $50,000 unless approved in advance by Lessor. Lessee agrees to indemnify and save harmless Lessor, the indemnities and Additional Insureds from and against the payment deductible and from the payment of any premium on any insurance policy required to be furnished by the Lease. m. Contractors. Lessee shall require that each and every one of its contractors and their subcontractors who perform work on the Leased Premises on behalf of Lessee to carry in full force and effect, workers' compensation, comprehensive commercial general liability and automobile liability insurance coverages of the type which Lessee is required to obtain under the terms of this paragraph with appropriate limits of insurance. n. Review of Limits. Once during each calendar year during the term of this Lease or any renewal thereof, Lessor may review the insurance coverages to be carried by Lessee. If Lessor determines that higher limits of coverage are necessary to protect the interests of Lessor or the Additional Insureds, Lessor shall be so notified and shall obtain the additional limits of insurance at its sole cost and expense. o. The provisions of this Section 13 shall survive any termination of this Lease. 14. Inspection. Lessor, by and through its proper officers, reserves and shall always have the right, upon reasonable notice and at a reasonable time, to enter the Leased Premises for the purpose of viewing and ascertaining the conditions of the same and the operation and maintenance thereof. 10 City of National City and ARTS, Inc. Lease Agreement - 2015 15. Termination. Notwithstanding the provisions of Section 4, either Lessor or Lessee may terminate this Agreement without cause upon ninety (90) days' written notice to the other parry. 16. Removal of Personal Property. At the termination or expiration of this Lease or any renewal thereof, Lessee shall, within ninety (90) days of written request by Lessor, remove any and all personal property not owned by Lessor, placed or erected on the premises during the term thereof, or any renewal thereof, and that all expense connected with such removal shall be borne by Lessee. Lessor shall have the right to sell, destroy, remove, or otherwise dispose of any such personal property left on the premises longer than ninety (90) days after termination of this Agreement. The premises shall be left by Lessee in a clean, neat and safe condition, and the exclusive possession and use of the property shall revert to Lessor. 17. Non Discrimination. Lessee agrees that there shall be no discrimination against or segregation of any person or group of persons because of race, color, creed, national origin, sex, sexual orientation, ancestry, marital status, physical handicap or medical condition in the use occupancy or enjoyment of the property, nor shall Lessee, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of users of the property. 18. Waiver. The failure or omission of Lessor to terminate this Lease for any violations of any of its terms, conditions, or covenants shall in no way be deemed to be a consent by Lessor to such violation and shall in no way bar, stop or prevent Lessor from terminating this Lease thereafter, either for such or for any subsequent violation of any such term, condition or covenant. 19. Si2ns. Lessee agrees that no sign, advertisement, or notices shall be inscribed, painted or affixed on or to any part or portion of the outside of the Leased Premises except to be of such type and color, size and style, and in such place as may be approved by Lessor. Any additional signage or changes to existing signage after the Commencement Date will require the Lessee to pay for and obtain in all regulatory approvals (permits) for the Leased Premises. 20. Waiver of Relocation Assistance. In consideration for the execution of this Lease by Lessor, Lessee hereby waives any claim for relocation assistance benefits to which it may otherwise be entitled under federal, state, or local law or regulations, upon vacation of the Leased Premises. 21. Americans with Disabilities Act. Upon commencement of this Lease, Lessee shall comply, at its sole cost, with requirements of ADA which provides for the removal of 11 City of National City and ARTS, Inc. Lease Agreement - 2015 architectural barriers that prevent equal access to disabled persons on the interior of the Leased Premises. Through the duration of the Lease, Lessor shall comply, at its sole cost, with requirements of the ADA which provides for the removal of architectural barriers that prevent equal access to disabled persons on the exterior of the Leased Premises. 22. Compliance with Environmental and Other Laws. Lessee shall not engage in activities upon the Leased Premises, or any portion thereof, for the purpose of or in any way involving the handling, manufacturing, treatment, storage, use, transportation, spillage, leakage, dumping, discharge or disposal (whether legal or illegal, accidental or intentional) or any hazardous or toxic substances, materials or wastes, or any wastes regulated under any local, state or federal law; provided, however, normal quantities and use of those hazardous or toxic substances or materials customarily used in the conduct of general office activities, such as copier fluids and cleaning supplies, may be used and stored by lessee at the Leased Premises. Lessee shall be, and remain for the term of this Lease, in full compliance with all applicable laws governing the use and occupancy of the Leased Premises including, without limitation, the handling, manufacturing, treatment, storage, disposal, discharge, use, and transportation of hazardous or toxic substances, materials or wastes, and any wastes regulated under any local, state or federal law. Lessee has been advised that no digging or excavation at the site will be authorized without appropriate environmental oversight. In addition, Lessee has been advised that this site may have been constructed with building materials that at this time are considered hazardous substances. 23. Obstruction. Except as permitted by this Lease, Lessee shall not place, install, maintain, or allow any combustible materials, unless stored in a storage unit specifically designed for combustible materials, in buildings, structures, or other improvements upon the Leased Premises and shall not cause or allow the surface elevation therein to be changed in any way whatsoever, without Lessor prior written approval. 24. Lessee's Obligation to Quit. Lessee shall, upon termination of this Lease, leave and peaceably and quietly surrender and deliver to Lessor the Leased Premises and all improvements, buildings and fixtures hereon or constituting a part thereof and any replacements or renewals thereof in a good condition, order and repair as the same were at the Commencement Date or thereafter may have been put, reasonable wear and use excepted. Notwithstanding the foregoing, Lessee shall have the right at the expiration or earlier termination of the Term to remove from the Leased Premises Lessee's trade fixtures, equipment and personal property, provided that Lessee repairs any damage caused by such removal. 25. Hazardous Substances. Lessee shall indemnify, protect and hold harmless Lessor and each of its respective subsidiaries from and against all costs and damages incurred by 12 City of National City and ARTS, Inc. Lease Agreement - 2015 Lessor in connection with the presence, emanation, migration, disposal, release or threatened release of any oil or other petroleum products or hazardous materials or substances on, within, or to or from the Leased Premises as a result of (i) the operations of Lessee after the Commencement Date, and (ii) the activities of third parties affiliated with Lessee or invited on the Leased Premises by Lessee. Each party agrees that such party will promptly give written notice to the other party of any investigation, claim, demand, lawsuit or other action by any governmental or regulatory agency or private party involving the Leased Premises and any hazardous substance or environmental law of which such party has actual notice. 26. Taxes. Lessee recognizes and understands that this Lease may create a possessory interest subject to property taxation and that Lessee may be subject to the payment of property taxes levied on such interest. Lessee further agrees to pay any and all property taxes, if any, assessed during the term of this Lease pursuant to Section 107 and 107.1 of the Revenue and Taxation Code against Lessee's possessory interest in the Leased Premises. 27. Representations and Warranties. The parties represent and warrant that they have powers adequate for the execution, delivery and performance of their obligations under this Lease; they have taken all necessary actions required to make this Lease the valid and enforceable obligation it purports to be; and this Lease has been duly executed and delivered. 28. Severabilitv; Choice of Law. If any provision of this Lease shall be declared to be void or unenforceable either by law or by a court of competent jurisdiction, the validity or enforceability of remaining provisions shall not thereby be affected. Provided, however, that if any portion of Section 3 is determined to be void or unenforceable, the parties shall first make best efforts to revise Section 3 to the extent necessary to bring it into compliance with any law without sacrificing the intentions of the party, to the extent possible. If the parties cannot make such revisions to Section 3, the entire Lease shall be considered void, and the tenancy shall continue on a month -to -month basis, terminable by either party upon thirty (30) days' notice, until such time as a long-term lease may be entered into mutually agreed upon. 29. Brokers. Each party hereto represents and warrants to the other that it has not dealt with any broker in connection with the Leased Premises or this Lease. Each party hereto hereby indemnifies and holds the other harmless from and against any liability for commissions due any broker of finder with whom such party has dealt in connection with this Lease. 30. Mailings & Noticing. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, 13 City of National City and ARTS, Inc. Lease Agreement - 2015 return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile, fax or email; and, shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, three (3) days (five (5) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile, fax or email, when sent. Any payment, notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To the Lessor: To the Lessee: City Manager City of National City 1243 National City Boulevard National City, California 91950-4301 A Reason To Survive, Inc. Matt D'Arrigo 200 E. 12th St. National City, CA 91950 San Diego, CA 92106 619 297-2787 ext. 2001 mdarrigo@areasontosurvive.org 31. Entire Agreement. This Lease supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. 32. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength; (ii) each party has actively participated in the drafting, preparation and negotiation of this Lease; (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Lease; (iv) each party and such party's counsel and advisors have reviewed this Lease; (v) each party has agreed to enter into this Lease following such review and the rendering of such advice; and (vi) any rule or construction to the 14 City of National City and ARTS, Inc. Lease Agreement - 2015 effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Lease, or any portions hereof, or any amendments hereto. 33. No Agency. Nothing in this Lease Agreement shall cause or imply any agency relationship or duty between Lessor and Lessee. 34. Counterparts. This Lease may be signed in counterparts. 35. Recordation. This Lease may be recorded. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written above. CITY OF NATIONAL CITY (Lessee) By: Ron Morrison, Mayor APPROVED AS TO FORM: laudia Ga City A itua Sil A REASON TO SURVIVE, INC. (Lessor) (Corporation — signatures of two corporate officers required.) By: (Nam (Print) ( � / FVUYNoter (Title) (Name) ,� al I a. J J(Z (Print) (Title) 15 City of National City and ARTS, Inc. Lease Agreement - 2015 UJ = --- < AREASOI OP ID: SL ,acoRo CERTIFICATE OF LIABILITY INSURANCE � OATE(MMIDD 06t04t201515 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 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 Johnson & Wood Insurance Services, Inc 5731 Palmer Way, Suite D Carlsbad, CA 92010 Ed Johnson CONTANAME: Mu Ed Johnson PHONE FAX (vc, No, Ext): 760-603-0131 (NC No): 760-603-8135 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Philadelphia Insurance Company 18058 INSURED A Reason to Survive 200 E. 12th. St National City, CA 91950 INSURERS: State Compensation Ins. Fund INSURER C: INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 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 POLIC ES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSR TYPE OF INSURANCE ADDL SUBR D MID POLICY NUMBER POLICY EFF (MMDIYYYY) POLICY EXP (MMIDDl1'YY1'1 LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY X PHPK1172806 07101/2014 07/01/2015 EACH '.CCI RPENCF $ 1,000,000 DAMAGE TO REN fED PREMISES (Ee occurrence) $ 100,000 MED EXP (Any one person) $ 5,000 CLAIMS -MADE X OCCUR PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE POLICY LIMIT APPLIES PEA PER LOC PRODUCTS - COMP/OP AGG $ 2,000,000 Emp Ben. $ 1,000,000 A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED _ SCHEDULED PHPK1172806 07/01/2014 07/01/2015 COMBINED SINGLE LIMIT (Ea accident) $ 1 000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (PER ACCIDENT) $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY FIPROPrRIETO R EXC o'ECUflVE (Mandatory in NH) If yes. describe under DESCRIPTION OF OPERATIONS below Y / N N A 9037947 12/20/2014 12/20/2015 X WC STATU- TORY LIMITS OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS $ LOCATIONS! VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) City of National City is named as additional insured/landlord as respects to premises located at 200 East 12th Street; National City, CA 91950 CERTIFICATE HOLDER CANCELLATION CITNATI City of National City 1243 National City Blvd National City, CA 91950 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED��REPRESENTATIVE ACORD 25 (2010/05) O 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD � a RESOLUTION NO. 2015 — 102 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A FIVE YEAR LEASE WITH TWO FIVE-YEAR EXTENSIONS WITH A REASON TO SURVIVE (ARTS) TO PROVIDE ARTS, CULTURE, AND EDUCATION AT THE PROPERTY IDENTIFIED AS THE BUILDINGS LOCATED AT 200 EAST 12TH STREET AND THE SECOND FLOOR OF 148 EAST 12TH STREET IN NATIONAL CITY WHEREAS, as part of the General Plan the City's goal is to develop a cultural arts program to encourage and facilitate the development of art in public spaces and promote greater public awareness of architectural, urban design, and cultural heritage of the City; and WHEREAS, A Reason to Survive ("ARTS") has been a catalyst in establishing an arts, culture, and education district in the National City downtown area, and is dedicated to creating a movement behind the importance of the arts as a prevention and intervention vehicle to create positive transformation in children and youth facing adversity; and WHEREAS, ARTS and the City of National City desire to enter into a Five -Year Lease with two five-year extensions (the "Lease") for ARTS to provide arts, culture, and education at the properties located at 200 East 12th Street and the second floor of 148 East 12th Street; and WHEREAS, the term of the Lease will be for a period of 5 years with the option to extend the term for an additional two 5-year terms upon mutual agreement, for a total of 15 years; and WHEREAS, as part of the agreement, ARTS agrees to enter into a mutually agreeable operating agreement for the management of a public art fund if the City Council adopts an art fee; and WHEREAS, ARTS will increase the amount in capital projects provided annually within the City from $30,000 to $75,000 for each year of the lease; and WHEREAS, ARTS agrees that upon completion of public art projects, the physical works of art will be transferred to the City and ARTS waives and releases all rights of ownership to the work of art; and WHEREAS, the City will make certain improvements to the building so that safety codes are met in the basement and on the west side of the building, and improvements to the floors in the visual arts and music rooms to provide ADA compliance; and WHEREAS, the City's ability to undertake such improvements is dependent upon the annually approved budget as well as the annually approved capital improvement program; and WHEREAS, the City agrees to donate one or more City vehicles deemed surplus to support ARTS public art and education programs, consistent with the City's Municipal Code, and ARTS would be responsible for all expenses, including regular maintenance on the vehicles. Resolution No. 2015 — 102 Page Two NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the Mayor to execute a Five -Year Lease Agreement with two five-year extension options with A Reason to Survive to operate and maintain the National City Arts Center to enrich the lives of the citizens of National City by providing arts, culture, and educational resources at the properties located at 200 East 12th Street and the second floor of 148 East 12th Street. Said Lease Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 16th day of June, 2015. ATTEST: Or Michael R. Dalla, at Clerk PPROVED AS TO FOM: Claudia Gacit a Silva City Attorney on Morrison, Mayor Passed and adopted by the Council of the City of National City, California, on June 16, 2015 by the following vote, to -wit: Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California ?LrZiA)) City CI rk of the City of ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2015-102 of the City of National City, California, passed and adopted by the Council of said City on June 16, 2015. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: June 16, 2015 AGENDA ITEM NO. 31 ITEM TITLE: Resolution of the City Council of the City of National City authorizing the Mayor to execute a 5 year Lease, with two options to extend 5 years for up to 15 years, with A Reason To Survive (ARTS) to provide arts, culture and education at the property identified as the buildings located at 200 East 12th Street and the second floor of 148 East 12th Street in National City. The Lease generates $50,000 per year in revenue from rent. (Community Services) PREPARED BY: Audrey Denham DEPARTMENT nity Services PHONE: 619-336-4243 APPROVED B EXPLANATION: See attached staff report. FINANCIAL STATEMENT: ACCOUNT NO. 001-00000-3326 ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: APPROVED: APPROVED: Finance MIS STAFF RECOMMENDATION: Staff recommend approval of the lease with ARTS. BOARD / COMMISSION RECOMMENDATION: 4TTACHMENTS: 1. Staff Report 2. Draft Lease Agreement \0o No. 0.o\5-\ate Staff Report Resolution of the City Council of the City of National City authorizing the Mayor to execute a 5 year Lease, with two options to extend 5 years for up to 15 years, with A Reason To Survive (ARTS) to provide arts, culture and education at the property identified as the buildings located at 200 East 12th Street and the second floor of 148 East 12th Street in National City. The Lease generates $50,000 per year in revenue from rent. Summary As part of the General Plan the City's goal is to develop a cultural arts program to encourage and facilitate the development of art in public spaces and promote greater public awareness of architectural, urban design, and cultural heritage of the City. ARTS has been a catalyst in establishing an Arts, Culture, and Education district in the downtown area. ARTS is dedicated to creating a movement behind the importance of the arts as a prevention and intervention vehicle to create positive transformation in children and youth facing adversity. They have become a part of the fabric of society in National City and continue to be a motivated, flexible and positive partner to work with. ARTS hopes to renew their lease with the City so they may continue to offer arts, culture and education to National City youth. Significant Changes in Lease • Expansion of the premises to include access to the basement and the south parking lot. The basement would be used for storage. The south parking lot is the space behind the building that is currently being used to store items and is used as a work area or extension of their prop shop. This does not impact current parking at the premises and ARTS plans to activate the space and provide additional programming for National City residents. • The term of the Lease will be for a period of 5 years with the option to extend the term for an additional two 5 year terms upon mutual agreement. • ARTS agrees to increase the amount in capital projects provided annually within the City from $30,000 to $75,000 for each year of the lease. • The City and ARTS will continue to create an Arts, Culture and Education (ARTSCE) district and establish a public art program; ARTS agrees to enter into a mutually agreeable agreement for the management of public art funds if a percentage for art fee is approved. • The City is willing to undertake improvements so that all building/safety codes are met in the basement and on the west side of the building. This includes installing additional electric power and life safety systems such as fire sirens, strobes and pull stations. The City is also willing to improve the floors in the visual arts and music rooms to provide ADA compliance. However, the City's ability to undertake such improvements is dependent upon the annually approved budget as well as the annually approved capital improvement program. Upon completion of these improvements ARTS would be able to utilize the basement for storage and the west side of the building as an additional classroom so they can expanding programming offered to National City residents. • The City agrees to donate to ARTS, consistent with the City's Municipal Code, one or more city vehicles deemed as surplus to support ARTS public art and education programs. ARTS would be responsible for all expenses, including regular maintenance on the vehicles. Additional vehicles for ARTS would greatly improve their ability to efficiently complete public art projects in National City. For example, a truck would allow them to haul material to offsite projects. • ARTS agrees that upon completion of public art projects, the physical work of art will be transferred to the City and ARTS waives and releases all rights of ownership to the work of art. Staff Recommendation Staff recommend approval of the lease with ARTS. LEASE By and between the CITY OF NATIONAL CITY and A REASON TO SURVIVE, INC (ARTS) This Lease is made and entered into this 1 St day of July 2015, by and between the City of National City ("City"), hereinafter designated as "Lessor," and A Reason to Survive, a California non-profit corporation ("ARTS"), hereinafter designated as "Lessee." RECITALS A. Lessee is desirous of leasing from Lessor, and Lessor is desirous of leasing to Lessee, certain real property identified as the building located at 200 East 12th Street in National City, California. B. Lessee desires to use the Leased Premises to provide a safe, fun, and creative place for the community to receive hands-on arts education and attend arts & culture events that reflect the diverse community National City encompasses. The specific uses to be made of the Leased Premises are described in detail herein below. C. It is in the best interests of Lessor, on behalf of the citizens of National City, to enter in a lease of the Leased Premises with Lessee. Lessor envisions that the use of the Leased Premises by Lessee will enrich the lives of the citizens of National City by providing educational and cultural resources within the City. NOW, THEREFORE, the parties hereto agree as follows: 1. Levi' Status of Lessee. Lessee warrants that it is a California non-profit corporation and a 501(c)(3) Non-profit. 2. Leased Premises. Lessor does hereby lease, demise and let to Lessee the real property situated in the City of National City, County of San Diego, State of California, (approximately 20,000 square feet) of the building located (the "Leased Premises") at 200 Fast 12th Street in National City, California (the "Building"), otherwise known as the former National City Library building including the gallery (San Diego County Assessor's Parcel number 560-100-03) and the Kimball Recreation Center (2ad floor only) at 148 E. 12th Street in National City, California (San Diego County Assessor's Parcel number 560-100-03). The approximate configuration and location of the Leased Premises is shown on Exhibit A, attached hereto and incorporated herein by reference. The specific areas comprising the Leased Premises are identified as follows on Exhibit A: Museum, Lobby, Rehearsal 1, Rehearsal 2, Bathrooms adjacent to Rehearsal 2, Green 1 City of National City and ARTS, Inc. Lease Agreement - 2015 Room, Hall, Reading Room 1, Reading Room 2, upper floor of the Kimball Recreation Center, Great Hall, Director Office, Parks "SuperTD" Office, Facilities Supervisor Office, Break Room, Conference Room, Bathrooms adjacent to Break Room, Kitchen, Public Works Facility Maintenance/Prop Shop, Basement, adjacent south parking lot between 200 and 148 E 12th street. 3. Use. Lessee will operate and maintain a full service arts center serving the entire community with a diverse mix of visual, performing, literary, and media arts programming and events. This programming would benefit the community on several levels: a. Provide a safe, fun, and creative place for the community to receive hands-on arts education and attend arts & culture events that reflect the diverse community National City encompasses. b. Arts and Culture are a proven method to improve the quality of life in communities. This Center will act as a hub for arts and culture activities for the entire community. c. Reduce at -risk and criminal behaviors/activities in youth from the community by providing the arts as a prevention and intervention vehicle. This will result in lower city costs to eradicate and prosecute these behaviors. Youth will move from. being a liability to an asset for the city. d. Provide a clear, viable life and career pathway for children and youth in the community. 4. Term. The initial term of this Lease shall be sixty (60) months ("Term"), beginning on July 1, 2015 (the "Commencement Date"). The Lease payments set forth in Paragraph 5 will commence July 1, 2015. The Lessor and the Lessee have the option (collectively "Options") to mutually agree to extend the Term of this Lease for two (2) additional sixty (60) month period commencing when the Term expires. Lessee must be current on all obligations, including Liability Insurance, before the parties may extend the term of the Lease. 5. Rent. Capital Proiect Contributions. and Other Communitv Consideration. Lessee agrees to pay typical monetary rent, commit to annual capital projects within National City, and provide additional contributions for the benefit of the community as specified herein. 2 City of National City and ARTS, Inc. Lease Agreement - 2015 a. Lessee agrees to pay Lessor fifty thousand dollars ($50,000) per year, payable in quarterly installments to the City of National City, commencing July 1, 2015. b. Lessee agrees to provide seventy-five thousand dollars ($75,000) in capital projects annually within the City of National City, for each year of the lease. Examples of potential capital projects are capital improvements to the Arts Center building, public art throughout the community, event banners, gateway improvements, public signage, transit stop improvements, landscape, streetscape, and park improvements. Capital project value will be calculated based on the direct out of pocket cost expended by Lessee on the project. Lessee will submit a List of proposed projects on an annual basis and will include an estimated budget for review by Lessor. c. Lessee will form partnerships with Local schools, social service agencies and families in the community to recruit youth for programming. d. Lessee will work with local police, school officials and community leaders to target youth who would benefit from the program and measure improvements in their attitudes and behaviors. e. Lessee will provide an array of free daily programming (Monday through Saturday) in the visual, performing, literary, and media arts to youth and young adults in the community. National City residents will receive local preference for programming if there are space limitations. Programming will include Therapeutic Arts, Arts Education and College and Career Readiness. f. Lessee will provide fieldtrips and transportation to the community with the Van Go! Transportation program. g. Lessee will run a number of ARTS Enterprises on site that will employ area youth and provide an array of creative services to the city/community including commissioned art/murals, framing, large format printing, design and fabrication. Lessee commits to supervise community service hours with the National City school districts. h. Lessee staff and volunteers will provide their creativity, skills, and sweat equity to continually support and assist with the ARTS Center design, rehabilitation, construction, and decor. Lessee will hold a minimum of 4 annual events for the community. These will include gallery openings, showcases/performances, a community ARTS Day, and guest lectures/speeches. Lessee will work hand in hand with the Lessor on other events in the National City community in which they would like Lessor participation. 3 City ofNational City and ARTS, Inc. Lease Agreernent - 2015 j- Lessee will engage older members of the community as staff, teachers, volunteers, mentors, and allowing artists and arts group to use the center as needed — determined by the program schedule. k. Lessee will provide quarterly reports to the City denoting National City participant numbers, total participant numbers, events coordinated, capital projects completed, community service hours completed in coordination with local schools, and any other pertinent statistics. Lessee will allow National City use of the ARTS center when necessary for special events (e.g. National City Police Department uses Kimball Recreation Center for their headquarters for the 4th of July carnival). m. Lessee will continue to apply for funding to increase the depth and visibility of the arts within National City, with the intent to activate Kimball Park. n. Lessor wants to create an Arts, Culture and Education (ARTSCE) district and public art program; Lessee agrees to enter into a mutually agreeable operating agreement for the management of public art funds if a percentage for art fee is approved. o. Lessee wants to host events at Kimball Park and throughout National City throughout the term of lease. Lessee shall comply with City Council Policy number 804, City Support for Special Events & Use of the City Mobile Stage. Per City Council Policy number 804 a City Co -sponsored Event is defined as an annual event that occurs within the boundaries of National City. The Lessee must be a National City non-profit or branch thereof and the event must benefit National City and its residents. Lessee must submit an application on an annual basis to be considered for the City Co-sponsorship list: Applications must be submitted as a special event application to the Neighborhood Services Division. Upon approval by the City Council and to the extent that economic conditions and the Lessors resources allow, the Lessor may provide reasonable City support of up to $1,000 per event day to the Lessee and may absorb police costs associated with said events. Lessor and Lessee acknowledge that additional consideration for this Lease shall be the mutual benefit to be derived from Lessee's uses of the Leased Premises, as specified herein. 6. Assignment & Subletting. This Lease shall not be assigned, sublet, hypothecated, leveraged, or transferred without the prior written consent of the Lessor. 7. Repairs by Lessor. Lessor shall be required to make such repairs or replacements to the Leased Premises as may be required for normal maintenance and operation, which shall 4 City of National City and ARTS, Inc. Lease Agreement - 2015 include the repairs and/or replacements to all structural portions of the Building and all walls, floors, corridors, windows, HVAC, mechanical electrical, plumbing, paving and parking, exterior windows, and other structures and equipment within and serving the Leased Premises, and such additional maintenance as may be necessary because of damages by persons other than Lessee, its agents, employees, invitees, or visitors, all in accordance with standard practices for similar commercial buildings in the San Diego, California area. Without limiting the foregoing, notwithstanding anything to the contrary set forth herein, if Lessor is required to make repairs to take other corrective action in the Leased Premises by reason of Lessee's negligent acts or negligent failure to act reasonably, Lessor shall have the right to recover from Lessee the cost of the repairs or other work. Lessor is willing to undertake certain improvements at the premises, described below. Lessor's ability to undertake such improvements is dependent upon its annually approved budget as well as the annually approved capital improvement program. Lessor, at its sole discretion, may undertake the following improvements, at Lessor's own cost and expense. No representations, warranties, or assurances are made that funding will exist for the following capital improvement projects. a. Lessor will undertake improvements so that all building/safety codes are met in the basement and on the west side of the building where the Kitchen, Conference Room, and Administrative Offices are located. This includes, but is not limited to, installing additional electric power and life safety systems such as fire sirens, strobes and pull stations. Lessor shall assist Lessee with obtaining a building classification so the space where the Administrative Offices are located can be used as a classroom. b. Lessor will improve the floors in the visual arts and music rooms to provide ADA compliance. 8. Repairs by Lessee. Lessee agrees to repair or replace any damage or injury done to the Leased Premises, or any part thereof, caused by Lessee or Lessee's agents, employees, invitees, or visitors, at Lessee's own cost and expense. If Lessee fails to make such repairs or replacements promptly, Lessor may, at its option, make such repairs or replacements, and Lessee shall repay the cost thereof to the Lessor as additional rent within ten (10) days of written demand. However, for any repair work, other than repair work in emergency situations, costing over Five Hundred and no/100 Dollars ($500.00) to be performed by Lessee or Lessee's agents, Lessee shall not perform such repair work without Lessor's prior written consent. Any repairs or replacements in or to the Leased Premises, other than repair work in emergency situations, which would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00) and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice. 5 City ofNational City and ARTS, Inc. Lease Agreement - 2015 9. Routine Maintenance by Lessee. From and after the Commencement Date and during the Term, Lessee shall, at its own cost and expense, make all repairs and replacements required by this Lease, reasonable wear and use excepted, and excepting those repairs made by Lessor pursuant to Section 7 above. 10. Vehicle. On occasion, Lessor has surplus vehicles in its inventory. Lessor agrees to donate to Lessee, pursuant to and consistent with National City Municipal Code section 2.42.040(B)(4), one or more city vehicles deemed as surplus to support Lessee's public art and education programs. Any vehicles donated to Lessee are done so "as -is" with no implied or express warranties. Lessee shall be responsible for all expenses, including regular maintenance on the vehicles at Lessee's own cost and expense. 11. Waste. Lessee shall not commit waste (property abuse, destruction, or damage) beyond normal wear and tear of property improvements on the Leased Premises. 12. Improvements. Alterations, and Additions. Lessee shall not make or allow to be made any major alterations or physical additions in or to the Leased Premises which affect the structure or any other improvements without first obtaining the written consent of Lessor. All work shall be done by contractors approved by Lessor. Any alterations or physical additions in or to the Leased Premises, other than repair work in emergency situations, which would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000.00), and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice, in compliance with the Public Contract Code requirements. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. Any and all such alterations, physical additions, or improvements, when made to the Leased Premises by Lessee, shall at once become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease by lapse of time or otherwise; provided, however, this clause shall not apply to movable equipment or furniture owned by Lessee. Any Lessee improvements, alterations or additions shall comply with all government, local building code, permitting and competitive bidding requirements. Lessee shall give Lessor written notice five (5) days prior to employing any laborer or contractor to perform major work on the Leased Premises so that Lessor may post a notice of non -responsibility, if allowed by law. Lessee shall not be required to remove alterations, physical additions, or improvements upon termination of this Lease. 6 City of National City and ARTS, Inc. Lease Agreement - 2015 13. Utilities. Lessor will be responsible for utilities, including but not limited to electric, gas, fire alarm, sewer, trash and water. Lessee understands that it is responsible for the proper disposal of debris in the designated trash receptacles provided by the Lessor. No trash is to be placed in front of or on the sides of the container nor should any trash be placed on top of the lids. Lessee further understands that it will be billed accordingly for not disposing of trash in the proper manner, which includes breaking down all boxes and containers prior to being placed in the trash bins. 14. Indemnity and Insurance. a. Disclaimer of Liability. Lessor shall not at any time be liable for injury or damage occurring to any person or property from any cause whatsoever arising out of Lessee's construction, maintenance, repair, use, operation, condition or dismantling of the Leased Premises except to the extent caused by Lessor's sole negligence or willful misconduct. b. Indemnification. Lessee shall, at its sole cost and expense, defend, indemnify and hold harmless Lessor and its officials, boards, commissions, employees, agents, attorneys, and contractors (hereinafter referred to as "indemnities"), from and against: Any and all liability, obligation, damages, penalties claims, lien, costs, charges, losses and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses and consultants, which may arise out of or be in any way connected with the construction, installation, operation, maintenance, use, or condition of the Leased Premises or Lessee's failure to comply with any federal, state or local statute, ordinance or regulation. ii. Lessee's obligations to indemnify indemnities under this Lease shall not extend to claims, losses, and other matters covered hereunder to the extent such claims arise out of the sole negligence or willful misconduct of one or more indemnitiees. c. Assumption of Risk. Lessee undertakes and assumes for its officers, agents, affiliates, contractors and subcontractors and employees (collectively for the purpose of this section), all risks of dangerous conditions, if any, on or about the Leased Premises, and Lessee hereby agrees to indemnify and hold harmless Lessor against and from any claim asserted or liability imposes upon the Indemnitiees for personal injury or property damage to any person (other than from Indemnitee's sole gross negligence or willful misconduct) arising out of 7 City of National City and ARTS, Inc. Lease Agreement - 2015 installation, operation, maintenance, condition or use of the Leased Premises, or Lessee's failure to comply with any federal, state or local statute, ordinance or regulation. d. Defense of Lessor. In the event any action or proceeding shall be brought against Lessor by reason of any matter for which Lessor is indemnified hereunder, Lessee shall, upon notice from Lessor at Lessee's sole cost and expense, resist and defend the same with legal counsel mutually selected by Lessor and Lessee, provided however, that Lessee shall not admit liability in any such matter on behalf of Lessor without written consent of Lessor, and provided further that Lessee shall not admit liability for, nor enter into any compromise or settlement of, any claim for which it is indemnified hereunder, without the prior written consent of Lessor. e. Notice. Cooperation and Expenses. Lessee shall give Lessor prompt notice of the making of any claim or the commencement of any action, suit or other proceeding covered by the provisions of this paragraph. Nothing herein shall be deemed to prevent Lessor from cooperating with Lessee and participating in the defense of any litigation by Lessor's own counsel. f. Donation of Artwork. Lessee makes an unconditional donation, in perpetuity, of all public art to the City of National City. The Lessee understands and acknowledges that pursuant to Sections 37354 and 37355 of the California Government Code, the City is authorized to accept said donation for any public purpose that the City desires. Due to the nature of the donation work of art and the site on which it is installed, the Lessee and his/her agents, heirs, successors and assigns hereby waive any and all rights they may have under the California Art Preservation Act, as set forth in Civil Code Section 987. The Lessee agrees that upon completion, the physical work of art which is created pursuant to this Lease shall be transferred to and shall vest in the City of National City, and the Lessee hereby expressly waives and releases all rights of ownership to the work of art, including those under Civil Service Code Section 988. The Lessee, his/her agents, heirs, successors and assigns also agree not to attempt to defeat this waiver by cooperating with any organization which seeks to bring an action under Civil Code Section 989. g• Insurance. During the term of the Lease, Lessee shall maintain, or cause to be maintained, in full force and affect and at its sole cost and expense, the following types and limits of insurance: i. Worker's compensation insurance meeting applicable statutory requirements. 8 City of National City and ARTS, Inc. Lease Agreement - 2015 ii. Comprehensive commercial general liability insurance with minimum limits of Two Million and no/l00 Dollars ($2,000,000.00) as the combined single limit for each occurrence of bodily injury, personal injury and property damage. The policy shall provide blanket contractual liability insurance for all written contracts, and shall include coverage for products and completed operations liability, and independent contractor's liability. If any excavation work is undertaken, coverage for property damage from perils of explosion, collapse or damage to underground utilities, then blanket contractual liability insurance commonly known as XCU coverage shall also be provided. iii. Automobile liability insurance covering all owned, hired, and non -owned vehicles in use by Tenant, its employees and agents, with personal protection insurance and property protection insurance to comply with the provisions of state law with minimum limits of One Million and no/100 Dollars ($1,000,000.00) as the combined single limit of each occurrence for bodily injury and property damage. iv. At the start of and during the period of any construction by Lessee, builders all-risk insurance, together with an installation floater or equivalent property coverage covering cables, materials, machinery and supplies of any nature whatsoever which are to be used in or incidental to the installation of improvements. a. All policies other than for Worker's Compensation shall be written on an occurrence and not on claims made basis. vi. The coverage amounts set forth above may be met by a combination of underlying and umbrella policies so long as in combination the limits equal or exceed those stated. vii. Lessee shall furnish certificates of insurance to Lessor before commencement of the Lease term. h. Named Insureds. All policies, except for worker's compensation policies, shall name Lessor and its officials, boards, commissions, employees, agents and contractors, as their respective interests may appear, as additional insureds (herein referred to as the "Additional Insureds"). i. Evidence of Insurance. Certificates of Insurance of each insurance policy required to be obtained by Lessee in compliance with this paragraph, along with written evidence of payment of required premiums shall be filed and maintained 9 City of National City and ARTS, Inc. Lease Agreement - 2015 with Lessor annually during the term of the Lease. Lessee shall immediately advise Lessor of any claim or litigation that may result in liability to Lessor. Cancellation of Policies of Insurance. All insurance policies maintained pursuant to this Lease shall contain the following endorsement: At least thirty (30) days ' prior written notice shall be given to Lessor by the insurer of any intention not to renew such policy or to cancel, replace or materially alter same. k. insurance Companies. All insurance shall be affected under valid and enforceable policies, insured by insurer's licenses to do business by the State of California or surplus carriers on the State of California Insurance Commissioner's approval list of companies qualified to do business in the State of California. All insurance carriers and surplus line carriers shall be rated A+ or better by A.M. Best Company, or as otherwise approved by Lessor's Risk Manager. 1. Deductibles. All insurance policies may be written with deductibles not to exceed $50,000 unless approved in advance by Lessor. Lessee agrees to indemnify and save harmless Lessor, the indemnities and Additional Insureds from and against the payment deductible and from the payment of any premium on any insurance policy required to be furnished by the Lease. m. Contractors. Lessee shall require that each and every one of its contractors and their subcontractors who perform work on the Leased Premises on behalf of Lessee to carry in full force and effect, workers' compensation, comprehensive commercial general liability and automobile liability insurance coverages of the type which Lessee is required to obtain under the terms of this paragraph with appropriate limits of insurance. n. Review of Limits. Once during each calendar year during the term of this Lease or any renewal thereof, Lessor may review the insurance coverages to be carried by Lessee. If Lessor determines that higher limits of coverage are necessary to protect the interests of Lessor or the Additional Insureds, Lessor shall be so notified and shall obtain the additional limits of insurance at its sole cost and expense. o. The provisions of this Section 13 shall survive any termination of this Lease. 14. Inspection. Lessor, by and through its proper officers, reserves and shall always have the right, upon reasonable notice and at a reasonable time, to enter the Leased Premises for the purpose of viewing and ascertaining the conditions of the same and the operation and maintenance thereof. 10 City of National City and ARTS, Inc. Lease Agreement - 2015 15. Termination. Notwithstanding the provisions of Section 4, either Lessor or Lessee may terminate this Agreement without cause upon ninety (90) days' written notice to the other Party. 16. Removal of Personal Property. At the termination or expiration of this Lease or any renewal thereof, Lessee shall, within ninety (90) days of written request by Lessor, remove any and all personal property not owned by Lessor, placed or erected on the premises during the term thereof, or any renewal thereof, and that all expense connected with such removal shall be borne by Lessee. Lessor shall have the right to sell, destroy, remove, or otherwise dispose of any such personal property Left on the premises longer than ninety (90) days after termination of this Agreement. The premises shall be left by Lessee in a clean, neat and safe condition, and the exclusive possession and use of the property shall revert to Lessor. 17. Non Discrimination. Lessee agrees that there shall be no discrimination against or segregation of any person or group of persons because of race, color, creed, national origin, sex, sexual orientation, ancestry, marital status, physical handicap or medical condition in the use occupancy or enjoyment of the property, nor shall Lessee, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of users of the property. 18. Waiver. The failure or omission of Lessor to terminate this Lease for any violations of any of its terms, conditions, or covenants shall in no way be deemed to be a consent by Lessor to such violation and shall in no way bar, stop or prevent Lessor from terminating this Lease thereafter, either for such or for any subsequent violation of any such term, condition or covenant. 19. Signs. Lessee agrees that no sign, advertisement, or notices shall be inscribed, painted or affixed on or to any part or portion of the outside of the Leased Premises except to be of such type and color, size and style, and in such place as may be approved by Lessor. Any additional signage or changes to existing signage after the Commencement Date will require the Lessee to pay for and obtain in all regulatory approvals (permits) for the Leased Premises. 20. Waiver of Relocation Assistance. In consideration for the execution of this Lease by Lessor, Lessee hereby waives any claim for relocation assistance benefits to which it may otherwise be entitled under federal, state, or local law or regulations, upon vacation of the Leased Premises. 21. Americans with Disabilities Act. Upon commencement of this Lease, Lessee shall comply, at its sole cost, with requirements of ADA which provides for the removal of 11 City of National City and ARTS, Inc. Lease Agreement - 2015 architectural barriers that prevent equal access to disabled persons on the interior of the Leased Premises. Through the duration of the Lease, Lessor shall comply, at its sole cost, with requirements of the ADA which provides for the removal of architectural barriers that prevent equal access to disabled persons on the exterior of the Leased Premises. 22. Compliance with Environmental and Other Laws. Lessee shall not engage in activities upon the Leased Premises, or any portion thereof, for the purpose of or in any way involving the handling, manufacturing, treatment, storage, use, transportation, spillage, leakage, dumping, discharge or disposal (whether legal or illegal, accidental or intentional) or any hazardous or toxic substances, materials or wastes, or any wastes regulated under any local, state or federal law; provided, however, normal quantities and use of those hazardous or toxic substances or materials customarily used in the conduct of general office activities, such as copier fluids and cleaning supplies, may be used and stored by lessee at the Leased Premises. Lessee shall be, and remain for the term of this Lease, in full compliance with all applicable laws governing the use and occupancy of the Leased Premises including, without limitation, the handling, manufacturing, treatment, storage, disposal, discharge, use, and transportation of hazardous or toxic substances, materials or wastes, and any wastes regulated under any local, state or federal law. Lessee has been advised that no digging or excavation at the site will be authorized without appropriate environmental oversight. In addition, Lessee has been advised that this site may have been constructed with building materials that at this time are considered hazardous substances. 23. Obstruction. Except as permitted by this Lease, Lessee shall not place, install, maintain, or allow any combustible materials, unless stored in a storage unit specifically designed for combustible materials, in buildings, structures, or other improvements upon the Leased Premises and shall not cause or allow the surface elevation therein to be changed in any way whatsoever, without Lessor prior written approval. 24. Lessee's Obligation to ()nit. Lessee shall, upon termination of this Lease, leave and peaceably and quietly surrender and deliver to Lessor the Leased Premises and all improvements, buildings and fixtures hereon or constituting a part thereof and any replacements or renewals thereof in a good condition, order and repair as the same were at the Commencement Date or thereafter may have been put, reasonable wear and use excepted. Notwithstanding the foregoing, Lessee shall have the right at the expiration or earlier termination of the Term to remove from the Leased Premises Lessee's trade fixtures, equipment and personal property, provided that Lessee repairs any damage caused by such removal. 25. Hazardous Substances. Lessee shall indemnify, protect and hold harmless Lessor and each of its respective subsidiaries from and against all costs and damages incurred by 12 City of National City and ARTS, Inc. Lease Agreement - 2015 Lessor in connection with the presence, emanation, migration, disposal, release or threatened release of any oil or other petroleum products or hazardous materials or substances on, within, or to or from the Leased Premises as a result of (i) the operations of Lessee after the Commencement Date, and (ii) the activities of third parties affiliated with Lessee or invited on the Leased Premises by Lessee. Each party agrees that such party will promptly give written notice to the other party of any investigation, claim, demand, lawsuit or other action by any governmental or regulatory agency or private party involving the Leased Premises and any hazardous substance or environmental law of which such party has actual notice. 26. Taxes. Lessee recognizes and understands that this Lease may create a possessory interest subject to property taxation and that Lessee may be subject to the payment of property taxes levied on such interest. Lessee further agrees to pay any and all property taxes, if any, assessed during the term of this Lease pursuant to Section 107 and 107.1 of the Revenue and Taxation Code against Lessee's possessory interest in the Leased Premises. 27. Representations and Warranties. The parties represent and warrant that they have powers adequate for the execution, delivery and performance of their obligations under this Lease; they have taken all necessary actions required to make this Lease the valid and enforceable obligation it purports to be; and this Lease has been duly executed and delivered. 28. Severabilitv: Choice of Law. If any provision of this Lease shall be declared to be void or unenforceable either by law or by a court of competent jurisdiction, the validity or enforceability of remaining provisions shall not thereby be affected. Provided, however, that if any portion of Section 3 is determined to be void or unenforceable, the parties shall first make best efforts to revise Section 3 to the extent necessary to bring it into compliance with any law without sacrificing the intentions of the party, to the extent possible. If the parties cannot make such revisions to Section 3, the entire Lease shall be considered void, and the tenancy shall continue on a month -to -month basis, terminable by either party upon thirty (30) days' notice, until such time as a long-term lease may be entered into mutually agreed upon. 29. Brokers. Each party hereto represents and warrants to the other that it has not dealt with any broker in connection with the Leased Premises or this Lease. Each party hereto hereby indemnifies and holds the other harmless from and against any liability for commissions due any broker of finder with whom such party has dealt in connection with this Lease. 30. Mailings & Noticing. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, 13 City of National City and ARTS, Inc. Lease Agreement - 2015 return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile, fax or email; and, shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, three (3) days (five (5) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile, fax or email, when sent. Any payment, notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To the Lessor: To the Lessee: City Manager City of National City 1243 National City Boulevard National City, California 91950-4301 A Reason To Survive, Inc. Matt D'Arrigo 200 E. 12th St. National City, CA 91950 San Diego, CA 92106 619 297-2787 ext. 2001 mdarrigo@areasontosurvive.org 31. Entire Agreement. This Lease supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. 32. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength; (ii) each party has actively participated in the drafting, preparation and negotiation of this Lease; (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Lease; (iv) each party and such party's counsel and advisors have reviewed this Lease; (v) each party has agreed to enter into this Lease following such review and the rendering of such advice; and (vi) any rule or construction to the 14 City of National City and ARTS, Inc. Lease Agreement - 2015 effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Lease, or any portions hereof, or any amendments hereto. 33. No Agency. Nothing in this Lease Agreement shall cause or imply any agency relationship or duty between Lessor and Lessee. 34. Counterparts. This Lease may be signed in counterparts. 35. Recordation. This Lease may be recorded. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written above. CITY OF NATIONAL CITY (Lessee) By: Ron Mon-ison, Mayor APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney A REASON TO SURVIVE, INC. (Lessor) (Corporation —signatures of two corporate officers required.) t (Nam Aegr--6 (Print) /fur (I'itle) (Name) ei B U(tk 3 (Print) (Title) 15 City of National City and ARTS, Inc. Lease Agreement - 2015 -1 (D r+ m (D c) v ---I xi > ,r'WI 100 i UV RESOLUTION NO. 2015 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A FIVE YEAR LEASE WITH TWO FIVE-YEAR EXTENSIONS WITH A REASON TO SURVIVE (ARTS) TO PROVIDE ARTS, CULTURE, AND EDUCATION AT THE PROPERTY IDENTIFIED AS THE BUILDINGS LOCATED AT 200 EAST 12TH STREET AND THE SECOND FLOOR OF 148 EAST 12TH STREET IN NATIONAL CITY WHEREAS, as part of the General Plan the City's goal is to develop a cultural arts program to encourage and facilitate the development of art in public spaces and promote greater public awareness of architectural, urban design, and cultural heritage of the City; and WHEREAS, A Reason to Survive ("ARTS") has been a catalyst in establishing an arts, culture, and education district in the National City downtown area, and is dedicated to creating a movement behind the importance of the arts as a prevention and intervention vehicle to create positive transformation in children and youth facing adversity; and WHEREAS, ARTS and the City of National City desire to enter into a Five -Year Lease with two five-year extensions (the "Lease") for ARTS to provide arts, culture, and education at the properties located at 200 East 12th Street and the second floor of 148 East 12th Street; and WHEREAS, the term of the Lease will be for a period of 5 years with the option to extend the term for an additional two 5-year terms upon mutual agreement, for a total of 15 years; and WHEREAS, as part of the agreement, ARTS agrees to enter into a mutually agreeable operating agreement for the management of a public art fund if the City Council adopts an art fee; and WHEREAS, ARTS will increase the amount in capital projects provided annually within the City from $30,000 to $75,000 for each year of the lease; and WHEREAS, ARTS agrees that upon completion of public art projects, the physical works of art will be transferred to the City and ARTS waives and releases all rights of ownership to the work of art; and WHEREAS, the City will make certain improvements to the building so that safety codes are met in the basement and on the west side of the building, and improvements to the floors in the visual arts and music rooms to provide ADA compliance; and WHEREAS, the City's ability to undertake such improvements is dependent upon the annually approved budget as well as the annually approved capital improvement program; and WHEREAS, the City agrees to donate one or more City vehicles deemed surplus to support ARTS public art and education programs, consistent with the City's Municipal Code, and ARTS would be responsible for all expenses, including regular maintenance on the vehicles. Resolution No. 2015 — Page Two NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the Mayor to execute a Five -Year Lease Agreement with two five-year extension options with A Reason to Survive to operate and maintain the National City Arts Center to enrich the lives of the citizens of National City by providing arts, culture, and educational resources at the properties located at 200 East 12th Street and the second floor of 148 East 12th Street. Said Lease Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 16th day of June, 2015. ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney Ron Morrison, Mayor • er1k,IrEO Av CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950 619-336-4228 phone / 619-336-4229 fax Michael R. Dalla, CMC - City Clerk A REASON TO SURVIVE (ARTS) Lease for National City ARTS Center Audrey Denham (Community Services) Forwarded Copy of Lease to A Reason to Survive (ARTS)