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HomeMy WebLinkAboutRAILWORKS TRACK SERVICES, INCINSURANCE ON FILE WORK MAY PROCEED N UNT L INSURANCE EXPIRES o �•1.23 CLERK OF COUNCIL DATE: A-2022-012 e� LEASE AGREEMENT BY AND BETWEEN THE CITY OF SANTA ANA AND RAILWORKS TRACK SERVICES, INC. FOR USE OF THE SANTA ANA REGIONAL a TRANSPORTATION CENTER FACILITIES THIS LEASE (the "Lease") is made as of February 1, 2022, by and between The City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City" or "Landlord"),and RailWorks Track Services, Inc. ("Tenant'). 1. EXHIBITS: The following exhibits are attached hereto and incorporated herein by reference: Exhibit "A" The Premises Exhibit "B" Additional Lease Conditions 2. PREMISES: Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, upon the terms, covenants and subject to the conditions set forth herein, a portion of the property located at 1000 East Santa Ana Boulevard in the City of Santa Ana, commonly known as the Santa Ana Regional Transportation Center (SARTC). Specifically, Tenant will be leasing the portion identified as Suite 103, consisting of approximately 1,452 square feet of interior office space (hereinafter referred to as the "PREMISES"), Tenant shall be solely responsible at its own expense for all improvements made to the Premises and obtain all necessary permits. The Premises are more particularly described in Exhibit A. The Landlord reserves the right to reconfigure the lease space or relocate the Tenant within SARTC by providing Tenant with a 30-day notice of such reconfiguration or relocation. 3. COMMENCEMENT OF TERM: The term of this Lease (the "Term") shall be for a period of one (I) year, which shall commence on February 1, 2022 (the "Commencement Date"), unless sooner terminated or extended as provided herein. 4. ADDITIONAL LEASE CONDITIONS: Tenant acknowledges that this lease is subject to compliance with the additional lease conditions attached hereto as Exhibit B. These additional lease conditions are a material part of this lease agreement and any default of these conditions will be deemed a major breach and will subject this lease to termination per the terms identified herein. 5. EXTENSION PERIODS: Landlord shall have the right, but not the obligation, to provide Tenant the option to extend the Tenn for twelve (12) additional periods of one (1) month each on the same terms and conditions as set forth in this Lease. Each option shall be agreed to in writing by the Landlord and Tenant prior to the expiration of the Term or any Extension Period then in effect. If Tenant does not exercise its option to extend as provided herein, Tenant will be deemed a holdover Tenant and subject to paragraph 7 of this lease. The lease is subject to a Consumer Price Index (CPI) increase for any extension period. 1 6. RENT: Upon the Commencement Date, Tenant shall pay to Landlord, as rent ("Rent") the monthly sum of Three Thousand Six Hundred and Thirty Dollars ($3,630.00) in advance, on the 1st day of each calendar month and continuing through the life of the Tenn. Any partial month shall be prorated at $120 per day. All payments of Rent and other sums due to Landlord hereunder shall be made payable to "The City of Santa Ana" and remitted to: City of Santa Ana M-13, 20 Civic Center Plaza, PO Box 1988, Santa Ana, CA 92702. A LATE CHARGE OF TEN PERCENT (10%) SHALL BE APPLIED TO ANY PAYMENT HEREUNDER DUE BUT UNPAID AFTER THE 16TH of the month. Landlord and Tenant hereby agree that Rent for any Extension Period, if the option for such is exercised, shall be subject to a CPI adjustment annually on the anniversary of the commencement date of the term hereof. 7. HOLDOVER: Tenant has no right to retain possession of the Premises or any part thereof beyond the expiration or termination of this Lease. In the event that Tenant holds over, then the Rent shall be increased to 150% of the Rent applicable immediately preceding the expiration or termination. Nothing contained herein shall be construed as consent by Landlord to any holding over by Tenant. Any holding over by Tenant of the Premises after the expiration or termination of this Lease shall operate and be construed as a tenancy from month to month subject to the terms of this Lease, terminable by either party upon thirty (30) days prior written notice to the other. 8. LANDLORD'S TITLE: (a) Landlord hereby covenants, represents and warrants to Tenant that Landlord has fee simple title to the Premises and has the full right and lawful authority to make this Lease. Notwithstanding anything contained herein to the contrary, if there are any liens, security interests, restrictions, leases, encumbrances, encroachments, laws, ordinances, governmental rules or regulations, title restrictions, zoning, endangered species or any other matters which in fact interfere with Tenant's use of the Premises, then Tenant may terminate this Lease without owing any liability to Landlord. Landlord covenants that so long as Tenant is not in monetary default as defined hereunder, Tenant shall have quiet and peaceful possession and enjoyment of the Premises, all improvements located thereon and of all easements, rights and appurtenances thercunto belonging. 9. DELIVERY OF POSSESSION UPON TERMINATION OR EXPIRATION OF TERM: Tenant agrees to deliver to Landlord physical possession of the Premises upon the termination or expiration of this Lease in good condition except, however, ordinary wear and tear, damage by fire or any other casualty, or damage from any other cause unless such other cause is solely attributable to the negligence of Tenant. 10. ASSIGNMENT AND SUBLETTING: Tenant may not assign this Lease or sublet the Premises or any part thereof without the prior written consent of Landlord. 11. TENANT'S REPAIRS, ALTERATIONS AND FIXTURES: Except for reasonable. wear and tear, Landlord agrees at Landlord's expense to (1) provide general building maintenance, and (2) maintain in good repair the foundation, retaining walls and structural soundness of the Premises. Landlord agrees to keep the Premises in good repair, including the plumbing, electrical wiring, air-conditioning and heating equipment. Subject to Landlord approval, Tenant may make and pay for any renovations, alterations and improvements to the Premises as Tenant deems desirable and Tenant agrees that all such alterations and improvements shall be made in a good and workmanlike manner and in such fashion as not to diminish the value of the building, and that no such alterations shall compromise the structural integrity of the Premises. All improvements, additions, alterations, and repairs shall be in accordance with applicable laws and at Tenant's own expense. Tenant shall indemnify and defend Landlord for all liens, claims, or damages caused by remodeling, improvements, additions, alterations, and major repairs made by Tenant. It shall be Tenant's 's duty to keep the Premises free and clear of all liens, claims, and demands for work performed, materials furnished, or operations conducted on the Premises at the request of Tenant. On surrendering possession of the Premises to Landlord at the expiration or sooner termination of this Lease or any Extension Period, Tenant shall be required to return the premises in the same condition upon commencement of lease except for normal wear and tear. Tenant may paint the interior of the Premises and may also paint, erect or authorize the installation of"temporary signs" in accordance with a signage plan that is pre -approved by the Landlord. Landlord shall not install or maintain, or permit anyone other than Tenant to install or maintain, any signs on any part of the Premises or within the air space above the Premises during the Term or any Extension Period of this Lease. 12. MAINTENANCE: Landlord shall provide at its own cost and expense janitorial services for the Premises. Janitorial supplies and services shall be provided on a five -day -per - week basis. 13. COMPLIANCE WITH LAWS: Tenant shall make and pay for nonstructural improvements and alterations to comply with all applicable laws, rules, regulations and ordinances of any and all applicable governmental entities (the "Governmental Laws" applying to the physical condition of the Premises and the building located thereon and arising solely from Tenant's conduct of business. TENANT ACKNOWLEDGES THAT THE PREMISES HAS NOT UNDERGONE AN INSPECTION BY A CERTIFIED ACCESS SPECIALIST (CASP). 14. UTILITIES: Landlord agrees to pay for all utilities furnished to the Premises and which are consumed by Tenant, during the Term and any Extension Period, including charges or at, electricity, garbage disposal and trash disposal. assessments for water, sewer, gas, he 15. ESTOPPEL CERTIFICATES: Landlord and Tenant shall, from time to time upon thirty (30) days' request by the other (but not to exceed more than three (3) times in any given calendar year), execute, acknowledge and deliver a statement, dated currently, certifying that this Lease is unmodified and in full, force and effect (or, if there have been modifications, that this Lease is in full effect as modified, and identifying such modifications) and the dates to which the aid and that no default exists in the observance of this Lease and no event of e been t of Rent It h p r event of default default has occurred and is continuing, or specifying each such default o which Landlord or Tenant may have knowledge, it being intended that any such statement may 3 be relied upon by Landlord's or Tenant's Mortgagees, any prospective purchaser of the interest of Landlord or Tenant in their respective premises described herein. 16, INDEMNITY: Tenant shall indemnify, defend, and hold harmless City, and its respective agents, representatives, employees, subsidiaries and affiliates losses, a penseParttsso' from and against any and all actions, suits, claims, demands, judgments, liabilities, injuries and damages to persons and property, including death, arising out of or related to Tenant's use of the Premesis, the entry by any Tenant Party on the License Area or surrounding property, or Tenant's breach or default in the performance of any of its obligations under this Agreement; provided, however, that Tenant will not be obligated to indemnify the Covered Parties from any claims arising solely from the gross negligence or willftll misconduct of a Coveted Party. If any action or proceeding is brought against any Covered Party by reason of any such claim, Tenant, upon receipt of written notice from Covered Party, shall defend the same at Tenant's expense with legal counsel reasonably acceptable to Covered Party. Payment shall not be a condition precedent to recovery under any indemnification in this Agreement, and a finding of liability or an obligation to indemnify shall not be a condition precedent to the duty to defend. The provisions of this Section 16 shall survive the termination or expiration of this Agreement. enn or any Extension Period, Tenant shall maintain 17. INSURANCE: Throughout the T insurance as described below: a. Commercial General Liability Insurance: Commercial general liability insurance for injury to person (including death) or damage to property occurring within the building arising out of the use and occupancy thereof by Tenant, its licensees, employees, invitees, agents and customers. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence and $5,000,000 in the aggregate. Such insurance shall (a) name the City, its rofafice s, employe ote , agenttorywi olunt e r to and representatives as additional insured(s); (b) be primary insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $5,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. Worker's Compensation Insurance. In accordance with the provisions of C. Section 3300 of the Labor Code, Tenant, if Tenant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Tenant agrees too ccidenain ant maintain any employer's liability insurance with limits not less than $1,000,000 per a 4 d• Property Insurance. Tenant shall maintain not less than $1,000,000 Fire Legal liability on all real property being leased, including improvements and betterments owned by the Landlord, and shall name the Landlord as a loss payee. Tenant shall also provide fire insurance on all personal property contained within or on the leased premises. The policy must be written on an "all risks" basis, excluding earthquake and flood. The Tenant shall name the Landlord as additional insured. e. Interruption of Business Insurance. Tenant shall, at its sole cost and expense, maintain business interruption insurance by which the minimum monthly rent will be Paid to Landlord for a period of up to (1) year if the premises are destroyed or rendered inaccessible by a risk insured against by a policy of standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements. f. The following requirements apply to the insurance to be provided by Tenant pursuant to this section: i. If the Tenant maintains broader coverage and/or higher limits than the minimums shown above, the Landlord shall be entitled to the broader coverage and/or higher limits maintained by the Tenant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Landlord. ii. Tenant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. iii. Certificates of insurance shall be furnished to the Landlord upon execution of this Agreement. iv. Certificates and policies shall state that the policies shall not aspect cancelled in or Ntiut reducedcoverage ntiie10 days' notice thirty (30)days prior ritten notice to the City, except for non-payment of premium. V. If Tenant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the Landlord with required proof that insurance has been procured and is in force and paid for, the Landlord shall have the right, at the Landlord's election, to forthwith terminate this Agreement as provided herein. 18. DAMAGE BY CASUALTY (a) hi the event of a fire or other casualty in the Premises, Tenant shall immediately give notice thereof to Landlord. i (b) If the Premises, through no fault of Tenant, its agents, employees, invitees, or visitors, shall be partially destroyed by fire or other casualty so as to render the Premises untenantable as reasonably determined by Landlord, Rent shall abate in proportion to the percentage of square footage of the Premises rendered unusable until such time as the Premises are made tenantable as reasonably determined by Landlord. The 5 entire Premises shall be made tenantable by Landlord's diligent repair within sixty (60) days following the fire or casualty incident. (c) Except where Landlord is not obligated to repair or rebuild the Building or the Premises, Landlord will use due diligence to repair or rebuild the same (except that Landlord will have no obligation to repair or replace any alteration, addition, or improvements to the Premises other than the Tenant Improvements installed at Landlord's expense which will be repaired only to the level of Building Standard Improvements). (d) In the event of W the total destruction of the Premises, (ii) the partial destruction of the Premises or the Building where the same is so damaged that it cannot, in Landlord's reasonable opinion, be repaired within sixty (60) days of the occurrence of such damage, or (iii) damage or destruction as a result of any casualty for which insurance proceeds are not available to pay 100% of the cost of repair or rebuilding, Landlord will have no obligation to repair or rebuild the Premises or the Building. o Ynoccurrence ill Make its determination whether to repair or rebuild within sixty (60) day such damage or destruction. Upon notification to Tenant of Landlord's decision not to repair or rebuild, this Lease shall terminate. In such an event, Tenant shall be reimbursed by Landlord any rent monies transferred s afterfrom the Tenatermint t on to n loe d during this sixty (60) day period within fourteen (14) y 19, EMINENT DOMAIN: (a) if (i) all or part of the Premises, the building located thereon, or (ii) so much of any rights in the Premises or the building located thereon shall be taken or appropriated under any right of eminent domain or under any other legal right whereby the taking authority is obligated to compensate Landlord therefor so that there does not remain enant for the operation of its business, then Tenant may premises suitable in the sole opinion of Tdate terminate and cancel this Lease without owingLandlord any liabilityivin to Lant Landlord written ' notice Of the condemning authority takes physical possession upon g g such election. Landlord eestimme Tenanly t within ten notice ) thereof, providing to Tenant fuiys after any notice of ll or actual taking or appropriationg limitation copies of all conemnation plans orr surveys submitted bypthe condemning authorwithout details of such taking or authority, statement of the nature ofthe project to be conducted by the condemning authority, and such other information as might be necessary to enable Tenant to determine its future course of conduct. TENANT ACKNOWLEDGES THAT LANDLORD'S EXERCISE OF ITS RIGHT TO TERMINATE THIS LEASE UNDER ANY THIS PARAGRAPH SHALL NOT ENTITLE TENANT TO ANY RIGHTS OR CLAIMS FOR RELOCATION BENEFITS OR ANY OTHER CLAIMS RELATED TO CONDEMNATION OR INVERSE CONDEMNATION. anceled as a result of any taking or (b) If this Lease shall be terminated and c appropriation, Tenant shall bered d from be prorated further Landlord shaIl immediately refundility and Rent and other sums to ro the last month of Tenant's Occupancy sha Tenant any sums paid in advance. l-9 (c) Tenant reserves unto itself the right to prosecute Tenant's claim for an award for damages for the termination of this Lease caused by such appropriation or taking, together with damages based on the value of Tenant's improvements and Tenant's fixtures and other personal property erected or installed on the Premises and damages Tenant may sustain to the interest in the business operated by Tenant on the Premises, including, but not limited to, goodwill, patronage, and the removal, relocation, and replacement costs and expenses caused by such appropriation or taking, and Tenant may file such claims as are permitted by taw for the loss of its leasehold interest, business dislocation damages, moving expense, or other damages caused by such taking or appropriation. Tenant's right to receive compensation or damages for its fixtures or its personal property shall not be affected in any manner by this Lease. 20. LIENS: Tenant shall promptly remove and discharge, at its cost and expense, all mechanic's liens, or other liens, for labor performed or materials furnished with respect to the Premises by or for Tenant. 21. PARKING AREA: Tenant acknowledges that Landlord has entered into an agreement with the Orange County Transportation Authority for the construction of the OC Streetcar at SARTC, which is tinder construction. Such construction may affect the number of parking spaces available at any one time, though it is not possible to determine the precise effect at the time of this Lease. Surface Parking Lots 1 and 2 allow up to 72-hour parking. Landlord will provide parking passes to identify all Tenant vehicles parked at SARTC at no cost to Tenant. If the parking structure at SARTC is full, Tenant and Tenant's agents, employees, customers and invitees must use the surface lots at SARTC. 22. TENANT'S DEFAULT: (a) if Tenant shall default in payment of Rent, when due, Landlord shall forward written notice, pursuant to Section 22, of such default to Tenant, and the failure of Tenant to cure such default within three (3) days after the date of receipt of such notice shall, at the sole option of Landlord, cause the termination of this Lease. (b) if Tenant shall default in the performance of any other terms or provisions of this Lease, and if Landlord shall give to Tenant written notice, pursuant to Section 22, of such default, and if Tenant shall fail to cure such default within thirty (30) days after receipt of such notice, Landlord at its sole option, shall cause the termination of this Lease immediately. 23. HAZARDOUS SUBSTANCES: (a) As used herein, the term "Hazardous Substances" shall mean, without limitation, any substance that is biologically or chemically active or any hazardous, toxic, or dangerous waste, substance (including, but not limited to, lead -based paint, asbestos or petroleum derivative substances), or material defined as such in (or for purposes of) (i) any state, federal or local environmental laws, interpretive letters, regulations, decrees or ordinances, (ii) the Comprehensive Environmental Response, Compensation and Liability Act, as amended, (iii) the Resource Conservation and Recovery Act, (iv) any of the state or local "Super Fund", "Super Lien" or "Cleanup Lien" laws or (v) any other federal, state or local statute, law, ordinance, code, rule, interpretive letter, regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning any such substances or materials or any amendments or successor statutes with respect to any of the foregoing. 7 (b) During the Term of this Lease, Tenant represents and warrants that no Hazardous Substances will be stored on the Premises and no Hazardous Substances will be discharged on the Premises by Tenant. Tenant agrees that such representations and warranties shall survive any termination of this Lease, and Tenant agrees to indemnify and hold harmless Landlord from any and all costs, expenses, claims and damages, including, but not limited to, attorneys' fees and costs of remediation, arising from Tenant's breach of any of the representations and warranties contained in this Section. 24. NOTICE: Any notice, tender, demand, delivery, or other communication pursuant to this Lease shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, to the following persons. TO TENANT: TO CITY: RailWorks Track Services, Inc. Public Works Agency City of Santa Ana Attn: Ernesto Rivera 20 Civic Center Plaza (M-21) 12740-B Lakeland Road Santa Ana, California 92701 Santa Fe Springs, CA 90670 Attention: Executive Director of Public Works Agency AND Clerk of Council City of Santa Ana 20 Civic Center Plaza (M29) Santa Ana, California 92701 A party may change its address by giving notice in writing to the other party at least 15 days prior to the effective change. Thereafter, any communication shall be addressed and transmitted to the new address, if sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 25. USE: For the purposes of this Lease, Tenant's intended use of the Premises is strictly for office space. No other use of the Premises shall be permitted without written consent of Landlord. 26. GENERAL PROVISIONS: (a) This Lease (and the documents referred to herein) constitutes the entire agreement between the patties pertaining to the lease of Suite 103 contained herein and supersedes any and all prior and contemporaneous agreements, representations and understandings, oral or otherwise, between or among the parties with respect to the matters contained herein. (b) This Lease shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, legatees, distributes, legal representatives, successors and assigns. (c) This Lease shall not be modified, amended or supplemented, in whole or part, without the prior written consent of all parties hereto. Each and every waiver of any covenant, representation, warranty or any other provision hereof must be in writing and signed by each party whose interests are adversely affected by such waiver. No waiver granted in any one instance shall be construed as a continuing waiver applicable in any other instance. (d) If any legal action or other proceeding is brought for the enforcement hereof, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions hereof, the successful or prevailing party or parties shall be entitled to recover attorneys' fees, court costs and all expenses even if not taxable as court costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. (e) The parties hereby agree that each party and its attorneys have reviewed and revised this Lease and that the normal rule of constriction, to the effect that any ambiguities are resolved against the drafting party, shall not be employed in the interpretation of this Lease and no other rile of strict construction shall be used against any party. All exhibits and schedules attached or to be attached hereto, and all other agreements and instruments referred to herein, are hereby incorporated herein by reference, as fully as if copied herein verbatim. (f) This Lease shall be governed by the internal laws of the State of California without regard to and excluding its principles of conflicts of laws. (g) The parties further agree that upon request, they shall do such further acts and deeds, and shall execute, acknowledge, deliver and record such other documents and instruments, as may be reasonably necessary from time to time to evidence, confirm or cart' out the intent and purposes of this Lease. (h) Unless the context in which used clearly requires another construction, throughout this Lease, the masculine gender shall be deemed to include the neuter of feminine or both, the neuter gender shall include the masculine or both, and the singular of terms shall include the plural and vice versa. The section headings are for convenience only and shall not affect the construction hereof. (i) if any one or more of the provisions hereof shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or rmenforceability shall not affect the validity or enforceability of any other provision hereof, which shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. The parties intend that if any provision hereof is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid. 0) Time is of the essence in the performance of each parry's respective obligations. 9 (k) This Lease may be executed simultaneously in one or more counterparts, each of whical, but all of ne instrument, and itrshall tnot ,be'necessary that which ta ken sigleocgether ,ounterpat bear the itute one in the r the signatures of all parties. (1) Unless expressly stated to be exclusive, no remedy conferred herein shall be deemed to be exclusive of any other remedy conferred herein or any other remedy now or hereafter available at law or equity. All remedies conferred herein, and all remedies now or hereafter available at law or equity, shall be deemed to be cumulative and not alternative, and may be enforced concurrently or successively- (m) All provisions of this Lease shall be construed as covenants and agreements where used in each separate provision hereof and shall bind and inure to the benefit of the parties hereto, their respective heirs, legal representatives ,successors and assigns. (n) All periods of time shall include Saturdays, Sundays and legal holidays; provided give notice falls on a Saturday, Sunday or legal holiday, that, if the last day to perform any act or then such act or notice shall be timely performed if given on the next succeeding business day. (o) Nothing contained in this Lease shall be deemed or construed by the parties hereto or by any third party to create the relationship of principal and agent or of partnership or of joint venture or of any association between Landlord and Tenant, and no provision contained in this Lease nor any acts of the parties hereto shall be deemed to create any relationship between Landlord and Tenant other than the relationship of landlord and tenant. [Signatures on the following page] 10 A-2022-012 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: Gomez of the Council APPROVED AS TO FORM Sonia R. Carvalho City Attorney CITY OF SANTA ANA Kristine Rii g�e� City Manager RAILWORKS TRACK SERVICES, INC. By: Jim S. Austin III Jose Montoya Vice President, General Manager Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba, PE Executive Director Public Works Agency 11 EXHIBIT A -PREMISES 12 8W SF co tL N W w a m_ x w FIRST FLO� - -- — - Suite 103 EXHIBIT B ADDITIONAL LEASE CONDITIONS SARTC business hours are seven days a week from 5AM to midnight and there is on -site security 24/7. if tenant needs to access tenant space during non -business hours they will need to contact the security guard on duty at657-236-9293 or657-236-9266. Tenant must provide SARTC Property Management Office with a point of contact for regular business hours and after hours. 13 RAA U g 1e DATE (MMIDOIYYYYI CERTIFICATE OF LIABILITY INSU A b Angl,zDzz IRL =D BY THE POLICIES THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RI TS P N T E�(^CE';II�/ ER. T Td��IRI' INSL®.�Ql: AUTHORIZED CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER T V BELOW. THIS CERTIFICATE OF INASN RTHE CERT FSCATE HOLDER.NOT UTE A CONTRACT BE E fis`u�I rsed. REPRESENTATIVE OR PRODUCER, the polic les must have A I�AL INSUr.ED pro rA IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, y( )Certain polici qui•a r,i endorsen6Mtj1O If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, — this certificate does not confer rights to the certificate holder in lieu of suchCT Sabrina endorsement(s)Gariba' NAME: NA:212-9947047 PRODUCER PHONE 212-994-7100 Arthur J. Gallagher Risk Management Services, Inc. E-01AI1. 250 Park Avenue, 5th Floor ADIIA11. Sabrina Gaiba a .corn NAICM New York NY 10177 INSURERS AFFORDING COVERAGE 23043 INSURED Rai a oLa Track Road LLC O Unit B Santa Fe Springs, CA 90670 DVERAGES t.trc nrn.,+� •- THIS - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED T INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, IMS- POLICY EFF POLICY FXP LIMITS EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REIN PmNvoo�mYY 3R POLICY NUMBER 12023 EACH OCCURRENCE $ 5,000 000 TYPEOFINSURANCE IN D WV TB5621095327032 DAM S1,000,000 CLAIMS -MADE Ifl OCCUR Incl. Cont.I iab 50' RR Exl. Del 'L AGGREGATE LIMIT APPLIES PER: POLICY II JECT � LOC q AUTOMOBILELIAaILITY X ANY AUTO OWNED AUTOS AUTOS ONLY HIRED AUTOSONLV UMSRELLALIAB EXCESS LIAR SCHEDULED AUTOS NON -OWNED AUTOS ONLY OCCUR COMBINED SINGLE LIMIT $2,000.000 4/1/2022 4/11202a" Ea accMent AS5-621-095327-042 BODILY IN, (Per person) S BODILY INJURY (Per accitlenq S PronPERTY DAMAGE S WA2-62D-095327-012 4/1/1022 022 I 411/2023 2023 WA2-621-095327-022 ri y volunteers and representatives are included oESCRIPTION OF OPERATIONS 0 T5ast LOCATIONS to Ana Boulevard CLESrd C RD 101, A The Ci Re of SantaeAna its officers, employees, agents¢ Re: Suite 106, sAdditional bed unseo a Gene ell LiabilitynoytrPolicy here required by written contract.blhty where required by wrliten contract. Cross LlabilitylSeverability o ;ERTIFICATE HOLOttt SHOULD EXPIRY ION ATE THEREOF, NOOCEI WILL CANCELLED DELIVERED BEFORE IN THE EXPIRATION DATE THEREOF, ACCORDANCE WITH THE POLICY PROVISIONS. The City of Santa Ana Attention. Executive Director of Public Works Agcy AUTHORIZED REPRESENTATIVE 20 Civic Center Plaza (M-21) < < ",.._ Rhk DDivisionS Santa Ana CA 92701 .�".� , REvltwED6APPRwED BY.' © J988-2015 ACORD A Acu'k�o ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Risk Management Spedallst A. Section II — Who Is An insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury' or "property damage" caused, in whole or in part, by Your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader cont contrat act agich you reement are to required by the provide for such additional insured. SCHEDULE POLICY NUMBER:TB5-fi21-095327-032 COMMERCIAL GEN R 20 37 04 3LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LESSEES ACON RACTORSR COMPLR ETEDSOPERAT OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART With respect to the insurance afforded additional insureds, the following is Section III — Limits Of insurance: B. Name of Additional Insured Person(s) Or Organization(s): All Fersnnx or nrganieat ,m ae required by written Camract nr 'ntturrenee' or u[rence, to provide udditimiA agreemen6 Frtur in an insured status. to these added to If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Location And Description Of Completed Operations Per Written Contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG 20 37 0413 © Insurance Services Office, Inc., 2012 Rick Muug,,,reDhvion ReAeXED ^�&A�avPRw® BY: AW�WIRisk Management S I DATE IMMIDDIYYYV) Cr_ OF COMMERCIAL PROPERTY INSURANCE 3/2512022 AC VKV EVIDEN THIS EVIDENCE HE ADDITOIONAL COMMERCIAL tNTER IA NAMED BELOW. THIS EVIDENCE DOES NONCE IS ISSUED AS ATd FFIRMATIVELYOOR NEIGAT VELY AMEND, EXTEND OR ALTER THE SSU RTHE A INSURER(S)AFFOR, DBYTHEAUTHORIZED REPIES E BELOW. OW. T IS EVIDENCE OF INS PRODUCER, AND URANHE E DOES NOT C INTERESTONS A CONTRACT BETWEEN COMPANY NAME AND ADDRESS NAIL NO:19437 PRODUCER NAME, PHONE 212-994-7100 CONTACT PERSON ANDADDRESS DNo r: Lexington Insurance Company Arthur J. Gallagher Risk Management Services, Inc. 100 Summer Street 250 Park Avenue, 5th Floor Boston, MA 02110 Newyork, NY 10177 NAMED INSURED AND ADDRESS RailWorks Track Services, Inc. 12740 Lakeland Road Santa Fe Springs CA 9070 AODITIDNAL NAMED INSUREDIS) IF MULTIPLE COMPANIES, COMPLETE SEPARATE FORM FOR EACH POLICY TYPE LOAN NUMBER EFFECTIVE DATE EXPIRATION DATE 04/0112022WON _-` if more space is required) POLICY NUMBER CONTINUED UNTIL TERMINATED IF CHECKED -E OF PRTY INSURANCE MAY THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE PTHISOucr rtlalvC ,,...,..ROPE -- --- ANY REQUIREMENT, TERM OR CONDITION NDITION OF AN INSURANCE AFY CONTRACT OR OTHER FORDED BY THE POL CIESOCUMEDESCRf IBEDI TH HEREIN IS SUBJECTRESPECT TOICH TO ALL THEIDTERMS, EXCLUSIONS AND CONDITIONS BE ISSUED OR MAY PERTAIN, OWN Y HAVE BEEN REDUCED BY PAID CLAIMS. OF SUCH POLICIt BROAD X SPECIAL I I COVERAGE URANCE: $25,000,000 BUSINESS INCOME 0 RENTAL VALUE BLANKET COVERAGE TERRORISM COVERAGE IS THERE A TERRORISM -SPECIFIC EXCLUSION? IS DOMESTIC TERRORISM EXCLUDED? LIMITED FUNGUS COVERAGE FUNGUS EXCLUSION (If "YES', specify organization's form used) REPLACEMENT COST AGREED VALUE COINSURANCE EQUIPMENT BREAKDOWN (If Applicable) ORDINANCE OR LAW -Coverage for loss to undamaged portiol - Demolition Costs Incr. Cost of Construction EARTH MOVEMENT WIND I HAIL INCL ❑ YES ❑ NO NAMED STORM INCL ❑YES ❑ NO If YES, LIMI i'.S5p0u,Uuu If YES, indicate values) reports Attach Disclosure Notice I DEC If YES, LIMIT: If YES, If YES, LIMITS25,00 IfYES, LIMIT fncludl If YES, LIMIT:S1,00( If YES, LIMIT:S1,001 ft 4jhYES,Different Provisions: to Diffrent Provisions: Actual Loss DED: # of months: wwrn�,..�,.._ ___- BE ;ANCELLATION SHOULD DNN ACCORDANCE WITH THE AY OF THE ABOVE DESCRIBE LCPOLICIES BE Y PROVISIONS.CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL DELIVE ADDITIONAL INTEREST LOSS PAYEE LENDER SERVICING AGENT NAME AND ADDRESS CONTRACT OF SALE LENDERS LOSS PAYABLE X MORTGAGEE NAME AND ADDRESS The City of Santa Ana Risk Management Division AUTHORIZED REPRESENTATIVE 20 Civic Center Plaza, 4th floor �, �°Ir D'� Santa Ana, CA 92701 '9 REvlEv�6APPRaVm BY' © 2003-2015 ACORD 9' A AcwuGo The ACORD name and logo are registered marks of ACORD Risk Managementspecialist ACORD 28 (2016103) AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE AGENCY Arthur J. Gallagher Risk Management Services, Inc. POLICY NUMBER 14627210 CARRIER Lexington Insurance Company NAMED INSURED RailWorks Track Services, Inc. 12740 Lakeland Road Santa Fe Springs CA 9070 NAIC CODE 19437 EFFECTIVE DATE: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 28 FORM TITLE: EVIDENCE OF COMMERCIA Page 1 Of 1 Id - $100,000 per Occurrence, except as follows: as Federal , subject to a minimum of 00 any one occurrence,ral Emergency Management of Total Insurable Values at the time of the loss at each location involved in the loss or damagee ,Pris locations wholly or partially within Special Flood Hazard Areas (SFHA), areas of 100-year flooding, as defined by the FFedent Earthquake - $100,000 per Occurrence, except as follows: 5 % of Total Insurable Values at the time of the loss at each location involved in the loss or damage, subject to a minimum of $500,000 any one occurrence, as respects locations in California, Alaska, Hawaii and/or Puerto Rico 5% of Total Insurable Values at the time of the loss at each location involved in the loss or damage, subject to a minimum of $250,000 any one occurrence, as respects locations in the New Madrid Earthquake Zone Counties 5 % of Total Insurable Values at the time of the loss at each location involved in the loss or damage, subject to a minimum of $250,000 any one occurrence, as respects locations in the Pacific Northwest Earthquake Zone Counties ,storm - $100,000 Per Occurrence, except as follows: Typhoon Tropical Cyclone, Tropical Storm or Tropical Depression), of Total Insurable Values at the time of the loss at each location involved in the loss a damage arising out of a Name .m (a storm that has been declared by the National Weather Service to be a Hurricane, Typ P udless of the number of Coverages, Locations or Perils involved (including but not limited to, all Flood, wind, wind gusts, storm surges, tornados, cyclones, or rain) and subject to a minimum deductible of $250,000 any one occurrence Tropical Cyclone, Occurrence for the peril of Named Storm (a storm that has been declared by the National Weather Service to be a Hurricane, Typhoon, p , Y pica/ Storm f Tropical Depression) in Tier 1 Counties, regardless of the clones, hob orrain).Coverages, Locations or Perils involved (including but not limited to, all od, (however caused) wind, wind gusts, storm surges, tornados, cyclones, : Property located at 1000 East Santa Ana Boulevard In the City of Santa Ana, Suite#106. / of Santa Ana Is include as Loss Payee. 101 (2008/01) The ACORD name and logo are registered marks of ACORD REVIEWED & APPROVED BY: A+fZ Acwalo Ruk Management Spedrist POLICY NUMBER: AS5-621-095327-042 COMMERCIAL AUTO CA04441013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER S AGAINT OTHERS TO US (WAIVER OF SUBROGATON) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SCHEDULE Name(s) Of Person(s) Or Organization(s): Where required by contract or written agreement prior to loss and allowed by law. be shown in to The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident' or the 'loss" under a contract with that person or organization. CA 04 44 10 13 © Insurance Services Office, Inc., 2011 Rj kM,,gm dD-,ViSWn REVIEWED & APPROVED 6Y: �' Risk Management specialist WAIVER OF TRANSFER F RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization:Any person or organization you have agreed in writing to waive any right of recovery prior to a loss this The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section Iv — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations ies e peson or organization shown in the onlyhthe Schedule above. will be shown in the CG 24 04 05 09 © Insurance Services Office, Inc., 2008 wakna�,.g�eD�n ,'I ,e; r�enEvuFn 6 nrvRw®ar: ' A,�t Acwato "— =_' Risk Management SpedaRst POLICY NUMBER: T135-621-095327-032 COMMERCIAL GENERA ILIA ILITY 413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED C ORGANIZATION PERSON OR This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended o t. include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 2 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in theheaddtio al in ured(s) e of your ongoing heoperations ation(s) designated above. C. However: 1. The insurance orded to theto such additional extent permitted by insured only applies law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. ce B With respect to the to these additional insureds, 'n then following ed additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or That portion of "your work" out of which the injury or damage arises has oeen put organi to its intended use by any person on other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. applicable This endorsement shall not increase the Limits of Insurance shown in the Declarations. CG 20 10 04 13 © ISO Properties, Inc., 2012 tu.kM�„otn� I ; BEVIEVPED&APPROVED BY: OMMIM'Ruk Management SpeUAI't SCHEDULE Name Of Additional Insured Person(s) All persons or organizations as required by written contract or agreement, prior to an "occurrence" or offence, to provide additional insured status. per Written Contract or agreement in to CG 20 10 04 13 © Insurance Services Office, Inc., 2012 REviEv/ED®Der =�I' Risk Management Spechlist COMMERCIAL AUTO POLICY NUMBER:AS5-621-095327-042 CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(S) Or person or organization whom you have agreed in writing to add as an additional insured, but only to ;rage and minimum limits of insurance required by the written agreement, and in no event to exceed :r the scope of coverage or the limits of insurance provided in this policy. required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph AA. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 "DW1un vN: � RENEWED 6 MPRavED BY: Risk Management Speciallst DATE (MMIDDNYYY) �coRO® EVIDENCE OF PROPERTY INSURANCE I 4/12/2022 MATTER OF INFORMATION ONLY AND CONFERS UPON THE THIS IPROPERTY IBELOWNAS A THIS EV DENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMENDEXTEND OR ALTER THE ADDITIONAL INTEREST NAMED ,w E RIGHTS CO VERAGE AFFORDED BY THE IZ OLICIE ESENTATIVEIOR PS BELOW. IRODUCER, AND THE ADDITIONAL N EREST ISSDENCE OF INSURANCE DOES NOT UING A CONTRACT BETWEEN THE COMPANY AGENCY I ikr,, N., EAY 4 1 "' Arthur J. Gallagher Risk Management Services, Inc. 250 Park Avenue, 511h Floor New York, NY 10177 INSURED RailWorks Track Services LLC 12740 Lakeland Road Unit B Santa Fe Springs CA 90670 coverage. Lexington Insurance Company 100 Summer Street Boston, MA 02110 LOANNUMBER EFFECTIVE DATE I EXPIRATION DATE 04101/2022 04/01/2023 THIS REPLACES PRIOR EVIDENCE DATED: POLICY NUMBER 14627210 CONTINUED UNTIL TERMINATED IF CHECKED 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 RESPECTSC WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIIMITS SOWN MAY HAVEContractors EE EquipmentREDUCED BY PAID CLAIMS. L X Limit and Deceit home Equipment ration Trailers - Any One Trailer epartment Service Charge ant Cleanup and Removal aggregate le Coverage ANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. LOSS PAYEE City of Santa Ana Attn:E,Center Pl aza o Publiij Works Agency 20 Civ Santa Ana, CA 92701 ADDITIONAL INSURED MORTGAGEE LOAN N REPRESENTATIVE LENDERS LOSS PAYABLE 91993-2UTD AU% 27 (2016/03) The ACORD name and logo are registered marks of ACORD REMEWED 6 APPROVED BY: A+ju Acuv44z Risk Management SpedAut NOTICE OF COMPLIANCE CITY STAFF: PRINTTHIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor RailWorks Track Services, Inc. Name: Project A-2022-012 Number: Lease Agreement By And Between The City Of Santa Ana And Project Railworks Track Services, Inc. For Use Of The Santa Ana Name: Regional Transportation Center Facilities The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: POLICY EXPIRATION COI TYPE OF INSURANCEFILE NAME NUMBERDATEDATE AUTOMOBILE AS562109532704304/01/202409/28/2023Santa Ana rev.pdf LIABILITY GENERAL LIABILITYTB562109532703304/01/202408/25/2023Santa Ana.pdf City-of-Santa- Ana_RailWorks- PROPERTY1462721004/01/202403/31/2023Track_23-24- Property_3-31- 2023_2066853579_1.pdf WORKERS Santa Ana COI exp COMPENSATION AND WA262D09532701304/01/202403/15/2023 2024.pdf EMPLOYERS' LIABILITY Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 11/2/2023 12:52 PM