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PPS Parking, Inc. - 2011-06-20
Council/Agency Meeting Held: 12 Deferred/Continued to: Approved ndi ion y A roved Hied ity ler 's Si tune Council Meeting Date: August 6, 2012 Departmen D Number:` ED 12-25 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Bob Hall, Deputy City Manager/Director of Economic Development SUBJECT: Approve and authorize execution of the First Extension to the License and Operation Agreement between the City and PPS Parking, Inc. for Parking Valet Services for the Main Promenade Parking Structure Statement of Issue: Authorize First Extension to License and Operation Agreement between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services for the Main Promenade Parking Structure. The extension is for a one year term through June 20, 2013, and authorizes the City Manager, or his designee, to execute a second one year extension. Financial Impact: The proposed First Extension to the License and Operation Agreement will generate an estimated $15,390. The revenue will be allocated to General Fund Parking Structure (10000100.44040). Recommended Action: Motion to: A) Approve the "Extension No. 1 to License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" at the Main Promenade Parking Structure; and, B) Authorize the Mayor and City Clerk to execute the "Extension No. 1 to License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" and all other related documents. Alternative Action(s): Do not approve the Agreement and/or direct staff accordingly. HB -213- fit-lem 10. - 1 REQUEST FOR COUNCIL ACTION MEETING DATE: 8/6/2012 DEPARTMENT ID NUMBER: ED 12-25 Analysis: On June 20, 2011, City Council approved a License and Operation Agreement between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services at the City owned Main Promenade Parking Structure. Valet operations were launched on June 24, 2011, and concluded on September 5, 2011. During the initial season, the valet program increased downtown parking supply by as much as 58 stalls during peak demand and PPS Parking parked a total of 3,835 cars over 35 service days, an average of 110 cars per day. On May 31, 2012, the City of Huntington Beach Zoning Administrator approved Entitlement Plan Amendment 12-04, amending Conditional Use Permit (CUP) 2010-011 and Coastal Development Permit (CDP) 2010-009. The permits allow the operation of the valet program at the Main Street Promenade parking structure. Program amendments include the following: • Drop-off Point - The vehicle drop-off point was relocated from the southwest corner of 3rd Street and Olive Avenue to southeast corner of Main Street and Olive Avenue to provide further convenience to valet users. • Vehicle Storage — The valet operator can reduce the vehicle storage area based on demand needs. Particularly, during week low demand periods, the valet operator may reduce the vehicle storage area to as small as 30 stalls • Valet Operational Periods — Operation periods were extended accordingly: o Thursday (final US Open weekend): 9 am - 12am o Friday, Saturday, Sunday: 9 am - 12 am c Major Event Days (i.e. 4th of July, US Open Final Sunday): 6 am — 12 am The license agreement approved on June 20, 2011, allows for up to two (2) one year term extensions at the mutual consent of both parties. Staff recommends approval of the first extension which includes the following terms: 1. A one year license extension (June 21, 2012, through June 20, 2013) shall be granted per Section 5 of the License Agreement. 2. PPS Parking, Inc. shall adhere to the conditions set forth by Entitlement Plan Amendment 12-04, Conditional Use Permit (CUP) 2010-011 and Coastal Development Permit (CDP) 2010-009. 3. PPS Parking, Inc. shall pay a licensing fee equivalent to $9 per stall per day, with a minimum base fee of $270 per day. This fee structure allows PPS Parking to reduce the vehicle storage footprint during periods of low vehicle demand. 4. The City Manager, or his designee, shall be authorized to approve a second contract extension, if needed. 5. All other contract terms established in the License Agreement shall remain in effect. Environmental Status: NA Strategic Plan Goal: Enhance economic development Item 10. - 2 xB -214- REQUEST FOR COUNCIL ACTION MEETING DATE: 8/6/2012 DEPARTMENT ID NUMBER: ED 12-25 Attachment(s): 1 "Extension No. 1 to License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" 2 Insurance Certificate HB -215- Item 10. - 3 ATTACHMENT # 1 EXTENSION NO. 1 TO LICENSE AND OPERATION AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PPS PARKING, INC. FOR PARKING VALET SERVICES This Extension No. 1 is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "CITY," and PPS PARKING SERVICES INC., a California corporation, hereinafter referred to as "LICENSEE." WHEREAS CITY and LICENSEE are parties to that certain agreement dated June 20, 2011, entitled"LICENSE AND OPERATION AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PPS PARKING, INC. FOR PARKING VALET SERVICES" which shall hereinafter be referred to as the Original Agreement; and CITY and LICENSEE wish to extend the term of the Original Agreement for an additional one (1) year period, and to provide for new conditions related to the performance of the Original Agreement, NOW, THEREFORE, it is agreed by CITY and LICENSEE as follows: 1. EXTENSION OF TERM Effective as of June 20, 2012, the Original Agreement is hereby extended for an additional one (1) year period, and shall now terminate on June 20, 2013, unless further extended by mutual written agreement of the parties, or sooner terminated as provided in the Original Agreement. The City Manager of CITY, or his designee, is hereby delegated the authority to approve an additional one (1) year extension of the Original Agreement on behalf of CITY. 2. ADHERENCE TO APPROVED ENTITLEMENTS LICENSEE shall adhere to the conditions set forth in all CITY-approved entitlements, including Entitlement Plan Amendment 12-04, Conditional Use Permit 2010-011, and Coastal Development Permit 2010-009. 3. ADJUSMENT OF LICENSING FEE During the term of this Extension, LICENSEE shall pay a licensing fee equivalent to Nine Dollars ($9.00) per parking stall per day, with a minimum base licensing fee of Two Hundred Seventy Dollars ($270.00)per day. 12-3408/82170 1 4. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties h eto have caused this Extension No. 1 to be executed by their authorized officers on 06 , 2012. PPS PPARKING, INC., a California CITY OF HUNTINGTON BEACH, corporation a California municipal corporation By: I Mayor Name (type or print) Its (circle one)Chairm siden ice President City Cle �����✓ AND INITI D AND APPROVED: By: r , Deputy City Manager/Director of Economic Name_ �' t/ 'i l Development �As rint) Its (circle one Secretarysistant Secretary/Chief Financial Officer tant Treasurer APPROVED AS TO FORM: '-�Ci`ty Attorne REVI 4ND APPROVED: Cit er 12-3408/82170 2 ATTACHMENT #2 { OP ID:MH (MMIDOIYYYY) CERTIFICATE OF LIABILITY INSURANCEF"ATro7/261112 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, I IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policyiles)must be endorsed. If SUBROGATION IS WAIVED,subject to I the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the a certificate holder 16lieu of such endorsements. PRODUCER CN 909-981-5210 NAMEACT Hamilton B Ins Aggcyy,LLC 909-985-3448 �"o xl AICA_X No: California Licensicons e No.0069219 P.0.Box 1949 AUBR15Ss: Upland CA 91786-1949 cu DB ER to a.ppSPA-1 Derek drewart INSURERS AFFORDING COVERAGE NAIC 0 1 INSURED PPS Parking Inc. INSURERA:Travelers Indemni of CT , P.O.Box 16636 INSURERB:Com West Insurance Cam an Irvine„CA 92623 INSURERC: INSURER D INSURERE: t + INSURER F: COVEiAGES 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 i INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE 13EEN REDUCED BY PAID CLAIMS. INSR 00 B POL C EXP s TYPE OF INSURANCE POLICY NUMBER IDD/YYYY MMIDDIYYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 A X COMMERCIAL GENERAL LIABILITY X 6604789A134 12J17111 12/17/12 PREMISE Eaocaxrence $ 300,00 1 CLAIMS-MADE ®OCCUR MEDEXP(Any ono Poison) $ 10,00 PERSONAL&ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOPAGG $ 2,000,00 s POLICY PRO- LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT S 1,000,00 jA X ANYAUTO BA7833L785 12117/11 12/17/12 (Eaaccldonl) _ 1 BODILY INJURY(Par person) S ALL OWNED AUTOS BODILY INJURY(Per accident) S SCHEOULEDAUTOS PROPERTY DAMAGE $ i X HIRED AUTOS (Per occident) i X NON-OWNEDAUTOS S ( $ UMBRELLA LIAR X OCCUR URRENCE S 4,000,00 EXCE9SLIAB CLAIMS-MADE TE $ 4,000,00 A EX9494B261 12/17/11 :1:21171t12DEDUCTIBLE X RETENTIONWORKERS COMPENSATION XTATUt'lr- O7H- AND EMPLOYERS'LIABILITY YIN B OFFICEOPRIE EREXCLUDEo9ECUTIVP D NIA CA005001048-008 12/17111 12/17/12 E.L.EACH ACCIDENT $ 1,000,00 I (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,00 if yes,daaalbe Ondor DES RIA710N OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,00 A 7J11 12J17112 GarageKeepers Liab 66047BOA134 12J1 $1,000,000 EACH LOCATION DE9CRIPTION of OPERATIONS/LOCATIONS 1 VEHICLES(AUach ACORD 101,AddlllonarRomarks Schedule,If Moro aPacela required) Cancellation Provision reverts to 10 days for non-paymentof premium. Certificate holderThe City of Huntington Beach Its elected or appointed officials,a' ants,officers employees and volunteers are Included as k �JjF�R(vIcGRAT�P,City AtEo ey additional Insured pera6ched Form. ,1, /Z , CERTIFICATE HOLDER CANCELLATION I CITYHB1 - SHOULD-ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN The City of Huntington Beach, ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Maln Street AUTHORIZED REPRESENTATIVE Huntington Beach,CA 92646 —D 8 . 01988.2009 ACORD CORPORATION, All rights reserved. I ACORD 26(2009109) The ACORD name and logo are registered marks of ACORD 4 i } iI 4 } POLICY NUMBER: 6604789A134 COMMERCIAL GENERAL LIABILITY i THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL. INSURED - DESIGNATED PERSON CAR 1 ORGANIZATION I This endorsement modifies Insurance provided under the following: t COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE F Name of Person or Organization: l The City of Huntington Beach It's elected or appointed officials,agents Officers,cmployees and volunteers. 24 }E " 7iI S` 1 l } or no entry appears above,Information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement,) WHO IS AN INSURED(Section 11)Is amended to Include as an Insured the person or organization shown in the [ Schedule as an insured but.only with respect to liability arising out of your operations or premises owned by or rented to you. i r i f i F i i } F l i t 1 i 1 F (j t l E I CC 20 26 11 85 Copyright,Insurance Services Office,Inc., 1984 Page 1 of 1 0 i #1 E t f 1 } COMMERCIAL AUTO POLICY NUMBER: BA7833)L,785 THIS ENDORSEMENT CHANGES THE POLICY:PLEASE READ IT CAREFULLY. I t ADDITIONAL INSURE® 1 { This endorsement modifies Insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM { Paragraph c. of the WHO IS AN INSURED provision 1. No liability is assumed by that person or organi- includes the person or organization Indicated below, zation for the payment of any premiums stated in but only for his, her or Its liability because of We or the policy or earned under the policy, omissions of an"Insured"under paragraphs a.or b.of 2, In the event of cancellation of the policy., written t that provision, subject to the following additional pro- notice of cancellation will be mailed by us to that visions: person or organization. i Person or Organization f City of Huntington Beach It's elected or appointed officials,agents Officers,employees and volunteers l i t {7t} i It 3 i { i !!{ti I 3 i t i CA T3 0102 99 Page 1 of 1 i f t 1i I I OP 1D.MH ACOR V' DATE IMMIDDIYYYY) EVIDENCE OF COMMERCIAL PROPERTY INSURANCE 07/2512012 THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN I THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. { PRODUCER ME, PHONE COMPANY NAME AND ADDRESS NAICNO: #j coNTAACTPsRSONANpAODRESS c Na.Exn:909-981-5210 19038 Hamilton Brewart Fns-Aggcyy, C---i Travelers California License No.(1D1 6249 P.O.Box 98832 P.0.Box 1949 Chicago,IL 60683-8932 Upland CA 91 78 5-1 949 Derek grewart 4 AI¢No 909-986.3448 aouREss: IF MULTIPLE COMPANIES,COMPLETE SEPARATE FORM FOR EACH CODE: OJG505 - SUB CODE: POLICYTYPE AGENCY ppSPA-1 C OMERID#• i NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER PPS Parking Inc. 6604789A134 P.O.Box 16636 Irvine,CA 92623 EFFECTIVE DATE EXPIRATION GATE ( CONTINUEO UNTIL 12117111 12117l12 TERMINATED IF CHECKED i ADDITIONAL NAMED INSURED(S) THIS REPLACES PRIOR EVIDENCE DATED: i l PROPERTY INFORMATION Use REMARKS on pane 2 if mares ace Is required) ®BUILDING OR❑BUSINESS PERSONAL PROPERTY LOCATIONIDESCRIPTION 1 sure operates a ve su teas ul val 1800 E.Garry a garkd corn any. xe p fo It Santa Ana,CA 92705 OI<ea fe�guPaAyal evant9.�tvas aze ch j THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING t ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY t BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 1S SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS t OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. t COVERAGE INFORMATION PERILS INSURED BASIC BROAD I X I SPECIAL 3 COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 157,600 DED:$2,500 YES NO NIA ❑BUSINESS INCOME ❑RENTAL VALUE X if YES,LIMIT. Actual Loss Sustained;#of months: j BLANKET COVERAGE If YES,Indicate value(s)mported'on property idenl18ad above:$ I TERRORISM COVERAGE X Attach Disclosure Notice!DEC IS THERE A TERRORISM-SPECIFIC EXCLUSION? X IS DOMESTIC TERRORISM EXCLUDED? X LIMITED FUNGUS COVERAGE X1 If YES,LIMIT: DEG: }i FUNGUS EXCLUSION(if"YES",specify organizations form used) X ( REPLACEMENTCOST X AGREED VALUE X COINSURANCE X IfYES, % EQUIPMENT BREAKDOWN(I(Applicable) RYES,LIMIT: DER: ORDINANCE OR LAW -Coverage for lose to undamaged portion of bldg X Demolition Costs X if YES,LIMIT. DED: Incr.Cost of Construction X If YES,LIMIT: DED: S EARTH MOVEMENT(if Applicable) X I if YES,LIMIT: DED: FLOOD(If Applicable) X If YES,LIMIT: DED: WIND/HAIL(If Subject to Different Provisions) X RYES,LIMIT: DED: PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE X i HOLDER PRIOR TO LOSS ' CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE r DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 0 I ADDITIONAL INTEREST MORTGAGEE CONTRACT OF SALE LENDER SERVICING AGENT NAME AND ADDRESS LENDERS LOSS PAYABLE X AdditionalInsured NAMEANDADDRESS City of Huntington Beach SEE Remarks section ' 2000 Main Street AUTHORIZED REPRESENTATIVE Huntington Beach,CA 9254B 64A,.04%9-. ACORD 28(2009112) Page 1 of 2 ©2003-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD i 3 i EVIDENCE O);COMMERCIAL PROPERTY INSURANCE REMARKS-Including S eclal Conditions(Use only if mores ace is required) 1 he City of Huntington Beach,it's elected of appointed officials, agents,officers,employees and volunteers are named as Addit}nal Insured y } } i i t i I i } 1 i I } 3 1 F i i i 1 } i 1 I 1 - i 4 i 4 i 3 } I i j� I i 3 t } I {I i i i I i I f ACORD 28(2009112) Page 2 of 2 {t I E 4 DX T3 7103 98 I ADDITIONAL INSURES i ! THIS ENDORSEMENT CHANGES THE POLICY,PLEASE READ IT CAREFULLY i This endorsement modifies insurance provided under the following: 4 F DELUXE PROPERTY COVERAGE PART The person or organization indicated below is added as an additional insured,as their interest may appear,for the i described property only: i SCHEDULE The City of Huntington Beach, it's elected or appointed officials Agents,officers,employees and volunteers f 3 } '• PhyaOV I Legal Nallces @2008 The Travelers Companies,Inc. t i i f i 1 I ii 3 f i r 1 i r i `E f i f i t I i City ®f Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk August 8, 2012 PPS Parking, Inc. Attn: Karen Such P. O. Box 16635 Irvine, CA 92623 Dear Ms. Such: Enclosed is a duly executed copy of "Extension No. 1 to License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services." Sincerely, Joan L. Flynn, CMC City Clerk JF:pe Enclosure G:followup:agrmtltr Sister Cities: Anjo, Japan ® Waitakere, New Zealand Council/Agency Meeting Held:_ Deferred/Continued to: I*Ap ove ❑ Conditionally Approved ❑ Denied Cit Cle s ignatur Council Meeting Date: June 20, 2011 Department ID Number: ED 11-28 CITY OF HUNTINGTON REACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Stanley Smalewitz, Director of Economic Development SUBJECT: Approve and authorize execution of a License and Operation Agreement between the City and PPS Parking, Inc. for Parking Valet Services at the Main Promenade Parking Structure scheduled to begin June 24, 2011 Statement of Issue: Authorize execution of License and Operation Agreement between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services for the Main Promenade Parking Structure scheduled to begin June 24, 2011, through September 5, 2011. This is a pilot program to increase parking supply in the downtown during the peak demand days. Financial Impact: The proposed License and Operation Agreement will generate $25,200. The revenue will be allocated to General Fund Parking Structure (10000100.44040). Recommended Action: Motion to: A) Approve the "License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" at the Main Promenade Parking Structure during the 2011 summer season; and, B) Authorize the Mayor and City Clerk to execute the "License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" and all other related documents to finalize the License and Operation Agreement. Alternative Action(s): Do not approve the Agreement and/or direct staff accordingly. 1113 -27- Item 11. - 1 REQUEST FOR COUNCIL ACTION MEETING DATE: 6/20/2011 DEPARTMENT ID NUMBER: ED 11-28 Analysis: As part of the update of the Downtown Specific Plan, a parking study was completed by Kimley Horn in September 2009. Based on the study, it was found that the greatest demand for parking was during the weekends in the peak season from Memorial Day weekend to Labor Day weekend. One of the recommendations was to implement valet services in the downtown to help increase parking capacity. Subsequently, the City of Huntington Beach Zoning Administrator approved CUP 2010-011/CDP 2010-009 which allows valet parking in the Main Promenade Parking Structure. In February 2011, the Economic Development Department and Community Services Department issued a Request for Proposals (RFP) seeking a valet service operator. The intent of the Summer Valet Pilot Program will be to evaluate the demand for valet services in the downtown area and measure the increase in parking capacity generated by such a program. The proposed Summer Valet Pilot Program will operate during summer weekends, Fourth of July, and Labor Day. The selected days of operation coincide with the downtown peak parking demand days. The proposed valet program will utilize 3rd Street (near Olive Ave) as a valet drop-off/pick-up area and vehicles will be parked on the southern half of the lower level of the Main Promenade Parking Structure. The program is expected to increase parking capacity by up to at least 25 parking stalls. After completing an evaluation process, City staff selected PPS Parking, Inc. as the preferred valet operator and requests approval of the License and Operation Agreement. PPS Parking, Inc. shall provide all labor, supervision, and all other necessary items needed to operate a high-quality, professional valet program. Service highlights include: • License and Operation Agreement: PPS Parking, Inc. will pay the City a licensing fee of $25,200 to operate the valet program utilizing the southern 80 stalls of the lower level of the Main Promenade Parking Structure for vehicle storage. • Conditions of Approval: PPS Parking, Inc. will meet all requirements of CUP 2010- 011/CDP 2010-009 • Proposed Days and Hours of Operations: Thirty five (35) days consisting of summer weekends, 5 PM to 11 PM, Friday, and 12 PM to 11 PM, Saturday and Sunday; Fourth of July 12 PM to 11 PM; and Labor Day, 12 PM to 11 PM. Valet operations. will commence June 24, 2011, and conclude September 5, 2011. • Valet Location: Southwest corner of Olive Ave and 3rd Street. • Valet Parking Area: The valet parking area will consist of the southern 80 stalls of the lower level of the Main Promenade Parking Structure. • Valet Service Rate: Valet fees shall correspond to the following rate schedule: o Less than 4 hours - $12.00 (standard) o More than 4 hours (less than 11 hours) - $20.00 (standard) o Less than 4 hours - $15.00 (Holiday and Special Events) o Four hours or longer (less than 11 hours) - $25.00 (Holiday and Special Events) 0 4th of July flat rate (less than 11 hours) - $35.00 o August 7 flat rate (less than 11 hours) - $35.00 (Closing day of US Open) Item 11 . - 2 11I3 -208- REQUEST FOR COUNCIL ACTION MEETING DATE: 6/20/2011 DEPARTMENT ID NUMBER: ED 11-28 PPS Parking, Inc will reserve the right to reduce valet service fees, but under no circumstance shall PPS Parking, Inc. increase valet service fees from those stated above. • Customer Service: The valet operator must respond immediately to customer complaints and inquiries. The valet operator is expected to provide excellent customer service to internal and external clients. • Records and Reports: The operator will provide monthly operation reports to the City, which will include the following information: o The number of customers served each day of operation, differentiating stays of less than four hours and more than four hours; o Complaints received and the resolution of the complaint; o Documentation describing incidents or accidents. • Term: One year term with two one-year options. PPS Parking, Inc. will pay the City of Huntington Beach a licensing fee of$25,200 based on a rate of$720 per day of operation. The City will maintain the right to extend the contract for two additional years. Environmental Status: NA Strategic Plan Goal: Enhance Economic Development Attachment(s): ® - 1. "License and Operation Agreement Between the City of Huntington Beach and PPS Parking, Inc. for Parking Valet Services" 1113 -209- Item 11. - 3 ATTACHMENT # 1 LICENSE AND OPERATION AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PPS PARKING, INC. FOR PARKING VALET SERVICES THIS LICENSE (the "License") is made and entered into effective G_ O�� 2011 by and between the CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California ("City") and PPS PARKING INC.,a California corporation("Licensee"). WHEREAS, City wishes to License that certain real property consisting of the southern eighty (80) stalls of the lower level of the Main Promenade Parking Structure, located at 200 Main Street, for vehicle storage, as well as the southwest corner of Olive Avenue and 3`d Street for "cuing" and service (collectively the "Premises"), in the City of Huntington Beach. Licensee desires to license the Premises in the manner set forth below. NOW, THEREFORE,the parties covenant and agree as follows: SECTION 1. PREMISES A map depicting the specific locations of the Premises is set forth in Exhibit "A.", is attached hereto and incorporated herein by this reference. This License is not intended to confer third-party beneficiary status to anyone. SECTION 2. GRANT OF CONCESSION ON THE PREMISES City, pursuant to the terms of this License, grants to Licensee only for the purposes stated herein, the right, privilege and duty to operate and maintain a valet service as specifically identified in CUP 2010-011/CDP 2010-009 ("Concession"). (A copy of the CUP and CDP are attached hereto and incorporated herein by reference as Exhibit "B"). If any conflict exists between this License and CUP 2010-011/CDP 2010-009 and/or conditions of approval,the CUP and CDP and conditions of approval shall govern. Page 1 of 39 11-2936/65973 Specific provisions of this License: Licensee shall utilize the southern 80 stalls of the lower level of the Main Promenade Parking Structure (valet area) for valet parked cars as specifically identified in Exhibit A. The valet service will operate on weekends beginning June 24, 2011 through September 5, 2011. Hours of Operation are as follows: Fridays from 5:00 p.m. to 11:00 p.m.; Saturdays and Sundays and the Fourth of July and Labor Day 12:00 p.m. to 11:00 P.M. Lessee agrees to charge the following not to exceed fees to its valet customers: Less than 4 hours: $12.00 (standard). More than 4 hours(less than 11 hours): $20.00 (standard). Less than 4 hours: $15.00(Holiday and Special Events). Four hours or longer(less than 11 hours): $25.00 (Holiday and Special Events). 4t"of July flat rate(less than 11 hours): $35.00. August 7 flat rate (less than 11 hours): $35.00(Closing day of US Open). Lessee may reduce valet service prices, but under no circumstance shall prices be increased from those stated above. The fees described above are in addition to any parking fees imposed by the City if a vehicle is parked longer than 11 hours. In the event a vehicle is parked longer than 11 hours, the Lessee shall be responsible for additional parking fees or any damages resulting from the vehicle remaining on the premises longer than the valet hours of operation. As part of the indemnification and hold harmless and insurance requirements, Licensee shall be responsible (including any form of damage or theft) for all cars parked pursuant to this License including cars left overnight in the valet area. This includes additional fees that that City imposed after the valet service rate is expired. Licensee shall provide a "valet ticket" to each of its customers in a form acceptable to the City which shall constitute an agreement between the Licensee and customer whereby the customer expressly indemnified and waives any claims for damages against the City as a result of the customer's choice in utilizing the valet service. Licensee, at his/her discretion, may not return keys to those individuals thought to be under the influence of alcohol or drugs and unable to operate a vehicle safely. Page 2 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 Licensee shall respond immediately to customer complaints and inquiries. Licensee is expected to provide excellent customer service to internal and external clients. Signage, equipment and power to the valet area shall be the responsibility of Licensee. Under no circumstances shall City be responsible for signage, equipment and power to the valet area. Licensee shall not use the Premises for any other purpose or business than specified herein and in land use approvals. SECTION 3. RESERVATIONS ENCUMBRANCES AND RIGHTS-OF-WAY (a) City expressly reserves all preexisting parking agreements and/or conditions of approval on the Premises, including any preexisting conditions regarding financing or the parking structure. Said preexisting conditions supersede any rights granted by this agreement. Licensee expressly waives any and all claims against the City regarding preexisting parking arrangements and agrees to immediately terminate this agreement if so requested by the City with no claim for damages in the event preexisting conditions conflict with this agreement as further set forth in subsection (e)below. (b) City expressly reserves natural resources in, on, or two hundred fifty (250) feet under the Premises, including, without limitation, oil, coal, natural gas and other hydrocarbons, minerals, aggregates, timber and 'other geothermal resources, as well as the right to grant Licenses or other contractual arrangements in and over the Premises for the extraction of such natural resources. (c) City expressly reserves a right to enter upon the Premises with no advance written, verbal or electronic notice to Licensee for any reason associated with Page 3 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 public health, safety or welfare, or for the protection of life, limb or property. City shall have a right of reasonable access to the Premises for any purpose. (d) City expressly reserves the right to License, convey, or encumber the Premises, in whole or in part, for any purpose not inconsistent or incompatible with the rights or privileges of Licensee under this License. In addition, Licensee agrees to subordinate the License to any existing or future City financing regarding the Premises or any portion thereof. Licensee also agrees to cooperate and provide any documentation necessary for City to obtain any such financing. (e) This License is subject to pre-existing contracts, Licenses, licenses, easements, encumbrances and claims affecting the Premises and it is made without warranty by City of title, condition or fitness of the land for the stated or intended use. SECTION 4. TIME OF ESSENCE Time shall be of the essence of this License and each and all of its terms, covenants or conditions in which performance is a factor. SECTION 5. TERM/TERMINATION This License shall commence at 12:01 a.m. oNZ 0AO , 2011, for a one year, which shall end at 11:59 p.m. on Jl� a 2012. This Agreement may be terminated by the City upon one (1) day written notice of termination. This agreement may be extended for two (2) additional one (1) year terms at the mutual consent of both parties evidence of which shall be provided in writing prior to expiration of each successive term. Page 4 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 SECTION 6. CONDITIONS OF PREMISES AS IS The taking of possession of the Premises by Licensee shall, in itself, constitute acknowledgment that the Premises are in good and tenantable condition. Upon taking possession of the Premises, Licensee agrees to accept the Premises in their presently existing condition, "as is," and agrees that City shall not be obligated to make any alterations, additions or betterments thereto. SECTION 7. DURATION OF PUBLIC FACILITIES By entering into this License, City makes no stipulation as to the type, size, location or duration of public facilities (excluding the Premises), including, without limitation, any City parking lots to be maintained on property owned,controlled or occupied by City. SECTION 8. ADDITIONS ALTERATIONS AND REMOVAL (a) No modifications, alterations or additions to the Premises, including, without limitation, construction of Improvements or changes to structural design or exterior furnishings shall be constructed or made by Licensee without Licensee first obtaining the prior written approval of City, which may be withheld at the City's sole and absolute discretion. (b) Except as provided under this License, no alteration or removal of existing Improvements on or natural features of the Premises shall be undertaken without Licensee first obtaining the prior written approval of City which may be withheld at the City's sole and absolute discretion. (c) Licensee's obligation to obtain City's prior written approval is separate and independent of Licensee's obligation to obtain any permits from City, such as, without limitation, a building permit, encroachment permit etc. Page 5 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 SECTION 9. LICENSE FEE Licensee agrees to pay to City an upfront licensing fee of Twenty-Five Thousand Two Hundred Dollars ($25,200.00) payable at the City Treasurer's Office, P.O. Box 711, Huntington Beach, California, 92648, or at such other place as City may designate. THIS FEE IS NONREFUNDABLE regardless of duration or scope of use that may be revoked pursuant to this agreement. This fee covers the term of this License. If the Term of the Agreement is extended pursuant to Section 5, the Licensee shall pay $720 per day of valet operation during each successive Term extension. SECTION 10. BOOKS AND RECORDS Licensee shall provide monthly operation reports to the City, which will include the following information: The number of customers served each day of operation, differentiating stays less than four hours and more than four hours. Complaints received and the resolution of the complaint. Documentation describing incidents or accidents. In addition, Licensee shall keep true and accurate books and records showing all of its business transactions in separate records of account for the Concession in a manner acceptable to City, and City and/or its designated representatives shall have the right, at all reasonable times, to inspect such books and records including, without limitation, State of California sales or use tax returns or other State return records, and Licensee hereby agrees that all such records and instruments shall promptly be delivered and made available to City and/or its designated representatives within thirty (30)days of receiving written request. SECTION 11. STATEMENT OF GROSS SALES/AUDIT City reserves the right to examine and audit all such records, books of account and cash register tapes at any time during the three (3) year period following the expiration or Page 6 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 termination of this License regarding the services provided hereto. In addition, City shall have the right to enter upon the Corporate office of Licensee during business hours and with two (2) hours advance written, verbal or electronic notice to Licensee to perform any audit or inspection function with respect to this License. Licensee, its bookkeeper and/or accountant shall respond to all questions and inquiries of City with respect to the books, records, statements and other documentation being examined, and shall promptly provide other further documentation as may be required by City. City is entitled to take statements by deposition under oath of Licensee, its officers, bookkeepers and/or accountants or any person who prepared the books, records, statements and other documentation required to be provided by Licensee under this License. SECTION 12. QUALITY OF SALES,RENTALS AND SERVICES Licensee, at its sole cost and expense, shall equip, operate, manage and maintain the Premises and Concession and shall keep the same equipped and maintained in a manner acceptable to City during the entire term of this License or any renewals or extensions thereof or during any holdover period. It is the intent of City that the Concession's services be provided in a manner to meet the needs of the visiting public, and should City deem the Concession's hours of operation services inadequate to meet such needs, City may require Licensee to make such changes requested by City. Licensee shall not use or permit the Premises to be used, in whole or in part, during the entire term of this License or any renewals or extensions thereof or during any holdover period for any purpose other than as herein set forth,without the prior written consent of City. City in its sole discretion reserves the right to prohibit Licensee's sale, provision or rental of any item or service rendered or performed, which it deems objectionable or Page 7 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 offensive, beyond the scope of this agreement or deemed necessary for proper service to the public, inappropriate for sale,provision or rental by the Concession, or of inferior quality. SECTION 13. INDEMNIFICATION DEFENSE AND HOLD HARMLESS AGREEMENT Licensee hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees,agents and volunteers from and against any and all claims, damages, losses, expenses,judgments, demands and defense costs (including, without limitation, costs and fees of litigation (including arbitration) of every nature or liability of any kind or nature) arising out of or in connection with (1)the use or occupancy of the Premises (including but not limited to providing valet services such as moving vehicles from place to place) by Licensee, its officers, employees or agents, including any damage to vehicles or persons caused by the Lessee in providing valet services or (2)the death or injury of any person or the damage to property caused by a condition of the Premises or in providing valet services , or (3) the death or injury of any person or the damage to property caused by any act or omission of Licensee, its officers, employees or agents, or (4) any failure by Licensee to keep the Premises in a safe condition, (5) any damage to vehicles, property theft vandalism or otherwise to third party property including automobiles and contents thereof in relation to valet services (including any towing) provided by lessee or (6) Licensee's (or Licensee's agents and/or subleases, if any) performance of this License or its failure to comply with any of its obligations contained in this License by Licensee, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of City. Licensee shall hold all Trade Fixtures, personal property and trade inventory on the Premises at the sole risk of Licensee and save City harmless from any loss or damage thereto by any cause whatsoever, except such loss or damage which was caused by Page 8 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 the sole negligence or willful misconduct of City. Licensee will conduct all defense at its sole cost and expense and City shall approve selection of Licensee's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by Licensee. SECTION 14. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE Licensee acknowledges awareness of Section 3700 et seq. of the California Labor Code, which requires every employer to be insured against liability for workers' compensation. Licensee covenants that it shall comply with such provisions prior to the commencement of this License. Licensee shall obtain and furnish to City workers' compensation and employers' liability insurance in amounts not less than the State statutory limits. Licensee shall require all subleases and contractors to provide such workers' compensation and employers' liability insurance for all of the subleases' and contractors' employees. Licensee shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employers' liability insurance and Licensee shall similarly require all subleases and contractors to waive subrogation. SECTION 15. GENERAL PUBLIC LIABILITY INSURANCE In addition to the workers' compensation and employers' liability insurance and Licensee's covenant to defend, hold harmless and indemnify City, Licensee shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage against any and all claims arising out of or in connection with the Premises. This policy shall indemnify Licensee, its officers, employees and agents, while acting within the Page 9 of 39 11-2936/Draaft Lease Parking Garage latest LATEST 5-7-11 scope of their duties, against any and all claims arising out of or in connection with the Premises, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of Two Million Dollars ($2,000,000.00) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than Two Million Dollars ($2,000,000.00) for the Premises. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the License shall be deemed excess coverage and that Licensee's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self-insured retention, or a"deductible"or any other similar form of limitation on the required coverage. SECTION 16. PROPERTY INSURANCE Licensee shall provide before commencement of this License and shall obtain and furnish to City, at Licensee's sole cost and expense,property and fire insurance with extended coverage endorsements thereon, by a company acceptable to City authorized to conduct insurance business in California, in an amount insuring for the full insurable value of all Improvements, Trade Fixtures, personal property, automobiles valet parked by Lessee or other personal property whether or not owned or Licensed by Licensee, and all trade inventory in or on the Premises against damage or destruction by fire,theft accidental damage or the elements. This policy shall contain a full replacement cost endorsement naming Licensee as the insured and shall not contain a coinsurance penalty provision. The policy shall also contain an endorsement naming City as an Additional Insured. The policy shall Page 10 of 39 I1-2936/Draft Lease Parking Garage latest LATEST 5-7-11 contain a special endorsement that such proceeds shall be used to repair, rebuild or replace any such Improvements, Trade Fixtures, personal property whether or not owned or Licensed by Licensee, and all trade inventory so damaged or destroyed; and if not so used, such proceeds (excluding any insurance proceeds for Trade Fixtures, personal property whether or not owned or Licensed by Licensee, and trade inventory, but only to the extent the insurance proceeds specifically cover those items) shall be paid to City. The policy shall also contain a special endorsement that if the Premises are so destroyed triggering the parties' ability to terminate as set forth in Section 52 (Destruction) below, and either party elects to terminate the License, the entire amount of any insurance proceeds (excluding such proceeds for Trade Fixtures, personal property whether or not owned or Licensed by Licensee and trade inventory, but only to the extent the insurance proceeds specifically cover those items) shall be paid to City. The proceeds of any such insurance payable to City may be used, in the sole discretion of City, for rebuilding or repair as necessary to restore the Premises or for any such other purpose(s) as City sees fit. This policy shall also contain the following endorsements: (a) The insurer shall not cancel or reduce the insured's coverage without(30) days prior written notice to City; (b) City shall not be responsible for premiums or assessments on the policy. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this License. At least thirty (30) days prior to the expiration or termination of any such policy, a signed and complete certificate of insurance showing that coverage has been renewed shall be filed with City. Page I I of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 SECTION 17. INCREASE IN AMOUNT OF GENERAL PUBLIC LIABILITY AND PROPERTY INSURANCE Not more frequently than once every two (2) years, if, in the sole opinion of City, the amount and/or scope of general public liability insurance in Section 21 above and/or property insurance coverage in Section 22 above at that time is not adequate, Licensee shall increase the insurance coverage as reasonably required by City. SECTION 18. CERTIFICATES OF INSURANCE; ADDITIONAL INSURED ENDORSEMENTS Prior to commencement of this License, Licensee shall furnish to City certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this License;these certificates shall: (a) provide the name and policy number of each carrier and policy; (b) shall state that the policy is currently in force; and (c) shall promise to provide that such policies shall not be canceled or modified without thirty (30) days' prior written notice of City; however ten (10) days' prior written notice in the event of cancellation for nonpayment of premium, which 10-day notice provision shall not apply to property insurance. Licensee shall maintain the foregoing insurance coverages in force during the entire term of the License or any renewals or extensions thereof or during any holdover period. The requirement for carrying the foregoing insurance coverages shall not derogate from Licensee's defense, hold harmless and indemnification obligations as set forth in this License. City or its representatives shall at all times have the right to demand the original or a Page 12 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 copy of any or all the policies of insurance. Licensee shall pay, in a prompt and timely manner,the premiums on all insurance hereinabove required. SECTION 19. INSURANCE HAZARDS Licensee shall not commit or permit the commission of any acts on the Premises nor use or permit the use of the Premises in any manner that will increase the existing rates for, or cause the cancellation of any liability, property, or other insurance policy for the Premises or required by this License. Licensee shall, at its sole cost and expense, comply with all requirements of any insurance carrier providing any insurance policy for the Premises or required by this License necessary for the continued maintenance of these policies at reasonable rates. SECTION 20. MAINTENANCE OF PREMISES; TENANT IMPROVEMENTS Licensee agrees to maintain the Premises in good order and repair, at Licensee's sole cost and expense, during the entire term of this License or any renewals or extensions thereof or during any holdover period, pursuant to the City's maintenance standards. Licensee's obligation includes, without limitation, maintaining and operating the Premises in a clean, safe, wholesome and sanitary condition free of trash, garbage or obstructions of any kind and in compliance with any.and all present and future laws, general rules or regulations of any governmental authority now, or at any time during the entire term of this License or any renewals or extensions thereof or during any holdover period, in force, relating to sanitation or public health, safety or welfare, or for the protection of life, limb or property; and Licensee shall at all times faithfully obey and comply with all laws, rules and regulations applicable thereto. Licensee, at its sole cost and expense, shall remedy without delay any defective, dangerous or unsanitary condition(s) caused by Licensee or anyone related thereto. Any and Page 13 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 all graffiti on the Premises shall be removed by Licensee, at its sole cost and expense,within forty-eight (48) hours of Licensee receiving notice thereof or of Licensee becoming aware of such graffiti. In addition, with or without notice from City, Licensee shall, at its sole cost and expense, repair and/or replace any broken glass within forty-eight (48) hours of its becoming broken, regardless of cause, except by fault of City. Except as provided above for graffiti and broken glass,Licensee,at its sole cost and expense and with or without notice from City, shall repair and/or replace all damage or destruction to the Premises caused by act(s) of vandalism as soon as possible but in no event later than fourteen (14) days after the date such damage or destruction occurred. Licensee, at its sole cost and expense, shall repair and/or replace all other damage or destruction to the Premises,regardless of cause, except by fault of City. Licensee shall comply with all written notices served by City with regard to the care and maintenance of the Premises. Any written notice hereunder shall specify the work to be done and the period of time deemed to be reasonably necessary for completion of such work. Should Licensee fail to commence making the necessary repairs within seven (7) days after receiving such notice, or within twenty-four (24) hours of the glass becoming broken in the case of broken glass, or fail to diligently proceed to complete the necessary repairs within the period of time reasonably specified in the City's notice, or within forty-eight(48) hours of the glass becoming broken in the case of broken glass, or within the forty-eight (48) hour time period for removing graffiti, or within fourteen (14) days of the date that the vandalism damage or destruction occurred, City shall proceed to cause the required work to be performed, and Licensee shall promptly reimburse City for the cost of labor and materials thereof and pay City a penalty on such costs at the penalty rate set forth in Section 11 above Page 14 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 from the date the costs were incurred by City to the date they are reimbursed to City by Licensee. Licensee hereby expressly waives the right to make repairs at the expense of City and the benefit, if any, of the provisions of Sections 1941 and 1942 of the California Civil Code relating thereto. SECTION 21. DAMAGE, DESTRUCTION OR NUISANCE Licensee shall not commit or permit the commission by others of any damage or destruction of, on, or to the Premises and/or Concession. Licensee shall not maintain, commit or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Premises; and Licensee shall not use or permit the use of the Premises for any unlawful purpose. SECTION 22. TAXES This License may create a possessory interest in property, which is subject to taxation. In the event that such possessory interest is created, Licensee agrees to be subject to the a payment of and to pay taxes levied on such interest, at its sole cost and expense. Licensee also agrees to pay, at its sole cost and expense, before they become delinquent all other lawful taxes, assessments or charges, which at any time may be levied by any governmental agency including, without limitation, the State, County, City or any tax or assessment levying body upon any interest in this License, or any possessory right which Licensee may have in or to the Premises, by reason of Licensee's use or occupancy thereof or otherwise, as well as all taxes, assessments, and charges on Trade Fixtures, personal property and trade inventory in, on, or about the Premises. Upon request, Licensee shall promptly furnish to City satisfactory Page 15 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 evidence establishing such payment. Licensee shall comply with all laws, regulations and ordinances regarding the collection of taxes due a government agency. SECTION 23. PAYMENT OF OBLIGATIONS Licensee shall promptly pay, at its sole cost and expense, before they become delinquent, any and all bills, debts, liabilities and obligations incurred by Licensee in connection with Licensee's occupation and use of the Premises and/or operation of the Concession. Upon request, Licensee shall promptly furnish to City satisfactory evidence establishing such payment. SECTION 24. UTILITIES AND SERVICES City shall be responsible for the payment of any applicable utility charges and the furnishing of all necessary refuse and garbage containers and the removal and disposal of all rubbish, refuse and garbage resulting from the operation of the Premises and/or the Concession. SECTION 25. BUSINESS LICENSE Licensee shall maintain a business license from City during the entire term of this License or any renewals or extensions thereof or during any holdover period. SECTION 26. SIGNS.ADVERTISING AND APPROVAL OF NAME City shall have the right to approve in its sole discretion and at any time require Licensee to change or remove signs, names, placards, decorations or advertising placed on, or inscribed, painted or affixed upon the Premises. No outdoor sales are allowed by Licensee. All outdoor displays, signs or banners must first be approved in writing by the Planning Director and Director of Economic Development or his or her designee. Should City approve of any sign, name, placard, decoration or advertising, Licensee shall maintain the same at all Page 16 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 times during the entire term of this License or any renewals or extensions thereof or during any holdover period in good appearance and repair. All signs,names,placards, decorations or advertising must comply with all requirements of any governmental authority with jurisdiction. SECTION 27. NO ASSIGNING, SUBLEASING (SUBLICENSE) OR ENCUMBERING (a) Prohibition of Assignment. The parties acknowledge that City is entering into the License in reliance upon the experience and abilities of Licensee and its principals. Consequently, Licensee shall not voluntarily assign, encumber or otherwise transfer its interest in the License or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Licensee's authorized representatives) to occupy or use all or any part of the Premises without the prior written consent of City, which may be withheld at the City's sole and absolute discretion. Provided, however, that City's consent shall not relieve Licensee from any and all of its obligations, liabilities, duties or responsibilities under this License. Any assignment, encumbrance, occupation or use, sublease or other transfer without such consent shall be voidable and, at City's sole discretion, shall constitute a Default of this License. (b) Transfer. Any proposed assignee, encumbrancer, occupier or user, sublease or other transferee shall agree to abide by the terms and conditions of the License including, without limitation, all the obligations, liabilities, duties and responsibilities of Licensee,and other conditions imposed upon it pursuant Page 17 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 to law. An approval by City to one assignment, encumbrance, occupation or use, sublease or other transfer shall not be deemed to be an approval to any other assignment, encumbrance, occupation or use, sublease or other transfer. SECTION 28. TERMS BINDING ON SUCCESSORS All the terms, covenants and conditions of this License shall inure to the benefit of and be binding upon the parties and their successors, including,without limitation,their assignees, encumbrancers, occupiers or users, sublease or other transferees. The provisions of this Section shall not be deemed as a (1) waiver of any of the prohibitions and conditions against assignments, encumbrances, occupations or uses, subleases or other transfers hereinbefore set forth, or (2) City's consent thereto. If more than one Licensee is a party to this License, the obligations of the Licensees shall be joint and several. Even if City's consent is not required, Licensee shall immediately provide City with written notice of any, assignment, encumbrance, occupation or use, sublease or other transfer. SECTION 29. DEFAULT The occurrence of any one or more of the following events shall constitute a material default and breach("Default") of this License by Licensee: (a) Licensee's failure to make any payment required to be made by Licensee at the time required for payment under this License. (b) Licensee's failure to obtain or maintain the insurances and/or the security deposit as required under this License. (c) Licensee's vacating or abandonment of the Premises during the entire term of this License or any renewals or extensions thereof or during any holdover period. Closure of the Concession for more than a combined total of Page 18 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 30 days in a calendar year, minus any days of closure of the Concession caused by City, shall be deemed an abandonment of the Premises. (d) Licensee's violation of Section 19 (Indemnification, Defense and Hold Harmless Agreement), Section 34 (No Assigning, Subleasing or Encumbering), Section 47 (Hazardous Substances), Section 48 (Nondiscrimination), Section 49 (Sale of Alcoholic Beverages and Entertainment Prohibited), Section 62 (Conflict of Interest) or Section 64 (Compliance with Laws). (e) The insolvency of Licensee as evidenced by a receiver being appointed to take possession of all or substantially all of Licensee's assets located at or on the Premises or of Licensee's interest in this License,or the making by Licensee of a general arrangement or assignment for the benefit of creditors, or Licensee's filing a petition in bankruptcy, whether voluntary or involuntary, or the attachment, execution or the judicial seizure of substantially all of Licensee's assets located at or on the Premises or of Licensee's interest in the License. (f) Licensee's failure to observe or perform any other term, covenant, obligation, duty, responsibility or condition of this License including Conditional Use Permit or Costal Development Permit or conditions of approval thereto to be observed or performed by Licensee SECTION 30. REMEDIES (a) Cumulative Nature of Remedies. In the event of any Default by Licensee, City shall have the remedies described in this Section in addition to all other Page 19 of 39 11-2936/Dra$Lease Parking Garage latest LATEST 5-7-11 rights and remedies provided by law or equity, to which City may resort cumulatively or in the alternative: (1) Reentry without Termination. City may at City's sole discretion reenter the Premises, and, without terminating the License, at any time and from time to time relet the Premises or any part or parts of them for the account and in the name of Licensee or otherwise. Any reletting may be for the remainder of the term or for a longer or shorter period. City may in City's sole discretion eject all persons or eject some and not others or eject none. In addition, City may in its sole discretion remove some or all of the Trade Fixtures, personal property and trade inventory from the Premises. City may store such removed Trade Fixtures, personal property and trade inventory in a public warehouse or other location at the sole cost, expense and risk of Licensee, and for the account of and in the name of Licensee. City shall apply all rents from reletting as follows: first, to the payment of reasonable expenses (including brokers' commissions) paid or incurred by or on behalf of City in recovering possession, placing the Premises in good condition, and preparing or altering the Premises for reletting; second, to the reasonable expense of securing new subtenants; third, to the fulfillment of Licensee's covenants to the end of the term. City may execute any Licenses or subleases made under this provision either in City's name or in Licensee's name and City shall be entitled to all rents from the use, operation or occupancy of the Premises. Licensee shall Page 20 of 39 1 1-2936/Draft Lease Parking Garage latest LATEST 5-7-11 nevertheless pay to City on the dates specified in this License the equivalent of all sums required of Licensee under this License, plus City's expenses, less the proceeds of any reletting or attornment. (2) Termination. In the event of a Default by Licensee, City may at City's sole discretion immediately terminate this License by giving Licensee written notice of termination. In the event City terminates this License, City may recover possession of the Premises (which Licensee shall immediately surrender and vacate upon demand) and remove all persons therefrom, and Licensee shall comply with, without limitation, Sections 56 and 57 below. City also shall be entitled to recover as damages all of the following: (A) The worth at the time of the award of any unpaid Fees or other charges which have been earned at the time of termination; (B) The worth at the time of the award of the amount by which the unpaid Fees or Rent (each month's Rent would be calculated as the average Rent for that same month in the preceding years, or if Licensee did own/operate the Concession in the preceding years, then each month's Rent would be calculated as the average of all months Licensee owned/operated the Concession) and other charges which would have been earned after termination until the time of the award exceeds the amount of the loss of such rental and other charges that Licensee proves could have been reasonably avoided; Page 21 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 (C) Any other amount necessary to compensate City for the detriment proximately caused by Licensee's failure to perform its obligations, liabilities, duties or responsibilities under this License; and (D) At City's sole discretion, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable California law. As used in Sections 36(a)(2)(A) and (B) above, the "worth at the time of the award" shall be computed by allowing interest at the rate of twelve percent(12%) per annum. As used in Section 36(a)(2)(C) above, the "worth at the time of the award" shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%). The amount recoverable by City pursuant to Section 36(a)(2)(D) above shall include, without limitation,any costs or expenses incurred by City in maintaining or preserving the Premises after such Default. (3) Use of Personal Property. City may at City's sole discretion use the Trade Fixtures, personnel property and/or trade inventory located on, about or appurtenant to the Premises without compensation and without liability for use or damage, or store them in a public warehouse or other location at the sole cost, expense and risk of Licensee, and for the account of and in the name of Licensee. Page 22 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 (b) Election of Remedy. The election of one remedy for any one item shall not foreclose an election of any other remedy for another item or for the same item at a later time. (c) Ci 's Right to Cure Licensee's Default. Upon continuance of any Default, City may in its sole discretion, but is not obligated to, cure such Default at Licensee's sole cost and expense. If City at any time, by reason of such Default by Licensee, pays any sum or does any act, the sum paid by City plus the reasonable cost of performing such act, together with a penalty thereon at the penalty rate set forth in Section 11 above from the date the costs were incurred or the act performed by City to the date they are reimbursed to City by Licensee, shall be due as additional rent not later than five (5) days after service of a written demand therefor on Licensee, including reasonably detailed documentation of the amount owed. No such payment or act shall constitute a waiver of Default or of any remedy for Default or render City liable for any loss or damage resulting from any such act. (d) Waiver of Rights. Licensee hereby waives any right of redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 or 1179, or under any other present or future law, in the event Licensee is evicted or City takes possession of the Premises by reason of any Default by Licensee hereunder. (e) Other Rights of City. No act of City, including, without limitation, City's entry on the Premises, efforts to relet the Premises, or maintenance of the Premises, shall be construed as an election to terminate this License unless a Page 23 of 39 11-2936/Dra$Lease Parking Garage latest LATEST 5-7-11 written notice of such intention is given to Licensee by City or unless the termination thereof is decreed by a court of competent jurisdiction. Notwithstanding if City elects to continue the License in full force and effect after a Default by Licensee and to relet the Premises, City may at any time after such reletting elect to terminate this License for any such Default. SECTION 31. CUMULATIVE REMEDIES The remedies given to City in this License shall not be exclusive but shall be cumulative and in addition to all remedies now or hereafter allowed by law or elsewhere provided in this License. City shall have the right to exercise any other right or remedy which City may have at law or in equity including, without limitation, City's rights under the unlawful detainer laws. SECTION 32. WAIVER OF DEFAULT The waiver by City of any Default by Licensee of any of the provisions of this License shall not constitute a continuing waiver or a waiver of any subsequent Default by Licensee either of the same or another provision of this License. SECTION 33. CONSENT When City's consent/approval is required under this License, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. SECTION 34. WAIVER OF CLAIMS Licensee hereby waives any claim against City, its officers, elected or appointed officials, employees, agents or volunteers for damage or loss caused by any suit or proceeding directly or indirectly attacking the validity of this License, or any part thereof, or caused by Page 24 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 any judgment or award in any suit or proceeding declaring this License null,void or voidable, or delaying the License or any part thereof from being carried out. SECTION 35. INSPECTION OF PREMISES Licensee shall permit City or City's agents, representatives or employees to enter the Premises at all reasonable times for the purpose of inspecting, investigating and surveying the Premises to determine whether Licensee is complying with the terms of this License and for the purpose of doing other lawful acts that may be necessary to protect City's interest in the Premises or to perform City's duties under this License. City shall make routine physical inspections of the Licensed Premises and may direct that interior maintenance or repairs are to be performed where such work is necessary to protect the Premises or to provide a clean, attractive and well-maintained premise. Licensee shall perform those maintenance and repairs which they are responsible as directed by the City. City also shall have the right in its sole discretion to do any and all work of any nature necessary for the preservation, maintenance and operation of property owned, controlled or occupied by City. Licensee shall be given reasonable notice when such work becomes necessary, and Licensee shall adjust the operation of the Concession in such a manner that City may proceed expeditiously. SECTION 36. PHOTOGRAPHY Licensee acknowledges and agrees that City may grant permits to third parties engaged in the production of still and motion pictures and related activities to take photographs or videos of or on the Premises when such permission shall not interfere with the primary business of Licensee, all without providing Licensee with notice or requiring consent by Licensee. Page 25 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 SECTION 37. HAZARDOUS SUBSTANCES Licensee represents and warrants that its use or occupation of the Premises shall not generate any Hazardous Substance (as defined below in this Section), and it shall not store or dispose on the Premises nor transport to or over the Premises any Hazardous Substance during the entire term of this License or any renewals or extensions thereof or during any holdover period. The foregoing restrictions shall not be deemed to restrict or prohibit the use by Licensee of ordinary cleaning products as customarily used in Licensee's ordinary course of business at the Concession, provided that Licensee complies with all provisions of law as to the use, storage and disposal of such products. Licensee further agrees to clean up and remediate any such Hazardous Substance on the Premises, and agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation (including arbitration) of every nature or liability of any kind or nature) arising out of or in connection with any such Hazardous Substance and any damage, loss, or expense or liability resulting from any such Hazardous Substance including, without limitation, all attorney's fees, costs and penalties incurred as a result thereof except any release caused by the sole negligence or willful misconduct of City. Licensee will conduct all defense at its sole cost and expense and City shall approve selection of Licensee's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by Licensee. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as a hazardous or toxic waste, hazardous or toxic material, Page 26 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 hazardous or toxic or radioactive substance, or other similar term, by any Federal, State or local environmental law, regulation or rule presently in effect or promulgated in the future, as such law, regulation or rule may be amended from time to time; and it shall be interpreted to include, without limitation, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. SECTION 38. NONDISCRIMINATION Licensee and its employees shall not discriminate because of race, religion, color, ancestry, sex, age, national origin or physical handicap against any person by refusing to furnish such person any accommodation, facility, rental, service or privilege offered to or enjoyed by the general public. Nor shall Licensee or its employees publicize the accommodation, facilities, rentals, services or privileges in any manner that would directly or inferentially reflect upon or question the acceptability of the patronage of any person because of race,religion,color,ancestry, sex, age,national origin or physical handicap. In the performance of this License, Licensee shall not discriminate against any employee or applicant for employment, because of race, religion, color, ancestry, sex, age, national origin or physical handicap. Licensee shall take affirmative action to ensure that applicants are employed and that employees are treated during employment, without regard to their race,religion, color, ancestry, sex, age, national origin or physical handicap. Such action shall include, without limitation, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including, without limitation, apprenticeship. Licensee shall post in conspicuous places, available to all employees and applicants for employment,notices setting forth the provisions of this Section. Page 27 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 Licensee shall permit access to its records of employment, employment advertisements, application forms, and other pertinent data and records by City, the State Fair Employment Practices Commission or any other agency with jurisdiction over these matters, for the purpose of investigation to ascertain compliance with this Section. City may determine a violation of this Section to have occurred upon receipt of a final judgment having that effect from a court in an action to which Licensee was a party, or upon receipt of a written notice from the State Fair Employment Practices Commission or other government agency with jurisdiction over these matters that it has investigated and determined that Licensee has violated the Fair Employment Practices Act or other applicable discrimination law and has issued an order which has become final, or obtained an injunction. In the event of violation of this Section, City shall have the right to terminate this License, and any loss of revenue sustained by City by reason thereof shall be borne and paid for by Licensee, at its sole cost and expense. SECTION 39. LIENS Licensee shall keep the Premises free and clear from any and all liens, including, without limitation, mechanics' or materialmens' liens, claims and demands for work performed, materials furnished, or operations conducted on or about the Premises or by reason of any use or occupancy by Licensee, or any person claiming under Licensee. When applicable, Licensee shall cause a notice of nonresponsibility to be posted and recorded pursuant to California Civil Code Section 3094. SECTION 40. INSTALLATION AND REMOVAL OF TRADE FIXTURES Licensee shall have the right during the entire term of this License or any renewals or extensions thereof, at Licensee's sole cost and expense, to install or affix in, to, or on the Page 28 of 39 11-2936JDraft Lease Parking Garage latest LATEST 5-7-11 Premises any equipment and other objects (the "Trade Fixtures"), for use in Licensee's trade or business as Licensee may deem advisable with prior written consent of the City Any and all such Trade Fixtures that can be removed without structural damage to the Premises shall, subject to Section 57 below, remain the property of Licensee and may be removed by Licensee at any time prior to the expiration or termination of this License, provided Licensee repairs any damage caused by the removal. Upon execution of this License and every anniversary,Licensee shall provide City with a list of all Trade Fixtures on the Premises. SECTION 41. DESTRUCTION Should the Premises be partially destroyed, this License shall continue in full force and effect, and Licensee, at Licensee's sole cost and expense, shall complete the work of repairing and restoring the Premises to their prior condition providing such work can be accomplished under all applicable governmental laws and regulations within one hundred eighty (180) days. Should the Premises be so far destroyed that in City's reasonable judgment they cannot be repaired or restored to their former condition within one hundred eighty (180) days, City shall give Licensee notice of such determination in writing and each party may, in that party's sole discretion: (a) Continue this License in full force and effect in which case Licensee shall repair and restore, at Licensee's sole cost and expense, the Premises to their former condition; or (b) Terminate this License by giving the other party thirty (30) days' written notice of such termination within sixty (60) days after the date that City gives Licensee notice that the Premises cannot be repaired or restored to their former condition within one hundred eighty (180) days. In the event that either party Page 29 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 elects to terminate this License, the entire amount of any insurance proceeds (excluding such proceeds for Trade Fixtures, personal property whether or not owned or Licensed by Licensee and trade inventory, but only to the extent that the insurance proceeds specifically cover those items) shall be paid to City. The proceeds of any such insurance payable to City may be used, in the sole discretion of City, for rebuilding or repair as necessary to restore the Premises or for any other such purpose(s) as City sees fit. In addition, if Licensee elects to terminate the License, Licensee must still comply with all of its obligations, liabilities, duties and responsibilities under the License, including, without limitation, paying any Rent due up to the time of termination and surrendering the Premises, pursuant to Sections 56 and 57 below. In the event of the damage or destruction of Improvements, Trade Fixtures and/or personal property located on the Premises not giving rise to a termination of this License, Licensee shall, at its sole cost and expense, replace and repair the same as soon as reasonably possible to permit the prompt continuation of Licensee's business at the Premises. SECTION 42. EMINENT DOMAIN If, during the term of this License or any renewals or extensions thereof or during any holdover period, City's real property (whether held by City in fee simple, an easement interest or otherwise) and/or the Premises is taken in eminent domain, the entire award (that is, all forms) of compensation, other than as provided herein, shall belong to and be paid to City. In the event of condemnation, Licensee shall be entitled to an award of only the following forms of compensation, if any, from the condemning authority: compensation for loss of business goodwill; compensation for the value of any of Licensee's Trade Fixtures; compensation for Page 30 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 the value of any of Licensee's personal property; compensation for the value of any of Licensee's trade inventory; and compensation for relocation benefits as authorized by law. All other forms of compensation, such as, for example, but not by way of limitation, any bonus value of Licensee's interest in this License, shall belong to and be paid to City. In the event of condemnation, unless Licensee is allowed by the condemning authority to continue its operations on the Premises, the License shall terminate on the earliest of the following dates: the date the condemning authority obtains a prejudgment order for possession;the date title to the Premises vests in the condemning authority; or the date when Licensee is required by the condemning authority to cease its operations. SECTION 43. RELOCATION AND ASSISTANCE BUSINESS GOODWILL AND LICENSEHOLD BONUS VALUE Upon expiration or termination of this License for any reason, but excluding eminent domain, Licensee shall not be entitled to any relocation rights or benefits, business goodwill or bonus value attributable to this License, and Licensee expressly waives any claim to the same. SECTION 44. RESTORATION AND SURRENDER OF PREMISES/TITLE TO IMPROVEMENTS TO THE BUILDING On expiration or termination of this License, Licensee shall, without compensation to Licensee, promptly surrender and deliver the Premises to City in as good condition as such were at the commencement date of this License, reasonable wear and tear excepted. Licensee also shall, without compensation to Licensee, surrender all Improvements to the building to City in good condition and repair, ordinary wear and tear excepted, free and clear of all liens and encumbrances. Licensee also shall remove all Trade Fixtures,personal property and trade Page 31 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 inventory. City may in its sole discretion accept all or any portion of the Premises, as then improved with Improvements and no sum whatsoever shall be paid to Licensee or any other person; or City may require Licensee to remove all or any portion of such Improvements to the building, at Licensee's own risk and cost and expense; or City may itself remove or have removed all or any portion of such Improvements to the building, at Licensee's own risk and cost and expense. If required by City to do so, in removing any such Improvements to the building, Licensee shall restore the Premises as nearly as possible to the conditions existing prior to their installation or construction. All such removal and restoration shall be to the satisfaction of City and shall be completed within thirty (30) days of the expiration or termination of this License; provided, however, that Licensee shall be considered a holdover tenant (pursuant to Section 42 above) after expiration or termination of the License until the time Licensee completes this removal and restoration work, including, without limitation, the removal of any Trade Fixtures,personal property and trade inventory left on the Premises. In addition, any Trade Fixtures, personal property or trade inventory left on the Premises after the expiration of this 30-day period, regardless of cause, shall be deemed abandoned by Licensee. In City's sole discretion, it may choose to do one or more of the following: (1) take any or all of such Trade Fixtures, personal property and trade inventory as City property; (2) store any or all of such Trade Fixtures, personal property and trade inventory in a public warehouse or other location at the sole cost, expense and risk of Licensee, and for the account and in the name of Licensee; or (3) dispose of any or all of such Trade Fixtures, personal property and trade inventory without any liability to Licensee. In addition, Licensee's indemnification, hold harmless and defense obligations set forth in this License shall apply to Page 32 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 such Trade Fixtures, personal property and/or trade inventory, and to City's actions with respect thereto. SECTION 44. FORCE MAJEURE-UNAVOIDABLE DELAYS Should the performance of any act required by this License to be performed by either City or Licensee be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the act shall be extended for a period equivalent to the period of delay and performance of the act during the period of delay shall be excused. Provided, however, that nothing contained in this Section shall excuse the prompt payment of the Rent or other consideration by Licensee as required by this License or the performance of any act rendered difficult solely because of the financial condition of the party, City or Licensee, required to perform the act. SECTION 45. CITY'S OPTION TO CLOSE THE PREMISES City may close the Premises without liability and without advance notice to Licensee therefor at any time as City in its sole discretion deems necessary for the protection of life, limb or property, or for public health, safety or welfare purposes, or other City activities or special events, or upon reasonable notice to effect any repair, remodeling or rebuilding deemed necessary by City in its sole discretion. City retains the right to close the pier for emergencies without any notice to Licensee, for any extent of time and without compensation or credit. In those cases where there is a City-planned closure, Licensee will be given a two (2)business week notice. Page 33 of 39 11-2936/Dra$Lease Parking Garage latest LATEST 5-7-11 SECTION 46. EMPLOYEE PARKING All employee parking shall comply with Huntington Beach Municipal Code Section 13.08.290(d)and(g). SECTION 47. CONFLICT OF INTEREST Licensee warrants and covenants that no official or employee of City,nor any business entity in which an official or employee of City is interested, (1)has been employed or retained by Licensee to solicit or aid in the procuring of this License; or (2) shall be employed by Licensee in the performance of this License without the immediate written divulgence of such fact to City. In the event City determines that the employment of any such official, employee or business entity is not compatible with such official's or employee's duties as an official or employee of City, Licensee, upon request of City, shall terminate such employment immediately. For breaches or violation of this Section, City shall have the right both to terminate this License without liability and, in its discretion, recover the full amount of any such compensation paid to such official, employee or business entity. No official or employee of City shall have any financial interest in this License in violation of the applicable provisions of the California Government Code. SECTION 48. NOTICE Unless specifically providing for verbal or electronic notice, all notices, certificates, or other communications required to be given hereunder shall be in writing and made in the following manner, and shall be sufficiently given and deemed received when (a) personally delivered; or (b)three (3) business days after being sent via United States certified mail—return receipt requested; or (c) one (1) business day after being sent by reputable overnight courier, in each case to the addresses specified below; provided that City and Licensee, by notice given Page 34 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 hereunder, may designate different addresses to which subsequent notices, certificates or other communications will be sent: CITY: LICENSE: City of Huntington Beach PPS Parking, Inc. ATTN: Director of Economic Development Attn: Karen Such 2000 Main Street, P.O. Box 190 P.O. Box 16635 Huntington Beach, CA 92648 Irvine, CA 92623 SECTION 49. COMPLIANCE WITH LAWS Licensee, at its sole cost and expense, shall comply with all statutes, ordinances, regulations and requirements of all governmental entities, including, without limitation, Federal, State, county or municipal, relating to Licensee's use and occupancy of the Premises and/or operation of the Concession whether such statutes, ordinances, regulations and requirements be now in force or hereinafter enacted. This License is expressly subject to the laws, regulations and policies of City. Licensee shall deliver to City a copy of any notice from any governmental entity received by Licensee regarding any alleged violation of law regarding the License, Premises or the Concession or from any person allegedly entitled to give notice under any conditions, covenants, or restrictions binding or affecting the Premises. The judgment of any court of competent jurisdiction, or the admission by Licensee in a proceeding brought against Licensee by any government entity,that Licensee has violated any such statute, ordinance, regulation or requirement shall be conclusive as between City and Licensee and shall be grounds for termination of this License by City. SECTION 50. INTERPRETATION OF THIS LICENSE The language of all parts of this License shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any Page 35 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 provision of this License is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this License. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this License, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this License which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. SECTION 51. SURVIVAL Terms and conditions of this License, which by their sense and context survive the expiration or termination of this License, shall so survive. SECTION 52. MODIFICATION No waiver or modification of any language in this License shall be valid unless in writing and duly executed by both parties. SECTION 53. SECTION HEADINGS The titles, captions, section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this License are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the Page 36 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 intent of the parties or affect the construction or interpretation of any provision of this License. SECTION 54. BROKERS Each party warrants to and for the benefit of the other that it has had no dealings with any real estate broker or other agent(attorneys excepted) in connection with the negotiation or making of this License. SECTION 55. INDEPENDENT CONTRACTOR Licensee is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Licensee shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Licensee and its officers, agents and employees and all business licenses, if any, in connection with the License and/or any services to be performed hereunder. SECTION 56. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this License or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. SECTION 57. GOVERNING LAW This License shall be governed and construed in accordance with the laws of the State of California. Page 37 of 39 11-2936/DraB Lease Parking Garage latest LATEST 5-7-11 SECTION 58. DUPLICATE ORIGINAL The original of this License and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who signed it. SECTION 59. ENTIRETY The parties acknowledge and agree that they are entering into this License freely and voluntarily following extensive arm's length negotiations, and that each has had the opportunity to consult with legal counsel prior to executing this License. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party, or anyone acting on that party's behalf, which are not embodied in this License, and that that party has not executed this License in reliance on any representation, inducement,promise, agreement,warranty, fact or circumstance not expressly set forth in this License. The License, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this License, the Premises,the leasing of the Premises to Licensee, or the License term created under this License and supersede all prior understandings and agreements, whether oral or in writing between the parties respecting the subject matter hereof. IN WITNESS WHEREOF, the parties hereto have caused this License to be executed by and through their authorized officers the day, month and year first above written. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall Page 38 of 39 11-2936/Dmft Lease Parking Garage latest LATEST 5-7-11 indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. PPS PARKING,INC. CITY OF HUNTINGTON BEACH,a municipal corporation of the State of California By: 0 t print name ITS: (circle one)Chairm residen ice President ypr AND B Clerk 4124111 60 print INITIATED AND APPROVED: ITS: (circle one)Secretary/Chief Financial Officer/Asst ecretary Treasurer Director of Econonitc Development REVIEW APPROVED: APPROVED AS TO FORM: City Attorney ity anager Page 39 of 39 11-2936/Draft Lease Parking Garage latest LATEST 5-7-11 tr A fl tg T. (6 ;c h fill I � l� I� o f a [is IN t I .. 5 1n/a I n U f ave- i stc MM B WA�,NUUTT PARKING STRUCTURE __ GROUND LEVEL PLAN 4 -- "`••« pro�osec( pgr6ctnbr (f Area s J��pfvx,ma� Area OODSf ' i Count CS malr,d Valet C.rapacrfy: ��� (u!� y J Yo d I I - I III I I .,r.✓d I ¢ Y � z �U 3a w `L � — f roposed 1:(�1nic I� S�-aJrctc�e. i24c,-�. � _ ` pro ose�l llvc+le+ ftirern" 5 LOWR LEVa L.a'.bb lei i.' �ieon u` EXHIBIT "B" ® OFFICE of the ZONING ADMINISTRATOR CITY OF HUNTINGTON BEACH • CALIFORNIA NNNNNNNNNNNNNNNNN NNNNNNNNNNNNNNNNNNNNN P.O. BOX 190 CALIFORNIA 92648 (714) 536-5271 NOTICE OF ACTION June 24, 2010 City of Huntington Beach Economic Development 2000 MainStreet Huntington Beach, CA 92648 SUBJECT: CONDITIONAL USE PERMIT NO. 2010-011/ COASTAL DEVELOPMENT PERMIT NO. 2010-009 (MAIN PROMENADE & PLAZA ALMERIA VALET PARKING — CONTINUED FROM THE JUNE 2, 2010 MEETING) APPLICANT: City of Huntington Beach, Economic Development, 2000 Main Street, Huntington Beach, CA 92648 REQUEST: CUP: To permit the establishment of valet parking programs within designated portions of the Main Promenade and Plaza Almeria parking structures. Valet service will operate at designated times during peak parking conditions on a daily basis. The drop-off and pick-up of vehicles will occur on the public right- of-way adjacent to each development and consist of a valet kiosk and waiting area. CDP: To permit the temporary removal of four on-street metered parking spaces on 3rd Street (Main Promenade) and two metered spaces on Olive Avenue (Plaza Almeria) for the drop-off/pick-up of valet vehicles. PROPERTY OWNER: JT Development Company, LLC, 15272 Bolsa Chica Street, Unit 101, Huntington Beach, CA 92649 (301 Main Street). City of Huntington Beach, 2000 Main Street, Huntington Beach, CA 92648 LOCATION: 200 Main Street, 92648 (east of Main Street, south of Olive Avenue) & 301 Main Street, 92648 (west of Main Street, north of Olive Avenue) PROJECT PLANNER: Andrew Gozales DATE OF ACTION: June 23, 2010 Coastal Development Permit No. 2010-009 Conditional Use Permit No. 2010-011 Page 2 On Wednesday, June 23, 2010, the Huntington Beach Zoning Administrator took action on your application, and your application was conditionally approved. Attached to this letter are the findings and conditions of approval. Please be advised that the Zoning Administrator reviews the conceptual plan as a basic request for entitlement of the use applied for and there may be additional requirements prior to commencement of the project. It is recommended that you immediately pursue completion of the conditions of approval and address all requirements of the Huntington Beach Zoning and Subdivision Ordinance in order to expedite the processing/completion of your total application. The conceptual plan should not be construed as a precise plan, reflecting conformance to all Zoning and Subdivision Ordinance requirements. Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the action taken by the Zoning Administrator becomes final at the expiration of the appeal period. A person desiring to appeal the decision shall file a written notice of appeal to the Secretary of the Planning Commission within ten (10) working days of the date of the Zoning Administrator's action. The notice of appeal shall include the name and address of the appellant, the decision being appealed, and the grounds for the appeal. Said appeal must be accompanied by a filing fee of Two Thousand Two Dollars ($2,002.00) if the appeal is filed by any other party. In your case, the last day for filing an appeal and paying the filing fee is July 8 2010, at 5:00 PM. Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that any application becomes null and void one (1) year after final approval, unless the use has been established. Excepting those actions commenced pursuant the California Environmental Quality Act, you are hereby notified that you have 90 days to protest the imposition of the fees described in this Notice of Action. If you fail to file a written protest regarding any o°the fees contained in this Notice, you will be legally barred from later challenging such action pursuant to Government Code §66020. If you have any questions regarding this Notice of Action letter or the processing of your application, please contact Andrew Gonzales, the project planner, at (714) 374-1547 or via email at AGonzales@surfcity-hb.org or the Planning and Building Department Zoning Counter at (714) 536-5271. Sincerely, 1ow.. is Ricky Ramos Zoning Administrator RR:AG:jd Attachment Coastal Development Permit No. 2010-009 Conditional Use Permit No. 2010-011 Page 3 c: Honorable Mayor and City Council Chair and Planning Commission Fred A. Wilson, City Administrator Scott Hess, Director of Planning and Building Herb Fauland, Planning Manager William H. Reardon, Division Chief/Fire Marshal Steve Bogart, Acting Principal Civil Engineer Debbie DeBow, Acting Principal Engineer Gerald Caraig, Permit-Plan Check Manager Judy Demers JT Development City of Huntington Beach Project File C. JT Development City of Huntington Beach Judy Demers Project File ATTACHMENT NO. 1 FINDINGS AND CONDITIONS OF APPROVAL COASTAL DEVELOPMENT PERMIT NO. 2010-009 CONDITIONAL USE PERMIT NO. 2010-011 FINDINGS FOR PROJECTS EXEMPT FROM CEQA: The Zoning Administrator finds that the project will not have any significant effect on the environment and is exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to sections 15301 and 15304 of the CEQA Guidelines, because the project involves utilization of portions of two existing parking garages for valet storage parking and operations involving no expansion of the uses beyond which already exists, and involves the temporary use of land having negligible or no permanent effects on the environment. FINDINGS FOR APPROVAL- COASTAL DEVELOPMENT PERMIT NO. 2010-009: 1. Coastal Development Permit No. 2010-009 to permit the temporary removal of four (4) on- street metered parking spaces on 3`d Street (Main Promenade) for the drop-off/pick-up of valet vehicles conforms with the General Plan, including the Local Coastal Program. The project is consistent with the following policies: Policy— C 2.4.1: Maintain an adequate supply of parking that supports the present level of demand and allows for the expected increase in private transportation. Policy— C 2.4.2(0: Replace any on-street parking lost in the coastal zone on a 1:1 basis within the coastal zone prior to or concurrent with the loss of any parking spaces. The proposed valet parking program will serve to increase parking capacity within the downtown area by establishing valet vehicle parking within the Main Promenade and Plaza Almeria parking structures. The project involves the temporary removal of on-street metered parking spaces on 3rd Street. The valet parking will result in a net increase in parking capacity upward of 25% within each designated level of each parking structure. The temporary net loss in on-street parking will not restrict costal access as the spaces will be replaced within each structure at a ratio exceeding the number of parking spaces removed. 2. The project is consistent with the requirements of the CZ Overlay District, the base zoning district, as well as other applicable provisions of the Huntington Beach Zoning and Subdivision Ordinance (HBZSO) and Municipal Code. The valet parking programs are located within District No. 5 (Mixed-Use; Commercial/Office/Residential) of the Downtown Specific Plan (SP5), which allows for parking related uses with the approval of a Conditional Use Permit (CUP). The valet parking services will be ancillary to existing public parking facilities. As conditioned, all support structures, which include the valet kiosk, waiting areas, and signage, will be located outside of any pedestrian paths and will not impede on coastal access. 3. At the time of occupancy the project can be provided with infrastructure in a manner that is consistent with the Local Coastal Program. The project is located within a previously G:2A\ZALTRS\10\CDP 2010-009;CUP 2010-011.doc Attachment 1.1 developed site in an urbanized area with all necessary services and infrastructure available, including water sewer, and roadways. 4. The development conforms with the public access and public recreation policies of Chapter 3 of the California Coastal Act. Public access to the beach will remain. The valet service resulting in the temporary removal of on-street parking spaces will further enhance public access by increasing overall parking capacity within the downtown area. FINDINGS FOR APPROVAL - CONDITIONAL USE PERMIT NO. 2010-011: 1. Conditional Use Permit (CUP) No. 2010-011 for the establishment, maintenance and operation of valet parking programs within designated portions of the Main Promenade and Plaza Almeria parking structures will not be detrimental to the general welfare of persons working or residing in the vicinity or detrimental to the value of the property and improvements in the neighborhood. The valet parking program will increase parking capacity within the downtown area by allowing additional parking opportunities thereby assisting in the mitigation of parking shortages experienced during peak parking conditions (i.e., summer months, special events, and holidays). The project, as modified by conditions of approval, shall operate within the existing parking structure of Plaza Almeria and on the adjacent public right-of-way on 3rd Street, and provide adequate circulation and vehicle queuing as not to significantly impact the local street system or parking operations within each corresponding parking structure. The storage of vehicles will be located below grade within the lower level of each parking structure within a partially enclosed area sufficiently buffered to adjacent sensitive land uses. The drop-off/pick-up of vehicles is not anticipated to significantly generate additional noise within the project area as each valet program is conditioned to conclude daily valet operations no later than 11 PM. 2. The conditional use permit will be compatible with surrounding uses as each valet parking program will not significantly alter existing parking operations and will maintain the identical usage of the Main Promenade and Plaza Almeria parking structures. The valet parking programs will increase overall parking capacity of each parking structure. The hours of operation of each parking program will occur during times when each parking structure is operational. No significant modifications will occur by the establishment of valet operations, which is limited to adjustments in the overall usage of the metered on-street parking spaces and overall operations of each parking structure. 3. The Main Promenade and Plaza Almeria valet parking programs will comply with the provisions of the base zoning district and other applicable provisions in Titles 20-25 of the Huntington Beach Zoning and Subdivision Ordinance. The project will not result in major physical changes to each parking structure. As conditioned, the project complies with all aspects of the SP5 (Downtown Specific Plan) including parking, vehicular circulation, and setbacks. Valet parking operations are permitted within the SP5 with the approval of a CUP. Parking facilities exist on each of the subject sites. 4. The granting of the conditional use permit will not adversely affect the General Plan. It is consistent with the Land Use Element designation of MV-F6/25-sp-pd (Mixed Use Vertical- 2.0 max. Floor Area Ratio-25 du/ac max.—Specific Plan Overlay—Pedestrian Overlay) on the subject property. In addition, it is consistent with the following goals and policies of the General Plan: G:\ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011.doc Attachment 1.2 A. Circulation Element Goal CE 5: Provide sufficient, well designed and convenient on and off street parking facilities through the City. Objective CE 5.1: Balance the supply of parking with the demand for parking. Policy CE 5.1.1: Maintain an adequate supply of parking that supports the present level of demand and allow for the expected increase in private transportation use. B. Coastal Element Objective C 2.4: Balance the supply of parking with the demand for parking. Policy C 2.4.1: Maintain an adequate supply of parking that supports the present level of demand and allows for the expected increase in private transportation use. C. Noise Element Policy N 1.4.3: Require that the parking areas of all commercial and industrial land uses, which abut residential areas, to be buffered and shielded by walls, fences, or adequate landscaping. The Main Promenade and Plaza Almeria valet parking programs will provide additional parking opportunities within the downtown area. During the summer months the demand for parking results in shortages at existing parking facilities that force beach/downtown visitors to park within adjacent residential neighborhoods. The valet parking programs allow existing parking facilities to increase overall parking capacity which helps meet demand. As conditioned, the valet parking programs are not anticipated to significantly generate additional noise impacts associated with valet operations (i.e., vehicle queuing, drop- off/pick-up, and storage). CONDITIONS OF APPROVAL - COASTAL DEVELOPMENT PERMIT NO. 2010-009 /CONDITIONAL USE PERMIT NO. 2010-011: 1. The site plan and floor plans received and dated March 18, 2010, and June 3, 2010, shall be the conceptually approved design with the modification that Exhibit "D" and "E" be revised to depict all valet parking operations, which includes vehicle drop-off/pick-up points, waiting areas, kiosks, storage and delivery routes, within the interior of the Plaza Almeria parking structure. All relocated items and pertinent data shall be depicted with clearly identified measurements/dimensions. 2. Prior to the commencement of the use, one set of project plans, revised pursuant to Condition of Approval No. 1, shall be submitted for review, approval and inclusion in the entitlement file to the Planning and Building Department. 3. The use shall comply with the following: a. Valet hours of operation shall be limited to the following: i. Main Promenade: Monday-Thursday—5PM-11 PM Friday-Sunday— 12PM-11 PM ii. Plaza Almeria: Monday-Thursday—5PM-12AM Friday-Sunday— 12PM-12AM G:\ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011.doc Attachment 1.3 b. Valet parking operations, which include vehicle drop-off/pick-up points, waiting areas, kiosks, storage and delivery routes, shall be limited to the interior of the Plaza Almeria parking structure and located outside adjacent to 3`d Street for Main Promenade. c. Valet storage parking areas shall be located within the lower level of each parking garage as depicted in the floor plans dated received March 18, 2010. d. During hours of non-valet service, signs shall be clearly posted adjacent to each on- street parking space and at the entrance of the valet storage parking areas identifying the hours at which valet operations shall occur. e. All valet service employees shall wear distinctive, identifiable uniforms with identification tags. f. All valet kiosks, waiting areas, signage and associated valet items shall provide an 8 ft. wide clear passage area for pedestrian access and shall not block any existing access to adjacent businesses and/or city facilities. g. All prices, payment options, hours of operation, including the name, address, and telephone number of the off-street parking facility at which vehicles will be parked, shall be readily identifiable and clearly posted at each valet drop-off/pick-up area. h. All valet kiosk and associated valet items shall be removed and stored away at the close of each business day. i. No valet operator, its attendants or other employees or agents, may park or leave vehicles on any public street. j. A portable trash receptacle shall be provided at each valet waiting area. k. A minimum vehicle queuing distance to accommodate five (5) vehicles shall be provided from the entrances of each parking structure to the first valet stopping point (i.e., drop-off/pick-up points). 4. The Director of Planning and Building ensures that all conditions of approval herein are complied with. The Director of Planning and Building shall be notified in writing if any changes to valet parking operations are proposed as a result of the ongoing operation and oversight of the use. 5. Minor modifications to the plans shall be reviewed and approved by the Department of Planning and Building for conformance with the intent of the Zoning Administrator's action. If the proposed changes are of a substantial nature, an amendment to the original entitlement reviewed by the Zoning Administrator may be required. 6. Incorporating sustainable or "green" building practices into the design of the proposed structures and associated site improvements is highly encouraged. Sustainable building practices may include (but are not limited to) those recommended by the U.S. .Green Building Council's Leadership in Energy and Environmental Design (LEED) Program certification (http://www.usgbc.org/DisplayPage.aspx?CategorylD=19) or Build It Green's Green Building Guidelines and Rating Systems (http://www.builditgreen.org/index.cfm?fuseaction=quidelines). G:1ZA\ZALTRS110\CDP 2010-009;CUP 2010-011.doc Attachment 1.4 INDEMNIFICATION AND HOLD HARMLESS CONDITION: The owner of the property which is the subject of this project and the project applicant if different from the property owner, and each of their heirs, successors and assigns, shall defend, indemnify and hold harmless the City of Huntington Beach and its agents, officers, and employees from any claim, action or proceedings, liability cost, including attorney's fees and costs against the City or its agents, officers or employees, to attack, set aside, void or annul any approval of the City, including but not limited to any approval granted by the City Council, Planning Commission, or Design Review Board concerning this project. The City shall promptly notify the applicant of any claim, action or proceeding and should cooperate fully in the defense thereof. G:\ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011.doc Attachment 1.5 OFFICE of the ZONING ADMINISTRATOR CITY OF HUNTINGTON BEACH CALIFORNIA P.O. BOX 190 CALIFORNIA 92648 (714) 536-5271 NOTICE OF ACTION August 4, 2010 Ol 0 City of Huntington Beach Economic Development 2000 MainStreet Huntington Beach, CA 92648 SUBJECT: RECONDSIDERATION OF CONDITIONAL USE PERMIT NO. 2010-011/ COASTAL DEVELOPMENT PERMIT NO. 2010-009 (MAIN PROMENADE & PLAZA ALMERIA VALET PARKING) APPLICANT: City of Huntington Beach, Economic Development, 2000 Main Street, Huntington Beach, CA 92648 REQUEST: CUP: To permit the establishment of valet parking programs within designated portions of the Main Promenade and Plaza Almeria parking structures. Valet service will operate at designated times during peak parking conditions on a daily basis. The drop-off and pick-up of vehicles will occur on the public right- of-way adjacent to each development and consist of a valet kiosk and waiting area. CDP: To permit the temporary removal of four on-street metered parking spaces on 3 d Street (Main Promenade) and two metered spaces on Olive Avenue (Plaza Almeria) for the drop-off/pick-up of valet vehicles. PROPERTY OWNER: City of Huntington Beach, 2000 Main Street, Huntington Beach, CA 92648 (200 Main Street) JT Development Company, LLC, 15272 Bolsa Chica Street, Unit 101, Huntington Beach, CA 92649 (301 Main Street) LOCATION: 200 Main Street, 92648 (east of Main Street, south of Olive Avenue) & 301 Main Street, 92648 (west of Main Street, north of Olive Avenue) PROJECT PLANNER: Andrew Gonzales DATE OF ACTION: August 4, 2010 Coastal Development Permit No. 2010-009 Conditional Use Permit No. 2010-011 Page 2 On Wednesday, August 4, 2010, the Huntington Beach Zoning Administrator took action on your application, and your application was conditionally approved. Attached to this letter are the findings and conditions of approval. Please be advised that the Zoning Administrator reviews the conceptual plan as a basic request for entitlement of the use applied for and there may be additional requirements prior to commencement of the project. It is recommended that you immediately pursue completion of the conditions of approval and address all requirements of the Huntington Beach Zoning and Subdivision Ordinance in order to expedite the processing/completion of your total application. The conceptual plan should not be construed as a precise plan, reflecting conformance to all Zoning and Subdivision Ordinance requirements. Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the action taken by the Zoning Administrator becomes final at the expiration of the appeal period. A person desiring to appeal the decision shall file a written notice of appeal to the Secretary of the Planning Commission within ten (10) working days of the date of the Zoning Administrator's action. The notice of appeal shall include the name and address of the appellant, the decision being appealed, and the grounds for the appeal. Said appeal must be accompanied by a filing fee of Two Thousand Two Dollars ($2,002.00) if the appeal is filed by any other party. In your case, the last day for filing an appeal and paying the filing fee is August 18, 2010, at 5:00 PM. Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that any application becomes null and void one (1) year after final approval, unless the use has been established. Excepting those actions commenced pursuant the California Environmental Quality Act, you are hereby notified that you have 90 days to protest the imposition of the fees described in this Notice of Action. If you fail to file a written protest regarding any of the fees contained in this Notice, you will be legally barred from later challenging such action pursuant to Government Code §66020. If you have any questions regarding this Notice of Action letter or the processing of your application, please contact Andrew Gonzales, the project planner, at (714) 374-1547 or via email at AGonzales@Surfcity-hb.org or the Planning and Building Department Zoning Counter at (714) 536-5271. Sincerely, f-- ---- , Ricky Ramos Zoning Administrator RR:AG:jd Attachment Coastal Development Permit No. 2010-009 Conditional Use Permit No. 2010-011 Page 3 c: Honorable Mayor and City Council Chair and Planning Commission Fred A. Wilson, City Administrator Scott Hess, Director of Planning and Building Herb Fauland, Planning Manager William H, Reardon, Division Chief/Fire Marshal Steve Bogart, Acting Principal Civil Engineer Debbie DeBow, Acting Principal Engineer Gerald Caraig, Permit-Plan Check Manager Judy Demers JT Development City of Huntington Beach Project File ATTACHMENT NO. 1 FINDINGS AND CONDITIONS OF APPROVAL COASTAL DEVELOPMENT PERMIT NO. 2010-009 CONDITIONAL USE PERMIT NO. 2010-011 FINDINGS FOR PROJECTS EXEMPT FROM CEQA: The Zoning Administrator finds that the project will not have any significant effect on the environment and is exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to sections 15301 and 15304 of the CEQA Guidelines, because the project involves utilization of portions of two existing parking garages for valet storage parking and operations involving no expansion of the uses beyond which already exists, and involves the temporary use of land having negligible or no permanent effects on the environment. FINDINGS FOR APPROVAL-COASTAL DEVELOPMENT PERMIT NO. 2010-009: 1. Coastal Development Permit No. 2010-009 to permit the temporary removal of four (4) on- street metered parking spaces on 3`d Street (Main Promenade) for the drop-off/pick-up of valet vehicles conforms with the General Plan, including the Local Coastal Program. The project is consistent with the following policies: Policy— C 2.4.1: Maintain an adequate supply of parking that supports the present level of demand and allows for the expected increase in private transportation. Policy— C 2.4.2(n: Replace any on-street parking lost in the coastal zone on a 1:1 basis within the coastal zone prior to or concurrent with the loss of any parking spaces. The proposed valet parking program will serve to increase parking capacity within the downtown area by establishing valet vehicle parking within the Main Promenade and Plaza Almeria parking structures. The project involves the temporary removal of on-street metered parking spaces on 3rd Street. The valet parking will result in a net increase in parking capacity upward of 25% within each designated level of each parking structure. The temporary net loss in on-street parking will not restrict coastal access as the spaces will be replaced within each structure at a ratio exceeding the number of parking spaces removed. 2. The project is consistent with the requirements of the CZ Overlay District, the base zoning district, as well as other applicable provisions of the Huntington Beach Zoning and Subdivision Ordinance (HBZSO) and Municipal Code. The valet parking programs are located within District No. 5 (Mixed-Use; Commercial/Office/Residential) of the Downtown Specific Plan (SP5), which allows for parking related uses with the approval of a Conditional Use Permit (CUP). The valet parking services will be ancillary to existing public parking facilities. As conditioned, all support structures, which include the valet kiosk, waiting areas, and signage, will be located outside of any pedestrian paths and will not impede on coastal access. 3. At the time of occupancy the project can be provided with infrastructure in a manner that is consistent with the Local Coastal Program. The project is located within a previously developed site in an urbanized area with all necessary services and infrastructure available, including water sewer, and roadways. G:V_A\ZALTRS\10\CDP 2010-009;CUP 2010-011 RECONSIDERATION.doc Attachment 1.1 4. The development conforms with the public access and public recreation policies of Chapter 3 of the California Coastal Act. Public access to the beach will remain. The valet service resulting in the temporary removal of on-street parking spaces will further enhance public access by increasing overall parking capacity within the downtown area. FINDINGS FOR APPROVAL -CONDITIONAL USE PERMIT NO. 2010-011: 1. Conditional Use Permit (CUP) No. 2010-011 for the establishment, maintenance and operation of valet parking programs within designated portions of the Main Promenade and Plaza Almeria parking structures will not be detrimental to the general welfare of persons working or residing in the vicinity or detrimental to the value of the property and improvements in the neighborhood. The valet parking program will increase parking capacity within the downtown area by allowing additional parking opportunities thereby assisting in the mitigation of parking shortages experienced during peak parking conditions (i.e., summer months, special events, and holidays). The project, as modified by conditions of approval, shall operate within a designated loading area adjacent to Main Street (Plaza Almeria) and on the adjacent public right-of-way on 3`d Street (Main Promenade), and provide adequate circulation and vehicle queuing as not to significantly impact the local street system or parking operations within each corresponding parking structure. The storage of vehicles will be located below grade within the lower level of each parking structure within a partially enclosed area sufficiently buffered to adjacent sensitive land uses. The drop-off/pick-up of vehicles is not anticipated to significantly generate additional noise within the project area as each valet program is conditioned to conclude daily valet operations no later than 11 PM. 2. The conditional use permit will be compatible with surrounding uses as each valet parking program will not significantly alter existing parking operations and will maintain the identical usage of the Main Promenade and Plaza Almeria parking structures. The valet parking programs will increase overall parking capacity of each parking structure. The hours of operation of each parking program will occur during times when each parking structure is operational. No significant modifications will occur by the establishment of valet services, which is limited to adjustments in the overall usage of an unloading area and metered on- street parking spaces including the overall operations of each parking structure. 3. The Main Promenade and Plaza Almeria valet parking programs will comply with the provisions of the base zoning district and other applicable provisions in Titles 20-25 of the Huntington Beach Zoning and Subdivision Ordinance. The project will not result in major physical changes to each parking structure. As conditioned, the project complies with all aspects of the SP5 (Downtown Specific Plan) including parking, vehicular circulation, and setbacks. Valet parking operations are permitted within the SP5 with the approval of a CUP. Parking facilities exist on each of the subject sites. 4. The granting of the conditional use permit will not adversely affect the General Plan. It is consistent with the Land Use Element designation of MV-F6/25-sp-pd (Mixed Use Vertical- 2.0 max. Floor Area Ratio-25 du/ac max.—Specific Plan Overlay—Pedestrian Overlay) on the subject property. In addition, it is consistent with the following goals and policies of the General Plan: G:\ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011 RECONSIDERATION.doc Attachment 1.2 A. Circulation Element Goal CE 5: Provide sufficient, well designed and convenient on and off street parking facilities through the City. Obiective CE 5.1: Balance the supply of parking with the demand for parking. Policy CE 5.1.1: Maintain an adequate supply of parking that supports the present level of demand and allow for the expected increase in private transportation use. B. Coastal Element Obiective C 2.4: Balance the supply of parking with the demand for parking. Policy C 2.4.1: Maintain an adequate supply of parking that supports the present level of demand and allows for the expected increase in private transportation use. C. Noise Element Policy N 1.4.3: Require that the parking areas of all commercial and industrial land uses, which abut residential areas, to be buffered and shielded by walls, fences, or adequate landscaping. The Main Promenade and Plaza Almeria valet parking programs will provide additional parking opportunities within the downtown area. During the summer months the demand for parking results in shortages at existing parking facilities that force beach/downtown visitors to park within adjacent residential neighborhoods. The valet parking programs allow existing parking facilities to increase overall parking capacity which helps meet demand. As conditioned, the valet parking programs are not anticipated to significantly generate additional noise or circulation impacts associated with valet operations (i.e., vehicle queuing, drop-off/pick-up, and storage). CONDITIONS OF APPROVAL - COASTAL DEVELOPMENT PERMIT NO. 2010-009 /CONDITIONAL USE PERMIT NO. 2010-011: 1. The site plan and floor plans received and dated March 18, 2010, and June 3, 2010, shall be the conceptually approved design with the modification that the outdoor drop-off/pick-up area for Plaza Almeria be limited to Option No. 2 (Main Street loading area). 2. Prior to installation of improvements and commencement of the use: a. The Departments of Planning and Building, Fire, and Public Works shall review and approve all vendor's policies, procedures, and staffing for any and all valet services at Main Promenade and Plaza Almeria. b. A License Agreement, including use fees, shall be obtained from the City for all portable valet kiosks and associated valet items located on public property. The applicant shall apply for and obtain approval of the license agreement from the Public Works Department. The License agreement shall be subject to termination at any time upon a 10 day prior written notice upon determination of the Zoning Administrator that one or more of the conditions or provisions of SP5 Section 4.2.33 or that one or more of the items listed under the Findings for Approval in this document have been violated. Termination of a License Agreement shall nullify the conditional use permit. c. The applicant shall provide an updated public liability insurance policy as specified in G:\ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011 RECONSIDERATION.doc Attachment 1.3 all current insurance resolution. Such liability insurance shall be provided,in a form acceptable to the City Attorney. The policy shall name the City of Huntington Beach as additional insured and shall be maintained at all times. 3. The valet operations at both locations shall comply with the following: a. Outdoor valet hours of operation shall be limited to the following: Monday-Thursday— 5PM-11 PM ® Friday-Sunday— 12PM-11 PM b. Valet parking operations, which include vehicle drop-off/pick-up points, waiting areas, kiosks, storage and delivery routes, be limited to the designated unloading area adjacent to Main Street (Plaza Almeria) and the metered parking spaces adjacent to 3`d Street (Main Promenade). c. Valet storage parking areas shall be located within the lower level of each parking garage as depicted in the floor plans dated received March 18, 2010. d. During hours of non-valet service, signs shall be clearly posted adjacent to each designated outdoor valet area and at the entrance of the valet storage parking areas identifying the hours at which valet operations shall occur. e. All valet service employees shall wear distinctive, identifiable uniforms with identification tags. f. All valet kiosks, waiting areas, signage and associated valet items shall provide an 8 ft. wide clear passage area for pedestrian access and shall not block any existing access to adjacent businesses and/or city facilities. g. All prices, payment options, hours of operation, including the name, address, and telephone number of the off-street parking facility at which vehicles will be parked, shall be readily identifiable and clearly posted at each valet drop-off/pick-up area. h. All valet kiosk and associated valet items shall be removed and stored away at the close of each business day. i. No valet operator, its attendants or other employees or agents, may park or leave vehicles on any public street. j. A portable trash receptacle shall be provided at each valet waiting area. k. In the event the number of vehicles queued in the designated drop-off/pick-up areas reaches the maximum capacity at any time, the valet attendants shall be required to post a "Valet Full" sign and direct excess vehicles away from the drop-off/pick-up area and adjacent street so as not to block traffic. (PW& FD) I. Pick up of vehicles after outdoor valet hours shall be inside the parking structures. m. In the event that there are any violations of the conditions of approval, life safety codes, traffic laws, or parking regulations the valet service may be terminated by any Police Officer, Fire Inspector or authorized personnel from the Departments of Planning and Building or Public Works. 4. A review of the use shall be conducted by the Zoning Administrator approximately six (6) months after commencement of valet operations to verify compliance with all conditions of approval and applicable Chapters of the Huntington Beach Zoning and Subdivision G:1ZA\ZALTRS\10\CDP 2010-009;CUP 2010-011 RECONSIDERATION.doc Attachment 1.4 Ordinance (HBZSO) and Huntington Beach Municipal Code (HBMC). If the six (6) month review determines any violations of the conditions of approval or any applicable Chapters of the HBZSO or HBMC, the Zoning Administrator may consider modifications to the conditions of approval or schedule for a revocation hearing. At that time the Zoning Administrator may revoke any land use permits or consider modifications to the conditions of approval. 5. Incorporating sustainable or "green" building practices into the design of the proposed structures and associated site improvements is highly encouraged. Sustainable building practices may include (but are not limited to) those recommended by the U.S. Green Building Council's Leadership in Energy and Environmental Design (LEED) Program certification (http://www.usgbc.org/DisplayPage.aspx?CategorylD=19) or Build 1t Green's Green Building Guidelines and Rating Systems (hftp://www.builditgreen.org/index.cfm?fuseaction=quidelines). INDEMNIFICATION AND HOLD HARMLESS CONDITION: The owner of the property which is the subject of this project and the project applicant if different from the property owner, and each of their heirs, successors and assigns, shall defend, indemnify and hold harmless the City of Huntington Beach and its agents, officers, and employees from any claim, action or proceedings, liability cost, including attorney's fees and costs against the City or its agents, officers or employees, to attack, set aside, void or annul any approval of the City, including but not limited to any approval granted by the City Council, Planning Commission, or Design Review Board concerning this project. The City shall promptly notify the applicant of any claim, action or proceeding and should cooperate fully in the defense thereof. G:\ZAIZALTRS\101CDP 2010-009;CUP 2010-011 RECONSIDERATION.doc Attachment 1.5 OP ID CU DATE(MMIDDNYYY) i4GOI�I3,, CERTIFICATE OF LIABILITY INSURAINCE PPSPA-1 1 06106111 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Hamilton Brewart Ins Agcy, LLC ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE California License No. OD69219 HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR P. 0. Box 1949 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Upland CA 91785-1949 Phone: 909-981-5210 Eax:909-985-3448 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Travelers Indemnity of CT INSURERB: CompWest Insurance Company PPS Parking Inc. INSURER C: P.O, Box 15635 WSURERD: Irvine, CA 92623 INSURER E: COVERAGES 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 BYTHE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLICY NUMBER POLICY EFFECTIVE POLI Y EXPIRATI N LIMITS LTR INSR TYPE OF INSURANCE DATE MM1DDIYY DATE MMIDD1YY GENERAL LIABILITY EACH OCCURRENCE $1,000,000 A X X COMMERCIAL GENERAL LIABILITY 6604789AI34 12/17/10 12/17/11 PREMISEA(Eaoccurence) $300,000 CLAIMS MADE X❑OCCUR MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMITAPPLIESPER: PRODUCTS-COMWOPAGG $2,000,000 POLICY PRO LOC JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $1,000,000 A X ANY AUTO BA7833L785 12/17/10 12/17/11 (Ea accident) ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ X HIRED AUTOS BODILY INJURY EP X NON-OWNED AUTOS (Per accident) $ PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ A �ANY AUTO BA7833L785 OTHERTHAN EA ACC $ XGaragekeqpqrs $I,000,000 EACH LOCATION 12/17/10 12/17/11 AUTO ONLY AGG $ EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE $4 O 0 0 000 A X OCCUR E] CLAIMS MADE EX9494B261 12/17/10 12/17/11 AGGREGATE $4,000,000 $ DEDUCTIBLE $ X RETENTION $O $ OTH- WORKERS COMPENSATION AND X 70RY LIMITS ER B EMPLOYERS'LIABILITY CA005001048-007 12/17/10 12/17/11 E.L.EACH ACCIDENT $1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICERIMEMBEREXCLUDED? E,L,DISEASE-EA EMPLOYEE $1,000,000 f yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 OTHER DESCRIPTION OF OPERATIONS f LOCATIONS 1 VEHICLES!EXCLUSIONS ADDED BY ENDORSEMENT!SPECIAL PROVISIONS Cancellation Provision reverts to 10 days for non-payment of premium. Certificate holder The City of Huntington Beach, its elected or appointed officials, agents, officers, employees and volunteers are named as Additional Insured per attached form. CERTIFICATE HOLDER CANCELLATION CITYHBI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL The City of Huntington Beach, IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR 2000 Main Street REPRESENTATIVES. Huntington Beach CA 92648 A IZED REPRESE TATIV o ACORD 26(2001108) Q ACORD CORPORATION 1988 POLICY NUMBER: 6604789AI34 COMMERCIAL.GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -- DESIGNATED PERSON O ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: The City of Huntington Beach It's elected or appointed officials, agents Officers, employees and volunteers. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability arising out of your operations or premises owned by or rented to you. CC 20 26 11 85 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 ❑ POLICY NUMBER: BA7833L785 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM Paragraph c. of the WHO IS AN INSURED provision 1. No liability is assumed by that person or organi- includes the person or organization indicated below, zation for the payment of any premiums stated in but only for his, her or its liability because of acts or the policy or earned under the policy. omissions of an "insured"under paragraphs a. or b. of 2. In the event of cancellation of the policy, written that provision, subject to the following additional pro- notice of cancellation will be mailed by us to that visions: person or organization. Person or Organization City of Huntington Beach It's elected or appointed officials, agents officers,employees and volunteers CA T3 01 02 99 Page 1 of 1 ACQRQ, EVIDENCE OF COMMERCIAL PROPERTY INSURANOR cu DATE(MMIDDIYYYY) 06 06/2011 THIS IS EVIDENCE THAT INSURANCE AS IDENTIFIED BELOW HAS BEEN ISSUED,IS IN FORCE,AND CONVEYS ALL THE RIGHTS AND PRIVILEGES AFFORDED UNDER THE POLICY. PRODUCER NAME,CONTACT AfC No,Ext, 909-981-5210 COMPANY NAME AND ADDRESS NAIC NO: PERSON AND ADDRESS (AfC,Na): 909-985-3448 ADDRESS: Travelers Hamilton Brewart ns gc P.O. Box 96932 California License No. W0219 Chicago IL 60693-8932 P. O. Box 1949 Upland CA 91785-1949 CODE: OJG505 SUB CODE: AGENCY CUSTOMER ID#: PPSPA-1 IF MULTIPLE COMPANIES,COMPLETE SEPARATE FORM FOR EACH NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER PPS Parking Inc. i 6604789A134 P.O. Box 16635 EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL Irvine CA 92623 12/17/10 12 TERMINATED IF CHECKED /17/11 ADDITIONAL NAMED INSURED(S) THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION(Use additional sheets if more space is required) LOCATION/DESCRIPTION nsure a era es a verysucQ ess va 001 et 4kr7�ing company. Fxed iec JOnS & 201 Main St spe ial events. Santa Ana A 92705 COVERAGE INFORMATION CAUSE OF LOSS FORM BASIC Ll BROAD X I SPFCIALL_j OTHER INCLUDES WIND COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 157,500 DED: 2,500 YES NO BUSINESS INCOME I RENTAL VALUE X If YES, LIMIT: X Actual Loss Sustained #of months: 18 BLANKET COVERAGE If YES,indicate amount of insurance on properties identified above: $ TERRORISM COVERAGE X Attach signed Disclosure Notice I DEC IS COVERAGE PROVIDED FOR"CERTIFIED ACTS"ONLY? X If YES, SUB LIMIT: DED: IS COVERAGE A STAND ALONE POLICY? X If YES, LIMIT: DED: DOES COVERAGE INCLUDE DOMESTIC TERRORISM? X If YES, SUB LIMIT: DED: COVERAGE FOR MOLD X I(YES, LIMIT: DED: MOLD EXCLUSION(If"YES",specify organization's form used) X REPLACEMENT COST X AGREED AMOUNT X COINSURANCE X If YES, 0 % EQUIPMENT BREAKDOWN(If Applicable) X If YES, LIMIT: DED. LAW AND ORDINANCE Coverage for loss to undamaged portion of building X If YES, LIMIT: DED. -Demolition Costs X If YES, LIMIT: DED: -Incr.Cost of Construction X If YES, LIMIT: DED: EARTHQUAKE(If Applicable) X If YES, LIMIT: DED: FLOOD(If Applicable) X If YES, LIMIT: DED: WIND I HAIL(If Separate Policy) X If YES, LIMIT, DED: PERMISSION TO WAIVE SUBROGATION PRIOR TO LOSS X REMARKS-Including Special Conditions(Use additional sheets if more space is required) The city of Huntington Beach, it's elected or appointed o icia s, agents, officers, employees and volunteers are named as Additional Insured CANCELLATION THE POLICY IS SUBJECT TO THE PREMIUMS,FORMS,AND RULES IN EFFECT FOR EACH POLICY PERIOD,SHOULD THE POLICY BE TERMINATED,THE COMPANY WILL GIVE THE ADDITIONAL INTEREST IDENTIFIED BELOW *30 DAYS WRITTEN NOTICE,AND WILL SEND NOTIFICATION OF ANY CHANGES TO THE POLICY THAT WOULD AFFECT THAT INTEREST,IN ACCORDANCE WITH THE POLICY PROVISIONS OR AS REQUIRED BY LAW, ADDITIONAL INTEREST NAME AND ADDRESS LENDER SERVICING AGENT NAME AND ADDRESS City of Huntington Beach SEE Remarks section 2000 Main Street Huntington Beach CA 92548 .HMORTGAGEE X Additional Insured A D PRES N TIVE LOSS PAYEE e ACORD 28(2003110) ©ACORD CORPORATION 2003 DX T3 71 03 98 ADDITIONAL INSURED THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: DELUXE PROPERTY COVERAGE PART The person or organization indicated below is added as an additional insured, as their interest may appear, for the described property only: SCHEDULE The City of Huntington Beach, It's elected or appointed officials Agents, officers, employees and volunteers Privac I Legal Notices @2008 The Traveers Companies,Inc.