AGENDA REPORT
Meeting Date:
Item Number:
To:
From:
Subject:
Attachments:
RECOMMENDATION
The City Council is asked to approve the Memorandum of Understanding (MOU) between the City of Beverly Hills and the Friends of Greystone (FOG).
The City Council is also asked to provide direction on the name(s) approved to be used by the Friends of Greystone when referring to Greystone on their promotional materials, books, merchandise sold at the property, and other printed material.
INTRODUCTION
The partnership between the City of Beverly Hills and the Friends of Greystone has been longstanding, since the formation of FOG in 2001 as a community-based committee of the Greystone Foundation. Since that time the Friends of Greystone have been a champion for the mansion, raising awareness within Beverly Hills and the region of this important historic landmark, which has been a City park for over 50 years. Greystone was added to the National Register of Historic Places in 1976 and designated a Beverly Hills Local Landmark in 2013. The Friends of Greystone is an independent 501(c)3, nonprofit public benefit corporation.
June 3, 2025
F-1
Honorable Mayor & City Council
Stephanie Harris, Director of Community Services
Sara Scrimshaw, Venue Supervisor-Historic Site
THE MEMORANDUM OF UNDERSTANDING WITH THE
FRIENDS OF GREYSTONE FOR USE OF GREYSTONE
MANSION AND GARDENS: THE DOHENY ESTATE FOR
PROGRAMS AND EVENTS TO FUNDRAISE AND RAISE
AWARENESS OF THE HISTORIC PROPERTY; AND
APPROVAL TO USE DOHENY GREYSTONE ESTATE AS
THE NAME USED FOR THE PROPERTY ON MATERIALS;
AND
AUTHORIZATION FOR THE CITY MANAGER TO EXECUTE
THE MEMORANDUM OF UNDERSTANDING
1) Friends of Greystone MOU
Meeting Date: June 3, 2025
During this partnership with the City and the Community Services department, which manages and provides day-to-day oversight of Greystone, FOG has partnered on City programs, developed their own programs for the public, collaborated with the Beverly Hills High School history department, and developed relationships with the Doheny family, resulting in the gifting of multiple artifacts original to the family and the mansion to FOG.
The Friends of Greystone have also raised money for restoration, including a portion of the funds to reproduce the historic library within the mansion, a project that was completed in 2020-2021 as a joint City/FOG project and will be used as a museum to display the artifacts owned by FOG and provide more information to visitors about the Doheny family.
The MOU aligns with the City’s broader strategic goals of fostering community engagement and promoting cultural opportunities. By formalizing the relationship between FOG and the City, this MOU delineates the respective roles, responsibilities, and financial relationship of both parties. The City and FOG share the common goal of restoring and preserving Greystone for the public to enjoy.
DISCUSSION
The scope of this MOU consists of agreements between FOG and the City regarding FOG programs held at Greystone, FOG restoration projects, family artifacts donated to FOG, the library museum, marketing and promotional materials, FOG membership programs and use of Greystone by donors, insurance, audit and inspection provisions, and the inclusion on FOG materials that the City owns and operates Greystone.
In particular, the MOU outlines events that FOG will hold at Greystone annually, including clarification regarding the process to confirm event dates. FOG will be able to reserve dates after City programs are scheduled but before dates open for public booking. The list of annual events is based on programs that FOG routinely held at Greystone in the years prior to 2020, such as their annual member event, mansion tours for the BHHS students, an outdoor concert in the courtyard, and two Best Kept Secret tours. The MOU includes approximate staffing costs for these events based on the published Comprehensive Schedule of Taxes, Fees & Charges, totaling approximately $16,000. The MOU also provides direction on the process for adding additional events.
The MOU clarifies the process and procedures for restoration and preservation projects at Greystone, which will continue to be overseen by City staff. This section details the steps for identifying and prioritizing projects, the need to have projects approved by appropriate City staff, the process for FOG-funded projects and FOG and City jointly funded projects, and memorializing the agreement and reimbursement process for projects, ensuring that City procurement ordinances, policies, rules and regulations are followed.
Other items included within the MOU include clarification that artifacts donated to the Friends of Greystone, while stored at Greystone, are owned by FOG, and FOG will provide a full inventory of these items. These items will also be displayed in the library museum.
When the City shield is included on FOG marketing and promotional material, City staff shall review said materials to ensure the appropriate use of the City’s intellectual property.
FOG shall also include language on their materials acknowledging that Greystone is owned and operated by the City of Beverly Hills. FOG shall keep City staff apprised of any changes to membership benefits, and it is clarified that a donor may only use Greystone for an event if a) FOG uses one of its annual event dates and obtains approval from the Director of Community Services or b) if FOG pays the published rental fee rates for a weekday event.
Meeting Date: June 3, 2025
Direction regarding the property name used by the Friends of Greystone The Friends of Greystone have requested to call Greystone “Doheny Greystone Estate” on their promotional materials for events held at the mansion, in books, on merchandise sold at the property, and in other printed materials produced by the Friends of Greystone.
This is different than the name for the property used by the City: Greystone Mansion & Gardens: The Doheny Estate, also shortened to Greystone.
When Ned & Lucy Doheny built Greystone in the 1920s, they named it Greystone, as seen on the historic gate at 501 Doheny Road. Colloquially the property has been called Greystone, Greystone Park, Greystone Mansion, Greystone Estate, etc. The park dedication plaque at Greystone, installed in 1971, lists the name as Greystone Park and Reservoir. The nomination form for the National Register in 1976 lists the historic name of the property as Doheny Estate/Greystone and the common name as Greystone Park. The Beverly Hills Local Landmark designation paperwork follows the same naming guidelines as the National Register in their nomination, and the landmark name on the list of Designated Landmarks in Beverly Hills is Greystone Mansion. Signage on other buildings at Greystone, such as the reservoir, say City of Beverly Hills / Greystone. Plaques that were installed following the local historic landmark designation differ from other naming conventions and list the name as Doheny Greystone Estate.
In the early 2010s, City literature began using Greystone Mansion & Gardens, Greystone Estate, or Greystone Mansion & Gardens: The Doheny Estate in place of Greystone Park.
Current staff were not part of those discussions, but it is understood the adjustment was to denote the difference between Greystone and other parks, such as Roxbury and La Cienega, which allow for different uses per the municipal code, such as “engaging or participating in organized physical games…or the throwing of balls or other objects.” Current City Street signage directing visitors to Greystone uses Greystone Mansion & Gardens. Staff have continued to use Greystone as the shortened version of the name for the property.
Use of Greystone at the beginning of the name also differentiates Greystone from the Doheny Mansion, originally owned by Ned Doheny’s father and now part of Mount Saint Mary’s University. This historic property is also open for tours and holds concerts and other public programs.
Staff requests direction from City Council on the name that the Friends of Greystone may use on their promotional materials, books, merchandise sold at the property, and other printed material.
FISCAL IMPACT
This MOU formalizes the use of Greystone by the Friends of Greystone, ensuring that both parties are in agreement regarding the roles and responsibilities of each. FOG uses their annual events to raise funds for restoration and other projects at Greystone as approved by the City. As FOG events have been on hiatus for the past five years, a dollar amount has not been attached to the funds raised by FOG for the improvement of Greystone.
City costs include staff costs, estimated at up to $16,000 annually in connection with FOG events. If FOG is to request additional events or the existing events exceed the $16,000 FOG will be required to pay the staffing rates listed in the annual Taxes, Fees and Charges. Additionally, FOG uses multiple rooms in Greystone Mansion for storage of artifacts, merchandise, posters, linens, and other supplies used during the course of Meeting Date: June 3, 2025
FOG’s programs and events at Greystone. No dollar amount has been attached to this use of space.
Use of Greystone for FOG annual events is estimated at approximately $53,000 if facility rental fees were to be charged. The waiver of facility rental fees is estimated at approximately$53,000. The total costs associated will all fees being waived annually for FOG programming exclusive of their monthly board meetings is $69,000.
Stephanie Harris
Director of Community Services
Approved By
Attachment 1
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B0785-0001\2588676v25.doc
Memorandum of Understanding
Between
The City of Beverly Hills
And
The Friends of Greystone
THIS MEMORANDUM OF UNDERSTANDING (the “MOU”) is entered into by and between the City of Beverly Hills (hereinafter referred to as “CITY”) and The Friends of Greystone (hereinafter referred to as “FOG”), collectively they are referred to as the “Parties” as of the date set forth below.
RECITALS
A. CITY is a municipality in the State of California; and owns and operates the property it refers to as “Greystone Mansion and Gardens: The Doheny Estate,”, historically designated as Doheny Estate/Greystone, which includes the grounds, mansion, out buildings and reservoir (collectively they are referred to as “Greystone”).
B. The Friends of Greystone is a 501 (c) (3) charitable, non-profit, volunteer organization whose mission is to raise funds to restore, preserve and protect Greystone mansion and grounds as well as raise awareness of the property and also provide educational programs to students, residents of CITY, and the general public.
C. As a 501 (c) (3) organization FOG represents that it is exempt from Federal and State taxation.
D. FOG is an organization governed by its Articles and Bylaws and the activities and affairs of the organization are conducted and all of its corporate powers are exercised by or under the direction of its Board of Directors (or “Board”), which are designated, selected and elected in accordance with the FOG’s Bylaws.
E. CITY and FOG desire to formalize the relationship between CITY and FOG by setting forth a series of mutual expectations and/or understandings. CITY and FOG share the common goals of restoring and preserving Greystone for the public to enjoy.
F. The purpose of this MOU is to establish a framework for cooperation and collaboration between CITY and FOG by setting forth a written MOU to define the respective roles, responsibilities, and financial relationship of the Parties.
CITY and FOG hereby agree that the understanding between them as to the respective roles, responsibilities and financial relationship between FOG and CITY is as follows:
1. Term of MOU.
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The term of this MOU shall be for a period of three years beginning on ___________________ and ending on ___________________. Prior to the end of the three year term, the parties shall meet to determine if any amendments are needed to the MOU. CITY may extend the MOU in writing for up to three additional years.
2. Responsible Principal(s).
(a) FOG’s Responsible Principals are the President or the 1st Vice President of the Board of Directors or such other person as the Board of Directors (or “Board”) may designate. FOG’s Responsible Principal shall be principally responsible for FOG’s obligations under this MOU and shall serve as principal liaison between CITY and FOG. Designation of a Responsible Principal other than the President or 1st Vice President of the Board shall be made in writing to the Director of Community Services (“Director”).
(b) CITY’s Responsible Principal shall be the Director or her/his designee.
3. Use of Greystone for Events.
(a) CITY agrees to make Greystone available to FOG for FOG’s annual events (collectively “Annual Events”) as enumerated in Exhibit A, Annual Events, attached hereto and incorporated herein by this reference. FOG shall not be required to obtain a charitable solicitations events permit from the Charitable Solicitations Commission (“CSC”) for the Annual Events provided that donations are not solicited in the Annual Event’s marketing and promotional materials. FOG shall obtain a charitable solicitations events permit pursuant to Beverly Hills Municipal Code section 4-3- 801 et seq for FOG’s annual membership drive.
(b)
(i) Upon execution of this MOU and at six month intervals thereafter, , CITY’s Greystone venue supervisor will provide to FOG proposed dates for the Annual Events in the ensuing twelve (12) months. Within ten (10) business days, FOG will confirm the dates or suggest one or more alternative dates, and in addition, provide such details about the Annual Events as are then known, including estimated duration and time frames (including set up and breakdown) and CITY support needs.
Should any of the alternate dates be unacceptable to CITY, the parties’ representatives will work together in good faith to agree on a mutually acceptable alternative. CITY and FOG will keep a written record of Annual Event dates once they are confirmed by both parties. Except as provided in the next sentence, the Annual Events will not be subject to change without the consent of both parties. However, in the event of unforeseen circumstances, if a change to the date is required by CITY and the parties do not agree to change the date, the City Council has the right to make the change to the Annual Event date. In the event of an emergency situation, the City Manager may immediately cancel the FOG event.
An “emergency situation" is defined as an urgent unforeseen situation that threatens life, property or the general public health and safety.
(ii) The City Council shall have the right to cancel any FOG event for any cause or no cause with one hundred eighty (180) days prior written notice. (c) Proposals for additional events, or changes to previously scheduled events shall be submitted to the Director’s designee via email for review by the Director at least six months prior to -3-
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the proposed additional or changed event. Proposals for such events shall be submitted on the Greystone Event Proposal Form, Attachment 1 to Exhibit A, and shall include requested event date(s) and timeline, event details, event duration, set-up and breakdown support needs. Approval of new events shall be subject to the Director’s written approval, which approval shall not be unreasonably withheld, and shall include consideration of availability of Greystone, CITY staff resources and compliance with Greystone venue rules. The Director will provide comments, denials, or approvals on proposals for additional events or changes to Annual Events within sixty (60) days of receiving the proposal.
(d) Not less than ten (10) business days prior to the Annual Event, final event timelines, facilities diagrams and layouts are due to the Director’s designee.
4. Membership Forms and Donations.
(a) FOG Membership Forms
(i) FOG event and membership forms, and solicitations shall state that the recipient of the donations and ticket sales is to FOG, a separate 501(3)(c) non-profit entity and not the CITY.
(ii) The current FOG membership form is attached hereto and incorporated by reference as Exhibit C. If FOG make substantive changes to its membership form, FOG shall submit the revised form to the Director, who shall review it for compliance with the terms of the MOU within seven business (7) days.
(b) Donations to FOG and In-Kind Donation of CITY Staff Support (i) FOG shall not authorize donors of any amount or type to use Greystone unless FOG utilizes one of its Annual Events listed in Exhibit A for such use and the Director approves the use in writing in advance of the proposed use and date. All requirements of the MOU that apply to Annual Events, shall apply to the authorized donor event. Notwithstanding the above, in addition to the Annual Events set forth in Exhibit A, FOG is authorized to use Greystone for private events, weekdays only, if FOG pays CITY’s regular rental fees and the private event date and time frame is approved by Greystone’s venue supervisor.
(ii) CITY will continue to provide in-kind donation of CITY staffing support for planning and program delivery of FOG events. Staffing support for FOG events (Exhibit A) is estimated at $16000 annually. The Director can deny a FOG event which exceeds $16,000 in staffing costs, unless FOG covers the costs that exceed $16,000. As stated in Section 3, proposals for new, additional, or redesigned events must include estimated timelines, including set-up and breakdown support needed by CITY staff.
Written approval of a new, additional, or redesigned event by the Director includes approval of in-kind staff support as detailed in the event proposal, unless indicated otherwise by Director in writing. CITY shall determine the extent of support CITY can give for each FOG event/program.
5. FOG Monthly Board Meetings.
FOG may utilize Greystone, the Beverly Hills Public Library or one of CITY’s Community Centers (La Cienega or Roxbury) for monthly Board meetings. The location for each meeting is subject to the prior approval of the Director’s designee, which shall not be unreasonably withheld. A maximum of twelve (12) FOG monthly Board meetings, one per month, may be held at Greystone, the Beverly Hills Public Library or a CITY community center, at no cost to FOG, subject to availability of space and staffing.
FOG shall schedule the location of Board meetings through the Director's designee. FOG will have -4-
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exclusive access to an area at one of the CITY locations described in this section. Board meetings are normally scheduled on the third Wednesday of the month. Greystone may be utilized from 3 pm to 6 pm which are Greystone’s normal business hours. The other CITY locations may be used from 5:00 pm to 8:00 pm. Board meetings will not be scheduled on CITY holidays. Director's designee may be present at all FOG Board meetings with the exception of closed Board meetings. For the convenience of CITY staff, CITY requests that closed Board meetings be held at the end of its regularly scheduled Board meetings.
6. Large-Scale CITY Events at Greystone.
CITY will keep FOG informed of large-scale CITY events and programs occurring at Greystone.
Large scale events include CITY events/programs or co-sponsored events/programs at Greystone that have anticipated attendance of 100 or more guests. Such large scale events include, without limitation, the Great Outdoors at Greystone, Holidays at Greystone, the Gatsby Redux, and Music in the Mansion.
The Director's designee will send FOG quarterly updates of such large scale events and programs.
7. FOG Restoration and Preservation Projects.
(a) CITY procurement ordinances, policies, rules and regulations will govern restoration and preservation projects at Greystone. FOG funded restoration and preservation projects are subject to the Director’s written approval, including FOG’s proposed share of costs, taking into account CITY priorities and staffing to manage the projects. Projects that exceed FOG's financial contribution shall require City Council approval for any requested CITY contribution. CITY staff will be responsible for overseeing these approved restoration and preservation projects. All Greystone projects must follow the Secretary of the Interior Standards for the Treatment of Historic Properties. Projects may also be subject to guidelines or review for properties with National Register and Local Historic Landmark designation. All projects are subject to review by the City Architect, who may include other City staff and contractors including the City Urban Designer in the review process. Prior to the commencement of work on FOG funded restoration projects, page one of Exhibit B shall be completed by all parties.
(b) Individual project agreements must be executed between CITY and its contractors prior to the commencement of any approved project. CITY staff and designated FOG members are to meet quarterly to discuss the status of active FOG and CITY funded projects. (c) Contractors on FOG funded restoration and preservation projects will be paid by CITY pursuant to CITY’s standard invoicing and payment procedures. FOG will reimburse CITY the agreed upon portion of the project cost upon completion of the project, within thirty (30) days from receipt of the reimbursement packet, the form of which is attached hereto as Exhibit B and incorporated by this reference.
(d) CITY staff and designated FOG members agree to meet quarterly to identify, determine the feasibility of and prioritize the order of FOG funded restoration and preservation projects to attempt to complete such projects each year within the context of CITY goals and resources. (e) CITY staff and designated FOG members also agree to review projects in the Adopt a Project program annually to ensure FOG and CITY agree on project feasibility. When a donor expresses interest in a project, the Director or her designee and FOG must agree in writing on project timelines, which shall be determined in collaboration with CITY Project Administration staff, before -5-
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completion dates are promised to donors with the goal to ensure that CITY approved projects can be completed within a reasonable timeframe. Projects shall not be listed or promoted to donors unless they have gone through this annual review process.
8. FOG Treasures Inventory, Exhibit Coverage and Release. (a) The parties acknowledge that historical items which formerly belonged to the Doheny family which were donated or gifted to FOG and are now in the FOG Collection of Family Memorabilia/ Historical Items/Antiques & Artifacts (collectively the "FOG Treasures") contain invaluable items of antiquity of historical significance to Greystone, the Doheny family and CITY. While this MOU is in effect, FOG shall not sell or otherwise transfer any of the FOG Treasures, nor remove any of the FOG Treasures from CITY property.
(b) FOG represents that the FOG Treasures inventory, attached hereto and incorporated by reference as Exhibit D is complete as of the date of execution of the MOU. (c) If donated items are added or removed from the FOG Treasures inventory, FOG shall submit to the Director the updated inventory and provide to the Director gift and valuation documentation promptly.
(d) Additional items owned by FOG are currently inside Greystone and are listed in Attachment 1 to Exhibit D (“FOG Property”). If FOG owns additional items that are or will be displayed and/or stored in Greystone but are not listed in Attachment 1 to Exhibit D, FOG shall notify the Director in writing of such additional FOG owned items.
(e) FOG represents that all FOG Treasures and FOG Property that are stored or displayed at Greystone are owned by FOG.
(f) FOG, its volunteers and Board members agree to waive, release, and discharge CITY, and its officers, agents, employees, and volunteers, from any and all claims for property damage to the FOG Treasures and/or FOG Property which are related to, arise out of, or are in any way connected with FOG’s storage and display at Greystone of the FOG Treasures and/or FOG Property.
9. Greystone Library Museum for FOG Treasures.
The Greystone library may be used as a museum for the FOG Treasures in accordance with the terms set forth in Exhibit E, attached hereto and incorporated herein by reference.
10. Storage at Greystone.
CITY shall provide secure storage onsite at Greystone for the FOG Treasures with access for both FOG and Director designated CITY staff members. Upon execution of this MOU, CITY will provide FOG with a list of the names of the Director designated CITY staff members given access to the FOG Treasures and will thereafter provide FOG with an updated list whenever there are changes to the designated staff. CITY and FOG shall review areas currently in use by FOG and CITY may request adjustments based on current and upcoming uses of Greystone. FOG shall not store combustible or hazardous items at Greystone.
CITY intends to explore the feasibility of installing an electronic system that will automatically log the identity of the individual entering the storage area. FOG hereby waives and releases CITY and its -6-
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officers, employees, volunteers and agents from and against any claims, liabilities, losses, damages, attorney's fees, expenses or costs arising out of use of the FOG Collection and/or storage of the FOG Treasures on CITY property.
11. Use of CITY Copyrighted Materials and CITY Review of FOG Literature. (a) FOG may use the CITY shield logo in its event promotional literature per the CITY’s specified “style-guide,” next to the FOG logo. FOG shall submit event promotional materials containing CITY’s shield logo (in print and online) to the Director for advance review and approval. The Director's designee will review these materials for compliance with the terms of the MOU including to ensure the appropriate use of CITY's intellectual property and shall respond within seven (7) business days from submission. FOG shall not use CITY’s shield logo or any other CITY intellectual property in any other written materials or documents of any kind, except as allowed in this subsection (a). For purposes of this Section, “intellectual property” is defined as a work or invention that is the result of creativity, such as a manuscript or a design, to which one has rights and for which one may apply for a patent, copyright, trademark, etc. (b) All FOG outreach, fundraising, marketing and event promotional materials shall include the following statement: “Greystone Mansion & Gardens: The Doheny Estate is owned, operated and managed by the City of Beverly Hills.” FOG may sell appropriate museum type souvenirs and tourist memorabilia (books, mugs, tote bags, posters, postcards, etc.) (“FOG Merchandise”) as depicted on Exhibit F, attached hereto and incorporated herein in FOG's online gift shop and onsite at Greystone at FOG's events. Such FOG Merchandise shall not include CITY’s shield logo. Books about Greystone shall identify Greystone as a CITY-owned property.
(c) FOG’s requests for marketing materials such as flyers, and newsletters that are requested to be printed by CITY’s print shop for FOG shall be submitted at least fourteen (14) business days prior to the date FOG requires the marketing materials. All materials are required to be printed on CITY approved card stock/paper. Requests for posters shall be submitted at least sixty (60) days prior to the date FOG requires the marketing materials. If CITY’s print shop is able to provide the print job to FOG, FOG shall provide and pay for the costs of the card stock/paper/poster board and CITY shall provide the service free of charge. If CITY’s print shop is unable to provide the print job (i.e. it requires specialized services), FOG shall incur the entire cost of the print job from an outside vendor. The parties acknowledge that all marketing materials are required to be printed on CITY approved card stock/paper/poster board.
12. Audit and Inspection.
All FOG documents, books and accounting records shall be open for CITY inspection at any reasonable time with thirty (30) days’ advance written notice during the term of this MOU, and for a -7-
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reasonable period, not to exceed five years, thereafter. In addition, CITY may from time-to-time (but not more than one time in any twelve-month period) conduct an audit of the financial records of the business conducted by FOG at a CITY designated location at City Hall at a mutually agreeable day and time. FOG shall provide to CITY annual financial statements (including income and expenses) and Form 990 FOG filed with the Internal Revenue Service. The audit and inspection provisions shall remain in effect for five years from the termination or expiration of the MOU.
13. CITY’s Civility and Community Services Department Standards.
The parties to this MOU are subject to CITY's Civility Statement and Community Service Department Standards of Behavior, attached hereto and incorporated herein as Exhibit G. FOG volunteers must complete with the Volunteer Waiver form. FOG shall provide the Director or her designee with a list of its volunteers at the start of each Annual Event.
14. Insurance.
FOG shall provide and maintain at its own expense during the term of the Agreement, insurance coverage as set forth in Exhibit H, and provide a certificate of insurance in the Acord form set forth in Exhibit H-1, attached hereto and incorporated herein by this reference.
15. Indemnification.
(a) FOG agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney fees and costs) arising from any intentional, reckless, negligent or otherwise wrongful acts, errors or omissions of FOG or any person employed by or volunteering for FOG in the performance of this MOU.
(b) The provisions of this section 15 shall survive termination or expiration of the MOU.
16. Infectious Disease.
(a) FOG shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health. (b) FOG shall advise employees and volunteers who have any symptoms of COVID19, the common cold, influenza or infectious disease not to report to work. (c) FOG shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee or volunteer who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
17. Termination.
(a) The City Council shall have the right to terminate this MOU without cause upon one hundred eighty (180) calendar days' written notice to FOG. FOG shall have the right to terminate this MOU without cause upon one hundred eighty calendar days’ written notice to CITY. The City Council -8-
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shall have the right to terminate for a material breach of the MOU immediately. In the event CITY or FOG terminates this MOU without cause, FOG may continue, for 180 days, to hold its scheduled events at Greystone. Prior to removing the FOG Treasures or other FOG property from Greystone, FOG shall provide to CITY a detailed list of the FOG Treasures and property FOG intends to remove from Greystone.
(b) In the event of termination of the MOU by CITY, CITY shall cooperate with FOG's removal from Greystone of FOG owned assets, including the FOG Treasures. Further, in the event of termination of the MOU by CITY, FOG shall return all CITY's storage keys in FOG’s possession to the Director no later than the effective date of termination and FOG shall no longer be authorized to (i) access Greystone and its storage areas and; (ii) hold FOG events or meetings at Greystone except as authorized in section 17(a).
18. Disposition of Assets upon Liquidation.
In the event of the dissolution of the FOG organization, FOG shall immediately notify CITY in writing and provide to the Director all documentation required to be provided to the California’s Attorney General. FOG shall also provide the Director with a detailed list of FOG Treasures and other property to be removed from Greystone.
19. Changes to FOG Articles of Incorporation and Bylaws.
FOG shall notify the Director or her designee of any changes to FOG's Articles of Incorporation and Bylaws, and officers within ten (10) days of the effective date of the changes.
20. Entire Agreement.
(a) This MOU integrates all the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties with respect to the services and materials to be provided by each party (b) No verbal agreement or conversation with any officer or employee of either party shall affect or modify any of the terms and conditions of this MOU. (c) This MOU may be amended only by a written instrument signed by both designated CITY and FOG authorized representatives.
21. Notice.
Unless stated otherwise herein, all notices and demands shall be in writing and sent to the parties to their addresses below, or to such other addresses as the parties may hereafter designate in writing:
TO THE CITY:
Sara Scrimshaw,
CITY Venue Supervisor-Historic Site
Greystone Mansion
501 Doheny Road
Beverly Hills, CA 90210
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TO FOG:
Friends of Greystone
Board of Directors
P.O. Box 16938
Beverly Hills, CA 90209
Attn: Susan Rosen, President
22. Exhibits; Precedence.
All documents referenced as exhibits in this MOU are hereby incorporated in this MOU. In the event of any material discrepancy between the express provisions of this MOU and the provisions of any document incorporated herein by reference, the provisions of this MOU shall prevail.
23. Governing Law.
The interpretation and implementation of this MOU shall be governed by the domestic law of the State of California.
24. No Third Party Beneficiaries.
The only signatories to this MOU are CITY and FOG. There are no third party beneficiaries and this MOU is not intended and shall not be construed to benefit or be enforceable by any other person whatsoever other than the successors in interest of the signatories.
25. Severability.
Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of _______________ 20 ____, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
____________________________(Seal)
HUMA AHMED
City Clerk
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FRIENDS OF GREYSTONE:
____________________________
SUSAN ROSEN
President
____________________________
VICKY SWARTZ
1st Vice President/Treasurer
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
_______________________ ____________________________
LAURENCE S. WIENER STEPHANIE HARRIS
City Attorney Director of Community Services
____________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
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EXHIBIT A
FOG ANNUAL EVENTS
The following FOG Annual Events may be held on weekend days at Greystone each calendar year, subject to the terms of the MOU:
1. Two (2) Beverly Hills High School Tours (Spring and Fall).
2. Two (2) Best Kept Secrets Self-Guided Tours (preferred months are March and November).
March is subject to change based on the LA Marathon and holidays. If March is not available, then the event may be held in February or April.
3. One (1) membership event held in September to coincide with the celebration of the Doheny family’s move into Greystone.
4. One (1) benefit performance of The Manor (subject to when Theatre 40 holds this performance which is usually in January or February and may not occur annually), date subject to Director of Community Services written approval.
5. Two (2) indoor programs held on the first floor of the mansion with reception, lunch or dinner (i.e. book talk, lecture, concert or other performance.)
6. One (1) outdoor concert and dinner/reception.
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EXHIBIT B
REIMBURSEMENT PACKET
RESTORATION AND PRESERVATION PROJECTS
1. SIGNED FORM REQUIRED PRIOR TO PROJECT COMMENCEMENT
City of Beverly Hills - Friends of Greystone
Payment Agreement for new restoration projects
This document formalizes the agreement between the City of Beverly Hills and Friends of Greystone regarding the project described below:
Name of project:
Basic scope of the project:
Total cost of the project:
Cost that will be covered by FOG:
Portion of the project that will be covered by FOG, if applicable:
Project Administration Fee:
Estimated cost that will be covered by the City:
Portion of the project that will be covered by the City, if applicable:
All costs agreed to be covered by FOG will be paid on a reimbursement basis to the City of Beverly Hills upon presentation of a letter from the City of Beverly Hills confirming that payment has been made by the City of Beverly Hills along with a copy of the invoice.
FOG agrees to pay for the costs listed above for this project:
Signed:_____________________________________ Date:_________________________________ The City agrees to pay for the costs listed above for this project:
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2. SAMPLE REIMBURSEMENT LETTER SENT TO FOG FROM CITY FOLLOWING PARTIAL OR
COMPLETE PAYMENTS RELATED TO PROJECTS
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EXHIBIT C
FOG MEMBERSHIP FORM
*PDF Document on Following Page*
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EXHIBIT D
FOG TREASURES
The current list of FOG Treasures is attached as a PDF document on the following pages. In addition, there are various items that are owned by FOG and located at Greystone and are listed on Attachment 1 to Exhibit D.
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ATTACHMENT 1 TO EXHIBIT D
ADDITIONAL FOG PROPERTY LOCATED AT GREYSTONE
1. Thirty-seven (37) framed storyboards, displayed on the first and second floors of the mansion and entertainment wing, along with all accompanying easels.
2. Framed oil panting displayed in first floor guest bathroom “Ladies Lavatory”.
3. All freestanding furniture and antique accessories in cabinet in “Ladies Powder Room” and “Ladies Lavatory”, both located on the first floor of Greystone.
4. All framed construction photos displayed in the first floor “East Alcove”, as well as the two standing lamps.
5. All table linens stored in FOG linen closet.
6. All disposable dinnerware, napkins, utensils, table décor, used for FOG events, stored in closet with Greystone chairs.
7. Stanchions (8), and accompanying red velvet ropes (8), surrounding billiard table in the entertainment wing.
8. (i) Mobile Media Center UHD Adjustable TV Display Cart with one shelf; (ii) 65 inch 4k UHD Smart TV; (iii) Blu-ray Disc Player; (iv) Samsung Soundbar, Miscellaneous Cables and Connectors related to listed devices; (v) Projector; and (vi) Two Wireless Speakers
9. Merchandise for sale through FOG gift shop, including but not limited to books, mugs, tote bags, and pottery from reproduced ceramic Greystone tiles.
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EXHIBIT E
GREYSTONE LIBRARY MUSEUM
CITY and FOG agree to the use of the Greystone library as a museum on the terms stated below.
CITY and FOG share the common goal of preserving Greystone for the public to enjoy and to share the story of Greystone and the Doheny family to those who visit. • The restoration of the Greystone library for the purpose of a “museum-style” room within the mansion was a shared goal of FOG and CITY and has been completed. • FOG shall design and display items from Greystone and the Doheny family, (the “FOG Treasures”), for viewing. FOG shall be responsible for the exhibit development, design, and display. Once the FOG Treasures identified in Exhibit D are displayed in the Greystone library, CITY’s Director or her designee will be entitled to request changes to the wording in the exhibits. • The parties understand that due to CITY events at the Greystone library, the displays of the FOG Treasures may need to be obscured during the CITY events, including the set up and break down of the CITY events.
• Two paintings and one photographic reproduction have been approved by CITY Architect to be hung on the Greystone library walls. All other items to be displayed by FOG shall be safely secured in the shelving units lining the north and west walls of the Greystone library museum. • The Greystone library museum will be open when the first floor of the Greystone Mansion is open. This includes, but is not limited to, the following:
o During FOG events inside the Greystone mansion
o During CITY events inside the Greystone mansion
o During private rental events inside the Greystone mansion • The Greystone library will continue to be used during rental events and public programs. Rental events will be allowed use of the floor space, however, no items in the cabinets will be moved. • There is not currently a plan in place to open the Greystone library museum on additional days.
Opening the Greystone library museum in a manner other than listed above would require a written agreement or amendment to the MOU with the CITY and FOG. • FOG will have access to the Greystone library museum as site availability permits during park hours and during FOG events.
• The Director’s designee will have keys to the Greystone library museum display cabinets. FOG’s designee will be given two keys.
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EXHIBIT F
FOG SOUVENIRS & MEMORABILIA
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EXHIBIT G
CITY’S CIVILITY STATEMENT & COMMUNITY SERVICES DEPT. STANDARDS *PDF Document on following pages*
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EXHIBIT H
INSURANCE REQUIREMENTS
(a) FOG shall at all times during the term of the MOU carry, maintain and keep in full force and effect, insurance as follows: FOG shall at all times during the term of this MOU carry, maintain and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of One Million Dollars ($1,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by FOG, its officers, directors, employees, agents or volunteers. The general liability insurance shall contain an endorsement naming the CITY as an additional insured.
(2) A policy of Workers' compensation insurance as required by the State of California. If FOG does not have any employees, FOG shall sign an affidavit to this effect on a form approved by CITY’s Risk Manager and attached hereto and incorporated herein as Attachment 1 to Exhibit H.
(b) FOG shall require each of its sub-contractors to maintain insurance coverage which meets all of the requirements of this MOU.
(c) The policy or polices required by this MOU shall be issued by an insurer admitted in the State of California and with a rating of at least a A+; VII in the latest edition of Best's Insurance Guide. (d) FOG agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this MOU or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at FOG's expense, the premium thereon. (e) At all times during the term of this MOU, FOG shall maintain on file with CITY's Risk Manager a certificate or certificates of insurance on the form set forth in Attachment 2 to Exhibit H, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. FOG shall, prior to commencement of work under this MOU, file with CITY's Risk Manager such certificate or certificates. The general liability insurance shall contain an endorsement naming CITY as an additional insured. All of the policies required under this MOU shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days prior written notice to CITY, and specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this MOU. (f) The insurance provided by FOG shall be primary to any coverage available to CITY. The policies of insurance required by this MOU shall include provisions for waiver of subrogation. (g) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, FOG shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or FOG shall procure a bond guaranteeing payment of losses and expenses. -47-
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(h) The insurance coverage amounts required under the MOU do not limit CITY's right to recover against FOG and its insurance carriers.
(i) FOG shall provide proof of insurance as required in this section annually to CITY's Risk Manager at the following email address: [email protected] -48-
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EXHIBIT H – ATTACHMENT 1
WORKER’S COMPENSATION AFFIDAVIT
(FOR PARTY NOT SUBJECT TO CALIFORNIA WORKER’S COMPENSATION LAWS) We, the Friends of Greystone, certify that in the performance of our Memorandum of Understanding with the City of Beverly Hills, shall not employ any person in any manner so as to become subject to the Worker’s Compensation Laws of California.
We agree that should we become subject to the Worker’s Compensation Laws of California during the term of the Memorandum of Agreement, we will notify the City of Beverly Hills in writing and will comply with those laws immediately.
FRIENDS OF GREYSTONE
________________________________
Susan Rosen, President
Friends of Greystone
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EXHIBIT H - ATTACHMENT 2
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