CITY OF MERCED
COMMUNITY CENTER BUILDING
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Lease") is made and entered into this day of , 2022, by and between the City of Merced, a California Charter Municipal Corporation, whose address of record is 678 West 18th Street, Merced, California 95340, (hereinafter referred to as "Lessor") and S. W.A.G. (Students With Aspiring Goals), a California 501(C)(3) Non-Profit Corporation, whose address of record is 1032 Fairway Drive, P.O. Box 218, Atwater, California 95301, (hereinafter referred to as "Lessee").
RECITALS
WHEREAS, Lessor is the owner of the McNamara Youth Center building located at 1040 Canal Street in the City of Merced, the County of Merced and the State of California ("hereinafter "Community Center"); and, WHEREAS, Lessor is desirous of utilizing the Community Center in a manner which will benefit the citizens of the surrounding community; and, WHEREAS, Lessor recognizes the important role that nonprofit and charitable organizations play in assisting the public by providing important services and programs to the public; and,
WHEREAS, Lessor desires to lease the Community Center to one or more nonprofit or charitable organizations with strong community ties for the purpose of providing a variety of important programs and services to the public, and in particular to the youth of Merced; and,
WHEREAS, Lessee is a Nonprofit Organization that is recognized as tax- exempt under Section 501, subdivision (c)(3) of the Internal Revenue Code; and, WHEREAS, Lessee desires to Lease the Community Center for the purpose of conducting a variety of community programs and activities, as described in part and in further detail in Exhibit "C," attached hereto, which is incorporated herein by reference; and,
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 1 WHEREAS, Lessee desires to enter into a nonexclusive Lease with Lessor for the nonexclusive use of the Community Center for the purpose of providing youth and community programming to the public; and,
WHEREAS, in entering into the Lease, Lessee agrees to cooperate with and work together with any other entities entering into a nonexclusive Lease with Lessor (hereinafter "Leasing Entities") for the use of the Community Center for the purpose of providing their respective services, activities, programs and/or classes at separate times and/or days and/or dates; and,
WHEREAS, Lessor deems it to be in furtherance of its goals and in the public's interest to enter into a nonexclusive lease with Lessee for the nonexclusive use of the Community Center to be utilized solely for the purposes described to Lessor herein.
NOW, THEREFORE, in consideration of the terms and conditions set forth herein, the Lessor and Lessee do hereby agree as follows:
1. DEFINITION OF FACILITY. The leased premises consist of the certain building known as the McNamara Youth Center which is located at 1040 Canal Street, Merced, California, and which is more fully described in Exhibits "A" and "B" attached hereto, both incorporated herein by reference. Said leased premises are hereinafter referred to as the "Facility."
2. FACILITY. The Lessor hereby leases to Lessee and Lessee leases from Lessor for the term, at the rental, and upon all the conditions set forth herein, the Facility which is situated in the City of Merced, County of Merced, State of California, together with all improvements thereon and appurtenances thereto, and subject to the conditions set forth herein, the nonexclusive right of Lessee and its officers, employees, business invitees, customers and patrons, of access to and from Facility.
3. TERM. The term of this Lease shall be from July 1, 2022 to June 30, 2023 (said term hereinafter called the "Lease Term"). This Agreement may be extended for two (2) one (1) year terms ending on June 30, 2025.
4. RENT. In exchange for Lessee's programs and activities at the Facility, the Facility is leased to Lessee without any monetary payment to Lessor, subject to the terms and conditions set forth in the Lease.
X:\Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 2 5. NONEXCLUSIVE USE. During the term of this Lease, and any renewal hereof, Lessee shall have the nonexclusive shared use of the Facility for the purpose of providing a variety of programs to the community as set forth in Exhibit "C" attached hereto, or for any other programs or activities that provide a beneficial social, recreational or educational value to the community. Lessee will have the nonexclusive shared use of the Facility along with any other Leasing Entities and the City of Merced.
Lessee shall not commit or permit any act or acts in or on the Facility or use the Facility or sutter it to be used in any manner which will cause a cancellation of any fire, liability, or other insurance policy covering the Facility or any part thereof.
Lessor specifically reserves the right to use the Facility for City or City- sponsored events for the benefit of the public. In the event that Lessor desires to use the Facility, it will provide Lessor and all other Leasing Entities with at least ten (10) days' notice of such intended use. Lessor use of the Facility shall take priority over all other Leasing Entities, including Lessee.
6. NO OVERSIGHT OF THE OPERATIONS OF THE FACILITY BY
LESSOR. Lessor will not be coordinating, controlling or overseeing the operations of the Facility or of any of the programs, activities, services or classes offered by Lessee or any of the Leasing Entities. As this Lease is for the nonexclusive shared use of the Facility, Lessee agrees to be flexible and cooperative to allow any other Leasing Entities to operate their respective programs. The scheduling of programs, activities and classes will be coordinated solely by Lessee and the Leasing Entities.
7. NO RESPONSIBILITY. Lessor is entering into a Lease for the nonexclusive shared use of the Facility with Lessee as well as Leasing Entities for the purpose of allowing these organizations to provide a variety of community programs, activities, services and classes for the benefit of the public. Lessor is NOT RESPONSIBLE for any items, property or belongings left in or around the Facility by Lessee, individuals, members of the public or any of the Leasing Entities when they are using or not using the Facility. Lessor will not be providing any security or other oversight for any items, property or belongings brought into or left in or around the Facility.
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 3 8. REPAIRS, MAINTENANCE AND UTILITIES.
a. Lessor shall provide and pay for building maintenance and repair of the Facility, including, but not limited to, the structure, exterior roof, and exterior side walls.
b. Lessor shall pay up to Seven Thousand Five Hundred Dollars ($7,500.00) annually for cost of water, sewer, electricity and other utility services for the exterior and interior area of the Facility. In the event that the cost of utilities for the Facility exceeds Seven Thousand Five Hundred Dollars ($7,500) annually, Lessee and all other Leasing Entities will be responsible to equally pay the costs of the monthly utility charges for the Facility. Lessor will inform Lessee and all other Leasing Entities of the monthly utility costs for the Facility.
C. Lessee can individually provide (pay for) janitorial services or share the cost of such services with any other Leasing Entities. In the alternative, Lessee and all other Leasing Entities can agree to perform janitorial services for the facility in a manner and according to a schedule developed and agreed upon by Lessee and all other Leasing Entities. Lessee agrees to clean up the facility after each time it uses the Facility or any portion thereof. Lessee agrees to assist all other Leasing Entities with maintaining the inside of the Facility in a safe and clean manner that is appropriate for both youth and community programs.
9. ALTERATIONS AND IMPROVEMENTS. Lessee shall have the
right to make alterations and improvements to the Facility subject to the following terms and conditions:
No alterations or improvements made by Lessee shall in any way impair the structural stability of the Facility or diminish the value of the property; Any and all alterations or improvements shall be first approved in writing by the Lessor, but said approval shall not be unreasonably withheld by Lessor;
C. Lessee shall keep the Facility and every part of the Facility free and clear of any mechanics' liens or materialmen's liens arising out of the construction of any such alterations or improvements.
d. All alterations and improvements made to the Facility shall become the property of the Lessor and shall remain on and be surrendered with the Facility X: \Agreements\Parks & Recreation\2022/Community Center Lease Agreement - SWAG.docx 4 at the expiration or sooner termination of this Lease or any renewal or extension of this Lease.
e. Lessee's personal property and its trade fixtures, including machinery, equipment, and furnishings, shall remain the property of Lessee and may be removed by Lessee. Any personal property, trade fixtures, or equipment not removed by Lessee within thirty (30) days after the termination of this Lease or any extension thereot, shall automatically become the property of the Lessor.
Lessee shall repair any damage to the Facility caused by Lessee's removal of its personal property, trade fixtures, or equipment, but Lessee shall have no obligation to remove such items from the Facility at any time.
10. MECHANICS LIENS. The Lessor and Lessee agree to keep the Facility free from any and all claims of persons or firms or corporations who, at the request of Lessor or Lessee or their employees or contractor, furnish labor or materials to or for the benefit of the Facility and Lessor and Lessee further agree to hold each other harmless from any and all claims.
11. DAMAGE/DESTRUCTION. If the Facility is damaged or destroyed in whole or in part by fire or other casualty, Lessor shall repair and restore the Facility to a good tenantable condition. All rent shall wholly abate in case the entire Facility is untenantable, or shall abate pro rata for the portion rendered untenantable in case a part only is untenantable, until the Facility is restored to a tenantable condition. Lessor shall commence and complete all work required to be done under this paragraph with reasonable promptness and diligence, but Lessor shall not be in default in any required performance if delay in performance results from fire, flood, storm, labor disputes, shortage of materials, funds or transportation facilities, governmental regulations, war, act of God or other causes beyond Lessor's reasonable control. If Lessor shall not commence such repair or restoration within thirty (30) days after such damage or destruction shall occur or if repair or restoration will require more than one hundred twenty (120) days to complete, Lessor or Lessee may thereafter, at its option, terminate this Lease by giving written notice of its election to do so at any time prior to the commencement of such repair or restoration. In that event, this Lease shall terminate as of the date such notice is received by Lessor.
Notwithstanding any other provisions of this section, Lessee shall be responsible for repair and restoration of Lessee's trade fixtures and personal property located in or on the Facility in the event of damage or destruction of said property.
X:\Agreements\Parks & Recreation|2022\Community Center Lease Agreement - SWAG.docx 5 12. FIRE INSURANCE. Lessee shall maintain fire insurance in full force and effect during the Lease Term and any renewal hereof, which shall include coverage against loss or damage to the Facility in the amount of not less than ninety (90) percent of its full insurable value, against perils included within the classifications of fire, extended coverage, vandalism, malicious mischief and special extended perils.
13. INSURANCE. Lessee shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with Lessee's operation and use of the leased premises and Facility. The cost of such insurance shall be borne by the Lessee. The insurance coverage shall be at least as broad as:
(1) Insurance Services Office ('ISO"') Commercial General Liability coverage (occurrence form CG 00 01);
(2) Worker's Compensation Insurance as required by the State of California and Employer's Liability Insurance;
(3) Property insurance against all risks of loss to any tenant improvements or betterments.
The Lessee shall maintain limits no less than:
General Liability:
(1) $1 million per occurrence for bodily injury, personal injury, death (including accidental death) and property damage. In addition, general liability insurance of not less than $2 million for bodily injury, personal injury or death (including accidental death) of two or more persons as a result of any one accident or incident; and, (2) $500,000.00 for damage to or destruction of any property of others; (3) Property insurance for full replacement cost with no coinsurance penalty provision.
The insurance shall:
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 6 (1) Insure against all liability of Lessee and its authorized representatives arising out of or in connecion with Lesse's use or occupaney or the (2) Insure performance by Lessee of the indemnity provisions of paragraph 27.
(3) Provide that Lessor be named as an additional insured and contain cross-liability endorsements. The General Liability insurance shall be provided by an ISO Commercial General Liability policy, with edition dates of 1985, 1988, or 1990. The City will be named as an additional insured using ISO form CG 20 10 11 85 the same form with an edition date no later than 1990.
(4) Be considered by the parties hereto as the primary insurance. (5) Contain an endorsement requiring a minimum of thirty (30) days written notice to the City Clerk of Lessor from the insurance company before cancellation or change in the coverage, scope, or amount of any policy. The mailing address for the City Clerk's Office is:
City of Merced
Attn: City Clerk
678 West 18th Street
Merced, California 95340
The Lessee shall furnish a Certificate of Insurance with the City Clerk evidencing the aforesaid coverage prior to the commencement of the Lease Term.
Lessee shall also annually furnish copies of Certificates of Insurance to the City Clerk upon renewal of the insurance required by this section throughout the duration of the Lease Term or any extension thereof.
Lessee agrees that, except where prohibited by law, any workers' compensation insurance policy of Lessee covering operations on the Facility shall include a waiver of any right or subrogation which any insurer of the Lessee might otherwise acquire against the Lessor by virtue of payment of any loss under such insurance.
Notwithstanding the above, it is further agreed to between the parties hereto that the limits of insurance coverage specified above are the minimum amounts X: Agreements Parks & Recreation\2022\Community Center Leasc Agreement - SWAG.docx 7 required and shall be subject to revision by the Lessor from time to time if a need is indicated. The Lessor hereby agrees to act reasonably at all times with respect to the provisions of this paragraph.
14. WAIVER OF SUBROGATION. Lessor and Lessee and all parties claiming under or through them hereby mutually release and discharge each other, any other tenants or occupants of the Facility, and the officers, employees, agents, representatives, customers and business visitors of Lessor or Lessee or such other tenants or occupants, from all claims, losses and liabilities arising from or caused by any hazard covered by insurance on or in connection with the Facility, even if caused by the fault or negligence of a release party. This release shall apply only to the extent that such claim, loss or liability is covered by insurance.
15. EXTERIOR SIGNS. Any and all signs or advertisements of any nature extending into, on, or located over the Facility, shall conform to all City of Merced, California, zoning and building codes and shall be approved by Lessor in writing prior to construction, use, or erection thereof. Approval by Lessor shall not be unreasonably withheld, as to location, graphics type, content, architectural or engineering standards.
16. TAXES. The terms of this Lease may result in the creation of a possessory interest. If such a possessory interest is vested in a private party to this Lease, the private party may be subjected to payment of personal property taxes levied on such interest. Lessee shall be responsible for the payment of, and shall pay before they become delinquent, all taxes, assessments and fees assessed or levied upon Lessee or the Facility, or any interest therein, including, but not limited to, buildings, structures, fixtures, equipment or other property installed, or constructed thereon. Lessee further agrees not to allow such taxes, assessments or fees to become delinquent and as such to become a lien against Facility or any improvement thereto. Nothing herein contained shall be deemed to prevent or prohibit Lessee from contesting the validity or amount of any such tax, assessment or fee in the manner authorized by law.
The obligation to make any payments pursuant to this Section shall survive the expiration of the term of this Lease, provided Lessee's obligation arose out of or is equitably allocable to the period covered by this Lease.
Unless otherwise provided by this Section, the Lessee shall pay the Lessor any other taxes, assessments, or fees, which the Lessor may become obligated to pay in connection with the ownership or maintenance of the Facility.
X: Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 8 17. ASSIGNMENT AND SUBLETTING. Lessee shall not encumber, assign, sublet, or otherwise transfer this Lease, any right or interest in this Lease, or any right or interest in the Facility, for a longer period than six (6) months without the prior written consent of Lessor. A consent of Lessor to one assignment, subletting, or occupation and use by another person shall not be deemed to be a consent to any subsequent assignment, subletting, or occupation and use by another person. Any encumbrance, assignment, transfer, or subletting in violation of the requirements hereof, whether it be voluntary or involuntary, by operation of law, or otherwise, is void and shall, at the option of Lessor, terminate this Lease.
The consent of Lessor to any assignment of Lessee's interest in this Lease or the subletting by Lessee of the Facility, shall not be unreasonably withheld or delayed.
18. TERMINATION OF LEASE.
a. In the event the Lessee determines in good faith that it no longer practicably, economically, or operationally can do business from the Facility, upon making a reasonable showing of same to Lessor, Lessee shall have the right to terminate this Lease on thirty (30) days' prior written notice. b. It is understood and agreed by the parties hereto that Lessor and its successors in interest shall and hereby do reserve the right to cancel or terminate this Lease prior to expiration of the term or renewed or extended term hereof as follows:
(1) If the Lessee is in default or breach of this Lease, as specified in Section 18 of this Lease or as otherwise provided by law; or (2) Upon sixty (60) days' notice without cause.
19. COMPLIANCE WITH LAWS. During the term of this Lease and any renewals hereof, Lessee shall promptly execute and comply with all Federal, State, County, and City statutes, ordinances, regulations, laws, or other requirements including, but not limited to those applicable to the occupancy of the Facility, the operation of the Facility as a youth center, or those applicable to the organization entering into this Lease.
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 9 20. DEFAULT/REMEDIES - LESSEE.
The occurrence of any one or more of the following events constitutes a material default and breach of this Lease by Lessee:
The failure by Lessee to make any payment required to be made by Lessee hereunder, as and when due, where the failure is continuous for a period of twenty (20) days after written notice thereof from Lessor to Lessee. b. The tailure by Lessee to observe or perform any of the covenants, conditions, or provisions of this Lease to be observed or performed by Lessee, other than those described in Subsection (a), of this section (18), where the failure continues for a period of thirty (30) days after notice thereof from Lessor to Lessee; provided, however, that if the nature of Lessee's default is such that more than thirty (30) days are reasonably required for its cure, then Lessee shall not be deemed in default if Lessee commences such cure within the thirty (30) day period and thereafter diligently completes the cure.
C. The making by Lessee of any general assignment, or general arrangement for the benefit of creditors.
d. The filing by Lessee of a petition to have Lessee adjudged as bankrupt.
e. The judicial declaration of Lessee as bankrupt.
f. The appointment of a trustee or receiver to take possession of substantially all Lessee's assets located at the Facility or of Lessee's interest in this Lease, if possession is not restored within thirty (30) days.
The attachment, execution or other judicial seizure of substantially all Lessee's assets located at the Facility or of Lessee's interest in this Lease, if the seizure is not discharged within thirty (30) days.
In the event of any such default or breach with the exception of bankruptcy or receivership, by Lessee, Lessor may, after giving written notice as provided above, pursue those remedies available to Lessor under the laws or judicial decisions of the State of California. In the event of bankruptcy or receivership, this Lease shall immediately terminate.
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 10 If Lessee breaches this Lease or is in default, as provided above, the Lessor may terminate this Lease upon written notice as provided herein. On such termination, the Lessor may recover from Lessee:
(1) The worth at the time of award of the unpaid rent which has been earned at the time of termination;
(ii) The worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been unreasonably avoided;
(iii) The worth at the time of award of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of such rental loss for such period that Lessee proves could be reasonably avoided; and
(iv) Any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform his obligations under this Lease, or which in the ordinary course of things would likely to result therefrom.
The "worth at the time of award" of the amounts referred to in Subsections (i) and (ii) hereinabove is computed by allowing interest at the legal rate. The worth at the time of award of the amount referred to in paragraph (iii) of this subsection is computed by discounting such amount at the legal rate of interest.
Even though Lessee breaches this Lease or is in default, as provided above, this Lease continues in effect for so long as the Lessor does not terminate Lessee's right of possession; and the Lessor may enforce all its rights and remedies under this Lease, including the right to recover the rent as it becomes due under this Lease, unless the breach by Lessee constitutes a breach and abandonment of the Lease, in which case the Lessor may enforce all its rights and remedies except its right to recover rent as it becomes due.
For the purposes of this Lease, acts of maintenance or preservation or efforts to relet the Facility do not constitute a termination of Lessee's right to possession.
X: Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 11 The rights of the Lessor under this Lease shall be cumulative to all other rights or remedies now or hereafter given to Lessor by law. Nothing in this Lease affects the right of the Lessor to equitable relief where such relief is appropriate.
Nothing in this Lease affects the rights of the parties under statutory provisions relating to actions for unlawful detainer, forcible entry, and forcible detainer. If Lessor brings an action in unlawful detainer, and possession of the property is no longer an issue because possession of the property is delivered to Lessor before trial or, if there is no trial, before judgment is entered, unless Lessor amends the complaint to state a claim for damages not recoverable in the unlawful detainer proceeding, the bringing of an unlawful detainer, forcible entry, or forcible detainer action as described hereinabove does not affect Lessor's right to bring a separate action for relief on termination, or in equity; but no relief shall be requested and no damages shall be recovered in the subsequent action for any detriment for which claim for damages was made and determined on the merits in the previous action.
Efforts by the Lessor to mitigate the damages caused by Lessee's breach of this Lease do not waive the Lessor's right to recover damages under this section.
Nothing in this section affects the right of the Lessor to indemnification for liability arising prior to the termination of this Lease for personal injuries or property damage as provided in Section 25 of this Lease.
21. DEFAULT/REMEDIES - LESSOR.
Lessor shall not be in default unless Lessor fails to perform obligations required of it within a reasonable time, but in no event later than thirty (30) days after written notice by Lessee to Lessor; provided that if the nature of Lessor's obligation is such that more than thirty (30) days are reasonably required for performance, then Lessor shall not be in default if Lessor commences performance within the thirty (30) day period and thereafter diligently completes performance.
If Lessor defaults in the performance of any of the obligations or conditions required to be performed by Lessor under this Lease, Lessee may, after giving notice as provided above, elect to terminate this Lease upon giving thirty (30) days' written notice to Lessor of its intention to do so. In that event, this Lease shall terminate upon the date specified in the notice, unless Lessor has meanwhile cured the default. The foregoing shall be Lessee's sole remedy in the event of a breach by Lessor.
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 12 22. CONDEMNATION. If all of the Facility or any portion thereof is taken under the power of eminent domain, sold under the threat of the exercise of said power, or disposed of to satisfy federal requirements (all of which are herein called "condemnation"), this Lease shall automatically terminate as of the date the condemning authority takes title or possession, whichever occurs first.
Any award or payment made upon condemnation of all or any part of the Facility shall be the property of Lessor, whether such award or payment is made as compensation for the taking of the fee or as severance damages; provided Lessee shall be entitled to the portion of any such award or payment for loss of or damage to Lessee's trade fixtures or removable personal property.
23. SEVERABILITY. No waiver of any breach of any covenant, condition or stipulation hereunder shall be taken to be a waiver of any succeeding breach of the same covenant, condition or stipulation.
24. BINDING EFPECT. This Lease shall be binding upon the parties hereto, their heirs, personal representatives, administrators, successors and assigns.
25. ASSUMPTION BY NEW OWNER. If the City of Merced transfers any interest in the Facility to any other party or entity, this Lease shall remain in full force and effect, with the new owner assuming the role of Lessor with all the rights and duties specified in this Lease.
26. SURRENDER. Lessee agrees to take good care of the Facility and to commit no waste, and suffer no injury to be done to the same, and to return the possession of the same to Lessor at the expiration of the term, in as good condition as at the commencement of this Lease, normal wear and tear, unavoidable accidents and damage by casualty excepted.
If Lessee fails to surrender the Facility upon the expiration or termination of this Lease, Lessee shall indemnify and hold the Lessor harmless from all liability and expense resulting from the delay or failure to surrender, including, without limitation, claims made by any succeeding tenant founded on or resulting from Lessee's failure to surrender.
27. INDEMNITY. Lessee shall indemnify, defend (with legal counsel selected by Lessor) and hold harmless, Lessor and its officers, employees and agents from any and all claims or demands, actions, damages, costs and expenses for injuries to persons or property arising out of the negligence or improper acts or X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 13 omissions of Lessee, its agents, officers or employees which are connected with or incident to Lessee's operations, use or occupancy at or of the Facility or Lessee's sublease of the Facility, or occurring on the Facility during the term of this Lease or any time of occupancy of the Facility by Lessee and/or Lessee's sublessee, including claims, liabilities, and actions based upon nuisance or inverse condemnation. Upon demand from Lessor, Lessee shall, at its own cost and expense, indemnify, protect, defend (with legal counsel selected by Lessor), and hold harmless Lessor and its officers, employees, and agents against any and all such liabilities, claims, demands, actions, losses, damages, and costs. It is understood and agreed that the duty of Lessee to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by Lessor of insurance certificates and endorsements required under this Lease does not relieve Lessee from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall survive the termination of this Lease and shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Lease, Lessee acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.
28. COVENANTS AGAINST DISCRIMINATION. The Lessee agrees for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through them, that any deed or deeds shall contain the following covenants.
"There shall be no discrimination against or
segregation of any person or group of persons on account of race, color, creed, national origin, religion, sex,
disability, marital status or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or
enjoyment of the Facility herein leased, nor shall the
Lessee itself, or any person claiming under or through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the
selection, location, number, use, occupancy of tenants, lessees, sublessees, subtenants or vendees in the Facility herein leased."
29. NOTICES. All notices and other communications contemplated shall be in writing and shall be deemed given when personally delivered or received by X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 14 mail, and shall be personally delivered or mailed by certified mail, return receipt requested, with postage and fees paid, as follows:
Lessor: City of Merced
c/o City Manager
678 West 18th Street
Merced, CA 95340
Copy to: City Attorney
City of Merced
678 West 18th Street
Merced, CA 95340
Lessee: S.W.A.G. (Students With Aspiring Goals)
P.O. Box 218
Atwater, CA 95301
30. ENTIRE AGREEMENT. All preliminary and contemporaneous agreements and understandings are merged and incorporated into this Lease which contains the entire agreement between the parties. This Lease may not be modified or amended in any manner except by an instrument in writing executed by the parties hereto.
31. VALUE. There is in-kind value to the lease of the Community Center, which is a 2,240 square foot building with an office, activity rooms and a kitchen. In 2019, the lowest lease rate of a City owned facility with utilities was $1.25 per square foot. The Economic Development Department of the City of Merced indicates that in the year 2019, there were some private properties in downtown Merced available for lease without utilities for $1.25 per square foot.
Based on these estimates, an approximate in-kind value of the lease of the Community Center during the year 2020 would be approximately $33,600.00 per year.
32. RECORDS. It is understood and agreed that all files, studies, financial records, computer records, data and other papers, etc., in possession of the Lessee relating to the matters covered by this Lease shall be the property of the Lessor and Lessee agrees to deliver same to the Lessor upon request or upon any termination of this Lease. Lessee shall also prepare any reports regarding expenditures and performance required by the Lessor.
X: Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 15 33. COMMUNICATION. Lessee shall document their programming etforts and report to the City Council on a quarterly basis. While the details and format of the report can be mutually agreed upon after the Lease is signed, the reports shall generally include the following information:
The date and time of all activities offered at the facility (after-school activities, classes, trainings, etc.)
• The number of participants for or at each activity.
The number of volunteers/statt for or at each activity.
A daily sign-in/sign out sheet for each activity.
A database containing services provided; number of youth participating monthly; male and female breakdown; grade, school, home addresses (can be just by block and/or street name), attendance.
• Photos of events/training.
In addition, on at least a six month basis, each organization shall complete a short self- evaluation, answering the following questions:
• What was the best thing that happened at the Facility this quarter? Did you accomplish your goal as stated in the original application? If not, why not?
What would help make your program better?
Do you have any new partnerships?
34. RESERVED.
35. USE OF CITY NAME AND LOGO. All notices, pamphlets, press releases, research reports, and similar documents or oral reports prepared and released by Lessee for activities being held at the Facility shall include the following statements: "This activity is funded in part by the City of Merced under a Contract with the City of Merced" with City of Merced logo affixed thereto to recognize the financial contribution of the City.
36. MISCELLANEOUS.
(a) Attachments, Headings, Terms. All attachments referred to herein are hereby incorporated by reference into this Lease. The headings and underscorings contained herein are for convenience purposes only and shall not be used to interpret nor be deemed to extend or limit the specific sections. The work or words enclosed in quotation marks shall be construed as defined terms for purposes of X:\Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 16 this Agreement. The terms "Lessor" and "Lessee" shall be construed to mean, when required by the context, the directors, officers, employees, invitees, contractors, materialmen, servants and agents of Lessor and Lessee. (b) Attorney's Fees. If either party named herein brings an action to enforce the terms of this Lease or to declare rights hereunder, the prevailing party in any such action, on trial or appeal, shall be entitled to his reasonable attorney's fees to be paid by losing party as fixed by the court.
(C) Execution and Delivery. This Lease shall not be binding nor confer any rights upon either party unless and until executed and mutually delivered by and between both parties.
(d) Relationship of Parties. This Lease does not create the relationship of principal and agent or a partnership or joint venture, or of any association other than that of Lessor and Lessee.
(e) Time of Essence. Time and specific performance are each of the essence of this Lease.
(f) Choice of Law. Lessor and Lessee understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Lease and also govern the interpretation of the Lease without regard to any applicable conflicts of law, including matters of construction, validity, and performance.
(g) The parties agree that jurisdiction and venue for any legal challenge to the provisions of this Lease or the enforcement of the rights or obligations hereunder shall be brought in the state Superior Court in the County of Merced. (h) This Lease contains the complete, final, entire, and fully integrated understanding and agreement between the parties hereto. All prior negotiations, understandings, writings, and oral agreements pertaining to the subject matter hereof are superseded by this Lease. No covenants, agreements, representations, or warranties of any kind whatsoever have been made by any party hereto, except as specifically set forth in this Lease. All prior discussions, negotiations, and understandings have been and are merged and integrated into, and are superseded by, this Lease.
X: \Agreements Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 17 (1) This Lease may be amended only in writing, signed by the Lessor and Lessee.
(i) This Lease has been negotiated at arms' length between persons knowledgeable in the matters dealt with herein. In addition, each party has been represented by experienced and knowledgeable legal counsel in the negotiation and drafting of this Lease. Accordingly, any rule of law, including, but not limited to, Section 1654 of the Civil Code of California, or any other statutes, legal decisions, or common-law principles of similar effect, that would require interpretation of any ambiguities in this Lease against the party that drafted this Lease is of no application and is hereby expressly waived.
(k) Failure of any party to insist upon strict observance of, or compliance with, all of the terms of this Lease in one or more instances shall not be deemed a waiver of that party's right to insist upon such observance or compliance with the other terms of the Lease. The mere passage of time, or failure to act upon a breach, shall not be deemed as a waiver of any provision or term of this Lease. (1) This Lease may be executed in one or more counterparts with each counterpart being deemed an original. No counterpart shall be deemed to be an original or presumed delivered unless and until the counterparts executed by the other parties hereto are in the physical possession of the party or parties seeking enforcement thereof.
(m) The person or persons executing this Lease on behalf of the parties hereto warrants and represents that he/she/they has/have the authority to execute this Lease on behalf of their entity and has/have the authority to bind their party to the performance of its obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Lease Agreement to be fully executed on the date first herein written.
LESSOR:
CITY OF MERCED
A California Charter Municipal Corporation
BY:
City Manager
X: Agreements\Parks & Recreation|20221Community Center Lease Agreement - SWAG.docx 18 ATTEST:
STEPHANIE R. DIETZ, CITY CLERK
BY:
Assistant/Deputy City Clerk
APPROVED AS TO FORM:
BriKbar Made Cute 5/12/22
City Attorney
ACCOUNT DATA:
BY:
Verified by Finance Officer
{Signatures continued on next page}
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 19 LESSEE:
S. W.A.G. (STUDENTS WITH ASPIRING
GOALS), A California 501(C)(3) Non-
Profit Corporation
BY:
(Signature)
Delam Hilliard
(Print name)
Its: Founder
BY:
(Signature)
(Print name)
Its:
Taxpayer I.D. N0. 83-3044381
ADDRESS: P.O. Box 218
Atwater, CA 95301
TELEPHONE: (209) 676-0335
FAX:
EMAIL: [email protected]
X: \Agreements\Parks & Recreation\2022\Community Center Lease Agreement - SWAG.docx 20 EXHIBIT A
All that real property situated in a portion of Section 25, Township 7 South, Range 13 East, M.D.B.& M. and in a portion of Section 30, Township 7 South, Range 14 East, M.D.B.& M., City of Merced, County of Merced, State of California, being more particularly described as follows:
Lots 2 and 3, in Block 531, in the City of Merced, as said lots and block are laid down and designated on the "MAP OF THE CITY OF MERCED AND SUBDIVISION OF ADJOININGG ACREAGE PROPERTY, MERCED CO., CAL." Filed for the recorded on May 15, 1901, in Volume 2 of Official Plats, at Page 59, Merced County Records.
The above-described real property is subject to any liens, encumbrances, covenants, restriction, and rights-of-way or easements of record or legally acquired.
EXHIBIT A
B. 3.2
dueha526
1423-21-1838
2001-4-19-4
DEED
THIS INSTRUmT made and exocuted thie 2/E day or
Karch, 1939, by and between MERCED IRRICATION DISTRICT, party of tre Iirst part, and CTTI CF MERCED, a municipal corpora- tion, party of the second part,
WITNESSETII:
That for and In considoration of the aum of ONE
DeLiA: ($1.00), to It in hand pald by the party of the recond part, recept whereof is herely seknowledged, the party of the first part does ly these presents grant, bargaln and sell unto the party of the second part, Its successors and assigns forever, all of its right, title and interert in and to those certain plecor or parcols of land situate, Iying and being in the City of hercei, County of Morced, State of Callfornia, and partleviarly described as follons, to-wit:
Lots 2 and 3,. in the City of
Merced, and stab the fate do
and designated on the "YAP OF THE CITY OF MERCED
AND SUPDIVISIONS OF ADJOINING ACKEAGE PROPFATY,
Merced County Records.
TOGETHER with the tenements, hereditaments and ap-
purtenances thereunto belonging or apportaining, and the revertion and raveratons, remander and romainuers, ronts, 'asues and profits thereos.
TO HAVE AND TO HOLI the said promises, together with
to appurtenancen, into tria said party of the second pert, its succensors and assigns forever.
IN TITTERS INCOR this Instriment hoe been duly
execitel on halinit of sald purty of the Ilrot part by Its President and Secretary duly authorized thereto the day and rent tirat stove we!tter.
1'SHC.3D
By.
And He Lagent
EXHIBIT B
SHASE OF CALICOLAR 350
County of Merced,
on thia 2) el day of Narcise 1939, bosore mo, the
undersigned, a Potary Publio In and for the sald County of Kerceu, Sinte of Callfornin, rectaing thereln, duly commisaioned and sworn, perconally apperced co Ko BARNELL and Ho P. SARGENT, "nown to me to be the Pronidont and Secretary, respectively, of Merced Irriention Dirtrict, the Irrigalion district deseribed in and that executed the within inntrument and alwo known to me to ho the persons who crocuteú it on behalf of the Irri- gation distriat there! nemed, and they ackrowledged to me that such Irrigstion district crecuted the same.
IN C1ZITaR MAriCE, I have heruanto net my hand and
afflynd my official seal at ny office in the County of loreed, ente of Calliomia, the dry and gen in this cortifiento
:Irat above writton.
_P. Bertaina
NOTARY PUBLIC
Ir aá for the County of Merced,
Ctate of Callicinia
Fiscal Year 2021
YOUTH CENTER PROVIDER
MERCED
APPLICATION
Program Title: After School Success Program
Agency Name: Students With Aspiring Goals
INSTRUCTIONS
Enter an "X" next to each item below as you complete it.
Please note: Incomplete application packets will be returned for missing items.
APPLICATION CHECKLIST
The following must be submitted to be considered for funding:
X I Application for Funding
X I Appendix A: Narrative of Project
X I Appendix B: Program Implementation
XI State and Federal Tax Exemption Determination Letters XI Copy of Insurance Certificate
OPTIONAL DOCUMENTS: Not required from any applicant, but enter an "X" next to the items included in your application submittal
X Exhibits: These refer to no more than two 8.5" X 11" pages of exhibits that you may use to supplement your application materials. You may include photographs, charts, pictures, conceptual drawings, and/or anything else you consider suitable within the 2-page limit (may be in color or black and white).
Letters: You may submit up to 3 letters of support for your project as part of your application submittal.
EXHIBIT C
CITY OF MERCED 2021 OUTH CENTER PROVIDER APPLICATION
Program Funding
Funds already secured for program $O Miscellaneous funds not listed $O Funds not yet secured for program $112,560 Donations for program (does not have to Total cost to conduct the program $112,560 be money -est. value of donation) Program Information
Youth Center Site(s) Requested:
McNamara Park Community Center
Provide a concise description of the proposed program. Space for a fuller narrative is provided in Appendix A.
SWAG, Symple Equazion, and the NAACP are local non-profit agencies vested in the Merced community and eager to provide support to our youth. Our collation of support will provide youth oriented programming grounded in academic support, mentorship, and improved health and wellness.
Furthermore, we are committed to operating a 6-week daily summer enrichment.
Anticipated start date: January 1, 2022 Anticipated end date: Ongoing Program days/hours of operation: Monday-Friday 2pm-7pm
Provide statistics and other supporting documentation that support program viability:
According to statistics provided by the United States Census Bureau and CLR Search for the year 2019, 17% of Merced County residents are living in poverty compared to the state average of 11.8. 29.3% of Merced residents are under the age of 18, and in 2019, 72.8% of students received free/reduced lunch.
The crime rate in Merced to be higher than the California average, and higher than the national average.
The South Merced area has historically been contributing to these numbers at a high rate. This strongly suggests that the disadvantaged youth in South Merced are in need of a safe place to socialize during non- school hours, and in need of opportunities to receive tutorial services and life skills development.
List each service provided by the program. For each service, indicate whether it is new or an expansion of an existing service.
Academic Support is an existing service provided by SWAG to students involved with its current programming. SWAG's mission is to prepare student athletes from Merced County for college entrance.
SWAG employs four pronged approach to ensure college readiness: accountability, tutoring, family engagement, and academic planning.
Mentoring is an existing service provided by SWAG and will be an expansion of our current services.
SWAG promotes healthy relationships and assists in developing healthy peer and work based skills.
Hasith and Mallnace io an avictina comino heavided hu, CIA and will he an unanion of air almant services. SWAG will provide athletic engagement activities grounded in speed, agility and quickness training. SWAG will also develop sport specific skills, and foster team building in team sports and intramural type opportunities.
List up to three outcomes of the program (at least one is required):
Increased Grades, Self Confidence, Increased Health
1.15. Will the project collaborate with other service providers in the community? If yes, list them and briefly describe the collaboration: Yes No
SWAG will collaborate with other local non-profit organization, Symple Equazion. In partnership with Symple Equazion, curriculum will be developed and implemented to provide youth with the foundational skills and knowledge necessary to become healthy, productive citizens and participants in civic and community affairs.
SWAG will collaborate with NAACP to assist in providing mentoring services to the youth. NAACP creates Youth and Junior Youth leadership councils to facilitate the development of future community leaders. NAACP intends to inform youth of the problems affecting African Americans and other racial and ethnic minorities. While also advancing the economic, educational, social, and political status of African Americans and other racial and ethnic minorities, and their harmonious cooperation with other peoples; while developing an intelligent, effective youth leadership January 2021 - Page 2 of 6
MERCED
CITY OF MERCEE POET YOUTH CEME PROVIDER APPUCATION
Applicant Information
Applicant contact name: Students With Aspiring Goals
Type of agency: X 501(c)(3) Gov't./Public • For Profit • Faith-Based L Other:
Number of paid staff: Tax ID number: 83-3044381
Number of volunteers: 10 Annual operating budget: $130,000 Agency Capacity
Who will be the person responsible for the overall oversight of the program? Name of person: DeVon Hilliard
Title of person: Founder
E-mail address: [email protected]
Telephone number: 209-676-0335
Alternate phone: 209-642-2094
Who will be the alternate person responsible for the overall oversight of the program? Name of person: Brett Nickelson
Title of person: Academic Director
E-mail address: [email protected]
Telephone number: 209-676-0104
Alternate phone: 209-676-0335
Who will be the person responsible for the day-to-day operations and management of the program? (DO NOT COMPLETE IF SAME AS ABOVE)
Name of person: | Same As Above
Title of person:
E-mail address:
Telephone number:
Alternate phone:
List the evaluation tools your agency plans to employ to track and monitor the program.
Evaluation Tools
• Report Cards
• Discipline Records
• Test Scores
• Surveys
January 2021 - Page 3 of 6
MERCED
CITY OF MERCED 2021 YOUTH CENTER PROVIDER APPLICATION
Agency Experience
Briefly explain your agency's experience and major accomplishments in providing services to the community. You may expand in Appendix A.
SWAG has garnered experience providing services to the community for nearly eight years. SWAG has successtully assisted nearly 70 student athletes gain admittance to college and universities. Beyond the students, SWAG has supported gaining college entrance, we have served hundreds more with academic support, mentoring, and physical fitness support.
SWAG also has experience in collaborating with other agencies. SWAG has facilitated a Proposition 47 Grant for four years. SWAG worked in conjunction with the Department of Probation and other local non- profits to provide support to students transitioning from incarceration to traditional school. The awarded grant was $850,000.
Back-Up Plan
6.1. Will your agency still implement this program should a City site not be awarded? If yes, how will the implementation be achieved? Yes No The program will still be implemented at satellite sites (i.e. schools) if the site is not awarded.
If awarded, how will your agency continue this program when the lease agreement expires? SWAG, Symple Equazion, and the NAACP has shown success in the local community. These groups are always seeking expansion and collaboration with other organizations. This program will be a start for future work in the community. SWAG is working on purchasing a stand-alone building to provide services.
CITY OF MERCED 2021 YOUTH CENTER PROVIDER APPLICATION
Appendix A: Narrative of Project (Max Length: 2 Pages)
in two pages or less, explain your proposed program and make the case why it should be awarded a site:
The After School Success Program
The After School Success Program will be a collaborative effort between Students With Aspiring Goals (SWAG), National Association for the Advancement of Colored People (NAACP), and Symple Equazion. The After School Success Program will be developed for grades 2nd-8th. This program will be available for students within the Merced City School District. The goal is to service 30 students per day.
Our target schools will be Don Stowell and Tenaya. We will seek funds from the Merced City School District (Extended Learning Opportunity Funding, ASSETS Funding). We will also apply for community funding through the City of Merced to run our 6-week summer program. The ratio of staff to students will be 1:15. Students will report to the program at 3:00 pm. Students will be given a snack and have free time between 3:00 pm-3:30 pm. From 3:30 pm-4:30 pm students will participate in academic assistance.
Academic assistance will include homework assistance and enrichment. This will be led by a college student from UC Merced or Merced Community College. Every two weeks staff will ask for progress reports. The reports will be documented for stats. From 4:30 pm- 5:15 pm students will participate in "Real Life Experiences." This will allow students to participate in activities such as civic engagement, career readiness, financial assistance, etc. From 5:15 pm- 6:00 pm students will engage in physical activity at McNamara Park. The program will need a portion of the turf field three days a week between the hours of 5:15 pm- 6:15 pm. Students will be released by 6:15 pm every day.
SWAG's Mission:
To prepare student athletes in underprivileged communities for college through academics, mentoring, and national exposure.
Symple Equazion's Mission:
Curriculum is developed to provide youth with the foundational skills and knowledge necessary to become healthy, productive citizens and participants in civic and community affairs.
NAACP Mission:
Together with more than 2 million activists across the country we work to ensure the political, educational, social, and economic equality of rights of all persons and to eliminate racial hatred and racial discrimination.
MERCED January 2021- Page 5 of 6
CITY OF MALRCID 20N1 vOlTH CELIER PROVIDER APPLCATIOV
Appendix B: Program Implementation
Provide a listing of the specific tasks or activities needed to implement the proposed program. Number each task or activity, and provide a brief description. Add additional rows as needed. # Task/Activity Description
1 Academic Assistance Tutoring by local college students 2 Mentorship Mentorship by college students and support groups 3 Physical Activity SWAG led exercise groups
4 Financial Literacy Thee Tax Man financial literacy program (Grade Specific) 5 Youth Board (NAACP)
6 Job Readiness/ Soft Life Skills
7 Excursions
MERCED January 2021 - Page 6 of 6