LICENSE AGREEMENT BETWEEN THE CITY OF REDONDO BEACH
AND NORTHROP GRUMMAN SPACE & MISSION SYSTEMS CORP.
FOR USE OF AVIATION PARK GYMNASIUM
This Agreement for Use of Aviation Park Gymnasium is made between the City of Redondo Beach ("City") and Northrop Grumman Space & Mission Systems Corp. ("Northrop Grumman").
RECITALS
The City owns and operates certain facilities comprising a gymnasium bullding and physical training rooms located in Aviation Park in the City of Redondo Beach, Califoria.
NORTHROP GRUMMAN, with permission from the City, has placed physical fitness equipment in the aforesaid training rooms, which equipment has been used by NORTHROP GRUMMAN employees.
c. NORTHROP GRUMMAN intends to continue to operate a physical fitness and training program for the benefit of its employees and desires to use the City's facilities for such purposes.
NORTHROP GRUMMAN is willing to license from the City, and the City is willing to license to NORTHROP GRUMMAN, the use of the City's facilities at various times as set forth Now therefore, City and NORTHROP GRUMMAN agree as follows:
1. Definitions. "Licensed Premises" means the Fitness Center designated as Rooms G-7, G-8 and G-9, together with the Restroom/Locker Room area, the Dance Room designated as Room G-3, and the Large and Small Gymnasiums designated as Rooms G-1 and G-2, all in the Aviation Gymnasium building located proximate to the Intersection of Manhattan Beach Boulevard and Aviation Boulevard in the City of Redondo Beach, Califomla, and further described in Exhibit A, which is attached hereto and made a part hereof. "Equipment" means physical fitness training devices and other ancillary devices, such as exercise bicycles, bar bells and audiovisual equipment owned by NORTHROP GRUMMAN and located on the Licensed Premises.
2. Uses. During the term of this Agreement, NORTHROP GRUMMAN shall have the following rights to the Licensed Premises:
and Gly Exclusive use of the Fitness Center portion of the Premises (Rooms G-7, G-8 Non-exclusive use of the Restroom/Locker Room portion of the Licensed Premises;
Use of the Large Gym and Small Gym portions of the Licensed Premises (Rooms G-1 and G-2) between the hours of 11:30 a.m. and 1:30 p.m. Monday through Friday, except those rooms will be made available up to six days per year for City sponsored functions/events with at least 10 days notice;
LEASE AGREEMENT - NORTHROP GRUMMAN GYMNASIUM 09-12
H.7
d. Use of Dance Room portion of the Licensed Premises (G-3) between the hours of 6:00 a.m. and 8:00 a.m., and 12:00 noon and 1:00 p.m. Monday through Friday; 4:45 p.m. and 5:45 p.m. Monday, Wednesday and Thursday; and 5:30 p.m. and 6:30 p.m. Tuesday and Friday, except this room will be made available up to six days per year for City sponsored functions/events with at least 10 days notice; Noontime use of the Avlation track, field and park when these facilities are not. e.
scheduled for recreation activities or other City events, or closed due to weather, •maintenance, or upgrade construction;
t. Storage space to store miscellaneous fitness equipment, if available.
3. Equipment. Title to the Equipment as defined in Section 1 shall remain with NORTHROP GRUMMAN. NORTHROP GRUMMAN shall remove the Equipment from the Licensed Premises within ten (10) days following the expiration or earlier termination of this Agreement.
4. Ier. The term of this Agreement shall be for a period of three (3) years, commencing on April 1, 2009 and expiring on March 31, 2012 unless terminated earlier by elther party upon one hundred twenty (120) days prior written notice.
5. Option to Exteng. The City hereby grants to NORTHROP GRUMMAN the option to extend the Term of this License Agreement for an additional three (3) year period on such terms and conditions as are mutually agreeable to the parties in their sole and absolute discretion, but shall be bargained for in good-faith. Each option must be exercised, If at all, by written notice delivered to the City at least six (6) months prior to the expiration of the then current term.
6. Fees. For the period April 1, 2009 through March 31, 2010, NORTHROP GRUMMAN shall pay a total monthly fee in the amount of $8,316 to the City for use of the Licensed Premises, which is calculated as follows:
a. Base license fee of $5,660 per month for exclusive use of the Fitness Center (G-7, G-8 and G-9);
b. Maintenance fee of $607 per month for use of the Restroom/Locker Room area; License fee in the amount of $2,049 per month for use of the Large and Small Gyms and Dance Room Monday through Friday for two hours each day, except holidays; Each of the fees set forth herein shall be adjusted every April. 1° in proportion to the increase, if any, in the Consumer Price Index of the Bureau of Labor Statistics of the U.S.
Department of Labor for All Urban Consumers, Los Angeles - Riverside - Orange County, California (all items) for the calendar year immediately preceding such adjustment. For example only, the scheduled adjustment as of April 1, 2010 will be based upon the increase in CPI, if any, between the period beginning December 31, 2008, and ending December 31, 2009. In no event shall the fees set forth herein be adjusted downward in any given year. Notwithstanding the foregoing, the annual Increases shall not exceed three percent (3%).
Fee for each month is due ten (10) days after the end of such month and shall be paid by check made payable to:
LEASE AGREMENT - NORTHROP GRUMMAN GYMNASIUM 09-12 309919 H.7
City of Redondo Beach
Department of Recreation and Community Services
1935 Manhattan Beach Bivd.
Redondo Beach; CA 90278
in the event the fee is not paid within thirty (30) days of receipt of invoice, there shall be a late charge of five percent (5%) of monthly fee due. Such charge shall be imposed not as a penalty, but as a compensation for the administrative costs resulting from such delay.
7. Utilities, Custodlal Services, Keys. Except as otherwise set forth herein, the City shall, at no additional charge to NORTHROP GRUMMAN, fumish electrical, light, water and neat to the Licensed Premises. The City shall fumish daily custodial services Monday through Friday for the Large and Small Gymnasiums, Dance Room and Restroom/Locker Room portion of the Licensed Premises. NORTHROP GRUMMAN shall provide custodial services to the Fitness Center (Rooms G-7, G-8 and G-9). The City shall provide NORTHROP GRUMMAN one set of keys to Rooms G-7, G-8 and G.9.
NORTHROP GRUMMAN shall pay for all costs associated with the continued use of the HVAC unit added to the Fitness Center portion of the Licensed Premises in 2008. The City and NORTHROP GRUMMAN shall mutually determine the terms for billing and collection of such expenses. All HVAC equipment installed by NORTHROP GRUMMAN shall be 100% maintained by NORTHROP GRUMMAN for the term of the License Agreement. All HVAC equipment installed as part of the Fitness Center portion of the Licensed Premises shall be left in place and become the sole property of the City of Redondo Beach upon expiration or earlier termination of the License Agreement or any extension or follow-on thereto.
8. Condition upon Termination. Upon the termination of this Agreement, NORTHROP GRUMMAN agrees to leave the Licensed Premises clean and in good repair, normal wear excepted.
9. City Utilization of All NORTHROP GRUMMAN Parking Lots. NORTHROP GRUMMAN agrees to make the parking lots referred to as R2 West, R9, R10 and R11 and located at One Space Park Drive in Redondo Beach available during off hours for City events at Aviation Park and/or Redondo Beach Performing Arts Center. A map designating the available parking. lots is set forth on Exhibit *B" attached hereto. The City is self-insured for general liability purposes. The City shall fumish NORTHROP GRUMMAN with a Certificate of Coverage with an Endorsement naming NORTHROP GRUMMAN as an additional covered entity for fiability arising out of and in connection with the use of the parking lots.
10. Indemnity. NORTHROP GRUMMAN shall indemnify, defend, protect and hold harmless the City, its elected and appointed officials, officers, agents, and employees from and against any and all claims, loss, proceedings, damages, causes of action, liability, costs or expense (including reasonable attomeys' fees for attomeys selected by City) arising from or in connection with, or caused by any willful act or omission or any negligence of • NORTHROP GRUMMAN or its contractors, licensees, invitees, agents or employees in the performance of this Agreement.
• The City shall indemnity and. hold harmless NORTHROP GRUMMAN, its officers, agents LBASE AGREEMENT - NORTHROP GRUMMAN GYMNASIUM 09-12 C919 H.7
and employees from all fiability from loss, damage or injury to NORTHROP GRUMMAN or persons or property, including the payment of costs and reasonable attomeys' fees, in any manner arising out of or attributable to any negligent or wilful acts or omissions by the City, Its agents, employees or contractors in relation to NORTHROP GRUMMAN'S use of the Premises. Additionally the City shall defend, indemnify and hold harmless NORTHROP GRUMMAN, its officers, agents and employees from all liability from ioss, damage or Injury, including costs and reasonable attomeys' fees, resulting from the use of NORTHROP GRUMMAN parking lots by the City, its officers, agents, employees, invitees and volunteers, during off hours.
11. Insurance. NORTHROP GRUMMAN shall, at its own cost and expense, maintain during the term hereof General Liability Insurance issued by an insurance company acceptable to City. Said Liability Insurance shall cover Bodily Injury, Property Damage and Personal Injury with limits of not less than $1,000,000 for each occurrence and $2,000,000 annual aggregate, insuring against all liability of NORTHROP GRUMMAN arising out of and in connection with NORTHROP GRUMMAN's use of the Licensed Premises.
Said policies of Liability Insurance shall include the following:
a. An endorsement naming the City, Its elected officials, officers, employees, agents and members of boards and commissions as additional insureds. • b. An endorsement providing that such insurance as is afforded under the policy is primary insurance as respects NORTHROP GRUMMAN and that any other Insurance maintained by NORTHROP GRUMMAN is excess and non- contributing with the insurance required hereunder.
C. A provision walving any right of subrogation against the City, its elected officials, officers, employees, agents and members of boards and commissions.
NORTHROP GRUMMAN shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this clause. The endorsements should be on the City authorized forms provided with the contract specifications. Standard ISO forms which shall be subject to City approval and amended to conform to the City's requirements may be acceptable in lieu of City authorized forms. All certificates and endorsements are to be received and approved by the City before the contract is awarded.
In the event NORTHROP GRUMMAN fails to pay the required premiums, the City, at its option, may do so and the amount of such premiums paid by the City shall be deemed additional rent. The insurance required hereunder shall not limit NORTHROP GRUMMAN'S indemnity obligations pursuant to Paragraph 10, above.
12. Press the purposes of spent alane in such a era tis repairs.
13. Notices. Any notices required or permitted to be given under the terms of this Agreement shall be given by mailing the same by registered or certified mail, postage prepaid, and addressed as follows:
LEASE AGREEMENT - NORTHROP GRUMMAN GYMNASIUM 09-12 C09:19 H.7
If to the City: If to NORTHROP GRUMMAN:
City of Redondo Beach Real Estate Operations
Department of Recreation NORTHROP GRUMMAN SPACE &
& Community Services • MISSION SYSTEMS CORPORATION
1935 Manhattan Beach Blvd. One Space Park Drive
Redondo Beach, CA 90278 •Redondo Beach, CA 90278
With copies to:
City Attomey Northrop Grumman Corporation
City of Redondo Beach Attn: Real Estate Dept. - Legal Notices 415 Diamond Street 1840 Century Park East
Redondo Beach, CA 90277 Los Angeles, CA 90067
14. Governing Law. This Agreement shall be govered by the laws of the State of California. • 15. Assignment. This Agreement may not be assigned in whole or in part by either party.
16. Integration. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all other prior agreements, and other commitments or understandings relative thereto. No term or condition hereof may be amended, except by written instrument signed by the parties.
Authority. The parties signing below warrant and represent that they are duly authorized to enter into and execute this Agreement on behalf of their respective principals.
LEASE AGREEMENT - NORTHROP CRUZAN ONASIUM 09-12 009319
H.7
N WITNESS WHEREOF, the City of Redondo Beach and NORTHROP GRUMMAN hav xecuted this Agreement as of this 7th day of HORI - 2009.
NORTHROP GRUMMAN SPACE & CITY OF REDONDO BEACH
MISSION SYSTEMS CORPORATION
MAAR
By:
e. B. Mayor
Name:
Sector Wice President
Title:
BusIness Management &
Chief Financial Officer
Attest:
Clean Hazars
City Clerk
Approved as to Form:
Assistant Cify Attomey
LEASE AGREEMENT - NORTHROP GRUMMAN GYMNASIUM 09-12
209-15
H.7
H.7 Page 12 of 34
avlation park gymnaslum bldg.dgn 01/18/2006 08:53:14 AM INCLUDES 80. POOYAGE OP STORAGE AND QUIPMENT ARBAS
2.020 29,576 TOTAL
HOT BY 400 KITCHEN C09-19
HA KA
MA 1.268 0-9
NA
HA NA 714 G-8
GYNASIUM 49 1,064 0-7
NA NA
M/A LOBBY & BR'S 1,913
HA DAKCE RU
CHOINELARO SERVICES DEPARTUENT OF 44 IN 1821
KTORNIA OF
BEACH REDONDO cITY 700 6,800 SHALL GYN
480 44 IN
44 pR 2,100 22,000 LARGE RM
BANQUET ASSEMBLY L
SEATING CAP. s0. rT. BOOK
G-10
KITCHEN
Exhibit A
0-9
G-8
0-1
STORET
SHOVERS LOBBY
SHOWERS
Northrop Grumman
Space Park •
2019234
Exhibit "B"
C09-19
H.7