Loading...
HomeMy WebLinkAboutA6015 - BLOOM IN THE DESERT MINISTRIESCONTRACT ABSTRACT Contract prepared by: Janet Burns, Administrative Assistant Submitted on: 08/10/23 By: Janet Burns Note: Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: Munis Contract Number: Bloom in the Desert Ministries Reverend Kevin A. Johnson Facility Use Agreement for weekly church services held at the Demuth Community Center $0, See Facility Use Fees and Charges N/A July 1, 2023 - June 30, 2024 Contract Administration Lead Department: Contract Administrator: Department of Parks and Recreation Yvonne Wise, Director Contract Approvals Council/ Community Redevelopment Agency Approval Date: Agenda Item No./ Resolution No.: Agreement No: N/A N/A A6015 Contract Compliance Exhibits: Signatures: Insurance: Bonds COMPLETED COMPLETED COMPLETED N/A DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 CITY OF PALM SPRINGS RECREATIONAL FACILITY USE AGREEMENT FY 2023-2024 This Agreement to Use Parks & Recreation Facility (“Agreement”) is made and entered into this _______ day of _______, 2023, (“Effective Date”) by and between the City of Palm Springs, a California municipal corporation and charter city (“City”), located at 3200 E. Tahquitz Canyon Way, Palm Springs and Bloom in the Desert Ministries (“Bloom in the Desert”), a religious non- profit corporation, concerning the use of the Demuth Community Center (“Center”) located at 3601 E. Mesquite Ave., Palm Springs (“Facility”), with reference to the following facts: The parties enter into this Agreement on the basis of the following facts and intensions: RECITALS WHEREAS, the City and Bloom in the Desert are mutually interested in and concerned with providing quality amenities and community services for the citizens of Palm Springs; and WHEREAS, it is recognized that through a cooperative Agreement between City and Bloom in the Desert that the Bloom in the Desert will be afforded the opportunity, on the same basis as other lawful users, to provide services desired by the community; and NOW, THEREFORE, the City and Bloom in the Desert do hereby mutually agree as follows: 1. INTENT OF AGREEMENT 1.1 It is the intent of this Agreement to describe the responsibilities of the City and Bloom in the Desert in their cooperative effort to effectively promote and provide a religious program to citizens as outlined in Exhibit “A.” 1.2 The Parties agree that Bloom in the Desert may utilize the Multipurpose Room, the Inner Lobby, Kitchen, and storage space at Center for their program during the term of this Agreement. 1.3 Bloom in the Desert usage of the Center shall be for the sole and exclusive purpose of conducting faith-based services during the Term of this Agreement. 1.4 It is the intent of this Agreement to solidify a supportive and working relationship between Bloom in the Desert and City for community activities. 1.5 It is the intent of this Agreement that both City and Bloom in the Desert acknowledge and direct their efforts toward the development of quality community programs at the Center. 2. AREAS OF RESPONSIBILITY DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 17 August 55575.18185\40054029.1 2.1 Fees and Charges 2.1.1 Bloom in the Desert agrees to pay the City $1061.00 for months with four (4) Sundays and $1299.00 for months with five (5) Sundays for usage of the Multipurpose Room, Inner Lobby, and Kitchen in the Center for conducting faith-based services and storage of related equipment during the contractual period. Fees were generated from the City of Palm Springs Comprehensive Fee Schedule Fiscal Year 2022-2023 as outline in Exhibit “D.” In the event that Bloom in the Desert does not utilize the Multipurpose Room, Inner Lobby, and Kitchen during any month or any portion of any month during the term of this Agreement, Bloom in the Desert is still responsible for the full monthly rental payment to the City unless the Agreement is terminated pursuant to Section 5.7. Bloom in the Desert acknowledges that upon each annual anniversary date of the Effective Date, the City Department of Parks & Recreation shall adjust the monthly rental rate in proportion to the published changes in the City of Palm Springs Comprehensive Fee Schedule. All monthly payments will be due by the first business day of each month. 2.1.2 Late Payment Bloom in the Desert hereby acknowledges that late payment by Bloom in the Desert to the City of amounts due hereunder will cause the City to incur costs not contemplated by this Agreement, the exact amount of which is extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges. Accordingly, any payment of any sums to be paid by Bloom in the Desert not paid within fifteen (15) calendar days of its due date shall be subject to five percent (5%) late charge. Bloom in the Desert and the City agree that this late charge represents a reasonable estimate of such costs and expenses and is fair compensation to the City for its loss suffered by such late payment by Bloom in the Desert. 2.2 Facility Use 2.2.1 The City shall make available to Bloom in the Desert the Multipurpose Room, Inner Lobby, Kitchen, and storage space at the Center as specified in Exhibit “A”; subject to City’s right to use or lease to third parties the City facilities, which right the City may exercise in its sole and absolute discretion. City shall notify Bloom in the Desert within twenty-four (24) hours prior to exercising its right to use the City facilities under Section 2.1.1. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 2.2.2 Overflow Use Bloom in the Desert may also use the Basketball Gymnasium at the Facility for larger events or overflow attendance, not to exceed one hundred and twenty-five (125) people and shall provide a notice in writing to the City prior to such use. 2.2.3 Additional Rental Sessions Bloom in the Desert may request additional rental sessions of the Facility to be coordinated and negotiated with the City Representative on a case- by-case basis and subject to availability and additional charges. 2.2.4 Storage and Personal Property Bloom in the Desert may use the storage closet identified in Exhibit “A” for the purpose of storing personal property to be used for Bloom in the Desert’s Sunday morning services. City shall provide Bloom in the Desert keys for the access of the storage closet. Bloom in the Desert retains ownership of the curtains currently in use in the Multipurpose Room at the Center. 2.2.5 Mailbox City permits Bloom in the Desert’s use of a designated mail slot/inbox at the Front Counter of the Facility. 2.2.6 Signs No signs may be erected at the Center unless Bloom in the Desert first obtains written approval from the City. All signs posted by Bloom in the Desert at the Center shall conform to all applicable Palm Springs Municipal Code and Palm Springs Zoning Code provisions. 2.2.7 Improvements Should Bloom in the Desert desire any improvements at the Center referenced above, Bloom in the Desert shall provide City advanced written notice of such improvements, including the proposed scope of work, and obtain City’s written approval prior to any commencement of work. Bloom in the Desert shall be solely responsible for any Bloom in the Desert improvements at the Center and represents and warrants that all improvements by Bloom in the Desert or Bloom in the Desert’s contractor shall comply with all applicable local, state, and federal law, including zoning and building codes and any applicable business licenses. Proof of insurance covering the proposed work in favor of the City, to the satisfaction of the City, must be presented to City prior to the commencement of any work. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Bloom in the Desert is personally responsible for the cost of any proposed improvements. If Bloom in the Desert commences improvements without complying with the procedures outlined herein, the City may declare a material breach of the Agreement and terminate the Agreement immediately without any penalty. In addition, upon expiration or termination of the Agreement for any reason, Bloom in the Desert releases all claims to any improvements at the Center and permits the City to retain or remove any improvements and recover any such costs from Bloom in the Desert. 2.3 Staff 2.3.1 For purposes of this agreement Bloom in the Desert Staff shall include all agents, licensees, invitees, representatives, contractors, independent contractors, subcontractors, employees, and ministers. 2.3.2 Bloom in the Desert shall have sole and absolute responsibility for the reasonable control and supervision of its staff to conduct faith-based services to the community. 2.3.3 Bloom in the Desert shall be responsible for the control and safety of its staff, subcontractors, volunteers, guest ministers, and patrons. 2.3.4 Bloom in the Desert Staff shall be responsible for locking the facility and setting the alarm upon departure in those instances that Bloom in the Desert Staff are the last occupants in the facility. Bloom in the Desert shall identify to the City in Exhibit “B” one or more representatives responsible for securing the building and setting the alarm upon departure. Bloom in the Desert shall comply with Chapter 5.02 of the Palm Springs Municipal Code as an “alarm user” and shall be liable for all false alarm response fees pursuant to Palm Springs Municipal Code § 5.02.075 resulting from Bloom in the Desert’s failure to set the alarm under circumstances required by this Agreement. 2.3.5 Bloom in the Desert Staff shall comply with and abide by all Rules and Regulations as outlined in Exhibit “C.” 3. INSURANCE AND INDEMNIFICATION 3.1 Bloom in the Desert shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: 3.1.1 Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis. A combined single limit of $1,000,000.00. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 3.1.2 Workers’ Compensation Insurance. To the extent required by Labor Code section 3700, Bloom in the Desert shall procure and maintain workers’ compensation insurance shall be procured and maintained in such amount as will fully comply with the laws of the State of California and that shall indemnify, insure and provide legal defense for both Bloom in the Desert and City against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any person retained by Bloom in the Desert in the course of carrying out the work or service contemplated in this Agreement. All of the above policies of insurance shall be primary insurance and shall name the City, its officers, employees, and agents as additional insureds. The insurer shall waive all rights of subrogation and contribution it may have against City, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or canceled without providing thirty (30) days prior written notice by registered mail to the City. In the event any of said policies of insurance are canceled, Bloom in the Desert shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 3.1 to the Contract Officer. No work or services under this Agreement shall commence until Bloom in the Desert has provided City with Certificates of Insurance or other forms of coverage evidencing the above insurance coverages said certificates of insurance of binders are approved by City. Bloom in the Desert agrees that the provisions of this Section 3.1 shall not be construed as limiting in any way the extent to which Bloom in the Desert may be held responsible for the payment of damages to any persons or property resulting from Bloom in the Desert activities or the activities of any person or persons for which Bloom in the Desert is otherwise responsible. In the event Bloom in the Desert subcontracts any portion of the work in compliance with Section 8.4 of this Agreement, the contract between Bloom in the Desert and such subcontractor shall require the subcontractor to maintain the same policies of insurance that Bloom in the Desert is required to maintain pursuant to this Section 3.1. 3.2 Mutual Indemnification Bloom in the Desert agrees to indemnify and defend the City, its officers, agents and employees against and shall hold and save them and each of them harmless from any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “claims or liabilities) that may be asserted or claimed by any persons, firm or entity arising out of or in connection with the activities at the Facility of Bloom in the Desert, its agents, employees or invitees, or arising from the negligent acts or omissions of Bloom in the Desert, or arising from Bloom in the Desert’s negligent performance of or failure to perform any term, provisions, covenant or condition of this Agreement, but excluding such claims or liabilities arising from the sole DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 negligence or willful misconduct of the City, its officers, agents or employees, who are directly responsible to the City, and in connection therewith: Bloom in the Desert shall defend any action or actions filed in connection with any of said claims or liabilities and shall pay all costs and expenses, including legal costs and attorney’s fees incurred in connection therewith: Bloom in the Desert shall promptly pay any judgement rendered against the City, its officers, agents or employees for any claims or liabilities arising out of or in connection with negligent performance of or failure to perform such work, operations or activities of Bloom in the Desert hereunder; and Bloom in the Desert agrees to save and hold the City, its officers, agents and employees harmless therefrom: In the event the City , its officers, agents or employees, is made a party to any action or proceeding filed or prosecuted against Bloom in the Desert for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Bloom in the Desert hereunder, Bloom in the Desert agrees to pay City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees, in such action or proceeding, including, but not limited to, legal costs and attorneys’ fees. 3.3 Sufficiency of Insurer or Surety Insurance of bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances. In the event the Risk Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, Bloom in the Desert agrees that the minimum limits of the insurance policies and the performance bond required by this Section 3 may be changed accordingly upon receipt of written notice from the Risk Manager; provided that Bloom in the Desert shall have the right to appeal a determination of increased coverage by the Risk Manager, to the City Council of City within ten (10) days of receipt of notice from the Risk Manager. 4. WAIVER OF UTILITY FAILURE 4.1 Bloom in the Desert expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect, deficiency or impairment of any utility system, water supply system, drainage system, electrical apparatus or wires serving the facility with respect to the loss of the facility for Bloom in the Desert functions. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Bloom in the Desert is responsible for establishing telephone lines, in separate accounts form the City, and is responsible for payment of monthly accounts related to these services. 5. ENFORCEMENT OF AGREEMENT 5.1 California Law This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Bloom in the Desert covenants, and agrees to submit to the personal jurisdiction of such court in the event of such action. 5.2 Disputes In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten (10) days of service of such notice and completes the cure of such default within forty-five (45) days after service of the notice, or such longer period as may be permitted by the injured party: provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of the section shall be a condition precedent to termination of this Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party’s right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City’s or Bloom in the Desert’s right to terminate this Agreement without cause pursuant to Section 5.7. 5.3 [Reserved] 5.4 Waiver No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party’s consent to or approval of any act by the other party requiring the party’s consent or approval shall not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same of any other provision of this Agreement. 5.5 Rights and Remedies are Cumulative DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 5.6 Legal Action In addition to any other rights or remedies, either party may take legal action in law or in equity, to cure, correct or remedy and default, to recover damages for any default, to compel specific performance of this Agreement to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 5.7 Termination Prior to Expiration of Term This Section shall govern any termination of this Agreement except as specifically provided in the following section for termination for cause. City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Bloom in the Desert, except that where termination is due to the fault of Bloom in the Desert, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, Bloom in the Desert reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to City, except that where termination is due to the fault of City, the period of notice may be such shorter time as Bloom in the Desert may determine. 5.8 Attorney’s Fees If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief that may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorneys’ fees on any appeal, and, in addition, a party entitled to attorneys’ fees shall be entitled to all other reasonable costs for investigation such action, taking dispositions and discovery, and all other necessary costs the court allows that are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 6. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 6.1 Non-Liability of City Officers and Employees No officer or employee of the City shall be personally liable to Bloom in the Desert, or any successor in interest, in the event of any default or breach by the City or for any amount that may become due to Bloom in the Desert or to its successor, or for breach of any obligation of the terms of this Agreement. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 6.2 Non-Liability of Bloom in the Desert Officers and Employees No officer or employees of Bloom in the Desert shall be personally liable to the City, or any successor in interest, in the event of any default or breach by Bloom in the Desert or for any amount that may become due to City or to its successor, or for breach of any obligation of the terms of this Agreement. 6.3 Conflict of Interest No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement that affects his/her financial interest or the financial interest of any corporation, partnership or association in which he is directly or indirectly interested, in violation of any state statute or regulation. Bloom in the Desert warrants that it has not paid or given an shall not pay or give any third party any money or other consideration for obtaining this Agreement. 6.4 Covenant Against Discrimination In connection with its performance under this Agreement, Bloom in the Desert shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in City contracting. 7. MISCELLANEOUS PROVISIONS 7.1 Notice Any notice, demand, request, document, consent, approval or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Officer, CITY OF PALM SPRINGS, P.O. Box 2743, Palm Springs, California 92263-2743, and, in the case of Bloom in the Desert, to the person at the address designated in Section 8.1. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this section. 7.2 Interpretation The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. 7.3 Integration; Amendment It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all precious negotiations, arrangements, agreements and understandings, if any, between the parties, and non shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 7.4 Severability In the event that any one or more of the phrases, sentences, clauses, paragraphs or sections contained in the Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is no material that this invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 7.5 Corporate Authority The persons on executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other agreement to which said party is bound. 8. COORDINATION OF WORK 8.1 Representative of Bloom in the Desert: DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Reverend Kevin A. Johnson Bloom in the Desert Ministries 400 S. El Cielo Rd. Suite G, Palm Springs, CA 92262 (760) 992.4346 | revkev@bloominthedesert.org Bloom in the Desert shall be responsible for notifying the City, in writing, of any changes in Bloom in the Desert’s address. 8.2 City Representative: Representative to coordinate with Bloom in the Desert regarding operational matters at the facility: Yvonne Wise, Director of Parks & Recreation 401 S. Pavilion Way, Palm Springs, CA 92262 (760) 323-8272 | yvonne.wise@palmspringsca.gov 8.3 Prohibition Against Subcontracting or Assignment The experience, knowledge, capability and reputation of Bloom in the Desert, its principals and employees, were substantial inducement for City to enter into this Agreement. Therefore, Bloom in the Desert shall not contract with any other entity to perform, in whole or in part, the services required hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise without the prior written approval of City. In the event of any such unapproved transfers, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Bloom in the Desert or any surety of Bloom in the Desert of any liability hereunder without the express consent of City. 8.4 Independent Contractor Neither City nor any of its employees shall have any control over the manner, mode or means by which Bloom in the Desert, its agents or employees, preforms the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Bloom in the Desert employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Bloom in the Desert shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contract with only such obligations as are consistent with the role. Bloom in the Desert shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Bloom in the Desert in its business or otherwise or a joint venture or a member of any joint enterprise with Bloom in the Desert. 9. TERM DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 9.1 Unless earlier terminated in accordance with section 5.7 of this Agreement, the term of this Agreement shall commence on Effective Date and terminate on June 30, 2024. At the discretion of the Director of Parks & Recreation, this Agreement may be renewed with an extension for one (1) year under the same terms and conditions stated herein, except for any change such as fees and charges for the use of certain facilities as specified in Section 2. [SIGNATURES TO FOLLOW] DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the Effective Date. CITY OF PALM SPRINGS BLOOM IN THE DESERT MINISTRIES Scott Stiles Kevin A. Johnson City Manager Minister __________________________ Yvonne Wise Lynda Toland Director, Parks & Recreation Moderator APPROVED AS TO FORM: _____________________________ Jeff Ballinger City Attorney ATTEST: _____________________________ Brenda Pree City Clerk DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 8/10/2023 8/17/20238/17/2023 8/17/2023 8/17/2023 8/17/2023 55575.18185\40054029.1 EXHIBIT A SCOPE OF WORK I. RECREATIONAL ACTIVITY DESCRIPTION Bloom in the Desert shall set up faith-based services in a manner consistent with the industry standards to religious, law-abiding citizens providing quality health and wellness amenities, and community services for citizens of the City of Palm Springs. II. FACILITY Bloom in the Desert shall utilize the specified locations during the contractual period. FACILITY AREA Large Multipurpose Room Inner Lobby Also known as the Game Room Kitchen Used for luncheon setup, cleanup, and storage of supplies. Storage Assigned storage closet in Basketball Gymnasium Basketball Gymnasium Use as overflow events up to 125 people during Meeting Schedule III. MEETING SCHEDULE Meeting schedule may be adjusted with written permission of the Parks & Recreation Director. The standard schedule is as follows: ACTIVITY DATE TIME Sunday Services Each Sunday in the month 8:00 AM – 1:00 PM Easter Sunrise Services Easter Sunday, Date TBD TBD Christmas Eve Services December 24 TBD Annual Animal Blessing TBD TBD Weddings & Funerals TBD TBD IV. LOCAL, COUNTY, AND FEDERAL ELECTIONS SCHEDULE Bloom in the Desert shall have non-exclusive use of the Center while the County Registrar of Voters is utilizing the Center as a Voting and Ballot Drop-Off Center. The City reserves the right to lease the Center exclusively to the County Registrar of Voters, as specified in Section 2.2.1, and will give Bloom in the Desert seventy-two (72) hour notice prior to exercising its right. Bloom in the Desert shall be responsible for the control and safety of its staff, subcontractors, volunteers, guest ministers, and patrons during the joint usage. City shall be responsible for the control and safety of City staff; County shall be responsible for County staff, volunteers, and subcontractors. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 County staff, volunteers, and subcontractors will be responsible for control and safety of patrons utilizing the Voting and Ballot Drop-Off Center. County shall be responsible for maintaining the cleanliness of utilized space. EXHIBIT B BLOOM IN THE DESERT STAFF The following is a list of representatives responsible for securing the building and setting the alarm upon departure: {Name} {Mobile Phone} {Email} DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 Sunday setup leader Carlos Flores (760) 409-2264 los1981skcsm@gmail.com Occasional sub Rich Fluechtling (608) 347-5178 richf@chorus.net Moderator as an occasional sub Lynda Toland (503) 789-8743 moderator@bloominthedesert.org 55575.18185\40054029.1 EXHIBIT C RULES AND REGULATIONS 1. Bloom in the Desert shall require users of the Multipurpose Room, Inner Lobby, and Kitchen to clean up after themselves and maintain the Center in a clean condition. The City reserves the right to revoke access to the Facility at its sole discretion. 2. Bloom in the Desert is responsible for maintaining the security of attendees and parked vehicles at the Facility through its own efforts, within the scope of Bloom in the Desert’s use of the Center or any portion thereof. 3. All of Bloom in the Desert’s refuse and rubbish shall be removed on a regular basis at Bloom in the Desert’s sole cost and expense. Bloom in the Desert shall not place any rubbish or other matter outside any building within the Facility, except in such containers as are authorized from time to time by the City. 4. No radio or television or other similar devise audible outside the Facility shall be installed without obtaining in each instance the written consent of the City. No banner, sign, or aerial shall be erected on the roof, exterior walls, or grounds of the Facility without first obtaining in each instance the written consent of the City which consent shall not be unreasonably withheld or delayed. Any banner, signage, or aerial so installed without such written consent shall be subject or removed without notice at any time. [RESERVED FOR WIFI AND INTERNET VERBIAGE TBD] 5. No loudspeakers, televisions, phonographs, radios, or other devices shall be used in a manner so as to be heard or seen outside of the Facility without complying with the provisions of the City’s Noise Ordinance. 6. No sirens, outside paging, or any type of signalization will be permitted, except approved alarm systems. 7. Bloom in the Desert will not allow animals, except Seeing Eye/Service Dogs, in, about, or upon the Facility. With the exception being made for one annual pet blessing event, to be determined and held at one Sunday service during the month of December. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 55575.18185\40054029.1 Exhibit D Bloom in the Desert Fees 7:30 AM – 1:30 PM, Sundays only Based on the FY 2023-2024 Comprehensive Fee Schedule (CFS) Demuth Community Center Fees for Multipurpose Room: Base Rent: $164 for (4) hours, includes set-up & clean-up time Extended Use: $37 / hr. Kitchen Use: $109, one-time fee Total: $347.00 for one-time use* *Does not include charge for use of Inner Lobby and storage space, and no additional fees if Bloom in the Desert uses the Basketball Gymnasium as overflow space or change of location during Election Schedule. Total: $1061.00 (4) Sundays = Total Base Rent and 2 hr. Extended Use fees (x4) Total Kitchen Use Fee (x1) $1299.00 (5) Sundays = Total Base Rent and 2 hr. Extended Use fees (x5) Total Kitchen Use Fee (x1) DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 ACORD ® CERTIFICATE OF LIABILITY INSURANCE Date (MM/DD/YR) 11/28/22 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Heffernan Insurance Brokers 1350 Carlback Avenue Walnut Creek, CA 94596 CA License #0564249 CONTACT NAME: Gina Ferguson or Jessica Eusebio PHONE (A/C,No,Ext): 925-934-8500 FAX (A/C,No): 925-934-8278 EMAIL ADDRESS: ginaf@heffins.com or jessicae@heffins.com INSURER(S) AFFORDING COVERAGE NAIC # INSURED Bloom in the Desert Ministries 400 S. El Cielo Road, Suite G Palm Springs, CA 92262 INSURER A: GuideOne Mutual Insurance Company 15032 INSURER B: INSURER C: INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRL TR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X 010024554 11/15/2022 11/15/2023 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GEN’L. AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 3,000,000 X POLICY PRO- JECT LOC PRODUCTS - COMP/OP AGG $ 3,000,000 OTHER A AUTOMOBILE LIABILITY 010024555 11/15/2022 11/15/2023 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS X SCHEDULED AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOS X NON-OWNED AUTOS PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB X OCCUR 010024556 11/15/2022 11/15/2023 EACH OCCURRENCE $10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION $10,000 $ WORKERS COMPENSATION AND EMPLOYERS’ LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE/ OFFICER/MEMBER EXCLUDED? (Mandatory in N.H.) If yes, describe under DESCRIPTION OF OPERATIONS below N/A PER STATUTE OTH -ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: The City of Palm Springs, its officials, employees and agents are included as an additional insured and primary/non-contributory on General Liability policy per the attached endorsement, if required as respects leased space at 3601 E. Mesquite Ave., Palm Springs, CA. CERTIFICATE HOLDER CANCELLATION City of Palm Springs Attn: City Clerk 3200 East Tahquitz Canyon Way Palm Springs, CA 92262 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Ó1988-2015 ACORD CORPORATION. All rights reserved. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 COMMERCIAL GENERAL LIABILITY CG 20 01 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1)The additional insured is a Named Insured under such other insurance; and (2)You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. DocuSign Envelope ID: FCACA410-5AC7-4888-A696-6C50931FEA63 CONTRACT ABSTRACT Contract prepared by: Janet Burns, Senior Secretary Submitted on: 06/02/22 By: Janet Burns Note: This will be last extension per original contract. Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: Munis Contract Number: Bloom in the Desert Ministries Reverend Kevin A. Johnson Extension of Contract Services Agreement $0, See Facility Use Fees and Charges N/A July 1, 2022, through June 30, 2023 Contract Administration Lead Department: Contract Administrator: Department of Parks and Recreation Jeannie Kays Contract Approvals Council/ Community Redevelopment Agency Approval Date: Agenda Item No./ Resolution No.: Agreement No: N/A N/A A6015 Contract Compliance Exhibits: Signatures: Insurance: Bonds N/A COMPLETED COMPLETED N/A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A6/14/20226/15/20226/22/2022Monique Lomeli DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A DocuSign Envelope ID: 380099CB-8849-4B3E-8399-F62BFAD7B47A LETTER AGREEMENT TO FACILITIES USE AGREEMENT BETWEEN THE CITY OF PALM SPRINGS AND THE BLOOM IN THE COMMUNITY CENTER This Letter Agreement is made and entered into as of July L, 2021 by and between the CITY OF PALM SPRINGS ("CITY") and BLOOM IN THE DESERT MINISTRIES ("TENANT"), a religious non-profit corporation concerning the use of the Demuth Community Center ("Facility"). RECITALS A. This Letter Agreement shall be considered attached to and incorporated in that certain document dated August 14, 2017 entitled "Facility Use Agreement" ("Agreement"). B. This Letter Agreement arises out of the Parties' desire to amend the Agreement to exercise an additional one-year term upon written consent of the Parties. C. This Letter Agreement is being executed between the Parties pursuant to the Agreement. AGREEMENT 1. RECITALS. The above recitals are hereby incorporated into this Letter Agreement as if fully set forth herein. 2. EXTENSION OF CONTRACT SERVICES AGREEMENT. Pursuant to Section 1.1 of the Agreement, the term of the Agreement is hereby extended from July 1, 2021 through June 30, 2022, the exercise of the additional one-year term optional extension allowed thereunder. 3. FEES AND CHARGES FOR FACILITY USE. Section 2.3 is adjusted to reflect the "CPI-U" increase and is amended to read as follows: "Tenant agrees to pay City Seven Hundred Forty Two Dollars and Nine1y Cents $7� 42.90) for months with four (4) Sundays and Nine Hundred Twenty Eight Dollars and Sixty Two Cents ($928.62) for months with five (5) Sundays. Tenant must pay monthly, on or before the fifth of ever months, for use of the Facility. An additional late charge of Thirty Five Dollars ($35.00) shall be due on all payments received after the fifth of every month. 4. FULL FORCE AND EFFECT. This modifying Letter Agreement is supplemental to the Agreement and is by reference made part of said Agreement. All of the terms, conditions, and provisions of the Agreement, 55575.18185\34194064.1 unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Letter Agreement and any provisions of the Agreement, the provisions of this Letter Agreement shall in all respects govern and control. 5. CORPORATE AUTHORITY. The persons executing this Letter Agreement on behalf of the Parties hereto warrant that (1) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Letter Agreement on behalf of said party, (iii) by so executing this Letter Agreement, such party is formally bound to the provisions of this Letter Agreement, and (iv) entering into this Letter Agreement does not violate any provision of any other agreement to which said party is bound. IN WITNESS WHEREOF, the Parties have executed and entered into this Letter Agreement as of the date first written above. ATTEST: "CITY" CITY OF PALM SPRINGS, a California charter city and municipal corporation By: By: Lt�--- Ant ny Mejia, ity 1ZQJustin Clifton, City Manager APPROVED AS TO FORM: By: Jeffrey allinger, Ci Attorney 0"ImINKM Date "TENANT" Bloom in the Desert Ministries By: 55575.18185\34194064.1 FACILITY USE AGREEMENT (DEMUTH COMMUNITY CENTER) This K acility Use Agreement ("Agreement") is made and entered into this day of 201 , by and between the City of Palm Springs("City")and m Bloo i e Desert Ministries("Te ant"), a religious non-profit corporation concerning the use of the Demuth Community Center("Facility"). RECITALS WHEREAS, the City and Tenant are mutually interested in providing needed amenities and community services to all residents of Palm Springs; and WHEREAS, through this agreement, Tenant will be afforded the opportunity, on the same basis as other lawful users, to provide services desired by the community; and WHEREAS, Tenant has previously entered into an agreement for the use of the Facility, which is located at 3601 East Mesquite Avenue in Palm Springs, California,for the purpose of conducting faith-based services; and WHEREAS, Tenant now desires to enter into this Agreement to obtain access and use of the Facility, according to the terms and conditions stated herein. NOW, THEREFORE, the City and Tenant do hereby mutually agree as follows: AGREEMENT 1. TERM. 1.1. Term. This Agreement shall be in full force and effect for a period of three(3) years, beginning July 1, 2017 and ending June 30, 2020. City and Tenant may renew this Agreement for two (2) additional one(1)year terms, under the same terms and conditions stated herein, except for any changes such as fees and charges for the use of certain facilities as specified in Section 2. Upon each annual anniversary date of the Commencement Date, monthly rental shall be adjusted in proportion to the published changes in the Consumer Price Index ("CPI") for, All Items, for the Riverside/San Bernardino Metropolitan Statistical Area. 1.2. Termination. City and Tenant may terminate this Agreement at anytime,with or without cause, upon sixty (60) days' written notice to Tenant. Nothing shall prohibit termination at less than sixty (60) days' written notice upon any material breach of this Agreement, which includes, but it not limited to failure to timely pay rent; failure to maintain required insurance, and damage to the Facilities. ORIGINAL BID AND/OR AGREEMENT 772566.1 2. FACILITY USE. 2.1. Facility Use. 2.1.1, Large Multi-Purpose Room and Kitchen. City grants Tenant the use of the Large Multi-Purpose Room, the Inner Lobby and the Kitchen as identified in Exhibit "B" and according to the rules and regulations outlined in Exhibit "A". The Facility, and the areas to be used by Tenant, are more specifically described in the attached Exhibit "B" and incorporated herein by reference. 2.1.2. Overflow Use. Tenant may also use the Kitchen, the Small Multi-Purpose Room, and the Gymnasium at the Facility for larger events or overflow attendance, not to exceed one hundred and twenty-five (125) people, and shall provide a notice in writing to the City prior to such use. 2.1.3. Additional Rental Sessions. Tenant may request additional rental sessions of the Facility to be coordinated and negotiated on a case-by-case basis and subject to availability. 2.2. Scheduling of Use. Tenant may use the Facility in accordance with Section 1.1 only during the times specified in the Schedule, attached as Exhibit "C" and incorporated herein by reference. The City may, in its sole discretion, alter the Schedule in order to maximize use of the Facility for all users. 2.3. Fees and Charges for Facility Use.Tenant agrees to pay City Seven Hundred Thirty-One Dollars and Ninety-Two Cents($731.92)for months with four(4) Sundays and Nine Hundred Fourteen Dollars and Ninety Cents ($914.90) for months with five (5) Sundays. Tenant must pay monthly, on or before the fifth of every month, for use of the Facility. An additional late charge of$35 shall be due on all payments received after the fifth of every month. 2.4. Storage and Personal Property. Tenant may use the storage closet identified in Exhibit "B" for the purpose of storing personal property to be used for Tenant's Sunday morning services. City shall provide Tenant keys for the access of the storage closet. Tenant retains ownership of the curtains currently in use in the Large Multi-Purpose Room at the Facility. 2.5. Mailbox. City permits Tenant's use of a designated mail slot/inbox at the front reception counter area of the Facility. 2.6. Utilities. Tenant is responsible for establishing telephone lines, in separate accounts from the City, and is responsible for payment of monthly accounts related to these services. All other utilities shall be provided by the City. Tenant expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect, deficiency or impairment of any utility system, water supply system, drainage system, electrical apparatus or wires serving the Facility with respect to the loss of the facility for Tenant functions. 772566.1 2 2.7. Signs. No signs may be erected at the Facility, unless Tenant first obtains written approval from the City. All signs posted by Tenant at the Facility shall conform to all applicable Palm Springs Municipal Code and Palm Springs Zoning Code provisions. 2.8 Improvements. Should Tenant desire any improvements at the facilities referenced above, Tenant shall provide City advanced written notice of such improvements, including the proposed scope of work, and obtain City's written approval prior to any commencement of work. Tenant shall be solely responsible for any tenant improvements at the facilities, and represents and warrants that all improvements by Tenant or Tenant's contractors shall comply with all applicable local, state, and federal law, including zoning and building codes and any applicable business licenses. Proof of insurance covering the proposed work in favor of the City, to the satisfaction of the City, must be presented to City prior to the commencement of any work. Tenant is personally responsible for the cost of any proposed improvements. If Tenant commences improvements without complying with the procedures outlined herein,the City may declare a material breach of this Agreement and terminate the Agreement immediately without any penalty. In addition, upon expiration or termination of this Agreement for any reason, Tenant releases all claims to any improvements at the facilities and permits the City to retain or remove any improvements and recover any such costs from Tenant. 3. SECURITY. Tenant representatives are responsible for locking the building and setting the alarm upon departure in those instances that Tenant staff are the last occupants in the facility Tenant shall identify to the City, in writing, one or more representatives responsible for securing the building and setting the alarm upon departure. Tenant shall comply with Chapter 5.02 of the Palm Springs Municipal Code as an "alarm user" and shall be liable for all false alarm response fees pursuant to Palm Springs Municipal Code § 5.02.075 resulting from Tenant's failure to set the alarm under circumstances required by this Agreement. 4. INSURANCE. 4.1. Minimum Insurance. Tenant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: 4.1.1 . Comprehensive General Liability Insurance.A policy of comprehensive general liability insurance in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in an amount not less than Two Million Dollars ($2,000,000.00) in aggregate. Insurance companies shall have an AM Best's Guide Rating of A-, Class VII or better. 4.1.2. Workers' Compensation Insurance. To the extent required by Labor Code § 3700, Tenant shall procure and maintain workers' compensation insurance in the amount and to the extent required by law. 4.2. Proof of Insurance. Proof of the insurance required under Section 4 shall be provided to City prior to the execution of this Agreement. 772566.1 3 4.3. Primary Insurance. Tenant's insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Tenant's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4.4. Endorsements. Tenant shall obtain an Additional Insured Endorsement designating the City, its officers, officials, employees, agents, and volunteers as additional insureds for liability arising out of this Agreement. All endorsements shall reference that Tenant's insurance shall be primary and non-contributory, as outlined in Section 4.3. 4.5. Deductible. Any deductibles or self-insured retentions must be declared to and approved by the City prior to the commencement of this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or(2)Tenant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Tenant guarantees payment of all deductibles and self-insured retentions. 4.6. Amendment of Insurance Policy. Tenant shall not amend, or allow to be amended, any insurance policy under this Agreement if such amendment is not consistent with the minimum insurance requirements contained herein. Such amendment without the consent of the City shall be considered a material breach of this Agreement and City may immediately terminate this Agreement upon such occurrence. 4.7. No Cancellation of Insurance Policy. Tenant shall not cancel, or allow to be cancelled, any insurance policy required under this Agreement. If said policies of insurance are cancelled, Tenant shall, prior to the cancellation date, immediately obtain new insurance consistent with the requirements of this Agreement and immediately submit evidence of such insurance to the City. 4.8. Failure to Obtain Valid Insurance During Use of the Facility. If Tenant is not minimally insured, as required under Section 4, Tenant shall be considered in material breach of this Agreement and City may immediately terminate this Agreement. 4.9. No Limitation. The provisions of this Section 4 shall not be construed as limiting in any way the extent to which Tenant may be held responsible for the payment of damages to any persons or property resulting from Tenant's activities or the activities of any person or persons for which Tenant is otherwise responsible. 772566.1 4 5. INDEMNIFICATION AND DEFENSE. 5.1. Indemnification. Tenant agrees to indemnify the City, its officers, agents and employees against, and shall hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, including injury or death to any person, losses, costs, penalties, obligations, errors, omissions or liabilities(herein "Claims") that may be asserted or claimed by any persons, firm or entity arising out of or related to this Agreement or Tenant activities at the Facility, except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.2. Defense. Tenant agrees to defend, with counsel acceptable to City, the City, its officers, agents and employees against any Claims that may be asserted or claimed by any persons, firm or entity arising out of or related to this Agreement or Tenant activities at the Facility, except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.3. Costs Associated with Indemnification and Defense. Tenant shall be responsible for all costs incurred by the City that are associated with the indemnification or defense of City by Tenant, including any costs associated with the use of City resources, including lost time by employees, expended in furtherance of the indemnification or defense. 6. GENERAL PROVISIONS. 6.1. Notice. All notices, demands and requests which may be given or which are required to be given by any party to this Agreement, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective either: (1) on the date personally delivered to the address below, as evidenced by written receipt therefore, whether or not actually received by the person to whom addressed; (2) on the third (3rd) business day after being sent, by certified or registered mail, return receipt requested, addressed to the intended recipient at the address specified below; (3) on the first (1 st) business day after being deposited into the custody of a nationally recognized overnight delivery service(i.e., FedEx Corporation, UPS, or DHL)addressed to such party at the address specified below; or (4) on the business day sent via facsimile transmission to the facsimile numbers below, as evidenced by a printed confirmation of the successful electronic transmission of the message prior to 2:00 p.m. (Pacific Standard Time), or otherwise delivery shall be considered to be on the following business day. For purposes of this section, the addresses of the parties for all notices are as follows: 6.1.1. City. City Manager City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 (760) 323-8299 772566.1 5 6.1.2. Tenant. Reverend Kevin A. Johnson Bloom in the Desert Ministries 400 S. El Cielo Road, Suite G Palm Springs, CA 92262 Tenant shall be responsible for notifying the City, in writing, of any changes in Tenant's address. 6.2. California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Tenant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 6.3. Waiver. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.4. Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 6.5. Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 6.6. Attorneys Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief that may be granted, whether legal or equitable, shall be entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees on any appeal, and, in addition, a party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows that are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 772566.1 6 6.7. Compliance with Governing Law. Tenant shall comply with all applicable laws, codes, ordinances and regulations of the federal, state, and local government. 6.8. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. 6.9. Modification. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 6.10. Severability. In the event that anyone or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that this invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 6.11. Successors. The terms and conditions contained herein shall be binding on and inure to the parties to this Agreement,their administrators, representatives, successors and assigns, except as otherwise provided in this Agreement. 6.12. Assignment. Tenant may not assign or transfer its interest under this Agreement without City's prior written consent,which consent may be withheld, conditioned or delayed in City's sole and absolute discretion. Any attempted assignment, sublet or transfer made in violation of this provision shall be void. 6.13. Venue. Any action at law or in equity brought by either party to this Agreement regarding the subject matter of this Agreement shall be filed in the Superior Court of the State of California for the County of Riverside, Indio Branch. 6.14. Headinqs. The headings used in this Agreement are employed solely for convenience of the parties and are not to be used as an aid in interpretation. 6.15. Relationship. Nothing contained in this Lease shall be construed as creating the relationship of principal and agent or of partnership or joint venture between City and Tenant. 6.16. Authority to Enter into Agreement. The persons executing this Agreement on behalf of Tenant warrants that they are duly authorized to execute and deliver this Agreement on behalf of said party, and by so executing this Agreement, such party is formally bound to the provisions of this Agreement. 6.17. Counterparts and Facsimiles. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument. Any facsimile of the original shall be treated as an original. The party submitting any facsimile must submit a copy of the original to the other Party within a reasonable time after the transmission of the facsimile. 772566.1 7 6.18. Entire Agreement. This Agreement constitutes the entire Agreement between City and Tenant. There are no oral agreements between the parties hereto affecting this Agreement. This Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. 7. CITY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION. 7.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Tenant, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Tenant or its successor, or for breach of any obligation of the terms of this agreement. 7.2 Conflict of Interest. Tenant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this agreement, nor shall Tenant enter into any agreement of any kind with any such officer or employee during the term of this agreement and for one year thereafter. Tenant warrants that Tenant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this agreement. 7.3 Covenant Against Discrimination. Tenant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this agreement regarding any person, or group of persons, on account of race, color, creed, religion, gender, sexual orientation, gender identity, gender expression, marital status, national origin, ancestry, physical or mental disability, or medical condition. [SIGNATURES TO FOLLOW] 772566.1 8 IN WITNESS THEREOF, these parties have executed this Agreement on the day and year shown below. CITY OF PALM SPRINGS Dater ! � Yvid H. Ready, Esq., Ph. it Manager ATTESTED: —�' Date: ��•�1 Kathleen D. Hart, MMC Interim City Clerk APC—� 45 TO FORM: Date: g �� Edward Z. Kotkin City Attorney APPROVED BY MY MMA5 &ewe r.,QQmx9� ,4�i5 BLOOM IN THE DESERT MINISTRIES , //' /jL' Date: vz O r evin A. Johnso Pastor If Tenant is a corporation, a Corporate Resolution and/or Corporate Seal is required. If a partnership, Statement of Partnership must be submitted to City. 772566.1 9 EXHIBIT "A" (RULES AND REGULATIONS) 1. Tenant shall require users of the kitchen to clean up after themselves and maintain the kitchen in a clean condition. The City reserves the right to revoke access to the kitchen at its sole discretion 2. Tenant is responsible for maintaining the security of attendees and parked vehicles at the Facility through its own efforts, within the scope of Tenant's use of the Facility or any portion thereof. 3. All of Tenant's refuse and rubbish shall be removed on a regular basis at Tenant's sole cost and expense. Tenant shall not place any rubbish or other matter outside any building within the Facility, except in such containers as are authorized from time to time by the City. 4. No radio or television or other similar device audible outside the facility shall be installed without obtaining in each instance the written consent of the City. No aerial shall be erected on the roof, exterior walls or grounds of the Facility without first obtaining in each instance the written consent of the City which consent shall not be unreasonably withheld or delayed. Any aerial so installed without such written consent shall be subject to removal without notice at any time. 5. No loudspeakers, televisions, phonographs, radios or other devices shall be used in a manner so as to be heard or seen outside of the Facility without complying with the provisions of the City's Noise Ordinance. 6. No sirens, outside paging or any type of signalization will be permitted, except approved alarm systems. 7. Tenant will not allow animals, except seeing-eye/service dogs, in, about or upon the Facility. Exception will be made for one annual pet blessing event,to be determined and held at one Sunday service during the month of December. 772566.1 UeM Av�7 , `R(ofz Westcouetyetd AMA � Ron ® EhnnnufficsROOM Fir.IESS 1 �1 z LL ? Basketball Crytwmium 2 Y-.2 Cnrls Bathroom Martial AM f; en SI ,e d H V U P P p S Grnnn��iC k-ve Room k( Lp�ScEr�•-cl-��_lt:� Smell Multi- OIRce Pmpoes 'G12 tie. -d. Pldnl n r SI<A Room 1t�,7n'. le re�vireca� cj r lo ' r,.ilt f����'-•e A,A E.,�,: Innebby � � l,�l I can mU w � pL Ian n Lobby wv Large Mum-Purpose ® Aoom -=Y1G!'�tl L�P!SfJrl EGlu-l..t.� LSe `3ta"Cnyt..^d5. Bch r N r EXHIBIT "C" (SCHEDULE) Use of Large Multi-Purpose Room, Inner Lobby and Kitchen Sundays: 8:00 a.m. to 1:00 p.m. Note: Use of Gymnasium for overflow events up to 125 people will be permitted upon written notice to the City of Palm Springs. 772566.1 S City of Palm Springs David H. Ready, Esq., Ph.D. City Manager 0''11 3200 E.Tahquitz Canyon Way, Palm Springs,CA 92262 Tel 760.322.8350 • Fax 760.323.8201 • TDD 760.864.9527 David.Ready@palmspringsca.gov • w .palmspingsca.gov July 20, 2016 Reverend Kevin A. Johnson Bloom in the Desert Ministries 400 S. El Cielo Road, Suite G Palm Springs, CA 92262 Dear Reverend Johnson: Your request for one (1) additional term per Agreement A6105, Section 1.1, has been approved for the use of Demuth Community Center beginning July 1, 2016 and ending June 30, 2017. Pursuant to Section 1.1, Term, upon each annual anniversary date of the Commencement Date, your monthly rent shall be adjusted in proportion to the published changes in the Consumer Price Index ("CPI-U") for, All Items, for the Riverside/San Bernardino Metropolitan Statistical Area for the Year ending in April. The rate for 2016 is 2%. Your new monthly rent based on the "CPI-U" will be $717-57 for months with four (4) Sundays and $896.96 for months with five (5) Sundays. Payments are due on or before the fifth day of every month, for use of the Facility beginning with July 2016. This letter shall serve as your acknowledgement of the adjusted monthly rental per Section 1.1, Term, of Agreement A6105. Please confirm your acceptance by signing below. Sincerely, DAVID H. READY City Manager I Agree with the Terms of this Letter. Reverend Kevin Al Johnson PO Box 2743, Palm Springs, California 92263 s Q- fV✓ City of Palm Springs David H. Ready, Esq., Ph.D. City Manager Cql/FORN�P 3200 E.Tahquitz Canyon Way, Palm Springs,CA 92262 Tel 760.322.8350 • Fax 760.323.8207 • TDD 760.864.9527 David.ReadyCpaimspringsca.gov • www.palmspingsca.gov August 17, 2015 Reverend Kevin A. Johnson Bloom in the Desert Ministries 400 S. El Cielo Road, Suite G Palm Springs, CA 92262 Dear Reverend Johnson: Your request for one (1) additional one-year term per Agreement A6105, Section 1.1, has been approved for the use of Demuth Community Center, beginning July 1, 2015, and ending June 30, 2016. Pursuant to Section 1.1, Term, upon each annual anniversary date of the Commencement Date, your monthly rent shall be adjusted in proportion to the published changes in the Consumer Price Index ("CPI-U") for, All Items, for the Riverside/San Bernardino Metropolitan Statistical Area for the Year ending in April. The rate for 2015 is 0.5%. Your new monthly rent based on the "CPI-U" will be $703.50 for months with four(4) Sundays and $879.37 for months with five (5) Sundays. Payments are due on or before the fifth of every month, for use of the Facility beginning with July 2015. This letter shall serve as your acknowledgement of the adjusted monthly rental per Section 1.1, Term, of Agreement A6105. Please confirm your acceptance by signing below. Sincerely, I .—7�/. DAVID A. READ' !�. City Manager I Agree th the Terms of th etter. Re erend Kevin . Johnson PO Box 2743, Palm Springs, California 92263 IAY/27/2015AYED. 03:05 PI Bloom in the Desert PAX He, P. 002 E>1oom in the Desert Ministries 6r>*vaCr.--4hofCAdOAJc ,w6Ww� 40050U&ri ciao Rind.SMU G N6-2 ^ms•.CAPzUz .W. — '- =- l L+J76"17•5sw CA760.))1-Iul May 27,2015 David H-Reedy.City Manage' City Of Palm Springs 3200 L Tafiquitz Canyon Way Palm Springs,CA 92262 Re:renewal of fau ity use agreement Dear Dr.Ready, In accordance with our facility use agreement dated June 9,2014,between the City of Palm Springs and Bloom in the Desert Mir istriM concerning the use of the Demuth Community Ccnter,we hereby request renewal of the agreement for one additional one- year tam beginning July 1,2015,and ending June 30,2016. We understand according to the agreement there would them remain the option for one additional year renewal. Please communicate to us the new monthly rental cost adjusted in proportion to the published Consumer Price Index as required in paragraph 1.1,an page 1,of the current agreema iL We Understand this increase will begin with our July payment We appreciate the ongoing relatiousbip we have with the City of Patin Springs and look forward to our continued cooperation. Yours truly, Linda Lang . Johnson Moderator Pastor FACILITY USE AGREEMENT (BLOOM IN THE DESERT MINISTRIES) This Fa�(ility Use Agreement ("Agreement") is made and entered into this Q day of JVV\b , 20 l 1+ ,by and between the City of Palm Springs("City")and Bloom in the Desert Ministries("Bloom"),a religious non-profit corporation concerning the use of the Demuth Community Center("Facility"). RECITALS WHEREAS,the City and Bloom are mutually interested in providing needed amenities and community services to all residents of Palm Springs; and WHEREAS, through this agreement, Bloom will be afforded the opportunity, on the same basis as other lawful users, to provide services desired by the community; and WHEREAS, Bloom has previously entered into an agreement for the use of the Facility, which is located at 3601 East Mesquite Avenue in Palm Springs, California, for the purpose of conducting faith-based services; and WHEREAS,Bloom now desires to enter into this Agreement to obtain access and use of the Facility, according to the terms and conditions stated herein. NOW, THEREFORE, the City and Bloom do hereby mutually agree as follows: AGREEMENT 1. TERM. 1.1. Term. This Agreement shall be in full force and effect for a period of one(1) year, beginning July 1, 2014 and ending June 30, 2015. City and Bloom may renew this Agreement for two (2) additional one(1) year terms,under the same terms and conditions stated herein, except for any changes such as fees and charges for the use of certain facilities as specified in Section 2. Upon each annual anniversary date of the Commencement Date, monthly rental shall be adjusted in proportion to the published changes in the Consumer Price Index ("CPI") for, All Items, for the Riverside/San Bernardino Metropolitan Statistical Area. 12. Termination. City and Bloom may terminate this Agreement at any time, with or without cause, upon sixty(60) days' written notice to Bloom. Nothing shall prohibit termination at less than sixty(60) days' written notice upon any material breach of this Agreement. 2. FACILITY USE. 2.1. Facility 2.1.1. Large Multi-Purpose Room and Kitchen. City grants Bloom the use of the Large Multi-Purpose Room, the Inner Lobby and the Kitchen as identified in Exhibit "B" and according to the rules and regulations outlined in Exhibit"A". The Facility,and the areas to be used 772566.1 1 by Bloom, are more specifically described in the attached Exhibit "B" and incorporated herein by reference. 2.1.2. Overflow Use. Bloom may also use the Kitchen, the Small Multi- Purpose Room, and the Gymnasium at the Facility for larger events or overflow attendance, not to exceed one hundred and twenty-five(125) people, and shall provide a notice in writing to the City prior to such use. 2.1.3. Additional Rental Sessions. Bloom may request additional rental sessions of the Facility to be coordinated and negotiated on a case-by-case basis and subject to availability. 2.2. Scheduling of Use. Bloom may use the Facility in accordance with Section 1.1 only during the times specified in the Schedule, attached as Exhibit "C" and incorporated herein by reference. The City may, in its sole discretion, alter the Schedule in order to maximize use of the Facility for all users. 2.3. Fees and Charges for Facility Use. Bloom agrees to pay City Seven Hundred Dollars ($700.00) for months with four (4) Sundays and Eight Hundred Seventy-Five Dollars ($875.00) for months with five (5) Sundays. Bloom must pay monthly, on or before the fifth of every month, for use of the Facility. An additional late charge of$35 shall be due on all payments received after the fifth of every month. 2.4. Storage and Personal Property. Bloom may use the storage closet identified in Exhibit "B" for the purpose of storing personal property to be used for Bloom's Sunday morning services. City shall provide Bloom keys for the access of the storage closet. Bloom retains ownership of the curtains currently in use in the Large Multi-Purpose Room at the Facility. 2.5. Mailbox. City permits Bloom's use of a designated mail slot/inbox at the front reception counter area of the Facility. 2.6. Utilities. Bloom is responsible for establishing telephone lines,in separate accounts from the City, and is responsible for payment of monthly accounts related to these services. All other utilities shall be provided by the City. Bloom expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect,deficiency or impairment of any utility system, water supply system, drainage system, electrical apparatus or wires serving the Facility with respect to the loss of the facility for Bloom functions. 2.7. Sims. No signs may be erected at the Facility, unless Bloom first obtains written approval from the City. All signs posted by Bloom at the Facility shall conform to all applicable Palm Springs Municipal Code and Palm Springs Zoning Code provisions. 2.8 Improvements. Should Bloom desire any improvements at the facilities referenced above, Bloom shall provide City advanced written notice of such improvements, including the proposed scope of work, and obtain City's written approval prior to any commencement of work. Bloom shall be solely responsible for any tenant improvements at the facilities, and represents and warrants that all improvements by Bloom or Bloom's contractors shall comply with all applicable local, state, and federal law, including zoning and building codes and any applicable business licenses. Proof of insurance covering the proposed work in favor of the City, to the satisfaction of 772566.1 2 the City, must be presented to City prior to the commencement of any work. Bloom is personally responsible for the cost of any proposed improvements. If Bloom commences improvements without complying with the procedures outlined herein, the City may declare a material breach of this Agreement and terminate the Agreement immediately without any penalty. In addition, upon expiration or termination of this Agreement for any reason, Bloom releases all claims to any improvements at the facilities and permits the City to retain or remove any improvements and recover any such costs from Bloom. 3. SECURITY. Bloom representatives are responsible for locking the building and setting the alarm upon departure in those instances that Bloom staff are the last occupants in the facility Bloom shall identify to the City,in writing,one or more representatives responsible for securing the building and setting the alarm upon departure. Bloom shall comply with Chapter 5.02 of the Palm Springs Municipal Code as an "alarm user" and shall be liable for all false alarm response fees pursuant to Palm Springs Municipal Code § 5.02.075 resulting from Bloom's failure to set the alarm under circumstances required by this Agreement. 4. INSURANCE. 4.1. Minimum Insurance. Bloom shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: 4.L L Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in an amount not less than Two Million Dollars ($2,000,000.00) in aggregate. Insurance companies shall have an AM Best's Guide Rating of A-, Class VII or better. 4.1.2. Workers' Compensation Insurance. To the extent required by Labor Code § 3700, Bloom shall procure and maintain workers' compensation insurance in the amount and to the extent required by law. 772566.i 3 4.2. Proof of Insurance. Proof of the insurance required under Section 4 shall be provided to City prior to the execution of this Agreement. 4.3. Primary Insurance. Bloom's insurance coverage shall be primary with respect to the City and its respective elected officials,officers,employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials,officers, employees,agents, and volunteers shall be in excess of Bloom's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only,the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4.4. Endorsements. Bloom shall obtain an Additional Insured Endorsement designating the City, its officers, officials, employees, agents, and volunteers as additional insureds for liability arising out of this Agreement. All endorsements shall reference that Bloom's insurance shall be primary and non-contributory, as outlined in Section 4.3. 4.5, Deductible. Any deductibles or self-insured retentions must be declared to and approved by the City prior to the commencement of this Agreement. At the option of the City,either (1)the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or(2) Bloom shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self- insured retention under the policy. Bloom guarantees payment of all deductibles and self-insured retentions. 4.6. Amendment of Insurance Policy. Bloom shall not amend, or allow to be amended, any insurance policy under this Agreement if such amendment is not consistent with the minimum insurance requirements contained herein. Such amendment without the consent of the City shall be considered a material breach of this Agreement and City may immediately terminate this Agreement upon such occurrence. 4.7. No Cancellation of Insurance Policy. Bloom shall not cancel, or allow to be cancelled, any insurance policy required under this Agreement. If said policies of insurance are cancelled, Bloom shall,prior to the cancellation date, immediately obtain new insurance consistent with the requirements of this Agreement and immediately submit evidence of such insurance to the City. 4.8. Failure to Obtain Valid Insurance During Use of the Facility_ If Bloom is not minimally insured,as required under Section 4, Bloom shall be considered in material breach of this Agreement and City may immediately terminate this Agreement. 4.9. No Limitation. The provisions of this Section 4 shall not be construed as limiting in any way the extent to which Bloom may be held responsible for the payment of damages to any persons or property resulting from Bloom's activities or the activities of any person or persons for which Bloom is otherwise responsible. n25ah.i 4 5. INDEMNIFICATION AND DEFENSE. 5.1. Indemnification. Bloom agrees to indemnify the City, its officers, agents and employees against, and shall hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, including injury or death to any person, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "Claims") that may be asserted or claimed by any persons, firm or entity arising out of or related to this Agreement or Bloom activities at the Facility, except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.2. Defense. Bloom agrees to defend, with counsel acceptable to City, the City, its officers, agents and employees against any Claims that may be asserted or claimed by any persons, finn or entity arising out of or related to this Agreement or Bloom activities at the Facility,except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.3. Costs Associated with Indemnification and Defense. Bloom shall be responsible for all costs incurred by the City that are associated with the indemnification or defense of City by Bloom, including any costs associated with the use of City resources, including lost time by employees, expended in furtherance of the indemnification or defense. 6. GENERAL PROVISIONS. 6.1. Notice. All notices,demands and requests which maybe given or which are required to be given by any party to this Agreement, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective either: (1) on the date personally delivered to the address below, as evidenced by written receipt therefore, whether or not actually received by the person to whom addressed; (2) on the third (3rd) business day after being sent, by certified or registered mail, return receipt requested, addressed to the intended recipient at the address specified below; (3)on the first(1 st)business day after being deposited into the custody ofa nationally recognized overnight delivery service(i.e.,FedEx Corporation,UPS,or DHL)addressed to such party at the address specified below; or (4) on the business day sent via facsimile transmission to the facsimile numbers below, as evidenced by a printed confirmation of the successful electronic transmission of the message prior to 2:00 p.m. (Pacific Standard Time), or otherwise delivery shall be considered to be on the following business day. For purposes of this section, the addresses of the parties for all notices are as follows: 6.1.1. City. City Manager City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 (760) 323-8299 772566.1 5 6.1.2. Bloom. Reverend Kevin A. Johnson 3155 E. Ramon Road, Unit 802 Palm Springs, CA 92264 Bloom shall be responsible for notifying the City, in writing, of any changes in Bloom's address. 6.2. California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Bloom covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 6.3. Waiver. No delay or omission in the exercise of any right or remedy by a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.4. Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 6.5. Legal Action. In addition to any other rights or remedies,either party may take legal action, in law or in equity,to cure,correct or remedy any default,to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 6.6. Attorney's Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement,the prevailing party in such action or proceeding, in addition to any other relief that may be granted,whether legal or equitable, shall be entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees on any appeal, and, in addition, a party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows that are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 6.7. Non-Liability of City Officers and Employees. No officer or employee of the City shall be personally liable to Bloom,or any successor-in-interest,in the event of any default or breach by the City or for any amount that may become due to Bloom or to its successor,or for breach of any obligation of the terms of this Agreement. 6.8. Conflict of Interest. No officer or employee of the City shall have any financial 772566.1 6 interest,director indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement that affects his financial interest or the financial interest of any corporation,partnership or association in which he is directly or indirectly interested, in violation of any state statute or regulation. Bloom warrants that it has not paid or given and shall not pay or give any third party any money or other consideration for obtaining this Agreement. 6.9. Covenant Against Discrimination. Bloom covenants that,by and for itself, its heirs, executors, assigns and all persons claiming under or through it, that, to the extent permitted by law, there shall be no discrimination against or segregation of any person or group of persons on account of race,color, creed,religion,gender,marital status, sexual preference,domestic partnership status, national origin or ancestry in the performance of this Agreement. 6.10. Compliance with Governing Law. Bloom shall comply with all applicable laws, codes, ordinances and regulations of the federal, state, and local government. 6.11. ImMretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. 6.12. Modification. This Agreement maybe amended at anytime by the mutual consent of the parties by an instrument in writing. 6.13. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that this invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 6.14. Successors. The terms and conditions contained herein shall be binding on and inure to the parties to this Agreement,their administrators,representatives, successors and assigns,except as otherwise provided in this Agreement. 6.15. Assignment. Bloom may not assign or transfer its interest under this Agreement without City's prior written consent, which consent may be withheld, conditioned or delayed in City's sole and absolute discretion. Any attempted assignment,sublet or transfer made in violation of this provision shall be void. 6.16. Venue. Any action at law or in equity brought by either party to this Agreement regarding the subject matter of this Agreement shall be filed in the Superior Court of the State of California for the County of Riverside Indio Branch. 6.17. Headings. The headings used in this Agreement are employed solely for convenience of the parties and are not to be used as an aid in interpretation. 6.18. Relationship. Nothing contained in this Lease shall be construed as creating the relationship of principal and agent or of partnership or joint venture between City and Bloom. 772566.1 7 6.19. Authority to Enter into Agreement. The persons executing this Agreement on behalf of Bloom warrants that they are duly authorized to execute and deliver this Agreement on behalf of said party, and by so executing this Agreement,such party is formally bound to the provisions of this Agreement. 6.20. Counterparts and Facsimiles. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument. Any facsimile of the original shall be treated as an original. The party submitting any facsimile must submit a copy of the original to the other Party within a reasonable time after the transmission of the facsimile. 6.21. Entire Agreement. This Agreement constitutes the entire Agreement between City and Bloom. There are no oral agreements between the parties hereto affecting this Agreement. This Agreement supersedes and cancels any and all previous negotiations,arrangements,agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. [SIGNATURES TO FOLLOW] 7725W 1 8 IN WITNESS THEREOF, these parties have executed this Agreement on the day and year shown below. CITY OF PALM SPRINGS —� Date: SU1� al� David H. Ready, City er ATTESTED: mes Thompson, City Clerk APPR AS TO FORM: Date: (4— Do glas . lland, City Attorney BLOOM IN THE DESERT MINISTRIES � Date: Q kAi .. Johnso , Pastor IfBloom is a corporation, a Corporate Resolution and/or Corporate Seal is required. If a partnership, Statement of Partnership must be submitted to City. APPROVED BY CITY MANAGER �ht�mP icn°n Abo15 772566.1 9 EXHIBIT "C" (SCHEDULE) Use of Large Multi-Purpose Room, Inner Lobby and Kitchen Sundays: 8:00 a.m. to 1:00 p.m. Note: Use of Gymnasium for overflow events up to 125 people will be permitted upon written notice to the City of Palm Springs. 772566.1 �2M�Uj�'U1 �U {� oor— Gll� JOJNST�,RS� wasscmu,eyna Au z {.l 2 Basketball Gynmamm G }....2 OIHB BNnraom MarOWAM SmaU MWn- Olflw �':•. iiet�- Pu�e �e Roos, P���-.�' 5KA ' vi7rv� .n r�e tk'Sfr'' ec VAX f?! S2fb�$ l�,,( -) hoer Lobby �flz SGYC/�J- Y Hoy a Bet�room 11 L'J i—L U'10�m ('^ ,yIt oe (•Q a W � �y� W']6i U ✓\ L¢ ® ME Lobby ® . W I.sge Mali-Purpose ® Roam S1npreA Cfe Sc�ecl:.,. u5 e D 4 Yf'i"k, hen w&W - -� seas oar N r r EXHIBIT "A" (RULES AND REGULATIONS) 1. Bloom shall require users of the kitchen to clean up after themselves and maintain the kitchen in a clean condition. The City reserves the right to revoke access to the kitchen at its sole discretion 2. Bloom is responsible for maintaining the security of attendees and parked vehicles at the Facility through its own efforts, within the scope of Bloom's use of the Facility or any portion thereof. 3. All of Bloom's refuse and rubbish shall be removed on a regular basis at Bloom's sole cost and expense. Bloom shall not place any rubbish or other matter outside any building within the Facility, except in such containers as are authorized from time to time by the City. 4. No radio or television or other similar device audible outside the facility shall be installed without obtaining in each instance the written consent of the City. No aerial shall be erected on the roof, exterior walls or grounds of the Facility without first obtaining in each instance the written consent of the City which consent shall not be unreasonably withheld or delayed. Any aerial so installed without such written consent shall be subject to removal without notice at any time. 5. No loudspeakers, televisions,phonographs,radios or other devices shall be used in a manner so as to be heard or seen outside of the Facility without complying with the provisions of the City's Noise Ordinance. 6. No sirens, outside paging or any type of signalization will be permitted, except approved alarm systems. 7. Bloom will not allow animals,except seeing-eye/service dogs, in,about or upon the Facility. Exception will be made for one annual pet blessing event, to be determined and held at one Sunday service during the month of December. 772566.1 Abo\S AMENDMENT NO. 2 TO FACILITY USE AGREEMENT (BLOOM IN THE DESERT MINISTRIES) This Amendment No. 1 to Facility Use Agreement ("Amendment") is made and entered into this l64�1 day of , 2013, by and between the City of Palm Springs ("City") and Bloom in the Deszrt Ministries ('Bloom"), a religious non-profit corporation concerning the use of the Demuth Community Center("Facility"). - RECITALS WHEREAS, the City and Bloom previously entered into an agreement for use of the Demuth Community Center on September 7, 2011 ("Facility Use Agreement"); and WHEREAS, the Facility Use Agreement was for an initial period of one year, beginning July 1, 2011 and ending June 30, 2012, with the option of two additional one-year terms; and WHEREAS, the Facility Use Agreement was renewed for the first one year term, beginning on July 1, 2012 and ending June 30, 2013; and WHEREAS, the City and Bloom desire to renew the Facility Use Agreement for the second one-year term. NOW, THEREFORE, the City and Bloom do hereby mutually agree as follows: AGREEMENT 1. The term of the Facility Use Agreement shall be extended for a one-year period from July 1, 2013 to June 30, 2014. 2. All other terms and conditions of the Facility Use Agreement shall remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] ORIGINAL BID 866560] ANDM AGREEMENT IN WITNESS THEREFORE, these parties have executed this Amendment on the day and year first set forth above. CITY OF PALM SPRINGS / Date: 151� !� David H. Ready, City Man ATTEST: � — APPROVED BY CITY MANAGER nes Thompson, City Clerk o0 APPROVE TO FO Douglas C. olland, City Attorney BLOOM N THE DESERT MINISTRIES LI-3 Date: `y �D ' vin A. Johnso , Pastor 866560.1 (00� AMENDMENT NO. 1 TO FACILITY USE AGREEMENT (BLOOM IN THE DESERT MINISTRIES) This Amendment o. 1 to Facility Use Agreement ("Amendment") is made and entered into this _a� day of U� , 2012, by and between the City of Palm Springs ("City") and Bloom in the besert Ministries ('Bloom"), a religious non-profit corporation concerning the use of the Demuth Community Center("Facility"). RECITALS WHEREAS, the City and Bloom previously entered into an agreement for use of the Demuth Community Center on September 7, 2011 ("Facility Use Agreement"); and WHEREAS, the Facility Use Agreement was for an initial period of one year, beginning July 1, 2011 and ending June 30, 2012, with the option of two additional one-year terms; and WHEREAS, the City and Bloom desire to renew the Facility Use Agreement for the first one-year term. NOW, THEREFORE, the City and Bloom do hereby mutually agree as follows: AGREEMENT 1. The term of the Facility Use Agreement shall be extended for a one-year period from July 1, 2012 to June 30, 2013. 2. All other terms and conditions of the Facility Use Agreement shall remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] ORIGINAL L5» AMJOR AGREEMENT 866560A IN WITNESS THEREFORE, these parties have executed this Amendment on the day and year first set forth above. CITY OF PALM SPRINGS Date: © 7`1 �ZO i L David H. Ready, City er ATTEST: APPROVED BY CITY MANAGER es Thompson, City Clerk ley, �o �,o 'Arn➢r\d\ khtovrA' -�-1D� APPROVED AS TO FORM: Douglas C. fiblland, City Att rney BLOOM IN THE DESERT MINISTRIES Date: 7 Kevin A. Johpfon, Pastor f[o,Ycfz.4 6 i2 866560.1 FACILITY USE AGREEMENT (BLOOM IN THE DESERT MINISTRIES) This Facility Use Agreement ("Agreement") is made and entered into this day of heLY n�Y 201L by and between the City of Palm Springs("City")and Bloom in the DesBrt Ministries("Bloom"),a religious non-profit corporation concerning the use of the Demuth Community Center("Facility"). RECITALS WHEREAS,the City and Bloom are mutually interested in providing needed amenities and community services to all residents of Palm Springs; and WHEREAS,through this agreement, Bloom will be afforded the opportunity, on the same basis as other lawful users,to provide services,including sports and recreation classes desired by the community; and WHEREAS, Bloom has previously entered into an agreement for the use of the Facility, which is located at 3601 East Mesquite Avenue in Palm Springs, California, for the purpose of conducting faith-based services; and WHEREAS,Bloom now desires to enter into this Agreement to obtain access and use of the Facility, according to the terms and conditions stated herein. NOW, THEREFORE, the City and Bloom do hereby mutually agree as follows: AGREEMENT 1. TERM. 1.1. Term. This Agreement shall be in full force and effect for a period of one(1)year, beginning July 1, 2011 and ending June 30, 2012. City and Bloom may renew this Agreement for two(2)additional one(1)year terms,under the same terms and conditions stated herein,except for any changes such as fees and charges for the use of certain facilities as specified in Section 2. 1.2. Termination. City and Bloom may terminate this Agreement at any time, with or without cause,upon sixty(60)days' written notice to Bloom. Nothing shall prohibit termination at less than sixty(60) days'written notice upon any material breach of this Agreement. 2. FACILITY USE. 2.1. Facility Use. 2.1.1. Larize Multi-Purpose Room and Kitchen. City grants Bloom the use of the Large Multi-Purpose Room, the Inner Lobby and the Kitchen as identified in Exhibit "B" and according to the rules and regulations outlined in Exhibit"A". The Facility,and the areas to be used by Bloom, are more specifically described in the attached Exhibit "B" and incorporated herein by reference. 772566.1 1 ORIGINAL DID AND/OR AGREEMENT 2.1.2. Overflow Use. Bloom may also use the Kitchen, the Small Multi- Purpose Room, and the Gymnasium at the Facility for larger events or overflow attendance,not to exceed one hundred and twenty-five(125)people, and shall provide a notice in writing to the City prior to such use. 2.1.3. Additional Rental Sessions. Bloom may request additional rental sessions of the Facility to be coordinated and negotiated on a case-by-case basis and subject to availability. 2.2. Scheduling of Use. Bloom may use the Facility in accordance with Section 1.1 only during the times specified in the Schedule, attached as Exhibit "C" and incorporated herein by reference. The City may, in its sole discretion, alter the Schedule in order to maximize use of the Facility for all users. 2.3. Fees and Charges for Facility Use. Bloom agrees to pay City Seven Hundred Dollars ($700.00) for months with four (4) Sundays and Eight Hundred Seventy-Five Dollars ($875.00) for months with five (5) Sundays. Bloom must pay monthly, on or before the fifth of every month, for use of the Facility. An additional late charge of$35 shall be due on all payments received after the fifth of every month. 2.4. Storage and Personal Property. Bloom may use the storage closet identified in Exhibit "B" for the purpose of storing personal property to be used for Bloom's Sunday morning services. City shall provide Bloom keys for the access of the storage closet. Bloom retains ownership of the curtains currently in use in the Large Multi-Purpose Room at the Facility. 2.5. Mailbox. City permits Bloom's use of a designated mail slot/inbox at the front reception counter area of the Facility. 2.6. Utilities. Bloom is responsible for establishing telephone lines,in separate accounts from the City, and is responsible for payment of monthly accounts related to these services. All other utilities shall be provided by the City. Bloom expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect,deficiency or impairment of any utility system, water supply system, drainage system, electrical apparatus or wires serving the Facility with respect to the loss of the facility for Bloom functions. 2.7. Ste. No signs may be erected at the Facility, unless Bloom first obtains written approval from the City. All signs posted by Bloom at the Facility shall conform to all applicable Palm Springs Municipal Code and Palm Springs Zoning Code provisions. 2.8 Improvements. Should Bloom desire any improvements at the facilities referenced above, Bloom shall provide City advanced written notice of such improvements, including the proposed scope of work, and obtain City's written approval prior to any commencement of work. Bloom shall be solely responsible for any tenant improvements at the facilities, and represents and warrants that all improvements by Bloom or Bloom's contractors shall comply with all applicable local, state, and federal law, including zoning and building codes and any applicable business licenses. Proof of insurance covering the proposed work in favor of the City,to the satisfaction of the City, must be presented to City prior to the commencement of any work. Bloom is personally responsible for the cost of anyproposed improvements. IfBloom commences improvements without complying with the procedures outlined herein, the City may declare a material breach of this 772566.1 2 Agreement and terminate the Agreement immediately without any penalty. In addition, upon expiration or termination of this Agreement for any reason, Bloom releases all claims to any improvements at the facilities and permits the City to retain or remove any improvements and recover any such costs from Bloom. 3. SECURITY AND BACKGROUND CHECKS. 3.1. Background Checks. Any person having supervisory or disciplinary authority over any minor is required to obtain a criminal background screening in accordance with the procedures outlined in California Public Resources Code Section 5164. Such persons shall be disclosed in the attached Exhibit"D". Copies of all criminal background checks shall be made available to the City upon request. 3.1.1. Supplemental Questions. Each employee or volunteer having supervisory or disciplinary authority over any minor must complete the supplemental questions attached as Exhibit "E" and incorporated herein by reference. 3.1.2. Submission and FingMrints. Bloom must submit a completed copy of Exhibit"E"to the City and arrange for the fingerprinting of each employee and volunteer before this Agreement maybe executed by the City. During the first year that the City requires the background screening for a particular individual,the screening shall include screening by the federal government. All subsequent years that the City requires a background check on that same individual, the screening need only be performed by the state government. 3.2. Alarm and Security. Bloom representatives are responsible for locking the building and setting the alarm upon departure in those instances that Bloom staff are the last occupants in the facility Bloom shall identify to the City, in writing, one or more representatives responsible for securing the building and setting the alarm upon departure. Bloom shall comply with Chapter 5.02 of the Palm Springs Municipal Code as an "alarm user" and shall be liable for all false alarm response fees pursuant to Palm Springs Municipal Code§5.02.075 resulting from Bloom's failure to set the alarm under circumstances required by this Agreement. 4. INSURANCE. 4.1. Minimum Insurance. Bloom shall procure and maintain,at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: 4.1.1. Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in an amount not less than Two Million Dollars ($2,000,000.00) in aggregate. Insurance companies shall have an AM Best's Guide Rating of A-, Class VII or better. 4.1.2. Workers' Compensation Insurance. To the extent required by Labor Code § 3700,Bloom shall procure and maintain workers' compensation insurance in the amount and to the extent required by law. 4.2. Proof of Insurance.Proof of the insurance required under Section 4 shall be provided to City prior to the execution of this Agreement. 772566.1 3 4.3. Primary Insurance. Bloom's insurance coverage shall be primary with respect to the City and its respective elected officials,officers,employees,agents,and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials,officers,employees,agents, and volunteers shall be in excess of Bloom's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only,the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4.4. Endorsements. Bloom shall obtain an Additional Insured Endorsement designating the City,its officers, officials,employees,agents,and volunteers as additional insureds for liability arising out of this Agreement. All endorsements shall reference that Bloom's insurance shall be primary and non-contributory, as outlined in Section 4.3. 4.5. Deductible. Any deductibles or self-insured retentions must be declared to and approved by the City prior to the commencement of this Agreement. At the option ofthe City,either (1)the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials,officers, employees, agents,and volunteers; or(2)Bloom shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self- insured retention under the policy. Bloom guarantees payment of all deductibles and self-insured retentions. 4.6. Amendment of Insurance Policy. Bloom shall not amend, or allow to be amended, any insurance policy under this Agreement if such amendment is not consistent with the minimum insurance requirements contained herein. Such amendment without the consent of the City shall be considered a material breach of this Agreement and City may immediately terminate this Agreement upon such occurrence. 4.7. No Cancellation of Insurance Policy. Bloom shall not cancel, or allow to be cancelled, any insurance policy required under this Agreement. If said policies of insurance are cancelled,Bloom shall,prior to the cancellation date,immediately obtain new insurance consistent with the requirements of this Agreement and immediately submit evidence of such insurance to the City. 4.8. Failure to Obtain Valid Insurance During Use of the Facility. If Bloom is not minimally insured,as required under Section 4,Bloom shall be considered in material breach ofthis Agreement and City may immediately terminate this Agreement. 4.9. No Limitation. The provisions of this Section 4 shall not be construed as limiting in any way the extent to which Bloom may be held responsible for the payment of damages to any persons or property resulting from Bloom's activities or the activities of any person or persons for which Bloom is otherwise responsible. 5. INDEMNIFICATION AND DEFENSE. 5.1. Indemnification. Bloom agrees to indemnify the City, its officers, agents and employees against, and shall hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, including injury or death to any person, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "Claims") that may be asserted or 772566.1 4 claimed by any persons, firm or entity arising out of or related to this Agreement or Bloom activities at the Facility, except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.2. Defense. Bloom agrees to defend, with counsel acceptable to City, the City, its officers, agents and employees against any Claims that may be asserted or claimed by any persons, firm or entity arising out of or related to this Agreement or Bloom activities at the Facility,except to the extent that the Claim arises from the sole negligence or willful misconduct of the City, its officers, agents or employees. 5.3. Costs Associated with Indemnification and Defense. Bloom shall be responsible for all costs incurred by the City that are associated with the indemnification or defense of City by Bloom, including any costs associated with the use of City resources, including lost time by employees, expended in furtherance of the indemnification or defense. 6. GENERAL PROVISIONS. 6.1. Notice. All notices,demands and requests which may be given or which are required to be given by any party to this Agreement, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective either: (1)on the date personally delivered to the address below, as evidenced by written receipt therefore, whether or not actually received by the person to whom addressed; (2) on the third (3rd)business day after being sent,by certified or registered mail, return receipt requested, addressed to the intended recipient at the address specified below;(3)on the first(1 st)business day after being deposited into the custody of nationally recognized overnight delivery service(i.e.,FedEx Corporation,UPS,or DHL)addressed to such party at the address specified below; or (4) on the business day sent via facsimile transmission to the facsimile numbers below, as evidenced by a printed confirmation of the successful electronic transmission of the message prior to 2:00 p.m. (Pacific Standard Time), or otherwise delivery shall be considered to be on the following business day. For purposes of this section, the addresses of the parties for all notices are as follows: 6.1.1. City, City Manager City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 (760) 323-8299 6.1.2. Bloom. Reverend Kevin A. Johnson 3155 E. Ramon Road, Unit 802 Palm Springs, CA 92264 Bloom shall be responsible for notifying the City, in writing, of any changes in Bloom's address. 6.2. California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal 772566.1 5 actions concerning any dispute,,claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Bloom covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 6.3. Waiver. No delay or omission in the exercise of any right or remedy by a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act.Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.4. Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 6.5. Legal Action. In addition to any other rights or remedies,either party may take legal action,in law or in equity,to cure,correct or remedy any default,to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 6.6. Attorneys Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement,the prevailing party in such action or proceeding,in addition to any other relief that may be granted,whether legal or equitable,shall be entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees on any appeal, and, in addition, a party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows that are incurred in such litigation.All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 6.7. Non-Liability of City Officers and Employees. No officer or employee of the City shall be personally liable to Bloom,or any successor-in-interest,in the event of any default or breach by the City or for any amount that may become due to Bloom or to its successor,or for breach of any obligation of the terms of this Agreement. 6.8. Conflict of Interest. No officer or employee of the City shall have any financial interest,direct or indirect,in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement that affects his financial interest or the financial interest of any corporation,partnership or association in which he is directly or indirectly interested,in violation of any state statute or regulation. Bloom warrants that it has not paid or given and shall not pay or give any third party any money or other consideration for obtaining this Agreement. 6.9. Covenant Against Discrimination. Bloom covenants that,by and for itself,its heirs, executors,assigns and all persons claiming under or through it,that,to the extent permitted by law, there shall be no discrimination against or segregation of any person or group of persons on account of race,color,creed,religion,gender,marital status,sexual preference,domestic partnership status, 772566.1 6 national origin or ancestry in the performance of this Agreement. 6.10. Compliance with Governing Law. Bloom shall comply with all applicable laws, codes, ordinances and regulations of the federal, state, and local government. 6.11. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. 6.12. Modification. This Agreement maybe amended at anytime by the mutual consent of the parties by an instrument in writing. 6.13. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that this invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 6.14. Successors. The terms and conditions contained herein shall be binding on and inure to the parties to this Agreement,their administrators,representatives,successors and assigns,except as otherwise provided in this Agreement. 6.15. Assignment. Bloom may not assign or transfer its interest under this Agreement without City's prior written consent, which consent may be withheld, conditioned or delayed in City's sole and absolute discretion. Any attempted assignment,sublet or transfer made in violation of this provision shall be void. 6.16. Venue. Any action at law or in equity brought by either party to this Agreement regarding the subject matter of this Agreement shall be filed in the Superior Court of the State of California for the County of Riverside, Indio Branch. 6.17. Headines. The headings used in this Agreement are employed solely for convenience of the parties and are not to be used as an aid in interpretation. 6.18. Relationship. Nothing contained in this Lease shall be construed as creating the relationship of principal and agent or of partnership or joint venture between City and Bloom. 6.19. Authority to Enter into Agreement.The persons executing this Agreement on behalf of Bloom warrants that they are duly authorized to execute and deliver this Agreement on behalf of said party,and by so executing this Agreement,such party is formally bound to the provisions of this Agreement. 6.20. Counterparts and Facsimiles. This Agreement may be executed in any number of counterparts,each of which shall be deemed an original and all of which shall constitute one and the same instrument. Any facsimile of the original shall be treated as an original. The party submitting any facsimile must submit a copy of the original to the other Party within a reasonable time after the transmission of the facsimile. 772566.1 7 6.21. Entire Agreement. This Agreement constitutes the entire Agreement between City and Bloom. There are no oral agreements between the parties hereto affecting this Agreement. This Agreement supersedes and cancels any and all previous negotiations,arrangements,agreements and understandings, if any,between the parties, and none shall be used to interpret this Agreement. [SIGNATURES TO FOLLOW] 772566.1 8 IN WITNESS THEREOF, these parties have executed this Agreement on the day and year sho below. CITY OF PALM SPRINGS �\ Date: David H. Ready,C ager ATTESTED: Date: ���'�� nes Thompson, City Clerk APPROVE TO FORD: Date: DougFm C. Holland,City Attorney BLOOM IN THE DESERT MINISTRIES /t� Date: oi- ZOI evin A. Johns, o n, Pastor 0� � - OSIDl� J Tax ID No. If Bloom is a corporation, a Corporate Resolution and/or Corporate Seal is required. Ifa partnership, Statement of Partnership must be submitted to City./�' APPROVED BY CITY MANAGER AftL 'i110 '— A. EXHIBIT "A" (RULES AND REGULATIONS) 1. Bloom shall require users of the kitchen to clean up after themselves and maintain the kitchen in a clean condition.The City reserves the right to revoke access to the kitchen at its sole discretion 2. Bloom is responsible for maintaining the security of attendees and parked vehicles at the Facility through its own efforts, within the scope of Bloom's use of the Facility or any portion thereof. 3. All of Bloom's refuse and rubbish shall be removed on a regular basis at Bloom's sole cost and expense. Bloom shall not place any rubbish or other matter outside any building within the Facility, except in such containers as are authorized from time to time by the City. 4. No radio or television or other similar device audible outside the facility shall be installed without obtaining in each instance the written consent of the City. No aerial shall be erected on the roof,exterior walls or grounds of the Facility without first obtaining in each instance the written consent of the City which consent shall not be unreasonably withheld or delayed. Any aerial so installed without such written consent shall be subject to removal without notice at any time. 5. No loudspeakers,televisions,phonographs,radios or other devices shall be used in a manner so as to be heard or seen outside of the Facility without complying with the provisions of the City's Noise Ordinance. 6. No sirens, outside paging or any type of signalization will be permitted, except approved alarm systems. 7. Bloom will not allow animals,except seeing-eye/service dogs,in,about or upon the Facility. Exception will be made for annual pet blessing event to be held at one Sunday service during the month of December. 7725661 hooR R a>J C�9u iJsr h!2s� cewtyad ww a ewe+wi iAmmnidea SPste.Room r-----L � LL 3 Basketball Gynmmasium p-2 am 9.mmwa W ,. F C�c j s4v ed a I4aoo u Room H 0 � � P-P- "P.S.Cx�mna4l-t� � Skve Room 4 CpJ scC .d c� s a.n Mmu- omm S e e(xc4 P0P�0 Plbnhn� OKA �t,e CkSer� xaun �1uo� sc0,eri.,.E.e °-+".re`.�tv�reci� Inwt Lobby (p,� ScFedwle) W Bar'•gun owa 7 ~ a mill e t W ® Main Lobby W -- Lmge Maki-purpose ® Room Snared cfer vs e a�x Tcn�.ts Wat hee4 sbw n f bmog b h r EXHIBIT "C" (SCHEDULE) Use of Large Multi-Purpose Room, Inner Lobby and Kitchen Sundays: 8:00 a.m. to 1:00 p.m. Note: Use of Gymnasium for overflow events up to 125 people will be permitted upon written notice to the City of Palm Springs. 772566.1 EXHIBIT "D" (SUPERVISORY EMPLOYEES) Reverend Kevin A. Johnson, Minister 772566.1 EXHIBIT "E" (SUPPLEMENTAL QUESTIONS) KEVIN A.JOHNSON SUPPLEMENTAL QUEMONNAM Pursuam to California Public Resataces Code§5164, this form mtrat be completed by all applicants for positions involving supervisory or disciplwavy authority over any mmor. yFS N 1. Have you ever been convicted ofaexual assault orassanit with intent tocommit mayhem? ❑ — / 2. Have you ever been convicted or unlawful sexual mtatomse with a person underage lit? ❑ - CY• 3. Have you over been ,,wend ofrape? ❑ 2/ 4- Slave you ever been ooavictrd oflhe rape ofa spouse? ❑ _5. Have you aver been convicted Ofwilffid harm or mjnxrY on,duld? ❑ / 6; Have you ever been convicted ofchildendaog�eeet? ❑ - %- 7. -Be,*year""been convicted of corpaai puma ment or injury to a child? ❑ - — / - 8- Have you ever been convicted or willful infliction of oteporsl iajmy to a spouse,former ❑ ffd' vouse,cobabdaut,or mothw or 5idier ofyom child? 9. Have you ever been convicted of any sexual ate or offense? ❑ 10. Have you ever been convicted of my of the following,Im, ,ofanattuDptto Commit Say . of the following aimed? . 10.1. Kidnapping? ❑ If yea,were you convicted oftidmpping or atornpoed kidmppiog wi&the im wen ❑ - commitrapo,sodomy,lewd or lascivious acts,oral copulation,or forcible acts of sexual penetration? 102. KldusWingfwraosom? 0 lbl/ Ifyes,wen you convicted ofitidoappiog for nvsown or attempted Dapping for ransom ❑ ❑ . - with the Intent to commit rape,sodomy,lewd or lascivious acts,oral copulation,or . forcible acts of sexual penetrating? 10.3: Sexual belo¢y? - ❑ - r-�// 10.1. Aidio&abetting osoliciting the taM tape ofaspouse,or fomble ads of sexual ❑ vQ" penetration? / 10.5. Futiwment of an unmarried miaor female for purposes ofp potion m? ❑ I$' . . 10.6. Aiding and abetting the enticement of an unmaried samor female for purposes of ❑- l� - - Pmstihaim? - / 10.7. Inducmg swmW fnterceum with mother when the otha's consent is procmod by false ❑ 64" . pretenses vndi the inmate,ovate fear? 10A Plrapmgofamuor? ❑ 109. Pandang of amnia. ❑ W 10.10.Procureatnnt of a child under 16 years of age for kswd a lascivious acts? ❑ l� . 10.11'.Abduction(taking away)of a person under age 18 for purposes ofpmstimtion? ❑ 10.12.Aggravated sexual assault of a child? ❑ 10.13.Incest? ❑ .. . . Gppmla TJt�i�FS� /( Z 772566.1 KEVIN A.JOHNSON YES NO 70.14.sodomy? ❑ 10.15.Lewd or lascivious acts or the solicitation of the same? - ❑ 10.16.Oral copulation? _ ❑ 10.17.Continuous sexual abuse of child? - - ❑ 10.18. Forcible ads of sexualpenst adcu mthe solicitation offhe same? ❑ 10.19.Selling,diatnbu6n&printing Or exhibiting ofc6mld pornography? ❑ 1010.Sexual exploitation ofachild? - ❑ 1021.BmplOymeat or use Of minor to perform prohibited ads? ❑ 1022.Advertising child pornograpW ❑ 1023.Possession of childpomography? ❑ . 1024.Annoying or molesting a child under 19? ❑ 1025.Solicitation ofrape by have or violence,sodomy by five or violence,or oral ❑ copulation by force or violence? ` 102&Indecent exposure? p ice/ 1027.Pfocuring,counseling,Or ess'm'ng any Person to commit indecent 04MUre? ❑ �/ 1028.Contributing to the delinquency of a minor? ❑ (t}�1 1029. Sending harisM material to a minor with the latent to sa&ux said Minor? ❑ In / 11_ Have youpwr been convicted of armed robbery? ❑ 12. Have yon ever been convicted of armed carjackiog? ❑ - 13. Have You Mar been convidedof assault or attempted murder ofa Public ofacial? ❑ 14. Have you ever bees convicted of false imprisonment? - " - ❑. I5. Have you ever beat convaled of aswW ❑ 16.- Have you ever been vomvicled of battay7 13 17. Have you ever been com 4cod of mmrder? ❑ - I& have you ever been convictedofmayhem? ❑ 19. Have you ever been convicted of a crime that requires you to register as a sex offender in flue ❑ State ofCafdon"? CERTIFICATION OF APPLICANT 1 hereby c mti d"d all responses herein are true and correct,and I understand and agree that any misstatemtat or omission of -_ mamrlel�Mpycause forfeiture m part o all rights Doti Ploymew by th s/ ty Date' O Siguataro: �J� /T , j "�/ ' 772566.1 AGREEMENT TO USE FACILITIES This Agreement to Use Facilities("Agreement")is made and entered into this aJAday of Ue , 201 O , by and between the City of Palm Springs ("City") and Bloo in the Desert Ministries("Bloom")with reference to that certain facility located at 3601 East Mesquite Avenue in Palm Springs, California ( "Facility'). The parties enter into this Agreement on the basis of the following facts and intentions: RECITALS WHEREAS,the City and Bloom are mutually interested in providing needed amenities and community services to all residents of Palm Springs; and WHEREAS, it is recognized that, through this agreement, Bloom will be afforded the opportunity, on the same basis as other lawful users, to provide services, including fellowship and hospitality, desired by the community. NOW, THEREFORE, the City and Bloom do hereby mutually agree as follows: 1. INTENT OF AGREEMENT 1.1 It is the intent of this agreement to describe the responsibilities of the City and Bloom with reference to Bloom's provision of services, including fellowship and hospitality, desired by the residents of Palm Springs and surrounding communities. 2. AREAS OF RESPONSIBILITY 2.1 Facility Use and Scheduling 2.1.1. Provided it is in compliance with all material terms of this agreement, Bloom shall have the exclusive use of the large room adjacent to the kitchen at the Facility on every Sunday from 8:00 a.m. to 1:00 p.m. The kitchen, central room and gymnasium at the Facility may be used for larger events or overflow attendance. The number of attendees usually ranges from 20 to 125 people. 2.1.2 The City shall make available to Bloom a walk-in storage closet at the south end of the gymnasium on a full time basis for the storage of Bloom's personal property to be moved and set up on Sunday mornings during use of the facilities. Bloom has full key access to the closet. 2.1.3 Additional rental sessions by Bloom for extended use, concerts, and special events shall be coordinated and negotiated on a case-by-case basis and by availability. Additional rental fees will range from $50 to $100 depending on dates, times, hours, and room usage, if applicable. 2.1.4 All signs shall conform to City of Palm Springs Zoning Code. 2.2 Security and Access 2.2.1 Any person having supervisory ordisciplinary authority over any minor is subject to a criminal background screening as specified in California Public Resources Code Section 5164. Each employee or volunteer having supervisory or disciplinary authority over any minor must complete the supplemental questions attached as Exhibit "A" and must concurrently submit to being fingerprinted. Bloom must submit a completed copy of Exhibit "A° and arrange for the fingerprinting of each employee and volunteer before this Agreement may be executed by the City. The first year that the City requires the background screening for a particular individual, the screening shall include screening by the federal government. All subsequent years that the City requires a background check on that same individual,the screening need only be performed by the state government. 2.2.2 Because of the exclusive nature of Bloom's use, Bloom shall identify to the City, in writing, one or more representatives responsible for securing the building and setting the alarm upon departure. Bloom shall comply with Chapter 5.02 of the Palm Springs Municipal Code as an"alarm user"and shall be liable for all false alarm response fees pursuant to Palm Springs Municipal Code § 5.02.075 resulting from Bloom's failure to set the alarm under circumstances required by this agreement. 2.3 Fees and Charges for Facility Use 2.4.1 Bloom agrees to pay the City $700.00 on or before the first of every month to continue using the Facility, except that on months containing five Sundays the payment shall be$875. An additional late charge of $35 shall be due on all late payments. 2.4 Equipment Ownership Curtains in the dance room at the Facility are the private property of Bloom in the Desert, owned and purchased by the congregation. 2.5 Mailbox Bloom in the Desert has a designated mail slot/inbox at the front reception counter area of the Facility. 2 3. INSURANCE AND INDEMNIFICATION 3.1 Bloom shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: (a) Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per-occurrence basis. A combined single limit of$1,000,000.00. (b) Workers' Compensation Insurance. To the extent required by Labor Code § 3700, Bloom shall procure and maintain workers' compensation insurance. All of the above policies of insurance shall be primary insurance and shall name the City, its officers, employees and agents as additional insureds. The insurer shall waive all rights of subrogation and contribution it may have against City, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or canceled without providing thirty (30) days' prior written notice by registered mail to the City. In the event any of said policies of insurance are canceled, Bloom shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 3.1 to the Contract Officer. Bloom agrees that the provisions of this Section 3.1 shall not be construed as limiting in any way the extent to which Bloom may be held responsible for the payment of damages to any persons or property resulting from Bloom's activities or the activities of any person or persons for which Bloom is otherwise responsible. 3.2 Indemnification Bloom agrees to indemnify and defend the City, its officers, agents and employees against and shall hold and save them and each of them harmless from any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein .,claims or liabilities")that may be asserted or claimed by any persons,firm or entity arising out of or in connection with the activities at the Facility of Bloom, its agents, employees or invitees,or arising from the negligent acts or omissions of Bloom, or arising from Bloom's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its officers,agents or employees, who are directly responsible to the City, and in connection therewith: 3 4. WAIVER OF UTILITY FAILURE 4.1 Bloom expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect, deficiency or impairment of any utility system,water supply system, drainage system, electrical apparatus or wires serving the Facility with respect to the loss of the facility for Bloom functions. 5. ENFORCEMENT OF AGREEMENT 5.1 California Law This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California,or any other appropriate court in such county, and Bloom covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 5.2 Disputes In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten(10) days of service of such notice and completes the cure of such default within forty-five (45)days after service of the notice, or such longer period as may be permitted by the injured parry; provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of the section shall be a condition precedent to termination of this Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or Bloom's right to terminate this Agreement without cause pursuant to Section 5.8. 5.3 [Reserved] 5.4 Waiver No delay or omission in the exercise of any right or remedy by a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. A parry's consent to or approval of any act by the other parry requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing 4 and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 5.5 Rights and Remedies are Cumulative Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other parry. 5.6 Legal Action In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default,to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 5.7 Termination Prior to Expiration of Term This section shall govern any termination of this Agreement except as specifically provided in the following section for termination for cause. City reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days' written notice to Bloom, except that where termination is due to the fault of Bloom, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, Bloom reserves the right to terminate this Agreement at any time, with or without cause, upon sixty(60)days'written notice to City, except that where termination is due to the fault of City, the period of notice may be such shorter time as Bloom may determine. 5.8 Attorneys' Fees If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in anyway connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief that may be granted, whether legal or equitable, shall be entitled to reasonable attorneys' fees. Attomeys' fees shall include attomeys' fees on any appeal, and, in addition, a party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows that are incurred in such litigation.All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 5 6. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 6.1 Non-Liability of City Officers and Employees No officer or employee of the City shall be personally liable to Bloom, or any successor in interest, in the event of any default or breach by the City or for any amount that may become due to Bloom or to its successor, or for breach of any obligation of the terms of this Agreement. 6.2 Non-Liability of Bloom Officers and Employees No officer or employee of Bloom shall be personally liable to the City, or any successor in interest, in the event of any default or breach by Bloom or for any amount that may become due to City orto its successor, or for breach of any obligation of the terms of this Agreement. 6.3 Conflict of Interest No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement that affects his financial interest or the financial interest of any corporation, partnership or association in which he is directly or indirectly interested, in violation of any state statute or regulation. Bloom warrants that it has not paid or given and shall not pay or give any third party any money or other consideration for obtaining this Agreement. 6.4 Covenant Against Discrimination Bloom covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through it, that, to the extent permitted by law, there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, gender, marital status, sexual preference, domestic partnership status, national origin or ancestry in the performance of this Agreement. 7. MISCELLANEOUS PROVISIONS 7.1 Notice Any notice, demand, request, document, consent, approval or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer, CITY OF PALM SPRINGS, P. O. Box 2743, Palm Springs, California 92263-2743,and, in the case of Bloom,to the person at the address designated in Section 8.1. Either party may change its address by notifying the other party of the change of address in writing. 6 Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this section. 7.2 Interpretation The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. 7.3 Integration; Amendment It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations,, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 7.4 Severability In the event that any one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so' material that this invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 7.5 Corporate Authority The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such parry is formally bound to the provisions of this Agreement, and (iv)the entering into this Agreement does not violate any provision of any other agreement to which said party is bound. 7 8. COORDINATION 8.1 Representative of Bloom Bloom's representative to coordinate with the City regarding operational matters is: Reverend Kevin A. Johnson 3155 E. Ramon Road, Unit 802 Palm Springs, CA 92264 8.2 City Representative The City's shall assign a representative to coordinate with Bloom regarding operational matters. 9. TERM 9.1 Unless earlier terminated in accordance with Section 5.7 of this Agreement, this Agreement shall continue in full force and effect for a period of one (1) year beginning July 1, 2010 and ending June 30, 2011. [Signatures on the Following Page] 8 IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRINGS, a municipal corporation �y B . ityClerk d4�Z9/�oId David H. Ready City Manager BLOOgrend E DESE T INISTRIES By: Reevin . Johnson 1�1;5bz 010 qpp AS TO FORM G� '!q AMMY Des APPROVED BY CITY MANAGER nk� �kq�ao°� Pbo15 9 . ..... ...----- ---- ------ i "EXHIBIT A" Page 1 of 2 SUPPLEMENTAL QUESTIONNAIRE Pursuant to California Public Resources Code§5164, this form must be completed by all applicants for positions wvolWng supervisory or disciplinary authority over any minor. YES NO I. Have you ever been convicted of sexual assault or assault with mtent to commit mayhem? ❑ 2. Have you ever been convicted or mulawfal sexual intercourse with a person under age 18? ❑ CY, 3. Have you ever been convicted of rape? ❑ ©// 4. Have you ever been convicted of the rape of a spouse? ❑ R—* 5. Have you ever been convicted of willful harm or injury to a child? ❑ 6. Have you ever been convicted of child endangerment? ❑ 7. Have you ever been convicted of corporal punishment or injury to a child? ❑ �/ S. Have you ever been convicted or willful infliction of corporal injury to a spouse,former ❑ fp' spouse,cohabitant,or mother or father of your child? / 9. Have you ever been convicted of any sexual crime or offense? ❑ id' 10. Have you ever been convicted of any of the following cremes or of an attempt to commit any of the following crimes? 10.1. Kidnapping? ❑ If yes,were you convicted of kidnapping or attempted kidnapping with the intent to ❑ 1 commit rape,sodomy,lewd or lascivious acts,oral copulation,or forcible acts of sexual penetration? 10.2. Kidnapping for ransom? ❑ If yes,were you convicted oflddnapping for ransom or attempted kidnapping for ransom ❑ ❑ with the intent to commit rape,sodomy,lewd or lascivious acts,oral copulation,or . forcible ads of sexual penetration? 10.3. Sexual battery? ❑ § 10.4. Aiding abetting ar sorting the rape,rape of a spouse or forcible acts of sexual ❑ InJ penetration? 10.5. Farticement of an unmarried minor female for purposes of prostitution? ❑ 10.6. Aiding and abetting the enticement of an unmarried minor female for purposes of ❑ prostitution? 10.7. Inducing sexual intercourse with another when the odors consent is procured by false ❑ pry with the intent to create fear l 10.8. Pimping of a minor? ❑ 10.9. Pandering of a minor? ❑ 10.10. Procurement of a child under 16 years of age for lewd or lascivious ads? ❑ / 10.11. Abduction(taking away)of a person under age 18 for purposes of prostitution? ❑ 10.12. Aggravated sexual assault of a child? ® n ❑ !p�/ 10.13. Incest? . > ���`Jj/ "° i /'�� ❑ F3 Gp0-m Z.J 7/ i YES NO 10.14. Sodomy? ❑ 10.15.Lewd or lascivious acts on the solicitation of the same? ❑ LW 10.16. Oral copulation? ❑ j 10.17. Continuous sexual abuse of a child? ❑ 10.1S. Foneble acts of sexual penetration or the solicitation of the same? ❑ l/ 10.19. Selling,distributing,printing or exhibiting of child pornography? ❑ 10.20. Sexual exploitation of a child? ❑ 10.21. Employment or use of a minor to perform prohibited acts? ❑ H / 10.22.Advertising child pornography? ❑ O // 10.23. Possession of child pornography? ❑ 10.24. Annoying or molesting a child under IS? ❑ Lit/ 10.25. Solicitation of rape by force or violence,sodomy by farce or violence,or oral ❑ copulation by force or violence? 10.26. Indecent exposure? ❑ 1027. Procuring,counseling,or assisting any person to commit indecent exposure? ❑ 1028. Contributing to the delinquency of a motor? ❑ I�1029. Sending harmful material to a minor with the'anent to seduce said n&w9 ❑ II. Have you ever been convicted of aimed robbery? ❑ 12. Have you ever been convicted of armed csrjackmg? ❑ 13. Have you ever been convicted of assault or attempted murder of a public official? ❑ 14. Have you ever been convicted of false imprisonment? ❑ / 15. Have you eve been convicted of assent'? ❑ 16. - Have you ever been convicted of battery? ❑ ■' // 17. Heve you ever been convicted of murk? ❑ 18. Have you ever been convicted of mayhem? ❑ iy/� 19. Have you ever been convicted of a crime that requites you to register as a sex offender in the ❑ State of California? CERTIFICATION OF APPLICANT I hereby certify that all responses herein are true and correct,and I understand and agree that any misstatement or omission of mats iai fiFt rapy cause forfeihue on part all rights to � 1 �by Date: rd° Slgnamn: J) �J S7 , S "FMUBTT A" n Page 2 of 2 V'd EXHIBIT`B" LIST OF FACILITY BLOOM'S EMPLOYEES AND VOLUNTEERS WHO HAVE SUPERVISORY OR DISCIPLINARY AUTHORITY. 1. Reverend Kevin A. Johnson, Minister 2. Richard Bentley, Moderator "EXHIBIT B" Page 1 of 1 EXHIBIT "C" RULES AND REGULATIONS 1. As between the City and the Tenant, the Tenant is responsible for maintaining the security of attendees and parked vehicles at the Facility through its own efforts, within the scope of the Tenant's exclusive use of the Facility or any portion thereof. 2. All of Tenant's refuse and rubbish shall be removed on a regular basis at Tenant's sole cost and expense. Tenant shall not place any rubbish or other matter outside any building within the Facility, except in such containers as are authorized from time to time by the City. 3. No radio or television or other similar device audible outside the facility shall be installed without obtaining in each instance the written consent of the City. No aerial shall be erected on the roof, exterior walls or grounds of the Facility without first obtaining in each instance the written consent of the City which consent shall not be unreasonably withheld or delayed. Any aerial so installed without such written consent shall be subject to removal without notice at any time. 4. No loudspeakers,televisions, phonographs, radios or other devices shall be used in a manner so as to be heard or seen outside of the Facility without complying with the provisions of the City's Noise Ordinance. 5. No sirens, outside paging or any type of signalization will be permitted, except approved alarm systems. 6. Tenant will not allow animals, except seeing-eye dogs, in, about or upon the Premises.