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HomeMy WebLinkAbout25L082 - Pastion IndustriesCONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) User and Antenna Space Lease Pastion Industries Jason Pastion jason@pastionindustries.com Radio Tower space lease for Information Technology Dept. $10,800.00 1 year: 4/1/2025 - 3/31/2026 N/A Gabriela Pastion: gabriela@pastionindustries.com Jason Pastion: jason@pastionindustries.com Information Technology Larry Klingaman N/A 25L082 N/A Yes Yes - Department - No 3/17/2025 Rene Sanchez Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E USER AND ANTENNA SPACE LEASE This User and Antenna Space Lease (the “Lease”) is dated March 26, 2025 and is entered into by and between Pastion Industries, a California corporation (“Lessor”), whose mailing address is 45450 Towne Street, Indio, CA 92201 and the City of Palm Springs (“Lessee”), mailing address is 300 N El Cielo Rd, Palm Springs CA 92262, e-mail: Shawn.arden@palmspringsca.gov, telephone number: 760-323-8181, 951-741-2234. Lessor and Lessee hereby agree as follows: 1. LEASED PROPERTY: Lessor leases to Lessee, and Lessee hires from Lessor, on the terms and conditions hereinafter set forth, space for City of Palm Springs IT, installation, operation, and maintenance, at Lessee’s sole expense, the radio and other transmitting and receiving equipment and associated equipment and mounting structures (collectively the “Equipment”) described on ATTACHMENT A attached hereto and incorporated by this reference herein, at Lessor’s building at Whitewater (“Site”) at the locations on the Site described on ATTACHMENT B (“Leased Premises”). If the Leased Premises are relocated under Section 1(d) then such relocated premises shall be the “Leased Premises”. Lessee shall have the right to make such electrical and other connections for Lessee’s Equipment as are reasonable and necessary for Lessee’s use of said Leased premises. (a) LIENS – Lessee shall not allow, cause or permit, for any reason any lien or encumbrance to be placed upon or arise against the Site arising from work contracted for by Lessee. (b) ELECTRICITY – Lessor will allow the connection of electrical service to the Equipment, at the sole expense of Lessee. (c) EQUIPMENT – Any damage to any building, tower, or existing antennas at the Site caused by Lessee, or its contractors during the installation of Lessee’s installation of its Equipment at Leased Property will be Lessees responsibility and shall be repaired at Lesse’s cost. (d) INTERFERENCE, LOCATION OF EQUIPMENT – Lessee agrees to cooperate with Lessor to reasonably minimize on Site electrical or radio interference rising from Lessee’s Equipment. Lessee understands and acknowledges that Lessor leases space, on a shared basis, in its on-Site building and on its towers in “common”, and that Lessor shall consequently be the final decision maker to the location of Lessee’s Equipment, but Lessor must be reasonable in making such final decision. Lessee agrees that should its Equipment be found and demonstrated by Lessor to the cause of electrical or radio interference at the Leased Property, Lessee shall, upon notice from Lessor, take immediate steps to mitigate the interference, but if the interference cannot be mitigated in the good faith opinion of Lessee, then Lessee may relocate the offending equipment elsewhere on the Site or may terminate this Lease. Lessee shall not be required to relocate or to mitigate interference for or in connection with new tenants. Lessee shall receive an abatement of rent during any such relocation. 45450 TOWNE STREET, INDIO, CA 92201 (760) 345-7088 Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E 2. TERM: The term of this Lease shall be for a period of two (2) years, commencing on April 1st, 2025, and continuing through and including March 31st, 2026. The rent referenced below in Section 3 shall be payable in lawful money of the United States of America, which Lessee agrees to pay Lessor, without deduction or offset, at its address set forth above such other place as may be designated from time to time by Lessor in writing. Lessee shall have three (3) options of extending the term for a period of two (2) years each. Lessee must exercise each option, in writing, no later than thirty (30) days prior to the end of the then - current term. 3. RENT: Lessee agrees to pay Lessor, at the address set forth above, as rent a minimum amount of $750.00 plus $150.00 for electricity or $900.00 a month, which totals $10,800.00 annually. If Lessee installs a backup generator, then Lessee and Lessor agree to adjust and or delete the electricity monthly charge accordingly, but it must be mutually agreed to. The then – current rent shall be increased by ten percent (10%) at the beginning of each two-year extension term. Yearly payments are to be made in advance no later than ten (10) days after written notice from Lessor given after the due date, Lessee agrees to pay a late charge of three percent (3%) of the monthly rent. At the time of execution of this Lease, Lessee agrees to transmit, together with the two (2) signed copies of this Lease to be returned to Lessor, notarized, along with a check to Lessor for the first years rent. Lessee understands that no construction will be commenced, and access is prohibited at Site prior to such execution and payment. 4. USE: The Leased Property is to be used by Lessee for the operation and maintenance (or relocation, if necessary) of Lessee’s Equipment. Lessor understands that Lesse’s use of the Leased Property relates to Lessee’s capacity and function as a government agency that functions to maintain the public health, safety and welfare, and hereby covenants not to interfere in Lessee’s use of the Leased Property. Lessee may modify the nature and scope of the Equipment with the written consent of Lessor. Said consent not to be unreasonably withheld. All Equipment or other property attached to or otherwise brought onto Leased Property in furtherance of Lessee’s use of Leased Property shall at all times remain the personal property of Lessee. 5. NO SUBLETTING OR ASSIGNMENT: Lessee shall not have the right to sublet any part of the Leased Property or assign the Lease. 6. LESSEE INDEMNITY: Lessee hereby agrees to indemnify and hold lessor harmless for claims against Lessor by reason of any occurrence attributable to the installation, operation, or maintenance of Lessee’s Equipment to the extent it results from the negligence of Lessee. 7. INSTALLATION AND REMOVAL: Actual installation and removal of Lessee’s Equipment to or from the Leased Property shall be done by Lessee at Lessee’s cost, and under Lessor’s supervision, which Lessor agrees to provide when installation or removal is scheduled. Lessor shall not be liable for any loss or damage to Lessee’s Equipment or Personal Property arising therefrom except to the extent caused by Lessor or its employees, agents or contractors. 8. MAINTENANCE AND SERVICE: All maintenance and service of Lessee’s Equipment shall be performed by Lessee or Lessee’s authorized agent at Lessee’s sole cost and expense. Lessee shall have twenty-four (24) hour access to the Leased Property for the purpose of installing, maintaining, and repairing its Equipment. Only authorized engineers or persons under Lessee’s direct supervision shall be permitted access to the Leased Property. Unless authorized by law to do so in his/her official capacity, no person having such access shall carry firearms of any type. Further, no person having such access shall not examine, tamper with, or remove or otherwise interfere with any equipment or installation at the Leased Property belonging to the Lessor or any third party. Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E 9. CONDITION OF SPACE: Upon termination or expiration of this Lease, Lessee will surrender said the Leased Property to Lessor in the same condition as received, except for (a) reasonably wear and tear, and (b) damage due to causes beyond Lessee’s control, or without its fault or negligence. Lessee also agrees to repair any holes placed by Lessee in Lessor’s on-Site building for any purposes to the satisfaction of Lessor. 10. COMPLIANCE WITH THE LAW: Lessee shall, at its own cost and expense, throughout its use of the Leased Property during the Term per this Lease, comply with all the requirements of all municipal, state, and federal authorities now in force, or which may hereafter be in force pertaining to Lessee’s Equipment. 11. REMEDIES ON DEFAULT: In the event of any material breach of this Lease by Lessee that is not cured within thirty (30) days after written notice of the material breach by Lessor to Lessee, Lessor, besides other rights or remedies Lessor may have, shall have an immediate right of re-entry and may remove all persons affiliated with Lessee, and personal property or Lessee from the Leased Property. No such re-entry or taking of possession by Lessor shall be construed as an election on Lessor’s part to terminate this Lease unless a notice of such intension be given to Lessee by Lessor. 12. HOLD HARMLESS: This Lease is made on the express condition that Lessor is free from liability or injury to the person or property of Lessee, his agents, officers, employees and persons whom it authorizes to be present at the Leased Property except injury caused by Lessor or it’s contractors, agents, or employees (“Lessee Damage”). Lessee hereby covenants and agrees to and shall defend Lessor and save Lessor harmless for injuries or losses that may be described as Lessee Damage, however occurring. Lessee shall fully cooperate with Lessor (at no material cost to Lessee) if by any reason of any casualty or occurrence beyond the control of Lessor, communication service at the Site (“Service”) is interrupted, whether due to fluctuation or failure of electric power, or otherwise, to cause Said service to be restored. Lessor and Lessee agree that (i) Lessor shall not be liable for consequential Lessee Damage resulting from such interruption of Service, and (ii) Lessor shall not be liable for any damages to Lessee’s Equipment unless said consequential damage or damage to Lessee’s Equipment is proximately caused by Lessor or its contractors, employees or agents. 13. ATTORNEY’S FEES: In case suit shall be brought for the breach of this lease, the prevailing party shall be entitled to such reasonable attorney’s fees as shall be fixed by a court of competent jurisdiction, in all other costs and expenses of suit. 14. CONTROLLING LAW: All questions regarding the validity, interpretation, performance enforcement of the provisions of this Agreement shall be governed by laws of the State of California, and any action with respect to this Agreement shall be commenced in California with a venue in a court of competent subject matter - jurisdiction in Indio Branch, Riverside County. 15. WAIVER: Failure or delay on the part of Lessor or Lessee to exercise any right, power or privilege hereunder shall not operate as a waiver thereof. 16. TIME: Time is of the essence of this Lease in all the covenants, conditions, agreements and obligations herein contained. 17. NO PARTNERSHIP: It is expressly understood that through this Lease, neither Lessor or Lessee in any way or for any purpose, becomes a partner of the other in the conduct of the other’s business or otherwise, or a member of a joint enterprise. 18. NOTICES OR DEMANDS: Each and every notice or demand provided for under this Lease, or for any other purpose related thereto, shall be given in writing and delivered in person or by certified Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E mail, at the address set forth above, for each party, or in accord with such change of address as may take place upon notice by one party to the other. 19. BINDING ON SUCCESSORS: The covenants and conditions herein contained shall apply to and bind the heirs, successors, executors, administrators and assigns of all the parties hereto. 20. PRIOR NEGOTIATION: This Lease constitutes the entire agreement of the parties hereto, and shall supersede all prior offers, negotiations, and agreements. 21. NO BROKERS: Each party represents and warrants to the other that it has not dealt with any broker in this transaction, and each will hold the other party harmless from and against any claim or liability for brokerage commission by any party claiming to have acted on its behalf in this transaction. 22. AMENDMENT: No revision of this Lease shall be valid unless made in writing and signed by Lessee and an authorized agent of the Lessor. 23. INSURANCE AND LIABILITY: Lessee will carry during the term of this Lease, the following insurance with the customary coverage and exclusions: (a) BODILY INJURY- five hundred thousand dollars ($500,000) for injury to any person and one million dollars (1,000,000) for all injuries sustained by more than person in any single occurrence. (b) PROPERTY DAMAGE – One million dollars ($1,000.000) for damage as a result of any single accident. Lessee agrees to furnish Lessor with certificates from the insurance carrier certifying the Lessee has the above specified insurance. Lessee agrees to indemnify and save Lessor harmless from claims, damages, expenses, suits, loss or liability for death, injury or damage caused by arising from or connected with performance of this Leases due to or occasioned by the negligence or fault of its officers, employees, agents or representatives. Provided however, that nothing in this item shall render Lessee liable or responsible for any damage to property or for injury, including death, to persons caused by or arising out of the acts or omission of Lessor, its agents, contractors, officers, representatives or employees. 24. INTERFERENCE: Should harmful electrical or radio interference with communications occur on- Site or off-Site, whether with respect to Lessee’s use of the Leased Property or otherwise, the parties agree to promptly take commercially reasonable cooperative steps to resolve said problem provided Lessee’s use of the Leased Premises is reasonably preserved. 25. SECURED BUILDING SITE: Lessee will be assigned an individual code for the alarm that is to be used upon entering the on-Site building and when exiting said building. Lessee is held liable for any false dispatch of a Riverside County Sheriff caused by Lessee and will be fined one hundred ninety dollars ($190.00) for each dispatch. 26. SIGNATURES: Lessee’s undersigned representative hereby warrants and represents that he/she is duly authorized to execute and bind Lessee to this Lease. The individual who signs this Lease on behalf of the Lessor personally warrants and represents that he/she is authorized to execute this Lease on behalf of the Lessor as a corporation. SIGNATURES CONTINUED ON NEXT PAGE Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND PASTION INDUSTRIES, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. LESSOR: By: ______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: N/A Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E 4/2/2025 4/2/2025 4/8/2025 ATTACHMENT A DESCRIPTION OF “EQUIPMENT” (ATTACHED) INDOOR EQUIPMENT MOUNTED ON AN EXISTING RACK: 1. (1) UPS RACK MOUNT TO BE CONNECTED TO PASTION A/C POWER OUTLET 120VAC 20 AMP. THAT IS CONNECTED TO GENERATOR BACK UP POWER 10179560 SMX1500RM2UC SMART-UPS, 1500VA, RACK/TOWER LCD,120V, SMARTCONNECT 2. (1) POWER STRIP THAT WILL CONNECT TO THE UPS 12820-7058-OUTLET POWER STRIP FOR CUBE-IT &WALL MT CABINET20A STD PLUG BLACK 3. (4) POE INJECTORS THAT CONNECT TO THE POWER STRIP 4. (4) CAT5 CABLES THAT WILL RUN FROM THE POE OUT THE ENTRY PORT AND UP THE TOWER TO THE IP50 RADIOS INSTALLED ON THE BACK OF THE ANTENNAS OUTDOOR EQUIPMENT: 1. VHLP3-18A INSTALLED AT 15’ CENTERLINE 2. IP50C-18-40X-Z ACM INSTALLED BEHIND THE ANTENNA AT 15’ 3. VHLP3-18A INSTALLED AT 18’ CENTERLINE 4. IP50C-18-40X-Z ACM INSTALLED BEHIND THE ANTENNA AT 18’ 5. VHLPX2-18D INSTALLED AT 30’ CENTERLINE 6. (2) IP50C-18-40X-Z ACM INSTALLED BEHIND THE ANTENNA AT 30’ . Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E ATTACHMENT B DESCRIPTION OF SITE AND LEASED PREMISES (ATTACHED) 1. WHITEWATER RADIO SITE. 2. LESSEE WILL INSTALL, MAINTAIN, AND SERVICE THE EQUIPMENT MENTIONED HEREIN ATTACHMENT A. 3. LESSEE AND LESSOR HAVE AGREED THAT LESSEE WILL INSTALL, MAINTAIN AND SERVICE INDOOR EQUIPMENT LISTED ON ATTACHMENT A, ON AN EXISTING AND AVAILABLE RACK OF LESSEE’S CHOICE. Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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 may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 3/21/2025 Keenan & Associates 2355 Crenshaw Blvd., Suite 200 Torrance, CA 90501 310-212-0363 310-212-0363 www.keenan.com 0451271 John Stephens City of Palm Springs 3200 E Tahquitz Canyon Way Palm Springs CA 92263 84478409 RE: User and Antenna Space Lease Pastion Industries 45450 Towne Street Indio CA 92201 Evidence of Coverage A 5,000,000XPR40689107/1/2024 7/1/2025 500,000 3 3 5,000,000 5,000,000 5,000,000 Retention 3,000,000 3 Safety National Casualty Corporation 15105 84478409 | PALMSPRC | Master Certificate 2024-2025 | Excl:AU XS WC OT1 OT2 OT3 OT4 | Lisa Valdez | 3/21/2025 12:22:26 PM (PDT) | Page 1 of 1 Docusign Envelope ID: B515C724-4BE1-4330-A4FC-F2E4574AC54E