Loading...
HomeMy WebLinkAboutGreyhound Lines - 2001 Agreement - Amendment No. 5e FIFTH AMENDMENT TO SUBLEASE This FIFTH AMENDMENT TO SUBLEASE ( "Fifth Amendment') is dated for reference purposes as of April 1, 2014, by and between The City of Gilroy, a municipal corporation ( "Sublessor ") and Greyhound Lines, Inc., a Delaware corporation ( "Subtenant'). RECITALS A. Pursuant to that certain Sublease dated as of June 1, 2001 (the "Original Sublease "), Sublessor subleased to Subtenant a portion of certain premises described in Paragraph 1 of the Original Sublease as the Depot building commonly known as 7250 Monterey Road, Gilroy, California (the "Premises "). B. The Original Sublease was amended by that certain Amendment No. 1 signed by Subtenant on November 28, 2005 and by Sublessor on December 5, 2005 (the "First Amendment'), by the Second Amendment signed by Subtenant on July 13, 2011 and by Sublessor on July 27, 2011 (the "Second Amendment'), and by the Third Amendment signed by Subtenant on June 5, 2012 and by the Sublessor on June 22, 2012 (the "Third Amendment'), and by the Fourth Amendment signed by the Subtenant on April 16, 2013 and by the Sublessor on April 23, 2013 (the "Fourth Amendment'). The Original Sublease, as amended by the First Amendment, the Second Amendment, the Third Amendment, and the Fourth Amendment, is referred to in this Fifth Amendment as the "Existing Sublease ". C. Sublessor and Subtenant desire to amend the Existing Sublease on the terms and conditions set forth in this Fifth Amendment. NOW, THEREFORE, in consideration of the foregoing recitals and other consideration, the sufficiency of which is hereby acknowledged, the parties hereto amend, modify and supplement the Existing Sublease as follows: 1. Defined Terms. Capitalized terns used in this Fifth Amendment shall have the meaning assigned to such terns in the Existing Sublease unless otherwise defined in this Fifth Amendment. 2. Term. Pursuant to the Existing Sublease, the Term is scheduled to expire on May 31, 2014. The Term of the Sublease is hereby extended for five (5) years commencing as of June 1, 2014 and expiring on May 31, 2019 (the "5 Year Extension Period "), provided however that each of Sublessor and Subtenant shall have the right to terminate the Sublease without penalty after the third year of the 5 Year Extension Period by delivering to the other party hereto not less than six (6) months prior written notice of termination. 3. Early Termination. Beginning on June 1, 2017, the Sublessor and Subtenant shall have the right to terminate the Sublease prior to the expiration of the Term of this Agreement, without penalty, if and only if the party terminating the Sublease delivers to the other party hereto not less than six (6) months prior written notice of termination. 48514379 -88040 MDOLINGER104706083 .• 4. Rent. Base Rent for the 5 Year Extension Period shall be Six Hundred Fifty Dollars ($650) per month payable in accordance with Section 4 and all other provisions of the Sublease. 5. Uses of the Premises. Subtenant acknowledges and agrees that the Premises is to be a resource for all public transportation services in Gilroy, and as such Subtenant shall: (i) provide information and ticket sales for VTA bus services, local taxis, commercial bus services and other transportation services; (ii) open the Premises for business and commence and continue services at the Premises during at least the following hours: on Mondays through Saturdays, inclusive, from 8:00 a.m. until 7:30 p.m. ( "Business Hours "); and (iii) assure that the Building and all of its facilities are available for the use of VTA and commercial bus services, local taxis, and Caltrain patrons during Business Hours. 6. Effect of Amendment. This Fifth Amendment shall become effective on June 1, 2014. From and after the date this Fifth Amendment becomes effective, the term "Sublease" as used in the Existing Sublease shall mean the Existing Sublease, as modified by this Fifth Amendment. Except as expressly modified herein, all of the provisions of the Existing Sublease shall remain in full force and effect. In the case of any inconsistencies between the Existing Sublease and this Fifth Amendment, the terms of this Fifth Amendment shall control. This Fifth Amendment may be executed in counterparts, each of which shall be deemed an original and together shall constitute one instrument. This Fifth Amendment shall be governed by and construed in accordance with the laws of the State of California. This Fifth Amendment and all obligations and undertakings herein shall be binding upon, and shall inure to the benefit of the parties hereto, their heirs, executors, administrators, successors, and assigns, and /or anyone claiming by, through, or under any of them. Except to the extent modified by the terms and conditions of this Fifth Amendment, the Existing Sublease shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Fifth Amendment on the date set forth below to be effective upon full execution as of June 1, 2014. 4851 - 4379- 8804v3 MDOLINGER104706083 SUBTENANT: GREYHOUND LINES, INC., a Delaware corporation By: - I- J Name: Te K Title: SS V� n �_ _ e-9 l m e,yY}- 2 Dated: L7 —%S — f L/ SUBLESSOR: CL,ROY, a municipal corporation By: I Y Thomas J. HQund Title: City Administrator Dated: 21 ATT Dated: --0 APPROVED AS TO FORM: City Attorney Dated: 1f r}4 / 4851 - 4379- 8804v3 MDOLINGER104706083 0 AlC40RV CERTIFICATE OF LIABILITY INSURANCE - -- — -- DATE (MMIODNYYY) 12/19/2013 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 pollcy(les) must 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). PRODUCER 1 -212- 994 -7100 Arthur J. Gallagher Risk Management Services, Inc. CONTACT "- NAME: Tye D. Stephenson PHONE 212- 994 -7085 Hal: 212-994-7047 ADDOR SS:. Tenya_8tephenson@ajg.com 250 Park Avenue 3rd Floor New York, NY 10177 INSURER(S) AFFORDING COVERAGE NAIC it INSURER A: TASORAMCE CO OF THE STATE OF PA 19429 INSURED INSURER B: NATIONAL, UNION FIRR INS CO OF PITTS 19445 Greyhound Lines, lac. utsuRERC: COMMCB & INDUSTRY INS CO 19410 UIS1RERD: NEW HAMPSHIRE INS CO 23841 350 N. St. Paul Street INSURERE: Dallas, TX 75201 INSURER F: COVERAGES CERTIFICATE NUMBER: 37461015 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. INSR11 LTR TYPE OF INSURANCE ADD U POLICY POLICY EFF MAID .POLICY EXP MIDD LIMITS A ',GENERALUAeartY OL949389 12/31/1 12/31/14 EACH OCCURRENCE. $5,000,000 % COMMERCULL GENERAL LIABILITY PREMISES Ea omuffence) $ 5,000,000 MED EXP (Any one person) $ 50,000 CLAIMS -MADE F—x I OCCUR PERSONAL BADVINJURY $5,000,000 GENERAL AGGREGATE $ 10,000,000 l GEN-L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $5,000,000 POLICY i PRO % LOC $ B AUTOMOBILE LIABILITY CA949248 (AOS) COMBINED SINGLE LIMIT (Ea enrl 5,000,000 A % CA4882242(VA) 12/31/1 - 12/31/14 BOODILY DILY INJURY B ANY AUTO ALL OWNED SCHEDULED CA949248(TX) 12/31/1 12/31/14 (Per person) $ BODILY INJURY (Pwecdden0 $ AUTOS AUTOS S HIRED AUTOS ML AUTOS PROPERTY DAMAGE GE (Per $ E C iM: uMBRELIALWB 8 OCCUR 20562327 12/31/1 12/31/14 EACH OCCURRENCE. $ 2,000,000 AGGREGATE $ 2, 000, 000 EXCESS LJAB CLAIMS -MADE ...RETENTION $ _ D WORKERS COMPENSATION 1705104(AOS) 12/31/1 12/31/14 8 WC STATU- I OTH- AND EMPLOYERS LIABILITY YIN El EACH ACCIDENT $ 5,000,000 D ANY PROPRIETORIPARTNERIEXECUnVE 1705101(WI), 1705095(FL) 12/31/1 12/31/14 D OFFICERIMEMBER EXCLUDED? (Mandatory In NH) N I A 1705096(OR), 1705097(T8) 12/31/1 12/31/14 E.L. DISEASE - EA EMPLOYEE $ 5,000,000 D U yyees describe under DESCRIPnONOF OPERATIONS below wC1705104(AOS),1705099( ) 12/31/1 12/31/14 E.L.DISEASE -POLICYLIMR !.L006,000 • Workers Compensation 44216119(MA)44216118(MN) 12/31/1 12/31/14 B.L. Each Accident 5,000,000- • Workers Cesopensation 1705100(IL,NC,NR,DT,VT) 12/31/1 12/31/14 B.L. Disease -Ba HmV5,000,000 B.L. Disease- Policy5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, H more span Is requlnA) City of Gilroy, its officers, representatives, agents and employees are included as additional insured(blanket end•t) solely with respect to General and Automobile liability coverages as evidenced herein on a primary /non- contributory basis as required by written contract with respect to Lease Agreement. A waiver of subrogation applies as required by written contract. Notice of Cancellation: 30 days written notice /10 days for non -pay ty of Gilroy 7351 Rosanna Street CA 95020 USA 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 ©1988 -2010 ACORD ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD vinayny 37461015 rinhta ranarvart 00 00 POLICY NUMBER: GL 949389 COMMERCIAL GENERAL LIABILITY CG 20 11 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -,MANAGERS OR LESSORS OF This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designation Of Premises (Part. Leased To You): Name Of Person(s) Or Organization(s) (Additional Insured): City of Gilroy, its officers, representatives, agents and employees Additional Premium: $ Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to Schedule and subject to the following additional include as an additional insured the person(s) or exclusions: organization(s) shown in the.Schedule, but only This insurance does not apply to:. with ' respect to liability arising - out of the ownership, maintenance or use of that part of 1. Any 'occurrence which takes place after the premises leased to you and shown in the You cease to be a tenant in that premises. CG 20 11 04 13 6 Insurance Services Office, Inc., 2012 Page 1 of 2 2. Structural alterations, new construction or demolition operations performed by or on behalf of the person(s) or organization(s) shown in the Schedule. However: 1. The insurance afforded to such additional in- sured only applies to the extent permitted by law; and 2. If coverage provided to the additional in- sured is required by a contract or ag- reement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to. these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 0 Insurance Services Office, Inc., 2012' CG 20 11 04 13 FIR84306 EVIDENCE OF COMMERCIAL PROPERTY INSURANCE DA'Eii2i (D1ff4 7) YES NO THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS _._UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE. DOES_ NOT AFFIRMATIVELY OR NEGATIVELY AMEND,_EXTEND OR;ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A. CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. PRODUCER NAME, PHONE CONTACT T PERSON AND ADDRESS , 513- 333 -2050 COMPANY NAME AND ADDRESS NAIC NO: 19437 Commercial Lines - Ashley Coppage Lexington Insurance Company Wells Fargo Insurance Services USA, Inc. 3 Embarcadero 1014 Vine Street, Suite 1100 San Francisco, CA 94111 Cincinnati, 01-145202-1195 IF MULTIPLE COMPANIES, COMPLETE SEPARATE FORM FOR EACH ,AAic No): 866- 697 -2563 A 0 lESS: ashley.coppage @wellsfargo.com CODE: SUB CODE: POLICY TYPE AGENCY NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER FirstGroup America, Inc dba Greyhound Lines, Inc. etal IS DOMESTIC TERRORISM EXCLUDED? 025031395 600 Vine Street, Suite 1400 EFFECTIVE DATE EXPIRATION DATE X Cincinnati, OH 45202 If YES, LIMIT: DED: 12/31/2013 12/31/2014 CONTINUED IL TERMINATED IF CHECKED ADDITfONAL %MED,INSURED First Group Amerca, Inctlba Greyhound Lines, Inc. eta[ THIS REPLACES PRIOR EVIDENCE DATED: . REPLACEMENT COST X PROPERTY INFORMATION Use REMARKS on page 2 if more space is required) W BUILDING OR 2d BUSINESS PERSONAL PROPERTY Lexington Primary 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 EVIDENCE OF PROPERTY INSURANCE 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. CAVPRA[:F INR[1RMATIAtJ orou a ���enoen nne�r eonnn X eecn�n COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 10,000,0000 DED: 100,000 MORTGAGEE LENDERS LOSS PAYABLE YES NO NIA ® BUSINESS INCOME ®RENTAL VALUE X City of Gilroy If YES, LIMIT: Actual Loss Sustained; # of months: BLANKET COVERAGE X AUTHORIZED REPRESENTATIVE Gilroy, CA 95023 If YES, indicate value(s) reported on property identified above: $ 10,000,000 TERRORISM COVERAGE X Attach Disclosure Notice / DEC IS THERE A TERRORISM- SPECIFIC EXCLUSION? X IS DOMESTIC TERRORISM EXCLUDED? X LIMITED FUNGUS COVERAGE X If YES, LIMIT: DED: FUNGUS EXCLUSION (If "YES ", specify organization's form used) X REPLACEMENT COST X AGREED VALUE X COINSURANCE X If YES, % EQUIPMENT BREAKDOWN (If Applicable) X If YES, LIMIT: 10,000,000 DED: 100,000 ORDINANCE OR LAW - Coverage for loss to undamaged portion of bldg X If YES, LIMIT: DED: Demolition Costs X If YES, LIMIT: 10,000,000 DED: 100,000 Incr. Cost of Construction X If YES, LIMIT: 10,000,000 DED: 100,000 EARTH MOVEMENT (If Applicable) X if YES, LIMIT: 10,000,000 DED: per attached FLOOD (If Applicable) X If YES, LIMIT: 10,000,000 DED: per attached WIND / HAIL (If Subject to Different Provisions) X If YES, LIMIT: 10,000,000 DED: per attached PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE HOLDER PRIOR TO LOSS X GANGELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST AGUKU LS (LU19 171 9) The ACORD name and logo are registered marks of ACORD U 2003 -2011 ACORD CORPORATION. All rights reserved. 004154 623444 I I IIIIIII IIIIII (III IIII VIII IIIIII IIII VIII VIII VIII VIII VIII VIII VIII VIII VIII illl llll •EPI01A02/0 0 0 7 3 010210 3 /01010/0' MORTGAGEE LENDERS LOSS PAYABLE CONTRACT OF SALE LENDER SERVICING AGENT NAME AND ADDRESS NAME AND ADDRESS City of Gilroy Attn: Inga Alonzo 7351 Rosanna St. AUTHORIZED REPRESENTATIVE Gilroy, CA 95023 AGUKU LS (LU19 171 9) The ACORD name and logo are registered marks of ACORD U 2003 -2011 ACORD CORPORATION. All rights reserved. 004154 623444 I I IIIIIII IIIIII (III IIII VIII IIIIII IIII VIII VIII VIII VIII VIII VIII VIII VIII VIII illl llll •EPI01A02/0 0 0 7 3 010210 3 /01010/0' Agency: Wells Fargo Insurance Services USA, Inc. 1014 Vine Street, Suite 1100 Cincinnati, Ohio 45202 -1195 Insured: Fustgtoup America, Inc. 600 Vine Sheet, Suite 1400 Cincinnati, OH 45202 Program limits SUPPLEMENT TO CERTIFICATE OF INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURER A: Insurers on additional supplement INSURER B: INSURER C: INSURER D: INSURER E: $ $50,000,000 Limit of Insurance per occurrence The following sublimlts are part of and not In addition to the Policy Unit of Llablllty $ $50,000,000 Earth Movement annual Aggregate for Earth Movement Including New Madrid, Pacific Northwest and Callfomla $ $50,000,000 Flood Including SFHA - Annual Aggregate $ $50,000,000 Per occurrence for named storms Program Deducubles $ $100,000 Per occurrence except: 5%,250,000 Earthquake Callfomla minimum 2 %, $100,000 minimum Earthquake New Madrid, Pacific Northwest and Foreign High Hazard Zones 5 %, s1,000,000 Flood SFHA location minimum $100,000 Flood all other locations minimum 5 %, $100,000 minimum Wind and Hail Named Storms Coverage Enhancements Waiver of Subrogation included where required by written contract Owned or Leased Vehicles are covered at Replacement cost value while parked at scheduled locations Schedule of Locations on file with company Blanket Loss Payee is Included Limps are Per Occurrence and in the Primary Blanket Policy per Schedule on Rio with Company 00415] 111111111111111111111111111111111111111111111111111: 1111111111110111111111111111111111111 �A100030031030000.