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HomeMy WebLinkAboutL14-057 - Original - New Connections - Commerical Building Rental - 10/01/2013 i ® CITY CLERK E N T CITY OF KENT WASH IN G70M 2204°M1 Avenue South !, Kent, WA 98032 Fax: 253-856-6725 PHONE: 253-856-5725 ' Lease Agreement Cover Sheet This document is to be used in lieu of the Contract Cover Sheet SECTION 1 — CONTRACT PROCESSING AND TENANT SET-UP: Contract Number: (to be completed by Clerk's Office) i 1. Responsible Department/Division: Parks/Facilities 2. Contact Person and Title: Alex Ackley Telephone Extension: 5081 3. -Tenant-(Customer) Name: -New Connections 4. Tenant (Customer) Number: 228006 5. General..Ledger Account Number:- 54006900.32500.0303 (Leasehold Excise Tax Only Invoiced) 6. King County Tax Parcel Number: 982570-0775 7. Address of Parcel: 422 West Titus Street, Kent 8. Type of Lease: Rental Agreement - Commercial Building Rental 9. Council Authorization Date: 10. Mayor Signature Date: SECTION 2 - LEASE DURATION AND IMPORTANT DATES: 11. Lease Start Date: October 1, 2013 I 12, Tenant Lease Option Renewal Notification Due Date: N/A 11 Lease Termination Date: September 30, 2018 14. Lease Duration: October 1, 2013 through September 30, 2018. No option to extend lease term. SECTION 3 — RENT DETERMINATION AND DUE DATE: 15. Rent: . No monetary rent. In lieu of monetary rent, tenant to make all stated improvements at its sole expense (outlined in Exhibit B to the Rental Lease Agreement Cover Sheet—Page 1 of 3 23. Late Interest: None SECTION 7 — OTHER LEASE CONSIDERATIONS: Special lease considerations, e.g. non-monetary rent, etc This is a non-monetary lease rental. Leasehold excise tax is calculated based on the estimated fair market value of the property and is billed to the tenant. ❑ None (check box if no considerations) I' I i j Lease Agreement Cover Sheet—Page 3 of 3 ICNT Agenda Item: Consent TO: City Council DATE: October 1, 2013 SUBJECT: New Connections Lease Agreement - Authorize MOTION: Authorize the Mayor to sign the Lease Agreement with New Connections to rent the city-owned building located at 422 West Titus Street, subject to final terms and conditions acceptable to the City Attorney and the Parks Director. SUMMARY: New Connections, a nonprofit agency serving Kent residents, has been a tenant in the city-owned building located at 412 West Titus Street since June, 2003. The condition of the current location is no longer adequate to run the tenant's programs, therefore, the tenant will be moving to the city-owned building located next door at 422 W. Titus. In consideration of this 5-year agreement, the Lessee pays all costs associated with or arising out of the maintenance, operation, and agreed upon tenant improvements (Exhibit B) of the leased premise in lieu of paying rent. The Lessee will also pay a monthly Leasehold Excise Tax in the amount of $267.30 based on an estimated fair market value rental of $2,349.00 per month. Through an agreement with DSHS under their Career Path Services Program, New Connections provides six to twelve months of training for individuals in their office (paid for by DSHS). During the last year, New Connections trained several individuals in work and office skills and gained valuable (no-cost) employees which allowed them to provide extremely low cost assistance. EXHIBITS: Lease Contract RECOMMENDED BY: Parks and Human Services Committee BUDGET IMPACTS: Facilities Lease Budget i LEASE AGREEMENT BETWEEN THE CITY OF KENT AND NEW CONNECTIONS THIS LEASE AGREEMENT ("Lease") is entered into by and between-the CITY OF KENT, a municipal corporation of the State of Washington ("City"), and New Connections, a Washington non-profit corporation ("Tenant"). The City and Tenant agree as follows: AGREEMENT 1. PREMISES. 1.1 Premises Defined, The City leases to Tenant and Tenant leases from the City the real property described in Exhibit A, which is attached to this Lease and incorporated by this reference, and buildings located at 422 West Titus Street, Kent, Washington (collectively the "Premises" or "Leased Premises"). The City will use.the--parking -lot on the Premises for parking of City vehicles and employee parking. Tenant may use the two (2) parking stalls located behind the building. 1.2 Survey, Maps, and Plans. Tenant is not relying .upon and the City is not making any representations about any survey, plat, diagram, and/or legal description provided by the City. 1.3 Inspection. The City makes no representation regarding the condition of the Premises. Tenant is currently in possession of the Premises under a prior lease agreement. Tenant shall be deemed to have accepted possession of the Premises in "as-is condition." 2. TERM. 2.1 Term Defined. The term of this Lease shall commence on October 1, 2013 ("Commencement Date"), and shall terminate on September 30, 2018, (the "Termination Date"), unless terminated sooner under the terms of this Lease. 2.2 Right to Terminate Early Without Cause. City and/or Tenant shall have the right to terminate this Lease at any time during the Term upon ninety (90) days' prior written notice of termination to the other party. 2.3 End of Term. Upon the expiration or termination of the Term, as applicable, Tenant shall surrender the Premises to the City in the same or better condition as on the Commencement Date, reasonable wear and tear excepted. Non-permanent appliances, personal property, and trade fixtures belonging to LEASE AGREEMENT - 1 (October 2013) (Between City of Kent and New Connections) Tenant or Tenant's Residents shall be removed by the Tenant at the end of the Term. Any of the aforementioned items remaining at the end of the Term shall be moved off of the Premises by the City at the Tenant's expense. 2.4 Hold Over. If Tenant remains in possession of the Premises after the Termination'Date,"the'occupancy shall not be an extension or renewal of the Term. The occupancy shall be a month-to-month tenancy, on terms identical to the terms of this Lease, which may be terminated by either party with thirty (30) days' written notice. The monthly rent during the holdover shall be the same rent that would be due if the Lease were still in effect and all adjustments in rent were made in accordance with its terms. If the City provides a notice to vacate the Premises in anticipation of the termination of this Lease or at any time after the Termination Date and Tenant fails to do so within the time set forth in the notice, then Tenant shall be a .trespasser and shall owe the City all amounts due under applicable law. 3. LEASE PAYMENT. 3.1 Monthly Payment. During the Term hereof, Tenant may occupy the leased premises rent free; in consideration of which Tenant shall: a. pay leasehold tax at a rate established by the State of Washington, currently 12.84%, in the amount required by law if Tenant were to pay the .monthly-rental-market rate of $2,349.00; b. make all improvements at Tenant's sole expense, as outlined in Exhibit 8; subject to a final inspection and the approval of the Kent Building Code Inspector and the Facilities Superintendent of the Kent Parks, Recreation and Community Services Department; and C. pay all costs associated with or arising out of the use, maintenance, and operation of the Leased Premises. 4. OTHER EXPENSES. During the Term, Tenant shall pay the following additional expenses: 4.1 Utilities. Tenant shall pay all fees charged for utilities in connection with the use and occupancy of the Premises, including but not limited to electricity, water, sewer, garbage, gas, and telephone service in a timely manner and prior to delinquency. 4.2 Proof of Payment. Tenant shall, if required by the City, furnish to the City receipts or other appropriate evidence establishing the payment of any amounts required to be paid under the terms of this Lease. LEASE AGREEMENT - 2 (October 2013) (Between City of Kent and New Connections) I 4.3 Failure to Pay. If Tenant fails to pay any of the amounts due under this Lease, the City may pay the amount due, and recover its cost from the Tenant. Tenant shall pay City said amounts due within thirty (30) days of written notice from the City. If the City pays or advances any amounts for or on behalf of Tenant, including but not limited to leasehold taxes, taxes, assessments, insurance premiums, costs of removai 'and disposal of unauthorized `materials, costs of " removal and disposal of improvements pursuant to Section 6 below, or other amounts not paid when due, Tenant shall reimburse the City for the amount paid or advanced and shall pay interest on that amount at the rate of one percent (1%) per month from the date the City notifies Tenant of the payment or advance. 5. USE. 5.1 Permitted Use. Tenant shall use the Leased Premises to provide counseling and coordinated assistance to inmates who want to rejoin the community as productive members, and all uses incidental thereto, and for no other purpose without first obtaining the City's prior written consent. The inmates being served have been released from the Kent Regional Justice Center and other local area correctional facilities. 5.2 Restrictions on Use. Tenant shall not cause or permit any damage to natural resources on the Premises. Tenant covenants and agrees that Hazardous Substances, as - defined in - Section 5.5, will not be used, stored, generated, processed, transported, handled, released, or disposed of in, on, under, or above the Premises, except in accordance with all applicable laws. Tenant shall also not cause or permit any filling activity to occur on the Premises. This prohibition includes any deposit of rock, earth, ballast, refuse, garbage, waste matter (including chemical, biological or hazardous substances, or toxic wastes), hydrocarbons, any other pollutants, or other matter in or on the Premises. Tenant shall neither commit nor allow waste to be committed to or on the Premises. If Tenant fails to comply with all or any of the restrictions on the use of the Premises set out in this Subsection 5.2, the City shall notify Tenant and provide Tenant a reasonable time to take all steps necessary to remedy the failure. If Tenant fails to do so in a timely manner, then the City may take any steps reasonably necessary to remedy this failure. Upon demand by the City, Tenant shall pay all costs of such remedial action, including but not limited to the costs of removing and disposing of any materia'I deposited improperly on the 'Premises. The covenants contained in Section 5.2 shall survive expiration or termination of this Lease. 5.3 Conformance with Laws. Tenant shall, at all times, keep current and comply with all conditions and terms of any permits, licenses, certificates, regulations, ordinances, statutes, and other government rules and regulations regarding its use or occupancy of the Premises. 5.4 Liens and Encumbrances. Tenant shall keep the Premises free and LEASE AGREEMENT - 3 (October 2013) (Between City of Kent and New Connections) clear of any liens and encumbrances arising out of or relating to its use or occupancy of the Premises. Should a lien be recorded against the Premises arising from actions by the Tenant, Tenant shall have thirty days after written notice by City to remove the lien. 5.5 Definition -'Hazardous Substance. "Hazardous Substance" means any substance that now or in the future becomes regulated or defined under any federal, state, or local statute, ordinance, rule, regulation, or other law relating to human health, environmental protection, contamination or cleanup, including but not limited to the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U,S.C. 9601 and Washington's Model Toxics Control Act, RCW 70.105D.010. 5.6 Miscellaneous. Tenant shall maintain smoke detection devices and carbon monoxide detectors in accordance with the manufacturer's recommendations, including the replacement of batteries as required for the proper operation of the smoke detection device and carbon monoxide detectors. Tenant shall properly dispose of all rubbish, garbage, and other organic or flammable waste in a clean and sanitary manner at reasonable and regular intervals, and Tenant shall assume all costs of extermination and fumigation forinfestation caused by Tenant. 6. IMPROVEMENTS. - 6.1 Tenant-Owned Improvements. Tenant shall be responsible for all of Tenant's improvements to the Premises. So long as this Lease remains in effect, Tenant shah retain ownership of all authorized Tenant improvements and trade fixtures it may place on the Premises (collectively "Tenant-Owned Improvements"). Tenant-Owned Improvements shall not include any construction, reconstruction, alteration, or addition to the Premises by the City or any Unauthorized Improvements as defined in Subsection 6.4 below. No Tenant-Owned Improvements shall be placed on the Premises without the City's prior written consent. 6.2 Construction. Prior to any construction, alteration, replacement, removal or major repair of any improvements (whether City-Owned or Tenant Owned), Tenant shall submit to the ' City its 'plans that describe the proposed activity. The City.shall have fifteen (15) days in which to review the proposed plans. The plans shall be deemed approved and the requirement for the City's written consent shall be treated as waived, unless the City notifies Tenant otherwise within the fifteen (15) days. The City's consent and approval shall not be required for any routine maintenance or repair of improvements made by the Tenant pursuant to its obligation to maintain the Premises in good order and repair that does not result in the construction, alteration, replacement, removal, or major repair of any improvements on the Premises. Any improvements shall be done in conformity I i LEASE AGREEMENT - 4 (October 2013) (Between City of Kent and New Connections) i with the Uniform Building Code and City of Kent regulations. All work performed shall be done in a workmanlike manner. The provisions of this section do not apply to obviate any permit requirements that may apply to the proposed activity. 6.3 Removal. Tenant-Owned Improvements shall be removed by Tenant by the Termination Hate, so long as `such removal does not damage' the Premises and the Premises is restored to its original condition or better. If the Tenant-Owned Improvements remain on the Premises after the Termination Date, they shall become the property of the City without payment by the City. Any Tenant-Owned Improvements remaining on the Premises at the end of the term that the City deems need to be removed shall be removed by the City at the Tenant's expense. 6.4 Unauthorized Improvements. Improvements made on the Premises without the City's prior consent pursuant to Subsection 6.2 or that are not in conformance with the plans submitted to and approved by the City ("Unauthorized Improvements") shall immediately become the property of the City, unless the City elects otherwise. Regardless of ownership of Unauthorized Improvements, the City may, at its option, require Tenant to sever, remove, and dispose of them. If Tenant fails to remove an Unauthorized Improvement upon request, the City may remove it and charge Tenant for the cost of removal and disposal. 7. ASSIGNMENT AND SUBLETTING. 7.1 City Consent Required. Tenant shall not sell, convey, mortgage, assign, pledge, sublet, or otherwise transfer or encumber all or any part of Tenant's interest in this Lease or the Premises without the City's prior written consent. In the event of such consent, each permitted transferee shall assume all obligations under this Lease. No assignment, sublet, or transfer shall release, discharge, or otherwise affect the liability of Tenant. 7.2 Event of Assignment. If Tenant is a corporation, a dissolution of the corporation or a transfer (by one or more transactions) of a majority of the voting stock of Tenant shall be deemed to be an assignment of this Lease. If Tenant is a partnership, a dissolution of the partnership or a transfer (by one or more transactions) of the controlling interest in Tenant shall be deemed an assignment of this Lease. 7.3 Rent Payments Following Assignment. The acceptance by the City of consideration following an assignment or other transfer shall not constitute consent to any assignment or transfer. 8. INDEMNITY. 8.1 The City shall not be liable for any injury to any person or for any loss of or damage to any property (including property of Tenant or Tenant's Residents) i LEASE AGREEMENT - 5 (October 2013) (Between City of Kent and New Connections) occurring on or about the Premises and caused by or resulting from any act or omission by Tenant, Resident, officer, agent, employee, guest, invitee, or visitor of Tenant or Tenant's Resident, and Tenant agrees and covenants to indemnify, defend, and hold harmless the City and those persons who were, now are, or shall be duly elected or appointed officials or members or employees or agents of the City; against' and from any 'loss, damage, costs, charge, expense, liability, claim demand, or judgments of whatsoever kind or nature whether to persons or property, to the extent arising on said Premises or on any areas adjoining the Premises that is under the control or use of Tenant pursuant to this Lease and arising out of or in connection with Tenant's use and occupancy of the Premises, including all legal costs and attorney fees, arising out of or in connection with this Lease, except for that portion of injuries and damages caused solely by the'City's negligence. 8.2 Should a court of competent jurisdiction determine that this Lease is subject to RCW 4.24,115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of Tenant and the City, its officers, officials, employees, and volunteers, the Tenant's liability hereunder shall be only to the extent of the Tenant's negligence. IT-IS-FURTHER SPECIFICALLY AND -EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE TENANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51, RCW, SOLELY FOR THE PURPOSESOF THIS INDEMNIFICATION. This waiver has been mutually negotiated by the parties. 8.3 The provisions of this Section 8 shall survive the expiration or termination of this Lease. 9. INSURANCE. Tenant agrees to comply with the insurance requirements of Exhibit C at all times during the term of this Lease. 10. MAINTENANCE AND REPAIR. 10.1 The City's Repairs. The City shall not be required to make any alterations, maintenance, replacements, or repairs in, on, or about the Premises, or any part of the Premises, during the term of this Lease. 10.2 Tenant's Repairs, Alteration, Maintenance and Replacement, l (a) Tenant shall, at its sole cost and expense, keep and maintain the Premises, including the grounds, parking lot, and all improvements in good order and repair, in a clean, attractive, and safe condition. LEASE AGREEMENT - 6 (October 2013) (Between City of Kent and New Connections) (b) Tenant shall, at its sole cost and expense, make any and all additions, repairs, alterations, maintenance, replacements, or changes to the Premises or to any improvements on the Premises that may be required by any public authority. (c) Ali 'additions, repairs, alterations, replacements or changes to the Premises and to any improvements on the Premises shall be made in accordance with, and ownership shall be governed by Section 6 above. 11. DAMAGE OR DESTRUCTION. In the event of any damage to or destruction of the Premises or any improvements, Tenant shall promptly give written notice to the City. In the event of damage or destruction that renders the Premises unfit for Tenant's use, Tenant may terminate this Lease upon thirty (30) days' written notice to the City. 12. DEFAULT AND REMEDIES. 12.1 Event of Default. Tenant shall be in default of this Lease on the occurrence of any of the following: (a) Failure of Tenant to make the improvements as set forth in Exhibit B; (b) Failure to observe or perform any of the covenants, conditions or provisions of this Lease, where such failure shall continue for a period of thirty (30) days after written notice from City to cure the default; _(c) Failure to comply with any law, regulation, policy, or order of any lawful governmental authority; (d) Failure to comply with any other provision of this Lease; (e) If proceedings are commenced by or against Tenant under any bankruptcy act or for the appointment of a trustee or receiver of Tenants' property. 12.2 City's Remedies Upon Default. Upon an Event of Default, the City may terminate this Lease with thirty (30) days' written notice to terminate and remove Tenant by summary proceedings or otherwise. The City may also, without terminating this Lease, relet the Premises on any terms and conditions as the City in its sole discretion may decide are appropriate. If the City elects to relet, rent received by it shall be applied: (1) to the payment of any indebtedness other than rent due from Tenant to the City; (2) to the payment of any cost of such reletting; and 3) to the payment of the cost of any alterations and repairs to the Premises. Any balance shall be held by the City and applied to Tenant's future rent as it becomes due. Tenant shall be responsible for any deficiency created by the I LEASE AGREEMENT - 7 (October 2013) (Between City of Kent and New Connections) reletting during any month and shall pay the deficiency monthly. The City's reentry or repossession of the Premises under this subsection shall not be construed as an election to terminate this Lease or cause a forfeiture of rents or other charges to be paid during the balance of the Term, unless the City gives a written notice of termination to Tenant or termination is decreed by legal proceedings. The City may at any time 'after 'reletting elect to 'terminate this Lease for the previous Event of Default with ten (10) days' written notice. 13. ENTRY BY THE CITY. The City shall have the right to enter the Premises at any reasonable hour to inspect for compliance with the terms of this Lease upon forty-eight (48) hours notice, unless an emergency exists in which event the City may enter immediately. 14. NOTICE. Any notices required or permitted under this Lease may be personally delivered, delivered by facsimile machine, or mailed by certified mail, return receipt requested, to the following addresses or to such other places as the parties may direct in writing from time to time: The City: City of Kent Parks, Recreation and Community Services Attn: Superintendant of Facilities 220 Fourth Avenue South Kent, Washington 98032 Tenant: New Connections Attn: Randall Smith 422 West Titus Street Kent, Washington 98032 A notice shall be deemed given and delivered upon personal delivery, upon receipt of a confirmation report if delivered by facsimile machine, or three (3) days after being mailed as set forth above, whichever is applicable. 15. MISCELLANEOUS. 15.1 Author . Tenant and the person or persons executing this Lease on behalf of Tenant represent that Tenant is qualified to do business in the State of Washington, that Tenant has full right and authority to enter into this Lease, and that each and every person signing on behalf of Tenant is authorized to do so. 15.2 Successors and Assigns. This Lease shall be binding upon and inure to the benefit of the parties, their successors and assigns. 15.3 Headings. The headings used in this Lease are for convenience only and in no way define, limit, or extend the scope of this Lease or the intent of any provision. LEASE AGREEMENT - 8 (October 2013) (Between City of Kent and New Connections) 15.4 Entire Agreement. This Lease, including the exhibits and addenda, if any, contains the entire agreement of the parties. 15.5 Waiver. The waiver by the City of any breach or default of any term, covenant, or condition of this Lease shall not be deemed to be a waiver of such term, covenant, or condition; of any subsequent breach or default of the same; or of any other term, covenant, or condition of this Lease. The City's acceptance of a rental payment shall not be construed to be a waiver of any preceding or existing breach other than the failure to pay the particular rental payment that was accepted. 15.6 Cumulative Remedies. The rights and remedies of the City under this Lease are cumulative and in addition to all other rights and remedies afforded to the City by law or equity or otherwise. 15.7 Time is of the Essence. TIME IS OF THE ESSENCE as to each and every provision of this Lease, 15.8 Language, The word "Tenant" as used in.this Lease shall be applicable to one or more persons, as the case may be. The singular shall include the plural, and the neuter shall include the masculine and feminine. If there is more than one Tenant, their obligations sba15 be joint and several. The word "persons," whenever used, shall include individuals, firms, associations, and corporations. 15.9 Invalidity. If any provision of this Lease shall prove to be invalid, void, or illegal, it shall in no way affect, impair, or invalidate any other provision of this Lease. 15.10 Applicable Law and Venue. This Lease shall be interpreted and construed in accordance with the laws of the State of Washington. Any reference to a statute shall mean that statute as presently enacted or hereafter amended or superseded. Venue for any action arising out of or in connection with this Lease shall be in the Superior Court for King County, Washington. 15.11 Modification. Any modification of this Lease must be in writing and signed by the parties. The City shall not be bound by any oral representations or statements. 15.12 Survival of Covenants. The covenants contained herein survive the termination or expiration of the Lease for the applicable statute of limitation periods. 15.13 _ uiet Enjoyment. The City covenants and agrees that Tenant, upon performing the terms and conditions of the Lease, may peacefully hold and enjoy LEASE AGREEMENT - 9 (October 2013) (Between City of Kent and New Connections) the Premises during said term without any interruption by the City, its successors or assigns, or any person or company lawfully claiming by or through it. 15.14 Duplicate Originals. This Lease Agreement may be executed in duplicate originals. THIS AGREEMENT requires the signature of all parties and is executed as of the date of the last signature below. CITY'OF KENT NEW CONNECTIONS J By: By. Print-{cfam . ,'l Suzette Cooke Print Name: ��Lc c�v� It r' - Ma or Its: P&t QKT'C— D Date:JO�/3 .f I (Notary Acknowledgements Appear on Next Page) LEASE AGREEMENT - 10 (October 2013) (Between City of Kent and New Connections) i STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that Suzette Cooke is the person who appeared before me, and said person acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as the Mayor of the City of Kent to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: -Notary Seal Must Appear Within This Box- 'WHEREOF, I have hereunto set my hand and official seal the day an '`c ' rr �fr?r ten. Ok lit,10 NOTARY PUBLIC, in and for the State / of Washington, residing* �- �� CCw 1✓ My appointment expires 16 i LEASE AGREEMENT - 11 (October 2013) (Between City of Kent and New Connections) 1. STATE OF WASHINGTON ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that ly GN�� is the person who appeared before me, and said person acknowledged that (he/she) signed this instrument, on oa st fed % (he{she) was a orize to execut tie instrument and acknowledged it as the SL 4 of � C&_tU LL-S to be the free and voluntary act of such party for the uses and purposes mentioned _ifn'the instrument. a Dated: O90bEc a I, a oo J -Notary Seal Must Appear Within This Box- IN�W�mg(fI&HEREOF, I have hereunto set my hand and official seal the day and year fir§6-kxe Wdri IM41 p���OTA,p -`o�9hq�� CJ m' s gnatur NTl�4p ?9 1`g\,:�02 NO'TARY P LIC, in and for e State of Washington, residing at �hp�N�����a�•�� My appointment expires OI b i P:\Civil\Files\Open Files\0733-Human Services-2013\New Connections-Lease.2013.doc. I I LEASE AGREEMENT - 12 (October 2013) (Between City of Kent and New Connections) t. Kin- Counter Depar'iment of[issessn_cnrs' el�oal ?roperh7 UNN" H117 ` �y > 4 kee,-r gym � - in:Asses„mzms» Online Sennces»,r.-pI Properiy tome It r n P- .,- rr .,e :iy � :cz3irl T =. s AT a17 QLOCX arS /er5 Proporty assessments- __..... Taxpayer a r lance PARCEL Online services Parcel Number 982570 0775 RFoorts, data Name KFNT CITY OF Foams Site Address '422 W T ITUS ST 98032 News room Legal I.YESLERS 1S I ADD TO KENT Contact us - - ----..,._ BUILQING I About us Year Built 1960 Sit z mc p Building Net Square Footage 2349 De - - P Tor Construction Class WOOD FRAME Assessments Building Quality AVERAGE 500 Fo_rrth Avenue, - — l., ADNA- .S-070Q Lot Size 76,80. Seattlz, 'VtlA9B104 Present Use Office_Building r Orics Hours: ..Views !� 6 30 a r, to'? 30 a.m. Waterfront `H "FAX `'06 296-5107 Ti" 206-296-7888 f ay 1 Lxa.'f .asa'T TOTAL LEVY RATE DISTRIBUTION! ` EX !BIT,-B TENANT ahiPROVEMENTS NEW CONNECTIONS 422 West Titus Street General/Routh- Maintenance to be performed on an on-going basis Ensure that routine cleaning and custodial work is completed within the interior of the building Maintain all electrical and plumbing fixtures in proper working order Maintain exterioir paInt, City will select city approved colors � Provide and maintain smoke detectors and carbon monoxide detectors per Kent City Code Maintain lighting, bulbs and fixtures Maintain exit lighting Maintain Heating & Cooling system, change filters monthly and clean diffuser on a regular basis Tenant responsible for, any damage by clients or employees•or tenant F Maintain windows, clean inside and out as needed- . Tenant responsible for any window breakage Burglar alarm sole expense of.tenant Tenant responsible for all phone and data required Maintain parking lot Maintain grounds and landscaping, weeding, mowing and. bark Tenant responsible for pest control of premises Clean- and maintain gutters and downspouts Quarterly review of plumbing, electrical, structural fire extinguishers Professionally clean carpets and inside of building annually Capital Improvements to be completed during the term of the lease Repair and paint fascia boards - entire building Secure ionse..nails on south' side of building install new frost free faucet'on south side of buil'd'ing or properly winterize existing faucet E Patch and paint interior walls, City will select approved colors © Replace broken or damaged receptacle covers Trim shrubbery away from-structure and, maintain - Repair or replace leaking faucet u.psta,irs . Repair any chipping or blistered exterior paint as needed Lease Agreement Exhibit B New Connections October 2011, I r INSURANCE' pRECad�Jr� 'F�IEN`� I I Insurance The Lessee shall procure and maintain for tlie.duration-of the Agreement, i. insurance against claims for injuries to persons or damage to property which May arise from or in connection with the Lessee-s° operation and"bse cf City of Kent facilities, A, Minirnurs Scope of Insurance Lessee shall obtain Insurance of the types described below; i I. Cormmercia6 General Liability insurance shall be written on Insurance services Office (ISO) occurrence form CG 00 01 I and shall Lover premises and contractual liability, The City shall be named as an insured on Lessee's Commercial General Liability insurance policy using ISO Additional Insured-Managers or Lessors of Premises Form CG 20 11 or a substitute endorsement providing equivalent coverage. S. Minimum Amounts of Insurance Lessee shall maintain the following insurance limits; I 1. Comm.et;cia,l. Gen�ea[.�ha t6itu�Jnsurance shall be written. �I with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate, C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance 1, The Lessee's insurance coverage shall be primary Insurance with respectto the City. Any Insurance or self-insurance coverage maintained by the City shall be excess of the Lessee's Insurance and shall not contribute with it. 2, The Lessee's insurance shall be endorsed to state that coverage shall not be cancelled by either party,, except after thirty (30)'.days prior written notice by certified mail, return i me ipt requested, has been given^to the City. I �os���l���.��r � i��.�iE�t�➢1i'�tJ1GC'��i D, Acceptability of Insurers I Insurance Is to be placed with insurers with a current A.M. Best rating of not Mess than A:VII. Verification of coverage" Lessee shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Lessee. The City shall be named as an Additional Insured on the Amendatory Endorsement provided by the Insurer, F, Waiver of Subrogation i Lessee and City hereby release acid discharge each other from all claims, losses and liabilities arising f,om. or caused by any hazard covered by property insurance on or in connection with the premises or said building. This release shall apply only to the extent that such claim, loss or liability Is covered by insurance. G. city`s Property Insurance City shall purchase and maintain during the term of the lease, all-risk property insurance covering City of Kent property. i i I i i,. � I Client,":,23968 f5E"uVCGNtR ACORD,u CERTIFICATE OF LIABILITY INSURANCE DAT3"`PDD/Y Y 9/ 0/2013 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 policy(les)must be endorsed.It 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 Ileu of such endorsement(s). PRODUCER CONTACT • NAME: Bell-Anderson Ins PHONE FAX (AC,He Ext:425 291-5200 AiC,Ro 4252915100 600 SW 39th Street,Suite 200 E-MAIL ADDRESS: Renton,WA 98057 425291-5200 INSUgEfl(S)AFFORDING COVERAGE HARD INSURER A:Philadelphia Indemnity Ins INSURED INSURER B: New Connections of South King County -__-- INSURER C 412 West Titus - Kent,WA 98032-1208 INSURER D: INSURERS: 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 CONTRACTOR 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. INSR ADDL SUaR POLICY EFF POLICY EXP LTq TYPE OF __.INSR WVD ---POLICY NUMBER fMWDDlY_ MMIDDIYYYY LIMITS _ YYVJ (-- A GENERAL LIABILITY PHPK984471 2/25/2013 02125/2014 EACH p GOCCURRENCE $1,000,000 X COMMERCIAL AENRHAL LIABILITY PFEIdISES(ERENTED rcncc $100 000 '.. CLAIMS-MADE D OCCUR MED EXP(Any one person) $5 OOO '.. PERSONAL&ADV INJURY $11000000 GENERALAGGRFGATF s21000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP ASS 52,000,000 17 POLICY PEC, - ' LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident ANY AUTO BODILY INJURY(Par person) $ ALLOWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUi0A NOT%WNED PROPERTY DAMAGE $ HIRED AUTOS _- AUTOS Peraccidenl $ UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAB CLAIMS-MADE AGGREGATE $ DF.O REi'ENTION$ 1$ WORKERS COMPENSATION WCSTATII- OTH- AND EMPLOYERS'LIABILITY Y L IED ANY PROPRIETOWPARTNEWEXECUTIVE Y/N E.L.EACH ACCIDENT $ OFFICEWMEMBER EXCLUDED? N!A -- - ---(Mandatory In des i e aNH)nd E.L,DISEASE-EA EMPLOYEE $ - If Dyes,describe under -- - DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION 05 OPERATIONS/EOCATIONS(VEHICLES(Attach ACORD 101,Additional Remarks Schedule,Harare space is required) The certificate holder is additional insured for general liability,but only if required by written contract or written agreement per the attached endorsement#CG2026(07/04). CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OFTHE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn Debra Leroy ACCORDANCE WITH THE POLICY PROVISIONS. 220 Fourth Ave S Kent,WA 98032 AUTHORIZED REPRESENTATIVE ©1988-2010 ACORD CORPORATION.All rights reserved. ACORD 25(2010/05) 1 of 1 The ACORD name and logo are registered marks of ACORD #S470926/M466927 KJW POLICY NUMBER: PHPK984471 COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE REAL} IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons Or Organization(s) City of Kent Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganizations) shown in the Schedule, but only with respect to liability for 'bodily injury", "property dam- age" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: . A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. l I CG'20'26 07 04 O[SO Properties, Inc:,, 2004' Page 1 of 1 i PI-GILD-HS (04/07) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated.loss exposure is provided under this policy.-If such specific,coverage.applies,the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this .endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page# Damage to Premises Rented to You $1,00b,000 2 Extended Property Damage included 2 Non-Owned Watercraft Less than 58 feet 2 Medical Payments $20;000 - 2 Medical Payments—Extended Reporting Period 3 years 3 Athletic Activities - Amended 3 Supplementary Payments—Bail Bonds $2,500 3 . Supplementary Payment—Loss of Earnings $500 per day 3 Employee Indemnification Defense Coverage for Employee $25,000 3 Additional Insured-Medical Directors and Administrators Included 3 Additional Insured—Managers and Supervisors Included 3 Additional Insured—Broadened Named Insured Included 3 Additional Insured—Funding Source Included 4 Additional Insured—Home Care Providers Included 4 Additionallnsured—Managers, Landlords, or Lessors.of Premises Included 4 Additional Insured-Lessor of Leased Equipment—Automatic Status Included 4 When Required in Lease Agreement With You Additionallnsured—Grantor of Permits Included 4 Limited Rental Lease Agreement Contractual Liability $60.000limit 5 Damage to Property You Own, Rent; or Occupy sao;000limit 5 Transfer of Rights of Recovery Against Others To Us Clarification 5 Duties In the Event of Occurrence, Claim or Suit Included 5 Unintentional Failure to Disclose Hazards Jncluded 5 Liberalization Included 6 Bodily injury-includes_Mental Anguish Included Personal and Advertising Injury—includes Abuse of Process, Included 6 Discrimination Key and Lock Replacement—Janitorial Services Client Coverage $5,000limit 6 Page,I of 7 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. PI-GLD-I-IS (04/07) A. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part,the word "lire"is changed to "fire, lightning, explosion, smoke, or leakage from automatic fire protective systems"where it appears in: a. The last paragraph of SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions; b. SECTION III - LIMITS OF INSURANCE;Paragraph 8.; c. SECTION V—DEFINITIONS, Paragraph 9.a. 2. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Pan, the words "Fire insurance" are changed to "insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems"where it appears in: a. SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4.Other Insurance, Paragraph b. Excess Insurance 3. The Damage To Premises Rented To You Limit section of the Declarations Is amended to the greater of; a. $1,000,000; or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion,smoke,or leaks from automatic fire protective systems or any combination thereof. B. Extended"Property Damage" SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Subsection 2. Exclusions, Paragraph a, is deleted and replaced by the following: a, Expected or Intended Injury "Bodily Injury"or"Property Damage"expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury"or"property damage" resulting from the use of reasonable force to protect persons or property. C. Non-Owned Watercraft SECTION I -COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Subsection 2.Exclusions, Paragraph g.(2) is amended to read as follows: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person,who with your consent, either uses or is responsible for the use of a watercraft. This Insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Medical Payments -Limit Increased to$20,000, Extended Reporting Period Page 2 of 7 Includes copyrighted material of insurance Services Office, Inc., with its permission. PI-GLD-HS (04/07) If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit Is changed subject to all of the terms of SECTION III - LIMITS OF INSURANCE to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. COVERAGE C MEDICAL PAYMENTS, Subsection 1. Insuring Agreement,the second part of Paragraph a. is amended to read provided that: (2) The expenses are incurred and reported to us within three years of the date of the accident; E. Athletic Activities SECTION 1—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. EXCIUSIOnS, Paragraph e.Athletic Activities Is deleted and replaced with the following: e, Athletic Activities To a person injured while taking part in athletics. F. Supplementary Payments Under the SUPPLEMENTARY PAYMENTS-COVERAGE A AND B provision, Items 1.15. and 1.d. are amended as follows: 1. The limit for the cost of ball bonds is changed from $250 to$2,500; and 2. The limit for loss of earnings is changed from $250 a day to $500 a day. G. Employee Indemnification Defense Coverage Under the SUPPLEMENTARY PAYMENTS-COVERAGES A AND B provision,the following is added: 3. We will pay, on your behalf, defense costs incurred by an "employee"in a criminal proceeding. The most we will pay for any"employee"who is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of"employees", claims or"Suits" brought or persons or organizations making claims or bringing"suits", H. SECTION 11 -WHO IS AN INSURED is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Coverage Part, Paragraph 3.a. is changed to read: a. Coverage under this provision is afforded until the end of the policy period. 2, Each of the following is also an insured: a. Medical Directors and Administrators-Your medicatdirectois and administrators;but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. Page 3 of 7. Includes copyrighted material of insurance Services office, Inc.,with Its permission, PI-GLD-HS (04107) b. Managers and Supervisors - If you are an organization other than a partnership orjoint venture,your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. G. Broadened Named insured`-Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization orsubsidlary not named in the Declarations as Named Insured, if they are also insured under anothersimilar policy, but for its termination orthe exhaustion of Its limits of insurance. d. Funding Source-Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers -At the first Named Insured's option, any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers,.Landlords,.or,Lessors of Premises- Any person or organization,with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply;to: (1) Any "occurrence"which takes place after you cease to be a tenant in that premises. (2) Structural'alterations, now construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You—Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract,or agreement that such person or organization Is to be added as an additional insured on your policy. Such person or organization Is an insured only with respect to liability for"bodily injury", "property damage" or "personal and advertising Injury"caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. VVith respect to the insurance afforded to these additional insureds,this insurance does not apply to any"occurrence"which takes place afterthe equipment lease expires. h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a)The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes,marquees, hoist away openings,sidewalk vaults,street banners or decorations and similar exposures; or Page 4 of 7 . Includes copyrighted material of Insurance Services Office, Inc„ with its permission. i, PI-GLO-HS (04,107) (b)The construction, erection, or removal of elevators; or (c)The ownership, maintenance, or use of any elevators covered by this insurance. I. Limited Rental Lease Agreement Contractual Liability The following is added to SECTION I—COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b. Contractual Liability: (3) Based on the named insured's request at the time of claim,we agree to Indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to $50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. J. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item(1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, Including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, Including prevention of lnjury to a.person or damage to another's property, unless the damage to property is caused by your client, up to a $30,000 limit. A client is defined as a person under your direct care and supervision. K. Transfer of Rights of Recovery Against Others To Us As a clarification,the following is added to SECTION IV—COMMERCIAL GENERAL LIABILITY. CONDITIONS, Paragraph 8. Transfer of Rights of Recovery Against Others To Us: Therefore, the insured can waive the Insurer's Rights of Recovery prior to the occurrence of a loss, provided the waiver is made in a written contract. L, Duties in the Event of Occurrence, Claim or Suit 1, The requirement in Paragraph 2.a. of SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS that you must see to it that we are notified as soon as practicable of an"occurrence" or an offense, applies only when the "occurrence"or offense is known to: a. You, if you are an individual; b. A partner, if you are a partnership;or c. An executive officer or insurance manager, if you are a corporation. 2. The requirement in Paragraph 2.b.of SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS that you must see to It that we receive notice of a claim or"suit"as soon as practicable will not be considered breached unless the breach,occurs after'such'ciatm or'°suit"is known to: i a. You, if you are an individual; b. A partner, If you are a partnership; or c. An executive officer or insurance manager, if you are a corporation. Pag.p 5 of 7 Includes copyrighted material of Insurance Services Office, Inc„ with Its permission. PI-CLD-HS (04/07) M. Unintentional Failure To Disclose Hazards It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part;we shalt not deny coverage underthis CeveragePart"because ofsuctffaiiure. N. Liberalization If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective.in your state, . O. Bodily Inlury-Mental Anguish SECTION V—DEFINITIONS, Paragraph 3, is changed to read: "Bodily Injury": a. Means bodily injury, sickness ordisease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (item a. above) at any time. P. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part,the definition of"personal and advertising injury" is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14.b. Is revised to read: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended to include the following: "Personal and advertising injury"also means discrimination based on race, color, religion, sex, age or national origin, except when: (1) Done intentionally by or at the direction of, or with the knowledge or consent of: (a)Any insured; or (b)Any executive officer, director, stockholder, partner or member of the insured; or (2)Directly or indirectly related to the employment,former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; or (3) Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub-lease of any roam, dwelling or premises by or at the direction of any insured; or (4)Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. The following additional coverage is added to A. COVERAGE 4.ADDITIONAL COVERAGES: Page 6 of 7 Includes copyrighted material of Insurance Services Office, Inc.,with its permission, , 1 ! PI-GLD-HS (04l07) Ca. Key and Lock Replacement—Janitorial Services Client Coverage 1. We will pay for the cost to replace keys and locks at the "clients" premises due to theft or other loss to keys entrusted to you by your"client", up to a $5;000 limit per occurrence/$5,000 policy aggregate, 2. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or any one to whom you entrust the keys of a "client" for any purpose commit, whether acting alone or in collusion with other persons. 3. The following,when used on this coverage, are defined as follows: a. "Client"means an Individual, company or organization with whom you have a written contraot or work order for your services for a described premises and have billed for your services. b. "Employee" 1. Any natural person: a. While In your service or for 30 days after termination of service; b. Who you compensate directly by salary,wages or commissions; and c. Who you have the right to direct and control whlle performing services for you; or 2. Any natural person who is furnished temporarily to you: a.To substitute fora permanent "employee"as defined in Paragraph 1. above,who is on leave; or b. To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. 3, "Employee"does not mean: a. Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or b. Any"manager", director or trustee except while performing acts coming within the scope of the usual duties of an "employee". c. "Manager"means a person serving in a directorial capacity for a limited liability company. i I Page 7 of 7 Includes copyrighted Material of insurance Services (office, Inc.,with its permission.