CITY OFVENTURA Agenda Item No.: 10 Date: June 12,2007 Council Action Date: June 18,2007 To: From: CITY COUNCIL RICK COLE, CITY MANAGER Subject: REVISED SETTLEMENT AGREEMENT AND AMENDED LEASE, 21 I W. STANLEYAVENUE RECOMMENDATION Authorize the City Manager to execute a revised settlement agreement and amended lease agreement between the City and Sylva's Boxing Gym Ventura, LLC and Dreamcatcher Youth Boxing Foundation, a non-profit organization, for using City owned property located at 21 1 W. Stanley Avenue. SUMMARY The City owned parcel, located on Stanley Avenue, just east of the entrance to the School District's Education Service Center, currently contains three buildings fronting Stanley Avenue. Tenants who had lease agreements with the prior owners of the property occupy two buildings and Slyva's Boxing Gym under a temporary interim lease approved by the Council in May 2005 occupies the third building. The City has now provided a six months notice to vacate to all of the tenants by October 22, 2007. Sylva's Gym had difficulty paying their rent when they first moved to the site. As a means to collect payment for past due rent, penalties, and interest accrued, the City Council approved a settlement agreement in July 2006 which allowed the Sylva Gym to provide boxing fitness activities to the City and PAL in exchange for payment. Sylva's Gym was unable to provide all of the required in-kind services by the expiration date set in the settlement agreement. A new settlement agreement (attached) has been negotiated to include all delinquencies with the City including those owed under the first settlement agreement. Sylva's Gym has also requested that the City reduce their rent payment during the remaining six months so that they can build capital funds to finance moving to another location. The amended lease agreement (attached) includes the requirement for new lower rent payments. In addition, the settlement agreement allows Sylva to continue to
Administrative Report June 12,2007 Page 2 provide in-kind services (enhancing the City's after school PEAK and PAL programs) in exchange for the higher rent they would have paid. ALTERNATIVES The City Council can choose to modify or not approve the revised settlement agreement; terminate the existing City building use before six months; or allow the use for more than six months. FISCAL IMPACTS Income from the revised lease agreement would generate $500 monthly to the General Fund until the lease termination on October 22,2007 (the current month to month lease is for an amount of $2,000). The newly negotiated settlement agreement would continue to provide in-kind services to the Ventura Police Activity League (PAL) and Program Enrichment for After-school Kids (PEAK). The City's Wellness program would be a new service provided to the City. This will not amount to enough in-kind services due to the City by the October lease termination date. Therefore the revised settlement agreement allows Sylva to provide these in-kind services over the next 3 years from their relocated boxing gym facility. DISCUSSION Consistent with the use contemplated in the new General Plan, the City owned one-acre parcel on Stanley Avenue is anticipated to be redeveloped as a mixed-use workforce housing project. City staff has begun predevelopment activities on the site. This work has included a phase II site,assessment analysis for locating and removing any existing hazardous materials. All remediation was believed to have been resolved, however, preliminary NEPA and CEQA environmental work has identified the possibility of the need for additional remediation under the existing buildings. Unfortunately, it will be necessary to clear the site of the current buildings and uses to complete the necessary work before substantively moving forward beyond conceptual planning for workforce housing units. Full remediation of the site is essential for a clear chain of title on the property and for the viability of the sale of any residential units. Two of the three current Stanley businesses are long-term tenants that transitioned with the donation of the property to the City in 2004. One business, a machine shop, is open and active. Dave's Plumbing, the second business, uses the building as storage. With the transition of the leases, both tenants were informed of the City's desire to redevelop the site. The third tenant, Sylva's Gym, leased the property after the City became the owner, under the condition that it was temporary. All three of these tenants are currently under a month-to-month lease, and have all been given a six-month notice to vacate the property by October 22, 2007.
Administrative Report June 12,2007 Page 3 Sylva's Boxing gym operates both a for-profit and non-profit boxing and fitness center. The non-profit Dreamcatcher Youth Boxing Foundation provides fitness programs for at-risk and low-income youths. Dreamcatcher relies on community donations and grants to fund programs for these youths most of who live in West Ventura. The City was able to accommodate Sylva's Gym at the Stanley site under an interim lease executed in May 2005 until a permanent location could be found. Shortly after assuming occupancy, Sylva's Gym experienced economic setbacks and did not pay rent for the months of August through November of 2005. As a result, the City Council entered into a settlement agreement in July of last year to allow him to pay off the back rent of $10,700. A significant amount of this back rent has yet to be paid, however, in-kind services for the City's Community Services Department after school PEAK program have increased significantly recently after a slow start. Sylva has also been able to stay current with the monthly rent of $2,000. Sylvia has been active in attempting to find a permanent location in West Ventura. City staff has been assisting Sylva as well as coordinating discussions with the Ventura Unified School District on prospective sites. Prepared by: Rick Raives, Special Assistant to the City Manager For City ~ ana~er Reviewed as to fiscal impacts
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Revised Settlement Agreement
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SETTLEMENT AGREEMENT NO. BETWEEN THE ClTY OF SAN BUENAVENTURA, AND SYLVA'S GYM AND DREAMCATCHER YOUTH BOXING FOUNDATION FOR PAST DUE RENTS, PENALTIES AND INTEREST, SUPERCEDING AGREEMENT NO. 2006-54. THIS SETTLEMENT AGREEMENT ("Agreement") is made and entered into this day of, 2 0 0, by and between the CITY OF SAN BUENAVENTURA, a charter city and municipal corporation ("CITY), and SYLVA'S BOXING GYM, LLC and DREAMCATCHER YOUTH BOXING FOUNDATION ("LESSEE"). I. BACKGROUND 1. ClTY owns real property, and improvements thereon, located within CITY'S jurisdiction with an address of 21 1 West Stanley, Ventura California and more particularly described in the attached Exhibit "A," which is incorporated herein ("Property"). 2. LESSEE entered into a Lease Agreement, ("Agreement No. 2005-05") on or about May 23, 2005, with ClTY for the lease of the Property which terms expired on December 31, 2006. Since January 1, 2007, with CITY'S consent, LESSEE has remained on the Property as a month to month tenant subject to all terms and conditions of Agreement No. 2005-05. 3. Pursuant to Agreement No. 2005-05, Section 4., LESSEE was to pay a monthly rent of two thousand dollars ($2000.00) payable on the first of each month. LESSEE was also to provide five hundred dollars ($500.00) of in-kind services to CITY'S Police Activities League (PAL), each month the lease was in effect. In-kind services to be provided included youth boxing and fitness classes. 4. LESSEE failed to pay ClTY rents due for the months of August, September, October and November 2005. Consequently, ClTY and LESSEE entered into a separate Settlement Agreement, No. 2006-054, on or about July 10, 2006, whereby LESSEE would provide ten thousand, seven hundred dollars ($1 0,700.00) of in-kind services to another ClTY organization, Program for Enrichment of After School Kids ("PEAK) and city employees who enrolled in its programs, in payment for past due rents, penalties and interest accrued. 5. Pursuant to the Settlement Agreement No. 2006-54, LESSEE had until December 31, 2006, to provide these in-kind services to CITY. LESSEE agreed to pay ClTY monies for any balance remaining for services that were not provided by the expiration date. 6. LESSEE did not provide ClTY with in kind services until January 2007; PEAK used LESSEE'S facilities from January through April 2007, which amounted to
one thousand four hundred sixty five dollars (1,465.00) of in-kind services. 7. LESSEE agrees that it is in breach of the Settlement Agreement No. 2006-54 for past due rents, penalties and interest, and payment is now due and owing to CITY. The Parties desire to resolve this matter and all outstanding debts with CITY; Parties therefore have renegotiated this new Settlement Agreement, which shall be controlling and supercede Agreement No. 2006-54. The agreed upon amount due to ClTY by LESSEE is sixteen thousand dollars ($16,000.00). LESSEE will pay ClTY through in-kind services, as is more fully described below. 8. Since LESSEE remains on the Property as a month-to-month tenant, ClTY informed LESSEE in April 2007, that ClTY intends to clear the land of structures upon which the leased Property rests. LESSEE acknowledges it must relocate its business at its own expense, to another facility in the near future; LESSEE'S obligation to provide in-kind services will continue at that new facility. 9. ClTY believes it would be mutually beneficial for LESSEE to offer fitness and boxing programs and opportunities to youth from low-income families residing in the community, and city employees, while at the same time pay off its continuing obligations to CITY. NOW THEREFORE, for good and adequate consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree: II. AGREEMENT 1. PAYMENT DUE. LESSEE acknowledges it failed to meet its obligations to provide in-kind services to ClTY pursuant to Settlement Agreement No. 2006-54 for past due rents, penalties and interest. LESSEE also acknowledges and agrees that the total of all outstanding balances it owes ClTY is in the amount of sixteen thousand dollars ($1 6,000.00) which is now due and owing to CITY. 2. MANNER OF PAYMENT. In lieu of payment of the fees owed to CITY, LESSEE agrees to provide ClTY in-kind services in the nature of youth boxing and fitness services to youths enrolled in the CITY'S PEAK and PAL programs as well as boxing and fitness services to ClTY employees who enroll. 3. TERM. A. The term of this Agreement will be from June 15, 2007 to June 15, 2010. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: I. LESSEE provides the full value of in-kind services due to CITY;
ii. Termination as stated in Section 6 below. B. Any outstanding balances not paid through in-kind services by the expiration of the term of this Agreement, shall become due and shall be paid to ClTY immediately. 4. CALCULATION. The value of the in-kind services to be provided will be calculated according to the schedule below: A. One hundred and thirty two dollars ($132.00) per week, for up to ten (10) PAL participants. 6. Thirteen dollars ($13.00) per week for each additional PAL participant up to fifteen participants. C. One hundred and thirty two dollars ($132.00) per week, for up to ten (10) PEAK students. D. Thirteen dollars ($13.00) per week for each additional PEAK student up to fifteen students. E. One hundred and thirty two ($132.00) per week, for up to ten (10) ClTY employees enrolled in two classes per week. F. Thirteen dollars ($13.00) per week for each additional ClTY employee enrolled in two classes per week. 5. RESPONSIBILITIES. A. CITY'S Designee will: i. Maintain weekly records of the number of individuals participating in LESSEE'S programs; ii. iii. Be responsible for calculating the value of in-kind services actually provided by LESSEE to CITY; Provide copies of records and calculations to LESSEE on the fifteenth of each month for the preceding month of in-kind services. B. LESSEE will: I. Be solely responsible for maintaining boxing and fitness classes available and open to intended recipients during the term of this Agreement.
ii. Cooperate with ClTY Designee and provide all information pertinent for recording attendance of participants and communicate regularly about progress of programs being offered. C. ClTY does not guarantee attendance or re-enrollment of any individuals in LESSEE'S programs intended for the provision of in-kind services. D. LESSEES' debt will be reduced, on a monthly basis, by the value of services actually provided to CITY. ClTY retains the sole right to determine the method by which said boxing and fitness services are being provided. 6. TERMINATION. A. Except as otherwise provided, ClTY may terminate this Agreement at any time with or without cause. Notice will be in writing at least thirty (30) days before the effective termination date. B. LESSEE may terminate this Agreement at any time with CITY'S mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date. C. Should termination occur, LESSEE agrees to pay ClTY in currency, any amount still due and owing to CITY immediately. The amount remaining due to ClTY will be determined as follows: the original debt reflected in Section II. 1. above, minus the actual value of in kind services actually provided by LESSEE up to the date of termination. Notwithstanding any other provision contained in this Agreement, if for any reason LESSEE is unable to provide in-kind services to ClTY including but not limited to: 1) LESSEE'S default of the underlying month to month tenancy of Property, 2) the LESSEE'S facilities are relocated to an area outside Ventura City limits, or 3) LESSEE fails to open up new facilities within six months from vacating the Property, 4) LESSEE files for bankruptcy or, 5) LESSEE'S facilities cease to exist, this Agreement shall terminate and all amounts not paid to CITY through in-kind services will immediately become due. 7. INDEMNIFICATION. During the term of this Agreement, LESSEE will save harmless and indemnify and, at CITY'S request, defend ClTY (with counsel satisfactory to CITY), its officers, officials, employees, agents, representatives, and certified volunteers from and against any and all claims, demands, actions, damages, expenses, suits, accidents, injuries, and liability, or proceedings of any character whatever (including without limitation, attorney's fees), brought for or on account of, or resulting from, or in connection with, or relating to this Agreement. Should ClTY or any of CITY'S officers, officials, employees, agents, representatives and certified
volunteers be named in any suit, or should any claim be made against it or any of them by suit or otherwise, whether the same be groundless or not, arising out of or relating to this Agreement, LESSEE will defend CITY and CITY'S officers, officials, employees, agents, representatives and certified volunteers, and will indemnify them for any judgment rendered against them or any sums paid out in settlement or otherwise. 8. INSURANCE. During the term of this Agreement, LESSEE will procure and maintain insurance of the type, for the period, with the coverages and limits, and in accordance with the terms, conditions, and requirements set forth in the attached Exhibit "B" incorporated herein. 9. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: City: Mary Walsh Deputy City Manager City of Ventura 501 Poli Street Ventura, CA 93002 Lessee: George Sylva 487 Bayview Ave. Ventura, CA 93001 Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons whom notices are to be given by giving notice in the manner prescribed in this paragraph. 10. ENTIRE AGREEMENT. This Settlement Agreement and its attachments, sets forth the entire understanding of the parties. There are two attachments to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 11. AUTHORITY/MODIFICATION. Each of the parties has full and complete authorization and power to execute this Agreement in the capacity stated herein; this Settlement Agreement is valid, binding and enforceable obligation of each of the parties and does not violate any law, rule, regulation, contract or agreement otherwise enforceable by any of the parties. This Agreement may be modified by written amendment. CITY'S City Manager or designee may execute any such amendment on behalf of the CITY. IN WITNESS WHEREOF, the parties hereto have executed this Settlement Agreement as of the day and year first above written
CITY OF SAN BUENAVENTURA, A charter city and municipal corporation. SYLVA'S BOXING GYM, LLC DREAMCATCHER YOUTH BOXING FOUNDATION Rick Cole, City Manager ATTEST: City Clerk APPROVED AS TO FORM: ROBERT G. BOEHM, ClTY ATTORNEY BY: S@ w A. fk(irl ~ssistant City Attorney Final 6106107
Amended Lease Agreement
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FIRST AMENDMENT TO LEASE AGREEMENT NO. 2005-025 ClTY OF SAN BUENAVENTURA ISYLVA'S GYM AND DREAMCATCHER YOUTHBOXING FOUNDATION THIS FIRST AMENDMENT TO LEASE AGREEMENT ("Agreement No. 2005-025") is made and entered into this day of 2 0 0, by and between the ClTY OF SAN BUENAVENTURA, a charter city and municipal corporation ("CITY"), and SYLVA'S BOXING GYM, LLC and DREAMCATCHER YOUTH BOXING FOUNDATION ("LESSEE"). 1. RECITALS. This First Amended Agreement No. 2005-025 is made with reference to the following facts and objectives: A. ClTY owns real property, and improvements thereon, located within CITY'S jurisdiction with an address of 211 West Stanley, Ventura California and more particularly described in the attached Exhibit "A," which is incorporated herein ("Property"). B. LESSEE entered into a Lease Agreement, ("Agreement No. 2005-025") on or about May 23, 2005, with ClTY for the lease of the Property which term ended on December 31, 2006, attached hereto and incorporated herein. C. Pursuant to Section 16 of Agreement 2005-025, and with CITY'S consent, LESSEE has remained on the premises and continues to occupy the Property as a hold over month-to-month tenant, under the same terms of Agreement 2005-05. D. In April 2007, ClTY informed LESSEE of CITYUS intent to proceed with plans to clear all structures on the land upon which the leased Property rests. LEESSEE must vacate the premises before any clearance work can begin. E. LESSEE desires to remain on the premises on a month-to-month basis but at a reduced rental rate, while LESSEE looks for a different facility to relocate its business. The parties have negotiated a new monthly rental rate of five hundred dollars ($500.00). The parties further agree that LESSEE will be required to vacate the Property within thirty (30) days written notice that ClTY is terminating LESSEE'S month-to-month tenancy. LESSEE further acknowledges that LESSEE must relocate its business at its own expense and is not entitled to any relocation benefits as further set forth below. 2. AMENDMENTS. Pursuant to Section 36 of Agreement No. 2005-025, ClTY and LESSEE hereby agree to the following amendments as set forth below:
Section 3.1 through 3. 3 are added to read as follows: " 3.1. MONTH TO MONTH TENANCY A. Lerm: Pursuant to the terms of Section 16 of this Agreement and with CITY'S consent, LESSEE has occupied the Property as month-to-month tenant since January 1, 2007. LESSEE will continue to rent the Property on a month-to-month basis subject to all the terms and conditions of this Agreement. B. This Agreement will terminate upon the following instances: ii. Either party giving the other party thirty (30) days written Notice of Termination; or ii. Termination as set forth in Sections 11,I 7,19,20, and 25 of this Agreement. C. LESSEE will have thirty (30) days from the date of the Notice of Termination, to vacate the Property as set forth and in accordance with Section 23 of this Agreement. 3.2 MONTH TO MONTH RENT A. Beginning May lst, 2007, LESSEE agrees to pay a monthly Rent of five hundred dollars ($500.00), due on or before the first day of each month. Such Rent shall be paid at the offices of the CITY'S Treasury and Revenue Manager located at 501 Poli Street, Ventura, California or paid by mail addressed to the Treasury and Revenue Manager at P.O. Box 99, Ventura CA 93002-0099. B. Late Payment Of Rent: In the event ClTY does not receive any installment of rent accruing under the provisions of this Agreement on the date such rent becomes due, such rent shall bear interest thereon from the date due until paid at the rate of 10% per annum. C. LESSEE also acknowledges that the late payment of rent monies will cause ClTY to incur accounting and other processing costs not contemplated by this Agreement, the exact amount of which is extremely difficult and impracticable to fix. Therefore, if ClTY does not receive any installment of rent due from LESSEE on the date such rent becomes due; LESSEE shall also pay to ClTY an additional sum of 10% of the overdue rent as a late charge. ClTY and LESSEE agree that this late charge represents a fair and reasonable estimate of costs that ClTY will incur by reason of the late payment of rent by LESSEE. Acceptance of any such late charge shall not constitute a waiver of LESSEE'S default with respect
to the overdue amount, nor prevent ClTY from exercising any of the other rights and remedies available to it by reason of such default. 3.3 NO RELOCATION BENEFITS. LEESSEE hereby acknowledges that it has been informed that ClTY is a public entity and that ClTY has long-range development plans for the rented premises in the future. LESSEE hereby further acknowledges that at the time of termination of this Agreement by CITY, it will not be a "displaced person" entitled to any of the relocation assistance or benefits offered to displaced persons under state or Federal law rules or policies. Except as otherwise specifically provided herein, all other terms and provisions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF SAN BUENAVENTURA, SYLV$A'S BOXING GYM, LLC A charter CITY and municipal corporation DREAMCATCHER YOUTH BOXING FOUNDATION RICK COLE, City Manager ATTEST: City Clerk APPROVED AS TO FORM: ROBERT G. BOEHM, CRY ATTORNEY By: Assistant City ~tto/ine~ Final 6/06/07
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CITY OF SAN BUENAVENTURA & SYLVA'S GYM
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EXHIBIT "B" STANDARD FORM PROFESSIOMNAL SERVICES AGREEMENT INSURANCE REQUIREMENTS 1. Types and Amounts of lnsurance Coverage. Consultant shall provide the following types of insurance designated in this section by a check mark that includes coverage limits complying, at a minimum, with the limits set forth herein: Type of Insurance Limits (comb. single) Risk Mnr. Approval IX] All Risk Property 100% Replacement elg I) with no coinsurance penalty provision 2) City shall be named as a Loss Payee [XI Commercial gen. liability $2,000,000 elg Business auto liability $1,000,000 IX] Workers comp. Statutory Limit elg B. lnsurance Policy Forms and Provisions. The insurance policies provided by consultant in compliance with the requirements of this section shall conform to all of the following requirements regarding policy forms and provisions. (a) Commercial Liability lnsurance shall be provided on ISO-CGL Form No. CG 00 01 11 85 or 88. Aggregate limit endorsements shall be evidenced on either IS0 Form No. CG 25 03 11 85 or IS0 Form No. CG 25 04 1 I 85. City and all of City's officers, employees, agents and volunteers shall be named as additional insured under such insurance coverage using the City's standard form endorsement or IS0 Form No. CG 20 10 I1 85 (in no event with an edition date later than 1990). Coverage shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance, primary or excess, available to City or any officer, employee, agent or volunteer of City. Coverage shall not be limited to the vicarious liability or supervisory role of any additional insured. There shall be no cross liability exclusion and no contractor limitation endorsement. In addition, there shall be no endorsement or modification limiting the scope of coverage for liability arising from pollution,
explosion, collapse, underground property damage or employment-related practices, except for a provision or endorsement limiting liability arising from pollution to liability caused by sudden or accidental pollution. Any umbrella liability insurance over primary insurance provided to meet primary limits shall apply to bodily injury, personal injury and property damage, at a minimum. Coverage shall be as broad as any required underlying primary coverage, and shall include a "drop down" provision providing primary coverage for liability not covered by primary policies but covered by the umbrella policy. Coverage shall be provided with defense costs payable in addition to policy limits. Coverage shall have starting and ending dates concurrent with the underlying coverages. (b) Workers' Compensation/Employer's Liability Coverage shall provide workers' compensation statutory benefits as required by law. Unless otherwise agreed, this policy shall be endorsed to waive any right of subrogation as respects to the City and City's officers, employees, agents and volunteers. Employer's liability coverage provided by such insurance shall be scheduled under any primary or umbrella policy described above to meet general liability insurance requirements. 3. Additional lnsurance Requirements. Consultant agrees to comply with. the following additional requirements with respect to the insurance provided pursuant to this section: (a) Unless otherwise approved by the City, consultant's insurance shall be written by insurers authorized to do business in the State of California, and with a minimum "Best's" lnsurance Guide rating of "A:VII." Self-insurance will not be considered to comply with these insurance specifications. (b) Consultant shall provide evidence of the insurance required herein, satisfactory to City, consisting of certificate(s) of insurance evidencing all of the coverages required, copies of the insurance policies themselves or any portions thereof, and any required endorsements. Certificate(s) are to reflect that the insurer will provide 30 days notice of any cancellation of coverage. Consultant shall require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. (c) Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. Coverage shall not be limited to the specific
location, individual or entity designated as the address of the project or services provided for by this Agreement. (d) Consultant shall ensure that coverage provided to meet these requirements is applicable separately to each insured, and that there will be no cross liability exclusions that preclude coverage for suits between consultant and City, between consultant and any other named insured or additional insured under the insurance policy, or between City and any party associated with City or City's officers, employees, agents or volunteers. (e) All general or auto liability insurance coverage provided pursuant to this Agreement, or any other agreements pertaining to the performance of this Agreement, shall not prohibit consultant, and consultant's employees or agents, from waiving the right of subrogation prior to a loss. By these presents, consultant waives its right of subrogation against the City. (f) Any failure on the part of City or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of City or any other additional insured in this or any other regard. (g) In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, City has the right, but not the duty, to obtain the insurance it deems necessary to meet the requirements of this Agreement, and any premium paid by City for such insurance will be promptly reimbursed by consultant, or, if not promptly reimbursed, deducted from any compensation to be paid by City to consultant pursuant to this Agreement. (h) Consultant will provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least 72 hours before expiration of coverage. (i) Consultant shall require all subcontractors or other parties hired by consultant to perform any part of the services required by this Agreement to purchase and maintain all of the insurance specified above and all such commercial general liability insurance and business automobile insurance shall name as additional insured all parties to this Agreement. Consultant shall obtain certificates evidencing such coverage and make reasonable efforts to ensure that such coverage is provided as required herein. No contract used by any consultant, or contracts consultant enters into on behalf of City, will reserve the right to charge back to City the cost of insurance required by this Agreement. When requested, consultant shall provide City will all agreements with subcontractors or others with whom consultant contracts with on behalf of City, and with all certificates of insurance obtained in compliance with this paragraph.
Failure of City to request copies of such documents will not impose any liability on City, or its employees. (j) Consultant shall provide immediate notice to City of any claim against consultant or any loss involving consultant that could result in City or any of City's officers, employees, agents or volunteers being named as a defendant in any litigation arising out of such claim or loss. City shall not incur any obligation or liability by reason of the receipt of such notice. However, City shall have the right, but not the duty, to monitor the handling of any such claim or loss that is likely to involve City. (k) In the event of any loss that is not insured due to the failure of consultant to comply with these requirements, consultant will be personally responsible for any and all losses, claims, suits, damages, defense obligations and liability of any kind attributed to City, or City's officers, employees, agents or volunteers as a result of such failure.