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1996-1015_BLAS AGUILAR FOUNDATION_Memorandum of Understandinga a Memorandum of Understanding for Curator Responsibilities for the Blas Aguilar Adobe This Memorandum of Understanding between the Blas Aguilar Foundation (Foundation) and the San Juan Capistrano Community Redevelopment Agency (Agency) establishes the duties and responsibilities of all parties concerning the Blas Aguilar Adobe. The Agency Board of Directors has designated the Blas Aguilar Foundation as curator of the Agency owned property known as the Blas Aguilar Adobe located at 31806 El Camino Real, San Juan Capistrano, CA. The Blas Aguilar Adobe is an historic property which requires sensitive care and treatment. I. Services to be Rendered As curator, the Foundation agrees to do the following: A. Open the building and grounds to the public for the implementation of educational programs and activities. The Agency is to be notified, in writing, of scheduled activities such as living history demonstrations, museum openings and any other special events taking place within the interior or on the exterior grounds of the site. If the Foundation sets a specific schedule of hours when the Adobe will be open for activities, the Agency will be notified, in writing, of such a schedule. A sign shall be posted at the Adobe indicating the days and hours of operation. B. A Foundation member or their designated representative shall remain on site at all times the building and grounds are open to the public. A pamphlet shall be made available to visitors conveying historic information about the Adobe. C. Provide routine upkeep of the interior of the structure. D. Provide routine upkeep of the exterior of the structure. E. Provide routine maintenance of the grounds by picking up trash, removing weeds, and by cleaning up fallen leaves and other yard debris. F. Develop interpretive displays of artifacts consistent with the periods of the Adobe. G. Provide quarterly reports to the Agency Executive Director regarding the numbers of visitors to the Adobe and restoration activities. SD 2 it. Prohibited Actions A. The Foundation shall not make, or allow to be made, structural modifications of any kind to the Blas Aguilar Adobe without prior written approval of the Agency. The Agency may require review of proposed plans by appropriate Agency Commissions and Boards as determined by the Agency Director. The report "Architectural Investigation of the Blas Aguilar Adobe" prepared by Gilbert Sanchez, Inc. shall be used as a guide in considering any proposed alterations. B. The Foundation shall not allow nails, tacks or other sharp objects to be placed in the adobe walls, roof or ceiling of the structure. All parties acknowledge that there are pre- existing nails, nail holes and other marks on the walls of the Adobe. C. The Foundation shall not allow holes to be drilled into the structure for any purpose. D. The Foundation shall make no permanent alterations to the floor of the Adobe. Temporary floor treatments must be non permanent and reversible. E. The Foundation shall provide to the Agency a list of holders of keys received from the Agency to the Adobe. III. Modifications Requiring Prior AgencApproval A. No modifications to the existing yard & landscaping will be made without prior approval of the Agency. Any proposed plans for landscaping changes must be submitted in written form to the Agency for review and approval. B. The Agency may require review of proposed plans identified in A above, by the appropriate Agency Commissions and Boards as determined by the Agency Executive Director. IV. Miscellaneous Provisions A. The antique white stove shall remain in the Adobe. No other furnishing or fixture shall be removed without prior Agency approval. B. Any artifactual items recovered or found on the site are Agency property and shall remain at the Adobe. Agency staff shall be notified of any finds so that materials can be cataloged 0 • and inventoried. The Agency reserves the right to remove artifactual items from the property as determined by the Agency Executive Director. V. Independent Contractors At all times during the term of this Agreement, the Blas Aguilar Foundation shall be an independent contractor and shall not be employed by the Agency. Agency shall have the right to control the Foundation only insofar as the results of services rendered pursuant to this Agreement; however, Agency shall not have the right to control the means by which services are accomplished or rendered pursuant to this Agreement. All persons employed to provide services under this Agreement shall be employees or contractors of the Foundation. The Foundation shall be responsible for providing worker's compensation insurance coverage for all persons employed to perform services under this Agreement. Except as Agency may specify in writing, the Foundation shall have no authority, express or implied, to act on behalf of the Agency in any capacity whatsoever as agent. The Foundation shall have no authority, express or implied pursuant to this Memorandum of Understanding to bind the Agency to any obligation whatsoever. Vl. Insurance Requirements The following shall be required of the Foundation and of any subcontractor employed by the Foundation to perform services under this memorandum. The Foundation shall supply evidence of valid, current coverage in all specified areas for all services covered by this memorandum, whether performed by them or a subcontractor or volunteer. A. Comprehensive General Liability. The Foundation shall maintain in full force and effect comprehensive general liability coverage, including premises operations, broad form property damage, and blanket contractual liability in the following minimum amounts: $500,000 property damage; c� `v $500,000 injury to one person/any one occurrence/ not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. The Foundation shall provide an endorsement to the Agency establishing that the Agency has been legally added as an additional insured to the insurance policies required 41 under this Agreement. B. Worker's Compensation. If the Foundation employs employees or use volunteer services to perform services under this memorandum, they shall obtain and maintain, during the life of this agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. This policy/policies shall not terminate, nor shall they be canceled, nor the coverage reduced until after 30 days written notice is given to the Agency. VII. Agency Responsibilities A. The Agency shall maintain the electrical, plumbing and water systems serving the structure. The Agency shall be responsible for monthly usage charges for these utilities. B. The Agency shall provide installation of one dedicated telephone line to provide telephone service to the Adobe and will pay the monthly costs for basic phone coverage. The Foundation will be responsible for all telephone usage charges over and above the monthly basic charges. VIII. Compensation The Foundation shall receive no compensation from the Agency for their services. The Agency shall, however, pay reasonable costs associated with securing, on behalf of the Foundation, the necessary insurance as required in Section VI above. IX. Term and Cancellation A. This agreement shall remain in effect until one of the following occurs: 1. The Foundation desires to cease volunteer service at the Adobe and provides 30 days notice to the Agency. 2. The Agency cancels this agreement immediately for cause for violation of any part of Section II "Prohibited Actions" by the Foundation or anyone acting at their direction. 3. The Agency provides 180 days written notice of intent to cancel the agreement. B. The Agency agrees that if the Agency Board of Directors desires to consider a lease arrangement for the property with any other party, the Foundation shall be given first right of refusal upon 190 days notification, under terms no less favorable. X. Assignment This agreement may not be assigned by the Foundation. XI. Liaison between Agency and the Foundation A. The Agency shall designate staff to serve as a liaison with the Foundation for the purposes of carrying out this agreement. The terms and conditions described above are agreed to: Blas Aguilar Foundation, by D to Wyaart Agency Chairman Approved as to Form: Agency Counsel Date ATTEST: Igency 'J" �w.i/ � b.