HomeMy WebLinkAboutC-7622-3 - MOU to Support the Fostering Interest in Nature ProgramMEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF NEWPORT BEACH AND
NEWPORT DUNES RESORT AND MARINA,
A CALIFORNIA GENERAL PARTNERSHIP TO SUPPORT THE FOSTERING
INTEREST IN NATURE (FiiN) PROGRAM
This Memorandum of Understanding ("MOU") is entered into as of September 1,
2025 ("Effective Date"), by and between the City of Newport Beach, a California municipal
corporation and charter city ("City") and Newport Dunes Resort and Marina, a California
General Partnership ("Dunes"), through their duly elected, appointed, qualified, or acting
representatives. Dunes and City may hereinafter be referred to individually as "Party" or
collectively as the "Parties."
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. On February 17, 2016, the California Coastal Commission ("Commission") issued
to Olson Real Estate Group, Inc., d.b.a. R.D. Olson Development ("RD. Olson"),
corrected Coastal Development Permit (Permit Application No. 5-14-1785)
("Permit"), regarding the development taking place within the coastal zone at 3300
Newport Boulevard, Newport Beach, California, County of Orange, Assessor's
Parcel Number 423-111-02.
C. Pursuant to the Permit's Special Condition Number 6, Lower Cost Overnight
Accommodations Mitigation ("Special Condition No. 6"), on September 15, 2016,
City entered into a Memorandum of Understanding ("Commission MOU") with the
California Coastal Commission, a California public agency ("Commission"), to
memorialize the Commission's acceptance of City's intent to use the in -lieu
mitigation fee, for the purposes of providing lower -cost overnight accommodation
opportunities in conjunction with an outdoor youth educational program in the
vicinity of Newport Beach or greater Orange County ("Fostering interest in Nature
Program" or "FiiN Program").
D. Dunes is the sublessee of certain real property and improvements (the
"Property") commonly known as Newport Dunes Waterfront Resort and Marina
also sometimes known as "The Dunes" located at 1131 Back Bay Drive, Newport
Beach, California, under (i) a certain Amended and Restated Resort Sublease
(2015) dated April 1, 2015, as amended (the "Master Sublease"), between
Waterfront Resort Properties, L.P., a California limited partnership, and Newport
Dunes Marina, LLC, a California limited liability company (collectively, "Master
Sublessors"), and Dunes, (ii) that certain Amended and Restated Lease and
Option dated August, 25, 2009, as amended (the "OC Master Lease"), between
the County of Orange, California and Master Sublessors, and (iii) that certain
Ground Lease between Master Sublessors and City dated June 1, 1962, as
amended and as assigned pursuant to the accepted Offer of Dedication accepted
April 7, 2006 (the "City Master Lease").
E. City has asked Dunes, and Dunes has agreed subject to the terms and conditions
set forth in this MOU, to allow City and its FiiN Program contractors to operate
components of the FiiN Program on designated Property at The Dunes at no cost
to City or RiN Program contractors, specifically the area known as Camp James
(as described more fully hereinbelow).
F. The Parties desire to enter into this MOU to set forth certain responsibilities in
assisting with support of City's FiiN Program.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
Parties as follows:
1. TERM
1.1 Unless terminated earlier as set forth below, the term of this MOU shall be
five (5) consecutive fall camping seasons, with each season running from September 1st
through November 30t" (each a "Camping Season", and collectively, the "Camping
Seasons"). The first Camping Season for the Program shall commence on September 1,
2025, and unless terminated earlier as set forth below, the last Camping Season for the
Program shall end on November 30, 2029.
1.2 This MOU may be terminated for any of the following reasons:
a. In the event that either Party fails or refuses to perform any of the provisions
of this MOU at the time and in the manner required, that Party shall be
deemed in default in the performance of this MOU. If such default is not
cured within a period of two (2) calendar days after receipt of written notice
of default specifying the nature of such default and the steps necessary to
cure such default, the non -defaulting Party may terminate the MOU by
giving the defaulting Party written notice thereof.
b. Dunes may terminate this MOU upon sixty (60) calendar days' prior written
notice to City if, in Dunes' sole judgment, termination is necessary in order
to facilitate development on Parcel C (as defined in the OC Master Lease),
or if Dunes expects to release Parcel C back to the County of Orange.
c. Either Party may terminate this MOU, with or without cause, upon no less
than one hundred eighty (180) days' prior written notice to the other Party.
1.3 All duties and obligations of Dunes set forth in this MOU shall be limited to
the duration and term of this MOU as set forth above.
Newport Dunes Resort and Marina MOU Page 2
2. DUTIES OF DUNES
2.1 For $1.00 per month during the Term, Dunes shall allow City and its FiiN
Program contractors to operate components of the HN Program on designated portions
of The Dunes' Property at no additional cost (except as otherwise set forth in Section 2.4
of this MOU) to City or FiiN Program contractors, specifically the area known as Camp
James (the "Licensed Space"), as more particularly described on the Newport Dunes Map
in Exhibit A as "Camp James," attached hereto and incorporated herein by reference.
Dunes has no obligation whatsoever to enter into any future MOUs with City relating to
the Licensed Space or any other space at the Property in connection with the FiiN
Program or otherwise.
2.2 Dunes shall provide, at no cost to City or FHN Program contractors,
bathroom and shower facilities at the Newport Dunes Marina in Buildings 3 & 4, as shown
on the Building Map in Exhibit B, attached hereto and incorporated herein by reference,
for HN Program participants and staff to use during a mutually designated block of time.
Dunes shall also allow FiiN Program staff use of laundry facilities for urgent program
related incidents through the duration of the FiiN Program at The Dunes.
2.3 Dunes shall provide, at no cost to City or FiiN Program contractors, an
indoor meeting space for FiiN Program -related activities, in the event of inclement
weather, to accommodate up to forty eight (48) participants and staff.
2.4 Dunes shall provide food to be purchased by City or FiiN Program
contractors at cost (and also including administrative, labor, and labor burden costs and
any amounts necessary to cover costs Dunes may incur under the OC Master Lease and
the Master Sublease for providing food under the FiiN Program) for the FiiN Program
participants and staff.
2.5 Dunes shall provide, at no cost to City or FiiN Program contractors, dining
space for breakfast, lunch, and dinner at The Dunes' Back Bay Bistro or other location to
be determined by Dunes for the duration of the FiiN Program during mutually designated
blocks of time for up to forty eight (48) participants and staff.
2.6 Dunes shall include existing security services, including its regularly
scheduled patrols in and around the Licensed Space during Program camp sessions.
2.7 Dunes shall allow City or FiiN Program contractors to use The Dunes name
and logo of "Newport Dunes Waterfront Resort and Marina" in promotional material, such
as informational packets, apparel, and online materials relating to the FiiN Program;
provided that (i) Dunes shall have the right to first approve in writing any such use; (ii)
Newport Dunes Resort and Marina MOU Page 3
Dunes makes no representations or warranties about the ownership or trademark status
of any logo; (iii) any use by City or HN Program contractors or their respective employees
of a logo shall be solely at their own risk, and (iv) Dunes shall incur no liability, losses or
damages, and shall be held harmless and indemnified by City for any liability, losses or
damages, incurred or arising out of such use by City or FiiN Program contractors,
including any challenge made by any third party as to such use.
2.8 Dunes shall not be liable for any losses or damages as a result of any
breach by Dunes of this MOU.
3. DUTIES OF CITY
3.1 City may operate the FiiN Program during Camping Seasons during the
Term. Each FiiN Program session will begin on a Monday morning and end on the Friday
afternoon of that week.
3.2 City shall provide a FiiN Program operations manual for the Program to
Dunes prior to the commencement of the first FiiN Program session of each Camping
Season.
3.3 City shall coordinate all facility needs and program scheduling for the FiiN
Program each Camping Season with Dunes at least thirty (30) days prior to the
commencement of the first FHN Program session for that Camping Season. A sample
Program schedule is attached hereto as Exhibit C and incorporated herein by reference.
3.4 City may request additional facility needs or changes from Dunes at least
twenty four (24) hours in advance when inclement weather is expected, which Dunes will
seek to accommodate, but shall have no obligation to do so.
3.5 City shall order meals and provide quantities for each FiiN Program
Camping Season with Dunes at least one week prior to the commencement of the first
FiiN Program session for such Camping Season and shall verify meals and quantities
ordered at least one week prior to each session during such Camping Season. City shall
order sufficient food to feed each FiiN Program participant and FiiN Program staff for no
more than twelve (12) meal periods for each FiiN Program session (Monday -Friday), as
follows:
3.5.1 Four (4) breakfast meal periods (Tuesday, Wednesday, Thursday,
Friday);
3.5.2 Four (4) lunch meal periods (Monday, Tuesday, Wednesday,
Thursday); and,
3.5.3 Four (4) dinner meal periods (Monday, Tuesday, Wednesday,
Thursday).
3.6 City accepts the Licensed Space in its as -is current condition, and City
represents that the Licensed Space meets City's and HN's Program's needs. Dunes
Newport Dunes Resort and Marina MOU Page 4
makes no representation or warranty as to fitness or suitability of the Licensed Space for
any particular purpose or use, and no such warranty shall be implied. Dunes has no
obligation to make any changes, improvements or repairs to the Licensed Space.
3.7 City shall cause parents and guardians of all campers to sign the forms of
Third Party Release and Rules and Regulations attached hereto as Exhibit E, which are
similar in form and substance to the ones signed for Camp James.
4. NOTICES
All notices, demands, requests or approvals to be given under the terms of this MOU
shall be given in writing, and conclusively shall be deemed served when delivered
personally, or on the third (3rd) business day after the deposit thereof in the United States
mail, postage prepaid, first-class mail, addressed as hereinafter provided, with a copy sent
by e-mail. All notices, demands, requests or approvals from Dunes to City shall be
addressed to City at:
WITH A COPY TO:
Attention: Recreation & Senior Services Director
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
Email:
Attention: Community Development Director
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
Email:
All notices, demands, requests or approvals from City to Dunes shall be addressed to Dunes
at:
Attention: Michael Gelfand
c/o Terra Vista Management, Inc.
445 Marine View Ave., Suite 110
Del Mar, CA 92014
Email: michaelg(a-)campland.com;
pravenna(o)-newportdunes.com
S. INSURANCE
5.1 Without limiting the City's indemnification obligations, and prior to the
commencement of each Camping Season for the FiiN Program, the City shall obtain,
provide and maintain at its own expense during the term of this MOU or for other periods
as specified in this MOU, policies of insurance of the type, amounts, terms and conditions
Newport Dunes Resort and Marina MOU Page 5
described in the Insurance Requirements attached hereto as Exhibit D, and incorporated
herein by reference. City will not self -insure unless first agreed to in writing by Dunes. All
policies, endorsements, certificates, and/or binders shall be subject to approval by City
and Dunes as to form and content. The City agrees that all insurance policies required to
be maintained by the City under this MOU shall be primary and non-contributory with
respect to any insurance maintained by Dunes. These requirements are subject to
amendment or waiver only if so approved in writing by City and Dunes. A lapse in any
required insurance coverage during this MOU shall be a breach of this MOU by City and
shall, notwithstanding anything to the contrary in Section 1 of this MOU, give Dunes the
right to terminate this MOU immediately with no prior notice. Dunes shall maintain the
insurance required under the OC Master Lease, Master Sublease, and City Master Lease,
and shall name City as an additional insured on its commercial general liability ("CGL")
policy only, but such insurance shall be excess and secondary to the City's required
insurance and shall not relieve the City of its obligations under this MOU. The City's
insurance obligations, including the duty to defend and indemnify Dunes and Indemnified
Parties, shall not be diminished, negated, or otherwise affected by the existence,
availability, or scope of any insurance maintained by Dunes. The City's insurance shall
be fully exhausted before any obligation of Dunes' insurers arises, and no insurer of the
City shall seek contribution from any insurance maintained by Dunes.
6. INDEMNIFICATION
City shall indemnify, defend and hold harmless Dunes, its direct and indirect beneficial
owners, and its and their, partners, members, shareholders, affiliates, officers, directors,
employees, managers, sublessors, lessors (including, without limitation, the County of
Orange), lenders, agents, and representatives ("Indemnified Parties") with respect to any
loss, liability, injury or damage that arises out of, or is in any way related to, the acts or
omissions of City and/or contractors of the FiiN Program, and/or their respective
employees, representatives, officers, agents, participants, campers and their parents or
guardians, arising out of or relating to the FiiN Program or access to and use of the
Licensed Space or any portion of the Property under this MOU; however, City shall not
be required to indemnify Dunes to the extent of any claim arising directly and solely from
the gross negligence or willful misconduct of Dunes or the Indemnified Parties.
7. STANDARD PROVISIONS
7.1 Recitals. City acknowledges the Recitals in A, B, C, E and F of this MOU are true
and correct, and Dunes acknowledges the Recitals in D, E, and F are true and correct.
The Recitals are hereby incorporated by reference into this MOU.
7.2 Compliance with all Laws and Leases. Each Party shall, at its own cost and
expense, comply with all statutes, ordinances, regulations and requirements of all
governmental entities, including federal, state, county or municipal, whether now in force
or hereinafter enacted. City shall be responsible for such compliance by its FiiN Program
contractors. City shall not violate any of the terms, covenants or conditions set forth in
the OC Master Lease or City Master Lease which are applicable to The Dunes.
Newport Dunes Resort and Marina MOU Page 6
7.3 Waiver. A waiver by either Party of any breach, of any term, covenant or condition
contained herein shall be in writing and shall not be deemed to be a waiver of any
subsequent breach of the same or any other term, covenant or condition contained
herein, whether of the same or a different character.
7.4 Integrated Contract. This MOU (including all Exhibits attached hereto and
incorporated herein by this reference) represents the full and complete understanding of
every kind or nature whatsoever between the Parties hereto relating to the license granted
hereunder, and all preliminary negotiations and agreements of whatsoever kind or nature
are merged herein. No verbal agreement or implied covenant shall be held to vary the
provisions herein.
7.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies
between this MOU and any Exhibit to this MOU, the terms of this MOU shall govern. In
the event there are any conflicts or inconsistencies between this MOU or any Exhibit to
this MOU and the OC Master Lease, the OC Master Lease shall control.
7.6 Interpretation. The terms of this MOU shall be construed in accordance with the
meaning of the language used and shall not be construed for or against either Party by
reason of the authorship of the MOU or any other rule of construction which might
otherwise apply.
7.7 Amendments. This MOU may be modified or amended only by a written document
executed by both Parties and approved as to form by the City Attorney.
7.8 Severability. If any term or portion of this MOU is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of
this MOU shall continue in full force and effect.
7.9 Controlling Law and Venue. The laws of the State of California shall govern this
MOU and all matters relating to it, and any action brought relating to this MOU shall be
adjudicated in a court of competent jurisdiction in the County of Orange, State of
California.
7.10 No Attorneys' Fees. In the event of any dispute or legal action arising under this
MOU, the prevailing Party shall not be entitled to attorneys' fees.
7.11 Counterparts. This MOU may be executed in two (2) or more counterparts, each
of which shall be deemed an original and all of which together shall constitute one (1) and
the same instrument. The Parties agree that this MOU may be executed electronically.
An electronic signature, whether digital or scanned, shall be deemed as valid and binding
as a handwritten signature for all purposes
7.12 Authority to Enter Into MOU. The Parties warrant that they are duly authorized to
enter into this MOU and perform their obligations hereunder. City has received all
necessary third party consents and approvals to enter into this MOU and perform its
obligations hereunder; Dunes will seek to obtain all necessary third party consents and
approvals (including from the County of Orange) to enter into this MOU and perform its
Newport Dunes Resort and Marina MOU Page 7
obligations hereunder. Notwithstanding the foregoing, Dunes makes no representations,
warranties or covenants that Dunes will be able to obtain any necessary consents and
approvals from third parties, and Dunes' obligations hereunder shall be contingent on
receiving all such necessary consents and approvals.
7.13 Privacy Policy. The privacy policy for the Dunes is available on its website at
https://www.newportdunes.com/privacy-policy/.
[SIGNATURES ON NEXT PAGE]
Newport Dunes Resort and Marina MOU Page 8
IN WITNESS WHEREOF, the Parties have caused this MOU to be executed on
the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: Z Z zS
By: �u
(Akron C. Harp q,;ti,2'
ity Attorney
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: q /10 lie2�'S
ByOKy
. Leu
ng gnager
ATl
Date
Interim City Clerk
NEWPORT DUNES RESORT AND
MARINA, a California general partnership
By: NEWPORT DUNES MARINA, LLC,
a California limited liability company
Its: General Partner
By: Second Street Group GP, LLC, a
California limited liability company
Its: Manager
Date:
Signed in Counterpart
By: DUNES RESORT, LLC, a California
limited liability company
Its: General Partner
Date:
Signed in Counterpart
Michael Gelfand, Manager
Date:
Signed in Counterpart
Michael Silverman, Manager
Attachments: Exhibit A — Newport Dunes Map
Exhibit B — Building Map
Exhibit C — Sample RiN Program Schedule
Exhibit D — Insurance Requirements
Exhibit E — Third Party Release and Rules and Regulations
Newport Dunes Resort and Marina MOU Page 9
IN WITNESS WHEREOF, the Parties have caused this MOU to be executed on
the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
By:
A ron C. rarp
ity Attorney 1 ��
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
ATTEST:
Date:
By:
Molly Perry
Interim City Clerk
NEWPORT DUNES RESORT AND
MARINA, a California general partnership
By: NEWPORT DUNES MARINA, LLC,
a California limited liability company
Its: General Partner
By: Alta Group GP, LLC, a California
limited liability company Its: Manager
Date:
09/04/2025
B
Y�
Barry Cayton
By: DUNES RESORT, LLC, a California
limited liability company
Its: General Partner
Date:
Michael Gelfand, Manager
Date:
Michael Silverman, Manager
Attachments: Exhibit A — Newport Dunes Map
Exhibit B — Building Map
Exhibit C — Sample FiiN Program Schedule
Exhibit D — Insurance Requirements
Exhibit E — Third Party Release and Rules and Regulations
Newport Dunes Resort and Marina MOU Page 9
IN WITNESS WHEREOF, the Parties have caused this MOU to be executed on
the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEYS OFFICE
Date: ZZ ZS"
By:
A ron C. Frarp •1„ ��
ity Attorney
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
ATTEST:
Date:
By:
Molly Perry
Interim City Clerk
NEWPORT DUNES RESORT AND
MARINA, a California general partnership
By: NEWPORT DUNES MARINA, LLC,
a California limited liability company
Its: General Partner
By: Second Street Group GP, LLC, a
California limited liability company
Its: Manager
Date:
Az
By: DUNES RESORT, LLC, a California
limited liability company
Its: General Partner
Date: `t -�-�
By: i n
Michael Gel " nd, Ma a
Date:
IA
Michael Silverman, Manager
Attachments: Exhibit A — Newport Dunes Map
Exhibit B — Building Map
Exhibit C — Sample FiiN Program Schedule
Exhibit D — Insurance Requirements
Exhibit E — Third Party Release and Rules and Regulations
Newport Dunes Resort and Marina MOU Page 9
IN WITNESS WHEREOF, the Parties have caused this MOU to be executed on
the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: %/Z Z/&S
By:
A ron C. Harp
'City Attorney
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
ATTEST:
Date:
By:
Molly Perry
Interim City Clerk
NEWPORT DUNES RESORT AND
MARINA, a California general partnership
By: NEWPORT DUNES MARINA, LLC,
a California limited liability company
Its: General Partner
By: Second Street Group GP, LLC, a
California limited liability company
Its: Manager
Date:
By: DUNES RESORT, LLC, a California
limited liability company
Its: General Partner
Date:
By:
Michael Gelfand, Manager
Date:
By:
Michael Silverman, Manager
Attachments: Exhibit A — Newport Dunes Map
Exhibit B — Building Map
Exhibit C — Sample FiiN Program Schedule
Exhibit D — Insurance Requirements
Exhibit E — Third Party Release and Rules and Regulations
Newport Dunes Resort and Marina MOU Page 9
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EXHIBIT A
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Newport Dunes Resort and Marina MOU Page A-1
EXHIBIT B
BUILDING MAP
Upper Newport Bay
upper
Reserve
@ W, . H
La OW i
rj
CFO
Building 1 Building 2 Buildings 3 & 4
Manna Offce Storage Lockers Restrooms
Club House Laundry Room Showers
Pool ancl Spa Vend",q Mach nes Toephones
Te!"sion Lounge Ice M.nf'L-e Drinking Fountains
Fitness Center Trash Enclosures (T)
Restrooms
Telephones
Newport Dunes Resort and Marina MOU Page B-1
EXHIBIT C
SAMPLE FIIN PROGRAM SCHEDULE
Day Time Activity
Notes
day 1: MM
8:00 AM
STAFF ARRIVE
Set up camp and morning rotations.
Incoming
groups
10:00 AM
Campers arrive
Unload, facility tour, safety, and rules/expectations.
11:00 AM-12:00 PM
Introduction/Morning program (@
basecamp)
4 rotations (15 mins each)- Name tags/Pre-evals,
Habitats 101, History/Conservation, Nature
'ournalin .
12:00 PM -1:00 PM
LUNCH
Bistro (chicken fingers, mac&cheese, salad).
1:00 PM-3:00 PM
Afternoon program (@ Gazebo & Back
Bay Hike)
2 rotations (30 min each)- Food Webs and Nature
Photography, then Bayview park hike.
3:30 PM
Return to home base
3:30 PM - 4:45 PM
Downtime and Showers
5:00 PM- 6:00 PM
DINNER
Bistro (spaghetti, garlic bread, salad).
6:00 PM
Evening program (Nature at Night @
basecamp)
2 rotations (20-30 min each)- Nocturnal Animals
(owl pellets) and Astronomy.
7:00 PM
Tent Time
Downtime & freeplay.
7:30 PM
Campfire
Decomposers Activity (Worms & Dirt Dessert)
20-30 min).
8:00 PM
Recap Game by the campfire
Jeopardy game (play in teams)
8:30 PM
Prep for sleep
9:30 PM
LIGHTS OUT
day 2:
TITH
7:00 AM - 8:00 AM
Wake up and get ready for the day
8:00 AM - 9:00 AM
BREAKFAST
At Bistro (breakfast burritos).
9:00 AM - 9:15 AM
Lifeguard talk
9:15 AM -11:30 AM
Morning program (Kayaking/Beach
activities)
2 Rotations (45 min each w/15 snack break) -
Kayaking and Relay Race/Sand Castle Building.
12:00 PM -1:00 PM
LUNCH
Bistro Lunch (tacos or sandwiches).
1:30 PM
Afternoon program @ BBSC (Marine
Ecology & Plants)
4 group rotations (20-30 mins/ea)-
Watersheds/Pollution, Touchtanksilab,
Fish/Sharks, Nursery/Plants.
3:30 PM
Return to home base
3:30 PM - 4:45 PM
Downtime and Showers
Clean up tents/lightly start packing.
5:00 PM - 6:00 PM
DINNER
Bistro (pizza or burgers).
6:15 PM
Evening program (Nature at Night @
basecamp)
2 rotations (20 min each)- Skits and
Plankton/Bioluminescence.
7:30 PM
Campfire
Smores and Storytime/skits
8:30 PM
Prep for sleep
9:30 PM
LIGHTS OUT
Newport Dunes Resort and Marina MOU Page C-1
day 3: WIF
7:00 AM-8:00 AM
Wake up and get ready for the day
Students should be packed with change of clothes
prepared.
Outgoing
groups
7:30 AM - 8:30 AM
BREAKFAST (to go at Bistro)
snack box for departing groups
9:00 AM -10:00 AM
Boat tour
Harbor Cruise with emphasis on marine mammals.
10:30 AM
Return to home base
11:00 AM
Departing group leaves
Newport Dunes Resort and Marina MOU Page C-2
1W:1:11=311i11
INSURANCE REQUIREMENTS
A. Provision of Insurance. Without limiting City's indemnification obligations, and prior
to commencement of FHN Program season, the City shall obtain, provide and
maintain at its own expense during the term of this MOU, policies of insurance of
the type and amounts described below and in a form that is satisfactory to the
Parties. The City agrees to provide insurance in accordance with requirements set
forth herein. If City uses existing coverage to comply and that coverage does not
meet these requirements, City agrees to amend, supplement or endorse the
existing coverage.
B. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by Dunes and City's Risk Manager.
C. City's Coverage Requirements.
Workers' Compensation Insurance. City (and its FiiN contractors) shall
maintain Workers' Compensation Insurance providing statutory limits and
Employer's Liability Insurance with limits of at least one million dollars
($1,000,000) each accident for bodily injury by accident and each employee
for bodily injury by disease in accordance with the laws of the State of
California.
City shall submit to Dunes, along with the certificate of insurance, a Waiver
of Subrogation endorsement in favor of Dunes and its Indemnified Parties
and any person or entity owning or otherwise in legal control of the Property
upon which City performs the FiiN Program contemplated by this MOU.
2. General Liability Insurance. City shall maintain commercial general liability
insurance with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than one million
dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) in
the aggregate.
The policy shall cover liability arising from products and completed
operations, property damage, bodily injury, personal and advertising injury,
premises, operations, and liability assumed under an insured contract
(including the tort liability of another assumed in a business contract) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a contract.
Newport Dunes Resort and Marina MOU Page D-1
The policy shall cover sexual abuse and molestation with defense costs
included in an amount not less than two million dollars ($2,000,000).
3. Automobile Liability Insurance. Unless City confirms in writing that neither
City nor any FiiN Contractors will be driving onsite at all to discharge duties
during the FHN Program, City (and its HN contractors) shall maintain
automobile insurance at least as broad as Insurance Services Office form
CA 00 01 covering bodily injury and property damage for all activities of City
or FiiN Program contractors or subcontractors arising out of or in connection
with the HN Program to be performed under this MOU, including coverage
for any owned, hired, non -owned or rented vehicles, in an amount not less
than one million dollars ($1,000,000) combined single limit for each
accident.
4. City's Other Insurance Requirements. The policies are to contain, or be
endorsed to contain, the following provisions:
a) Waiver of Subrogation. All insurance coverage maintained or
procured pursuant to this MOU shall be endorsed to waive
subrogation against Dunes and its Indemnified Parties, and any
other person or entity owning or otherwise in legal control of the
Property upon which City allows the HN Program. . City hereby
waives its own right of recovery against Dunes and the Indemnified
Parties, and shall require similar written express waivers from each
of its FiiN Program contractors and subcontractors .
b) Additional Insured Status. All liability policies, but not including
professional liability, shall provide or be endorsed to provide that
Dunes and the Indemnified Parties shall be included as additional
named insureds under such policies. Without limiting the foregoing,
the following parties must be listed: (a) Newport Dunes Resort and
Marina; (b) Dunes Resort, LLC; (c) Newport Dunes Marina, LLC;
(d)The County of Orange; (e) Waterfront Resort Properties, L.P; (f)
Terra Vista Management, Inc.; (g) G&K Management Co., Inc.; (h)
Dunes Resort, LP.
c) Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance
or self-insurance maintained by Dunes or the Indemnified Parties.
No insurance policies maintained by Dunes or its Indemnified
Parties, whether primary or excess, and which also apply to a loss
covered hereunder, shall be called upon to contribute to a loss.
d) Notice of Cancellation. All policies shall provide Dunes with thirty (30)
days' notice of cancellation (except for nonpayment for which ten
Newport Dunes Resort and Marina MOU Page D-2
(10) days' notice is required) or nonrenewal of coverage for each
required coverage.
e) FiiN Program Contractors and Subcontractors. City shall require and
verify that all FiiN Program contractors and subcontractors maintain
insurance meeting all the requirements stated herein, and City shall
ensure that each of Dunes and the Indemnified Parties is an
additional insured on insurance required from those parties. For
CGL coverage , FiiN Program contractors and subcontractors shall
provide coverage with a format at least as broad as CG 20 38 04 13.
D. Additional Agreements Between the Parties. The Parties hereby agree to the
following:
1. Evidence of Insurance. City shall provide certificates of insurance to Dunes
as evidence of the insurance coverage required herein, along with a waiver
of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by Dunes and City's Risk Manager
prior to commencement of performance. Current certification of insurance
shall be kept on file with City and Dunes at all times during the term of this
contract. Dunes reserves the right to require complete, certified copies of
all required insurance policies, at any time.
2. Requirements not Limiting. 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 as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If City maintains higher limits than
the minimums shown above, Dunes requires and shall be entitled to
coverage for higher limits maintained by City. Any available insurance
proceeds in excess of the specified minimum limits of insurance and
coverage shall be available to Dunes.
3. Self -insured Retentions. Any self -insured retentions must be declared to
and first approved by the Parties in writing..
4. Dunes Remedies for Non Compliance. If City or any FHN Program
contractor or subcontractor fails to provide and maintain insurance as
required herein, then Dunes shall have the right but not the obligation to
terminate this MOU or to suspend City's and FiiN Program's rights to
proceed until proper evidence of insurance is provided.
5. Timely Notice of Claims. City shall give Dunes prompt and timely notice of
claims made or suits instituted that arise out of or result from the FHN
Newport Dunes Resort and Marina MOU Page D-3
Program operations or City's or FiiN Program contractors' or
subcontractors' performance under this MOU, and that involve or may
involve coverage under any of the required liability policies.
6. City's Insurance. City shall also procure and maintain, at its own cost and
expense, any additional kinds of insurance, which in its own judgment may
be necessary for its proper protection and prosecution of the services or
products provided under this MOU.
Newport Dunes Resort and Marina MOU Page D-4
EXHIBIT E
THIRD PARTY RELEASE AND RULES AND REGULATIONS
Please be advised that the FiiN Program does not own the property it uses at Newport Dunes Waterfront
Resort. Such property is licensed from Newport Dunes Resort and Marina, a California general partnership
("Newport Dunes"), doing business as Newport Dunes Waterfront Resort, and is under ground lease from
the County of Orange ("Orange County"). FiiN Program has no affiliation with Newport Dunes or Orange
County. Newport Dunes and Orange County have no responsibility or liability in connection with the FiiN
Program's activities at Newport Dunes Waterfront Resort, including, without limitation, supervision of
your campers(s) (whether conducting activities with FiiN Program or not).
By signing this document, you hereby contractually agree to the Rules and Regulations attached
hereto and assume all risks relating to allowing your camper to attend the FiiN Program at Newport Dunes
Waterfront Resort with respect to the Dunes Parties (defined below), which include, without limitation,
the direct and indirect owners and property managing entities of Newport Dunes Waterfront Resort. You
hereby (i) agree to hold Newport Dunes, Orange County, Dunes Resort, LP, Dunes Resort, LLC, Newport
Dunes Marina, LLC, Waterfront Resort Properties, LP, Terra Vista Management, Inc. and GK Management
Co., Inc. and their direct and indirect owners, managers, members, shareholders, partners, agents,
employees, and lenders (collectively, the "Dunes Parties") harmless from any and all liability arising from
events occurring while your camper attends the FiiN Program at Newport Dunes Waterfront Resort, and
(ii) waive and release the Dunes Parties from any and all claims which you, your camper, or any relative
or guardian may acquire as a result of any act or omission that occurs at the FiiN Program at Newport
Dunes Waterfront Resort, except as to any Dunes Party in the event and solely and directly as a result of
the gross negligence or willful misconduct of such Dunes Party.
Camper Name(s)
Parent/Legal Guardian Signature
Parent/Legal Guardian Printed Name
Date
Newport Dunes Resort and Marina MOU Page E-1
Rules and Regulations
SECURITY officers are here to assist you. They patrol 24-hours a day by bicycle, electric
cart, and on foot. Security may be reached by calling (949) 999-3151 or by contacting the
gatehouse at the Main Entrance. Management is not responsible for lost, stolen, or
damaged articles. Keep your valuables locked up. Please report any problems with your
site to the Registration Office or Security immediately. Newport Dunes adheres to and
maintains all state, county, and local laws on our property. The legal age for alcohol
consumption is 21 years. Alcohol is not allowed on the beach, clubhouse, and pool unless
sold at a function catered and supervised by Newport Dunes Resort.
QUIET HOURS Quiet hours are from 10 p.m.- 8 a.m. Please turn off TVs and amplified
sound, and lower voices to a whisper to allow your neighbors a good night's rest. Please
be courteous to other guests around you. Music language must be clean and radio
friendly. Inconsiderate guests will be asked to leave.
TENTS must be freestanding; stakes are strictly prohibited. Tarps may not be used as
tents.
VEHICLES Observe 5 M.P.H. speed limit. Working on vehicles is prohibited. Washing
vehicles is allowed only at the wash rack located near the boat launch ramp. Valid vehicle
passes must be displayed at all times. Vehicles must be parked in a registered guests RV
site or in a designated parking spot. Vehicles are not allowed to park in empty RV sites
at any time. Additional vehicles must be registered at the Registration Office and are
subject to additional charges. Vehicle passes are not transferable between different cars
or guests unless you bring your original pass into the office to get a new one. If you lose
your pass, you will need to purchase a new pass. One habitable RV, trailer, or camper
per site is allowed. Newport Dunes does not allow RV, trailer, or vehicle storage in our
parking lot. Due to fire codes and safety concerns, parking on the blacktop is not allowed.
Streets in the RV Park are designated fire lanes. No parking allowed between the two red
fire lanes. Vehicles parked in unauthorized areas, blocking sites, or parked for more than
72 hours will be towed at owner's expense or charged the daily rate for the illegally
occupied campsite.
CAMPFIRES/BBQ's Controlled campfires/BBQ's are allowed on RV sites only. BBQs and
Firepits are prohibited on the beach. Campfires must be in a self-contained fire ring only
(enclosed bottom and sides). Please keep fire pits and BBQ's off of grass areas.
Campfires/BBQ's must never be left unattended. Use fire rings and BBQ's at your own
risk. You are responsible for any injury or property damage. Newport Dunes Resort
assumes no liability for any accidents, injuries or damages incurred.
NON-SMOKING Newport Dunes endorses a clean, healthy environment. Smoking is
strictly prohibited inside any building on property, including all restrooms, offices, meeting
Newport Dunes Resort and Marina MOU Page E-2
facilities, Back Bay Bistro, cottages, pool and Jacuzzi area, and the Market Place.
Marijuana is not allowed on property.
COURTESY Newport Dunes staff is proud to provide our patrons with the best possible
courteous and respectful service. Profanity or violence towards our staff will not be
tolerated. We reserve the right to refuse service to anyone.
DRONES Newport Dunes is in the direct flight path for John Wayne Airport. Personal
drone use is prohibited at Newport Dunes and the air space above Newport Dunes
property.
CONDUCT Actions by any person of any nature which may be dangerous or may create
a health and safety problem or disturb others are not permitted. This includes, but is not
limited to, any unusual, disturbing or excessive noise, intoxication, quarreling,
threatening, fighting, immoral or illegal conduct, profanity, or rude, boisterous,
objectionable or abusive language or conduct. The use or display of any weapon,
including, but not limited to, a bow and arrow, BB guns, knives, swords, batons, fireworks,
explosives, mace, pepper spray, electric "tasers" and guns is expressly forbidden.
Persons under the influence of alcohol or any other substance shall not be permitted in
any common area or other area of the Park which is generally open to RVers and their
guests. The violation of any law or ordinance of the city, county, state or federal
government will not be tolerated. No acts or demeanor shall be permitted which would
place the Park Management in violation of any law or ordinance. Persons responsible for
the actions and conduct of guests and invitees shall have financial responsibility for any
breakage, destruction, or vandalism of the Park's recreational facilities and common
areas by such guests and invitees.
Management reserves all rights to amend, revise, and add to these rules and
regulations at any time. Determinations made in enforcing or interpreting these
rules and regulations are in the sole discretion of Dunes Resort management.
Newport Dunes Resort and Marina MOU Page E-3