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HomeMy WebLinkAboutKen Grody Ford; 1999-11-01;- Agreement Cover Sheet Please fill out section A and send this form with documents* attached to the City Clerk for routing. Once the documents are fully executed, they will be returned with this form. When a purchase request is submitted, section B of this form should be completed and this form should be sent to Purchasing along with a copy of the fully executed document. SECTION A a G(o)-v FOG? Aareement Tvoe (check one) name of contract& x Original Agreement Extension - Amendment - Ratification - Amendment and Extension Aareement Requirements (initial all items received\ - Proposals Received I( Notarization - Sole Source - Business License - Insurance - Conflict of Interest - Corporate Resolution Oriainal Aareement Data Date of original agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . WQ \ ; \33cc Term of original agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 y&St\ Person with authority to renew . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Number of allowable extensions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 Length of allowable extensions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Dollar amount of original agreement . . . . . . . . . . . . . . . . . . . . . . . . */so 06 +orscv\ Aareement Processed By Name:yoe fkt!?ol\ Dept.: w/ 06< Ext: xqG;;x SECTION B Purchase Requisition number: Other purchase order numbers associated with original agreement, extensions and/or amendments: ‘Please attach copy of document. Rev. 07/07/1999 - LICENSE AGREEMENT This Agreement is made between the City of Carlsbad (“City”), a municipal corporation, hereinafter referred to as “Licenser”, and Ken Grody Ford of Carlsbad, a California Corporation, hereinafter referred to as “Licensee” commencing November 1, 1999. RECITALS 1. The City is the owner of real property more specifically identified as Assessor’s Parcel No. 21 I-060-08-00 on a 0.88 acre site, more specifically described as Lot 8 of Carlsbad Tract No. 72-3, Map 7492 commonly known as the Car Country Park Site, and hereinafter referred to as the “Property”. 2. The City now uses the*Property for a leisure park. 3. Licensee is desirous of placing a coaxial computer cable therein and the property is adequate in size for that purpose. 4. The City is willing to allow Licensee to place a coaxial computer cable on the property. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: City hereby grants to Licensee a license to use the portion of the Property that is depicted in Exhibit “I” hereto (the “premises”) for the purposes and subject to the agreement and terms and conditions set forth herein: BLIGATIONS Licensee agrees to do the following: 1. Use the Property for the purpose of digging a twenty-four (24) inch entrenchment to place, maintain and operate a coaxial computer cable therein, consisting of approximately four hundred seventy eight (478) linear feet. A security fence, consisting of chain link construction or similar but comparable construction, shall be placed around the perimeter of the work area of Licensee. All improvements shall be at Licensee’s expense. 2. Be responsible for maintenance the coaxial computer cable installed on the premises by Licensee. 3. Be responsible for returning the property to its current condition after installation and/or removal of the cable upon termination of this license, including but not limited to replacing the excavated dirt, existing ground cover, plants and/or trees. The ground cover, plants and/or trees being replaced must be the same species and same size as the ground cover, plants and/or trees once removed. 4. Be responsible for its own equipment. Provide any insurance coverage for the equipment and facilities installed by Licensee. 5. Be responsible for securing any necessary permits from City to place the coaxial computer cable of Licensee on the Property. Licensee may substitute, modify and/or add to its coaxial computer cable located on the Property from time to time, provided that Licensee first obtains any and all required City approval for such substitution, modification and/or addition and the approval of Licenser. 2 5/14/99 6. Be responsible for all utilities and any property taxes imposed as a result of the use of the Property by Licensee. 7. Exercise due diligence in utilizing the Property of the City so as to not interfere with utilization of the Property by the City. Licensee agrees to comply with any rules and regulations that the City may promulgate at any time in reference to utilization of the Property by any party other than the City. 8. Pay to City without abatement, deduction or offset the following fee on or before the first day of each month of this agreement: (a) One hundred fifty ($150.00) dollars per month for the first year of this agreement. (b) Commencing on the anniversary date of this Licensing Agreement in years 2, 3, 4 and 5, said monthly fee shall increase as follows if the license is still in effect: Year 2: One hundred ninety ($190.00) dollars and per month. Year 3: Two hundred ($200.00) dollars and per month. Year 4: Two hundred ten ($210.00) dollars and per month. Year 5: Two hundred twenty ($220.00) dollars and per month. Monthly fees may be pro-rated as required. If the City desires to continue this license beyond five years, the fee amount shall be renegotiated at that time. (c) If any of the monthly fee payments are not received by the City by the 10th day of the month in which they are due, the fee shall be deemed delinquent and a ten (10) percent penalty on the sum owing shall accrue on the late payment. If 3 5114199 Licensee should become delinquent on the fee for two or more months in any twelve month period, the City may revoke this agreement forthwith and demand removal of all personal property within ten (10) days, or remove such property itself and charge Licensee for the cost of removal. 9. (a) Licensee understands and agrees that this licensing agreement may be revoked at any time in the future if the City determines for any reason at any time in the future that this license agreement is not in the best interest of the City, notwithstanding any investment of Licensee in improving the property for its use. The determination of license revocation shall be within the sole discretion of the City. In the event the City’s revocation of a license is not due to a breach by Licensee of one of the conditions or obligations provided for in this agreement, the City shall give Licensee written notice of the necessity of removal of the coaxial computer cable one hundred eighty (180) calendar days prior to the effective date of the removal. Such removal shall be at the expense of Licensee. (b) If this license is revoked by the City due to a breach by Licensee of one of its obligations herein, the revocation shall be effective thirty (30) calendar days from the date of delivery of the notice of revocation and Licensee shall remove all of its personal property and equipment from the Property by that time or the City may remove it and charge Licensee for the cost of removal. 10. If upon expiration or termination of this agreement Licensee remains on the Property, Licensee shall pay a fee at two times the then existing monthly rate until such time as Licensee vacates the premises by removal of its personal property and fixtures. 4 s/14/99 11. (a) Licensee waives all claims against the City of Carlsbad for any damages to the personal property and equipment of Licensee in, upon or about the Property and for injuries to any employees of Licensee or their agents in or about the Property from any cause arising at any time, and Licensee will hold the City of Carlsbad exempt and harmless from any damage or injury to any person, or any property, arising from the use of the Property by Licensee, or from the failure of Licensee to keep the coaxial computer cable in good condition and repair, as herein provided. (b) Licensee indemnification shall include any and all costs, expenses, attorneys fees and liability incurred by the City of Carlsbad, its officers, agents, or employees in defending against such claims, whether the same proceed to judgment or not. (c) Licensee shall at its own expense, upon written request by the City of Carlsbad, defend any such suit or action brought against the City of Carlsbad, its officers, agents or employees. Licensee indemnification of the City of Carlsbad shall not be limited by any prior or subsequent declaration by Licensee. 12. Licensee agrees and hereby stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this agreement is San Diego County, California. 13. Licensee shall obtain and maintain for the duration of the contract insurance against claims for injuries to persons or damage to property which may arise out of or in connection with this agreement, its agents, representatives, employers or 5 5114199 C - subcontractors. Said insurance shall be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best’s Key Rating of not less than “A-V and shall meet the City’s policy for insurance as stated in City Council Resolution No. 91-403. (a) Comprehensive General Liability Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policy contains aggregate limits, a general aggregate limit shall apply separately under this contract or the general aggregate shall be twice the required per occurrence limit. (b) Licensee shall ensure that the policy of insurance required under this agreement contains, is endorsed to contain, the following provisions: 1) The City of Carlsbad shall be designated as an additional insured on the policy. 2) Licensee shall furnish policy endorsements to the City before commencement of work. 3) Licensee shall obtain occurrence coverage. 4) This insurance shall be in force during the life of the agreement and shall not be canceled without thirty (30) days prior written notice to the City sent by certified mail. 5) If Licensee fails to maintain any of the insurance coverages required herein, then the City will have the option to revoke this license agreement, or may purchase replacement insurance or pay the premiums that are due on existing 6 5/14/99 policies in order that the required coverages may be maintained. Licensee is responsible for any payments made by the City of Carlsbad to obtain or maintain such insurance and the City of Carlsbad may collect the same from Licensee or deduct the amount paid from any sums due Licensee under this agreement. 15. Licensee and City agree that they will not use, generate, store or dispose of any Hazardous Material on, under, about or within the Property in violation of any law or regulation. “Hazardous Material” shall mean petroleum or any petroleum product, asbestos, any substance known by the State of California to cause cancer and/or reproductive toxicity, and/or any substance, chemical or waste which is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. In the event of a breach of this provision by either party, the other may terminate this agreement forthwith and pursue any remedies to which it is entitled by law. 16. Licensee understands and acknowledges that assignment, sublicensing or transfer of the license granted herein is absolutely prohibited without the written consent of the City, and any attempt to do so without written consent may result in a revocation of the license at the will of the City. UCENSOR S I OBLIGATIONS City agrees to do the following: 1. Allow the placement of a coaxial computer cable on the Property for use of Licensee. 2. Allow reasonable ingress and egress for Licensee to the Property, including access any time in cases of emergency or equipment failure. 7 5114199 3. Be responsible for its own equipment. 4. Grant any necessary temporary easement for as long as this license is in effect. 5. Permit Licensee ingress and egress to the Property to conduct such surveys, structural strength analysis, subsurface boring tests and other activities of a similar nature as Licensee may deem necessary. All such activities shall be at the sole expense Licensee. Licensee agrees to hold City and the Property free and harmless from any cost, claims and damages, actual or asserted, including costs of investigation and/or defense thereto connected in any way with said activities. 7. City and its agents and contractors shall have the right to enter the Premises upon forty-eight (48) hours advance notice to Licensee, during reasonable business hours and when accompanied by personnel of Licensee, for the purpose of making any necessary alterations or repairs as provided in this License Agreement. In the event of an emergency, the notice requirement will be waived. 8. All notices under this License Agreement shall be in writing and, unless otherwise provided herein, shall be deemed validly given if sent by certified mail, return receipt requested, or via recognized overnight courier service, addressed as follows (or to any other mailing address which the party to be notified may designate to the other party by such notice). All notices property given as provided for in this section shall be deemed to be given on the date when sent. Should City or Licensee have a change of address, the other party shall immediately be notified as provided in this section of such change with a copy to: 5114199 h KEN GRODY FORD OF CARLSBAD: P.O. Box 1576 Carisbad, CA 92018-I 576 Attn: Parts and Service Director CITY OF CARLSBAD: 1200 Carlsbad Village Drive Carlsbad, CA 92008 Attn: Doug Duncanson Title: Public Works Manager IN WITNESS HEREOF, the parties have executed this agreement by their officers therein duly authorized as of the date and year first written above. KEN GRODY FORD OF CARLSBAD CITY OF CARL&AD ’ Licensee Licenser BY: ~~~ Raymond Patchett, City Manager (Proper notarial acknowledgment of execution by Licensee must be attached. (Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL City Attorney BY: 5114199 .L . ’ . - - State of California 1 ss. County of ORANGE On 11-18-1999 , before me, MARIE S COLES Date Name and Title of Officer (e.g., “Jane Doe, Notary Public”) personally appeared IZFlIjQJETH B GRODY Name(s) of Signer(s) MARIE S. COB Ccxnmission8123~ NotuyPdlk-coatomk Place Notary Seal Above R personally known to me 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary P&c OPTlONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: -AGREEMENT Document Date: 1 A_ E;- 1 999 Number of Pages: 9 Signer(s) Other Than Named Above: / Capacity(ies) Claimed by Signe _ Signer’s Name: 0 Individual &4$/ 0 Corporate Officer - Title(s): pnlz!.~T 0 Partner - 0 Limited 0 General q Attorney in Fact Cl Trustee Cl Guardian or Conservator 0 Other: Signer Is Representing: Top of thumb here 0 1997 NatIonal Notary Association * 9350 De Soto Ave., P.0. Box 2402 * Chatsworth. CA 91313.2402 Prod. No. 5907 Reorder: Call Toll-Free l-800-876-6827 -. State of California County of -17 1 ss. On 11-18-1999 , before me, MAUJ? s PUS Date Name and Title of Officer (e.g., “Jane Doe, Notary Public”) personally appeared rKJQ?y I Bpersonally known to me 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(M) at-d that hv hinlherltheir signature(! --/I -.‘- -..-- --I -. . - . _. . - ;) on the instrument the person(s), or . . .* * . . . . . , . the entity upon oenalr ot wnlcn me person(s) acted, executed the instrument. WITNESS my hand and official seal. Place Notary Seal Above Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: T.TmNhTrF Document Date: 1 1 - 5-l 9 9 9 Number of Pages: 9 Signer(s) Other Than N Capacity(ies) Clai Signer’s Name: 0 Individual 0 Corporate Officer - 0 Partner - Cl Limited q Attorney in Fact 0 Trustee 0 Guardian or Conservator 0 Other: Signer Is Representing: Top of thumb here 0 1997 National Notary Association - 9350 De Soto Ave , P.O. Box 2402 * Chatsworth, CA 91313-2402 Prod No. 5907 Reorder: Call Toll-Free 1-600-876-6627 3 a.c.cA N--bS ‘. a.+ 066- OS- 00 : - .