HomeMy WebLinkAboutBeckman Coulter Inc; 2023-10-14;
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BECKMAN COULTER, INC.
FACILITY USE AGREEMENT
AND RELEASE OF LIABILITY
The City of Carlsbad (“USER”) desires to use facilities at Beckman Coulter's Carlsbad,
California facility (“Facility”) solely for the purpose of parking in the designated parking spaces
during the City of Carlsbad Public Safety Open House on October 14, 2023 (“Purpose”).
Beckman Coulter, Inc. (“BCI”) is willing to grant this permission subject to the terms and
conditions set forth in this Facility Use Agreement and Release of Liability (“Agreement”).
BCI hereby grants a non-exclusive right of entry and permission for USER to use the parking
spaces, at the Facility (the “Designated Space”) solely for the Purpose. This permission is
granted for the period commencing as of October 14, 2023 and terminating on October 15, 2023,
provided, however, that either party may terminate this Agreement at any time without cause
by giving the other party one (1) day written notice of termination. USER shall return the
Designated Space to BCI in the same condition received.
USER shall only use the Designated Space for the Purpose set forth above. For the purpose of
this Agreement, USER shall not allow any of its affiliates, subsidiaries, agents, contractors or
sub-contractors to use the Facility unless specific written permission is given by an authorized
representative of BCI.
USER shall instruct its employees, invitees and guests that they must obey all posted signs and
must obey the instructions of BCI’s security personnel at all times. BCI may refuse use of the
Facility to USER and any of its employees, invitees or guests who violate these rules.
USER assumes all risks of the use of the Facility and BCI shall not be responsible for any
personal injury or property damage suffered or incurred by USER or any of its employees,
invitees, guests, affiliates, subsidiaries, agents, contractors, or sub-contractors while using the
Facility. To the fullest extent permitted by law, USER agrees to indemnify and hold BCI and its
parent, affiliated and subsidiary entities and their respective principals, agents, visitors,
employees, partners, directors, officers and anyone else acting for or on behalf of any of them,
and their successors and assigns (collectively, the “BCI Parties”) harmless from all costs,
liabilities, causes of action, and expenses (including reasonable attorneys’ fees) that they may
suffer or incur as a result of personal injury or property damage caused by USER’s employees,
affiliates, subsidiaries, agents, contractors, or sub-contractors while using the Facility.
Furthermore, to the fullest extent permitted by law, USER agrees to indemnify and hold the BCI
Parties harmless from all costs, liabilities, causes of action, and expenses (including reasonable
attorneys’ fees) suffered or incurred by any of the BCI Parties as a result of a claim by USER’s
employees, invitees, guests, affiliates, subsidiaries, agents, contractors, or sub-contractors that
they suffered personal injury or property damage while using the Facility.
USER agrees to maintain worker’s compensation insurance in effect as required by law and to
maintain commercial general liability, and property damage insurance in effect at all times
while its employees, invitees, guests, affiliates, subsidiaries, agents, contractors, or sub-
contractors are using the Facility. The insurance shall have limits of not less than one million
DocuSign Envelope ID: 7C4D9ECD-CEB5-482D-9CDB-21C6A09DA546
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($1,000,000.00) dollars per occurrence. Each policy shall contain a waiver of subrogation with
respect to claims covered by the indemnity provisions of this Agreement. The BCI Parties shall
be included as additional insureds on USER’s and its contractors’ and vendors’ commercial
general liability insurance policies. If requested by BCI, USER shall provide BCI with
certificates of insurance evidencing that the required insurance has been obtained.
To the fullest extent permitted by law, USER fully releases and discharges the BCI Parties from
all actions, claims, or demands that USER or its assigns now have or may hereafter have for any
injury or damage to any person or property as a result of USER’s employees, invitees, guests,
agents, or contractors entering upon the Facility. USER makes this release notwithstanding
Section 1542 of the California Civil Code which provides as follows: “A general release does not
extend to claims which the creditor does not know or suspect to exist in his or her favor at the
time of executing the release, which if known by him or her must have materially affected his
or her settlement with the debtor.” USER understands and acknowledges the significance and
consequence of Section 1542 and expressly waives its rights under this section.
By signing below, USER represents that it has fully read the foregoing, understands the
contents, and voluntarily accepts the terms. Each individual and entity executing this
Agreement represents and warrants that he, she, or it has the capacity set forth in the signature
pages of this Agreement with full power and authority to bind the party on whose behalf he,
she, or it is executing this Agreement to the terms hereof.
CITY OF CARLSBAD
By: _____________________________________________________
Printed Name: ___Scott Chadwick___________________________
Title: ____City Manager____________________________________
Date _____________________________________________________
By: _____________________________________________________
Printed Name: ___Allegra Frost_____________________________
Title: ____Assistant City Attorney___________________________
Date _____________________________________________________
DocuSign Envelope ID: 7C4D9ECD-CEB5-482D-9CDB-21C6A09DA546
9/19/2023
9/26/2023