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HomeMy WebLinkAboutC-2698Iloo - ItO C •2619 License #000907 ARCADIA COUNTY PARK 405 SOUTH SANTA ANITA AVENUE, ARCADIA, CA 91006 CITY OF ARCADIA ACCESS PERMIT AND LICENSE AGREEMENT ( "LICENSE ") Licensee: Licensor: City of Arcadia County of Los Angeles Department of 240 West Huntington Drive Parks and Recreation Arcadia, CA 91007 510 South Vermont Avenue Los Angeles, CA 90020 Authority: L.A.C.C.2.26.140B(3) Expiration Date: See Paragraph 3 Consideration: See Paragraph 4 1. PREMISES: Licensee, its employees, contractors and agents, after execution of this license by the Director of the Los Angeles County Department of Parks and Recreation ( "Director "), is hereby granted permission to enter Arcadia County Park ( "the Park "), located at 405 South Santa Anita Avenue, Arcadia, CA 91006. A. Licensee hereby acknowledges the title of Licensor and /or any other public agencies having jurisdiction there over, in and to the Premises, and covenants and agrees never to assail, contest or resist said title. B. Equipment, tools, materials and vehicles are not allowed to remain on the Premises overnight. 2. LICENSED USE: The following work relating to a proposed street widening project at the southeast corner of Huntington Drive and Santa Clara Avenue: the removal of three (3) trees including the tree stumps; minor grading; construction of a new connecting ADA- compliant sidewalk to parking lot's sidewalk; installation of two stop signs at two parking lot exits; adjustment of driveway grades; relocation and adjustment of irrigation; replanting of sod within work zone; and final planting of six (6) new trees (minimum 36 inch box trees). The labor and materials will be provided at no expense to Licensor. Licensee shall exercise the permission herein given in such a manner as to minimize interference with the full use and enjoyment of said Premises by Licensor. 3. TERM: The term of this License commences when the License is signed by the Director and runs thereafter for a period not to exceed two (2) years ending when Licensee obtains Licensor's final approval and acceptance of the Project. 4. CONSIDERATION: The estimated value of improvements to be provided by the Licensee's Project on the Park is approximately $39,400. 5. CEQA COMPLIANCE: In compliance with the California Environmental Quality Act (CEQA), the Licensee prepared an Initial Study and determined that with the incorporation of mitigation measures detailed in the Mitigation Monitoring and Reporting Program, the proposed project would not have a significant effect on the environment. A Mitigated Negative Declaration was adopted by the Arcadia City Council on January 3, 2012 following a public hearing. 6. NOTICES: A. Whenever provision is made for giving written notice, such notice shall be deemed to have been received if it was sent by mail and e- mailed to: Mr. James Barber at jbarber(a-parks.lacounty.gov and Mr. Philip Wray at pwray(cr- ci.arcadia.ca.us and addressed as follows: To Licensor: County of Los Angeles Department of Parks and Recreation Attention: James Barber 510 South Vermont Avenue, Room 201 Los Angeles, CA 90020 -1975 To Licensee: City of Arcadia Attention: Philip Wray 240 West Huntington Drive Arcadia, CA 91007 or such other place in California as may hereinafter be designated in writing respectively by Licensor or Licensee. 7. INDEMNIFICATION: Licensee shall indemnify, defend and hold harmless County, its Special Districts, elected and appointed officers, employees, and agents from and against any and all liability, including but not limited to demands, claims, actions, fees, costs and expenses (including attorney and expert witness fees), arising from or connected with Licensee's acts and /or omissions arising from and /or relating to this License. The terms of this paragraph survive the termination of this License. 8. GENERAL INSURANCE PROVISIONS: Without limiting Licensee's indemnification of Licensor, and in the performance of this License and until all of its obligations pursuant to this License have been met, Licensee shall provide and maintain at its own expense insurance coverage satisfying the requirements specified in this Section, "General Insurance Provisions" and the "Insurance Coverage Requirements — Types and Limits" Section of this License. These minimum insurance coverage terms, types and limits (the "Required Insurance ") also are in addition to and separate from any other contractual obligation imposed upon Licensee pursuant to this License. The Licensor in no way warrants that the Required Insurance is sufficient to protect the Licensee for liabilities which may arise from or relate to this License. Page 2 of 10 a. Evidence of Coverage and Notice to Licensor: Certificate(s) of insurance coverage (Certificate) satisfactory to Licensor, and a copy of an Additional Insured endorsement confirming County and its Agents (defined below) has been given Insured status under the Licensee's General Liability policy, shall be delivered to Licensor at the address shown below and provided prior to commencing services under this License. i. Renewal Certificates shall be provided to Licensor not less than 10 days prior to Licensee's policy expiration dates. Licensor reserves the right to obtain complete, certified copies of any required Licensee and /or Sub - Contractor insurance policies at any time. ii. Certificates shall identify all Required Insurance coverage types and limits specified herein, reference this License by name and number, and be signed by an authorized representative of the insurer(s). The Insured party named on the Certificate shall match Licensee's name .Certificates shall provide the full name of each insurer providing coverage, its NAIC (National Association of Insurance Commissioners) identification number, its financial rating, the amounts of any policy deductibles or self- insured retentions exceeding fifty thousand ($50,000.00) dollars, and list any Licensor required endorsement forms. iii. Neither the Licensor's failure to obtain, nor the Licensor's receipt of, or failure to object to a non - complying insurance certificate or endorsement, or any other insurance documentation or information provided by the Licensee, its insurance broker(s) and /or insurer(s), shall be construed as a waiver of any of the Required Insurance provisions. Certificates and copies of any required endorsements shall be sent to: County of Los Angeles Department of Parks and Recreation Attention: James Barber 510 South Vermont Avenue, Room 201 Los Angeles, California 90020 iv. Licensee also shall promptly report to Licensor any injury or property damage accident or incident, including any injury to a Licensee employee occurring on County property, and any loss, disappearance, destruction, misuse, or theft of County property, monies or securities entrusted to Licensee. Licensee also shall promptly notify Licensor of any third party claim or suit filed against Licensee or any of its Sub - Contractors which arises from or relates to this License, and could result in the filing of a claim or lawsuit against Licensee and /or Licensor. Page 3 of 10 b. Additional Insured Status and Scope of Coverage. The County of Los Angeles, its Special Districts, Elected Officials, Officers, Agents, Employees and Volunteers (collectively County and its Agents) shall be provided additional insured status under Licensee's General Liability policy with respect to liability arising out of Licensee's ongoing and completed operations performed on behalf of the Licensor. County and its Agents additional insured status shall apply with respect to liability and defense of suits arising out of the Licensee's acts or omissions, whether such liability is attributable to the Licensee or to the Licensor. The full policy limits and scope of protection also shall apply to the Licensor and its Agents as an additional insured, even if they exceed the Licensor's minimum Required Insurance specifications herein. Use of an automatic additional insured endorsement form is acceptable providing it satisfies the Required Insurance provisions herein. c. Cancellation of or Changes in Insurance. Licensee shall provide County with, or Licensee's insurance policies shall contain a provision that County shall receive, written notice of cancellation or any change in Required Insurance, including insurer, limits of coverage, term of coverage or policy period. The written notice shall be provided to County at least ten (10) days in advance of cancellation for non - payment of premium and thirty (30) days in advance for any other cancellation or policy change. Failure to provide written notice of cancellation or any change in Required Insurance may constitute a material breach of the Contract, in the sole discretion of the County, upon which the County may suspend or terminate this Contract. d. Failure to Maintain Insurance. Licensee's failure to maintain or to provide acceptable evidence that it maintains the Required Insurance shall constitute a material breach of the Contract, upon which County immediately may withhold payments due to Licensee, and /or suspend or terminate this Contract. County, at its sole discretion, may obtain damages from Licensee resulting from said breach. Alternatively, the County may purchase the Required Insurance, and without further notice to Contractor, deduct the premium cost from sums due to Licensee or pursue Contractor reimbursement. e. Insurer Financial Ratings. Coverage shall be placed with insurers acceptable to the County with A.M. Best ratings of not less than A:VII unless otherwise approved by Licensor. Licensee's Insurance Shall Be Primary. Licensee's insurance policies, with respect to any claims related to this License, shall be primary with respect to all other sources of coverage available to Licensee. Any Licensor maintained insurance or self- insurance coverage shall be in excess of and not contribute to any Licensee coverage. Page 4 of 10 g. Waivers of Subrogation. To the fullest extent permitted by law, Licensee hereby waives its and its insurer(s)' rights of recovery against Licensor under all the Required Insurance for any loss arising from or related to this License. Licensee shall require its insurers to execute any waiver of subrogation endorsements which may be necessary to affect such waiver. h. Sub - Contractor Insurance Coverage Requirements. Licensee shall include all Sub - contractors as insureds under Licensee's own policies or shall provide Licensor with each Sub - Contractor's separate evidence of insurance coverage. Licensee shall be responsible for verifying each Sub - Contractor complies with the Required Insurance provisions herein and shall require that each Sub - Contractor name the Licensor and Licensee as additional insureds on the Sub - Contractor's General Liability policy. Licensee shall obtain Licensor's prior review and approval of any Sub - Contractor request for modification of the Required Insurance. Deductibles and Self- Insured Retentions (SIRs). Identify any deductibles or self- insured retentions (deductible /retentions) exceeding $25,000. Deductibles /retentions exceeding $25,000 will require the prior approval of the County Auditor - Controller. The Licensee may request approval to use a deductible /retention of more than $25,000 by submitting the current audited financial statements for review by the County Auditor - Controller which demonstrate, at the sole discretion of the County Auditor - Controller, that the Licensee has the ability to pay the higher deductible /retention. The Licensor retains the right to require the Licensee to reduce or eliminate deductibles /retentions as they apply to the Licensor, or, require Licensee to provide a bond guaranteeing payment of all such retained losses and costs attributable to the Licensee's retention, or, withhold payment to Licensee in the amount of all or any deductibles /retentions as the Licensor deem appropriate Licensee's policies shall not obligate the Licensor to pay any portion of any Licensee deductible or SIR. Claims Made Coverage. If any part of the Required Insurance is written on claims made basis, any policy retroactive date shall precede the effective date of this License. Licensee understands and agrees it shall maintain such coverage for a period of not less than three (3) years following License expiration, termination or cancellation. k. Application of Excess Liability Coverage. Licensee may use a combination of primary and excess insurance policies which provide coverage as broad as ( "follow form" over) the underlying primary policies to satisfy the Required Insurance provisions. I. Separation of Insureds. All liability policies shall provide cross - liability coverage as would be afforded by the standard ISO (Insurance Services Office, Inc.) separation of insureds provision with no insured versus insured exclusions or limitations. Page 5 of 10 m. Alternative Risk Financing Programs. The Licensor reserves the right to review, and then approve, Licensee use of self- insurance, risk retention groups, risk purchasing groups, pooling arrangements and captive insurance to satisfy the Required Insurance provisions. The County and its Agents shall be designated as an Additional Covered Party under any approved program. n. Licensor Review and Approval of Insurance Requirements. The Licensor reserves the right to review and adjust the Required Insurance provisions conditioned upon Licensor's determination of changes in risk exposures. 9. INSURANCE COVERAGE REQUIREMENTS — TYPES AND LIMITS a. Commercial General Liability insurance (providing scope of coverage equivalent to ISO policy form CG 00 01), naming County and its Agents as an additional insured, with limits of not less than the following: General Aggregate: $ 2 million Products /Completed Operations Aggregate: $ 1 million Personal and Advertising Injury $ 1 million Each Occurrence: $ 1 million b. Automobile Liability insurance (providing scope of coverage equivalent to ISO policy form CA 00 01) with a limits of not less than $1 million for bodily injury and property damage, in combined or equivalent split limits, for each single accident. Insurance shall cover liability arising out of Licensee's use of autos pursuant to this License, including owned, leased, hired, and /or non -owned autos, as each may be applicable. c. Workers Compensation and Employers' Liability insurance or qualified self- insurance satisfying statutory requirements, which includes Employers' Liability coverage with limits of not less than $1 million per accident. If Licensee will provide leased employees, or, is an employee leasing or temporary staffing firm or a professional employer organization (PEO), coverage also shall include an Alternate Employer Endorsement (providing scope of coverage equivalent to ISO policy form WC 00 03 01 A) naming the County as the Alternate Employer, and the endorsement form shall be modified to provide that Licensor will receive not less than thirty (30) days advance written notice of cancellation of this coverage provision. If applicable to Licensee's operations, coverage also shall be arranged to satisfy the requirements of any federal workers or workmen's compensation law or any federal occupational disease law. 10. OPERATIONAL RESPONSIBILITIES: Licensee shall: a. Comply with and abide by all applicable rules, regulations and reasonable directions of Licensor; designate and provide Licensor with the name(s) Page 6 of 10 and phone contact number(s) of Licensee's responsible representative(s) who shall be on the Premises during the hours Licensee is conducting supervised apprentice training activities in accordance with written specifications submitted by Licensor pursuant to this License. b. Licensor's representative, Mr. Richard Chang, Departmental Facilities Planner I, East Agency, (626) 333 -4720 phone, (626) 290 -4893 cell shall provide specifications and detailed scope of work, inspect Licensee's work and reasonably determine whether or not it was completed in accordance with Licensor's specifications. In addition, the quality and workmanship must meet minimum industry standards. At the completion of each project, the Department, through the East Agency shall issue a Notice of Project Acceptance. If the improvements are unacceptable, within fifteen (15) County business days after inspection of the specific project, Licensor shall provide Licensee with a list of items that need to be corrected, or issuance of said notice will be delayed until all Project items are corrected. c. Licensee is permitted access to the Premises from 7:00 a.m. to 6:00 p.m. weekdays, except when Licensee's permitted use conflicts with scheduled Park events or activities. Contact Mr. Richard Chang, Departmental Facilities Planner I, forty -eight (48) hours prior to Licensee's initial access to Premises and immediately in emergencies: phone number (626) 333 -4720, cell (626) 290 -4893, fax (626) 369 -0845, and e-mail address [rchange- parks.lacounty.aov]. Mr. Philip Wray, Deputy Development Services Director and City Engineer is Licensee's emergency contact who can be reached at (626) 574 -5488 by phone. d. At or before the time proof of insurance is submitted, provide Licensor with the names, license numbers, business addresses, and phone numbers of any and all of Licensee's contractors who will be entering the Premises. e. Take the following precautions prior to commencing permitted activities: contact Underground Service Alert (USA) to locate utilities in or near the Premises; review park irrigation /utility plans; walk the Premises and Licensee's access route with Park personnel to flag irrigation /utility lines, sprinkler heads, valve boxes, etc. Notwithstanding said precautions, Licensee agrees to repair or replace any pipelines, sprinkler heads, valve boxes, etc. damaged during the course of exercising the permission herein given. f. Maintain the Premises and surrounding area in a safe and sound condition. Licensee shall ensure staging area is secured by existing chain link fence and locked gates. g. Provide all safety and security signs, barricades, pedestrian and traffic cones, lights and other related safety features to prevent vehicular Page 7 of 10 accidents, personal injury, and property damage due to Licensee's activities. h. Assume the risks and bear all costs of damage or destruction, and loss due to theft, burglary or vandalism to any and all of Licensee's equipment, materials, tools, and vehicles owned hired, leased, or used by Licensee for this License, except to the extent that such damage or destruction and loss result from the negligence or willful misconduct of Licensor. Repair or replace, to the satisfaction of Licensor, any and all of Licensor property lost, damaged, or destroyed as a result of Licensee's use of the Premises and activities. Should Licensee fail to promptly make repairs or replacements to Licensor's satisfaction, Licensor may have these repairs made at Licensee's sole cost and expense. 11. INDEPENDENT STATUS: This License is by and between Licensor and Licensee. It is not intended and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture or association as between Licensor and Licensee. Licensee understands and agrees to bear the sole responsibility and liability for furnishing Workers' Compensation benefits to any person for injuries arising from or connected with services performed on behalf of Licensee pursuant to this License. 12. EMPLOYEES: All references to the "Licensee" herein are deemed to include the employees, agents, contractors, apprentices and anyone else required under written contract with Licensee to access the Premises. 13. LIMITATIONS: It is expressly understood that in licensing the right to use said Premises, no estate or interest in real property is being conveyed to Licensee, and that the right to use is only a nonexclusive, revocable and unassignable permission to use the Premises in accordance with the terms and conditions of this License. 14. AMENDMENTS: The terms of this License may be amended by the Director upon mutual agreement of Licensor and Licensee with either party giving the other prior written notice explaining why the amendment is being requested. 15. ASSIGNMENT: This License is personal to Licensee, and any attempt to assign or transfer same in whole or part without Licensor's prior written consent shall immediately terminate all of Licensee's rights hereunder. 16. AUTHORITY TO STOP: In the event that an authorized representative of Licensor finds that Licensee's activities on the Premises unnecessarily endanger the health or safety of persons on or near said Premises, the representative may require that this License immediately be suspended until said endangering activities cease, or until such action is taken to eliminate or prevent the endangerment. 17. DEFAULT: This License may be immediately revoked by Licensor in the event of any failure or refusal on the part of Licensee to keep or perform any of the terms or conditions herein. Notice of revocation shall be given as provided by Section 5 of Page 8 of 10 this License. Failure by Licensor to revoke this License for noncompliance of the terms or conditions by Licensee shall not constitute a waiver of the terms or conditions. 18. TERMINATION: This License may be terminated at anytime without cause for any reason or no reason at all at the option of Licensor by giving thirty (30) days' notice of termination. 19. RESTORATION OF PREMISES: Upon any termination of this License, Licensee shall surrender the Premises in a neat and clean condition. Licensee shall complete restoration of the licensed area to its original condition or better prior to termination of this License. Restoration of the Premises shall include, but not be limited to, removal of all of Licensee's equipment, vehicles, trailers, containers, signs, litter, and debris. Licensee shall remove all improvements unless otherwise instructed in writing by Licensor. Licensor shall conduct an inspection of the Premises to determine if restoration has been completed by Licensee. If Licensor determines that restoration has not been completed upon expiration or termination of this License, Licensor may restore said Premises entirely at the reasonable expense of Licensee. 20. ALTERATIONS AND IMPROVEMENTS: Licensee has examined the Premises and knows the condition thereof. Licensee accepts the Premises in the present state and condition and waives any and all demand upon the County for alteration, repair, or improvement thereof. All betterments to the Premises shall become the property of County upon the termination of this License. 21. COUNTY LOBBYIST ORDINANCE: Licensee is aware of the requirements of Chapter 2.160 of the Los Angeles County Code with respect to County Lobbyists as such are defined in Section 2.160.010 of said code, and certifies full compliance therewith. Failure to fully comply shall constitute a material breach upon which Licensor may terminate or suspend this License. 22. TRANSFER OF TITLE /PARK CLOSURE: In the event Licensor transfers title of the Park and the licensed Premises to a newly- formed or existing governmental agency, this License shall be terminated on the date of said transfer to such agency, unless that agency agrees to assume this License. Licensor agrees to use its best efforts to obtain said assignment in the event Licensor transfers title of the Park to a newly— formed or existing governmental agency. In the event Licensor closes the Park this License shall terminate upon the effective date of such closure. Licensor shall provide written notice to Licensee immediately upon any consideration by the Licensor of the possibility of transferring or closing the Park. Licensor shall provide Licensee with as much prior written notice of any such transfer or closure of the Park as reasonably possible before the effective date of any such transfer or closure. (Signature Page Follows) Page 9 of 10 LICENSEE: CITY OF ARCADIA By: �e�a Donald Penman, City Manager APPROVED AS TO FORM: S #hen P. Deitsch City Attorney Who hereby personally covenants, guarantees and warrants that he /she has the power and authority to obligate the Licensee to the terms and conditions in this License. Pursuant to Section 2.26.1406 (3) of the Los Angeles County Code, this License has been executed on behalf of the County of Los Angeles by the Director of Parks and Recreation on the 2.6^ day of , 2012. Upon approval, a fully executed License bearing original signatures will be mailed to Licensee. LICENSOR: COUNTY OF LOS ANGELES DEPARTMENT OF PARKS AND RECREATION in Russ Guiney, Director Department of Parks and Recreation APPROVED AS TO FORM: JOHN KRATTLI Acting County Counsel By: ��L—QL- C--�O4� & Christina A. Salseda Principal Deputy County Counsel Page 10 of 10