Loading...
HomeMy WebLinkAboutC-23251. LICENSE AGREEMENT (PARKING SPACES) THIS LICENSE AGREEMENT ( "Agreement ") is entered into as of the 1st day of February 2007, by and between The Redevelopment Agency of the City of Arcadia, a public body, corporate and politic ( "Licensor "), whose business address is 240 West Huntington Drive, Arcadia, CA 91007 and Enterprise Rent A Car ( "Licensee "), whose business address is 229 S. Azusa Avenue, CA 91790. RECITALS Licensor is the owner or tenant of a parking lot located at 35 West Huntington Drive, Arcadia, CA 91007 and commonly known as U haul Storage (the "Facility "). Licensee is engaged in the business of renting motor vehicles and needs space to park its vehicles. Licensor has offered to grant Licensee the right to occupy and use certain space in the Facility for the purpose of parking motor vehicles and Licensee is willing to accept such occupancy, subject to and in accordance with the terms and conditions hereinafter provided. NOW, THEREFORE, in consideration of the mutual promises herein set forth and other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties hereto, it is agreed as-follows: 1. Definitions. Whenever used in this Agreement the following terms shall have the meanings indicated. thereafter: • Premises That portion of the Facility to be occupied by Licensee, such portion being 15 parking spaces and does not apply to any other area including the common area. • Term The period of time during which Licensee may occupy the Premises, which Term shall be on a month -to -month basis, commencing on February 1 st (the "Commencement Date "). • License Fee The sum of ($500.00) per month. • Permitted Use For the parking of motor vehicles. 2. Licensee shall: (a) Pay the License Fee to Licensor at Licensor's notice address on the first day of each month during the Term; (b) Comply with all laws and ordinances and any rules and regulations generally applicable to occupants of the Facility now in effect or as hereinafter effected by Licensor; (c) Provide and keep in force during the Term, for the benefit of Licensor and any other persons or entities designated by Licensor, general liability insurance in the amount of $2,000,000 for injuries to any one person, $2,000,000 for any one accident and $100,000 for property damage or, in the alternative, combined single limit coverage of at least $2,000,000. Licensee shalt deliver certificates of such insurance to Licensor before occupying the Premises. All such policies shall include a provision that Licensor shall receive at lease thirty (30) days notice prior to material change or cancellation thereof. Except in the case of the willful or negligent act or omission of Licensor, its agent or employee and subject to paragraph 10 hereof, Licensee agrees to indemnify, defend and hold Licensor harmless from and against any and all claims, damages, liabilities or expenses (including attorney's fees) brought or incurred because of any injury to person(s) or damage to property arising from the use, occupancy or control of the Premises by Licensee; (d) Use the Premises only for the Permitted Use; and (e) At the expiration or termination of the license, quit and surrender the Premises in the same condition as the date hereof, damage by casualty and reasonable wear and tear excepted, and. Licensee shall remove its equipment and any other property there from and repair any damage caused by such removal. Any equipment or property not so removed at the expiration or termination date shall be deemed abandoned, but Licensee shall nonetheless remain liable for the cost of its removal. 3. Licensor shall: (a) Permit Licensee and its agents, employees and invitees access to the Premises and the facility throughout the Term and the right to use all means of ingress /egress of the common area associated with the Facility (e.g. access roads, parking areas) in the same manner as such areas are made available to and used by the employees and invitees of the Facility; (b) Provide and pay the cost of all utilities serving the Facility; and (c) Keep and maintain the Facility and the surrounding areas, including any equipment installed therein or thereabout, neat, clean, free of debris and trash and in good order and repair and in an attractive and clean condition, and uniformly enforce all rules and regulations generally applicable to occupants of the Facility now in effect or as hereinafter effected by Licensor. 2 4. Alterations. Licensee will make no alterations or additions to the Premises without the written approval of Licensor, which approval will not be unreasonably withheld, conditioned or delayed. 5. Licensor's Limitation of Liabilikv. Licensor makes no representations or warranties as to the security of vehicles parked in the Premises, and is under no obligation to provide security for persons or property on the Premises. Licensor is not responsible to Licensee, its employees, agents, customers or invitees for any fire, theft or damage to vehicles parked on the Premises, and is not responsible for personal property left in the vehicles. 6. License Subject to Existing Rights of Others. This License is subject to all existing easements, servitudes, licenses, and rights of way for canals, ditches, levees, roads, highways, and telephone, telegraph, and electric power lines, and other purposes, whether or not of record. 7. Taxes. Licensee understands that this License may create a possessory interest subject to property taxation, and that Licensee may be subject to the payment of property taxes levied on such interest. Any such imposition of a possessory interest tax shall be a tax liability of Licensee solely, and shall be paid by the Licensee. 8. Signs. Licensee shall have the right to install tasteful, professionally prepared signs at the Premises and at such locations at the Facility that Licensor approves, which approval will not be unreasonably withheld, conditioned or delayed. 9. Liens. Licensee agrees not to suffer any mechanic's lien to be filed against the Premises or the facility by reason of any work, labor, services or materials performed at or furnished to the Premises by or for Licensee. 10. Default. If Licensee fails to cure (or as to any failure which cannot reasonably be cured within ten (10) days, fails to commence and diligently pursue the cure of) any default in the payment of the License Fee or with respect to the performance of any of the terms, conditions or covenants of this Agreement within ten (10) days after written notice of such failure, then Licensor may, if it so elects, at any time thereafter terminate this Agreement upon giving Licensee ten (10) days notice in writing, and this Agreement shall terminate on the date fixed in such notice as if such date were the date originally fixed in. the Agreement for the expiration of the Tem. Such right to terminate shall be in addition to any and all other rights and remedies available to Licensor at law or in equity. 11. Termination. This Agreement may be terminated by either Licensor or Licensee by giving written notice of such termination to the other party. Such notice must state the effective date of such termination, which effective date must, in the case of notice from Licensor, be at least 30 days following the date of the notice and, in the case of notice from Licensee to Licensor, at least 30 days following the date of the notice. 3 12. Notices. All notices and other communications authorized or required hereunder shall be in writing and shall be given by mailing the same by certified mail or registered mail, return receipt requested, postage paid, and any such notice or other communication shall be deemed to have been given when received by the party to whom such notice or other communication shall be addressed, or on the date noted that the addressee has refused delivery. If intended for Licensor, the same shall be mailed to the address hereinabove set forth or such other address as Licensor may hereinafter designate by notice to licensee, and if intended for Licensee, the same shall be mailed to Licensee at 229 S. Azusa Avenue, CA 91790, Attn: Scott Sampley. 13. Release and Subrogation. Licensor and Licensee each waive any right to recover against the other for damage to the Facility or the Premises or any part thereof or any property thereon, but only to the extent that such damage is covered by insurance actually carried or required to be carried by either Licensor or Licensee. This provision is intended to waive fully, and for the benefit of each party, any rights and claims which might give rise to a right of subrogation in any insurance carrier. 14. Holding Over. In the event that Licensee or anyone claiming under Licensee shall continue occupancy of the Premises after the expiration of the Term without any agreement in writing between Licensor and Licensee with respect thereto, such occupancy shall not be deemed to extend or renew the Term, but such occupancy shall continue as a License from month to month upon the covenants, provisions and conditions herein contained and at the same License Fee, prorated and payable for the period of such occupancy. 15. No Assi mf ment. Neither this License nor any interest herein shall be assigned, voluntarily or involuntarily, or by operation of law or otherwise, nor shall the Premises, or any part thereof, be sublet by Licensee without the prior written consent of Licensor. Any such assignment or subletting without such prior written consent of the Licensor shall be void. 16. Indemnification of Licensor. Licensee agrees to indemnify, defend, and hold Licensor, its elected and appointed officials, officers, employees, agents, successors and assigns, free and harmless of any and all claims, liability, loss, damage, or expenses resulting from Licensee's occupation or use of the Premises, specifically including, without limitation, any claim liability, loss or damage arising by reason of: (a) The death or injury of any person or persons, including Licensee or any person who is an employee, agent, guest, or customer of Licensee, or by reason of the damage or destruction of any property, including property owned by Licensee or any person who is an employee, agent, guest, or customer of Licensee, and caused or allegedly caused by either the condition of the Premises, or some act or omission of Licensee or of some 4 agent, contractor, employee, servant, sublicensee, guest, or customer of Licensee on the Premises; (b) Any work performed on the Premises or materials furnished to the Premises at the instruction or request of Licensee; and (c) Licensee's failure to perform any provision of this License, or to comply with any requirement of local, state or federal law or any requirement imposed on Licensee or the Premises by any duly authorized governmental agency or political subdivision. (d) Licensor's Indemnification - Except for damage or injury caused by the willful or negligent act or omission of Licensee, its agents or employees, Licensor will indemnify, defend and hold Licensee, its agents and employees harmless from any and all liability for injury to or death of any person, or loss of or damage to the property of any person, and all actions, claims, demands, costs (including, without limitation, reasonable attorneys' fees), damages or expenses of any kind arising therefrom which may be brought or made against Licensee or which Licensee may pay or incur by reason of the negligence or willful misconduct of Licensor. 17. Quiet Enjo ice. Licensor covenants and agrees with Licensee that upon Licensee paying the License Fee and observing and performing all of the terms, covenants and conditions on Licensee's part to be observed and performed hereunder (subject to applicable grace or cure periods), Licensee may peaceably and quietly have, hold, occupy and enjoy the Premises without hindrance or molestation from Licensor or any persons lawfully claiming through Licensor. 18. Waiver of Relocation Benefits. In the event that Licensor terminates this License at any time pursuant to Paragraph 11 herein, Licensee hereby waives any and all relocation benefits and rights, if any, to which Licensee may be entitled pursuant to California Government Code Section 720 et seq., it being understood, however, that Licensor believes that no such benefits are applicable to the rights created in favor of Licensee hereunder. 19. Waiver of Licensor's Lien. Licensor shall not have, and hereby expressly waives any lien that it might have, whether statutory or otherwise, in Licensee's personal property, fixtures, satellite dish antenna, inventory or stock -in -trade for any reason whatsoever. 20. Agreement Binding. This Agreement constitutes the entire agreement between the parties, superseding all other agreements or understandings. This Agreement may not be modified or amended except in writing signed by the parties. This Agreement shall bind and be for the benefit of Licensor and Licensee and their respective heirs, beneficiaries, successors and assigns. 5 21. No Rights Conferred. Nothing in this Agreement shall be deemed to confer upon Licensor any right or interest in Licensee's Trade Name, trade dress, slogans, or other property or procedures of Licensee. IN WITNESS WHEREOF, Licensor and Licensee have executed this Agreement as of the date first written above. Licensor: The Redevelopment Agency of the City of Arcadia, a public body, corporate and politic By: PAW Its: `�"�► Witness ATTEST: h6 Agency S etary APPROVED AS TO FORM: Licensee: Enterprise Rent A Car By:/ Scot Sampley Its: Regional Vice Present WAess CONCUR: Stephen P. Deitsch Department Head Date Agency Attorney