CONTRACT 3405 License AgreementLICENSE AGREEMENT BETWEEN THE
Domann, Cathy
From: Domann, Cathy
Sent: Thursday, June 02, 2005 4:56 PM
To: Jurjis, Seimone
Subject: Llicense Agreement for facade at 327 Main Street
Seimone,
Page 1 of 6
We have never received the License Agreement (approved by Council on10 /19/04) for the above?
Attached is the City Attorney approved template. Let me know if I can be of help.
LICENSE AGREEMENT BETWEEN THE
CITY OF EL SEGUNDO AND
THIS LICENSE is made and executed this day of ._.._._.. .......... _, 2004, between the CITY OF
EL SEGUNDO, a municipal corporation ( "CITY "), and a California nonprofit corporation
( "LICENSEE ").
1. LICENSE; DESCRIPTION OF PROPERTY. CITY licenses LICENSEE to use, on the terms
and conditions in this License, real property located at _[INSERT ADDRESS]'__ ( "Property ").
CITY's action is not, and should not be construed to be, a conveyance of a property interest or a lease; it
is a license to use property only.
2. USE OF PROPERTY.
A. LICENSEE may temporarily use the Property for the purposes of
B. CITY may change, amend, or terminate LICENSEE's use of Property at any time, and
in its sole discretion, verbally or in writing.
3. TERM. Except as provided in Section 4, the term of this license will begin on , 20 and
end on , 20. Upon mutual written agreement between the parties, this License may be
renewed for additional time.
4. TERMINATION.
A. As stated above, CITY may terminate this License at any time with or without cause,
upon written or verbal notification. Termination will be effective upon notification,
unless CITY specifies otherwise.
B. LICENSEE may terminate this License at any time in writing at least five (5) days
before the effective termination date.
C. By executing this document, LICENSEE waives any and all claims for damages that
might otherwise arise from CITY's termination under this Section.
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LICENSE AGREEMENT BETWEEN THE Page 2 of 6
34 0 5 .
D. Upon termination, LICENSEE will remove all personal property and improvements
from Property within two (2) days. Property will be left in a clean and orderly fashion.
5. COMPENSATION. In exchange for the use of the facilities at Property, LICENSEE agrees to pay
CITY a sum of dollar ($ for the term of this License.
6. CONDEMNATION. If all or part of Property is acquired by eminent domain or purchase in lieu
thereof, LICENSEE acknowledges that it will have no claim to any compensation awarded for the taking
of Property or any portion thereof or for loss of or damage to LICENSEE's improvements.
7. RELOCATION BENEFITS. LICENSEE acknowledges that it has been informed that CITY is a
public entity and that Property was previously acquired by CITY for a public purpose. LICENSEE
further acknowledges that any rights acquired under this License arose after the date of acquisition of
Property and that said rights are subject to termination when Property is needed by CITY. LICENSEE
hereby acknowledges that at the time of said termination of this License by CITY, it will not be a
"displaced person" entitled to any of the relocation assistance or benefits offered to displaced persons
under State or Federal law.
8. ALTERATIONS. LICENSEE will not make, or cause to be made, any alterations to Property, or
any part thereof, without CITY's prior written consent.
9. HAZARDOUS /TOXIC WASTE. CITY has not, nor, to CITY's knowledge, has any third party
used, generated, stored or disposed of, or permitted the use, generation, storage or disposal of, any
Hazardous Material (as defined below) on, under, about or within Property in violation of any law or
regulation. LICENSEE agrees that it will not use, generate, store or dispose of any Hazardous Material
(as defined below) on, under, about or within Property in violation of any law or regulation. LICENSEE
agrees to defend and indemnify CITY, to the extent stated in Section 12, against any and all losses,
liabilities, claims or costs arising from any breach of any warranty or agreement contained in this
Section. As used in this Section, "Hazardous Material" means any substance, chemical or waste that is
identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation
(including petroleum and asbestos).
10. SIGNS. LICENSEE will not place any sign upon Property without CITY's prior written consent.
LICENSEE will pay for all costs of any approved signage and comply with all applicable sign codes and
ordinances.
11. ASSIGNMENT. LICENSEE will not be permitted to assign this License or any interest therein.
12. INDEMNIFICATION.
A. LICENSEE will hold CITY harmless and free from any and all liability arising out of
this License, or its performance. Should CITY be named in any suit, or should any claim
be against it, by suit or otherwise, whether the same be groundless or not, arising out of
this License, or its performance, pursuant to this License, LICENSEE will defend CITY
(at CITY's request and with counsel satisfactory to CITY) and will indemnify it for any
judgment rendered against it or any sums paid out in settlement or otherwise.
B. For purposes of this section "CITY" includes CITY's officers, officials, employees,
agents, representatives, and certified volunteers.
C. LICENSEE expressly agrees that this release, waiver, and indemnity agreement is
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LICENSE AGREEMENT BETWEEN THE Page 3 of 6
intended to be as broad and inclusive as is permitted by the law of the State of California and that
if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue
in full legal force and effect.
D. It is expressly understood and agreed that the foregoing provisions will survive
termination of this License.
E. The requirements as to the types and limits of insurance coverage to be maintained by
LICENSEE as required by Section 13 below, and any approval of said insurance by
CITY, are not intended to and will not in any manner limit or qualify the liabilities and
obligations otherwise assumed by LICENSEE pursuant to this License, including but not
limited to the provisions concerning indemnification.
13. INSURANCE.
A. Before commencing performance under this License, and at all other times this License
is effective, LICENSEE will procure and maintain the following types of insurance with
coverage limits complying, at a minimum, with the limits set forth below:
Ty cry 11 UrAnce Limits (com 1?.a.��c .singe
Commercial general liability:
Workers compensation Statutory limits
B. Commercial general liability insurance will meet or exceed the requirements of the most
current ISO Forms. The amount of insurance set forth above will be a combined single
limit per occurrence for bodily injury, personal injury, and property damage for the
policy coverage. Liability policies must be endorsed to name CITY, its officials, and
employees as "additional insureds" under said insurance coverage and to state that such
insurance will be deemed "primary" such that any other insurance that may be carried by
CITY will be excess thereto. Such insurance will be on an "occurrence," not a "claims
made," basis and will not be cancelable except upon thirty (30) days prior written notice
to CITY except for nonpayment of premiums which may be cancelable upon ten (10) day
notice.
C. LICENSEE will furnish to CITY duly authenticated Certificates of Insurance and
Endorsements evidencing maintenance of the insurance required under this License and
such other evidence of insurance or copies of policies as may be reasonably required by
CITY from time to time. Insurance must be placed with insurers with a current A.M.
Best Company Rating equivalent to at least a Rating of "A:VII." Certificate(s) must
reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage.
CONTRACTOR will require its insurer to modify such certificates to delete any
exculpatory wording stating that failure of the insurer to mail written notice of
cancellation imposes no obligation, and to delete the word "endeavor" with regard to any
notice provisions.
D. Should LICENSEE, for any reason, fail to obtain and maintain the insurance required by
this License, CITY may obtain such coverage at LICENSEE's expense and charge the
cost of such insurance to LICENSEE under this License or terminate pursuant to Section
4.
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LICENSE AGREEMENT BETWEEN THE
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14. COMPLIANCE WITH LAW. LICENSEE will, at its sole cost and expense, comply with all of
the requirements of all federal, state, and local authorities now in force, or which may hereafter be in
force, pertaining to Property and will faithfully observe in the use of Property all applicable laws. The
judgment of any court of competent jurisdiction, or the admission of LICENSEE in any action or
proceeding against LICENSEE, whether CITY be a party thereto or not, that LICENSEE has violated
any such ordinance or statute in the use of Property will be conclusive of that fact as between CITY and
LICENSEE.
15. BREACH OF AGREEMENT. The violation of any of the provisions of this License will
constitute a breach of this License by LICENSEE, and in such event said License will automatically
cease and terminate.
16. WAIVER OF BREACH. Any express or implied waiver of a breach of any term of this License
will not constitute a waiver of any further breach of the same or other term of this License.
17. ENTRY BY CITY AND PUBLIC. This License does not convey any property interest to
LICENSEE. Except for areas restricted because of safety concerns, CITY and the general public will
have unrestricted access upon Property for all lawful acts.
18. INSOLVENCY; RECEIVER. Either the appointment of a receiver to take possession of all or
substantially all of the assets of LICENSEE, or a general assignment by the LICENSEE for the benefit
of creditors, or any action taken or offered by LICENSEE under any insolvency or bankruptcy action,
will constitute a breach of this License by LICENSEE, and in such event said License will automatically
cease and terminate.
19. NOTICES. Except as otherwise expressly provided by law, all notices or other communications
required or permitted by this License or by law to be served on or given to either party to this License by
the other party will be in writing and will be deemed served when personally delivered to the party to
whom they are directed, or in lieu of the personal service, upon deposit in the United States Mail,
certified or registered mail, return receipt requested, postage prepaid, addressed to LICENSEE at:
or to CITY at:
Either party may change its address for the purpose of this Section by giving written notice of the
change to the other party.
20. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that agreements ancillary to
this License and related documents to be entered into in connection with this License will be considered
signed when the signature of a party is delivered by facsimile transmission. Such facsimile signature
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LICENSE AGREEMENT BETWEEN THE
will be treated in all respects as having the same effect as an original signature.
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21. GOVERNING LAW. This License has been made in and will be construed in accordance with the
laws of the State of California and exclusive venue for any action involving this License will be in Los
Angeles County.
22. PARTIAL INVALIDITY. Should any provision of this License be held by a court of competent
jurisdiction to be either invalid or unenforceable, the remaining provisions of this License will remain in
effect, unimpaired by the holding.
23. ENTIRE AGREEMENT. This instrument and its Attachments constitute the sole agreement
between CITY and LICENSEE respecting Property, the use of Property by LICENSEE, and the
specified License term, and correctly sets forth the obligations of CITY and LICENSEE. Any
agreement or representations respecting Property or its licensing by CITY to LICENSEE not expressly
set forth in this instrument are void.
24. CONSTRUCTION. The language of each part of this License will be construed simply and
according to its fair meaning, and this License will never be construed either for or against either party.
25. AUTHORITY /MODIFICATION. The Parties represent and warrant that all necessary action has
been taken by the Parties to authorize the undersigned to execute this License and to engage in the
actions described herein. This License may be modified by written agreement. CITY's city manager, or
designee, may execute any such amendment on behalf of CITY.
26. COUNTERPARTS. This License may be executed in any number or counterparts, each of which
will be an original, but all of which together will constitute one instrument executed on the same date.
IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first
hereinabove written.
CITY OF EL SEGUNDO
Mary Strenn,
City Manager
ATTEST:
Taxpayer ID No.
Cindy Mortesen,
City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, City Attorney
LM
Karl H. Berger, Assistant City Attorney
6/2/2005
LICENSE AGREEMENT BETWEEN THE
6/2/2005
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EL SEGUNDO CITY COUNCIL
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MEETING DATE: October 19, 2004
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding the authorization of a license agreement for the
encroachment of a facade improvement located at 327 Main Street.
RECOMMENDED COUNCIL ACTION:
1) Approve License Agreement as to form approved by the City Attorney; and /or
2) Alternatively, discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
The existing building located at 327 Main Street will be undergoing a remodel that includes an
exterior facade improvement. Beginning at nine feet (9') above the sidewalk, the new facade
will encroach 12" into the public right -of -way. Title 9 -2 -1 of the El Segundo Municipal Code
requires authorization before any structure can permanently encroach into the public right -of-
way. The encroachment will not impact the sidewalks day -to -day use. Staff recommends
approval of the license agreement.
ATTACHED SUPPORTING DOCUMENTS:
1.
Site plan.
2.
Front elevation.
3.
Section "A ".
FISCAL IMPACT: None.
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required:
ORIGINATED BY: DATE: October 11, 2004
Seimone rjis, Acting City Engineer
REVIEWED BY:
Mary Strenn, City Manager
low
DATE:
10 -19 -04 License Agreement for Encroachment
of a Facade Improvement at 327 Main Street
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