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HomeMy WebLinkAboutContracts & Agreements_183-2017 License Agreement By and Between The City of Redlands And Fantasyland, LLC This License Agreement ("Agreement") is made and entered this 5th day of Septembet, 2017 ( 'Effective Date"), by and between the City of Redlands, a municipal corporation ("City"), and Fantasyland, LLC ("Licensee") City and Licensee are sometimes individually referred to herein as a "Party" and, together, as the "Parties " RECITALS WHEREAS, Licensee is the owner and operatoz of the restaurant facility located within the City of Redlands at 344 Orange St Redlands, CA 92374, and WHEREAS, Licensee desires to provide the public with an outdoor dining, waiting area venue within the City's right of way, and WHEREAS, City and Licensee desire to cooperate to lurthei the above-stated purpose in a way compatible with the public interest, NOW, THEREFORE, in consideration of the mutual promises contained herein, the City and Licensee agree as follows AGREEMENT Section 1 Premises City hereby grants to Licensee a license to provide outdoor dining services within City's right of way in connection with the operation of Licensee's restaurant facility located adjacent to the light of way The outdooi dining area (the "Premises") subject to this license is more particulaily described in Exhibit `A," entitled GIS Map of Premises," which is attached hereto and incorporated herein by this reference Section 2 Term The term of this Agreement shall cornmence on October 1, 2017, and be for a period of three (3) years, unless ear her ten-ninated as provided for herein Eithet Party may terminate this Agreement by providing written notice of such termination to the other Party, at least thirty(30) days prior to the noticed termination date If Licensee remains in possession of the Premises after expiration of eailiei termination of this Agreement without City's written consent, Licensee's continued occupancy of the Premises shall be on the basis of a tenancy at sufferance and Licensee shall pay as rent during the holdover period the sum of One Thousand Dollars (S 1,000)per month Section 3 Rent Licensee shall pay to City rent in the sum of One Hundred Fifty Dollars ($150) per month for use and occupancy of the Premises The mitral and final monthly rent payments, and a security deposit in the amount of One Thousand Five Hundred Dollars ($1,500), shall be paid to City prior to September 12, 2017 All subsequent monthly rent payments shall be made prior to the second day of each month for which rent is then due All payments are to be made payable to the City of Redlands, Finance Department/Revenue Division, P O Box 3005, 2 1 ca'drm Agreements+latent Agreement Fantasylind LLC 9 5 17 docx Redlands, California, 92373 A late fee of fifty dollars (S50) shall be added and due for any payment of rent made after the tenth day of the month Any dishonored check shall be considered as unpaid rent Section 4 Secuntv Deposit The security deposit shall be retained by City in compliance with the terms and conditions of this Agreement and shall be refunded to Licensee within thirty (30)days aftei the Premises have been vacated by Licensee, less any amounts reasonably necessary to pay City fol, (I) cleaning costs, (ii) cost foi repaii or damages to the Premises above ordinary wear and tear, and (iii) any other amount legally allowable under the terms of this Agreement A written accounting of said charges shall be presented to Licensee within ten (10) days of the Premises being vacated If the security deposit does not cover such costs and damages, Licensee shall immediately pay said additional costs for damages to City Section 5 Use of Premises A The Premises shall be used by Licensee solely foi the purpose of outdoor dining associated with Licensees operation of the restaurant facility B The Premises shall be occupied within ninety (90) days following the Effective Date of this Agreement Failure to utilize the Premises foi a period ofgreatei than sixty consecutive (60) days without written consent of City shall nullify this Agreement C The hours of operation foi the Premises shall be limited to 8 00 a m to 11 00 p m , Monday through Sunday D Use of the Premises shall not jeopardize or endanger the health, welfare, peace or safety of persons visiting, residing, working, or conducting business in the surrounding area Section 6 Alterations and Repairs Licensee accepts the Premises in its"as-is"condition as of the Effective Date of this Agreement, without any warranty, express of implied Section 7 Maintenance of Premises Licensee shall be responsible for maintaining the Premises in a clean and orderly state Any damage incurred due to Licensee's use of the Premises shall be the sole responsibility of Licensee City shall have the right to enter the Premises, at reasonable times, foi inspection and maintenance purposes Should an inspection disclose the need foi maintenance or repairs, City shall provide Licensee with written notice of the items requiring repair of maintenance If action is not taken on such items by Licensee within fifteen (15) days from the provision of such notice, City may entei the Premises and take whatever action is necessary to perform such maintenance of repairs at Licensee's expense Section 8 Improvements Licensee agrees to construct alterations or improvements in conformance with Exhibit "B," entitled "Site Plan of Future Improvements," which is attached hereto and incorporated herein by this reference No such all alterations or improvements shall be constucted except pursuant to an approved encroachment permit issued by City Licensee shall not make any alterations or improvements to the Premises not shown on Exhibit "B ' without the prior written consent of City The Premises may include pavers, fencing, and landscaping in a manner that does not impede on the surrounding businesses Lighting may be incorporated in such a way to prevent glare onto, of direct illumination of any vehicle traffic or adjacent properties Tables and chairs shall be placed only within the location shown in Exhibit B " Licensee shall 3 1 ca dpn Agreements I icensi.Agreement hantasv[and I LC 9 5 17 docx cause the improvements to be constructed, rehabilitated of installed in compliance with applicable laws, including federal, state, and local laws and regulations Section 9 Indemnitv Licensee shall defend, indemnify and hold harmless City, and its elected officials, officers, employees and agents from and against any and all claims, causes of action, damages and liability resulting from Licensee's negligent acts of omissions, and willful misconduct of Licensee, and its agents,employees and invitees arising from Licensee's occupation and use of the Premises during the term of this Agreement This section shall survive any termination of this Agreement Section 10 Public Ltabiltty and Property Damage Insurance Licensee shall maintain at its own cost for the term of this Agreement,public liability insurance in the amount of One Million Dollars ($1,000,000) pet occurrence and Two Million Dollars ($2,000,000) in the aggregate, issued by an insurance company acceptable to City Licensee shall provide City with a certificate of insurance and endorsements showing City as an additional insured on the policy prior to Licensee's use and occupancy of the Premises Such insurance shall be primary with respect to City and non-contributory to any insurance of self-insurance maintained by City The policy shall require that, before amending or canceling the policy, the issuing insurance company shall give City at least thirty (30) days prior written notice City and Licensee acknowledge and agree that the insurance required of Licensee is subject to annual review by City and subject to increases in the amount and scope of cover age, as reasonably determined by City Section I1 Assignment Prohibited Licensee shall not encumber, assign, sublease of otherwise transfei this Agreement,of any right of interest therein,without the prior written consent of City Any such encumbrance, assignment sublease or transfer without such prior consent and approval of City shall constitute a breach of this Agreement and may, at the sole discretion of City, result in the immediate termination of this Agreement Section 12 Attorneys' Fees In the event any action is commenced to enforce of interpret the terms of conditions of this Agreement, the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for use of in-house counsel by a Party Section 13 Notices Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered (i) on the day of delivery in person, (it) five (5) days after deposit in first class registered marl, with return receipt requested, (m) on the actual delivery date if deposited with an overnight courier, of (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered of express marl, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a party may provide notice of in accordance with this section CITY LICENSEE Quality of Life Department Fantasyland LLC Chris Boatman, Director J Jeffry Dili City of Redlands 344 Orange St Redlands P O Box 3005 Redlands, CA 92374 Redlands, CA 92373 4 1 ca.dlm Agreements LicenSL Agreement Fantasyland LLC 9 5 17 doex Section 14 Entire Aereernent/Amendment This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof Any prior verbal or written representations or agreements respecting the Premises not expressly set forth herein are null and void Any and all amendments to this Agreement shall be in writing and executed by the Parties Section 15 Breach and Default by Licensee All covenants and agreements contained in this Agreement are declared to be conditions of this Agreement, and to the term for which the Premises are licensed to Licensee Should Licensee fail to perform any covenant, condition or agreement contained in this Agreement and the default not be cured within fifteen (15) days after written notice of the default is served on Licensee by City, then Licensee shall be in default under this Agreement,provided,however,that if the default is one not capable of cure within such fifteen (15) days, Licensee shall so notify City in writing, shall commence action to cure within such fifteen (15) days and prosecute such cure diligently until completion within a reasonable time Licensee's failure to complete such cure within a reasonable time shall also constitute a default by Licensee Section 16 Termination In the event of any default of this Agreement by Licensee, in addition to any other rights or remedies City may have, City shall have the immediate right of reentry and may remove all property from the Premises Such property maybe removed and stored in a public warehouse or elsewhere at the cost of Licensee Further, in the event of a default of this Agreement by Licensee,City shall have the option of immediately terminating this Agreement. All remedies of City under this section shall be cumulative and in addition to any other legal or equitable rights and remedies which City may have Section 17 Waiver No waiver by either Party of any provision of this Agreement, or waiver of any breach of this Agreement, shall be deemed to be a waiver of any other provision of this Agreement, or of any subsequent breach by either Party of the same or any other provision of this Agreement Section 18 Severability If any particular provision of this Agreement is held invalid or unenforceable for any reason by a court of competent Jurisdiction, this Agreement shall otherwise remain in full force and effect and shall be construed in all respects as if such invalid or unenforceable provision was omitted Executed on the 5h day of September, 2017, at Redlands, California CITY OF REDLANDS FANTASYLAND C Paul W Foster, Mayor Je , Age f Record / ATTEST / 22nne Donaldson, City Clerk 5 1 ca djm Agreements 1 icense Agreem"t Fantasyland LLC 9 5 17.docx EXHIBIT "A" GIS Map of Premises 4 +ly S i 3=4 Orange Street �-�• Sidewalk Seating Area to be Modl7feed • AugMi 6J,2N7 F..r 6 I ca di in Agreements'License Agreement Fantasyland LLC 9 5 17 docx E/SSI `8` Site Plan of Future Improvements » ! jTs y , . SITE PLAN � ; \ � / © n A 7 1e dim fir mcnis I iccnse Agreement 1--m»Aw LLC 9, Ea x