HomeMy WebLinkAboutContracts & Agreements_275-2017 License Agreement
By and Between
The City of Redlands
And
David Kramer
This License Agreement ("License") is made and entered this 19' day of December 2017,
(`Effective Date"), by and between the City of Redlands, a municipal corporation ("City"), and
David Kramer ("Kramer"), an individual, who is also the lessee and operator of the Cope House
restaurant City and Kramer are sometimes individually referred to herein as a "Party" and,
together, as the "Parties"
RECITALS
WHEREAS, Kramer is the lessee and operator of a restaurant located within the city of
Redlands that is commonly known as the Cope House, and
WHEREAS, Kramer desires to provide the public with an outdoor during venue within
City's Orange Street Alley park("Park"), and
WHEREAS, City and Kramer desire to enter into thus License set forth the terms and
conditions under which City will license a portion of the Park to Kramer, and the respect rights
and obligations of the Parties relating to such License,
NOW, THEREFORE, in consideration of the mutual promises contained herein, the City
of Redlands and David Kramer agree as follows
AGREEMENT
Section 1 Premises City hereby grants to Kramer this License to provide outdoor dining
services within City's Park in connection with Kramer's lease and operation of the Cope House
restaurant located adjacent to the Park The outdoor dining area subject to this License consists of
three hundred one (301) square feet (the "Premises") as more particularly described in Exhibit
"A,"which is attached hereto and incorporated herein by this reference
Section 2 Acknowled=cnt of License and Disclaimer of Tenancv
A Kramet is not a tenant or lessee of City and holds no rights of tenancy or leasehold
in relation to the Premises
B In consideration of City's grant of this License, Kramer specifically and expressly
waives, releases, and relinquishes any and all rights to assert any claim of right,
privilege or interest in the Premises other than the rights expressly granted by this
License
C The consideration paid by Kramer pursuant to Section 4 of this License is consistent
with the value of the rights comprising the License privilege, the consideration is
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not consistent with the higher market value for a greater right, privilege or interest
(such as a lease) in the Premises
D Kramer further acknowledges and agrees that without the representations and
agreements set forth herein, City would not enter into this License
Section 3 Term The term of this License shall commence on December 20, 2017, and
terminate on January 1,2019,unless earlier terminated as provided for herein Kramer shallhave
no right to remain in possession of the Premises after expiration, or the earlier termination of, this
License
Section 4 License Fee Kramer shall pay to City a fee in the sum of five hundred dollars
($500) per month ("License Fee") for use and occupancy of the Premises The first License Fee
payment shall be due and owing and paid by Kramer to City on or before January 8, 2018 In
addition,on or before January 8,2018,the amount of one hundred seventy five dollars ($175)shall
be paid by Kramei to City as a fee for Kramer's occupancy of the Premises from December 20
through and including December 31, 2017 The security deposit presently held by City in the
amount of one thousand dollars ($1,000), and the final monthly rent payment presently held by
City in the amount of five hundred dollars ($500), shall both be transferred from City's finance
account for the former License Agreement between the Parties, dated December 15, 2015, to a
new City finance account for this License, and shall represent Kramer's payment of a security
deposit of one thousand dollars($1000) and the final month's License Fee of five hundred dollars
($500) for this License All subsequent monthly License Fee payments shall be made prior to the
tenth day of each month for which the License Fee is then due All payments are to be made
payable to the City of Redlands,Finance Department/Revenue Division,P O Box 3005,Redlands,
California, 92373 A late fee of fifty dollars ($50) shall be added and due for any payment of any
License Fee made after the tenth of the month Any dishonored check shall be considered as an
unpaid License Fee In the event the Parties subsequently amend Exhibit "A" of this License to
increase the square footage of the Premises beyond three hundred one (301) square feet, the
License Fee will be increased by the amount of one dollar sixty six cents ($1 66) per square foot
For purposes of calculating the square footage for the newly reconfigured Premises,those areas in
which existing planters or other existing equipment(such as pipes)which are not owned by Kramer
shall not count towards square footage for purposes of calculating the new License Fee
Notwithstanding the foregoing, in no event shall the amount of the License Fee be less than five
hundred dollars ($500)per month
Section 5 Security Deposit The security deposit shall be retained by City to secure
compliance with the terms and conditions of this License and shall be refunded to Kramer within
thirty (30) days after the Premises have been vacated by Kramer, less any amounts necessary to
pay City for, (i) cleaning costs, (ll) cost for repair or damages to the Premises above ordinary wear
and tear, and (m) any other amount legally allowable under the terms of this License A written
accounting of said charges shall be presented to Kramer within ten(10)days of the Premises being
vacated If the security deposit does not cover such costs and damages,Kramer shall immediately
pay said additional costs for damages to City
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Section 6 Use of Premises
A The Premises shall be used by Kramer solely for the purpose of outdoor dining
associated with Kramer's operation of the Cope House restaurant
B During the term of this License, Kramer shall comply with all applicable federal,
state,and local laws,and all applicable rules and regulations established by City including,but not
limited to, City's Municipal Code provisions governing parks
C During the term of this License, City shall retain the right to cause the closure of
the Premises for up to three(3) events per calendar year, with ninety(90)days prior written notice
given to Kramer of each such event
D The hours of operation for the Premises shall be limited to 11 00 a in to 2 00 a in ,
Monday through Sunday
E Kramer shall designate an attendee to monitor the Premises between 9 00 p in and
2 00 a in to ensure security and maintenance of the Premises in accordance with this License
F Kramer shall ensure that all customers have vacated the Premises upon closure of
the Cope House restaurant at 2 00 a in
G Kramer shall provide adequate security for the Premises to ensure the safety of the
public, which includes coordinating with City's Police Department to provide officers, corporals,
or sergeants on billed overtime status to work any event planned within the Premises,starting thirty
(30) minutes prior to opening and for up to one hour after closing for each day of any planned
event, or providing the same coverage using private security officers as approved by City
H The Premises shall not result in adverse effects to the health, welfare, peace or
safety of persons visiting, residing, working, or conducting business in the surrounding area
I Kramer's operations within the Premises shall notjeopardize or endanger the public
health or safety of person visitin, residing, working, or conducting business in the surrounding
area
7 Kramer's operation of the Premises shall not result in nuisance activities within the
Premises or in close proximity of the Premises, including but not limited to disturbance of the
peace, illegal drug activity, public drunkenness, drinking in public, harassment of passersby,
gambling, prostitution, sale of stolen goods, public urination, theft, assaults, batteries, acts of
vandalism, littering, loitering, graffiti, illegal parking, excessive loud noises especially in the late
night or early morning hours, traffic violations, curfew violations, lewd conduct, or police
detentions and arrests
K Kramer's operation of the Premises shall comply with all provisions of local, state
and/or federal laws, regulations or orders, including but not limited to those of the State
Department of Alcohol and Beverage Control, California Business and Professions Code sections
24200, 24200 6, and 25612 5, as well as any condition imposed on any permits issued pursuant to
applicable laws,regulations or orders This includes compliance with annual City business license
taxes
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L Kramer shall ensure that the Premises' upkeep and operating characteristics are
compatible with, and will not adversely affect, the livability or appropriate development of
abutting properties and the surrounding neighborhood
M To the extent not already completed in connection with the prior License
Agreement between the Parties dated December 15,2015, Kramer and all of Kramer's employees
of the Cope House restaurant shall complete an approved course in "Responsible Beverage Sales"
or equivalent as approved by City, within sixty (60) days of hire for Kramer's Cope House
employees hired after City's approval of this License,and within six(6)months of City's approval
of this License for Kramer's existing Cope House employees To satisfy this requirement, a
certified program must meet the standards of the California Coordinating Council on Responsible
Beverage Service or other certifying/licensing body designated by the State of California
Section 7 Alterations and Repairs Kramer accepts the Premises in its"as-is"condition
as of the Effective Date of this License,without any warranty, express or implied
Section 8 Maintenance of Premises Kramer shall,at his own cost,maintain the Premises
in good order and repair City shall have the right to enter the Premises, at all reasonable times, for
City's inspection and maintenance purposes Should an inspection disclose the need for
maintenance or repairs, City shall provide Kramer with written notice of the items requiring repair
or maintenance If action is not taken on such items by Krasner within fifteen (15) days from the
provision of such notice, City may enter the Premises and take whatever action is reasonable or
necessary to perform such maintenance or repairs at Kramer's expense
Section 9 Improvements
A Kramer shall be permitted to retain all improvements constructed and installed by
Kramer within City's Park pnor to the Effective Date of this License and without City's permission
(the "Existing Improvements") Except as expressly otherwise provide for herem, Kramer shall
not make any improvements to the Existing Improvements or the Premises(hereinafter Subsequent
Improvements') without the prior written consent of City, provided, however, after making
reasonable attempts to contact City for its approval, Kramer may undertake minor maintenance
and repairs to the Existing Improvements, the Subsequent Improvements, or the Premises which
Kramer determines are immediately necessary to protect against nnmment injury to persons or
property Within three (3) days of performing any minor maintenance or repairs not verbally
approved by City, Kramer shall provide written notification to City of the same All proposals for
improvements to the Existing Improvements, Subsequent Improvements, or the Premises shall be
submitted in writing to City for its consideration and prior approval City shall approve or
disapprove such proposals within twenty (20) days of their submission Kramer shall have the
right to remove all Existing and Subsequent Improvements made by him to the Premises provided
such removal results in no damage to the Premises Any Existing Improvements or Subsequent
Improvements not removed by Kramer shall, on expiration or earlier termination of this License,
remain on the Premises and become the property of City
B Within ninety (90) days of the Effective Date of this License, Kramer shall install
a roll up door or doors which open to the interior of the Cope House restaurant in lieu of the
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existing door which presently provides access to the Premises from Kramer's Cope House
restaurant, in accordance with plans for the same pnor-approved by City
C In the event the electrical lighting for Kramer's Existing Improvements has not
been approved by City prior to the Effective Date of this License, Kramer shall immediately
disconnect all such lighting, and shall reconnect the same only after written approval by City
D Kramer shall, within thirty(30) days of the date of City's written notice to Kramer
that Mr Jacobson has informed City of his intent to commence construction within and/or make
use of his licensed area in City's Park(as shown on Exhibit "A"), relocate, in compliance with all
applicable laws, the Existing Improvements and any Subsequent Improvements to ensure their
location within the Premises
Section 10 Indemnity Kramer 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 Kramer's negligent acts or omissions, and willful
misconduct of Kramer, and his agents, employees and mvitees during Kramer's occupation and
use of the Premises during the term of this License This section shall survive any termination or
expiration of this License
Section 11 Public Liabilitv and Property Dama¢e Insurance Kramer shall maintain at his
own cost for the term of#his License, public liability insurance in the amount of One Million
Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate,
issued by an insurance company acceptable to City Kramer shall provide City with a certificate
of insurance and endorsements showing City as an additional insured on the policy prior to
Kramer's use and occupancy of the Premises Such insurance shall be primary with respect to City
and non-contributory to any insurance or self-insurance maintained by City The policy shall
require that before amending or canceling the policy, the issuing insurance company shall give
Crary at least thirty(30) days prior written notice City and Kramer acknowledge and agree that the
insurance required of Kramer is subject to annual review by City and subject to increases in the
amount and scope of coverage, as reasonably determined by City
Section 12 Workers' Compensation Insurance Kramer shall secure (if not already
secured) and maintain Workers' Compensation and Employer's Liability insurance in the amount
that meets statutory requirements with an insurance carrier acceptable to City Kramer shall
provide City with evidence of such insurance reasonably satisfactory to City, and an executed
"Workers' Compensation Insurance Certification,"in the form which is attached hereto as Exhibit
"B" and incorporated herein by this reference, as an express condition of, and prior to, Kramer's
use and occupancy of the Premises Notwithstanding any other provision of this License,if Kramer
uses and/or occupies the Premises without compliance with the requirements of this Section 12,
City shall have the immediate right to terminate this License without any further action by City's
City Council and undertake any and all rights and remedies it may have in connection with the
termination of this License
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Section 13 Assiunment Prohibited This License is personal to Kramer Kramer shall not
encumber, assign, sublease or otherwise transfer this License, or any right or 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 an immediate breach of this
License and may, notwithstanding any other provision of this License and at the sole discretion of
City, result in the immediate termination of this License
Section 14 Attorneys' Fees In the event any action is commenced to enforce or interpret
the terms or conditions of this License,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 15 Notices Any notice or other communication required,or which maybe given,
pursuant to this License, shall be in writing Any such notice shall be deemed delivered (i) on the
day of delivery in person, (n) five (5) days after deposit i1 first class registered mail, with return
receipt requested, (iii) on the actual delivery date if deposited with an overnight courier, or(iv) on
the date sent by facsimile,if confirmed with a copy sent contemporaneously by first class,certified,
registered or 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 KRANMR
Quality of Life The Cope House
Chis Boatman, Director David Kramer
City of Redlands 1554 Barton Road, Suite 410
P 4 Box 3005 Redlands, CA 92373
Redlands, CA 92373
Section 16 Entire A-reement/Amendment This License 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 License shall be in writing and executed by the Parties
Section 17 Default and Breach by Kramer
A All covenants and agreements contained in this License are declared to be conditions of
this License, and to the term for which the Premises are licensed to Kramer
B Should Kramer fail to perform or comply with any covenant, condition or agreement
contained in this License (a "Default'), which by its nature is reasonably and practically subject
to cure, and the Default is not cured within fifteen (15) days after written notice of the Default is
served on Kramer by City, then Kramer shall be in breach of this License
C If the Default is one which the Parties determine requires more than fifteen (15) days
to cure, Kramer shall commence action to cure within such fifteen (15) days and prosecute such
cure diligently until completion within a reasonable time Kramer's failure to complete such cure
within a reasonable time shall also constitute a breach of this License by Kramer
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D The Parties acknowledge and agree that Kramer's failure to perforin or comply with any
covenant, condition or agreement contained in this License may be of such a one-time nature that
such a Default is not subject to cure(e g Kramer's failure on a given day to abide by the hours of
operation permitted by this License) (a "One-Tune Default") In such event, City shall provide
written notice to Kramer within five (5) business days of City's knowledge and determination of
the occurrence of a One-Time Default City's provision to Kramer of three such One-Time Default
notices during the term of this License for Kramer's failure to perform or comply with the same
(or similar) covenant, condition or agreement contained in this License shall constitute a breach
by Kramer of this License
Section 18 Termination In the event of any breach of flus License by Kramer,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 may be removed and stored in a public
warehouse or elsewhere at the cost of Kramer Further,in the event of a breach of this License by
Kramer, City shall have the option of immediately terminating this License 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 19 Waiver No waiver by either Party of any provision of this License, or waiver
of any breach of this License, shall be deemed to be a waiver of any other provision of this License,
or of any subsequent breach by either Party of the same or any other provision of this License
Section 20 Severabilltv If any particular provision of this License is held invalid or
unenforceable for any reason by a court of competent jurisdiction, this License 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 19th day of December, 2017, at Redlands, California
CITY OF REDLANDS DAVID KRAMER
l �
Paul W nayor Dav
ATTEST
6dnne Donaldson, City Clerk
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APN 0171-121 -16�
APN 0171-121-13 APN 0171-121-06 APN 0171-121-15 APN 0171-121-14 APN 0171-121-09 APN 0171-121-10
JACOBSON AGREEMENT (7 x40')
FIRE ESCAPE TO EXISTING IMPROVEMENTS
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CHEESEWALLA AGREEMENT (7 x72') KRAMER LICENSED AREA(7'x43')
APN 0171-121-04 APN 0171-iZ1-03 APN 0171-121-17 APN 0171-121-18
N EXISTING LICENSE AGREEMENT AREA
AL— em EXISTING WOOD BARRICADES
EXHIBIT "A"
EXISTING PLANTER
EXISTING LIGHT POLE ORANGE STREET ALLEY
SCALE ,'m30' • • EXISTING BOLLARDS EXISTING LICENSE AGREEMENTS
EXHIBIT 'B"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the
following ways
(a) By being insured against Iiability to pay compensation by one or more insurers duly
authorized to write compensation insurance in this State
(b) By securing from the Director of Industnal Relations, a certificate of consent to
self-insure, either as an individual employer, or as one employer in a group of
employers, which may be zn
given upon furnishing proof satisfactory to the Director
of Industrial Relations of ability to self-insure and to pay any compensation that
may become due to his or her employees
CHECK ONE
I am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-insurance
in accordance with the provisions of that Code, and I will comply with such provisions before
commencing the performance of the work and activities required or permitted under this
Agreement (Labor Code §1861)
I affirm that at all times, in performing the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California However, at any time, if I employ any person such that
I become subject to the workers' compensation laws of California, immediately I shall provide the
City with a certificate of consent to self-insure, or a certification of workers' compensation
insurance
I certify under penalty of perjury under the laws of the State of California that the information and
representations made in this certificate are true and correct
Vendor Date
By
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