HomeMy WebLinkAboutContracts & Agreements_182-2019LICENSE AGREEMENT BY AND BETWEEN THE CITY OF REDLANDS
AND REDLANDS AIRPORT ASSOCIATION
This License Agreement ("License") is made and entered this 3rd day of September 2019
("Effective Date"), by and between the City of Redlands, a municipal corporation ("City"), and
the Redlands Airport Association, a non-profit organization ("RAA"). City and RAA are
sometimes individually referred to herein as a "Party" and, together, as the "Parties."
RECITALS
WHEREAS, RAA desires to conduct an event, commonly known. as "Stuff -a -Plane Toys
for Tots," for the collection of toys and the establishment of a children's play zone, static airplane
displays, and food vendors ("Event") at the Redlands Municipal Airport ("Airport") located at
1755 Sessums Drive; and
WHEREAS, City and RAA desire to enter into this License to set forth the terms and
conditions under which City will license the use of a portion of the Airport (the "Premises") to
RAA as depicted on Exhibit "A," entitled "Event Preliminary Site Plan," and the respective 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 RAA agree as follows:
AGREEMENT
Section 1. Premises. City hereby grants to RAA a License to conduct the Event at the
location on the Airport and in a manner which is more particularly described in Exhibit "A,"
which is attached hereto and incorporated herein by this reference.
Section 2. Acknowledgment of License and Disclaimer of Tenancy.
A. RAA is not 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, RAA 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.
Section 3. Term. The term of this License shall be for one (1) day commencing on
November 16, 2019, and terminating on November 17, 2019, unless this License is earlier
terminated as provided for herein. RAA shall have no right to remain on or within the Premises
for any purpose after expiration, or the earlier termination of, this License.
Section 4. Use of Premises.
A. The Premises shall be used by RAA solely for the purpose of conducting the Event
at the Airport. During the term of this License, RAA shall comply with all applicable federal,
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state, and local laws, and all applicable rules and regulations established by City including, but not
limited to, City's Municipal Code provisions governing the Airport.
B. Tear down and clean-up of the Event shall commence immediately following the
end of the Event and shall be completed no later than 6:00 p.m. on Sunday, November 17, 2019.
C. RAA shall provide a sufficient number of adequate trash receptacles in all parking
areas and the Event area. The airport ramps utilized in the course of the Event shall be expediently
cleared of all trash and debris that may pose a threat to airport operations.
D. RAA shall obtain all required federal, state and local agency permits, copies of
which shall be submitted to City prior to the Event.
E. RAA shall require attendees to park only within designated parking areas.
F. RAA shall submit to City for review and approval a final layout plan by close of
business, October 31, 2019. The final layout shall be reviewed and approved by City's Facilities
and Community Services Director.
Section 5. Final Vendor List Submittal.
A. RAA shall submit a final list of vendors to the Facilities and Community Services
Department and City's Revenue Division by close of business, October 31, 2019.
B. RAA shall provide copies of valid Health Permits from San Bernardino County
Environmental Health Services for all food vendors.
C. All vendors shall obtain a City of Redlands Business License prior to the Event.
D. RAA shall provide "No Smoking Allowed in this Area" signage at all event access
points.
Section 6. indemnity. RAA, and its agents and employees (collectively, "RAA') shall
defend, indemnify, protect and hold harmless City, and its elected and appointed officials,
officers, employees, agents and volunteers from and against any and all claims, demands, losses,
defense costs, fines penalties, expenses, causes of action and judgements at law or in equity, or
liability or any kind or nature, whether known or unknown, (including without limitation, third
party claims with attorneys' fees) which City, or its elective and appointive boards, officials,
officers, employees, agents and volunteers may sustain or incur or which may be imposed upon
them for injury to or death of persons, or damage to property arising out of or any way connected
to this License, and the RAA's negligent acts or omissions, or willful misconduct, associated with
RAA's conducting the event authorized by this License, excepting only liability arising out of the
sole negligence of City. This section shall survive any termination or expiration of this License.
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Section 7. Public Liability and Property Damage Insurance.
7.1 RAA shall obtain Event insurance in compliance with the minimum scope and
limits of insurance as outlined below:
A. Comprehensive General Liability insurance with carriers acceptable to
City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two
Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury
is required, City shall be named as an additional insured and such insurance shall be primary and
non-contributing to any insurance or self-insurance maintained by City.
B. Business Auto Liability coverage, with minimum limits of One Million
Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property
damage liability. This coverage shall include all Contractor owned vehicles used in connection
with Contractor's provision of the Services, hired and non -owned vehicles, and employee non -
ownership vehicles. City shall be named as an additional insured and such insurance shall be
primary and non-contributing to any insurance or self-insurance maintained by City.
7.2 Verification of Coverage: RAA shall furnish City with original Certificates of
Insurance including all required amendatory endorsements (or copies of the applicable policy
language affecting coverage required by this clause) and a copy of the Declarations and
Endorsement Page of the CGL policy listing all policy endorsements to City. All certificates and
endorsements are to be received and approved by the City at least five (5) days before RAA
undertakes the Event.
Section S. Assignment Prohibited. This License is personal to RAA. RAA 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 9. 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 10. Notices. Any notice or other communication required, or which may be given,
pursuant to this License, shall be in writing. Any such notice shall be deemed delivered (i) on the
day of delivery in person; (ii) five (5) days after deposit in 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 mail; 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:
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CITY:
City of Redlands
Jeanne Donaldson, City Clerk
P.O. Sox 3005
Redlands, CA 92373
jdonaldson@cityofredlands.org
909-798-7531
LICENSEE:
Redlands Airport Association
Cindy Gablin
1745 Sessums Dr., Ste 1
Redlands, CA 92374
Redlands.airport.association@gmail.com
909-499-1777
Section 11. Entire Agggement/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 this License 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 12. Termination. In the event of any default of this License by RAA, in addition
to any other rights or remedies City may have, 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 13. 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 14. Severability. If any 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 3rd day of September 2019, at Redlands, California
CITY OF REDLANDS
ATTEST:
641ne Donaldson, City Clerk
REDLANDS AIRPORT ASSOCIATION
"-
Cindy a
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EXHIBIT "A"
Preliminary Site Plan
Legend
Spice Size as naiad ur
Stuff a Plane with Toys for Tots 15x25 spa[a Exhibtlx tart runway
2019 Preliminary Site Plan 40iK4 `'" Exhibits race runway
Trash can locations
Not to Scale
vans
Al rerft Exhibitor - Aircrnn rxhloflora -
Helicopter a Large Atrcrpk _� ro'
Exhibitors ]so'
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Eshtbltor Exhibitor I WiNtor Eshihnarfia' RalfFe Blan
6 Table 'h}' ial
Aso s Aircraft Transient
EO,bicar Exhibitor LnhibitoT Parking Area
For Guests
succAer°
?5, 45' . Exhrbttur Eahtbtlar Exh.4uor LxhihHor ' LRh-bitor Exhibitor' Ili'
S -a-
55" - pJ pinlrrp
1 r
i Stuffs -wash
A,,,,,South coyote tendril access to runway P!.Pe re��cts nar,diup Parkmp `15
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Aviation Drive s. U',; P.rr 7
,' �Y'• rt• m 0uj'Guest Parking Available on Both Sides of
i.•:Y .t-- 8visifl—Prig.—d Cocetrma nriva.
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