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HomeMy WebLinkAboutContracts & Agreements_104-2006_CCv0001.pdf AGREEMENT FOR ENTRY UPON PROPERTY AND RELEASE FOR USE OF PROPERTY AS A TRAINING SITE This aareement for entry upon property ("Agreement") is made and entered into this 16'h day ofMay 2006, by and between the City of Redlands, a municipal corporation ('"City"), and DC Developers — Keith McCann and Linda Drysol ("Owner"), who individually are sometimes referred to herein as a Party and collectively as the "Parties." RECITALS A. Owner is the fee owner of certain real property located at 1744 Marion Road, Redlands, California(the -Property"). B. City desires to conduct certain Fire Department training exercises on the Property. NOW, THEREFORE, in consideration of the mutual promises contained herein., the City of Redlands and DC Developers — Keith McCann and Linda Drysol agree as follows: AGREEMENT I License. Owner hereby grants to City and its employees a license to enter upon the Property for the sole purpose of conducting simulated rescue training, suppression drills and roof venting (collectively, the -Training-). City shall provide ten (10) days prior notice to Owner as to the specific dates its Fire Department desires to conduct the Training and, following such notice to Owner, Owner and City shall use their good faith efforts to agree upon mutually acceptable dates for the Training. 2. Term. The term of this Agreement shall commence on May 17, 2006 and end on June 16, 2006. 3. Authorization. City shall secure all authorizations and permits required to conduct the Training and will comply with all applicable federal, state, regional and local laws, ordinances and regulations. 4. No Warranty. It is expressly understood and agreed that City enters the Property in its "as is" condition, and that Owner makes no representation, warranty or promise that the Property is fit for any particular use for which this Agreement was entered into, and City has not relied on any such representation, warranty or promise. DMI'Agree'DC',Developers--Fire J raining 5-2-06 5. Fee. City shall not be required to pay any compensation to Owner for this Agreement or to conduct the Training. 6. Assignment. This Agreement is for the sole benefit of City and shall not be assigned or transferred. Any attempt to do so may cause this Agreement to be terminated at Owner's discretion. 7. Termination. This Agreement may be terminated immediately is the sole discretion of Owner, and City agrees to peaceably surrender its License under this Agreement upon demand by Owner or its authorized representative. 8, Restrictions. City shall not engage in, or permit any other person or entity to engage in, any activity on the Property that violates any federal, state or local law, rule or regulation pertaining to hazardous, toxic or infectious materials and/or waste ("Hazardous Materials"). City hereby represents, warrants and covenants that City will not produce, use, store or generate any Hazardous Materials on or under the Property. 9. Indemnity. A. City shall indemnify, defend and hold harmless Owner, from and against any and all liabilities, damages, costs, expenses, causes of action, claims, suits, proceedings and judgments (collectively "Claims") which the Owner may incur or suffer or be put to by reason of or in connection with or arising from any breach, violation or non-performance by City of any obligation contained in this Agreement to be observed or performed by City, or any wrongful act or negligence of City or its employees which relates to this Agreement. howsoever arising. City acknowledges and agrees that this provision shall survive any termination of this Agreement. B. Owner shall indemnify and hold harmless City. its successors and assigns, together with its elected officials, officers, and employees and those for whom it is by law responsible (collectively. the **City Indemnified Parties") from and against any and all Claims which they may incur or suffer or be put to by reason of or in connection with or arising from (i) any breach. violation or non-performance by Owner of any obligation contained in, or relating to. this Agreement to be observed or performed by Owner and (ii) any wrongful or negligent acts or omissions of Owner, its agents or employees which give rise to a Claim against City and, in such circumstances, owner shall defend the City Indemnified Parties from such Claim (in addition to providing its indemnity). Owner acknowledges and agrees that this provision shall survive any termination of this Agreement. 10. Release. Except as otherwise provided in this Agreement, it is the intention of the Parties that the releases contained in this Agreement shall be effective as a bar to all unsuspected actions, causes of action, obligations, costs, expenses, attorneys' fees, damages, losses and claims that may arise relating to the subject matter of this Agreement. In furtherance of this intention the Parties expressly waive any and all rights and benefits conferred upon them by the provisions of Section 1542 of the California Civil code. which reads as follows: DA4"Agree'DC f)evelopers—Fire Training 5-2-06 "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of execution of the release, which if known by him must have materially- affected his settlement with the debtor." The Parties hereby acknowledge that he foregoing waiver of the provisions of Section 1.542 of the California Civil Code was bargained for separately. The Parties expressly agree that the release provisions herein contained shall be given full force and effect in accordance with each and all of their expressed terms and provisions, including but not limited to those terms and provisions relating to unknown or unsuspected claims, demands and causes of action herein above specified. The Parties assume the risk of the subsequent discovery or understanding of any matter, fact or law which if now known or understood would in any respect have affected this Agreement. 11. Entire Agreement. This Agreement represents the entire agreement and understanding between the Parties and supersedes any and all prior oral or written agreements between the Parties relating to the subject matter hereof. No other agreement, statement or promise made by the Parties or to any employee, officer or agent of the Parties shall be binding, except a subsequent amendment to this Agreement, in writing, executed by the Parties. All obligations of Owner and City under this Agreement shall be joint and several. 12. Attornevs' Fees and Costs. In the event any action is commenced to enforce or interpret the terms or conditions of this Agreement the prevailing party shall. I in addition to any costs or other relief, be entitled to recover its reasonable attorneys, fees, including fees for in-house counsel of any Party. 13. Amendment. Any amendment to this Agreement shall be in writing and executed by the Parties. 14. Governing, Law. This agreement shall be governed by and construed in accordance with the laws of the State of California. 1)JWAgree'1D( 17evelopers—Fire Training 5-2-06 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written. CITY OF REDLANDS Jon �ison, Mayor ATTEST: / Lorrieoyzer, City C qrk DC DEVELOPERS y Keith McCann, Owner Lin a Drysol. O ner DJ ',Agree`,.D(:Developers—Fire Training 5-2-06