HomeMy WebLinkAboutContracts & Agreements_11-2007_CCv0001.pdf REAL PROPERTY
LICENSE AGREEMENT
THIS LICENSE AGREEMENT (the "License") is made and entered into effective
November 6, 2007 (the "Effective Date") by and between the REDEVELOPMENT AGENCY
OF THE CITY OF REDLANDS, a public body, corporate and politic, (hereinafter referred to as
"LICENSOR") and, William and Crystal Wyatt, husband and wife, (hereinafter referred to as
"LICENSEE"). LICENSOR and LICENSEE are sometimes herein individually referred to as a
"Party"or,together,as the"Parties".
WITNESSETH:
WHEREAS, on May 18, 2004, LICENSOR purchased that certain real property located
in the City of Redlands, California commonly known as 31 West Stuart Avenue, identified as
Assessor's Parcel Number("APN'*)0169-281-19 (the"Premises"); and
WHEREAS, LICENSEE has requested LICENSOR to allow LICENSEE to occupy the
Premises as a tenant for a term of six (6) months with one (1) option to extend the term for an
additional six months in order to provide LICENSEE storage space of LICENSEE'S personal
property pursuant to the terms and conditions of this License; and
WHEREAS, LICENSOR acknowledges that LICENSEE is husband and wife doing
business as Wyatt Video located in Running Springs and Redlands, California;and
WHEREAS, LICENSOR acknowledges that LICENSEE'S primary business is to provide
off-site audio visual services at live events for corporate shows, gala events, etc. and does not
produce studio-based videos(the"LICENSEE'S Primary Business Activities").
NOW,THEREFORE, in consideration of the mutual promises contained herein,the Parties
agree as follows:
1. License. LICENSOR hereby agrees to rent to LICENSEE and LICENSEE agrees to rent
from LICENSOR the herein-described Premises. Said License is subject to the terms, covenants
and conditions hereinafter set forth and LICENSEE covenants, as a material part of the
consideration for this License, to keep and perform each and every term, covenant and condition
of said License.
2. Premises. LICENSOR does hereby License to LICENSEE the Premises located at 31
West Stuart Avenue, Redlands, California 92373 (APN 0169-281-19) as specifically shown on
the-Site Map"attached hereto as Exhibit"A"(the"Premises").
3. Term. This License shall commence on November 7, 2007 (the "Commencement
Date"). The initial term of this License shall be November 7. 2007 to May 31, 2008 (the "Initial
Term"). LICENSEE shall have one(1) option to extend the term for an additional six(6)months
(the "Option Term")and thereafter may continue on a month-to-month tenancy basis subject to a
thirty (30) day written termination notice by either Party as described herein (the "Holdover
Term"), Collectively, the Initial Term, Option Term and Holdover Term shall be the "License
Term." At the end of the Initial Term, in the event LICENSEE is not in default of this License,
LICENSEE shall have one (1) option to extend the term for an additional six (6) months
("Option") so long as LICENSEE has provided LICENSOR written notice at least thirty (30)
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days prior to the expiration of the Initial Term to exercise said. Option. The period of June 1,
2008 to November 30, 2008 shall be the"Option Term", if it is exercised pursuant to the above
described procedure.
Subsequent to the Initial Term and Option Term, LICENSOR or LICENSEE may terminate this
License, without malty upon thirty (30) calendar day's written notice to the other Party (the
"Termination"). Upon termination of this License, LICENSEE shall quit the Premises, remove
all of LICENSEE'S personal property and leave the same in a vacant broom clean condition.
4. Personal Property. LICENSEE and LICENSOR agree that all personal property on the
Premises shall, during the term of this License, remain in the possession of LICENSEE.
However, any non-hazardous personal property remaining on the Premises upon Termination
(defined in Section 3 hereof) shall be deemed abandoned by LICENSEE and shall become the
personal property of LICENSOR who may remove and dispose of said non-hazardous personal
property without warranty to LICENSEE. Hazardous personal property on the Premises, if any,
shall at all times remain the property of LICENSEE who is solely responsible for its removal
from the Premises and legal disposal.
5. License Fee Payment. LICENSEE shall deposit with LICENSOR a"Security Deposit"
in the amount of One Thousand Five Hundred Dollars ($1,500) along with last month License
fee in an amount One Thousand Five Hundred Dollars($1,500)which both shall be placed in the
"Security Deposit Fund". LICENSOR is not obligated to earn interest on the Security Deposit
Fund. Interest earned on the Security Deposit Fund, if any, shall be the property of LICENSOR.
The first month's License fee shall be pro rated for the period of November 7h to November 30"'.
2007 which shall be One Thousand Two Hundred Dollars ($1,200). During the balance of the
License Term, LICENSEE shall pay for the licensed Premises a monthly License fee payment in
the amount of One Thousand Five Hundred Dollars ($1,500) on the I't day of each month in
advance. If LICENSEE exercises the month-to-month tenancy, during the License Term, then
the Licensee fee payment shall be increased by three (3%) percent every_ twelve (12) months
commencing on the anniversary of the Commencement Date.
LICENSOR. shall obtain and receive said License fee payment on the first date of each License
fee payment period specified in this Section 5. Said License fee payments shall be paid to
LICENSOR, without deduction or offset, in lawful money of the United States of America, at
210 Citrus Avenue, Redlands, California 92373. If LICENSEE selects Termination during either
the Initial Term or Option Term, the remaining portion of the License fee payment for that term,
if any, shall be due and payable to the LICENSOR within ten (1.0) calendar days of the
Termination.
If upon Termination, LICENSEE abandons any of its non-hazardous personal property, said non-
hazardous personal property shall become the personal property of the LICENSOR who may
remove and dispose of said non-hazardous personal property without warranty to LICENSEE. In
this event,LICENSOR shall charge the Security Deposit Fund the actual reasonable costs of such
removal and disposal as well as any other actual reasonable expenses that are the responsibility
of the LICENSEE that are unpaid at the time of the Termination. Other expenses may include,
but are not limited to unpaid utility bills. If subsequent to paying all such costs there remains a
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balance in the Security Deposit Fund, such remaining balance, if any, shall be refunded to
LICENSEE within ten (10) calendar days of the final accounting of such costs. but in no event
later than thirty(30)days after Termination.
6. Use. LICENSEE shall use the Premises for the administration and the storage of
equipment and supplies related to LICENSEE'S Primary Business Activities and any lawful
activities related thereto. LICENSEE shall not use the Premises for any other purpose without
first obtaining written permission to do so from the LICENSOR's Executive Director, or his
designee. LICENSOR shall provide LICENSEE appropriate access to the Premises during the
hours of 8:00 AM and 5:00 PM, Monday through Friday. LICENSEE shall not do or permit
anything to be done in or about the Premises nor bring or keep anything therein which will in any
way increase the existing rate of or affect any fire or other insurance upon the Premises or any of
its contents, or cause cancellation of any insurance policy covering the Premises or part thereof
or portion of its contents. LICENSEE shall not do or permit anything to be done in or about the
Premises which will in any way obstruct or interfere with the rights of LICENSOR or other
parties who may have a rightful interest in the Premises or injure or annoy them or use or allow
or permit the Premises to be used for any improper, immoral, unlawful or objectionable purpose.
Nor shall LICENSEE cause, maintain or permit any nuisance in or about the Premises.
LICENSEE shall not commit or suffer to be committed any waste in or upon the Premises.
7. Compliance with Law.
A. LICENSEE shall not use the Premises or permit anything to be done in or about
the Premises -which will in any way conflict with any law, statute, ordinance or other
governmental rule or regulation now in force or which may hereinafter be enacted or
promulgated. LICENSEE shall,at LICENSEE's sole cost and expense,promptly comply with all
laws, statutes,ordinances and other governmental rules, regulations or requirements now in force
or which may hereinafter be enacted or promulgated during the License Term, and with the
requirements of any board of fire insurance underwriters of other similar bodies now or hereafter
constituted during the License Term, relating to, or affecting the condition, use or occupancy of
the Premises by LICENSEE. The judgment of a court of competent jurisdiction or the admission
by LICENSEE in any action against LICENSEE, whether LICENSOR be a party thereto or not,
that LICENSEE has violated any law, statute, ordinance or any other governmental rule or
regulation shall be conclusive of that fact as between LICENSOR and LICENSEE.
B. There shall be no discrimination against or segregation of any person or group of
persons, on account of race, color, creed, religion, sex, marital status, national origin,or ancestry,
in the use, occupancy, tenure, or enjoyment of the Premises herein Licensed
nor shall the
LICENSEE, or any person claiming under or through him or her, establish or permit any such
practice or practices of discrimination or segregation with reference to the selection- location,
number, use, or occupancy of licensees, lessees, sublessees, sublicensees. or vendees in the
Premises herein Licensed.
8. Alterations and Additions. LICENSEE shall not make or suffer to be made any
alterations, additions or improvements in or to or about the Premises or any part thereof without
the prior written consent of LICENSOR. In the event LICENSOR consents to the making of any
alterations, additions or improvements to the Premises by LICENSEE, the same shall be made by
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LICENSEE at LICENSEE's sole cost and expense, and any contractor or person selected by
LICENSEE to make the same must first be approved of, in writing, by LICENSOR, which
approval shall not be unreasonably withheld or delayed. Upon the termination of the term
hereof. LICENSEE shall, upon written demand by LICENSOR given at least twenty (20) days
prior to Termination, at LICENSEE's sole cost and expense, forthwith and with all due diligence
remove any alterations, additions, or improvements made by LICENSEE, designated by
LICENSOR to be removed, and LICENSEE shall, forthwith and with all due diligence at
LICENSEE's sole cost and expense,repair any damage to the Premises caused by such removal.
9. Physical Condition of Premises; Waiver.
A. By taking possession of the Premises, LICENSEE shall be deemed to have
accepted the Premises as being in an "AS IS, WHERE IS", condition and repair. Except as
provided for he-rein, LICENSEE shall, at LICENSEE's sole cost and expense, kezp the Premises
and any part thereof in good condition and repair, reasonable wear and tear excepted.
LICENSEE shall, upon the expiration or sooner termination of this License, surrender the
Premises to LICENSOR in good condition, reasonable wear and tear excepted. Except as
provided for herein, LICENSOR shall have no obligation whatsoever to alter, improve or repair
the Premises, or any part thereof, and the Parties hereto affirm that LICENSOR has made no
representations to LICENSEE respecting the condition of the Premises except as specifically set
forth herein. LICENSEE further agrees that they shall submit to LICENSOR, prior to applying
for any permits to renovate, reconstruct, improve, alter or in any way modify the Premises, plans
and specifications for LICENSOWs prior written approval, which approval shall not be
unreasonably withheld or delayed.
B. Except as set forth in this License, LICENSEE shall not be liable for any failure
to make any repairs,or to perform any maintenance upon the Premises. Except as may otherwise
be provided herein,there shall be no abatement of rent and no liability of LICENSOR by reason
of any injury to or interference with LICENSEE's business arising from the making of any
repairs, alterations or improvements in or to any portion of the Premises or in or to any fixtures,
appurtenances and equipment therein. LICENSEE hereby specifically waives the right to make
repairs at LICENSOR!s expense under any law, statute or ordinance now or hereafter in effect.
C. Except as provided for herein, LICENSEE shall accept possession of the
Premises, in an "AS IS, WHERE IS" physical condition with no warranty, express or implied, by
LICENSOR as to the condition of the Premises.
D. LICENSEE shall defend, indemnify and hold harmless LICENSOR from and
against any and all claims, losses, liabilities, damages, demands, actions, judgments, causes of
action, assessments, penalties, costs and expenses (including without limitation, the reasonable
fees and disbursements of legal counsel, expert witnesses and accountants) and all foreseeable
and unforeseeable consequential damages which might arise or be asserted against LICENSOR
as a result of a claimed violation by LICENSEE, of any and all present and future federal, state
and local laws(whether under common law, statute, rule, regulation or otherwise), including,but
not limited to,the Comprehensive Environmental Response, Compensation, and Liability Act of
1980 (CERCLA), 42 U.S.C. §§ 96601 through 96657, inclusive; Transportation of Hazardous
Materials and Wastes (14MTA), 49 U.S.C. App. §§ 1801 through 1813, inclusive; the Federal
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Resource Conservation and Recovery Act (RCRA), 42 U.S,C. §§ 6901 through 6992. inclusive;
40 C.F.R. Parts 260 through 271, inclusive-, the California Hazardous Substance Account Act
(HSAA), California Health and Safety Code §§ 25300 through 25395, inclusive; the California
Hazardous Waste Control Act (HWCA), California Health and Safety Code §§ 25100 through
25249, inclusive; the Porter-Cologne Water Quality Control Act, California Water Code §§
13000 through 13999.16, inclusive-, and the Underground Storage Tank Act {LISTA), California
Health and Safety Code §§ 24280 through 24299.7, inclusive, all as the same may be amended
from time to time, relating to the environment or to any hazardous substance, activity or material
connected with the condition of the Premises, to the extent caused by LICENSEE's use and
occupancy thereof during the term of this License.
LICENSOR shall defend, indemnify and hold harmless LICENSEE from and against any and all
claims, losses, liabilities, damages, demands. actions.
,judgments, causes of action, assessments,
penalties, costs and expenses (including without limitation, the reasonable fees and
disbursements of legal counsel, expert witnesses and accountants) and all foreseeable and
unforeseeable consequential damages which might arise or be asserted against LICENSEE as a
result of a claimed violation by LICENSOR, of any and all present and future federal, state and
local laws (whether under common law, statute, rule, regulation or otherwise), including, but not
limited to, the Comprehensive Environmental Response. Compensation, and Liability Act of
1980 (CERCLA), 42 U.S.C. §§ 96601 through 96657, inclusive; Transportation of Hazardous
Materials and Wastes (HMTA), 49 U.S.C. App. §§ 1801 through 1813, inclusive; the Federal
Resource Conservation and Recovery Act (RCRA), 42 U.S.C. §§ 6901 through 6992, inclusive;
40 C.F.R. Parts 260 through 271, inclusive, the California Hazardous Substance Account Act
(HSAA), California Health and Safety Code §§ 25300 through 25395, inclusive; the California
Hazardous Waste Control Act (HWCA), California Health and Safety Code §§ 25100 through
25249, inclusive; the Porter-Cologne Water Quality Control Act, California Water Code §§
13000 through 13999.16, inclusive; and the Underground Storage Tank Act (LISTA), California
Health and Safety Code §§ 24280 through 24299.7, inclusive, all as the same may be amended
from time to time, relating to the environment or to any hazardous substance, activity or material
connected with the condition of the Premises prior to and subsequent to the term of the License.
This environmental indemnity shall survive the expiration or termination of this License.
E. LICENSOR shall, upon request and at LICENSEE's cost, provide to LICENSEE
copies of all reports, studies, surveys and other data and information on the Premises that is now
available to LICENSOR. LICENSOR represents that it has no information disclosable pursuant
to California Health and Safety Code § 25359.7(a).
10. Claims Against Premises. LICENSEE shall not suffer or permit to be enforced against
the Premises, or any part thereof, any mechanic's, materialman's. contractor's or subcontractor's
liens arising from, of any claim for any work of construction, repair. restoration, replacement or
improvement of or to the Premises or any other claim or demand howsoever the same may arise,
but LICENSEE shall pay or cause to be paid any and all such claims or demands before any
action is brought to enforce the same against the Premises. LICENSEE shall defend, indemnify
and hold LICENSOR and the Premises free and harmless of all liability for any and all such
claims and demands, together with LICENSOR's reasonable attorneys' fees and all costs and
expenses in connection therewith.
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11. Utilities. LICENSEE shall pay the cost of any and all water, electrical, gas or other
utility services delivered to the Premises during the term hereof and shall have such utilities
installed and/or connected and maintained at LICENSEE's sole cost and expense.
12. Taxes. LICENSEE shall pay, or cause to be paid, before delinquency, any and all taxes
levied or assessed for the License Term, and which become payable during the term hereof upon
all of LICENSEE's possessory interest in and to the Premises, Licensehold improvements,
equipment,furniture fixtures and personal property located in or about the Premises. LICENSEE
agrees that, without prior demand or notice by LICENSOR, LICENSEE shall, not less than
fifteen (15) days prior to the day upon which any such possessory interest or other such tax is
due,provide LICENSOR with proof of payment of such tax.
13. Rules and Regulations. LICENSEE shall faithfully observe and comply with all the
rules and regulations that reasonably relate to the use and occupancy of the Premises that
LICENSOR shall from time to time promulgate, which LICENSEE shall be afforded proper
notice of. LICENSOR reserves the right from time to time to make all reasonable modifications
to said rules and regulations. The additions and modifications to those rules and regulations shall
be binding upon LICENSEE upon delivery of a copy thereof to LICENSEE.
14. Entry by LICENSO . LICENSEE hereby agrees that representatives of the
LICENSOR have the right to enter the Premises at any time if LICENSOR in good faith believes
it is necessary to inspect the same to determine if the same complies with each and every term
and condition of this License and with all applicable City, County, State and Federal laws,rules,
ordinances and regulations relating to building occupancy and the conduct of LICENSEE's
business. To the extent possible, LICENSOR agrees to limit such entrance so as to minimize any
interference with LICENSEE's business and to provide LICENSEE with twenty-four(24)hours
advance notice thereof. LICENSOR shall indemnify, defend, and hold LICENSEE harmless
from and against any claim for damages or for any injury and any loss occasioned thereby. For
each of the aforesaid purposes, LICENSOR shall at all times have and retain a key with which to
unlock all of the gates/doors in, upon and about the Premises, and LICENSOR shall have the
right to use any and all means which LICENSOR may deem proper to open said gates/doors in an
emergency, in order to obtain entry to the Premises without liability to LICENSEE except for any
failure to exercise due care for LICENSEE's property. Any entry to the Premises obtained by
LICENSOR by any of said reasons, or otherwise, shall not, under any circumstances, be
construed or deemed to be a forcible or unlawful entry into, or a detainer of, the Premises, or an
eviction of LICENSEE from the Premises or any portion thereof.
15. Default, The occurrence of any one or more of the following events shall constitute a
default and breach of this License by LICENSEE:
A. Vacating or abandonment of the Premises by LICENSEE;
B. Use of the Premises not previously authorized by LICENSOR,
C. The failure by LICENSEE to make any payment of rent or any other payment
required to be made by LICENSEE hereunder, as and when due, where such failure shall
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continue for a period of three(3)days after written notice thereof by LICENSOR to LICENSEE:
D. A failure by LICENSEE to observe or perform any of the covenants, conditions
or provisions of this License to be observed or performed by LICENSEE, other than as described
in subparagraph 15.C., above, where such failure shall continue for a period of twenty (20) days
after written notice thereof by LICENSOR to LICENSEE; provided, however, that if the nature
of the default involves such that more than thirty (30) days are reasonably required for its cure,
then LICENSEE shall not be deemed to be in default if LICENSEE commences such cure within
such thirty(30)day period and thereafter diligently prosecutes said cure to completion;or
E. The making by LICENSEE of any general assignment or general arrangement for
the benefit of creditors, or the filing by or against LICENSEE of a petition to have LICENSEE
adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to
bankruptcy (unless, in the case of a petition filed against LICENSEE, the same is dismissed
within sixty (60) days); or the appointment of a trustee or a receiver to take possession of
substantially all of LICENSEE's assets located in or about the Premises or of LICENSEE's
interest in this License,where possession is not restored to LICENSEE within thirty(30)days; or
the attachment, execution or other judicial seizure of substantially all of LICENSEE's assets
located in or about the premises or of LICENSEE's interest in this License. where such seizure is
not discharged in thirty(30)days.
16. Remedies in Default. In the event of any such material default of breach by
LICENSEE, LICENSOR may at any time thereafter and without notice or demand and, without
limiting LICENSOR in the exercise of a right or remedy LICENSOR may have by reason of such
default or breach:
A. Terminate LICENSEE's right to possession of the Premises by any lawful means,
in which case this License shall terminate and LICENSEE shall immediately surrender
possession of the Premises to LICENSOR. In such event, LICENSOR shall be entitled to
recover from LICENSEE all damages incurred by LICENSOR by reason of LICENSEE's default
including, but not limited to, the cost of recovering possession of the Premises, expenses of
reletting, including necessary renovation and alteration of the Premises, for reasonable attorneys'
fees and costs, any real estate commission actually paid, or the worth at the time of award by the
court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the
term after the time of such award exceeds the amount of such rental loss for the same period that
LICENSEE proves could be reasonably avoided. Unpaid installments of rent or other sums shall
bear interest from due date thereof at the rate of eighteen percent (18%) per annum or at the
maximum legal rate then in effect in California, whichever is higher. In the event LICENSEE
shall have abandoned the Premises, LICENSOR shall have the option of(1)taking possession of
the Premises and recovering from LICENSEE the amount specified in this subparagraph, or (2)
proceeding under the provisions of the following subparagraphs.
B. Maintain LICENSEE's right to possession, in which case this License shall
continue in effect whether or not LICENSEE shall have abandoned the Premises. In such event,
LICENSOR shall be entitled to enforce all of LICENSOR's rights and remedies under this
License, including the right to recover rent as it becomes due hereunder.
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C. Pursue any other remedy now or hereafter available to LICENSOR under the
laws or judicial decisions of the State of California. Furthermore, LICENSEE agrees that no
election by LICENSOR as to any rights or remedies available hereunder or under or pursuant to
any law or judicial decisions of the State of California shall be binding upon LICENSOR until
the time of trial of any such action or proceeding.
17. Offset Statement. LICENSEE shall, at any time and from time to time upon not less
than ten (10) days' prior written notice from LICENSOR, execute, acknowledge and deliver to
LICENSOR a statement in writing(a) certifying that this License is unmodified and in full force
and effect or, if modified,stating the nature of such modification and certifying that this License,
as so modified, is in full force and effect and the date to which the rental and other charges are
paid in advance, if any, and (b) acknowledging that there are not, to LICENSEE's knowledge,
any uncured defaults on the part of LICENSOR hereunder, or specifying such defaults if any are
claimed. Any such statement shall state that it may be relied upon by any prospective purchaser
or encumbrancer of all or any portion of which the Premises are a part.
18. Assignment and Subletting. LICENSEE shall not assign or transfer this License or any
right hereunder to any other person or entity nor shall LICENSEE sublet all or any portion of the
Premises without first obtaining the written consent of LICENSOR, which consent shall not be
unreasonably withheld or delayed. Any assignment or subletting of the Premises without such
prior written consent shall be void for all purposes and LICENSOR may, at its option, declare a
forfeiture of the same in any manner provided by law. Consent to any such assignment or
subletting shall be at LICENSOR's sole discretion and LICENSOR is not required hereunder to
consent to any such proposed assignment of subletting of the Premises.
19. Fixtures. All trade fixtures and/or temporary facilities installed or on the Premises by
LICENSEE may be removed by LICENSEE at any time during the term of this License so long
as the same may be removed without permanent damage to the Premises. LICENSEE shall
repair all damage which may result therefrom to the reasonable satisfaction of LICENSOR.
20. Indemnification. During the Tenn of this License, LICENSEE shall indemnify, defend
and hold LICENSOR and its appointees, officials, officers, agents and employees harmless from
all claims, disputes, litigation, judgments, damages, causes of action., investigation costs and
attorneys' fees arising out of or in connection with LICENSEE's use and/or occupancy of the
Premises-- provided, however, this indemnity shall not cover any of the foregoing that are caused
by LICENSOR's negligence or willful misconduct. The obligations of LICENSEE described in
this Section 20 shall survive any expiration or termination of the License.
21. Insurance.
A. Commercial General Liability_Insurance. Throughout the term hereof, at
LICENSEE's sole cost and expense. LICENSEE shall keep or cause to be kept in full force and
effect, for the mutual benefit of LICENSEE, and LICENSOR as an additional insured,
commercial general liability insurance against claims and liability for personal injury, death, or
property damage arising from the use, occupancy, disuse, or condition of the Premises,
improvements, or adjoining areas or ways, providing protection of at least Two Million Dollars
($2,000,000.00) per occurrence for bodily injury or death, and at least Five Hundred Thousand
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Dollars($500,000.00)for property damage. Any policies containing an annual general aggregate
shall be subject to LICENSOR's prior approval.
B. Policy Form. Contents and Insurer. All insurance required by express provision
of this License shall be carried only in responsible insurance companies licensed to do business
in the State of California with a current A.M. Best rating of no less than A:VII. All such policies
shall contain language to the effect that: (l) the policies are primary and noncontributing with
any insurance that may be carried by LICENSOR; (2) they cannot be canceled or materially
altered except after thirty(30) days' notice by the insurer to LICENSOR; (3)the Redevelopment
Agency of the City of Redlands and the City of Redlands, and each of Agency's and City's
elected and appointed officials, officers and employees are additional insureds;(+)any failure by
LICENSEE to comply with reporting or other provisions of the policies including breaches of
warranties shall not affect the required coverage, and (5) the required insurance applies
separately to each insured against whom claim is made or suit is brought, except with respect to
the limits of the insurer's liability. LICENSEE shall furnish LICENSOR with copies of all
certificates and endorsements evidencing the insurance. LICENSEE may effect for its own
account any insurance not required under this License.
C. Failure to Maintain Insurance; Proof of Compliance. LICENSEE shall deliver to
LICENSOR, in the manner required for notices, copies of endorsements to all insurance policies
required by this License, within the following time limits: (1) For insurance required at the
commencement of this License, within ten (10) days after Effective Date of this License and
prior to LICENSEE's occupancy of the Premises; (2) For insurance becoming required at a later
date, at least ten (10) days before that requirement takes effect, or as soon thereafter as the
requirement, if new, takes effect; (3) For any renewal or replacement of a policy already in
existence,prior to expiration or other termination of the existing policy.
If LICENSEE fails or refuses to procure or maintain insurance as required by
this License, or fails or refuses to furnish LICENSOR with required proof that the insurance has
been procured and is in full force and paid for, LICENSOR shall have the right, at LICENSORs
election and on five(5)days'notice,to procure and maintain such insurance. The premiums paid
by LICENSOR shall be treated as added rent due from LICENSEE with interest at the rate of
eighteen percent (18%) per year or the maximum allowable legal rate in effect in the State of
California on the date when the premium is paid, whichever is higher, to be paid on the first day
of the month following the date on which the premium was paid. LICENSOR shall give
LICENSEE prompt notice and provide LICENSEE with a certificate of insurance and agent's
invoice evidencing payment of such premiums, stating the amounts paid and the names of the
insurer or insurers,and interest shall run.from the effective date of coverage.
22. Authority of Parties. Each individual executing this License on behalf of LICENSEE
represents and warrants that he or she is fully authorized to execute and deliver this License on
behalf of LICENSEE and that this License is binding upon LICENSEE in accordance with its
terms.
23. Waiver. No breach of any provision hereof can be waived unless in writing. Waiver of
any one breach of any provision shall not be deemed to be a waiver of any other breach of the same
or any other provision hereof. The waiver by LICENSOR of any term, covenant or condition
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herein contained shall not be deemed to be a waiver of such term, covenant or condition on anv
subsequent breach of the same or any other term, covenant or condition here-in contained. The
subsequent acceptance of rent hereunder by LICENSOR shall not be deemed to be a waiver of
any preceding breach by LICENSEE of any term, covenant or condition of this License- other
than the failure of the LICENSEE to pay the particular rental so accepted, regardless of
LICENSOR's knowledge of such preceding breach at the time of acceptance of such rent.
24. Time. Time is of the essence of this License and each and all of its provisions in which
performance is a factor.
25. Inability to Perform. This License and the obligations of either Party hereunder shall
not be affected or impaired because the other Party is unable to fulfill any of obligations
hereunder or is delayed in doing so, if such inability or delay is caused by reason of strike, war,
civil insurrection, acts of God, or any other cause beyond the reasonable control of the
nonperforming Party.
26. Sale of Premises by LICENSOR In the event of any sale of the Premises, LICENSOR
shall be and hereby is entirely freed and relieved of all liability under any and all of the
covenants and obligations contained in or derived from this License arising out of any act,
occurrence or omission occurring after the consummation of such sale. The purchaser, at such
sale or any subsequent sale of the Premises, shall be deemed, without any further agreements
between the Parties or their successors in interest or between the parties and any such purchaser,
to have assumed and agreed to carry out each and all of the covenants and obligations of
LICENSOR under this License. Notwithstanding the foregoing, upon the request of LICENSEE,
LICENSOR shall provide an assignment and assumption agreement signed by its successor in
interest acknowledging and agreeing to assume all of LICENSOR's obligations under this
License.
27. Signs. LICENSEE shall not place any sign upon the Premises without LICENSOR's
prior written consent and approval thereof. Further, such signs, if any, shall conform to the sign
requirements of the City of Redlands.
28. Performance Bond. Prior to the commencement of any repair, alteration, addition,
renovation or improvement as may be required or permitted herein pursuant to Section 8 of this
License, LICENSEE shall file with LICENSOR a corporate surety bond satisfactory to
LICENSOR's General Counsel and conditioned that the LICENSEE shall well and truly observe,
fulfill and perform each and every repair, alteration, addition, renovation or improvement as
determined by LICENSOR's Executive Director, whose decision shall be final. In the event of
any breach of any condition of the aforesaid bond, the whole amount of the penal sum therein
named shall be deemed to be liquidated damages. and the same shall be recoverable from the
principal and sureties upon the bond. Upon completion of the repairs, alterations, additions,
renovation or improvements secured by said corporate surety bond, LICENSEE may apply to
LICENSOR's Executive Director for a reduction in the penal sum of said bond and said
Executive Director, upon satisfactory proof presented to him or her, shall reduce the penal sum
thereof to an amount not exceeding fifty percent (50%) of the reasonable value of said repairs,
alterations. additions, renovation or improvements. Said bond. as reduced in the penal sum
thereof, shall be maintained in full force and effect until the time for the filing or enforcement of
10
any mechanic's,materialman's, contractor's or subcontractor's liens arising from,or any claim for
any work of repair, alteration, addition, renovation or improvement of or to the Premises or any
other claim or demand howsoever the same may arise shall have expired. In no event, however,
shall LICENSEE's obligation to indemnify and hold LICENSOR and the Premises free and
harmless from any such claims and demands be abrogated by this requirement for the
maintenance of said corporate surety bond.
1
29. Salvage. LICENSEE and LICENSOR hereby agree that all items of non-hazardous
personal property remaining upon the Premises subsequent to Termination shall be deemed to be
the property of the LICENSOR. Thereafter, LICENSEE shall not have any right to such personal
property.
30. Successors. Subject to the provisions of this License with respect to assignment and
subletting, each and all of the covenants and conditions of this License shall be binding on and
shall inure to the benefit of the successors of the respective Parties.
31. Notices. Any notice required or permitted under the terms of this License shall be
deemed served when personally served on LICENSEE or LICENSOR or when the same has been
placed in the United States mail, postage prepaid and addressed as follows:
LICENSOR: The Redevelopment Agency of the City of Redlands
Attention: Redevelopment Director
35 Cajon Street, Suite 204
Post Office Box 3005
Redlands, California 92373
LICENSEE: William and Crystal Wyatt
Doing Business As Wyatt Video
P. O. Box 2008
Running Springs, California 92382
32. Administration of License. This License shall be administered by the LICENSOR's
Executive Director, or his designee, following approval of this License by the LICENSOR's
Board. The LICENSOR's Board shall maintain authority over this License through the
Executive Director (or his authorized representative). The Executive Director, or his designee,
shall have the authority to issue interpretations, waive provisions and enter into amendments of
this License on behalf of the LICENSOR so long as such actions do not substantially change the
uses or development permitted on the Premises, or add to the costs of the LICENSOR as
specified herein or as agreed to by the LICENSOR's Board, and such amendments may include
extensions of time specified with respects to actions specified herein. All other waivers or
amendments shall require the written consent of the LICENISOR's Board.
33. Severability. In the event that any provision of this License is held to be invalid, void or
illegal by any court of competent jurisdiction, the same shall be deemed severable from the
remainder of this License and shall in no way, affect, impair or invalidate any other provision
contained herein. If any such provision shall be deemed invalid due to its scope' or breadth, such
provision shall be deemed valid to the extent of the scope or breadth permitted by law.
11
34. Interpretation. No provision of this License is to be interpreted for or against either Party
because that Party or that Partys legal representative drafted such provision, but this License is to
be construed as if both Parties drafted such provision.
35. Audit LICENSOR may audit LICENSEE's activities on the Premises pursuant to this
License at any time with respect to LICENSEE's operations pursuant to this License. Said auditing
shall be conducted on the Premises during normal business hours (i.e.., 8:00 AM to 5:00 PM,
Monday through Friday,except on national holidays)..
36. Disputes-Attorney's Fees. If either Party to this License is required to initiate or defend
litigation in any way connected with this License,the prevailing Party in such litigation, in addition
to anv other relief which may be granted, whether legal or equitable, shall be entitled to reasonable
attorney's fees,including the use of in-house counsel by a Party.
37. Post-acauisition Status/inelieibilitv for Relocation Benefits. LICENSEE
acknowledges and agrees that LICENSEE is a post-acquisition tenant of LICENSOR as regards
LICENSEE's participation in this License. LICENSEE represents that LICENSEE has read the
following and understands that as a post-acquisition tenant, LICENSEE is not eligible for
relocation assistance and benefits from LICENSOR. LICENSEE agrees and acknowledges that
LICENSEE is not eligible for relocation rights pursuant to § 6034(b)(1) of Title 25 of the
California Code of Regulations,which reads:
"(b)(I) Post-acquisition tenants, those who lawfully occupy property only after a
public entity acquires it, or who lawfully occupy property after the private acquisition of
property by a person with a written agreement with a public entity, for the purpose of
financing the purchase or development of the property, are not eligible for assistance and
benefits other than advisory,assistance to the extent determined by the displacing agency.
A public entity shall inform prospective tenants regarding the projected date of
displacement and periodically, should inform post-acquisition tenants of any changes in
this projection."
LICENSEE acknowledges and agrees that LICENSOR has adopted either § 6034(b)(1)
or substantial equivalent and upon such authority LICENSEE is not eligible for relocation
assistance and benefits.
38. Entire Agreement. This License contains the entire agreement between the Parties as to
the matters contained herein. No promise, representation, warranty, or covenant not included in
this License has been or is relied on by either Party. Each Party has relied on its own
examination of this License, the counsel of its own advisors, and the warranties, representations.
and covenants in the License itself. The failure or refusal of either Party to inspect the Premises
or improvements, to read the License or other documents or to obtain legal or other advice
relevant to this transaction constitutes a waiver of any objection, contention, or claim that might
have been based on such reading, inspection,or advice.
12
WHEREFORE, the Parties hereto have entered into the License effective as of the date
first above written.
LICENSEE: LICENSOR:
William and Crystal Wyatt THE REDEVELOPMENT AGENCY
OF THE CITY OF REDLANDS,
a public body,corporate and politic
1
r,
By: By:
William Vtiyatt n arrison,Chairman
fill
By: ;
C;--y y
i
ATTEST:
By:
Lord Poyzer, �' Ti Secretary
1.3
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EXHIBIT"A"
SITE MAP
Licensed Premises
Ptn. Rancho Son Bernardino, M.B. 7/22Q Redlands City 0169 - 2 8
Tax Rate Area
5002
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trJ;
go, No 9�6V u ,�,rl; Ptn. Sec. 27 Book 0169 Page 28
9c, No S§59, P u .1/9i3.9• T.1S., R.3W. San Bernardino County