HomeMy WebLinkAboutContracts & Agreements_150-2022LICENSE AGREEMENT BY AND BETWEEN THE CITY OF REDLANDS
AND INTERNATIONAL AEROBATIC CLUB CHAPTER 26
This non-exclusive license agreement ("License") is made and entered this 19th day of
July, 2022 ("Effective Date"), by and between the City of Redlands, a municipal corporation
("City"), and International Aerobatic Club Chapter 26, a non-profit organization ("Licensee").
City and Licensee are sometimes individually referred to herein as a "Party" and, together, as the
"Parties."
RECITALS
WHEREAS, Licensee desires to conduct a private international aerobatic club -sanctioned
aerobatic competition ("Event") at the Redlands Municipal Airport ("Airport"), located at 1755
Sessums Drive; and
WHEREAS, City has approved prior use of the Airport for similar aerobatic competitions
that are not publicized for public attendance; and
WHEREAS, City and Licensee desire to enter into this non-exclusive License to set forth
the terms and conditions under which City will permit use of a portion of the Airport by Licensee,
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 International Aerobatic Club Chapter 26 agree as follows:
AGREEMENT
Section 1. Premises. City hereby grants to Licensee a non-exclusive License to
conduct the Event at the location specified in Exhibit "A" (the "Premises") titled "Airport Layout
Plan," which is attached hereto and incorporated herein by this reference.
Section 2. Acknowledgment of License and Disclaimer of Tenancy. Licensee is not
a tenant or lessee of City and holds no rights of tenancy or leasehold in relation to the Premises.
In consideration of City's grant of this non-exclusive License, Licensee 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 the License shall commence on September 2, 2022,
and terminate on September 5, 2022, unless earlier terminated as provided for herein. Licensee
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 Licensee solely for the purpose of conducting the
Official International Aerobatic Club Competition Event at the Airport.
B. During the term of this License, Licensee 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.
C. The hours of operation for the Event shall be limited to the following:
i. September 2, 2022, from 7:00 a.m. until 8:00 p.m.; and
ii. September 3, 2022, from 7:00 a.m. until 8:00 p.m.; and
iii. September 4, 2022, from 7:00 a.m. until 10:00 p.m.
D. Licensee may commence Event set-up within the areas identified in Exhibit "A,"
on September 2, 2022, beginning at 7:00 a.m. Taxiway and hangar access for aircraft housed and
visiting at the Airport will be maintained.
E. Tear down and clean-up of the Event shall commence immediately following the
end of the Event and shall be completed no later than 10:00 p.m. on Sunday, September 4, 2022.
F. Licensee shall ensure that all airport gates used by the Event staff are properly
closed and secured after each use.
G. Licensee shall ensure that the Event is not advertised as a public event, and the
Airport will remain open during the Event with FAA -approved temporary changes to the fixed -
wing flight pattern.
H. Licensee shall provide a reasonably sufficient number of adequate trash receptacles
as directed by City staff within the Airport parking areas and the Premises identified in Exhibit
"A." 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.
I. Licensee shall obtain all required federal, state and local agency permits, copies of
which shall be submitted to the Airport Supervisor prior to the Event.
J. Licensee shall manage ground and air safety by licensed and certified staff at all
times during the Event.
K. Licensee shall require attendees to park only within designated parking areas.
L. Licensee's operation of the Premises shall not include the sale of goods or services.
Section 5. Final Plan Submittals.
A. Licensee shall submit to City for review and approval a final layout plan by close
of business, August 25, 2022. The final layout shall be reviewed and approved by City's Facilities
and Community Services Director and substituted for the Exhibit "A" attached to this License.
B. All plans and documents related to the Event and submitted to City shall reflect
City Council approvals and any other changes required by the Council and/or staff. This condition
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applies to all Event layouts, schedules, or plans submitted to City in connection with the Event.
Section 6. Indemnity. Licensee, and its agents and employees (collectively,
"Licensee") 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 Licensee's negligent acts or omissions, or
willful misconduct, associated with Licensee's conducting the event authorized by this License,
excepting only liability arising out of the sole negligence of the City. This section shall survive
any termination or expiration of this License.
Section 7. Public Liability and Property Damage Insurance. Licensee shall obtain
Event insurance in compliance with the minimum scope and limit of insurance as outlined below:
A. Comprehensive General Liability insurance with carriers acceptable to City in the
minimum amount of Two Million Dollars ($2,000,000) per occurrence, 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.
C. Licensee shall furnish the 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 Licensee commences activities.
Section 8. Special Risks or Circumstances: City reserves the right to modify these
requirements based on the nature of the risk, prior events, insurance coverage, or other special
circumstances.
Section 9. Assignment Prohibited. This License is personal to Licensee. Licensee
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
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discretion of City, result in the immediate termination of this License.
Section 10. 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 11. 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 or electronic email transmission (including PDF), 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:
CITY: LICENSEE:
City of Redlands
Jeanne Donaldson, City Clerk
P.O. Box 3005
Redlands, CA 92373
j donaldson@cityofredlnds.org
(909) 798-7531
International Aerobatic Club Chapter 26
c/o Susan Bell, President •
22240 Broken Lance Rd.
Apple Valley, CA 92307
susanbellfilm@gmail.com
(323) 377-1125
Section 12. Entire License/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 13. Termination. City shall have the right to terminate this License, with or
without cause, upon thirty (30) days prior written notice to Licensee. City shall have no liability
for any claims or damages resulting to Licensee as a result of any exercise by City of its right to
terminate this License. This License may be terminated at the discretion of City should Licensee
fail to fulfill its requirements as specified herein.
Section 14. 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 15. 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 19th day of July 2022, at Redlands, California
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INTERNATIONAL AEROBATIC CLUB
CHAPTER 26
usan Bell, President
ATTEST:
e Donaldson, City Clerk
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EXHIBIT "A"
Airport Layout Plan
•
City of Redlands Tie -Downs
'�yote Hangars Aviati'
Notes:
IAC Staff to Monitor CTAF Frequency
IAC Staff a Starter at Ready Line
Airport is open, therefore no TFR
FAA approvals aerobatic box, temporary fixed wing pattern change to the south for the three day event.
75 Pilots, Judges, Volunteers and Ground Crews estimated
20-25 planes estimated
print a nnhlie avant thuc nn arimicdnn fan
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Legend:
J Aerobatic officials parking
Judges, staff seating area with Port a Pot (provided by IAC 26)
Bill Aerobatic aircraft parking
i® Pilot Briefing and waiting area (Main Lobby)
MN Starter Area and ready line
INN Park open to non -officials and staff
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