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INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES CLERK OF COUNCIL "TE VEHICLE LICENSE AGREEMENT O.C(tkvj •,UI;C CCd'h"U C4ir6Ifllaf 14J N-2020-076 THIS VEHICLE LICENSE AGREEMENT ("Agreement") is made and entered into as of February 18, 2020, by and between the CITY OF SANTA ANA. a public body, corporate and e� politic ("Licensor'), and DOWNTOWN, INC. ("Licensee"), with respect to the following: N O C, RECITALS c ac a. The Licensor is the owner of a 2002 Electric GEM Cart; Vehicle Identification Number (VIN) 5ASAK27492F028166; California License Number EI 162328 ("Vehicle"). b. Licensee desires to use the Vehicle owned by the Licensor for work related to the implementation of the Downtown Clean and Safe Program, including, but not limited to, trash removal, street furniture deployment, and event setup. c. The Licensor wishes to accommodate Licensee's desire to use the Vehicle on a non- exclusive basis by granting a license to Licensee upon certain terms and conditions. NOW, THEREFORE, for good and valuable consideration, Licensee and Licensor do hereby agree as follows: License Provided that all of the terms and conditions of this Agreement are fully satisfied, the Licensor hereby grants to Licensee, and its employees, agents and contractors, the non-exclusive, non - assignable, personal right and license to use the Vehicle owned by the Licensor for work related to the implementation of the Downtown Clean and Sate Program, including, but not limited to, trash removal, street furniture deployment, and event setup, and for no other purposes without the prior written approval of the Licensor. 2. Term This Agreement shall begin on the date first written above ("Effective Date"), and terminate on December 31, 2020. This Agreement shall also cover any and all use of the Vehicle by the Licensee since July 1, 2019, until the Effective Date. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 3. Ownership It is expressly understood that this Agreement does not in any way whatsoever grant or convey any rights of possession, easement or other cognizable property interest in the Vehicle. Upon termination of this Agreement, any improvements by Licensee to the Vehicle shall be the property of the fee title owner of the Vehicle, unless the Licensor requires licensee to remove. 4. Agreement By execution of this Agreement, Licensee agrees for itself and on the behalf of its employees, agents, consultants and contractors as follows: 027739v1 I