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Home My WebLink AboutLITTLE SAIGON BUSINESS DIST 1 - 2004 IIWUIMNq, NOll¡EO~IREIi \vei I, !" MAY PROCEED CLlRK OF COUNCIL DATE: I - ~O-o"¡ A-2003-119 epw/Ì ~ ~ ) This License Agreement is entered into on \ I;), 0 , 200~, by and between . . the CITY OF SANTA ANA, a charter city and municipal corporation of the State of California ("City"), and the LITTLE SAIGON BUSINESS DISTRICT COMMITTEE ("Licensee"). NON-EXCLUSIVE LICENSE AGREEMENT 1. ACKNOWLEDGEMENTS a. Licensee certifies that it is a group of business persons that share a mutual interest in promoting cultural diversity throughout Orange County and the City of Santa Ana. b. The City owns or has an easement certain real property which consists of the public right-of-way being the gutters, curbs and sidewalks of First Street (the "License Area"). The parties agree and acknowledge that the License Area includes all real property belonging to the City as described in greater detail in Exhibit A hereto. c. Licensee desires to have the right to maintain and repair the sign, which it shall construct ftont and rear as depicted in Exhibit A-I, so long as the City shall retain it therein. 2. GRANT OF LICENSE a. City grants to Licensee a personal, non-exclusive, revocable personal right and license ("License") to Licensee to enter upon the License Area as hereinabove described and shown in general in Exhibit A, attached hereto and incorporated herein by reference, for the purpose of repairing, maintaining and ensuring the continued operation ofthe sign located in the License Area. Nothing contained herein is intended, nor shall it be interpreted as, a commitment or pledge by the City to retain the sign currently located in the License Area. b. Licensee may not encroach upon the License Area for any other purpose or business than those specified in paragraph 2.a., above, other than pedestrian purposes already available to members of the general public, without obtaining the prior written consent of the City's Executive Director ofthe Public Works Agency. c. City will not be held responsible for loss of, or damage to, any improvements made by Licensee in the License Area. d. This License in no way abrogates the right of City to enforce its abatement of public nuisance provisions. e. This License is made subject and subordinate to the prior and continuing right of City to use the public right-of-way, including without limitation, (i) the right to remove said sign for any reason; and (ii) the right to undertake its own maintenance and graffiti removal in the exercise of its sole and exclusive judgment. No action ofthe City shall relieve Licensee of its duties under this License. Page 1 of 5 3. DUTIES OF LICENSEE a. In exercising these rights, Licensee must use reasonable care and may not unreasonably increase the burden on the License Area. Licensee agrees that any use it makes of the License Area as specified herein shall be effected with all reasonable diligence and precaution to avoid damage to the land, property or personnel of the City. b. Licensee agrees to conform to any requirements set forth by the City during the course of this License. c. Licensee agrees to not install or make any improvements to the License Area without the written approval of the City. Licensee agrees to pay all the costs ofthe installation, operation, maintenance, repair and removal of any improvements in the License Area. d. Licensee will maintain the License Area in a neat, clean, sanitary and safe condition, to the satisfaction of City. e. Licensee shall not record, hypothecate, assign or attempt to record, hypothecate or assign this personal License. Any attempt by Licensee to record, hypothecate or assign this License shall automatically terminate this License Agreement and render this License void and invalid for all purpose. 4. REVOCATION City may revoke this License, at will, upon thirty days notice in writing to the License. 5. NOTICES Any notice to be given by either party shall be deemed to be properly served if deposited with the United States Postal Service, or other acceptable mailing service, postage prepaid, to the addresses below: TO CITY: Clerk Of The Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Page 2 of 5 With courtesy copies to: Executive Director ofthe Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 TO LICENSEE: Du Mien, President Little Saigon Business District Committee P.O. Box 2317 Westminster, California 92684 6. TERMINATION OF OCCUPANCY a. Licensee accepts the License Area in an "as is" condition and upon termination or revocation of this License, Licensee shall, at its own cost and expense, remove any improvements installed by Licensee and surrender possession ofthe License Area to the City in good order and repair and as nearly practicable to the state and condition in which it existed prior to the grant ofthis License, to the satisfaction of City. b. In the event Licensee fails, neglects or refuses to remove said improvements and restore the Easement Area, such removal and restorations may be performed by City, at the expense of Licensee, which expense Licensee agrees to pay to City upon demand. Page 3 of 5 7. RESERVED 8. INDEMNITY Licensee shall indemnify, defend and save harmless City, its officers, agents, employees and volunteers fÌ'om and against any and all loss or damage, expenses, injuries, death to any person or damage to property, including property and employees, volunteers, officers or agents of City or Licensee, and shall indemnify, defend and save harmless City, its officers, agents, employees and volunteers fÌ'om all claims, demands, suits, actions or proceedings of any kind, and all costs and expenses, including but not lirnited to reasonable attorneys' fees, settlements or judgment, arising out of the construction, reconstruction, maintenance, presence, operation, use, removal or state of repair, of the License Area. 9. GOVERNING LAW This License shall be governed by and construed in accordance with the laws of the State of California. 10. ENTIRE AGREEMENT This License supersedes any and all other agreements either oral or in writing between the parties hereto with respect to the terms set forth in this License and contains all the covenants and agreements between the parties with respect thereto. Each party to this License acknowledges that no representation, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, with respect to such services, which are not embodied herein, and that no amendment hereto shall be effective unless set forth in writing, approved by the City and Licensee. Page 4 of 5 11. BINDING EFFECT The covenants contained herein shall be construed to run with the land, and as such, this License shall inure to the benefit of and be binding upon the successors, representatives and assigns ofthe parties hereto; provided however, no assignment hereof by Licensee shall be binding upon City without the prior written consent of City in each instance, and at the option of City, this License shall be forfeited by any such voluntary assignment or by any assignment thereofby operation of law. 12. INDEPENDENT CONTRACTOR It is understood and agreed that Licensee, in the performance of this License, will be acting in a wholly independent capacity and not as agents, employees, partners, or joint ventures of the City. This License does not create a tenancy of any nature whatsoever between the City and Licensee. The parties have executed this personal, non-exclusive, revocable License Agreement as of the date and year first written above. ATTEST: C?~ Patricia E. Healy Clerk of the Council CITY OF SANTA ANA 'fj~',<..-//./. ~~V-- David N. Ream City Manager APPROVED AS TO FORM: Joseph W. Fletcher CitY7ey LICENSEE J) 447,;" Du Mien, President Little Saigon Business District Page 5 of 5 EXHIBIT A License Area EXHIBIT A-I LICENSE AREA LITTLE SAIGON' BUSINESS DISTRICT ,. ., CITY OF S ANT A AN A ~. ; ~