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Home My WebLink AboutONE HUNDRED SOUTH MAIN ST. 1 - 2005 . INSURANCE litH ON mt WORK MAY NOT PROCEED CLERK OF COUNCIL DATE: 3.-9-:;05 N-2005-025 NON-EXCLUSIVE LICENSE AGREEMENT This License Aßreement ("Agreement") is entered into on fv'\aycÆ t ,2005, by and between the CITY OF SANTA ANA, a charter city and municipal corporatiull of the State of California ("City"), and 100 SOUTH MAIN STREET, LLC, a California limited liability company ("Licensee"). 1. ACKNOWLEDGEMENTS a. Licensee certifies that it owns the subject property and structure located at 100 South Main Street, Santa Ana (the "Building") (the legal description of this property is attached hereto as Exhibit A and incorporated herein by reference) and intends to install a projecting sign on the east elevation and a marquee sign on the north elevation of the Building that will identify the name of the establishment. b. The City owns or has an easement certain real property which consists of the public right-of-way being the gutters, curb, and sidewalks of Main Street and First Street as described in greater detail in Exhibit B hereto (the "License Area"). The parties agree and acknowledge that the License Area includes all real property belonging to the City. c. Licensee desires to maintain and repair the signs located on the Building and protruding over the License Area subject to the tenus and conditions of this Agreement. 2. GRANT OF LICENSE a. City grants to Licensee a personal, non-exclusive, revocable (subject to the tenus herein) right and license ("License") to allow for the protrusion ofthe signs over the License Area and to enter upon the License Area for the purpose of repairing, and maintaining the signs. Nothing contained herein is intended, nor shall it be interpreted as, a commitment or pledge by the City to penuit Licensee to retain the signs in their current location. 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 the pedestrian purposes already available to members of the general public, without obtaining the prior written consent of the City's Executive Director of the 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 signs for cause after the City provides 30 days notice to the Licensee; and (ii) the right to Page 1 of5 undertake its own maintenance and graffiti removal in the exercise of its sole and exclusive judgment. No action of the City shall rclieve Liccnsee of its duties under this License. 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 that would be inconsistent with the tenns of this Agreement. Licensee agrees that any use it makes ofthe 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 confonn to any requirements set forth by the City during the course ofthis License consistent with the tenns and conditions of this Agreement. 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 of the installation, operation, maintenance, repair and removal of any improvements in the License Area that are installed by Licensee. d. Licensee will maintain the signs in a neat, clean, sanitary and safe condition, to the satisfaction of City. e. Except as set forth below, Licensee shall not record, hypothecate, assign or attempt to record, hypothecate or assign this personal License. Except as set forth below, 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 purposes. This License and all restrictions contained herein shall be assignable (with the consent of the City) with the ownership ofthe Building. 4. REVOCATION City may revoke this License for cause, upon thirty (30) days notice in writing to the Licensee. At Licensee's election upon removal of the signs, Licensee may elect to tenninate this License upon notice to the City. 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: Page 2 of5 TO CITY: Clerk Of The Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 With courtesy copies to: Executive Director of the 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: 100 South Main Street, LLC 1200 N. Main Street 9th Floor Santa Ana, CA 92701 Attn: Michael F. Harrah 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 of the 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 of this 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 of5 7. INSURANCE a. Licensee shall maintain commercial general liability insurance, or equivalent fonn, with a combined single limit of not less than $1,000,000 per occurrence covering the License Area. Such insurance shall: (I) name the City of Santa Ana, its officers, agents, employees and volunteers as additional insureds; (2) be primary with respect to insurance or self- insurance programs maintained by the City, and (3) contain standard separation of insureds provisions. The above referenced insurance requirement can be satisfied by a corporate umbrella insurance policy maintained by Caribou Industries Inc. b. Licensee shall, prior to and as a condition of exercising any rights under this License Agreement, (i) furnish properly executed certificates of insurance to the City prior to exercising its rights under this License, which certificates shall clearly evidence all coverages required above and provide that such insurance shall not be materially changed or terminated except on 30 days prior written notice to the City (ii) attach a completed and signed copy of the City's "Additional Insured Endorsement" fonn, a copy of which is attached hereto as Exhibit C, to the certificates of insurance noted above; (iii) maintain such insurance !Tom during the tenn of this License; and (iv) replace such certificates for policies expiring prior to the tennination of this License. 8. INDEMNITY Licensee shall indemnify, defend and save harmless City, its officers, agents, employees and volunteers from 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 indenmify, defend and save harmless City, its officers, agents, employees and volunteers !Tom all claims, demands, suits, actions or proceedings of any kind, and all costs and expenses, including but not limited to reasonable attorneys' fees, settlements or judgment resulting !Tom 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 tenns 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 of5 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 of the 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 thereof by operation oflaw. 12. INDEPENDENT CONTRACTOR It is understood and agreed that Licensee, in the perfonnance 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: CITY OF SANTA ANA e~ Pahicia E. Healy Clerk of the Council Q~ßJa¡---: David N. Ream City Manager APPROVED AS TO FORM: Joseph W. Fletcher City Attorney ~/.'" Ky1ee 0: Otto Assist. t City Attorney LICENSEE 100 SOUTH MAIN STREET, LLC ~,~~ Print Title: r~L) ( / Page50f5 ORDER NO. 3291451-23 EXHIBIT "A" (LEGAL DESCRIPTION) PARCEL 1: LOTS 1 AND 2 IN BLOCK 1 OF PALMER'S ADDmON TO THE TOWN OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 14 PAGE 49 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. PARCEL 2: COMMENCING AT THE SOUTHEAST CORNER OF LOT 8, BLOCK 1 OF PALMERAS ADDmON TO SANTA ANA, RECORDED IN BOOK 34 PAGE 87, OF MISCELLANEOUS RECORDS OF LOS ANGELES, THENCE WEST ALONG THE NORTH LINE OF WALNUT STREET 125 FEET, THENCE NORTH 100 FEET, THENCE EAST 125 FEET TO THE WEST LINE OF MAIN STREET, THENCE SOUTH ALONG SAID WEST LINE 100 FEET TO THE POINT OF BEGINNING, BEING THE SOUTH 100 FEET OF LOTS 8 AND 9 AND THE EAST 25 FEET OF THE SOUTH 100 FEET OF LOT 10 IN SAID BLOCK L Page 4 , ¡ " " " ¡ SITE PLAN 100 S. MAIN - "ORIGINAL MIKE'S" \i.!\ ~¡:\: SIGNS II .~I__..;""-,.".."",, I ,I '~.\7,\ C" ,~,;., 5;~;"; I \,) ,""'-',-~ r~"r~Cfl, ~ nJ:;~[1~,;;~~5;r~ - :,1 ~¡ CD .. :'-','," ,- "'1" i .:.~, ,-, ."'"'., ""-"", ;/ --'-$:r[ ',~ ',5) "' ';i! " ,:' ~' ¡"- -;- =~ :) r''.ì\ ~ LEGEND: B MARQUEE SIGN. FIRST STREET - 100 SQ. FT. 69'-5' FROM CORNER OF FIRST AND MAIN TO CENTER LINE OF MARQUEE. MARQUEE IS 5' 10-3/4" FROM WALL OUT OVER THE SIDEWALK. BLADE SIGN. SIGN ABOVE SIDEWALK FIRST FLOOR (RELOCATION) 16 SQH 125'-1" FROM CORNER OF FIRST AND MAIN TO CENTER LINE OF BLADE SIGN ALONG MAIN STREET. BLADE SIGN PROJECTS OVER SIDEWALK A MAXIMUM OF 5'-0". D ,fil\ ., 'I . . \.~"": /"4 --;~----::;'/ ! I m ~,~t I (t)."'( ! I í ! I' 11ë='" ...a ........HI ![IIOt( 1-, ------- ------- - - t....-.....- ---~- (t1.t( ! (! ' .~' Q~U~ ~..w lOr. : --;-t -l= ~~ ...~-=~ ~ I__~- Œ ! T~~¡=-- ! T - --. .... ! T .- :---=-~ ! T . '". .1 =F= L Q<.¡U~ '''WIIO~,'' ,---; ~.- ------------ ---- , 1- ;~!; J ) ~'_{'I_- r;!"~" - -<r- __;¡m.. .1-- 1111 ';' (;, ) .. f'!~ ...-.=* If-'* In¡-.".,,':.,--- (IU('" ~.Io\." '.. +-- "'--- 1----- k11 ,'!' 'r-',!. -+ ~ !T I¡---f I !t~--- !:I ~--L--_... , , m ~..... í-' , l--~-~- I B . . I:;' I , I ~ . X i ; 1 ~ ---:--~ ~~--~ i CD '::): !'~r^11 ¡'! " '" t- -- -- ~,,! f - @ ~I-' '- --; L\ rlAST SIREn . . ",-" '-----'---'------ ~:..~n J- -. --:----. +- -+ ({)hlll" :1 - ".1 l , -ðo,....,,, , ~ ~ . ~.J. . . . ~~ ... I ... . ICAlIBOU I' 'IF' ".,.." """"'_$"'.S,o<:. '''''''''''''$~t, ~.- ,,,,,,,,.- ,....,,,.,.,.....,, -" C Om mx Z::J: (1)- mm »=1 ;Om m » "" ? ~ :: ~ ~ ; ~ ~ ',"",,"," _.'1 .,... II.'I.~ II'n.IT: WI ScoIt '/11'."'" ......-... lI.n... ....... .~- AI...... ~ , . . ,-, Jt\xymnr c ADDITLONAL INSURED ENPORSF-MEN"I' FOR COMMnACIAL GENERAL LTABILITY POT.TCY TAA\.IranO~ Cmnp~ny ~.!~~..1'und Ineuranee Company 'Otis eluk>~cn1ent 1110di fiø~ stlllh ÎI'ISUranM as is afforded bytbe provislDIlS of Policy II MZX:BØB26694 ,eJating 10 the te1lowins: 1. The City ofSantn Apa,;20 Civic Center Plaza, SU1taAn:\, Ca1i:Comia 92701; its ameen;, e111ployees- agenls, v"hl1Itears and representatives are named as ndditionaJ iT1SlU'ðds ("adl1iiiOMI in$urcds") with I'Øgard to liability and defense of s~~it!l arising from the operations and ~lSCS parfonned by or on bchaJf of the named insured. 2. With rcs¡Jcct to c1IÙms arising out ofthe o[l=rati0rt6 emd \!Ses perfonncd by 01' on behalf pfthc namod .in&ured, such ins1I1'M!:e as is afforded by this poJioy is pri~EIIY and is not arlditional to or oontribt1!În!! with au)' athcr insurance em:ried by or for the benefit of tho additiOllal illSllrcds. 3. This insumnoo applies soparnto!y to each iMurcd agnÎJ1StwMI11 pJaim iU11ado or suit is brought except wtth rcspCj)1 to the company's limits ofljabitity. The inclusion or any ~crsol1 or organizatio!t ns tin insured shaU 110t affect any right which suoh person Or orgnnl2.alior¡ w0111d hnve as a clalnumt jfnot aO included. 4. Witl1 respect to the ø.cJditional ¡¡¡su1'cds, this insm'8llcc shall not bc mwcoUod. or lTlllterÎ1tlly reduced in covernge 01' HllIits ,,¡¡cept lifter thirty (30) days written notice has boon given 10 the City ofSnnta Ana, 20 Civic Ce11tel' PIAU, SnntaAna. California 92701. (Completion ofthe following, inclucling counlersigY1atu.re, is required to make this cndoœcwCllt ilITOCUv~.) Effcotive ---J:!At.¡:J;¡..:l..... ~Jl!l§..~-'_""_.M'_'_._' this cndorscJl:!Onl form as a pari of :Policy It MZX80826694 Issuel1 to Caribou Industries, Inc.; 100 South Main Sraat, LLC, et a1 Namecl InslITed , Co¡mtersi¡¡ncd by ~- J~- e. ~t Authorized Ropresen.t&tivo Todd C. Holliday ACORQM CERTIFICA TE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 03/02/2005 PRODUCER (949)263-0606 FAX (949)263-0906 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Complete Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR California 001 #0437762 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 19000 MacArthur Blvd., PH Flr Irvine, CA 92612-1447 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Fireman's Fund Insurance Co Caribou Industries INSURER B: Eastcom Corporation INSURER C: 1200 North Main Street, Suite 900 INSURER D' Santa Ana, CA 92701 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DO' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY MZX80826694 04/14/2004 04/14/2005 EACH OCCURRENCE $ 1,000,00 "X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ 1,000,00 ~ CLAIMS MADE m OCCUR MED EXP (Anyone person) $ 10,00 t-- A PERSONAL & ADV INJURY $ l,OOO,OOCl t-- -- GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,00 m .nPRO- nLOC POLICY JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT f-- (Ea accident) $ ANY AUTO f-- ALL OWNED AUTOS BODILY INJURY f-- (Per person) $ SCHEDULED AUTOS f-- HIRED AUTOS BODILY INJURY f-- $ NON-OWNED AUTOS (Per accident) - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ~ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY APPROVl: D AS TO -OlU,'l EACH OCCURRENCE $ :=J OCCUR o CLAIMS MADE AGGREGATE $ fj ~/7i!-li{i JI; $ ~ DEDUCTIBLE --. $ - a Stitt}hccdy RETENTION $ Lau $ WORKERS COMPENSATION AND ASSist< nl CITY .''> r ,"rr ;'\ I T~~3T~I.~~ I IOJ~- EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L EACH ACCIDENT $ OFFICERlMEMBER EXCLUDED? E.L DISEASE - EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS beiow E.L DISEASE - POLICY LIMIT $ OTHER ~ESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS e: License agreement at 100 South Main Street, Santa Ana, CA ~he certificate holder is included as an additional insured as respects general liability coverage and per the attached "Exhibit C" additional insured endorsement. "10 day notice of cancellation for non-payment of premium. CERTIFICATE H LDER City of Santa Ana; its officers, employees, agents, volunteers and representatives 20 Civic Center Plaza Santa Ana, CA 92701 CANCELLA TI N SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30'~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) )~Xln 'U'f C ADDn'!ONAL INSURED ENPORSJnyfE'NT FOR COMMnAClAL GENERAL LTABILlTYPOTJCY TMUt1lT1ee Compl.1ny Fil'~~nd Insurance Company 'O.is emlan;cment modi tie$ sllch insurance as is afforded bytbe provisions of Policy Ii MZXB~826694 relating to the tollowins: 1. The City of S~ Alia. :20 Civic Center Plan, Santa Iu1a, California 92701; its ornc~ employOOll. &gent., volUJttects and rcprcscntativcB arc named aa 1.\dditional insureds ("pdditlannt in$urod!I") \Vith tel,,'fltd to linbility and dofense of !l\1its arising from the operations and uses performed by or Q11 bcha1!ot'thcnnmod insured. 2. With respect to clBirns arising out oftbo opcration& and uses performed by or on bebalf pfthc named inaurcd, aucb iD&1lmnee .8 is afforded by thl$ policy is pri.rQruy and is not additional to or eontl.'lDllting with allY other insurance canied by or for the benefit ofthc additional ins\lrcds. .3. This insu mnco a~llcs sC))Aratoly to ell ch iosurcd against whom olaim is J11adB OT suil is brou,ht except with tCol.peot to the company's Umits o!1iabiUty. The inolusion orany person or organiution na an. insured shan not affect aoy right which sucb pctSOn or orgnniZll.lion wml1d have as a. c1ainumt finat so included. 4. With respect to tile additional insureds, this insW'I11ce sball not be eanccllod. or mfltcrially reduced in coverage ol'1imits e"cept afte!." thirty (30) days written notice has beon giv~ Lo the City of SantA Ana. 20 Civic Center Pl~ Santa Ana. California 92701. (COlllpletiOIl of the foUowmg, including ooun~ersignatl.1:re, is required to make this endorsement orracUve.) Eftc;:ctivc; --i:lB.t:cb,.J,._ 2.QQ5.._._'_M._t tllls endorsC!nent form as a pa.rt of :Policy it MZX808~6694 Issued to Caribou Industries, Inc.; 100 South Maiu Sreet. LLC. et 81 Named InBured COlJ1\tcrsisncd by - ~ C~<~I/ k.s Authorized RcptcScntativo Todd C. Holliday U::;i't\.U\~";' A.S TO FORM u._....L~ .) / ~ "aura Stitt Sheedy ',,[stant City Attorney