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Home My WebLink AboutGRAIN PROJECT, THE 2 -2008INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES _, Ila-Oc. CLERK OF COUNCIL DATEi ~J-~~f-D~ D : cnA (1) 5/IV,ct Vtczr`uez- LICENSE AGREEMENT BETWEEN THE C1TY OF SANTA ANA ANll THE GRAIN PROJECT ANON-PROFIT PUBLIC BENEFIT CORPORATION OF N-2008-129 THE STATE OF CALIFORNIA, FOR THE BUILDING LOCI\TED ON THE PROPERTY AT 209 WEST CIVIC CF,N'fER DRIVE THIS AGREEMENT, made and entered in this __ day of July, 2008, by and between the City of Santa Ana, a charter city and municipal corporation, hereinafter referred to as "LICENSOR" and The Grain Project, anon-profit public benefit corporation of the State of California, hereinafter referred to as "LICENSEE." WITNESSETH 1. GRANT OF LICENSE LICENSOR hereby grants to LICENSEE, a personal, revocable, non-exclusive license upon the terns std conditions hereinafter set forth, the building commonly known as the "annex" to the YMCA building located at 209 W. Civic Center Drive, shown on Exhibit "A," attached hereto and incorporated herein by reference, hereinafter referred to as the "Premises." The Premises is approximately 1,10 square feet in size. 2. TERM OF LICENSE 'fhe term of this Agreement shall commence an the date stated above and maybe terminated by either party upon serving a thirty (30) day notice of intention to do so in writing to the other party. 3. LICENSE PAYMENT. Grain Project shall pay to City a license fee of $1.00, receipt ot'which is hereby acknowledged. 4. OTHER FEES LICENSEE shall pay promptly, as they become due, all charges far the maintenance and operation of the Premises, including, without limitation, utilities, normal repairs and maintenance, taxes, insurance, custodial services, and other public utilities to the Premises during the term of this Agreement. LICENSEE agrees to keep the Premises clean and in good order and repair. 5. INSURANCE Prior to undertaking performance of work under this Agreement, LICENSEE shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. L[CENSEE shall maintain commercial general liability insurance naming the LICENSOR, the City of Santa Ana, its off cers, employees, agents, volunteers and representatives as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of LICENSEE'S operations in the perfortttance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, aqd property damage, in the total amcunt of S1,000,000 per occurrence. LICENSEE shall supply LICENSOR with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B ,; upon execution of this Agreement and shall be approved in form by the City Attorney. b. 'fhe following requirements apply to the insurance to be provided by LICENSEE pursuant to this section: (i) LICENSEE shall maintain all insm~ance required above in full force and effect for the entire period covered by this Agreement. {ii) Certificates of insurance shall be furnished to the LICENSOR upon execution of this Agreement and shall be approved in forrn by the City Attorney. (iii.) Certificates and policies shall state that the policies shall not'x~ canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the LICENSOR. c. If LICENSEE fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the LICENSOR with required proof that insurance has been procured and is in force and paid for, the LICENSOR shall have the right, at the LICENSOR's election, to forthwith terminate this Agreement. 6. PURPOSE OF LICENSE The purpose of licensing the Premises to LIC ENSEE is for the storage of supplies (tables, chairs, canopies, dollies, a small shed, files, flyers, marketing material & gardening equipment). LICENSEE shal1 not use or permit the Premises or any part thereof for any other purpose without written approval of the LICENSOR: 7. INGRESS AND EGRESS LICENSOR reserves the right to enter upon the Premises.covered by this Agreement at any and all times during the term of this Agreement with twenty-four (24) hours notice. 8. TERMINATION Either party may termination this Agreement upon thirty (30) days prior written notice to the other party. Upon termination of this Agreement, LICENSEE agrees to surrender the Premises to LICENSOR in the same condition as when received, reasonable use and wear thereof and damage by act of God excepted. 9. IMPROVEMENTS LICENSEE agrees not to install or make any improvements to the Premises 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 Premises. 10. MAINTENANCE LICENSEE shall maintain the Premises in a neat, clean, sanitary and safe conditi(ln, to the satisfaction of LICENSOR 3 II. NOTICES Any notice served by one party to the Agreement on the other pursuant to this Agreement may be effectuated by personal delivery in writing or by deposit in the U.S. Mail, postage prepaid. Mailed notice shall be addressed as set forth below, but each party may change such party's address by written notice in accordance with this section TO LICENSOR: Community Development Agency ofthe City OfS3tlta Ana City of S3tlta Ana 20 Civic Center Plaza (M-25) P.O. Box 1988 Santa Ana, California 92702-1988 Attn: Deputy City Manager for Development Services TO LICENSEE: The Grain Project, Inc. 1'.0 Box 572 Santa Ana, California 92702 12. DISCRIMINATION LICENSEE herein covenants by and for itself and all persons claiming under or through .l it, and this Agreement is made and accepted upon and subject to that there shall be no discrimination against or segregation of 3tl y person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, disability, or 3tlcestry, in the use, occupancy, tenure or enjoyment of the Premise~. 13. INDEMNIFICATION LICENSEE agrees to and shall indemnify and hold harmless the LICENSOR, the City of Santa Ana, their officers, agents, employees, consultants, special counsel, and representalIves from liability: (I) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and ClaIms for property damage, which may arise from the direct or indirect operations of the LiCENSEE or its agents, employees, or oiher persons acting on their behalf; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by 4 reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution. judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. LICENSEE further agrees to indemnify, hold harmless, and pay all costs for the defense of the LICENSOR, including fees and costs for special counsel to be selected by the LICENSOR, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal . injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the ternlS ot~ Of etTects arising from this Agreement. LICENSOR may make all reasonable decisions.with respect to its representation in any legal proceeding. 14. ASSIGNMENT " LICENSEE shall not assign this Agreement nor sublet the Premises or any interest therein without the written consent of LICENSOR. Any assignment or subletting by LICENSEE without the written cQnsent to LICENSOR, or any assignment or subletting by operation oflaw, shan be void and shall, at the option ofUCENSOR, terminate this Agreement. 15. INVAlIDIT'( The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other prevision of this Agreement. 16. JURISDICTION This Agreement shall be governed by and construed in accordance with the laws of the State of California. l7. WAIVER The waiver by LICENSOR of any breach of any provision of the Agreement shall not constitute a continuing waiver or wavier of any subsequent breach of the same or a different provision ofthis Agreement. 5 18. ENTIRE AGREEMENT This Agreement supersedes any and all other agreements either oral or in writing between the parties hereto with respect to the temlS set forth ill this Agreement and contains a1l the covenants and agreements between the parties with respect thereto. Each party to this Agreement acknowledges that no representation, inducements, promises or agreements, orally or otherwise, have been made by any pally, or anyone acting on behalf of any party, with respect to such services, which are not embodied herein, and that nOalllendment hereto shall be effective unless set forth in owTiling, approved by the LICENSOR and LICENSEE. 19. ~lNDlNG EFFECT The covenants contained herein shall be construed to run with the land, and as such, this Agreement shall inure to the benefit of and be binding upon the successors, representatives and assigns of the parties hereto; provided however, no assigrmlent hereofby LICENSEE shall be binding upon LICENSOR without the prior written consent of LicensQr in each instance, and at the option of LICENSOR, this A,,'feerr.~nt shall be forfeited by any 3u~h volur,tary assignment or by any assignment thereof by operation oflaw. 20. INDEPENDENT CONTRACTOR It is understood and agreed that LICENSEE, in theperfoimance of this Agreement, will be acting in a wholly independent capacity and not as agents, employees, partners, or joint ventures of the LICENSOR. This Agreement does not create a tenancy of any nature whatsoever between the LICENSOR and LICENSEE. 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. ATTEST: CITY OF SANTA ANA, a municipal corporation and charter city r~P City Manager - Patricia E. Healy Secretary APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney ~L C~_ Lisa E. Storck Assistant City Attorney RECOMMENDED FOR APPROVAL ~~~ Cynthta J. Nelson, eputy CIty Manager for Development Services GAAIN PROJECT, a non-profit public benefit corporation ~A'l{~ Lara Montagne ~ Executive Director 7 r: (fI J: () a: iii I I : EXHIBIT A YMCA "ANNEX" BUILDING ~ ~ Cl <( o a: lD ~ ) ( r: (fI w a: o ::;: <( () >- (fI CIVIC CENTER DR. SANTA ANA BL. ) ) II ( 9TH ST. 8TH ST. r: (fI z <l: ::;: ( Chapman License #0522024 P. o. Box 5455 Pasadena CA 91117-0455 Phone: 626-405-8031 Fax: 626-405-0585 OP IOpc I OATEIMM.OONYYYl GRAIN-1 09/18/08 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE I NAIC # I -.p.......... Inoyr,"",."Ul""~ ACORD_ CERTIFICATE OF LIABILITY INSURANCE PRODUCEI< INSlJREO 100SURERA 100SURERB The Grain Project P.O. Box 572 Santa Ana CA 92702 INSURERC INSUREI'D INSlJRERE COVERAGES THE POI.IC'ES O~ lNSURANCE LISTED BELOW HAVE BI'HIISSUE!J TO THE INSURED NAMED J\5OVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANOING AJ{'(REQUIREMENT,TERMORCONOITlONUFANYCONTRACTOROTHEROOGUMENTWITHRESPECTTO\VtiICHTHISCl;RTIFICATEMAYBEISSUEDOR W,YPERTAIN, THE'~SURANCEAFFDRDEOBYTHEPOLICIESDESCRlBEDfoEREiNISSUWECTTOAlL THETERMS,E<ClUSlONSAOlDCONO'TlotlSOFSUCH POl.ICIES,AGGREGATElIMJTSS>!O'NNM,o,YHAVEBEENREDUCEOBYPAIDCLAIMS "m ,., ---- IPOlICYEFl'ECTIVE POUCYEXPlRATION m "'~ TYPE Of INSURANCE POUCYtlUMBER DATE MIODll'Y) DATE LIMITS ~ERA.LLIABl.lTY EACHOCCURRE>lCE . 1,000,000 DAMAGE TO RENTED A "- --=::'MMERC~LGE,,"RALl~BllITY 200821035NPO 05/16/08 05/16/09 ~~SES(Eoo<cur<<>ce) . 100,000 -- .~ClAlM$MADE ~OCCUR MEDEXP(Anyooope<>on) S 10,000 - PERSOWJ.&ACNINJURY , 1,000,000 ~ .~ GENERAL AGGREGATE . 1,000,000 .. GEfI'l.AGGREGATEn~lIESPER PRODUCTS.COI.lP.OPAGG . 1,000,000 !POLICY i~;T 'ILOC AUTONOlIILElLlBlllTY COMBINED SIOlGlE LIMIT ~ANYAUTO (EoaeCK!en11 , I AlLOWNEDAUTOS BODllYNJURY ~SCHEDUlEDAl1TOS (Pe,_) . -....----.----- ---.---.-. f--- HIRED AUTOS BODilY INJURY . NON-oWNEDAltTOS (p.,aocilleol\ - - ._...~~ PROPERTYDMlAGE . (Per"",""ol) i G.O.RAG~lIJ\81L1TY J\UTO ONLY. EAACCIDENt , " ~AN\"AUTO OlHERTHAN EAACC , I AUTOOOLY ~ , EXCESSlUMBRElLAllABlllTY EACH OCCURRENCE , :::J "CO, D~LAIW;MADE AGGREGATE , , , ~OEDUCTlBLE , RETENTION , , WORKERSCOMPENSATICINAND I I ~~ ~~~~ I 10TH- ElIIPlOYERS'llABlUTY " ANYPROI'RIETOR/PARTNER.E<ECUTlVE ELEACHACCIDENT . OFFICERJI,lEMBEREXCWDED? ELDISEASE EAEMPlOYEE . Il,.....d.._uod'" SPECIAlPROVISIONSb_ I ELOISEASE POllCYUMlT . OTHER i , c. , OESCRlPTIOtlOfOPEAATIONSllOCATIONSIVEHICLESJEXClUSIONSAOOEDIIYENOORSEMENTISPEClIll.PROVISIONS ~ "Vj(J\ The City of Santa Ana, their officers, employees, agents and volunteers are named additional insured with respect to the operations of the named insured per the attached CG 2026 endorsement. 10 days notice of cancellation for ..'dJ of "..y' non~paY1Jlent premium . \!i:']'-;c:?\ CERTIFICATE HOLDER CANCELLATION CITYSAT SHOLt.OANYOFTHEAIIOVEOESCRI8EDPOUCIES8ECANCEllE08EfORETHE~XPlRA.TIO'" DATE THEREOF. THE ISSUlND INSURER WILL ENDEAYOR TO 1Ml. 30 DAYS WRITTEN - NOTlC~TOTH~CERT1F1CATEHOl..DEROlAMEOTOTHELEFT.BUTF.o.llUR~TOOOSOSHAll The City of Ana IMPOS~"'OOBl.K1ATIONOflLlA8lLITYOFANYK"DUPONTHEI"'SUR~R,ITSAG~NTSOR Santa 20 Civic Center Plaza REPRESEOlfAl'l'IE5. Santa Ana, CA 92702 '"' , ,,~ <- CT v i' ACORD 25 (2001/08) @ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer{s). authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) POLICY NUMBER: 200821035NPO COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Personlsl Or Oraanizationlsl Any person or organization that you are required to add as an additional insured on this policy, under a written contract or agreement currently in effect, or becoming effective during the term of this policy, and for which a certificate of insurance naming such person or organization as additional insured has been issued, but only with respect to their liability arising out of their requirements for certain perform- ance placed upon you, as a nonprofit organization, in consideration for funding or financial contribu- tions you receive from them. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. The City of Santa Ana. their officers, employees, agents and volunteers Information required to comolete this Schedule, if not shown above, will be shown in the Declarations. Section II - Who Is An Insured is amended to in- clude as an additional insured the person(s) or organi- zation(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omis- sions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. CG 20 26 07 04 @ ISO Properties, Inc., 2004 Page 1 of 1 o