HomeMy WebLinkAboutDos Cuadras Offshore Resources, LLC - DCOR - 2008-08-18Council/Agency Meeting Held: 00
Deferred/Continued to:
j iAppr ved ❑ Conditionally Approved ❑ Denied
ler s Sign ure
Council Meeting Date: 8/18/2008
Department ID Number: ED 08-35
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMB R
SUBMITTED BY: PAUL EMERY, INTERIM CITY ADMINISTRATOR /Z ?-
PREPARED BY: TRAVIS K. HOPKINS, PE, DIRECTOR OF UBLIC �WdW
STANLEY SMALEWITZ, DIRECTOR OF ECONOMIC DEVELOPMENT
SUBJECT: APPROVE LICENSE AGREEMENT WITH DOS CUADRAS
OFFSHORE RESOURCES, LLC (DCOR) FOR A BOOSTER PUMP
FACILITY AT PACIFIC COAST HIGHWAY AND WARNER AVENUE
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue: The City Council is asked to approve the license agreement between
the City of Huntington Beach and Dos Cuadras Offshore Resources, LLC ("DCOR") for a
booster pump facility at Pacific Coast Highway and Warner Avenue.
Funding Source: Not applicable. The agreement will generate revenues of $6,912 for
the first year and will increase annually thereafter.
Recommended Action: Motion to:
Approve the license agreement between the City and DCOR.
Alternative Action(s):
Do not approve the license agreement between the City and DCOR and recommend
alternate terms and conditions.
REQUEST FOR CITY COUNCIL ACTION
MEETING DATE: 8/18/2008 DEPARTMENT ID NUMBER: ED 08-35
Analysis:
In 1964, Union Oil Company ("Union") entered into a lease agreement with the Sunset
Sanitary District ("District") for a booster pump facility currently located on the north side of
Warner Avenue, east of Pacific Coast Highway in the parking lot just west of the Warner Fire
Station. The booster pump station provides freshwater to an offshore oil platform.
The City was the successor -in -interest to the District and Union had assigned their interest to
Nuevo Energy Company ("Nuevo"). In March 2003, City Council approved a license
agreement with Nuevo. In September 2004, DCOR acquired all of Nuevo's offshore oil and
gas -producing assets. Since that time, DCOR has operated and paid the City its fees and
maintained the required insurance.
The City Attorney's office has prepared a new license agreement between the City and
DCOR to maintain and operate the booster pump facility. The term of the site license
agreement will be for a five year period with one five-year renewal option. The initial rent will
be $6,912 per year and increases will occur annually based on the Consumer Price Index
(CPI) as stated in the license agreement.
DCOR has reviewed and approved the proposed license agreement. Staff recommends the
execution of the proposed license agreement.
Strategic Plan Goal: 1-1 — Improve the City's plan for funding and completing infrastructure
needs, and develop strategies for resolving crucial infrastructure problems to preserve the
physical foundation of the community and enable the community's value to grow.
Environmental Status: Not applicable
Attachment(s):
-2- 8/4/2008 9:50 AM
ATTACHMENT #1
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LICENSE AGREEMENT BETWEEN
THE CITY OF HUNTINGTON BEACH
AND DCOR, LLC
FOR BOOSTER PUMP FACILITY AT PCH/WARNER
Table of Contents
PAGE
Permission............................................................................................................... 2
Term........................................................................................................................ 2
LicenseFee..............................................................................................................2
Late Charge and Penalty......................................................................................... 2
Superseding of Prior License Agreements.............................................................. 2
Reservations, Encumbrances and Rights-of-Way...................................................2
Timeof Essence...................................................................................................... 3
Extension................................................................................................................. 3
Reserved.................................................................................................................. 4
Termination............................................................................................................. 4
Maintenance............................................................................................................ 4
Controlof Equipment.............................................................................................. 4
Removal of the Facility Upon Termination............................................................ 5
Additions, Alterations and Removal....................................................................... 5
City's Contract Administrator.................................................................................. 5
Indemnification, Defense and Hold Harmless........................................................ 5
Workers' Compensation Insurance.......................................................................... 6
General Public Liability Insurance.......................................................................... 6
Certificates of Insurance; Additional Insured Endorsements .................................. 7
InsuranceHazards................................................................................................... 7
Release.................................................................................................................... 8
Waste....................................................................................................................... 8
Damage, Destruction or Nuisance........................................................................... 8
Paymentof Obligations........................................................................................... 9
Utilitiesand Services............................................................................................... 9
Signsand Advertising............................................................................................. 9
Assignment.............................................................................................................. 9
Terms Binding on Success......................................................................................11
Default.....................................................................................................................11
Remedies.................................................................................................................12
Waiverof Claims....................................................................................................14
Hazardous Substances.............................................................................................14
Nondiscrimination...................................................................................................15
Destruction.............................................................................................................. 16
EminentDomain.....................................................................................................17
36 City's Option to Close the Property.........................................................................17
37 Conflict of Interest.................................................................................................. 18
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No Title Interest ......................................
Notice......................................................
Compliance with Laws ............................
Interpretation of this License Agreement
Survival...................................................
Modification ............................................
Section Headings .....................................
Attorney's Fees ........................................
Governing Law ........................................
Duplicate Original ...................................
Entirety....................................................
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LICENSE AGREEMENT BETWEEN
THE CITY OF HUNTINGTON BEACH
AND DCOR, LLC FOR BOOSTER
PUMP FACILITY AT PCH/WARNER
This License Agreement is made and entered into by and between the CITY OF
HUNTINGTON BEACH, a municipal corporation of the State of California ("CITY") and DOOR,
LLC, a Texas limited liability company ("LICENSEE").
WHEREAS, CITY is the owner of certain real property located on the north side of Warner
Avenue, east of Pacific Coast Highway in the parking lot just west of the Warner Fire Station in the
City of Huntington Beach, Orange County, California (hereafter referred to as "the Property"); and
LICENSEE desires to maintain and operate the Booster Pump Facility at PCH/Warner
(hereafter referred to as "the Facility") on the Property under the terms contained in this License
Agreement; and
CITY desires to grant LICENSEE a license (hereafter referred to as "the License") to
maintain and operate the Facility on the Property in the manner set forth in this License Agreement;
and
CITY and LICENSEE wish to enter into this LICENSE AGREEMENT defining their
respective rights and responsibilities concerning said License.
NOW, THEREFORE, in consideration of the promises and Agreements hereinafter made
and exchanged, the CITY and LICENSEE covenant and agree as follows:
SECTION 1. PERMISSION
Permission is hereby given to LICENSEE to enter upon the Property for the purpose of
operating and maintaining the Facility.
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SECTION 2. TERM
This License shall commence upon its approval by CITY and shall terminate five (5) years
thereafter, unless extended, or sooner terminated, as provided for herein.
SECTION 3. LICENSE FEE
In consideration of this License, LICENSEE agrees to pay to CITY a fee ("License Fee") of
$6,912.00 per year for the use of the Property so that it may operate the Facility. The License Fee
shall increase annually each June 1st by that percentage increase which occurred in the Consumer
Price Index (all items base 1982-84 = 100) as published by the United States Department of Labor
Statistics for all consumers for the Los Angeles, Anaheim, Riverside Metropolitan Statistical Area.
LICENSEE shall pay the License Fee annually in advance on or before October 1st of each year
during the term of this LICENSE AGREEMENT to the CITY at the City Treasurer's Office, P.O.
Box 711, Huntington Beach, California, 92648, or at such other place or places as CITY may from
time -to -time designate by written notice delivered to LICENSEE in the manner set forth in Section
39 of this License Agreement.
SECTION 4. LATE CHARGE AND PENALTY
If the License Fee is not received by the City Treasurer by October 1 Oth of each year during
the term of this LICENSE AGREEMENT, or the next business day if October I01h falls on a
weekend or holiday, LICENSEE shall pay the following late charge and penalty: (1) a late charge
of ten percent (10%) shall be applied to any outstanding balance after any payment hereunder is due
but unpaid; and (2) one and a half percent (1 th%) penalty per month shall be added for each month
the License Fee is due but unpaid.
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SECTION 5. SUPERSEDING OF PRIOR LICENSE AGREEMENTS
This LICENSE AGREEMENT shall supersede and replace any prior agreement(s) for the
Property relating to the Facility entered into by and between the parties or their predecessors -in -
interest.
SECTION 6. RESERVATIONS, ENCUMBRANCES AND RIGHTS -OF -WAY
(a) CITY expressly reserves all rights to any natural resources in, on, or two hundred
fifty (250) feet under the Property, including, without limitation, oil, coal, natural gas
and other hydrocarbons, minerals, aggregates, timber and other geothermal
resources, as well as the right to grant any other leases, licenses, or other contractual
arrangements in and over the Property for the extraction of such natural resources.
However, such leasing, licensing, or other arrangement shall be neither inconsistent
nor incompatible with the rights or privileges of LICENSEE under this LICENSE
AGREEMENT.
(b) CITY expressly reserves the right to convey or encumber the Property, in whole or in
part, for any purpose not inconsistent or incompatible with the rights or privileges of
LICENSEE under this LICENSE AGREEMENT. In addition, LICENSEE agrees to
subordinate this LICENSE to any existing or future CITY financing regarding the
Property or any portion thereof. LICENSEE also agrees to cooperate and provide
any documentation necessary for CITY to obtain any such financing.
(c) The License is subject to pre-existing contracts, licenses, easements, encumbrances
and claims affecting the Property, if any, and it is made without warranty by CITY of
title, condition or fitness of the land for the stated or intended use.
07-1267.003/18368 3
SECTION 7. TIME OF ESSENCE
Time shall be of the essence of this LICENSE AGREEMENT and each and all of its terms,
covenants or conditions in which performance is a factor.
SECTION 8. EXTENSION
This LICENSE AGREEMENT may be extended for one term of five (5) years. Written
notice of LICENSEE's request to extend the term must be provided to the Director of Economic
Development of CITY for approval no fewer than six (6) months prior to the expiration of the
current license term, or extension thereof. The Director of Economic Development at his or her
sole discretion will decide whether LICENSEE's request for such extension will be granted or
denied, and will notify LICENSEE of his decision no later than 45 days after receiving the request
for extension. If the request for an extension is denied, this LICENSE will automatically terminate
at the end of its current term. If the request for an extension is granted, this LICENSE will
automatically be extended for an additional five year period.
SECTION 9. RESERVED
SECTION 10. TERMINATION
This LICENSE AGREEMENT mayby terminated by either party without cause on sixty
(60) days written notice delivered to the other party to this LICENSE AGREEMENT in the manner
set forth in Section 39 of this License Agreement.
SECTION 11. MAINTENANCE
LICENSEE agrees to care for and maintain the Facility, at LICENSEE's sole cost and
expense, during the entire term of this LICENSE AGREEMENT or any extension thereof, in good
and satisfactory condition as acceptable to the CITY. In the event LICENSEE does not maintain
the Property in a satisfactory manner, LICENSEE authorizes CITY to perform such maintenance on
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LICENSEE's behalf. All costs incurred performing said maintenance shall be assessed to and billed
directly to the LICENSEE. LICENSEE agrees to pay such costs within ten (10) days of billing.
SECTION 12. CONTROL OF EQUIPMENT
LICENSEE shall keep any equipment used or brought onto the Property for the purposes of
operating or maintaining the Facility under its absolute and complete control at all times and said
equipment shall be used on the Property at the sole risk of LICENSEE.
SECTION 13. REMOVAL OF THE FACILITY UPON TERMINATION
Upon termination of this LICENSE AGREEMENT, LICENSEE will remove the Facility
placed on the property and restore the Property to its natural condition to the satisfaction of, and at
no cost to, the CITY.
SECTION 14. ADDITIONS, ALTERATIONS AND REMOVAL
(a) No modifications, alterations or additions to the Property or Facility, including,
without limitation, landscape design, construction of additional structures or changes
to the structural design of the Facility, shall be constructed or made by LICENSEE
without first obtaining the prior written approval of CITY, which may be withheld
by CITY in its sole and complete discretion.
(b) Except as provided under this LICENSE AGREEMENT, no alteration or removal of
the Facility or natural features of the Property shall be undertaken without
LICENSEE first obtaining the prior written approval of CITY.
(c) LICENSEE's obligation to obtain CITY's prior written approval is separate and
independent of LICENSEE's obligation to obtain any permits from CITY, such as,
without limitation, a building permit.
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SECTION 15. CITY'S CONTRACT ADMINISTRATOR
CITY's Director of Economic Development, or his designee, shall be CITY's Contract
Administrator for this LICENSE AGREEMENT with the authority to act on behalf of CITY for the
purposes of this LICENSE AGREEMENT, and all CITY approvals and notices required to be given
herein to CITY shall be so directed and addressed.
SECTION 16. INDEMNIFICATION, DEFENSE AND HOLD HARMLESS
LICENSEE hereby agrees to protect, defend, indemnify and hold harmless CITY, its
officers, elected or appointed officials, employees, agents and volunteers from and against any and
all claims, damages, losses, expenses, judgments, demands and defense costs (including, without
limitation, costs and fees of litigation (including arbitration) of every nature or liability of any kind
or nature) arising directly or indirectly out of the grant of the License under this LICENSE
AGREEMENT including that arising from the passive concurrent negligence of CITY, but save and
except those which arise out of the active concurrent negligence, sole negligence, or the sole willful
misconduct of CITY. LICENSEE will conduct all defense at its sole cost and CITY shall approve
selection of LICENSEE's counsel. The CITY shall be reimbursed by LICENSEE for all costs and
attorney's fees incurred by CITY in enforcing the obligations set forth in this Section. This
indemnity shall apply to all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as limitation upon the amount of indemnification to be
provided by LICENSEE.
SECTION 17. WORKERS' COMPENSATION INSURANCE.
Pursuant to the California Labor Code Section 1861, LICENSEE acknowledges awareness
of Section 3700 et seq. of said code, which requires every employer to be insured against liability
for workers' compensation; LICENSEE covenants that it will comply with all such laws and
provisions prior operating the Facility on the Property pursuant to this license.
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LICENSEE shall maintain such Workers' Compensation Insurance in an amount of not less
than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One
Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, and Two Hundred
Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all times incident
hereto, in forms and underwritten by insurance companies satisfactory to CITY.
SECTION 18. GENERAL LIABILITY INSURANCE
In addition to LICENSEE's covenant to defend, hold harmless and indemnify CITY,
LICENSEE shall carry at all times, on all activities to be performed on the Property and/or the
Facility as contemplated herein, general liability insurance, including coverage for bodily injury and
property damage. All insurance shall be underwritten by insurance companies in forms satisfactory
to CITY. Said insurance shall name the CITY, its officers, agents and employees and all public
agencies as determined by the CITY as Additional Insureds. LICENSEE shall subscribe for and
maintain said insurance policies in full force and effect during the life of this License Agreement, in
an amount of not less than One Million Dollars ($1,000,000) combined single limit coverage. If
coverage is provided under a form which includes a designated general aggregate limit, such limit
shall be not less than One Million Dollars ($1,000,000). In the event of aggregate coverage,
LICENSEE shall immediately notify CITY of any known depletion of limits. LICENSEE shall
require its insurer to waive its subrogation rights against CITY and agrees to provide certificates
evidencing the same. Under no circumstances shall said above -mentioned insurance contain a self -
insured retention, or a "deductible" or any other similar form of limitation on the required coverage.
SECTION 19. CERTIFICATES OF INSURANCE; ADDITIONAL INSURED
ENDORSEMENT
LICENSEE shall furnish to CITY certificates of insurance subject to approval of the City
Attorney evidencing the foregoing insurance coverages as required by this License Agreement; said
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certificates shall provide the name and policy number of each carrier and policy, and shall state that
the policy is currently in force and shall promise to provide that such policies will not be canceled
without thirty (30) days prior written notice to CITY. LICENSEE shall maintain the foregoing
insurance coverages in force until this License Agreement is terminated.
The requirement for carrying the foregoing insurance shall not derogate from the provisions
for indemnification of CITY by LICENSEE under this License Agreement. CITY or its
representative shall at all times have the right to demand the original or a copy of all said policies of
insurance. LICENSEE shall pay, in a prompt and timely manner, the premiums on all insurance
hereinabove required.
A separate copy of the additional insured endorsement to each of LICENSEE'S insurance
policies, naming the CITY, its officers and employees as Additional Insureds shall be provided to
the City Attorney for approval upon execution of this License Agreement by LICENSEE.
SECTION 20. INSURANCE HAZARDS
LICENSEE shall not commit or permit the commission of any acts on the Property or
Facility nor use or permit the use of the Property or Facility in any manner that will increase the
existing rates for, or cause the cancellation of any liability, property, or other insurance policy for
the Property required by this LICENSE AGREEMENT. LICENSEE shall, at its sole cost and
expense, comply with all requirements of any insurance carrier providing any insurance policy for
the Property and/or Facility or required by this LICENSE AGREEMENT necessary for the
continued maintenance of these policies at reasonable rates.
SECTION 21. RELEASE
LICENSEE hereby releases and forever discharges CITY of and from any and all claims,
demands, actions or causes of action whatsoever which LICENSEE may have, or may hereafter
have, against the CITY specifically arising out of the matter of the entry of LICENSEE onto the
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Property or the operation of the Facility. This is a complete and final release and shall be binding
upon LICENSEE and the heirs, executors, administrators, successors and assigns of LICENSEE'S
use of the Property and Facility under this LICENSE AGREEMENT. LICENSEE hereby expressly
waives any rights under or benefit of any law of any jurisdiction whatsoever providing to the
contrary. Neither the acceptance of this RELEASE nor any payment made hereunder shall
constitute any admission of any liability of CITY.
SECTION 22. WASTE
LICENSEE shall not alter, damage or commit any kind of waste upon the Property of
Facility or any improvement, equipment or personal property thereon and shall not interfere in any
manner with the operations or activities of CITY. LICENSEE shall not cause any workmen's or
materialmen's liens to be placed upon the Property or Facility and agrees to indemnify and hold
CITY harmless against any such liens including but not limited to the payment of attorneys' fees.
SECTION 23. DAMAGE, DESTRUCTION OR NUISANCE
LICENSEE shall not commit or permit the commission by others of any damage or
destruction of, on, or to the Property or Facility. LICENSEE shall not maintain, commit or permit
the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of
the California Civil Code on the Property; and LICENSEE shall not use or permit the use of the
Property or Facility for any unlawful purpose.
SECTION 24. PAYMENT OF OBLIGATIONS
LICENSEE shall promptly pay, at its sole cost and expense, before they become delinquent,
any and all bills, debts, liabilities and obligations incurred by LICENSEE in connection with
LICENSEE's use of the Property and operation of the Facility. Upon request, LICENSEE shall
promptly furnish to CITY satisfactory evidence establishing such payment.
07-1267.003/18368 9
SECTION 25. UTILITIES AND SERVICES
LICENSEE shall be responsible for the payment of all utility charges, including, without
limitation, gas, electricity, water, telephone service, cable TV service, and the furnishing of all
necessary refuse and garbage containers and the removal and disposal of all rubbish, refuse and
garbage resulting from the operation of the Facility. All such rubbish, refuse and garbage removed
shall be disposed of in accordance with applicable laws and local ordinances. All trash containers
and/or trash bins shall be adequately screened and located to the satisfaction of CITY. For the
purposes of this Section, sewage disposal shall be construed as a utility. All such charges shall be
paid by LICENSEE directly to the provider of the service and shall be paid as they become due and
payable. Upon request, LICENSEE shall promptly furnish to CITY satisfactory evidence
establishing such payment.
SECTION 26. SIGNS AND ADVERTISING
CITY shall have the right to approve in its sole discretion and at any time require
LICENSEE to change or remove signs, names, placards, decorations or advertising placed on, or
inscribed, painted or affixed upon the Facility. Should CITY approve of any sign, name, placard,
decoration or advertising, LICENSEE shall maintain the same at all times during the entire term of
this LICENSE AGREEMENT or any renewals or extensions thereof. All signs, names, placards,
decorations or advertising must comply with all requirements of any governmental authority with
jurisdiction.
SECTION 27. ASSIGNMENT
(a) Prohibition of Assignment. The parties acknowledge that CITY is entering into
this LICENSE AGREEMENT in reliance upon the experience and abilities of
LICENSEE and its principals. Consequently, LICENSEE shall not voluntarily
assign, encumber or otherwise transfer its interest in the LICENSE AGREEMENT
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or allow any other person or entity (except LICENSEE's authorized representatives)
to occupy or use all or any part of the Property or Facility without the prior written
consent of CITY, which consent may be withheld at CITY's sole discretion.
Provided, however, that CITY's consent shall not relieve LICENSEE from any and
all of its obligations, liabilities, duties or responsibilities under this LICENSE
AGREEMENT. Any assignment, encumbrance, occupation or use of the Property or
Facility without such consent shall be voidable and, at CITY's sole discretion, shall
constitute a Default of this LICENSE AGREEMENT.
(b) Consent to Transfer. CITY's consent to any assignment, use, or other transfer the
rights under this LICENSE AGREEMENT is subject to LICENSEE providing CITY
with evidence satisfactory to CITY that the proposed, assignee, user, or other
transferee has suitable financial strength, experience and character for operation and
control of the Facility and that the use of the Property by the proposed assignee, user,
or other transferee is consistent with that specified herein, and is commercially
reasonable. Any proposed assignee, user, or other transferee shall agree to abide by
the terms and conditions of the LICENSE AGREEMENT including, without
limitation, all the obligations, liabilities, duties and responsibilities of LICENSEE,
and other conditions imposed upon it pursuant to law. An approval by CITY to one
assignment, use, or other transfer shall not be deemed to be an approval to any other
assignment, or other transfer.
(c) Voluntary assignment defined. Except as otherwise expressly provided herein, any
dissolution, merger, consolidation or reorganization of LICENSEE, or the sale or
other transfer resulting in a transfer of a controlling percentage of the capital stock of
LICENSEE shall be deemed a voluntary assignment.
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SECTION 28. TERMS BINDING ON SUCCESSORS
All the terms, covenants and conditions of this LICENSE AGREEMENT shall inure to the
benefit of, and be binding upon, the parties and their successors, including, without limitation, their
assignees, users, or other transferees. The provisions of this Section shall not be deemed as a (1)
waiver of any of the prohibitions and conditions against assignments, or uses, or other transfers
hereinbefore set forth, or (2) CITY's consent thereto.
SECTION 29. DEFAULT
The occurrence of any one or more of the following events shall constitute a material default
and breach ("Default") of this LICENSE AGREEMENT by LICENSEE:
(a) LICENSEE's failure to make any payment of the License Fee or other payment
required to be made by LICENSEE at the time required for payment under this
LICENSE AGREEMENT.
(b) LICENSEE's failure to obtain or maintain the insurance required under this
LICENSE AGREEMENT.
(c) LICENSEE's vacating or abandonment of the Facility during the entire term of this
LICENSE AGREEMENT or any renewals or extensions thereof, during any
holdover period.
(d) LICENSEE's violation of Section 16 (Indemnification, Defense and Hold Harmless),
Section 27 (Assignment), Section 32 (Hazardous Substances), Section 33
(Nondiscrimination), Section 37 (Conflict of Interest) or Section 40 (Compliance
with Laws).
(e) The insolvency of LICENSEE as evidenced by a receiver being appointed to take
possession of all or substantially all of LICENSEE's assets located at or on the
Property or of LICENSEE's interest in this LICENSE AGREEMENT, or the making
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by LICENSEE of a general arrangement or assignment for the benefit of creditors, or
LICENSEE's filing a petition in bankruptcy, whether voluntary or involuntary, or the
attachment, execution or the judicial seizure of substantially all of LICENSEE's
assets located at or on the Property or of LICENSEE's interest in the LICENSE
AGREEMENT.
(f) LICENSEE's failure to observe or perform any other term, covenant, obligation,
duty, responsibility or condition of this LICENSE AGREEMENT to be observed or
performed by LICENSEE when such failure shall continue for a period of thirty (30)
days after CITY's giving written notice to LICENSEE, or such earlier period if
specifically set forth in this LICENSE AGREEMENT; however, if the nature of such
failure is such that more than thirty (30) days are reasonably required for its cure,
then LICENSEE shall not be deemed to be in Default if LICENSEE notifies CITY of
the length of the additional time required to cure and receives CITY's written
approval of the additional time required, which approval will not be unreasonably
withheld, and commences such cure within such thirty (30) day period and diligently
proceeds with such cure to completion during such additional time period approved
by CITY.
SECTION 30. REMEDIES
(a) Cumulative Nature of Remedies. In the event of any Default by
LICENSEE, CITY shall have the remedies described in this Section in
addition to all other rights and remedies provided by law or equity, to which
CITY may resort cumulatively or in the alternative:
(1) Termination. In the event of a Default by LICENSEE, CITY may at
CITY's sole discretion terminate this LICENSE AGREEMENT by
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giving LICENSEE written notice of termination. In the event CITY
terminates this LICENSE AGREEMENT, LICENSEE is obligated to
remove the Facility as provided hereunder. If LICENSEE fails to
remove Facility within ten (10) days, CITY may remove the Facility.
CITY also shall be entitled to recover as damages all of the following:
(A) The worth at the time of the award of any unpaid
LICENSEE FEE or other charges which have been earned at
the time of termination;
(B) Any other amount necessary to compensate CITY for
the detriment proximately caused by LICENSEE's failure to
perform its obligations, liabilities, duties or responsibilities
under this LICENSE AGREEMENT; and
(C) At CITY's sole discretion, such other amounts in
addition to or in lieu of the foregoing as may be permitted
from time to time by applicable California law.
(b) Election of Remedy. The election of one remedy for any one item shall not
foreclose an election of any other remedy for another item or for the same
item at a later time.
(c) Right to Cure. Upon continuance of any Default, CITY may in its sole
discretion, but is not obligated to, cure such Default at LICENSEE's sole cost
and expense. If CITY at any time, by reason of such Default by LICENSEE,
pays any sum or does any act, the sum paid by CITY plus the reasonable cost
of performing such act, together with a penalty thereon at the penalty rate set
forth in Section 4 above from the date the costs were incurred or the act
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performed by CITY to the date they are reimbursed to CITY by LICENSEE,
shall be due not later than five (5) days after service of a written demand
therefor on LICENSEE, including reasonably detailed documentation of the
amount owed. No such payment or act shall constitute a waiver of Default or
of any remedy for Default or render CITY liable for any loss or damage
resulting from any such act.
(d) Other Rights. No act of CITY, including, without limitation, CITY's entry
on the Property, efforts to lease the Property, or maintenance of the Property,
shall be construed as an election to terminate this LICENSE AGREEMENT
unless a written notice of such intention is given to LICENSEE by CITY or
unless the termination thereof is decreed by a court of competent jurisdiction.
Notwithstanding if CITY elects to continue the LICENSE AGREEMENT in
full force and effect after a Default by LICENSEE, CITY may at any time
elect to terminate this LICENSE AGREEMENT for any such Default.
SECTION 31. WAIVER OF CLAIMS
LICENSEE hereby waives any claim against CITY, its officers, elected or appointed
officials, employees, agents or volunteers for damage or loss caused by any suit or proceeding
directly or indirectly attacking the validity of this LICENSE AGREEMENT, or any part thereof, or
caused by any judgment or award in any suit or proceeding declaring this LICENSE AGREEMENT
null, void or voidable, or delaying the LICENSE AGREEMENT or any part thereof from being
carried out.
SECTION 32. HAZARDOUS SUBSTANCES
LICENSEE represents and warrants that its use of the Property or operation or maintenance
of the Facility shall not generate any Hazardous Substance (as defined below in this Section), and
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that LICENSEE shall not store or dispose on the Property nor transport to or over the Property any
Hazardous Substance during the entire term of this LICENSE AGREEMENT or any extensions
thereof. The foregoing restrictions shall not be deemed to restrict or prohibit the use by LICENSEE
of ordinary cleaning products as customarily used in LICENSEE's ordinary course of operation or
maintenance of the Facility, provided that LICENSEE complies with all provisions of law as to the
use, storage and disposal of such products. LICENSEE further agrees to clean up and remediate
any such Hazardous Substance on the Property, and agrees to protect, defend, indemnify and hold
harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from
and against any and all claims, damages, losses, expenses, judgments, demands and defense costs
(including, without limitation, costs and fees of litigation (including arbitration) of every nature or
liability of any kind or nature) arising out of or in connection with any such Hazardous Substance
and any damage, loss, or expense or liability resulting from any such Hazardous Substance
including, without limitation, all attorney's fees, costs and penalties incurred as a result thereof
except any release caused by the sole negligence or willful misconduct of CITY. CITY shall be
reimbursed by LICENSEE for all costs and attorney's fees incurred by CITY in enforcing
LICENSEE's obligations set forth in this Section. LICENSEE will conduct all defense at its sole
cost and expense and CITY shall approve selection of LICENSEE's counsel. This indemnity shall
apply to all claims and liability regardless of whether any insurance policies are applicable. The
policy limits do not act as limitation upon the amount of indemnification to be provided by
LICENSEE. "Hazardous substance" shall be interpreted broadly to mean any substance or material
defined or designated as a hazardous or toxic waste, hazardous or toxic material, hazardous or toxic
or radioactive substance, or other similar term, by any Federal, State or local environmental law,
regulation or rule presently in effect or promulgated in the future, as such law, regulation or rule
may be amended from time to time; and it shall be interpreted to include, without limitation, any
07-1267.003/18368 16
substance which after release into the environment will or may reasonably be anticipated to cause
sickness, death or disease.
SECTION 33. NONDISCRIMINATION
In the performance of this LICENSE AGREEMENT, LICENSEE shall not discriminate
against any employee hired by LICENSEE to operate or maintain the Facility, because of race,
religion, color, ancestry, sex, age, national origin or physical handicap. LICENSEE shall take
affirmative action to ensure that all such employees are employed and that employees are treated
during employment, without regard to their race, religion, color, ancestry, sex, age, national origin
or physical handicap. Such action shall include, without limitation, the following: employment,
upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates
of pay or other forms of compensation; and selection for training, including, without limitation,
apprenticeship.
LICENSEE shall permit access to its records of employment, employment advertisements,
application forms, and other pertinent data and records by CITY, the State Fair Employment
Practices Commission or any other agency with jurisdiction over these matters, for the purpose of
investigation to ascertain compliance with this Section.
CITY may determine a violation of this Section to have occurred upon receipt of a final
judgment having that effect from a court in an action to which LICENSEE was a party, or upon
receipt of a written notice from the State Fair Employment Practices Commission or other
government agency with jurisdiction over these matters that it has investigated and determined that
LICENSEE has violated the Fair Employment Practices Act or other applicable discrimination law
and has issued an order which has become final, or obtained an injunction. In the event of violation
of this Section, CITY shall have the right to terminate this LICENSE AGREEMENT, and any loss
07-1267.003/18368 17
of revenue sustained by CITY by reason thereof shall be borne and paid for by LICENSEE, at its
sole cost and expense.
SECTION 34. DESTRUCTION
Should the Property or Facility be partially destroyed, this LICENSE AGREEMENT shall
continue in full force and effect, and LICENSEE, at LICENSEE's sole cost and expense, shall
complete the work of repairing and restoring the Property and Facility to their prior condition
providing such work can be accomplished under all applicable governmental laws and regulations
within one hundred eighty (180) days. Should the Property or Facility be so far destroyed that in
CITY's reasonable judgment they cannot be repaired or restored to their former condition within
one hundred eighty (180) days, CITY shall give LICENSEE notice of such determination in writing
and each party may, in that party's sole discretion:
(a) Continue this LICENSE AGREEMENT in full force and effect in which case
LICENSEE shall repair and restore, at LICENSEE's sole cost and expense, the
Property and Facility to their former condition; or
(b) Terminate this LICENSE AGREEMENT by giving the other party thirty (30) days'
written notice of its election to terminate the LICENSE AGREEMENT. In the event
that either party elects to terminate this LICENSE AGREEMENT, the entire amount
of any insurance proceeds, if any, shall be paid to CITY. The proceeds of any such
insurance payable to CITY may be used, in the sole discretion of CITY, for
rebuilding or repair as necessary to restore the Property or for any other such
purpose(s) as CITY sees fit. In addition, if LICENSEE elects to terminate the
LICENSE AGREEMENT, LICENSEE must still comply with all of its obligations,
liabilities, duties and responsibilities under the LICENSE AGREEMENT, including,
without limitation, paying any License Fee up to the time of termination.
07-1267.003/18368 18
SECTION 35. EMINENT DOMAIN
If, during the term of this LICENSE AGREEMENT or any renewals or extensions thereof or
during any holdover period, the Property is taken in eminent domain, the entire award (that is, all
forms) of compensation, other than as provided herein, shall belong to and be paid to CITY. In the
event of condemnation, LICENSEE shall not be entitled to an award of compensation from the
condemning authority including any: compensation for loss of business goodwill; compensation for
the value of any of this License Agreement; compensation for the value of any of LICENSEE's
personal property; compensation for the value of any of LICENSEE's trade inventory; and
compensation for relocation benefits as authorized by law. All compensation shall belong to and be
paid to CITY. In the event of condemnation, unless LICENSEE is allowed by the condemning
authority to continue its operations on the Property, the LICENSE AGREEMENT shall terminate
on the earliest of the following dates: the date the condemning authority obtains a prejudgment
order for possession; the date title to the Property vests in the condemning authority; or the date
when LICENSEE is required by the condemning authority to cease its operations.
SECTION 36. CITY'S OPTION TO CLOSE THE PROPERTY
CITY may close the Property without liability and without advance notice to LICENSEE
therefor at any time as CITY in its sole discretion deems necessary for the protection of life, limb or
property, or for public health, safety or welfare purposes, or upon reasonable notice to effect any
repair, remodeling or rebuilding deemed necessary by CITY in its sole discretion. The length of
time of any closing of the Property by CITY longer than two (2) weeks during a period when the
Facility would otherwise be operating shall extend the term of the LICENSE AGREEMENT by the
same amount of time. If this occurs, LICENSEE and CITY shall memorialize this extension in
writing.
07-1267.003/18368 19
SECTION 37. CONFLICT OF INTEREST
LICENSEE warrants and covenants that no official or employee of CITY, nor any business
entity in which an official or employee of CITY is interested, (1) has been employed or retained by
LICENSEE to solicit or aid in the procuring of this LICENSE AGREEMENT; or (2) shall be
employed by LICENSEE in the performance of this LICENSE AGREEMENT without the
immediate written divulgence of such fact to CITY. In the event CITY determines that the
employment of any such official, employee or business entity is not compatible with such official's
or employee's duties as an official or employee of CITY, LICENSEE, upon request of CITY, shall
terminate such employment immediately. For breaches or violation of this Section, CITY shall
have the right both to terminate this LICENSE AGREEMENT without liability and, in its
discretion, recover the full amount of any such compensation paid to such official, employee or
business entity. No official or employee of CITY shall have any financial interest in this LICENSE
AGREEMENT in violation of the applicable provisions of the California Government Code.
SECTION 38. NO TITLE INTEREST
No title interest of any kind is hereby given and LICENSEE shall never assert any claim or
title to the Property.
SECTION 39. NOTICE
All notices, certificates, or other communications required to be given hereunder shall be in
writing and made in the following manner, and shall be sufficiently given and deemed received when
(a) personally delivered; or (b) three (3) business days after being sent via United States certified mail
— return receipt requested; or (c) one (1) business day after being sent by reputable overnight courier,
in each case to the addresses specified below; provided that CITY and LICENSEE, by notice given
hereunder, may designate different addresses to which subsequent notices, certificates or other
communications will be sent:
07-1267.003/18368 20
CITY:
City of Huntington Beach
ATTN: Director of Economic Development
2000 Main Street, P.O. Box 190
Huntington Beach, CA 92648
LICENSEE:
DCOR, LLC
Jeffrey H. Warren, VP, Land & Legal
290 Maple Court #290
Ventura, CA 93003
SECTION 40. COMPLIANCE WITH LAWS
LICENSEE, at its sole cost and expense, shall comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including, without limitation, Federal,
State, county or municipal, relating to LICENSEE's use of the Property and/or operation of the
Facility whether such statutes, ordinances, regulations and requirements be now in force or
hereinafter enacted. This LICENSE AGREEMENT is expressly subject to the laws, regulations and
policies of CITY. LICENSEE shall deliver to CITY a copy of any notice from any governmental
entity received by LICENSEE regarding any alleged violation of law regarding the LICENSE
AGREEMENT, the Property or the Facility or from any person allegedly entitled to give notice
under any conditions, covenants, or restrictions binding or affecting the Property or Facility. The
judgment of any court of competent jurisdiction, or the admission by LICENSEE in a proceeding
brought against LICENSEE by any government entity, that LICENSEE has violated any such
statute, ordinance, regulation or requirement shall be conclusive as between CITY and LICENSEE
and shall be grounds for termination of this LICENSE AGREEMENT by CITY.
SECTION 41. INTERPRETATION OF THIS LICENSE AGREEMENT
The language of all parts of this LICENSE AGREEMENT shall in all cases be construed as
a whole, according to its fair meaning, and not strictly for or against any of the parties. If any
provision of this LICENSE AGREEMENT is held by an arbitrator or court of competent
jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect
the remaining covenants and provisions of this LICENSE AGREEMENT. No covenant or
provision shall be deemed dependent upon any other unless so expressly provided here. As used in
07-1267.003/18368 21
this LICENSE AGREEMENT, the masculine or neuter gender and singular or plural number shall
be deemed to include the other whenever the context so indicates or requires. Nothing contained
herein shall be construed so as to require the commission of any act contrary to law, and wherever
there is any conflict between any provision contained herein and any present or future statute, law,
ordinance or regulation contrary to which the parties have no right to contract, then the latter shall
prevail, and the provision of this LICENSE AGREEMENT which is hereby affected shall be
curtailed and limited only to the extent necessary to bring it within the requirements of the law.
SECTION 42. SURVIVAL
Terms and conditions of this LICENSE AGREEMENT, which by their sense and context
survive the expiration or termination of this LICENSE AGREEMENT, shall so survive.
SECTION 43. MODIFICATION
No waiver or modification of any language in this LICENSE AGREEMENT shall be valid
unless in writing and duly executed by both parties.
SECTION 44. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive phrases at the
beginning of the various sections in this LICENSE AGREEMENT are merely descriptive and are
included solely for convenience of reference only and are not representative of matters included or
excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent
of the parties or affect the construction or interpretation of any provision of this LICENSE
AGREEMENT.
SECTION 45. ATTORNEY'S FEES
Except as expressly set herein, in the event suit is brought by either party to construe,
interpret and/or enforce the terms and/or provisions of this LICENSE AGREEMENT or to secure
07-1267.003/18368 22
the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party
shall not be entitled to recover its attorney's fees from the non -prevailing party.
SECTION 46. GOVERNING LAW
This LICENSE AGREEMENT shall be governed and construed in accordance with the laws
of the State of California.
SECTION 47. DUPLICATE ORIGINAL
The original of this LICENSE AGREEMENT and one or more copies hereto have been
prepared and signed in counterparts as duplicate originals, each of which so executed shall,
irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original
shall be deemed an original instrument as against any party who signed it.
SECTION 48. ENTIRETY
The parties acknowledge and agree that they are entering into this LICENSE AGREEMENT
freely and voluntarily following extensive arm's length negotiations, and that each has had the
opportunity to consult with legal counsel prior to executing this LICENSE AGREEMENT. The
parties also acknowledge and agree that no representations, inducements, promises, License
Agreements or warranties, oral or otherwise, have been made by that party, or anyone acting on that
party's behalf, which are not embodied in this LICENSE AGREEMENT, and that that party has not
executed this LICENSE AGREEMENT in reliance on any representation, inducement, promise,
License Agreement, warranty, fact or circumstance not expressly set forth in this LICENSE
AGREEMENT. This LICENSE AGREEMENT, and the attached exhibits, contain the entire License
Agreement between the parties respecting the subject matter of this LICENSE AGREEMENT, the
Property, Facility, or the LICENSE created under this LICENSE AGREEMENT and supercede all
prior understandings and License Agreements, whether oral or in writing between the parties
respecting the subject matter hereof.
07-1267.003/18368 23
IN WITNESS WHEREOF, the parties hereto have caused this LICENSE AGREEMENT to be
executed by and through their authorized officers on 2�l U J Z8 ,
11 i
DCOR, LLC, a Texas Limited Liability
Company
By: X0,
04e44reyA. Warren
print name
ITS: (circle one) Chairman/Presiders ice Presiders
Manager / Member
ANC//
By: ! C
Alan Tem leto
print name
ITS: (circle one) ecretary hief Financial Officer/Asst.
Secretary — Treasurer anager / Member
CITY OF HUNTINGTON BEACH, a municipal
corporation of the State of California
INITIATED AND APPROVED:
�T
Director of Economic evelopment
PPROVED AS TO FORM:
REVIEWED ND�APP VED:
,� City A orney �W 3-19-o n�
City Administr or
07-1267.003/18368 24
ATTACHMENT #2
ATTACHMENT #3
-s/
ACORD. CERTIFICATE ®F LI ILITY INSU NCE
D0112512008 )
PRODUCER
JOHN L. WORTHAM & SON, L.P.
P.O. BOX 1388
HOUSTON, TEXAS 77251-1388
079310-72-6 mrf - kanderso
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
INSURED
DOS CUADRAS OFFSHORE RESOURCES, LLC / DCOR, LLC
290 MAPLE COURT, SUITE 290
VENTURA, CA 93003
INSURER A: Aspen Insurance UK Umited
INSURERS: Liberty Mutual Fire Insurance Co.
INSURER C:
INSURER D:
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 CONTRACTOR OTHER DOCUMENT WITH RESPECTTO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,
THE INSURANCE AFFORDED BYTHE 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
TYPE OF INSURANCE
POLICYNUMBER
POLICY EFFECT{YE
12117/2007
POLICY EXPiRATI N
01/01/2009
LIMITS
A
GENERAL UABILRY
COMMERCIAL GENERALUABILITY
CLAIMS MADE O OCCUR
0780OH6974
EACH OCCURRENCE
$ 1,000,000
FIRE DAMAGE (Any one Pre
$ NOT APPLICABLE
MED EXP(An ene Person)
S NOT APPLICABLE
PERSONAL &ADVMJURY
S 1,000,000
GENERAL AGGREGATE
S 2.000,000
GEN'LAGGREGATELIMIT APPLIES PER,
POLICY PRO- LOG
JgCT
PRODUCTS -COMPIOPAGG
S 1,000,000
B
AUTOMOBILEUABILITY
1( ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
AS5641436765017
=ED AS F
R C T
12M7/2007
cityMir
12/17/2008
COMBINED SINGU LIMIT
Me accident)
$ 1,000,000
BODILY INJURY
tear person)
S
BODILY INJURY
(Petaccident)
S
PROPERTY DAMAGE
{Per accident)
S
GARAGE LIABILITY
ANY AUTO
g
log
/
AUTO ONLY -EA ACCIDENT
S
OTHER THAN EA ACC
AUTO ONLY: AGG
$
S
EXCESS LIABILITY
OCCUR 0 CLAIMS MADE
DEDUCTIBLE
RETENTION $
EACH OCCURRENCE
E
AGGREGATE
s
-
S
$
S
B
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
WC1041436785027
12/17/2007
12/17/2008
$
EJ..EACH ACCIDENT
; 1,000,000
E.L DISEASE - EA EMPLOYal
$ 1,000,000
E.L. DISEASE -POLICY LIMIT
S 1,000,000
OTHER
DESCRIPTION OF OPERATIGNSILOCATIONSNEHICLESMXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
CERTIFICATE PERTAINS TO ALL OPERATIONS BY THE NAMED INSURED, INCLUDING LICENSE AGREEMENT - BOOSTER STATION AT PACIFIC
COAST HIGHWAY AND WARNER AVENUE AND FRANCHISE AGREEMENT - ORDINANCE #3354.
PLEASE REFER TO ADDENDUM FOR FURTHER DETAILED INFORMATION.
CERTIFICATE HOLDER ADDRIONALINSURED, INSURER LETTER: CANCELLATION SEE BELOW & PAGE 2
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL 30 DAYS
WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT.
CITY OF HUNTINGTON BEACH
ATTN: DIRECTOR OF ECONOMIC DEVELOPMENT
2000 MAIN STREET A 1t sENrATnr
HUNTINGTON BEACH, CA 92648
ACORD 25-S (7197) Page 1 of 2 ACORD CORPORATION 1908
Cert. # 079310-72-6 CITY OF HUNTINGTON BEACH
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
after the coverage afforded by the policies listed thereon.
CANCELLATION NOTICE
The CANCELLATION NOTICE on the CERTIFICATE OF INSURANCE is amended to include the following wording: The
Insurance Companies may cancel the described policy(ies) by mailing or delivering ten (10) days written notice of
cancellation to the Named Insured for: (1) Non Payment of premium or (2) any other circumstance permitted by state law or
policy conditions.
ADDITIONAL INSURED DISCLAIMER
Coverage for Additional Insureds can vary significantly from policy to policy and thus Additional Insured status does not
guarantee protection for all losses. Coverage is subject to actual policy terms and conditions.
ADDENDUM:
CITY OF HUNTINGTON BEACH, ITS AGENTS, OFFICERS, AND EMPLOYEES ARE INCLUDED AS AN ADDITIONAL INSURED FOR COMMERCIAL
GENERAL LIABILITY AND AUTOMOBILE LIABILITY, WHEN REQUIRED BY WRITTEN CONTRACT, BUT IS LIMITED TO LIABILITY ARISING OUT OF
THE OPERATIONS OF THE NAMED INSURED UNDER SAID CONTRACT, AND ALWAYS SUBJECT TO THE POLICY TERMS CONDITIONS AND
EXCLUSIONS.
WAIVER OF SUBROGATION IN FAVOR OF CITY OF HUNTINGTON BEACH, ITS AGENTS, OFFICERS, AND EMPLOYEES, WHEN REQUIRED BY
WRITTEN CONTRACT, BUT LIMITED TO LIABILITY ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED UNDER SAID CONTRACT,
AND ALWAYS SUBJECT TO THE POLICY TERMS CONDITIONS AND EXCLUSIONS.
ACORD 25-5 (7197) Page 2 of 2
ENDORSEMENT NO. 3
TIM ENIDORSEMENI' B+ O DII+IES THE POLICY. PLEASE READ IT CAREFULLY,
IDITIONAL INSURED ENDORSE
Underwriters agree that, if required by written contract, any person, !Irmo or organisation Is included
as as Additional Insured but only in respect of liability for Bodily Injury and/or Property Damage
$rising oat of operations performed by the mated insured and only to the extent required tinder said
written contract.
This insurance applies separately to each Insured against whom claim is made or soft is brought
except with respect to Underwriters "Is of liability.
The inclusion of any person, firm or organisation as an Insured shall not affect any right which such
person, drat or organisation would have as a claimant If not included.
underwriters note and agree the following entities are Included as Additional insureds:
City of Huntington Beach, CA, its officers, agents and employees and all public agencies as
determined by tho city.
All other terms and conditions main unchanged.
Attached to and forming a part of Certificate No. 0780OH6974
VFFlt'CTIVE: February 12, 2008
ISSUED TO: Crescent Resources, LLC
BURNETT & COMPANY, INC.
ISSUED: February 12, 2008 B • s
i
dbhi1VQ0MhWzresc8W2W71cFesmdo780OHM4COL
CGL XTRLt (al-97)
Addltional Insured - Lessor(s)
City of Huntington Beach, CA, its
officers, agents and -employees and all
public agencies as determined by the
city.
polity Ida: ASS-641-436785-017 Issued By. Liberty Mutual Insurance Corp.
Effective Date: 12/17/2007
Expiratkm Date: 01/01/20D9
Sales Office: 000l
AX 12 23 03 05 LC Page 1 of l
RCA ROUTING SHEET
INITIATING DEPARTMENT: I Economic Development Department I
SUBJECT: Approve License Agreement between the City and Dos
Cuadras Offshore Resources, LLC' (DCOR) for Booster
Pump Facilitv at PCH/Warner
COUNCIL MEETING DATE: I August 18, 2008 I
RCA ATTACHMENTS
STATUS
Ordinance (w/exhibits & legislative draft if applicable)
Attached
❑
Not Applicable
Resolution (w/exhibits & legislative draft if applicable)
Attached
❑
Not Applicable
Tract Map, Location Map and/or other Exhibits
Attached
Not Applicable
❑
Contract/Agreement (w/exhibits if applicable)
Attached
(Signed in full by the City Attorney)
Not Applicable
❑
Subleases, Third Party Agreements, etc.
Attached
❑
(Approved as to form by City Attorney)
Not Applicable
Certificates of Insurance (Approved by the City Attorney)
Attached
Not Applicable
❑
Fiscal Impact Statement (Unbudgeted, over $5,000)
Attached
❑
Not Applicable
Bonds (If applicable)
Attached
❑
Not Applicable
Staff Report (If applicable)
Attached
❑
Not Applicable
Commission, Board or Committee Report (If applicable)
Attached
❑
Not Applicable
Findings/Conditions for Approval and/or Denial
Attached
❑
Not Applicable
EXPLANATION FOR WSSIHG ATTACH E TS
REVIEWED
RETURNED
FOR A DED
Administrative Staff
Deputy City Administrator (Initial)
( )
( )
City Administrator (Initial)
( )
( )
City Clerk
( )
EXPLANATION FOR RETURN OF ITEM: I
RCA Author: T. Krause ext. 1529
City ®f Huntington Beach
2000 Main Street • Huntington Beach, CA 92648
OFFICE OF THE CITY CLERK
JOAN L. FLYNN
CITY CLERK
August 22, 2008
DCOR, LLC
Jeffrey H. Warren, VP, Land & Legal
290 Maple Court
Ventura, CA 93003
Dear Mr. Warren:
Enclosed for your records is a copy of the License Agreement between the City of
Huntington Beach and DCOR, LLC for Booster Pump Facility at Pacific Coast Highway and
Warner Avenue.
Sincerely,
+4()
oan L. Flynn, CMC
City Clerk
JF:pe
Enclosure: Agreement
G: fol lowup:agrmtltr
Sister Cities: Anjo, Japan o Waitakere, New Zealand
(Telephone: 714-536-5227