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HomeMy WebLinkAboutGL Huntington Beach, LLC, DBA Surf City Nissan - 2018-03-06LICENSE AGREEMENT BY AND BETWEEN i'iHE CITY OF HuNTIiN6 i ON BEACH AND GL HUNTINGTON BEACH, LLC FOR TEMPORARY USE OF CITY PROPERTY This License Agreement is made and entered into by and between the CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California, hereinafter referred to as "CITY," and GL HUNTINGTON BEACH, a California Limited Liability Company doing business as Surf City Nissan, hereafter referred to as "LICENSEE." WHEREAS, LICENSEE has applied to CITY for permission to use CITY -owned property, described as follows: APN: 145-504-01 Location: Southwest corner of Production Dr. and Graham St., depicted in the map, attached hereto and incorporated herein by reference as Exhibit "A" (the "Property") in the City of Huntington Beach for the purposes of vehicular storage; and CITY desires to allow such use as necessary for the purposes stated above in connection with the auto dealership project; and The proposed use of the Property is permitted per Section 230.90 of the Huntington Beach Zoning and Subdivision Ordinance, NOW, THEREFORE, in consideration of the promises and agreements hereinafter made and exchanged, the parties covenant and agree as follows: 1. PERMISSION. Permission is hereby given to LICENSEE to enter upon and use the Property as depicted in the map attached hereto as Exhibit "A" (hereinafter referred to as the "Property") for the purpose described above. 2. TERM. The term of this License shall be for a period of nine months upon execution by the City. 3. RENT. In consideration of this License, the LICENSEE shall pay three thousand dollars ($3,000.00) per month in rent. Rent shall be paid in advance of the 1st day of each month, and becomes delinquent on the 10' day of each month. Rent shall be paid to the City of Huntington Beach and can be mailed to: P.O. Box 711, Huntington Beach, CA 92648-0711. In addition to Rent, LICENSEE shall pay to the entities entitled thereto all taxes, assessments, insurance premiums, maintenance charges and any other charges, costs and expenses against the Property which may be contemplated under any provision of this License. 18-6340/175401/DO I 4. INDEMNIFICATION, DEFENSE, HOLD HARMLESS. LICENSEE hereby agrees to protect, defend, indemnify and hold and save harmless CITY, its officers, and employees against any and all liability, claims, judgments, costs and demands, however caused, including those resulting from death or injury to LICENSEE'S employees and damage to LICENSEE'S property, arising directly or indirectly out of the grant of License herein contained, including those 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 expense. 5. 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 to the encroachment into the Property pursuant to this License. LICENSEE shall maintain such Workers' Compensation Insurance in an amount as required by the State of California, with Statutory Limits and Employer's Liability Insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease. The Certificate Holder listed on the certificate is City of Huntington Beach, 2000 Main Street, Huntington Beach, CA 92648. If the organization/company has no compensated employees working on the project, the organization/ company may complete and return a "Non -Employer Status" form to us be used in lieu of a Worker's Compensation certificate. 6. INSURANCE. LICENSEE shall carry at all times incident hereto, on all activities to be performed in the Property 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, elected or appointed officials, employees, agents, and volunteers 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 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. General liability insurance coverage shall be primary 18-6340/175401/DO 2 insurance as respects to the City, its officers, elected or appointed officials, employees, agents, and volunteers shall be excess of the submitted insurance and shall not contribute with it. 7. CERTIFICATES OF INSURANCE; ADDITIONAL INSURED ENDORSEMENT. Prior to the encroachment into the Property pursuant to this License, LICENSEE shall furnish to CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; said 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 Agreement is terminated. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of CITY by LICENSEE under this 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 counsel for approval prior to the encroachment into the Property pursuant to this License. 8. 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 Property. 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. 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. 9. WASTE. LICENSEE shall not alter, damage or commit any kind of waste upon the Property or any improvement, equipment or personal property thereon and shall not interfere in any manner with the operations or activities of CITY. LICENSEE shall make no change in the use of the Property nor shall the design of the Property be changed other than as authorized herein without 18-6340/175401/DO 3 prior written consent of CITY. LICENSEE shall not cause any workmen's or materialmen's liens to be placed upon the Property and agrees to indemnify and hold CITY harmless against any such liens including but not limited to the payment of attorneys' fees. 10. MAINTENANCE. LICENSEE agrees to care for and maintain the Property in good and satisfactory condition as acceptable to the CITY. Maintenance shall include daily cleaning of the Property area including but not limited to removal of all rubbish, food stuffs, paper, bottles, cans, gum, cigarettes, animal litter, dirt and sand. LICENSEE shall keep the Property area reasonably clean and free of debris during its use thereof, and shall restore the Property, as much as reasonably practicable, to its former condition. In the event LICENSEE does not maintain the Property in a satisfactory manner, LICENSEE authorizes CITY to perform such maintenance on 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 thirty (30) days of billing. In the event any damage is caused to the Property, as a result of the use authorized hereunder, LICENSEE agrees to repair same at its own expense. 11. IMPROVEMENTS. LICENSEE is required to complete the following improvements within five (5) days of the commencement of this Agreement: a. Install crushed aggregate gravel base over the entire Property prior to the storage of vehicles; b. Provide a proposed layout plan identifying the total number of proposed parking stalls, drive aisles, truck/emergency vehicle access areas and any other elements needed to for the proposed use; c. Repairing any holes in the existing chain link fence and installing any missing portions of chain link fence for the duration of the Agreement; d. Provide chain link fence covering/screening and regular graffiti abatement over the entire length of the existing chain link fence; and e. Provide, as necessary, improvements to maintain and secure the Property and vehicle storage Any other proposed improvements must be presented in writing and approved by the CITY in writing prior to installation. 12. ACCESS a) Each party shall provide access to the Property to the other party, and its 18-6340/175401/DO 4 employees, agents, contractors and subcontractors, twenty-four (24) hours a day, seven (7) days a week or as designated in permit approvals. CITY represents and warrants that it has full rights of ingress and egress to and from the Property, and hereby grants such rights to Licensee to the extent required for authorized operations. LICENSEE'S exercise of such rights shall not cause undue inconvenience to CITY. All LICENSEE'S operations shall comply with all ordinances, regulations, and laws. b) LICENSEE shall, at its sole cost and expense, maintain and repair the Property and LICENSEE'S Facilities including, but not limited to, the removal of all trash, debris and graffiti. If LICENSEE causes any damage to the Property or to access roadways or other nearby facilities, it shall properly repair same as specified by CITY. c) Upon the expiration or termination of this Agreement, LICENSEE shall surrender the Property to CITY in good and clean condition, less ordinary wear and tear, and as approved in writing by CITY. 13. CONTROL OF EQUIPMENT. LICENSEE shall keep any equipment used or brought onto the Property under its absolute and complete control at all times and said equipment shall be used on the Property at the sole risk of LICENSEE. 14. INDEPENDENT CONTRACTOR. LICENSEE agrees that all work done or undertaken by it on the Property shall be for its sole account and not as an agent, servant or contractor for CITY. 15. HAZARDOUS SUBSTANCE. LICENSEE represents and warrants that its use of the Property herein will not generate any hazardous substance, and it will not store or dispose on the Property nor transport to or over the Property any hazardous substance. LICENSEE further agrees to clean-up and remediate any hazardous substance on the Property, and hold CITY harmless from and indemnify CITY against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of CITY, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as 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 laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to 18-6340/175401/DO 5 cause sickness, death or disease. 16. NO ASSIGNMENT. LICENSEE agrees that the permission herein extended shall be personal to it and that it shall not assign or permit any third parry to avail itself of any of the privileges granted hereunder, without the express written permission of CITY. 17. NO TITLE INTEREST. No title interest of any kind is hereby given and LICENSEE shall never assert any claim or title to the Property. 18. NOTICES. All notices given hereunder shall be effective when personally delivered or if mailed, within 48 hours of the deposit of such notice in the U.S. Mail, postage prepaid, and certified with return receipt requested and addressed to LICENSEE or to CITY at the respective addresses shown below: CITY: City of Huntington Beach Attention: Deputy Director of Business Development 2000 Main Street Huntington Beach, CA 92648 LICENSEE: Surf City Nissan Attention: John Barrett 17331 Beach Boulevard Huntington Beach, CA 92647 19. NO DISCRIMINATION. LICENSEE agrees that in performance of this Agreement and in the use of the Property area authorized hereunder, it will not engage in, nor permit its officers, agents or employees to engage in, any discrimination or discriminatory practices against any person based on race, religion, creed, color, natural origin, ancestry, physical handicap, medical condition, marital status or gender. 20. ATTORNEY'S FEES. In the event suit is brought by either party to enforce the terms and provisions of this agreement or to secure the performance hereof, each party shall bear its own attorney's fees. The prevailing party shall not be entitled to recover its attorney's fees. 21. ENTIRETY. This Agreement contains the entire agreement between the parties. This Agreement shall be modified only by a subsequent written amendment, as may be mutually agreed upon by the parties. 18-6340/175401/DO 6 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on �71 (p , 2018. LICENSEE: GL HUNTINGTON BEACH, a California Limited Liability Company doing business as Surf City Nissan By: (/ �o� � print name ITS: (circle one) C aif alPresiti�iiUi�ic esident By: print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - Treasurer Exhibits: A. Assessor's Parcel Map 18-6340/175401/DO CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Q Ugf9 Manager (PURSUAA,T TO RESOLUTION 2008-30) APPROVED A Attorney PM 3bllk Receive and File city Clerk- 1 •a, 0 E" � l 61 + x' i $ VI a v Im I r n a1 O y � I 1 � a s .. N . mazer es• INDUSTRIAL DRIVE w s. I I e s I wlH H a U W s o O o J ?' O v cn 41- a c n C r O la A. PRODUCTION izr Olb N it u DR/VE M• ,-7fe• 1 9+• "So' I H. m � 0 1 1 m s+ 2ncnn O�cn x+,y i 2 ------i --# o �SYSTEA/ DRIVE i N 1 v d b1 v 7+' z6G 1 zL 0. C. F Q C. b. 4i I +i f WESTM/NSTER CHANNEL J EDINGER fSMELTZER/ AVENUEb°—�—s. 114 CDR. u SEC /6-3-11 146-08 n 0 G•. ACORU® �.. CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) 3/21/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. 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 endorsements . PRODUCER Arthur J. Gallagher Risk Management Services, Inc. 6967 South River Gate Drive, #200 Salt Lake City UT 84047E-DDRESSI CONTACT NAME: Deila R. Zeeh, CPCU, CIC PHONE xtI g01-290-3181 FAX MAIL dzeeh@presidio-group.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA:Zurich American Insurance Company 16535 INSURED GARFENT-01 INSURERB:Travelers Property Casualty Company of 25674 INSURER C: Garff Enterprises, Inc. ETAL 111 East Broadway, Suite 900 Salt Lake City, UT 84111 INSURERD: INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 680554752 REVISION NUMBER: THIS IS TO CERTIFY THAT 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUM WVD POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDDIYYYY LIMITS A X COMMERCIAL GENERAL LIABILITY Y GL0038187202 7/1/2017 7/1/2018 EACH OCCURRENCE $1,000,000 CLAIMS -MADE X OCCUR APPROVED A F M DAMAGE TO RENTED PREMISES Ea occurrence $1,000,000 ME EXP (Any one person) $10,000 PERSONAL & ADV INJURY $1,000,000 1`C- 1 GEN'L AGGREGATE LIMIT APPLIES PER: x ❑ PRO ❑ POLICY JECT LOC GENERAL AGGREGATE $2,000,000 BY: ICHAEL E. CITY ATTORNEY ATES PRODUCTS - COMP/OP AGG $2,000,000 $ OTHER: NTING N BEACH A AUTOMOBILE LIABILITY GP038105402 7/1/2017 7/1/2018 COMBINED SIN=1717-- Ea accident L $1,000,000 BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY AUTOS ONLY IXX BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ Garage Keepers $1,000,000 Garage Liab. X Garage Keepe B X UMBRELLA LIAB X OCCUR ZUP15T4903417NF 7/1/2017 7/1/2018 EACH OCCURRENCE $10,000,000 AGGREGATE $10,000,000 EXCESS LAB CLAIMS -MADE DED I X I RETENTION $10,000 S A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y ANY PROPRIETOR/PARTNER/EXECUTIVE I ❑ OFFCER/MEMBER EXCLUDED? (Mandatory in NH) NIA WC038105302 7/1/2017 7/1/2018 X PER OTH- STATU TE ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below A Dealers Open Lot GP038105402 7/1/2017 7/1/2018 Limit Per Event 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Verification of insurance subject to the terms and conditions of the policy. Re: Southwest corner of Production Dr. and Graham St - Surf City Nissan City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers." are included as Additional Insureds with respect to General Liability. 30 day notice of cancellation applies except for non-payment of premium which is 10 days notice. Coverage is primary and non-contributory as long as no other insurance applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City Of Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attention: Deputy Director of Business Development ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach CA 92648 USA AUTHORIZED REPRESENTATIVE D. % @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Additional Insured — Owners, Lessees Or Contractors — ZURICH Ongoing Operations — Scheduled Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. AWL Prem Return Prem. GLO 0381872-02 07/01 /17 7/01 /18 3/5/17 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part SCHEDULE Name of Person or Organization: Location and Description of Ongoing Operations: Additional Premium: The City of Huntington Beach, its officers, Any Location or project, other than a Included elected or appointed officials, employees, wrap-up or other consolidated agents and volunteers, whom you are insurance program location or project required to add as an additional for which insurance is otherwise insured under this policy under a separately provided to you by a wrap - written contract or written agreement up or other consolidated insurance executed prior to loss, except where program. such requirement is prohibited by law and where that contract specifically requires the ISO CG2010 10/2001 edition form or the equivalent of same. A. Section II — Who is An Insured is amended to include as an insured any person or organization shown in the Schedule of this endorsement, but only with respect to liability arising out of your ongoing operations performed for that insured at or from the corresponding location designated and described in the Schedule. However, if you have entered into a construction contract with an additional insured person or organization shown in the Schedule of this endorsement, the insurance afforded to such additional insured only applies to the extent permitted by law. B. With respect to the insurance afforded to any additional insured shown in the Schedule of this endorsement, the following additional exclusion applies: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. Al work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. All other terms and conditions of this policy remain unchanged. U-GL-1465-D CW (12-13) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Additional Insured — Owners, Lessees Or Contractors — ZU .ICH' Completed Operations — Scheduled Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I. Prem Return Prem, GLO 0381872-02 07/01/17 07/01/18 3/5/17 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part USt Name of Person or Organization: Location and Description of Completed Operations: Additional Premium: The City of Huntington Beach, its officers, Any Location or project, other than a wrap- Included elected or appointed officials, employees, up or other consolidated insurance agents and volunteers, whom you are program location or project for which required to add as an additional insured insurance is otherwise separately provided under this policy under a written contract to you by a wrap-up or other consolidated or written agreement executed prior to insurance program" loss, except where such requirement is prohibited by law and where that contract specifically requires the ISO CG2010 1012001 edition form or the equivalent of same. Section II — Who Is An Insured is amended to include as an insured any person or organization shown in the Schedule of this endorsement, but only with respect to liability arising out of "your work" at or from the corresponding location designated and described in the Schedule performed for that insured and included in the "products -completed operations hazard". However, if you have entered into a construction contract with an additional insured person or organization shown in the Schedule of this endorsement, the insurance afforded to such additional insured only applies to the extent permitted by law. Al other terms and conditions of this policy remain unchanged. LI-GL-1466-D CW (12-13) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission.