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HomeMy WebLinkAboutPierside Pavilion, LLC, a California Limited Liability Company - 2021-12-21 2000 Main Street, Huntington Beach.CA City of Huntington Beach 92s4e File #: 21-952 MEETING DATE: 12/21/2021 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Oliver Chi, City Manager PREPARED BY: Sean Crumby, Director of Public Works Subject: Approve and authorize execution of a Landscape Maintenance Agreement and License Agreement for the Pierside Pavilion Proiect_at 300 PaLcific Coast Highway Statement of Issue: A Landscape Maintenance Agreement between the City and the State of California, and a License Agreement between the City and Pierside Pavilion, LLC (owner/developer), are presented for City Council approval and execution for the Pierside Pavilion Project at 300 Pacific Coast Highway (at the intersection with Main Street). Financial Impact: No funding is required for this action. Recommended Action: A) Approve and authorize the Mayor and City Clerk to execute the "Landscape Maintenance Agreement Within State Highway Right of Way on Route 1 Within the City of Huntington Beach" with Caltrans for the Pierside Pavilion project (Attachment 1); and, 1� Jt4> B) Approve and authorize the Mayor and City Clerk to execute and record the 'License Agreement Between the City of Huntington Beach and Pierside Pavilion LLC to Provide Installation and Maintenance of Landscaping Improvements in the Public Right-of-Way,' for the Pierside Pavilion project (Attachment 2). Alternative Action(s): A) Do not authorize execution of the "Landscape Maintenance Agreement between the City of Huntington Beach and Caltrans, Within State Highway Right of Way on Route 1 Within the City of Huntington Beach" and direct staff accordingly. This alternative action will prevent the typical transfer of maintenance obligations (from State-to-City and City-to-Developer) for landscaping and hardscape improvements within the State right-of-way on Pacific Coast Highway, and City of Huntington Beach Page 1 of 3 Printed on 1 2/1 512021 poMeAh]*Leg Star" File #: 21-952 MEETING DATE: 12/21/2021 B) Do not authorize execution of the "License Agreement between the City of Huntington Beach and Pierside Pavilion, LLC, to Provide Installation and Maintenance of Landscaping Improvements in the Public Right-of-Way", and direct staff accordingly. Absent this License Agreement, the City would be responsible for the maintenance of the landscaping and hardscape. This alternative action will result in increased future maintenance costs for the City and will prevent the developer from satisfying the Conditions of Approval for this project. Analysis: The Pierside Pavilion project is located at 300 Pacific Coast Highway, at the southeast corner of Main Street and Pacific Coast Highway. The project's development requirements included the construction and responsibilities for future maintenance of landscaping and hardscape improvements within the public right-of-way along its street frontages. To document this responsibility, the developer/owner is required to execute the appropriate landscape maintenance agreement (LMA) for all landscaping, irrigation, street furniture and enhanced hardscape that encroaches into the State (Caltrans) right-of- way along Pacific Coast Highway and into the City right-of-way along Main Street. In addition to landscaping and irrigation, the agreement also addresses sidewalk cleaning, trash cans, disposal of trash, signs, tree replacement and all other aspects of maintenance for areas in State and City right- of-way. It is Caltrans' policy to only enter into such agreements with other governmental agencies, not with private developers/owners. Consequently, there are two agreements necessary to adequately address this landscape maintenance responsibility: one agreement between the State of California (Caltrans) and the City of Huntington Beach (Attachment 1), and a second, companion agreement between the City and the private developer/owner (Attachment 2), which effectively transfers the maintenance responsibility from the City to the developer/owner. These agreements have been reviewed and approved by Caltrans, Public Works staff and the City Attorney's Office, and are now ready for approval by City Council and execution. The Director of Caltrans will only sign and execute the subject agreements following the City's approval and signatures and therefore, two originals of this LMA are enclosed so both may be signed by the Mayor and returned to Caltrans for their execution signatures. Upon the Caltrans Director's final signature, one original LMA will be returned back to the City for the records file. Public Works Commission Action Not required for this request. Environmental Status: These agreements are categorically exempt from the California Environmental Quality Act, pursuant to City Council Resolution No. 4501. Strategic Plan Goal: Infrastructure & Parks Attachment(s): 1. Landscape Maintenance Agreement between the City of Huntington Beach and Caltrans Within State Highway Right of Way on Route 1 Within the City of Huntington Beach for the Pierside Pavilion project ap lr-d�6 {(L City of Huntington Beach Pepe 2 of 3 Printed on 1 2/1 52 021 poweAQ*Legistar"' File #: 21-952 MEETING DATE: 12/21/2021 2. License Agreement between the City of Huntington Beach and Pierside Pavilion, LLC, to Provide Installation and Maintenance of Landscaping Improvements in the Public Right-of-Wav for the Pierside Pavilion proiect City of Huntington Beach Page 3 of 3 PtlnbA an 1 211 5/2 0 2 1 powaAW*Legmm, '' i Recorded in Official Records, Orange County Hugh Nguyen, Clerk-Recorder II11I IJjllIIIIIIIII Jill III�IIIIIIILllIllIIIII$JI NO FEE • n R 0 0 , 34 3 6 3 c 5 r i RECORDING REQUESTED BY: 2021000774273 1:38 pm 12/29/21 CITY OF HUNTINGTON BEACH 227 NC-5 Al2 15 0.00 0.00 0.00 0.00 42.00 0.00 0.000.000.00 0.00 WHEN RECORDED NAIL,rO: City Clerk '. City of Huntington Beach j P.O. Box 190/2000 Main Street j Huntington Beach, CA 92648 I ' Fee exempt per Govenuuent Code §6103 I SPACE ABOVE 1111S LNE FOR RECORDER'S USE LICENSE AGREEMENT BETWEEN ' THE CITY OF HUNTINGTON BEACH AND PH,RSIDE PAVILION, LLC,TO PROVIDE INSTALLATION AND MAINTENANCE OF LANDSCAPING AND LANDSCAPING IMPROVEMENTS IN THE PUBLIC RIGHT-OF-WAY i , This License Agreement(the "Agreement") is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "CITY," t and PIERSIDE PAVILION, LLC, a California Limited Liability Compariv, hereinafter referred to as "LICENSEE." WHEREAS,PIERSIDE PAVILION, LLC, is the owner of certain real property located in the City of Huntington Beach, County of Orange, State of California, which is more particularly described in j the legal description attached hereto as Exhibit "A" and incorporated by this reference (the 'Property"); and i CITY is the owner of those certain areas in the immediate vicinity of the Property that are depicted on Exhibit "B" attached hereto and incorporated herein by this reference (the "Improvement Areas"); i and i In connection with the development of the Property, CITY and LICENSEE desire to assign responsibility for the installation and maintenance of landscaping and hardscaping within the Improvement Areas, as defined below in Section 5, and the costs associated therewith in accordance with plans and specifications submitted by LICENSEE and as reasonably approved by CITY; and s i By this Agreement, CITY and LICENSEE desire to clarify and specifically delineate their obligations with respect to the installation and maintenance of landscaping within the Improvement Areas, i NOW,THEREFORE, in consideration of the promises and agreements hereinafter made and exchanged, CITY and LICENSEE covenant and agree as follows: i This docu e-n is wWy for the oMCW Eudruss of&A Oty of Huttkgw Beach. Me conternptated wxW Ga erm rR Cc& + 19-7353210474 1 sec 27383 vd shouldte recorded h'ee of charge. j RECORDING REQUESTED BY: CITY OF HUNTINGTON BEACH WHEN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190 /2000 Main Street Huntington Beach, CA 92649 Fee exempt per Government Code§ 6103 SPACE ABOVE MIS LINE FOR RECORDER'S USE LICENSE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND PIERSIDE PAVILION, LLC,TO PROVIDE INSTALLATION AND MAINTENANCE OF LANDSCAPING AND LANDSCAPING IMPROVEMENTS IN THE PUBLIC RIGHT-OF-WAY This License Agreement (the "Agreement") is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "CITY," and PIERSIDE PAVILION, LLC, a California Limited Liability Company, hereinafter referred to as "LICENSEE." WHEREAS, PIERSIDE PAVILION, LLC, is the owner of certain real property located in the City of Huntington Beach, County of Orange, State of California, which is more particularly described in the legal description attached hereto as Exhibit "A" and incorporated by this reference (the "Property"); and CITY is the owner of those certain areas in the immediate vicinity of the Property that are depicted on Exhibit "B" attached hereto and incorporated herein by this reference (the "Improvement Areas"); and In connection with the development of the Property, CITY and LICENSEE desire to assign responsibility for the installation and maintenance of landscaping and hardscaping within the Improvement Areas, as defined below in Section 5, and the costs associated therewith in accordance with plans and specifications submitted by LICENSEE and as reasonably approved by CITY; and By this Agreement, CITY and LICENSEE desire to clarify and specifically delineate their obligations with respect to the installation and maintenance of landscaping within the Improvement Areas, NOW, THEREFORE, in consideration of the promises and agreements hereinafter made and exchanged, CITY and LICENSEE covenant and agree as follows: 19-7853/210474 1 1. GRANT OF LICENSE. Subject to terms and conditions hereinafter set forth, CITY hereby grants to LICENSEE a non-exclusive, revocable license("License")to install and maintain landscaping and hardscaping within the Improvement Areas pursuant to the terms as set forth in this Agreement. 2. TERM. The term of the License (the"Term") granted herein shall be perpetual, provided that CITY may terminate the License and this Agreement upon thirty(30)days written notice to LICENSEE. 3. TERMINATION. In the event of any such termination, the CITY may, at its option, either: (a)at its sole expense, disconnect existing water and electrical supply sources to the Improvement Areas from the Property (leaving the water and electrical systems serving the Property fully functional and in compliance with law),and construct and reconnect CITY water and electrical supply sources to the Improvement Areas,or (b) continue to use water and electricity from the Property for the Improvement Areas, in which case CITY shall agree in writing,upon terms acceptable to the parties,to reimburse LICENSEE on a monthly basis for the reasonable costs of such water and electricity, and, at its sole expense, to maintain in a good condition and repair the portion of the water and electrical systems located in the Improvement Areas. 4. DESCRIPTION OF IMPROVEMENTS. All improvements installed within the Improvement Areas shall be as depicted on those certain plans and specifications as approved by the CITY relative to the Property and the subject development thereof. The landscaping and other improvements within the Improvement Areas for which LICENSEE,at its sole cost at no expense to the CITY, shall install, repair, maintain,and/or replace in accordance with the terms of this License shall be collectively referred to as the"LICENSEE'S Improvements" and includes the following: Landscaping, Irrigation Systems and Plant Material: Plants and trees in accordance with the Landscaping Plans relative to the Property and the subject development thereof submitted by LICENSEE and approved by the CITY and the irrigation systems serving the same. Hardscaping: Enhanced and concrete paving including sidewalks,driveways,access ramps and stairs in accordance with the precise grading plans relative to the Property and the subject development thereof submitted by LICENSEE and approved by the CITY. 5. MAINTENANCE RESPONSIBILITIES. At LICENSEE'S sole cost and expense and during the Term, LICENSEE agrees to perform all maintenance responsibilities for the Improvement Areas, including, but not limited to: sidewalk cleaning; trash disposal;signs;pedestrian scale lighting (defined as 14-foot high street Iamps);watering; repairing and/or adjusting irrigation systems when failures occur; fertilizing; cultivating; edging;performing general planting and trimming or other corrective gardening; spraying grass and plants with both insecticides and herbicides; and, generally keeping the Improvement Areas in a clean, secure and attractive condition,taking into consideration normal growth of the landscape materials and a continuation of the aesthetic quality of the area. During the Term,LICENSEE agrees to maintain and keep the Improvement Areas in good condition and repair,free and clear of litter and debris and free from any nuisances and to comply with all health and police regulations, in all respects at all times. LICENSEE agrees to dispose of litter and debris in 19-78531210474 2 a sanitary and legal manner and location. All of the responsibilities listed in this Paragraph 5 (including subparts)shall collectively be referred to as "Maintenance Responsibilities," and shall apply only during the Term. (a) Maintenance of Trees and Plants. LICENSEE's maintenance obligations shall include watering,repairing, maintaining,adjusting and monitoring irrigation systems when failures occur, fertilizing,edging,performing general planting and trimming or other corrective maintenance, spraying with insecticides and herbicides,and generally keeping the Improvement Areas in a clean, secure and attractive condition,taking into consideration normal growth of the landscape materials and a continuation of the aesthetic quality of the Improvement Areas, including but not limited to the following: 1. Provide and apply fertilizer as necessary to sustain healthy growth. 2. Maintain the Improvement Areas to allow access by CITY personnel to CITY facilities and in a condition that is substantially free from weeds, debris and harmful insects at all times. 3. Keep plantings trimmed to eye pleasing appearance. 4. Use only those pesticides and fertilizers approved by the State of California and in a manner consistent with label and legal restrictions. 5. Remove and replace unhealthy, dead, invasive or unplanned plantings as they are observed 6. Keep the entire area policed and free of litter and deleterious material. LICENSEE shall provide trash pick-up, sweeping,and clean-up as required to ensure no offensive odors, gum, wax, litter, liquids or other materials are allowed to remain on or stain paving,planters, containers,decorative features,artwork or other surfaces. 7. Maintain, repair and operate irrigation system in a manner that prevents water from flooding onto the right-of-ways. 8. All tree trimming shall be done by an I.S.A. Certified Arborist or an I.S.A. Certified tree worker under the direct supervision of an I.S.A. Certified Arborist. Said trimming shall be per the International Society of Arborist, A.N.S.I. 300A standards. Any tree work not conforming to these requirements shall be subject to damage assessment by the City of Huntington Beach Tree Supervisor. Damages may potentially lead to penalties which can involve removing and replacing the damaged tree with an approved replacement of the same size that was originally planted, and payment of fines equal to the value of the original (damaged)tree. Any fines shall be payable by LICENSEE to the CITY. 9. If for any reason LICENSEE is unable to maintain the Improvement Areas in a manner satisfactory to the CITY, LICENSEE shall re-landscape the Improvement Areas to a condition acceptable to the CITY at LICENSEE's sole cost and expense. 19.7853210474 3 10. Control and maintain the Improvement Areas such that no landscaping or plant materials growth,or irrigation water spray,obstructs or hinders vehicular or pedestrian traffic, or encroaches across or onto any bicycle path, sidewalk,public access area,the street right-of-way from the edge of the curb/gutter to the center of any street right-of-way. 11. Conform to all applicable Best Management Practices set forth in the CITY'S Local Implementation Plan Section A-9, Existing Development Exhibit A-9.11,BMP Fact Sheet 1 C7 Landscape Maintenance and the Arboricultural and Landscape Standards Specification issued by the Department of Public Works. (b) Maintenance of Hardsoape Material. LICENSEE's maintenance obligations shall include all concrete and enhanced hardscaping material including all sidewalks,driveways, access ramps and stairs. Maintenance includes, but is not limited to,linear root barriers,concrete repair and replacement, grinding or patching variations in elevation of sidewalks and driveways for an acceptable riding surface, and the removal of dirt, debris, graffiti,weeds, and any other deleterious items or material on or about the sidewalks or driveways in an expeditious manner. (e) Utilities Serving the Improvement Areas. LICENSEE shall bear the expense of electricity and any other utility necessary to serve the Improvement Areas. LICENSEE shall be responsible for using such utilities in a secure and hazardless manner, complying in all respects with applicable codes and ordinances. (d) Signage. LICENSEE shall repair and maintain during the Term any signage constructed and installed on the Improvement Areas by LICENSEE. 6. PLANS AND SPECIFICATIONS. Throughout the Term, LICENSEE shall perform, at its sole cost and expense,any and all repairs, replacements or refurbishing to the Improvements which LICENSEE constructs in the Improvement Areas as necessary to bring the Improvements into an operating condition, all in accordance with plans and specifications as submitted by LICENSEE to CITY,which plans and specifications shall be subject to the prior written approval of CITY. No changes,modifications, or alterations may be made to the Improvement Areas without the prior written consent of CITY. 7. MATERIAL ALTERATIONS. After the approval of the plans and specifications and the installation of the Improvements in the Improvement Areas in accordance with the plans and specifications, no material changes,modifications or alterations may be made to the Improvement Areas without the prior written consent of CITY. 8. CITY REQUIREMENTS. LICENSEE, or anyone performing work on behalf of LICENSEE, shall be properly licensed by CITY for any work performed on the Improvement Areas. Furthermore, LICENSEE, or anyone performing work on behalf of LICENSEE, shall acquire the proper encroachment permit and comply with all other CITY requirements prior to performing any work on Improvement Areas in the public right-of-way. 9. CITY RIGHT TO INSPECT. CITY shall have the right to inspect the Improvement Areas at any time to ensure that LICENSEE is performing its obligations hereunder. CITY and LICENSEE shall negotiate in good faith to come to a mutual agreement as to the time and date for such inspections. 19-7853I210474 4 10. DAMAGE TO IMPROVEMENT AREAS. In the event any damage is caused to any pathways,sidewalks, curbs, gutters, street furniture,street lights, medians, streets or utilities as a result of the installation by Licensee of the landscaped material installed on the Improvement Areas and/or the performance of the maintenance responsibilities of the Improvement Areas by Licensee, LICENSEE agrees to repair same at its own expense. In the event that damage is caused by the acts of any person to any portion of the landscaped area or in the event any equipment is broken or breaks or is destroyed or in the event vegetation rots or dies, said equipment or vegetation shall be replaced or restored within ten(10)calendar days of the date of the breakage or destruction. Stolen items will be considered destroyed for purposes of this Section 10. 11. REPAIR BY CITY. Except as otherwise provided for in this License, in the event any damage is caused to any of the LICENSEE's Improvements within the Improvement Areas as a result of the installation,maintenance and/or repair work performed by the CITY or its contractors, agents or employees within the Improvement Areas, CITY shall promptly repair the same at its own expense. 12. COOPERATION. In the event both LICENSEE and CITY are required to repair damage to the improvements the parties shall cooperate with each other so as to minimize the costs incurred by each of them. 13. MECHANICS'LIENS. LICENSEE agrees not to suffer any mechanics' lien(s)to be filed against the Improvement Areas by reason of any work, labor, services or material performed at or furnished to the Improvement Areas,by or through LICENSEE. LICENSEE shall, at its sole cost and expense,cause any mechanics'lien(s)which may be filed against the Improvement Areas to be released or bonded or affirmatively insured within sixty(60)days after the date of filing of such mechanics' lien(s). Nothing in this Agreement shall be construed as consent on the part of the CITY to subject the CITY's estate in the Improvement Areas to any mechanics' lien(s)or liability under the mechanics' lien laws of the State of California. 14. ASSIGNMENT. The License herein granted is personal to LICENSEE and any attempt to assign the License to any entity shall require the prior approval of CITY and is subject to the provisions set forth in Section 37 below. Notwithstanding the foregoing, assignment of the License to a LICENSEE affiliated entity or to a successor owner of the Property shall not require prior approval of CITY. Other than the License granted hereunder, LICENSEE hereby expressly waives any claim to or interest or estate of any kind or extent whatsoever in the Improvement Areas arising out of the License or out of LICENSEE'S use or occupancy of the Improvement Areas,whether now existing or arising at any future time. This License is appurtenant to the Property and may not be separately assigned apart from the Property or the interests therein. LICENSEE shall give notice in writing to CITY of any such assignment and delegation; such notice shall include the mailing address of the delegee, and will become the delegee's address for service of notices. LICENSEE hereby covenants for itself and its successors and assigns, that conveyance of any fee title interest in the Property(other than a security interest granted in connection with a financing by Licensee)shall constitute an assumption by any successors,assigns or transferees of LICENSEE, of the obligations under this License, and upon such conveyance,the predecessor in interest of such assuming party shall be deemed relieved from any further obligations or responsibilities under this License. 15. wORKERS COMPENSATION INSURANCE. Pursuant to California Labor Code §1861, LICENSEE and its successors or assigns acknowledges awareness of Section 3700 et seq. of said California Labor Code,which requires every employer to be insured against liability for workers' 19-7853/210474 5 compensation. LICENSEE covenants that it will comply with such laws and provisions prior to conducting any activity pursuant to this license. LICENSEE shall maintain such Workers' Compensation Insurance in an amount of not less than One Million Dollars($1,000,000) bodily injury by accident, each occurrence, One Million Dollars($1,000,000)bodily injury by disease,each employee, and One Million Dollars ($1,000,000) bodily injury by disease, policy limit, at all times incident hereto, in forms and underwritten by insurance companies reasonably satisfactory to CITY. LICENSEE shall require all subcontractors retained by LICENSEE to perform work hereunder to provide such workers' compensation insurance for all of the subcontractors'employees. LICENSEE shall furnish to CITY a certificate of waiver of subrogation under the terms of the workers' compensation insurance and LICENSEE shall similarly require all subcontractors to waive subrogation. 16. OTHER INSURANCE. In addition to the workers'compensation insurance in Section 15 above and LICENSEE's covenant to indemnify CITY in Section 18 below, LICENSEE or its successors or assigns shall obtain and furnish to the CITY and carry at all times incident hereto,on all activities to be performed in the Improvement Areas as contemplated herein, general liability insurance including coverage for bodily injury, property damage and motor vehicle coverage. All insurance shall be underwritten by insurance companies reasonably satisfactory to CITY. Said insurance shall name the CITY as Additional Insureds and shall specifically provide that any other insurance which may be applicable to all activities to be undertaken by LICENSEE concerning the Improvement Areas shall be deemed excess coverage and that LICENSEE's insurance shall be primary. Said policy of insurance shall pay on behalf of LICENSEE, its officers, agents, and employees,while acting within the scope of their duties, against any and all claims of liability arising out of or in connection with all activities to be undertaken by LICENSEE concerning the Improvement Areas affected by the license. LICENSEE shall subscribe for and maintain said insurance policies in full force and effect during the life of this Agreement, in an amount not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, such limit shall be not less than One Million Dollars($1,00000). 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. 17. CERTIFICATE OF INSURANCE• ADDITIONAL INSURED ENDORSEMENTS. Prior to conducting any activity pursuant to this Agreement,LICENSEE shall furnish to CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage 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 or modified without providing notice to CITY in accordance with policy provisions. LICENSEE shall maintain the foregoing insurance coverage in force until the Term of this Agreement has expired or this Agreement is terminated. The requirement for carrying the foregoing insurance coverage shall not derogate the obligations of LICENSEE under this Agreement. CITY or its representative shall at all times have the right to demand 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 LICENSEE's liability policy as required hereunder,naming the CITY as Additional Insureds, shall be provided to the CITY Attorney for approval prior to the commencement of any work by LICENSEE pursuant to this Agreement. 19-7853/210474 6 18. INDEMNIFICATION AND HOLD HARMLESS. LICENSEE hereby agrees to protect, defend, indemnify and hold and save harmless CITY, its officers, and employees,and assigns (hereinafter collectively called "Indemnified Parties") against any and all liability,claims,judgments, penalties,damages, expenses, costs and demands, including without limitation reasonable attorneys' fees,however caused, including those resulting from death or injury to any person(including without limitation any Indemnified Party), and damage to any property,real or personal, of any kind wherever located and.by whomever owned(including, without limitation,property owned by an Indemnified Party),which injury, death or physical damages arises directly or indirectly out of the grant of license herein contained or the activities to be undertaken by LICENSEE(or LICENSEE's officers, employees, agents,contractors, LICENSEEs, or invitees)concerning the Improvement Areas, caused in whole or in part by any negligent act or omission of the LICENSEE,any of its contractors, subcontractors, or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable (collectively, the "LICENSEE Parties"),including but not limited to concurrent active or passive negligence of the LICENSEE Parties,except to the extent caused by the negligence or willful misconduct of CITY or any of its agents, contractors, subcontractors,officers, or employees. City shall provide immediate notice to LICENSEE whereupon LICENSEE shall conduct any defense required hereunder at its sole cost and expense. 19. INDEPENDENT CONTRACTOR. LICENSEE agrees that all work done or undertaken by it on the Improvement Areas shall be for its sole account and not as an agent, servant or contractor for CITY. 20. RULES AND REGULATIONS. LICENSEE agrees to obey and observe (and cause its officers, employees, contractors,invitees and all others doing business with LICENSEE to obey and observe) all rules and regulations of general applicability regarding the Improvement Areas as may be reasonably established by CITY at any time and from time to time during the Term of this Agreement. 21. DEFAULT. In the event LICENSEE does not perform, or cause to be performed, any of the Maintenance Responsibilities as contemplated by this Agreement,CITY shall first provide written notice to LICENSEE in the manner and at the address for notices provided in Section 23, describing the alleged default by LICENSEE. If LICENSEE fails to cure.said default within thirty(30) calendar days following the date of delivery of such notice of default,CITY may thereafter cause such maintenance to be performed, and all actual and reasonable costs incurred shall be assessed to and billed directly to the LICENSEE. Any invoice for such costs incurred shall include copies of paid invoices evidencing the costs incurred. Payment from LICENSEE shall be due within thirty(30) calendar days following the date of receipt of invoice. In addition, one and a half(1-1/2%) interest per month shall be added for each month payment hereunder is due but unpaid. 22. APPLICABLE LAW. LICENSEE shall,at its sole cost and expense, faithfully observe in the use and occupation of the Improvement Areas all municipal ordinances, and all state and federal statutes now in force and which may hereafter be in force, and shall fully comply, at its sole expense, with all regulations,orders,and other requirements issued or made pursuant to any such ordinances and statutes. All building permits, business licenses and other applicable permits and licenses shall be secured and paid for by LICENSEE. 23. NOTICES. Any notice or special instructions required to be given in writing under this Agreement shall be given either by personal delivery to LICENSEE(as designated herein)or to CITY as the situation shall warrant,or by enclosing the same in a sealed envelope and sent (i)postage 19-7853/210474 7 prepaid,and depositing the same in the United States Postal Service, via certified or registered mail, or(ii)using nationally recognized overnight courier service,or(iii)via facsimile transmission(with a copy to also be placed in the United States Mail),and addressed as follows: TO CITY: TO LICENSEE: City of Huntington Beach PIERSIDE PAVILION,LLC 2000 Main Street AT-IN: Buddy Molway Huntington Beach, CA 92648 300 Pacific Coast Highway, Suite 119 AT-IN: Director of Public Works Huntington Beach, CA 92648 Tel: (714) 536-5431 Phone: (949)233-1006 Facsimile: (714) 374-1573 Any mailing address or telefacsimile number may be changed at any time by giving written notice of such change in the manner provided above at least ten(10) days prior to the effective date of the change. All notices under this Agreement shall be deemed given, received,made or communicated on the date personal receipt actually occurs or, if mailed,on the delivery date or attempted delivery date shown on the return receipt. A person may not give official or binding notice by facsimile. The effective time of a notice shall not be affected by the receipt,prior to the receipt of the original, of a facsimile copy of the notice. 24. CAPTIONS AND TERMS. The captions and section numbers appearing in the Agreement are for convenience only and are not a part of the Agreement and do not in any way limit, amplify, define,construe or describe the scope of intent of the terms and provisions of this Agreement, or in any way affect this Agreement. 25. RECORDATION. LICENSEE shall record this Agreement in the Official Records of the County of Orange,State of California. 26. NON-EXCLUSIVITY. This License is non-exclusive, and the Improvement Areas shall at all times be open to use by the general public. 27. NONDISCRIMINATION. LICENSEE agrees that in the performance of this Agreement and use of the Improvement Areas it will not engage in, discrimination against any person because of race, religious creed, color, national origin,ancestry,physical handicap, medical condition,marital status or sex. 28. COOPERATION. LICENSEE shall in good faith cooperate in connection with its respective rights and obligations under this Agreement,including,but not limited to,performing any acts and executing any further documents that may be reasonably necessary to effectuate the purposes of or rights conferred under this Agreement. 29. SEVERABILITY. If any provision of this Agreement shall to any extent be deemed to be invalid or unenforceable,the remainder of this Agreement shall not be affected thereby. Each provision of this Agreement, unless specifically conditioned upon such invalid or unenforceable provision, shall be valid and enforceable to the fullest extent permitted by law. 19-78531210474 8 30. ENTIRE AGREEMENT. This Agreement, together with any attachments hereto or inclusions by reference, constitutes the entire agreement between the parties hereto relating to the rights herein granted and the obligations herein assumed,and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements,and understandings,if any,between the parties hereto with respect to the rights and obligations contained herein. Any oral representations or modifications concerning this instrument shall be of no force or effect except a subsequent modification in writing,approved by the CITY and signed by the parties to be charged. 31. ATTORNEY'S FEES. If any action or proceeding is brought by either party against the other under this Agreement, whether for interpretation,enforcement or otherwise, each party shall bear its own attorneys' fees. The prevailing party shall not be entitled to recover its attorneys' fees from the nonprevailing party. 32. CITY RIGHT TO ENFORCE. Notwithstanding the provisions of Section 31 above, LICENSEE acknowledges and agrees that CITY has the right and standing,but not the obligation,to enforce any of the terms of this Agreement by any appropriate legal or equitable means and shall be entitled to reimbursement for any costs incurred in enforcing this Agreement. LICENSEE shall provide CITY with, and at all times keep current, contact information for LICENSEE and any property manager acting on its behalf. 33. GOVERNING LAW. This Agreement shall be governed,construed, interpreted, and enforced under and in accordance with and governed by the laws of the State of California. 34. AMENDMENTS. This Agreement may be amended, modified,and/or supplemented.only by the written agreement of LICENSEE and CITY,or the successors and assigns of each. 35. COVENANTS. Each of the covenants set forth in this Agreement(i)shall run with the land; (ii) shall be binding upon, and shall inure to the benefit of,any person or entity having or acquiring any interest in any portion of any property benefited or burdened thereby, during the period of such person's or entity's ownership,and all of their respective successive owners and assigns; and (iii) shall be binding upon, and shall inure to the benefit of, the property benefited or burdened thereby and every portion thereof and interest therein. The License granted by this Agreement is subject to all matters of record as of the effective date of this Agreement. 36. DELEGATION OF AUTHORITY. CITY hereby delegates to its City Manager or his or her designee the authority to implement all provisions of this Agreement. 37. EXCLUSIVE BENEFIT OF PARTIES. The provisions of this Agreement are for the exclusive benefit of CITY and LICENSEE and their successors and assigns, subject to the provisions hereof, and neither for the benefit of nor give rise to any claim or cause of action by any other person. 38. SURVIVAL. All representations, warranties, waivers,and indemnities given or made hereunder shall survive termination of this Agreement. 39. AUTHORITY TO SIGN. LICENSEE hereby represents that the individual executing this Agreement on behalf of LICENSEE has full authority to do so and to bind LICENSEE to perform pursuant to the terms and conditions of this Agreement. 19-7853/210474 9 IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers on T r l 2021.A APPIY(t--d- i�( C4 6Mr)dre e7t, Lk�nf�,o�J1, aa.21. LICENSEE: CITY: PIERSIDE PAVILION,LLC C OF HUNTINGTON BEACH, a Californ'a Limited Liability Company a ifornia unicipal coy orati By: nyo ITS: (chyle oft) irm idenWice President y Ctty Clerk AND By: CI +- INMA A APP ,4Uj� ITS: (cirde onry/Chief Financial Of rxw/ Director of Public Works Ant.Seaetary-Treaurer %IED AN APPROV City Manager APPROVED Ci Attomey µV 19-7853/210474 to A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On December 28, 2021 before me, Donna Switzer, Notary Public, personally appeared Sean Joyce, Barbara Delgleize, and Patty Esparza who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and convect. DONNA SVNra<R WITNESS my hand and official seal. - ,.,� co•+sss?oN•z31IWI W. Nowy wwc C WWM 16)t x...00/ (Notary Signature) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ACKNOWLEDGMENTS An% acat A State of C'aFifoeeia ) County of KAARLcePA ) 1" � � l :On ZU t before me, a �.. personally allpeared G ca r.. who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),or the entity upon behalf of which the person(s)acted,executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and offici I. -#- p"NDO+MY KIRKV6TRKK QUON 1 tsry POW K Zz .Signature (Seal) CDT111Ksw.a 567011 M,Ca . E.pves Jul 75.2023 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State ofLa ernia Art Zun.� ) County of 1Nt or; � c w ) On ). �v) l-'AI Zu'L t beforeme, _Fra..cloiml personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand an fficial seal. Wi "DOM MY KIRKFKTRICK-QURRM SI tU7e SealKORxy vublK Mza$ ( ) M✓Kpp6 Comer Cp Ksw 0567Uf1 Cpmm.En;-m Jul 75,2071 EXHIBIT"A" LEGAL DESCRIPTION OF PROPERTY PARCEL 1, AS DESCRIBED ON EXHIBIT"A"OF LOT LINE ADJUSTMENT 12-005,IN THE CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE, STATE OF CALIFORNIA, RECORDED JULY 15, 2013 AS INSTRUMENT NO. 20130004228 10 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY 16-5255/136535 EXHIBIT "B" IMPROVEMENT AREA PER MAINTENANCE AGREEMENT W a L ti u T. `—}_n A y E _ - --- - - - - = - - - - - - - - - - - T � III I I I Ills W1 li I II I W j I I I . ,jI s 300 PACIFIC COAST HIGHWAY HUNTINGTON BEACH, CA II HARDSCAPE AREA IN CALTRANS U / RIGHT OF WAY TO BE MAINTAINED li BY THE LICENSEE JJ / HARDSCAPE AREA IN THE CITY I c3 RIGHT OF WAY TO BE MAINTAINED Z BY THE LICENSEE CITY RIGHT OF WAY I 13-6MC-0710 I II 5 PM 24.72 I _ o CITY RIGHT OF WAY -CITY RIGHT OF WAY �_CALTRANS RIGHT OF WAY , CALTRANS RIGHT OF WAY P A C / F / C - C O A SST 1 H l C H W PIERSIDE PAVILION NATIONAL 300 PACIFIC COAST HIGHWAY ENGINEERING & CONSULTING. INC 2i ORCHARO. 1_AKE FOREST. CAS HUNTINGTON BEACH, CA PHONE: (549) 716-9990 1 FAX: cS+us» 710-eyv; ACORO" unlwYArnnnh . CERTIFICATE OF LIABILITY INSURANCE ,ormrzo2l IIATINn14A1111H(TIR.I....MIMIp9rM11p,YpNIY A.V.'1 l0luf4t IID01l VNVMPfLN1N[C101r11CAN NWDER.THI1Cr011rICAl[DIXI NOl aI I1RNaT\t1Y M N1C4n.11 IIm.IlII...a1Tt91M(<pVIRALIITT IT.D1..11.11 raKVtRIIOWIr115 CIt1VKA11f1{INtVR4FI u.1 N31 Cn.VtlILL IR rQVWAC 1.111111.1111 LVVIGINSYRI NIT. w 111D91a10 RlPoISINLatN109 MO11YC10,AYp 1N(C19111KA1I N[Li 1 I. YIID04!m..RiL...M."le."I'an ADW II WIAl19sU910 Wp1k YIIrHw,l I—AOW uilt.IMW(fDpt,l,Irylr RAeMsrN,YSWCD6\IIIN IS VNVl D,w4rcl Nln.L.— ..I a WilM1m+l W AINa,InlAM plk:um,Y•.R+be.n.......m.u.n Tuumep ee W.v ut:.......,ylaWrr,gYp UIMttIM,ueblarrh lrv4,4Rr+r r,nmM1,) PALLIATOR 'COIIIRCI AWO • Ndwyn Jadanrl/152GC1 nm.Yl I m 5241 r:SR¢W Ana CyR Rd 51.1ba P/[,Ne.l u)711-11f 0791 1 TW.RDE 114 617 4145 I A Al.wuil CA 92B02.0144 AUDRtts; IplMnl@lalmaua00nL. (hswlalst AnDllorr:c caVIRKI paKa INenlo YNull.A 1wOl lnsuron's E.tllunp0 2120 unuu.R'. PRmm..In.".Eldu." 21052 PIEfi510L PAVLL.IfJ:V[(.L unumRD 64d Cnnwly AsaancD ComOary I 21661 MISTI N 16TH WAY ultmre o; SlE rig 6LY)I ISDALE AZ WAIT LISYf[AC. . I:ISUA[R[: LOV10A0(s U.I1WAIL.TJ..A, .1.11,YV.1., IMtrt mCIOIIi VT,N11•ril`hL1Lt0'pISVOA\..(IHILOKlV.V1UN V[[IlnlllI.lU(r[1.1...NAVf LOpIIlitll WIrCT I'(.3Y,Vr0\AI ION D.11-.NSWIW¢:IY Y EOM's M WIIYV Mn.111S 401up".111111"ITI(\UVCV\'lNlrlrlrlNSNCI IUMIlO111R<LJ1nTS1A 114-R:.W11Oa lW0101N11VHC•.SV4uKtNrOrU111YYIrC rOIV 4(IRK04p0 NIYtI\It SVRI[CI!UAII l'41LRLR.1 Y.ItCiUY N V CVYUII4Y1 V1 W.111'WCaIi ll•lI1S Vl?'/4{•AYINVf t[!N RFDVCIp Rf I•NDf,IN Vt NS. 'ADDII [L9R —LIA PITIAlIILV.11 ,RN1KYO1 (MIRS.I ` IIAY14 X,cpumRn ...N..0 lunun - ra.r(P:olna w.. ,I 2,000,= wrure mxevnp IaNvs R.NA X :,(cun r.-lmnlohn.:.,:m L IOO,OOD . I ee0 nl•w.l..u'...4Lrr1 �1 s,goly A _ _ _ Y N 6D257WAPPROVED AS oTQ-K,$Vkkl1W111 •csuw N.p:NY11. I 2.0ca,g6D C 11 YL11 CW 11P.\IN11(SrIY 4111W 4apnit I 4.00461D XI.HK` ,Y•.,Ill T, 1 2.000.00d By: nnnR M[ E. GATES, .I w.auDe¢uWWulr CITY A7 TORN EY epxw.ursllR:upem , ?000,000 u,r Amn CITY OF HUNT NGTON p.FA(.1H uWLp.R•Anav e.v.nv .1 : A Nr',1V•`u1V$ NII^O.a UI .1LYVCI LYN••IF n.-tn1.4 I 1 N W250NIN 11V,60O2, 1LV,60022 X INmwllO: XtPnmuu .aa`w:r mtwu t 4 i uu9m:InwR � `u'na � uumralNul uY 1 MITTIUR n^n Awu nbC.n enli IT r1aRRaAtewPefnavpn .mulnmlxs-oannm LI'Amu i •rnNu . IncmmD.reml.YxvR vA nnuDLD•Iu.naAlenln NN] n rural Lt!u+.rvr�11 IIIeT dw�o-uAU:r I\SC41`1Ny1 UI IA'1PAILrnRNn ' I tI ML\-:L�KIK':IIVII 1 I I llf PWNIF I.OrdIRA1 KATY,HUNT ING I NNtf Si.C RDIOI.N({k.Jt.wun,SaYM..n.r6a NYIh4ir,µ..Ma.'1 tp,r4eJ1 ]DO PAC.IFlL Cf1t5i N'NY,H'JN(IN41 N NCH,CA 42648 I [f9111G'INgIN. C44CIILATM1 CITYDi MDOT111CAU,FLPL(TYfS."(RL FI[D VOLU IT'll •IYprIMARW(IXSCRIXDIIY:CIIi Rf U,.'CIIIID.,IDUI TIC, 9ADW1 A00pN1FD0{NGAIS,flVIOY[($.Aq(Ni$M'D WIUNIf[R$ MI11111.I rlr,Iml C[VInI AC WVVIP1D Vi MCO.DMY(VnIx1TKpDVCrrIUVHIp•:t ' r1B•1 MSI HUN Agmpm+fp V IM /_ I II(R:T01G iON OEACN .-- CA 02046.._. . ACOND 25(20I6/11t) ;)I BRRJD 15 ACORD CORPORATION.All RlUhI4 Rntervld II 11U2 ua5 The ACORD mmn arxf lODD ere regsternd mal.a Df pLDRD ® CERTIFICATE OF LIABILITY INSURANCE 11/10/2021 ' A D THIS CERTIFICATE IS ISSUED AS OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFnRMATIV,ELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSUURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,ANO THE CERTIFICATE HOLDER. IMPORTANT. If tho cerURcato hotdor Man ADDITIONAL INSURED,Ure policy(les)must havo ADDITIONAL INSURED provblona or be ondorood. If SUBROGATION IS WAIVED,oubloct to tho tonne and candfdons of tho policy,contain policies may require an andoroomont. A etatomont on this conHlcnto does not confer d hta toitho cortlncato holder in Ilou of such andorsomont a. PRODUCER I race son Pinnacle Air Insuran LLC 14988 N 78th Way, # 06 . blOninnaclealrinsurance.corn Scottsdale, AZ 85260{ INSURERS AFTORDWGCOWRACE wuCa DISURER A' INSURED WS B TheoryR Propertie , LLC INSURFAC, 300 Pacific Coast wy, #119 man D. Huntington Beach, CA 92W WSu ER COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES F INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY RESUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH 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 CLAIM& INSP IYPEOFWSURANCE uuns OOMNERCUMGENERALLUWKJTY EACHOCC�pCE f GAMS lE ❑OCCUR S NEOEXP Oro f PERSONAL A ADV INJURY GEHL AGGREGATE UNIT APPLIES PER G£NERALAGGREGATE S POIro). �Loc PRODUCTS-COMPADP AGO t f AUTOMOBaeUAelvrY j ANYAUTO §5AU�I DOMY DU RY p%IPUwQ S wnEoo Im INJURY NOtiO,M'ED oar uar pa. $ KREIDSIDAY AVTOSOMY P ALROSONLY i UMBRELLA UAB OCCUR FACHOCCURRENCE ! OLCE&1UAB CLAWSMADE I AGGREGATE f i YOucERSCONPENSATION 12/12/2 12/12/2 ANDENPLOYERS•UABILTY YIN VWVC3501697 Ei EACH accroENr 00 ANrrROPJUEToamLT ecULrvE A EL05FASE-FAB/PLOYE f 1 000000 p 0P1� 0f EL.DISEASE-POLICY UN IT f I I DESCRB'HOuaFOPERAnONSILOCATKM/WN clt (ALaRDLOt,A6mamel RavmY Bdgdhnq'OeeOeNeallmnv yemla mrybe� CERTIFICATE OLD CANCELLATION City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2000 Main Street THE EXPIRATION DATE THEREOF, NOTICE PALL BE DELIVERED IN ACCORDANCE WITH THEPOUCY PROVISION& Huntington Beach, CA 92 i 64A AUTHORLZID)REPRE k �©1088.2016 ACORD CORPORATION. All rights rommod. ACORD 25(2016100) The ACORD name and logo are roglsterod merlin of ACORD THIS ENDORSEMENT CHANGES TIIE POLICY. PLEASE READ IT CAREFULLY. POLICYNUU{{MBB,ER:602S8-76 G0 FARMERS 16840 INSURANCE 2nd Edition ADDITIONAL INSURED-SCHEDULED PERSON OR ORGANIZATION This endorsement nwdlf es Insurance Provided undP1 the Iallm•Ang: BUSINESSO W NERS LIABILITY COVERAGE FORM RIISINESSOWNERS COMMON POLICY CONDITIONS With respect to coverage provided by Otis endorsement,the provisions of the Coverage Form apply unless ntalified try the andwsemeni. SCHEDULE Name Of Additional Insured Person(s) CITYOF IIUNTINGTON BEACH,ITSOIFICERS,ELECTED Or Organlralion(c): OR APPOIYICD OF/ICIA6,CMPIOYFES,AGENTS AND VOLUNTECRS Location Of Covered Operallon(s): 300 PACIFIC COASTIA4Y NUNIINC,TON P.FACHCA926A8 Effective Date Of Endorsement: 10/16/21 II no entry appears abuvr,informallwt required to complete lhLs endorsalnertk will hr.shown In the Decbmuona The BUSIN ESSO WN IRS LIARIL.I TY COVERAGE FORM Is amended as follmvs A. With inspect to the addlBorsal Insured descdhed in Paragraph e.of Ods endorsemenI,the lollm•Ang exduclotc are added to Paragraph 1.Applleab le To Busbt root Li obi 11 ty Coverage under W..Uon B.Exclusionc: This insoance doe_c act apply ho: 1. 'Red fly Injury'or'Ivaparty damage"rot YA Ich then ifin Rural haured(e)is obligated to pay damages by reason of the Tssumpllon of liability In a contract or agreennntt. This exclusion does notapply to Rablllly for damages that the additional Insured(s)v+wAd time In the absence of the contract or agreement. 2. "Bodily Injury"or'pclaouly damage"occurring after: a. Your ongoing olxralio0s at the location of covered operations other than service maintenance or repairs Inulor n ul by you or on your behall MTva been contpirded;or b. The Portion of your ongoing upera0on out of Mitch the'Ywdily Injury"or'Pruperiy damage"arises has been Put to Its inlenced use by any persm or organitallon. But in no evenlshatl thisinsurance apply to"hurilly injury"or'Properly d'aurage"arising an of gout a rAllons fiat worn canpletum pilot to Rile effective date of this endorse.mr.m. 3. "Bodily Injury'or'property damage'irlsing out of any act w amisdwr of the addllional insureds)w any al Lis mnldoyces",agents as cunttaclors other than you,excopt far general sapnMsion by the additional huured(s)of yonon, Ing operations performed for that additional fuured. 4. 'Propertydamage'lo: n. RoPcrlyawnrd,u¢vl or txugdnl byor ranted f0lhe auWllional lnsured(s); b. PrOparly In ill.care custody w Cannot of the additional Insured(s)to over whldi tire.addllbnal Insured(&) exmclue Physical cornrol;w c. Any work Indoling r.DulAI,parts to equipment furnished In coonm1fon&Nth such swrk.%filch Is performed lot the additional Insured by you. 16840-ED709.I9 Inc6ln a.yptelnear matew wvaamae Sv.ke,Mot..I-,wMhln Perniulm. Page l o12 91(AM "10im B. Section C. Who Is An Insured is amended to Include as an insured the person(s)or aganlration(s)shown in Ihe- SchmInle,but only to the extent that the addtlonal Insured(s)is held liable for'bailly Injury"or"praperly imago' caused In whole or in part try; 1. Your ongoing operations perforated for such person or organization at the 1ocalloil dest(piatodabovc; 2. the acts or omissions of your subcontractors aciing on"your'behalf on the scheduled project in tire performance of your ongoing operations for the addilional insured(s)which star Ian d are completed within the effective period of this endmse.ment;or 3. Theacls or omissions of such add!iunalinsureds)In connection with llsgenerai supervision of such operations. C. With respect to this endorsement. 'Wrap up policy"means an Owner or Contractor Controlled Insurance Progrvn providing one a a series of polkles designed to cover a specific construction project that Insures all of the persons and entitles waking on such project. The hUSINESSOWNEPS COMMON POLICY CONDITIONS are amended as follows. A. With respect to the addltlonal Insured described In Paragraph 11.of this endorsement.Section H.Other Insurance Is replacedby tho following: H. Olherinsurance 1. Primary and Noncontributory Insurance the coverage provided to an addltlonal Insured under misendorsement shall be primary and noncontribulmy ONLY loanyinsurance Issued directly to theaddilional Insured If: a. The Named Insured agreed In a written contract or written agreement to provide the additional Insured coverage or a primary and noncontributory basis, b. Such written co tract or written agreetrrent referenced In a.atxrve was executed prior to the Issuance of this endorsement; c. The additional insured designated herein hasa policy with an Other Insurance provision making that policy excess;and d. 1 here Is no"wrap up policy"in effect for the work performed at the location designated In the Schedule of lids endorsement. 2. Excess Insurance If mere is other valid and collectable Insurance available to the additional Insured(s)as an additional insured under other policies covering the work performed at the location designated and described ht the schedule of this endorsemer .thisInsurance will be excess over those policies. This endorsement Is part of yam policy. It supersedes and controls anything to the contrary. It is otherwise sul lent to all the leans of the policy. J6800 ED209-18 buivaescupyrt9hl.amtrdgrvimuraere serumomce,lw.,wrh its peradsrbn Page 2of2 93-6610 165402OZ City of Huntington Beach s R 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ Aiv v.huntingtonbeachca.gov " Office of the City Clerk ' Robin Estanislau, City Clerk February 3, 2022 Pierside Pavilion, LLC Attn: Buddy Molway 300 Pacific Coast Highway, Suite 119 Huntington Beach, CA 92648 Dear Mr. Molway: Enclosed is a fully executed copy of the "License Agreement between the City of Huntington Beach and Pierside Pavilion, LLC, to Provide Installation and Maintenance of Landscaping and Landscaping Improvements in the Public Right=of-Way" approved by the Huntington Beach City Council on December 21, 2021. Sincerely, Robin Estanislau, CIVIC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan Waitakere, New Zealand