HomeMy WebLinkAboutRedwood Family Dermatology Medical Associates 2024-04-17LICENSE AGREEMENT
This License Agreement (“Agreement”) by and between the City of Ukiah (herein referred to as
Licensor”) and Redwood Family Dermatology Medical Associates (a California corporation);
herein referred to as “Licensee”) together known as the “Parties”.
In consideration of the mutual promises contained in this Agreement, the Parties agree as
follows:
1.GRANT OF LICENSE; DESCRIPTION OF PROPERTY
Licensor grants to Licensee a license to utilize property of the Licensor, as depicted in Exhibit
A”, attached hereto (“Premises”), located in the southwest corner of the Civic Center Parking
Lot in Ukiah, CA 95482, adjacent to Redwood Family Dermatology Medical Associates on Dora
Street. The Premises consists of twelve (12) parking spaces, totaling approximately 1,944 square
feet. As indicated in Exhibit A, the Premises excludes the large oak tree located in the Civic
Center Parking Lot.
2.USE OF PROPERTY; TERM
The above described Property may be entered upon and maintained by Licensee solely during the
period beginning April 17, 2024 (the Effective Date) and continuing on a month-to-month basis
for a term of two (2) years, unless sooner terminated as provided herein (“Initial Term”). After
the Initial Term, the Parties may agree to extend the term of the Agreement for up to two (2)
successive two (2) year renewal terms, on the same terms and conditions, including Use Fee
adjustments, as set forth in this Agreement.
Either party shall have the right to terminate this Agreement at any time by giving sixty (60)
days prior written notice to the other party.
3.CONSIDERATION
As consideration for this Agreement, Licensee agrees to pay Licensor a Use Fee of:
75.00 per space per quarter, for a total of $300.00 annually per parking space, or $3,600.00 per
year for the entire Premises. During the term of this Agreement, payments of $300.00 per month
will be payable on the Effective Date and then on a monthly basis. The Use Fee shall be due by
the fifth day of each month and shall be considered delinquent,
if not received by the Licensor by the tenth day of the month. Licensee shall pay Licensor
interest on the delinquent Use Fee at the rate of 1.5% per month. The full monthly interest shall
be due on the first day of each thirty-day period after the Use Fee is delinquent.
The Use Fee is linked to the City’s parking district charges and will be adjusted accordingly to
any changes at the beginning of a monthly period.
4.USE AND IMPROVEMENTS
COU No. 2324-188
Licensee shall have the right to use the Premises solely for vehicle parking related to the
Licensee’s business, including for Licensee’s employees and members of the public. The
Premises shall not be used for overnight or weekend parking. Licensee shall not sublicense
parking spaces on the Premises. The Premises shall not be used for storage of materials or
supplies, or for any purposes not related to vehicle parking.
Weeds, brush, grass or improvements, trash receptacles, and other modifications to the Premises
shall be the sole responsibility of Licensee. Licensee will abate and remove weeds and other
hazardous vegetation and combustible materials on the Premises so as to remove the potential for
fires. Licensee will make all reasonable efforts and take all reasonable precautions to maintain
the Premises in such a way that is safe and free from unreasonable hazards likely to cause injury
to persons who use the Premises. Licensee shall assume full responsibility for the proper use and
supervision of the Premises.
Any Licensee improvements must obtain any required permits from the local jurisdiction and
approval from Licensor.
5.INDEMNIFICATION
Licensor and shall not be liable for and are free from the cost of any damages for personal injury
or property damage resulting from the use made by Licensee of the Premises, and any defective
condition of faulty construction of any improvements arising thereafter, and Licensee covenants
and agrees to indemnify and save harmless said Licensor, as well as their officers, agents and
employees, from and against any and all liability, loss, cost, or other obligation, including
reasonable attorney's fees in account of or arising out of any such injuries or losses.
Licensee shall provide Licensor with a Certificate of Liability naming the City of Ukiah as
Additionally Insured for the following categories and in the following amounts:
a. Workmans Compensation $500,000.00 each employee/accident
b. Liability Insurance $500,000.00 each accident
1,000,000.00 policy limit
c. Vehicle Insurance $1,000.000.00 combined single limit
d. Commercial General Liability $1,000,000.00 per occurrence
2,000,000.00 general aggregate
6.ASSIGNMENT
Licensee will not assign this license or any interest therein and will not let or underlet the said
Premises or any part thereof without the prior written consent of the Licensor.
7.ATTORNEY'S FEES
In any legal action to enforce or interpret any provision of this Agreement, the prevailing party
shall be entitled to recover from the other party its reasonable costs and attorney's fees.
8.NOTICES
Any written notice or payment required hereby shall be deemed given upon acknowledgement of
receipt, including by email, or forty-eight hours after such notice is deposited in the United
States mail, first class postage prepaid and addressed as follows:
Payments
To Licensor:
City of Ukiah
300 Seminary Avenue
Ukiah, CA 95482
Attn: City Manager
Notices
To Licensor:
City of Ukiah
300 Seminary Avenue
Ukiah, CA 95482
Attn: City Manager
cityclerk@cityofukiah.com
To Licensee:
Redwood Family Dermatology Medical Associates
555 S Dora St, Ukiah, CA 95482
Ukiah, CA 95482
Attn: Tracy Callister
tcallister@redwoodfamilyderm.com
9.PARAGRAPH HEADINGS
Paragraph headings are included for the convenience of the parties and are not intended to define
or limit the scope of this Agreement.
10.PREVIOUS AGREEMENTS
Any and all existing statements or agreements, whether oral or written, or renewals thereof,
between the parties hereto, covering the same subject matter are hereby cancelled and superseded
by the terms of this Agreement, and such prior agreements, statements or understandings shall
have no further force or effect.
This license agreement is effective on the latest date signed as stated below.
Licensor:
Sign: _________________________________________
Print: ________________________________________
Title:_________________________________________
Date:_________________________________________
Licensee:
Sign: _________________________________________
Print:_________________________________________
Title: _________________________________________
Date: ________________________________________
Sage Sangiacomo
City Manager
Apr 26, 2024
Redwood Dermatology
City Access Road - Keep Clear
Parking Agreement - 3 spaces here Parking Agreement - 9 spaces here
Attachment1
N
Exhibit A