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HomeMy WebLinkAboutSierra Tree Company 2024-02-271 of 5 TEMPORARY LICENSE AGREEMENT City of Ukiah (“Licensor”), hereby grants to Sierra Tree Company, Inc, a Corporation (“Licensee”), a temporary License to use the Licensed Site located at 1320 Airport Road, Ukiah, California 95482 in connection with Licensee’s performance of its contract with the City of Ukiah. The purpose for the License is: (a)to use a section of the lot directly north of the City’s Corporation Yard, located at 1320 Airport Road, Ukiah as a working, laydown and staging area, including the right to park vehicles belonging to the Licensee, its employees and contractors; the right to locate portable restrooms and construction equipment thereon. The area(s) designated above is hereafter referred to as “Licensed Premises”. 1.Term - The term of this LICENSE shall be for a period of three (3) years as needed in support of Contract #2324156 -Electric Utility Line Tree Trimming – Specification No. 23-14 commencing on February 27, 2024 and shall terminate on February 9, 2027. Licensee shall have the opportunity, subject to the terms herein, to extend the term of this LICENSE for up to three (3) months, with written approval from Licensor. 2.Ingress/Egress, Fencing - During the term of this instrument, Licensee shall have the right to use the Licensed Premises, along with the right of ingress and egress thereto. Licensee shall have the further right to erect and maintain temporary fencing and gates with a locking device to enclose the Licensed Premises and shall remove such fencing and gates at the end of the term of this LICENSE. 3.Indemnification – In addition to the insurance requirements in Section 7, Licensee shall indemnify and defend Licensor and its officers and employees for and against any damage, cost, liability, demand or claim arising from the use by Licensee of the Licensed Premises pursuant to this License. The defense shall be furnished by Licensee upon written notice from Licensor that it has received a demand or claim for which Licensor is entitled to a defense under this Section 4. The choice of legal counsel to defend Licensor is subject to approval by Licensor which shall not be unreasonably withheld or delayed. Licensee shall pay all costs of the legal defense, including, but not limited to, the fees of attorneys, investigators, experts, consultants and other professionals and all other litigation expenses. Licensee shall not be required to indemnify and defend Licensor for claims or demands caused by the condition of the Licensed Premises, but Licensee warrants that it has had an adequate opportunity to inspect that property, has satisfied itself as to its condition and waives and releases Licensor and its officers and employees from liability for any damage to Licensee, its equipment or other property or to its officers, employees, agents, contractors or subcontractors caused by any condition of said property. 4.Compliance with Laws - In exercising the rights granted under this License, Licensee shall comply with all laws, ordinances, and regulations pertaining to its use. Licensee is required under State and local law to re-stabilize any disturbed project location in order to control soil erosion and sediment runoff, in accordance with applicable project permits. Interpretation and enforcement of the LICENSE shall be governed by the laws of the State of California. 5.Restoration - Upon completion of its work, Licensee shall repair and mitigate any damage and restore the Licensed Premises to a condition as nearly as practicable to its condition prior to its use by Licensee. Licensee shall remove all personal property. COU No. 2324-193 2 of 5 6. Insurance- Licensee shall provided insurance as set forth in the attached Exhibit A. 7. Entire Agreement - This LICENSE supersedes all previous oral and written agreements between and representation by or on behalf of the parties and constitutes the entire agreement of the parties with respect to the subject matter hereof. 8. Authority of Signatory - Each party to this LICENSE warrants to the other that it has the right and authority to enter into and consummate this Temporary Easement and all related documents. 9. Successors, Heirs, and Assigns -The Rights provided for herein shall inure to successors, heirs and assigns of the respective parties hereto, and all covenants shall apply to and run with the land. 10. Execution in Counterparts - This LICENSE may be signed in identical counterpart copies, (including copies sent to a party by facsimile transmission or as a “pdf” file attached to an electronic mail transmission) each of which shall be an original, but all of which taken together shall constitute one and the same agreement. Remainder of page intentionally left blank; signature page to follow. 3 of 5 WITNESS WHEREOF, the parties have executed this instrument as of the date set forth below each signature, effective upon the date first written above. Dated this day of _, 20 . LICENSEE By: Name: Its: Date: LICENSOR By: Name: Sage Sangiacomo Its: City Manager Date: 24 April 24 Arnoldo Gonzalez CEO 04/24/2024 May 21, 2024 4 of 5 Exhibit A INSURANCE REQUIREMENTS FOR CONTRACTORS Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his agents, representatives, employees or subcontractors. I. Minimum Scope of Insurance Coverage shall be at least as broad as: A. Insurance Services Office Commercial General Liability coverage (Form No. CG 20 10 10 01 and Commercial General Liability – Completed Operations Form No. CG 20 37 10 01). B. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). C. Worker’s Compensation insurance as required by the State of California and Employer’s Liability Insurance. II. Minimum Limits of Insurance Contractor shall maintain limits no less than: A. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage including operations, products and completed operations. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Insurance must be written on an occurrence basis. B. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Insurance must be written on an occurrence basis. C. Worker’s Compensation Employer’s Liability: $1,000,000 per accident for bodily injury or disease. III. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the insurer to reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officers, officials, employees and volunteers; or the Contractor to provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration and defense expenses; or to approve the deductible without a guarantee. IV. REQUIRED Insurance Provisions Proof of general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: A. The City, its officers, officials, employees, and volunteers are to be covered as ADDITIONAL INSURED with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the contractor; and with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts or equipment, furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance, or as a separate owner’s policy. 5 of 5 B. The workers’ compensation policy is to be endorsed with a waiver of subrogation. The insurance company, in its endorsement, agrees to waive all rights of subrogation against the City, its officers, officials, employees and volunteers for losses paid under the terms of this policy which arises from the work performed by the named insured for the City. NOTE: You cannot be added as an additional insured on a workers’ compensation policy. C. For any claims related to this project, the Contractor’s insurance coverage shall be primary insurance with respect to the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be in excess of the Contractor’s insurance and shall not contribute with it. D. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the City. E. Note: (This protects the Contractor) -Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of Section 2782 of Civil Code. V. RATING - Acceptability of Insurers Insurance is to be placed with admitted California insurers with a current A.M. Best’s rating of no less than A- for financial strength, AA for long-term credit rating and AMB-1 for short-term credit rating. VI. Verification of Coverage Contractor shall furnish the City with original certificates and amendatory endorsements affecting coverage required by this clause. The endorsements should be on forms provided by the City. If endorsements are on forms other than the City’s forms, those endorsements or policies must provide coverage that is equivalent to or better than the forms requested by the City. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time. VII. Subcontractors Contractor shall include all subcontractors as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.