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HomeMy WebLinkAboutC-3004(F-1) - License Agreement for Construction and Maintenance of Reach No. 2, Groundwater• t C- 90e (-') LICENSE AGREEMENT BY AND BETWEEN THE CITY OF HUNTINGTON BEACH AND THE CITY OF NEWPORT BEACH FOR WATER LINE INSTALLATION Table of Contents 1 Permission 1 2 Term 1 3 Compensation 1 4 Construction 2 5 Inspection 2 6 Maintenance 2 7 Relocation 2 8 Abandonment of Pipeline 3 9 Indemnification, Defense, Hold Harmless 3 10 Workers Compensation 3 11 Insurance 4 12 Certifications of Insurance 4 13 Release 5 14 Independent Contractor 5 15 No Assignment 6 16 No Title Interest 6 17 Notice 6 18 No Discrimination 6 19 Attorneys' Fees 7 20 Entirety 7 3/k/newport/O5/15/95 • LICENSE AGREEMENT BY AND BETWEEN THE CITY OF HUNTINGTON BEACH AND THE CITY OF NEWPORT BEACH FOR WATER LINE INSTALLATION This agreement is made and entered into on this 1&M day of a -�— , 1995, by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "CITY," and CITY OF NEWPORT BEACH, hereinafter referred to as "LICENSEE." WHEREAS, LICENSEE has applied to CITY for permission to install a waterline into the public right of way, and CITY desires to allow such encroachment; and The parties wish to enter into an agreement defining their respective rights and responsibilities conceming said encroachment, 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 public right of way as depicted on the map attached hereto as Exhibit "A" owned by CITY, for the purpose of a installing and constructing a 36" water transmission pipeline. 2. TERM The term of this License shall be for fifty (50) years starting from the date of execution by CITY. Renewal of this license will require written approval from authorized officials from both CITY and LICENSEE. 3. COMPENSATION LICENSEE will pay a one time permit fee of $10,000 which covers plan check, inspection, base granting fee and construction inconvenience charge. LICENSEE shall pay an annual fee of zero dollars ($0) for the use of the public right of way. 1 3nlnewpo'u5/15/95 4. CONSTRUCTION The 36" water transmission pipeline and its appurtenances shall be constructed and maintained in conformance with the conditions of CITY's encroachment permit, and the plans and specifications submitted to CITY by LICENSEE. 5. INSPECTION LICENSEE shall provide all required inspection services for the 36" water transmission pipeline and its appurtenances and certify to CITY that the work has been completed in conformance with the approved plans, specifications and encroachment permit. LICENSEE's inspectors shall cooperate with CITY inspection staff to insure the encroachment permit conditions are met. 6. MAINTENANCE LICENSEE agrees to care for and maintain the 36" water transmission pipeline and its appurtenances in good and satisfactory condition as acceptable to the CITY. Any repairs due to trench settlement over the transmission pipeline, related to installation, will be the responsibility of LICENSEE, and shall be made within a reasonable time after notification, at no cost to CITY. In the event LICENSEE does not maintain or repair any failures of the water transmission main, 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 ten (10) days of billing. 7. RELOCATION LICENSEE shall be responsible for all costs and effort associated with the raising, lowering, or otherwise relocating of any portions of the 36" water transmission pipeline and its appurtenances that interfere with any CITY gravity dependent facilities to be constructed. Relocation of any portions of the 36" water transmission pipeline and/or its appurtenances shall be completed with ninety (90) calendar days of receipt of written notice to 2 3Mnewpo.u5n5/e5 • i "Relocate Facilities" from CITY. In the event parts are required for the requested relocation are not available to LICENSEE, LICENSEE shall order said parts within seven (7) calendar days, and complete the necessary relocation of affected portions of the 36" water transmission pipeline and/or its appurtenances within thirty (30) calendar days from receipt of all required parts. 8. ABANDONMENT OF PIPELINE At the time LICENSEE abandons its use of any or all portions of the 36" water transmission pipeline and its appurtenances as shown on Exhibit "A" attached hereto, CITY and LICENSEE shall agree on an appropriate method of abandonment consistent with the standard practices in existence at the time of abandonment and LICENSEE shall pay all costs for the abandonment. CITY also reserves the right to take over ownership of any proposed portion of the water transmission main to be abandoned by LICENSEE in its current condition, at no cost to CITY. 9. 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. CITY shall be reimbursed by LICENSEE for all costs or attomey's fees incurred by CITY in enforcing this obligation. 10. 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 3 3M x1s/9s such laws and provisions prior to the encroachment into the public right of way pursuant to this license. LICENSEE shall maintain such Workers' Compensation Insurance in an amount of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, and Two Hundred Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all times incident hereto, in forms and underwritten by insurance companies satisfactory to CITY. 11. INSURANCE a. Self-insurance LICENSEE shall, through its self -insured status, provide general liability -type coverage for bodily injury and property damage up to and including the first $1,000,000. b. Excess Insurance LICENSEE shall carry at all times incident hereto, on all activities to be performed in the public right of way as contemplated herein, excess general liability insurance, including coverage for bodily injury, and property damage. Said insurance shall provide coverage in excess of $1,000,000 as the LICENSEE is self -insured up to and including this amount. All insurance shall be underwritten by insurance companies in forms satisfactory to CITY. Said excess insurance shall name the CITY, its officers, agents and employees 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). 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. 12. CERTIFICATIONS OF INSURANCE; ADDITIONAL INSURED ENDORSEMENT Prior to the encroachment into the public right of way pursuant to this license, LICENSEE shall furnish to CITY certificates of insurance subject to approval of the City 4 3fIdnewporU5/15/95 • s 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 cancelled 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 Attorney for approval prior to the encroachment into the public right of way pursuant to this License. 13. 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. 14. INDEPENDENT CONTRACTOR LICENSEE agrees that all work done or undertaken by it on the 36" water transmission pipeline and its appurtenances shall be for its sole account and not as an agent, 5 3lWnewpo.V5ll5/e5 • s servant or contractor for CITY. LICENSEE agrees to indemnify and hold CITY and the Property harmless from and against all claims or liens of workmen and materialmen. 15. NO ASSIGNMENT LICENSEE agrees that the permission herein extended shall be personal to it and that it shall not assign or permit any third party to avail itself of any of the privileges granted hereunder, without the express written permission of CITY. 16. NO TITLE INTEREST No title interest of any kind is hereby given and LICENSEE shall never assert any claim or title to any other facilities under this License Agreement. 17. 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 retum receipt requested and addressed to LICENSEE or to CITY at the respective addresses shown below: TO CITY: TO LICENSEE: Director of Public Works City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Director of Public Works City of Newport Beach 3300 Newport Boulevard Newport Beach, CA 92663 18. NO DISCRIMINATION LICENSEE agrees that in the performance of this Agreement and in the uses authorized hereunder, it shall 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. 6 3MnewporV5115/95 • • 19. ATTORNEYS' 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 attomey's fees. 20. 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. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the date first above written. CITY OF NEWPORT BEACH By: John Hedges, Mayor ATT ST: Q/1 C City Clerk APPROVSD AS TO FORM: City Attorney • CITY OF HUNTINGTON BEACH, A municipal corporation of the State of California Mayor ATTEST: ashear City Clerk APPROVED AS TO FORM: s City r6 7/gS REV W • _ D APP' • a inistrator ROVED: Director of orks 3lwne„pofl /l&ss 7 EXIST. 30' WATER MAIN 3 'SEAWATER :': LINE' -J 0 n L J n-Th'--' HAMILTON `aI t r BANNING AVE. At �" C.S.D.O.C. TREATMENT PLANT NO. 2 AVE. L L VICTORIA ST. 19 U EXISTING 30' WATER MAIN REACH 471 17 th CI,LY OF NEWPOBT BEACH UUTILITIES YARD EXHIBIT "A" REACH #2 - PROJECT LOCATION CITY OF NEWPORT BEACH GROUNDWATER DEVELOPMENT PROJECT