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Home My Public Portal AboutUnited Warehouse and Distribution Corporation Parking Lot License Agreement744f PARKING LOT LICENSE AGREEMENT 'S THIS PARKING LOT LICENSE AGREEMENT (the "License"), is dated as of March 21, 2000, by and between the CITY OF CARSON, CALIFORNIA ("City"), and UNITED WAREHOUSE AND DISTRIBUTION CORPORATION, a California corporation ("UWDC"). RECITALS WHEREAS, City is the owner of that certain real property (the "City Property"), located at 2390 East Dominguez Street, Carson, California; and WHEREAS, UWDC is the owner of that certain real property (the UWDC Property"), located at 2350 East Dominguez Street, Carson, California, immediately wdiftf the City Property; and WHEREAS, UWDC desires to use that portion ("the Premises") of the City Property delineated and identified as "Rental Space" on Exhibit A attached hereto and incor- porated herein, for the purpose of temporarily parkisag trucks and trailers used by UWDC in its business on the UWDC Property; and WHEREAS, City is willing to permit UWDC to park its trucks and trailers on the Premises on the terms and conditions stated in this License. NOW, THEREFORE, the City and UWDC agree as follows: 1, LICENSE. City hereby grants to UWDC a license to use the Premises on the terms and conditions set forth herein; provided, however, that the City reserves the right to continue to store on the Premises the cargo mover now located on the Premises. Tenant shall have no rights to use, operate or move the cargo mover. 2. TERM. The term of this License shall be for a period commencing on May 1, 2000, and continuing from month to month; either party may terminate this License at any time, without cause, on thirty (30) days' notice, except that neither party shall terminate the tenancy prior to December 31, 2000, unless the City sells the City Property and discontinues its operations on the City Property prior to the date of termination. 3. FEE. UWDC shall pay to City without deduction, setoff, prior notice, or demand, a license fee of $16,200.00 per month, in advance, on the first day of each month, commencing concurrently with the commencement of the term of this License, The license fee for any partial month shall be prorated at the rate of 1130th of the monthly license fee per day. 4. USE. The rights of UWDC hereunder shall be to park trucks and trailers only; UWDC shall not use the Premises for any other purpose. UWDC will not 000313 Sas CT41.aer (1) C. Should any discharge, leakage, spillage, emission, or pollution of any type occur upon or from the Premises (collectively referred to as "Discharge") as a result of UWDC's use and occupancy thereof, UWDC shall indemnify, hold harmless and defend City against all liability arising from any injuries to any person and damage to property, including without limitation, employees and property of UWDC, and all related expenses, investigators' fees, and litigation expenses, resulting in whole or in part from any such Discharge, regardless of whether such liability, cost or expense arises during or after the License term. 9. CONDITIONS AND RF,STRICTTONS. The use of the Premises is subject to the following conditions and restrictions: a. UWDC shall not alter the Premises or any improvements on the Premises; provided, however, that prior to parking any trucks or trailers on the Premises UWDC at its expense shall construct a fence acceptable to the City (including without limitation gates as required by the City) separating the Premises from the remainder of the City Property, except in that area where the boundary between the Premises and the remainder of the City Property is physically defined by an existing building. b. UWDC shall have no rights to cross any other portion of the City Property in order to reach the Premises. UWDC shall ingress and egress the Premises solely through the UWDC Property. C. LTWDC hereby accepts the Premises subject to all conditions, covenants and restrictions of record, and all applicable zoning, municipal, county and state laws, ordinances, regulations and any changes thereto, governing the use and occupancy of the Premises. UWDC shall not obtain or cause to be issued any permit, zone change or other entitlement that will be binding on City or the Premises. d. UWDC shall keep the Premises free from all liens, taxes and assessments resulting from or caused by UWDC's use of the Premises and UWDC shall reimburse City of sums (including attorneys' and in-house counsel fees and court costs) paid by City to protect its title against any such lien, tax or assessment. UWDC recognizes and understands that this License may create a possessory interest subject to taxes levied upon such interest. UWDC shall keep the Premises clear of all litter and debris. 10. SURRENDER. Upon the termination of this License, all right, title, and interest of UWDC in and to this License shall be surrendered peaceably to the City. UWDC shall remove any personal property and restore the Premises to its former condition. 11. INSURANCE. LTWDC shall maintain in fall force and effect during the term of this License, at UWDC's cost and expense, a policy of comprehensive genera.[ liability insurance in an amount not less than Two Million Dollars ($2,000,000.00) combined single limit. City shall be named as an additional insured under such insurance policy. Such 000313 sas CT41.au (1) - a - insurance shall be primary and noncontributing, and shall not be cancelable or subject to reduction of coverage or other modification without thirty (30) days prior written notice to City. UWDC shall concurrently with the execution of this License deliver City a copy of such insurance policy, or a certificate of insurance evidencing such coverage. In the event UWDC's insurance policy is renewed, replaced or modified, UWDC shall promptly furnish City with a copy of such policy, or a certificate of insurance, as renewed, replaced or modified. 12. DEFAULT. In the event of a breach by UWDC of any of the terms of this License, all rights of UWDC hereunder shall cease and terminate, and in addition to all other rights it may have at law or in equity City may re-enter the Premises and take possession thereof without notice, and may remove any and all persons therefrom, and may also cancel and terminate this License; and upon any such -cancellation, all rights of UWDC in and to the Premises shall cease and terminate. 13. WAIVER. The waiver by City of any breach of UWDC hereunder, or the failure on the part of City to enforce any right it may have hereunder, shall not constitute a waiver of any other or subsequent, similar, or different breaches, or a waiver of City's power to enforce such rights. 14. ASSIGNMENT AND SUBLETTING. This License is personal to UWDC. UWDC agrees not to sublease, assign, sell, transfer, encumber, pledge or otherwise hypothecate any part of the License or Premises or UWDC's interest herein to any entity (other than an entity controlling, controlled by, or under common control of UWDC) without the prior written consent of City, Any purported assignment or sublease by UWDC of this License shall be void and a basis for immediate termination of this License. In the event that City shall provide its prior written consent to an assignment or sublease by UWDC, any such assignment or sublease shall not relieve UWDC of its obligations under this License. 15. ATTORNEY FEES. If any party named herein brings an action to enforce the term hereof or to declare rights hereunder, the prevailing party in any such action, on trial and appeal, shall be entitled to recover its costs and reasonable attorneys' fees including of in -House counsel. 16. NOTICE. All notices, consents, requests, demands, approvals, waivers, and other communications desired or required to be given hereunder (referred to collectively as "notices") shall be in writing and signed by the party so giving the notice. and shall be effectively given or served: (i) on the date of personal service upon the person to whom it is directed; 'or (ii) on the date the notice is received or rejected provided it is sent prepaid, registered or certified mail, return receipt requested; or (iii) on the date the notice is delivered by a courier service to the address of the person to whom it is directed provided it is sent prepaid to the address of the person to whom it is directed_ The addresses of the Parties are: 0001 EI sas L74I--r (1) -4 - To City: City of Carson 701 East Carson Street P. D. Box 6234 Carson, California 90749 Attn: City Manager To UWDC: UNITED WAREHOUSE & DISTRIBUTION CORP. 2417 E. Carson Street Long Beach, California 90810 Either party may, from time to time, change its address by giving written notice thereof in the manner outlined above. 17. GOVERNING LAW, This License shall be interpreted, enforced and governed by the laws of the State of California. 18. AMENDMENTS. No provisions of this License may be amended or modified except by an agreement in writing executed by both parties hereto. 19. SEVERABILITY, In case any one or more of the provisions contained in this License shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and the remainder of the provision of this License shall continue in full force and effect without impairment. 20. BROKERS AND FINDERS. UWDC is solely responsible for any and all commissions, and will indemnify, defend and hold the City harmless from and against any claims by brokers, finders or others arising out of or in connection with this License. 21, SOLE AGREEMENT. This License constitutes the sole agreement between City and UWDC with respect to the Premises. 22, NO RECORDING, This License or a-memorandumof license shall not be recorded in the Official Records of Los Angeles County. 23. POSSESSORY INTEREST. UWDC recognizes and understands that this License may create a possessory interest subject to taxes levied upon such interest. W0311 a crar.wr (t} -5- IN WITNESS WHEREOF, each of the parties has caused its authorized representative to execute duplicate original counterparts of this License. UNITED WAREHOUSE AND DISTRIBUTION CORPORATION, a California corporation ("UWDC°} 'By:_ e,4'4' a Amato, Vice President By: Awl [Secretaryl [Chief Financial Officer] CITY OF CARSON, a municipal corporation ("City ") By: /'Z� /�' • P ter D. Fajardo Mayor ATTEST: (SEAL) Helen S. Kawagoe City CIerk APPROVED AS TO FORM: City Attorney OW3I3 sas crar.wr (1) - G -