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HomeMy WebLinkAbout4.02 ACTA BroderBlMadigan CITY CLERK File # 600-40 AGENDA STATEMENT CITY COUNCIL MEETING DATE: February 19, 2002 SUBJECT: First Amendment to License Agreement with Alameda County Transportation Authority (ACTA) for use of City-owned property at Broder Boulevard and Madigan Drive Report Prepared by: Christopher L. Foss Economic Development Director ATTACHMENTS: RECOMMENDATION~x/~ Proposed First Amendment to License Agreement License Agreement Authorize the Mayor to execute the proposed First Amendment to the License Agreement with the Alameda County Transportation Authority (ACTA) for use of the City-owned property at Broder Boulevard and Madigan Drive. FINANCIAL STATEMENT: The proposed License Agreement calls for the City.to receive a monthly rent of $100. DESCRIPTION: On August 21, 2001, the Dublin City Council approved a License Agreement between the City of Dublin and the Alameda County Transportation Authority (ACTA) for the lease of a City-owned site at the southwest comer of Broder Boulevard and Madigan Drive as the location for the construction trailers to house the 1-580/680 Direct Connector Project construction management staff. The original agreement called for the lease to terminate on March 1, 2002, but ACTA staff is requesting a month-to-month extension to allow for completion of the Direct Connector project. Staff has determined that the site will not be needed until June 2002 at the earliest to begin site work for the new Fire Station. Staff would propose a First Amendment to the License Agreement with ACTA to extend the agreement one month at the rate of $100 per month. RECOMMENDATION: It is recommended that the City Council authorize the Mayor to execute the proposed First Amendment to the License Agreement between the City of Dublin and the Alameda County Transportation Authority (ACTA) for use of the City's property at the southwest comer of Broder Boulevard and Madigan Drive. H/cc-forms/agdastmt. doc COPIES TO: ITEM NO. 4.2 FIRST AMENDMENT TO LICENSE-AGREEMENT BETWEEN THE CITY OF DUBLIN AND THE ALAMEDA COUNTY TRANSPORTATION AUTHORITY THIS FIRST AMENDMENT is made and entered into as of February ,2002, by and between the City of Dublin, a municipal corporation, hereinafter referred to as the "City" and Alameda County Transportation Authority, hereinafter referred to as the "AUTHORITY". RECITALS A. AUTHORITY and City are parties to that certain License Agreement, dated August ,2001. B. The term of the License Agreement is currently scheduled to expire on March 1, 2002, and the parties desire to revise and extend the License Agreement on a month-to-month basis. AGREEMENT NOW, THEREFORE, it is mutually agreed that the License Agreement is amended as follows: 1. Existing paragraph 5 is deleted, and replaced in its entirety with the following paragraph: "5. TERM. This license shall be effective upon its execution. The Term of this License shall terminate upon thirty (30) days' advance written notice from either Party to the other Party." 2. All remaining portions of the License Agreement are unchanged by this First Amendment and remain in full force and effect as if fully set forth herein. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of the day and year first above written. AUTHORITY: CITY OF DUBLIN ALAMEDA COUNTY TRANSPORTATION AUTHORITY By: Janet Lockhart, Mayor By: Scott Haggerty, Chairperson RECOMMENDED: By: Christine Monsen,..Executive Director Approved as to form and legality: Attest: By: Kay Keck, City Clerk By: Attest: By: Wendel, Rosen, Black & Dean, LLP Legal Counsel to Authority Trudye A.- Johnson Clerk of the Authority Approved as to Form By: Elizabeth Silver, City Attomey 2 LICENSE AGREEMENT THIS LICENSE AGREEMENT, made and entered into this 21st day of August 2001, by and between the City of Dublin, a municipal corporation, hereinafter referred to as the "City" and Alameda County Transportation Authority, hereinafter referred to as the "ACTA". RECITALS A. City is the owner of real property referred to hereinafter as the "Property." The Property, which consists of 1.001 acres, is located in the City of Dublin, County of Alameda, consisting of Parcel 2 of Parcel Map No. 7708, recorded on March 14, 2001 in the Alameda County Recorder's Officer, Series #087877, Book 256 of Parcel Maps, at pages 17 through 20. The City purchased the Property in June of 2001 from the County of Alameda ("County"). B. On the 17th of June 1998, County entered into a license agreement, for property that included the Property with the Alameda County Transportation Authority. On March 21, 2001, pursuant to the license agreement, the County General Services Administration provided ACTA with noti ce of termination, and the license will terminate as of September 17, 2001. C. ACTA wishes to extend the term of the license through March 1, 2002. City is willing to extend the term of the license; provided, the license agreement is restated, as set forth below. AGREEMENT NOW, THEREFORE, for and in consideration of the license fee and the mutual covenants and conditions herein set forth, the parties agree as follows: 1. PREVIOUS LICENSE SUPERCEDED. Upon the execution of this agreement by the parties, the June 17, 1998 license agreement between the County and ACTA is no longer effective as to the Property. 2. LICENSE. The City authorizes ACTA the non-exclusive use of the Property and the exclusive use those trailers situated on the Property. 3. USE. The Property shall be used for the sole purpose of a field office for construction management of the 1-580/680 Connector and other Projects. The field office shall only be occupied by ACTA, and its authorized agents and employees. 4. FURNISHINGS. All cost of furnishing, including the telephone line(s) shall be at the sole cost of ACTA. Prior to installing additional utilities or telephone services, ACTA shall obtain written approval from the City of Dublin. (a) Utilities. ACTA shall, at its sole cost and expense, procure alt utilities and services necessary for its use and occupancy of the Property and pay directly to any provider of such utilities or service. Should there be a failure of the electrical supply for any reason, City shall not indemnify ACTA, nor be responsible, for any resulting losses to ACTA. Attachment 2 5. TERM. This license shall be effective upon its execution until' March_l.;2002.'.: 6. TERMINATION. Either party may terminate this license at any time, with or without cause, by giving written notice to the other party at least 60 days notice, prior to the date when such termination shall become effective. 7. FEE. ACTA shall pay City a license fee of ONE HUNDRED DOLLARS ($100.00) per calendar month. Fees payable hereunder for any period of time less than one month shall be determined by prorating the monthly rental fee herein specified based on the actual days of the month. Said fee is to be paid in advance of each month, shall be due on the first day of each month, shall be made payable to the City of Dublin, and shall be mailed to the following: Administrative Services Department -Finance Division City of Dublin 100 Civic Plaza Dublin, CA 94568 8. INTERFERENCE WITH CITY OPERATIONS. If City decides, at its sole discretion, that ACTA's activities detrimentally affect City operations, the City may require ACTA to modify its use of the Property as necessary to remedy such interference at ACTA's expense, or, at ACTA's option, ACTA may remove all of its equipment under City's direction and terminate this license. ACTA shall be given a reasonable time to remedy the situation, which time shall be determined by the City. Failure to remedy the situation or comply with City ~ests shall cause cancellation of this License. 9. IMPROVEMENTS. ACTA shall make no improvements or alterations Of any --,.~. to the Property without the prior written approval of the City and any such approval shall be at the sole discretion of the City. Unless agreed to by the parties otherwise, all such improvements shall become the property of the City of Dublin and shall be made at the sole expense of ACTA. There are several trailers located on the Property. It is agreed that neither the trailers nor any furniture or other contents in the trailers are "improvements" pursuant to this Agreement. 10. CONDITION' OF PREMISE UPON TERMINATION. Upon termination of this license, ACTA shall not remove any furnishings or improvements from Property, unless requested by City. The trailers located on the Property and/or any contents of the trailers may be removed by ACTA, the County, or any subcontractor of ACTA. ACTA is not required to remove any trailer from the Property. 11. ASSIGNMENT. Neither this license nor any rights hereunder shall be transferred or assigned by ACTA, nor shall ACTA rent to any person or persons or permit the use of any portion of the subject site by others, without first obtaining the City's written approval. 12. ACKNOWLEDGEMENT OF TITLE. It is understood and agreed by ACTA by the acceptance of this license and by the use or occupancy of said Property has not acquired and will not acquire hereafter any rights or interest in or to said Property, and that ACTA may 2 use subject site only as herein provided, nor does ACTA have nor will it obtain any right or claim to the continued use of said Property beyond that specifically given in this license. 13. RELOCATION ASSISTANCE. This license is ora temporary nature and no relocation payment or advisory assistance will be sought or provided in any form as a consequence of this license. 14. HOUSE RULES. ACTA agrees to abide by any and all house rules as established from time to time by the City. City reserves the right to oversee and amend said rules. 15. ACCEPTANCE AND REPAIRS. The Property is licensed in "as-is" condition. The City makes no representation as to the suitability of the Property for ACTA's intended use or that the Property conforms to Federal, State, County, or City laws, rules, ordinances, and regulations. By occupancy of the Property, ACTA warrants that the condition of the trailers are satisfactory and that ACTA shall be financially and legally responsible for all alterations it requires and code compliance. ACTA shall, at its sole cost, keep and maintain said Property and appurtenances and every part thereof in good and sanitary order, condition and repair. ACTA shall be responsible for any and all repairs or maintenance to the Property made necessary by the negligent, careless, or willful acts of ACTA, its employees, servants, or business visitors. By entry onto the Property, ACTA shall be deemed to have accepted the Property and acknowledged the trailers are suitable for the use anticipated by ACTA. 16. HOLD HARMLESS; INDEMNIFY. ACTA agrees to defend, indemnify and hold harmless the City, its officers, employees, agents and servants for any and all liability caused by the negligent or wrongful act of ACTA arising out of the performance of this Agreement, and to pay all claims, damages, judgments, legal cost, adjusted fees and attorney fees related thereto. In addition, ACTA shall defend the City, its officers, employees, agents and servants against all claims, actions or demands relating to the presence or operation of ACTA's equipment at the Property and shall indemnify City, its officers, employees, agents and servants from any and all claims, damages, judgments, legal cost, costs of investigation and attorney fees related to any and all damages alleged to have resulted from presence or operation of ACTA's equipment at the Property. 17. INSURANCE. ACTA 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 ACTA, its agents, representatives, employees or subcontractors. This insurance shall be in the amounts and form indicated in Exhibit A to this License. ACTA shall furnish CITY with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. 18. PROPERTY TAXES. ACTA recognizes and understands that this license may create a possessory interest subject to property taxation and that ACTA may be subject to the 3 payment of property taxes levied on such interest. Any such taxes shall be the sole responsibility of ACTA. 19. INSPECTION. The City shall have the right at all times to enter Upon said Property to inspect the same and determine if said use is to the satisfaction of City. 20. LIAISON. In order to expedite the implementation of this License, the City's liaison shall be Chris Foss, telephone number (925) 833-6650, and ACTA's liaison shall be Arthur Dao, telephone number (510) 893-3347. It is the desire of the City that the business be self-governing in this area, and that the City's involvement will be minimal. All communications will be between the liaisons of the City and ACTA, unless ACTA designates in writing an alternate spokesperson. 21. HEADINGS. The headings used in this License are not part of this License and shall have no effect upon the construction or interpretation of any part thereof. 22. NOTICES. Any demand or notice which either party shall be required or may desire to make upon, or give to the other, shall be in writing and shall be delivered personally upon the other or be sent by prepaid certified mail addressed to the respective parties: CITY: ACTA: City Manager City of Dublin 100 Civic Plaza Dublin, CA 94568 Christine Monsen Executive Director Alameda County Transportation Authority 1401 Lakeside Drive, Suite 600 Oakland, CA 94612 23. ACTA COMPLIANCE. ACTA shall comply with City's policies and all Federal, State, and Local laws and regulations governing its use of Property. ACTA will procure and keep in effect all necessary licenses and permits required by law. ACTA shall also indemnify and hold harmless City for any failure by ACTA to observe all Federal, State, and Local laws and regulations governing use of the Property. 24. SIGNS. ACTA shall only display those signs that are approved by the City. 25. STATUS OF EMPLOYEES. In the performance of the obligations under this Agreement, it is mutually understood and agreed that each party is at all times acting and performing as independent contractor with respect to the other party and that no relationship of parmership, joint venture or employment is created by this Agreement. Neither party, nor any other person performing services on behalf of such party pursuant to this Agreement, shall have any right or claim against the other party under this Agreement for social security benefits, workers' compensation benefits, health benefits, vacation pay, sick leave or any other employee benefits of any kind. 26. agreement. RECITALS. The foregoing recitals are true and correct and are part of this 4 IN WITNESS WHEREOF, the parties hereto have executed this license the day and year first above written. ACTA/~--,' . By).,./ ~'~ EC ~reicS t uit ~veeMD~. :eSf~ r Alameda County Transportation Authority CITY-~5]~.O1~ D. UBL~~ By: ~ ~ _. , ~"~yklg. Houston, Mayor Attest: f~/~) Kay Keck, C~ C1;rk x._. Approved as to Form Elizabeth Silver, City Attorney