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HomeMy WebLinkAboutContract 1793RIGHT OF ENTRY LICENSE AGREEMENT BETWEEN THE CITY OF CATHEDRAL CITY, CALIFORNIA AND RICHARD S. COMRAS This Right of Entry License Agreement ("Agreement") is made and entered into as of - N2018 ("Effective Date") by and between the City of Cathedral City, a municipal corporation ("Licensee") and Richard S. Comras ("Licensor"). RECITALS A. The Licensor is the owner of the real property located at 68571 East Palm Canyon Drive, Cathedral City, California (the "Property"). B. Licensee wishes to obtain permission from Licensor to enter upon the Property for the purposes of installing a mural depicting local athletes Cub Swanson and Tim Bradley (the "Mural") upon the northwest facing wall of the Property. C. The Mural will be installed by Rick Rodriguez (the "Artist") and the design of the Mural to be installed has been approved by the Licensor. D. The installation of the Mural on the Property will provide a benefit to the public by aesthetically enhancing a building along a major thoroughfare through the City. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained here and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows: Grant of Right of Entry. The Licensor hereby grants the Licensee, its employees, consultants, agents and designees, including the Artist, permission to enter upon the Property for the purpose of installing, maintaining and repairing the Mural (the "Work"). Licensee shall direct and control all activities pertaining to the Work and shall not impose, at any time, any charge or exaction against Licensor. 11. Installation, Maintenance and Repair. Licensee shall cause Artist to install the Mural on the Property at Licensee's sole cost and expense. Licensee shall be responsible for all maintenance and repair of the Mural after installation. However, Licensor agrees not to damage, deface or destory the Mural except in the event that RIV 144852-76604093 v2 Licensor intends to demolish or remodel the Property. Any damage, defacement or destruction caused by Licensor shall be repaired by Licensee, but Licensor agrees to reimburse Licensee for all costs of the repair work. The Parties acknowledge and agree that, pursuant to Civil Code Section 987(h)(1), the Mural cannot be removed from the Property without substantial physical defacement, mutilation, alteration, or destruction, and that the rights and duties created under Section 987 of the California Civil Code are expressly waived by all parties, and in such event, Licensor and his successors, and assigns are relieved of the obligation to provide the Artist with notice of the proposed physical defacement, mutilation, alteration, or destruction of the Mural. III. Assumption of Risk. Licensee enters the Property and performs or causes to be performed such Work as referred to above, at its own risk and subject to whatever hazards or conditions may exist on the Property. IV. Permits. Licensee shall obtain all necessary permits from appropriate agencies at Licensee's sole expense. V. Termination. This Agreement shall have an initial term of two (2) years from the Effective Date, unless earlier terminated or extended by the parties in writing. Licensor may not terminate this Agreement without cause. Licensor may terminate this Agreement if he intends to demolish or remodel the Property. If either party is in breach of this Agreement, the other party may give notice of such breach to the other part and demand the breach be cured. If the breach is not cured within thirty (30) days of the date of the notice, the party giving notice may terminate this Agreement for cause effective immediately. Upon termination of this Agreement, whether for cause or not, Licensee shall not be required to remove the Mural or any portion of it from the Property. VI. Date and Time of Entry. Licensee shall arrange a date and time of entry with the Licensor at least five (5) business days in advance of the entry. The Licensee shall provide in detail the names of the persons who will be coming into the Property, the nature of the work to be done, and how long it is expected to take. The arrangement shall be made through contact with Jaime A Jimenez. Licensor may propose reasonable measures to mitigate any damage or disruption that may be caused by the entry or work, and Licensee shall not unreasonably refuse to comply with such measures. VII. Indemnification. Licensee agrees to indemnify, defend and hold harmless the Licensor and Licensor's successors and assigns from all claims, demands, suits, judgments, expenses, and costs on account of injury or death of person or loss of or damage to, Property arising out of or related to the performance of Work. VIII. Attorney Fees. If any legal action or proceeding arising out of or relating to this Agreement is brought by either party to this Agreement, the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorney's fees, costs, and expenses incurred in the action or proceeding by the prevailing party. RIV #4852-7664-8495 v2 IX. Notices. All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows: To City: To Owner: With a copy to: City of Cathedral City Attn: City Manager 68-700 Avenida Lalo Guerrero Cathedral City, CA 92234 Fax: Richard S. Comras PO Box 1826 Rancho Mirage, CA 92270 Fax: (760) 328-3058 Schwartz & Fenster Professional Corporation Attn: Mr. Stephen M. Fenster, Esq. 21700 Oxnard Street, Suite 1160 Woodland Hills, CA 91367 Fax: (818) 346-7308 sfenster@schwartz-ferister.com Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service. X. Entire Agreement. This Agreement constitutes the entire Agreement between the Licensee and the Licensor, and no alteration, amendment or any part thereof shall be effective unless in writing signed by the parties sought to be charged or bound thereby. XI. Authorization. Each individual signing this Right of Entry Agreement on behalf of an entity or others warrants that he or she has authority to do so and that the Right of Entry will be valid and binding on the entity to other person for whom the individual has signed. 121V4f4852-7660-8095 v2 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first -above written. CITY OF CATHEDRAL CITY Charles P. McClendon City Manager LICENSOR ichard S. Comr RIV #4852-7660-8095 v2