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Home My WebLink About6B (1)( A ( 1) MEMORANDUM TO: Redevelopment Commission FROM: Beth Leonard Inks L'� RE: Limited License Agreement for 3575 Moreau, LLC DATE: July 5, 2012 Attached is an agreement which will allow visitors to the LPGA event at Blackthorn to use the parking lot at 3575 Moreau on August 11 & 12. The City attorney's office has reviewed and approves the attached contract. Staff recommends,and respectfully requests, Commission approval. Please let me know if you have any questions. Thank you. M —PM MYo fiend SIGNATURE ASSOCIATES 1 °p.w,,,, b ft THE TEAM No Signature. No Rseults. �gjllS WAKEFIELD ADVISORY SERVICES A l L I A N c E LIMITED LICENSE AGREEMENT THIS LIMITED LICENSE AGREEMENT (the "Agreement ") is made as of the day of July, 2012, by and between South Bend Redevelopment Commission, ( "Licensee ") and 3575 MOREAU LLC ( "Licensor ") whose address is c/o Phoenix Asset Management LLC, 1205 Franklin Avenue, Suite 110, Garden City, New York 11530. RECITALS WHEREAS, Licensor owns certain property located at 3575 Moreau Court, South Bend Indiana. WHEREAS, Licensee wishes to temporarily enter onto and use the parking lot of the building at 3575 Moreau Court, South Bend, Indiana substantially as shown on the attached plan (hereinafter the "Space" or "Property ") for for the sole and restricted use and purpose as described herein, and Licensor is willing to permit Licensee to temporarily enter upon and use the Property for the limited purpose described herein, on the terms and conditions set forth below. NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00), the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows: 1. Licensor grants to Licensee and Licensee's employees, agents, contractors and guests (collectively, the "Licensee Parties ") the temporary and limited license and right to enter onto the Property for the sole purpose as hereinafter set forth and for no other purpose: LPGA- Parking for First Professional Golf Tournament in South Bend Event All conditions and restrictions binding upon Licensee hereunder shall also bind the Licensee Parties. Licensee's use shall at all times be subject to all applicable laws, rules and regulations. The Licensee's use of the Space as provided in this Agreement shall be conducted in a dignified and proper manner and to the Licensor's satisfaction; Notwithstanding the foregoing, Licensee shall have no right under the license to allow any licensed parties to use in any manner, and /or to place or affix any equipment, furniture or any other materials or items closer than four (4) feet outside of the exterior columns of the building to the building. Any music that is played shall be kept at a low volume to not disturb any of the tenants in the building. 2. The license granted to Licensee herein shall be in effect for the limited dates and times as hereinafter set forth and for no other times: From 12:00 a.m. Saturday, August 11, 2012 through 10:00 p.m. Sunday, Augustl2, 2012 M W,,.dy .q w...e,o a SIGNATURE ASSOCIATES °°°� � WAKL WAKEFIELD, THE TEAM No Signature. No Results. Q111 1 _ ADVISORY S E R V I C E S A L L I A N C E 3. Licensee acknowledges that it has inspected the Property and that Licensee's use of the Property shall be in its "AS IS, WHERE IS" condition with all faults and without any representation or warranty from Licensor whatsoever. Licensee acknowledges and agrees that no bathroom facilities (if applicable) and no security or security guard services shall be provided by Licensor, nor shall any services of any nature whatsoever be provided by Licensor in connection with this License. Licensee shall be fully responsible to take care of and supervise any other guests or invitees. 4. Licensee shall comply with such rules and regulations relating to Licensee's use of the Property as may be promulgated from time to time by Licensor. In addition, the following are strictly prohibited on the Property, and Licensee covenants and agrees that it shall not permit any of the following to be placed upon, used or to occur on the Property: (a) vehicles or any heavy equipment; (b) excessive loads; (c) construction; (d) other cooking, including without limitation grease or oils (e) alcoholic beverages of any type 5. Prior to any entry upon the Property, Licensee shall deliver to Licensor an insurance certificate evidencing comprehensive general public liability insurance naming 3575 Moreau, LLC (Owner), Phoenix Asset Management, LLC (Agent for the Owner), DSR Imaging, CMS Insurance West, DI 118 -02W, 1525 West WT Harris Blvd., Charlotte, NC 28262, its successors and /or assigns (Lender) and Cressy & Everett (sub- agent) should be listed as "Additional Insureds" and 3575 Moreau LLC, is listed as "Certificate Holder ", with limits of liability for bodily injury (including death) and property damage in an amount not less than a combined single limit of $1,000,000.00 per occurrence and a general aggregate limit of not less than $2,000,000.00. All such policies shall be in form and content acceptable to Licensor and shall provide that such insurance shall not be cancelled or materially modified without providing at least thirty (30) days prior written notice to Licensor. The policy limits set forth herein shall in no way limit the liability of Licensee under this Agreement. 6. Licensee shall indemnify, defend and hold harmless Licensor, its agents, employees and partners, harmless from and against any and all claims, actions, damages, liability and expense (including without limitation court costs and fees of attorneys, investigators and experts) in connection with loss of life, personal injury (including death) or damage to property arising out of or related to, directly or indirectly, the occupancy or use of the Property by Licensee or the Licensee Parties or occasioned wholly or in part by any act or omission of Licensee or Licensee Parties, whether prior to, during, or after the term of this Agreement. Lessee's obligations pursuant to this Section 5 shall survive the expiration or sooner termination of this Agreement. 7. Licensee at Licensee's sole cost and expense, shall promptly clean, repair and restore the Property to the same condition, order and repair which existed immediately prior to entry onto the Property by Licensee or Licensee Parties. Licensor shall not be liable for damages, theft, misappropriation 2 SIGNATURE ASSOCIATES �OP ,, awe THE TEAM No Signature. No Results. 11:11. WAKEFIELD A D VISOR Y S E R V I e E S A L l i A N c E or loss to Licensee's equipment, supplies, property, or materials, all of which are being stored by Licensee at its sole risk, cost and expense. 8. This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, without regard to the conflicts of laws doctrine of such state. 9. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and may be modified only by a writing signed by both parties hereto. 10. Failure of Licensor to insist upon strict compliance with any of the terms, covenants or conditions herein shall not be deemed a waiver of such terms, covenants or conditions, nor shall any waiver or relinquishment of any right or power hereunder at any one or more times be deemed a waiver or relinquishment of any right or power at any other time or times. 11. Adequate adult supervision will be provided in the suite throughout the event. 12. This Agreement shall be binding upon the parties hereto and their respective successors and assigns. Notwithstanding the foregoing, Licensee shall have no right to assign this Agreement without the prior written consent of Licensor. IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, have executed this Agreement as of the date first above written, each by its duly authorized representative. WITNESS: Licensor: 3575 Moreau LLC K4 WITNESS: 3 Licensee: South Bend Redevelopment Commission By:_ Name: Title: