LICENSE AGREEMENT

 

 

This Parking License Agreement (the “Agreement”) is entered into this 4th day of _April, 2013, between U.S. Bank NATIONAL ASSOCIATION (“U.S. Bank”) and THE CITY OF LAWRENCE (“Licensee”).

 

WHEREAS, Licensee wishes to obtain a license for the use of a portion of the parking lot located at 9th and Rhode Island Street, Lawrence, Kansas (the “Parking Lot”), as further set forth herein.

 

NOW THEREFORE, in consideration of the mutual covenants contained herein the parties hereto agree as follows:

 

1.      Term of Agreement.  This agreement shall commence on April 4th, 2013, and shall continue thereafter until October 31, 2013 (the “Term”).

 

2.      Premises.  Subject to the terms, covenants and conditions contained herein, U.S. Bank grants to Licensee the right to use a portion of the Parking Lot as designated by U.S. Bank (collectively, the “Premises”).

 

3.      Use of Premises.  The Premises shall be used by Licensee, its employees, invitees, and guests solely for Overflow Public Parking.  Such permitted use shall be limited to the hours of 7:00 A.M. through 7:00 P.M., on Tuesdays during the Term.  All vendors invited by Licensee shall have all applicable permits necessary to operate at the Premises.  U.S. Bank shall have no obligation to supply power, water, or refuse removal from the Premises.  Licensee and its vendors shall keep the Premises free and clear from any debris, and provide adequate garbage receptacles.  At the end of each Tuesday, the Premises shall be returned to U.S. Bank in the condition it was received.

 

4.      License Payments.  Intentionally Omitted.

 

5.      Non-assignment.  Licensee’s interest herein shall not be assigned, transferred, or granted to any other party.

 

6.      Default.  In addition to the termination rights provided herein, U.S. Bank may immediately terminate this Agreement without notice in the event that Licensee defaults on any terms or conditions of the Agreement.  In the event Licensee defaults on any terms or condition of this Agreement, U.S. Bank may physically remove any persons, personal property and/or vehicles of Licensee, its employees, customers or guests remaining on the Premises.  Said removal shall be at the expense of Licensee.

 

7.      Alterations. Licensee shall not alter, improve, or in any way change or modify the contour or appearance of the Premises.  Licensee is responsible for security and clean up related to its use of the Premises.  Any damage done to the Premises during any use of the Premises by Licensee or its employees shall be repaired at Licensee’s sole cost and expense to its original condition or, if necessary, replaced.

        

8.      Hazardous Substance.  Licensee shall not place, generate, use or dispose of any Hazardous Substances (defined below) at or upon the Premises or Parking Lot and shall undertake reasonable precautions and actions to insure that no one using the Premises within its authority places, generates, uses or disposes of any Hazardous Substances at or upon the Premises or Parking Lot.  Licensee will indemnify and hold U.S. Bank harmless from and against any costs (including reasonable legal costs) arising in connection with the existence of Hazardous Substances that arise out of Licensee’s use of the Premises and Parking Lot (whether or not such materials or substances were Hazardous Substances at the time they were brought upon the Premises). The term “Hazardous Substances” includes any substance considered hazardous or toxic under any law or regulation now or hereafter brought into force by any governmental authority having jurisdiction over the Premises.  This indemnity shall survive the expiration or other termination of this Agreement.

 

9.      Indemnity.  Licensee agrees to indemnify U.S. Bank and hold U.S. Bank harmless from and against any losses, damages or claims, including attorney fees and costs incurred by U.S. Bank for any breach of this Agreement or damage to the Premises arising out of the use of the Premises by Licensee, its customers, invitees, employees, contractors or agents.  The terms of this Section 9 shall survive the termination of this Agreement.

 

10.    Liability.  At all times during the term of this Agreement, Licensee shall maintain at its own cost and expense, a policy of commercial general liability insurance, including contractual liability covering its obligations under this Agreement, with a minimum coverage of $1,000,000 per occurrence and not less than $2,000,000 annual aggregate as to the Premises.  The policy shall name U.S. Bank as an additional insured.  Such insurance shall be purchased from an insurance company licensed to do business in Kansas, with an A.M. Best rating of not less than A-X, and shall be placed with such company and upon such forms as U.S. Bank shall reasonably approve.  Licensee shall promptly provide U.S. Bank with a certificate of insurance as evidence of the above insurance, which shall provide that the insurer will give U.S. Bank at least thirty (30) days written notice prior to any cancellation, non-renewal or material change in coverage. 

 

11.    U.S. Bank Not Responsible.  U.S. Bank shall not be liable for any losses, damages or claims of Licensee, or its customers, invitees, employees, contractors or agents of Licensee arising out of the use of the above licenses or the use of the Premises.  This Agreement shall not constitute a bailment nor shall it create the relationship of bailor and bailee.  U.S. Bank shall have the right to post notices of non-responsibility on and about the Premises.  Licensee shall reimburse U.S. Bank for the costs of such notices and their installation (and, when appropriate, their removal) within ten (10) days after receiving U.S. Bank’s invoice).

 

12.        Notices.  Any notice or demand permitted or required hereunder shall be deemed given or made if it is deposited in the United States mails certified, return receipt requested, postage prepaid, addressed as follows or sent via facsimile followed by mailed notice:

 

                                    If to U.S. Bank:                      U.S. Bank National Association

Corporate Real Estate
3640 S Noland Road
Independence, MO 64055

Attn: Karen Nelson

 

 

                                    If to Licensee:                         The City of Lawrence

                                                                                    __________________________

                                                                                    __________________________

                                                                                    Attn: ______________________

 

 

 

[Remainder of page intentionally left blank.  Signature page follows.]

U.S. Bank and Licensee have executed this Agreement as of the date identified above.

 

                                                                        U.S. BANK NATIONAL ASSOCIATION

                                                                       

 

                                                                        By:  _______________________________

                                                                        Its:   _______________________________

 

 

                                                                        By:  _______________________________

                                                                        Its:   _______________________________

 

 

 

THE CITY OF LAWRENCE

 

                                                                        By:  _______________________________

                                                                        Its:   _______________________________