1999-015-Authorizing The Town Manager To Execute A Contract Amendment To The Agreement With Park View Village Associates For Valet Parking At 141 South Santa Cruz AvenueRESOLUTION 1999 - 15
RESOLUTION OF THE TOWN COUNCIL
OF THE TOWN OF LOS GATOS
AUTHORIZING THE TOWN MANAGER
TO EXECUTE A CONTRACT AMENDMENT TO THE AGREEMENT WITH
PARK VIEW VILLAGE ASSOCIATES, LP
FOR VALET PARKING AT 141 SOUTH SANTA CRUZ AVENUE
FOR LYNDON PLAZA
WHEREAS, on December 10, 1998, the Town of Los Gatos entered into an
agreement with Park View Village Associates, LP (hereinafter "Licensee ") for exclusive use of the
property located at 141 South Santa Cruz Avenue for valet parking.
WHEREAS, the Licensee desires to extend the license agreement for an
additional 6 months.
NOW THEREFORE BE IT RESOLVED, by the Town Council of the Town of
Los Gatos, County of Santa Clara, State of California, that the Town of Los Gatos enter into a
contract amendment (Exhibit A) extending the term of the license agreement with the Licensee,
and that the Town Manager is authorized, and is hereby directed, to execute the amendment.
PASSED AND ADOPTED at a regular meeting of the Town Council of the
Town of Los Gatos, California, held on the 1 st day of February, 1999 by the following vote:
COUNCIL MEMBERS:
AYES: Randy Attaway, Steven Blanton, Linda Lubeck, Joe Pirzynski,
Mayor Jan Hutchins.
NAYS: None
ABSENT: None
ABSTAIN: None
SIGNE �
MA;ATOS, OFT F�-TO N OF LOS GATOS
7
CALIFORNIA
ATTEST:
CLERK OF THE TOWN OF L S GATOS
LOS GATOS, CALIFORNIA
AMENDMENT TO AGREEMENT A Os Q f Ta -m�R CLER
This AMENDMENT TO AGREEMENT is entered into this day
199_, by and between the Town of Los Gatos, State of California, herein called " r, an'Zfi"� - -
Park View Village Associates LP, "[Licensee]."
i �t�q , /�
RECITALS X P, /16<0;
A. Town and Park View Village Associates LP entered into an agreement for exclusive use of
the property located at 141 South Santa Cruz Avenue on December 10, 1998 ( "Agreement "), a copy
of which is attached hereto as (Attachment 1) and incorporated herein by reference.
B. At the Town Council meeting of January 19, 1999, the Council approved a six (6) month
extension of the license agreement for valet parking at 141 South Santa Cruz Avenue for Lyndon
Plaza.
AMENDMENT
1. Paragraph 2 - Term of License - of the Agreement is hereby amended to include a six (6)
month extension of the license agreement, beginning February 10, 1999..
2. Paragraph 3 - Fee - Fees are due in advance. Fees are due on the 1 st day of the month and
will be past due if not received by the 5th day of the month. The fee is based on a daily fee
of $33.33 multiplied by the number of days in the month. A 5% service charge will be
applied in addition to the monthly fee for late payments.
3. All other terms and conditions of the Agreement dated December 10, 1998 shall remain in
full force and effect.
IN WITNESS WHEREOF, the Town and the Park View Village Associates LP have
executed this Agreement as of the date indicated on page one (1).
Town of Los Gatos
David W. Knapp, Town Manager
Town of Los Gatos
ATTEST:
Clerk of the Town of Los Gatos,
Los Gatos, California
Marian V. Cosgrove, Town Clerk
Approved as to Form:
Orry P. Korb, Town Attorney
Park View Village Associates LP
By:
Allyn S. Patrick
Secretary
OFFIC r.'� - I.ERK
lam(
C1RD
LICENSE AGREEIffNT BETWEEN THE TOWN OF LOS
AND PARR VIEW VILLAGE ASSOC LP FOR EXCLUSIVE UI�
nF THE PROPERTY LOCATED AT 141 S. SANTA CRUZ AVE., LOS GATOS
This LICENSE AGREEMENT is made and entered into this loth day of December ,
1998, by and between the TOWN OF LOS GATOS, a municipal corporation existing under the laws
of the State of California (hereinafter "Town "), and Park view village, (hereinafter "Licensee ").
Assoc. LP
IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES as follows:
1. Property Licensed. Town hereby grants a license to Licensee for the exclusive use of
the property identified as141 s. Santa and more particularly described in Exhibit "A" hereto
(hereinafter "Property"). Cruz
2. Term of License. The term of this License Agreement shall begin on the 10 day of
December, 1998, and continue for no more than sixty (60) calendar days thereafter, subject to
termination as provided herein.
-'w D
3. Fee. The fee for the License granted herein shall be r-We thousand (�,.,000.o ,
payable upon execution of this Agreement. The fee is based on a daily fee of (S33.3
multiplied by sixty (60) calendar days. Payment shall be made by delivery to the Town Cleric at 110
East Main Street, Los Gatos, California, in the form of a cashier's check or other form of payment
satisfactory to the Town.
4. Use of Property. Licensee shall use the Property only as a pan g, lot. Licensee shall
be solely responsible to the Town to ensure that all activities occuning o i uiv Property comply with
all applicable Federal, State, and local laws and regulations at V, tia±es, ,5 , :hat all required licenses
and permits have been obtained, and proof of insurance provided, t -afore the activities occur.
Licensee shall respect any and all existing easements or other prior property rights, to which this
License is granted subject to.
5. Assignment. Town has entered into the Liccnse Agreeme t wi!.h Licensee on the terms
and in the manner contained in this Agreement only because Licensee has successfully competed
for the opportunity to obtain this License. Licensee expressly agrees that it shall not assign any
portion of this License, or allow any use of the Property, to any other person or entity without the
express, prior written permission of the Town. This prohibition shall not extend to companies or
individuals providing valet paricing services under agreement with the Licensee, which are herein
approved by Town for use of the Property pursuant to this License Agreement.,
6. Utilities. Town shall provide provide electricity for lighting at no addtional cost to
Licensee. Licensee shall be solely responsible for the cost of all other utilities.
November 20, 1998 (5:32pm)
Attachment 2
7. Maintenance. Licensee shall maintain the Property and all signage placed on the
property by or for Licensee.
8. Improvements and Personal Property. Licensee shall not make any improvements to
the property without the prior written consent of the Town. In no event shall the Town reimburse
the Licensee for any improvements.
9. Insurance.
a. Minimum Scope of Insurance:
(1) Licensee agrees to have end maintain, for the duration of the contract,
General Liability insurance policies insuring the Licensee, its officers and
employees to an amount not less than: one million dollars (S1,000,000)
combined single limit per occurrence for bodily injury, personal injury and
property damage. Insurance is to be placed with insurers with a current Best's
rating of no less than B +.
(2) Licensee agrees to have and maintain for the duration of the contract, an
Automobile Liability insurance policy insuring the Licensee, its officers and
employees to an amount not less than one million dollars (S1,000,000).
combined single limit per accident for bodily injury and property damage.
(3) Licensee shall provide to the Town all certificates of insurance, with original
endorsements effecting coverage.
b. General LIability:
(1) The Town, its officers, officials, employees and volunteers are to be covered
as additional insureds as respects to liability arising out of activities occurring
on or related to the occupancy,and use of the Property by the Licensee.
(2) The Licensee's insurance coverage shall be primary insurance as respects the
Town; its officers, officials, employees and volunteers. Any insurance or
self- insurance maintained by the Town, its officers, officials, employees or
volunteers shall be excess of the Licensee's insurance and shall not contribute
with it.
(3) Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the Town, its officers, officials, employees or
volunteers.
2 November 20, 1998 (S :32pm)
(4) The Licensee's insurance shall apply separately to each insured against whom
a claim is made or suit is brought, except with respect to the limits of the
insurer's liability.
All Coverages. Each insurance policy required in this Paragraph 10 shall be endorsed
to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or
in limits except after thirty (30) days' prior written notice by certified mail, return receipt
requested, has been given to the Town. The Licensee shall ensure that current
certification of such insurance is on file at all times during the term of this agreement
with the Town Clerk.
d. Workers' Compensation. In addition to these policies, Licensee shall have and
maintain Workers' Compensation insurance as required by California law. Further,
Licensee shall ensure that all contractors employed on the Property by the Licensee
provide the required Workers' Compensation insurance for their respective employees.
e. Property Insurance. Town shall have no obligation to maintain any insurance on the
Property or any personal property placed on the Property. Licensee shall be solely
responsible for obtaining whatever insurance coverage that the Licensee believes may
be appropriate to protect and indemnify the Licensee for loss to the Property or to any
personal property that the Licensee may place on the Property.
10. Taxes. Licensee shall pay to the County of Santa Clara or the State of California any
and all taxes that may be due for use and occupancy of the Property when the taxes are due, and the
Licensee shall pay all permit, inspection, and license fees, and other public charges or assessments
that arise from the Licensee's use of the Property during the term of this License Agreement.
11. Indemnification. Licensee agrees to indemnify, save harmless, and defend the Town,
its officers, employees, volunteers, and agents, from and against any all claims or liability arising
from any loss, damage, or injury to persons or property occurring in or about the Property that arises
out of or incident to the Licensee's use of the Property, including use by anyone that the Licensee
has permitted or allow to use the Property. This obligation to indemnify, save harmless, and defend
applies whether or not the incident or claim or liability is or may be related to negligence on the part
of the Town.
12. Damage and Destruction.
a. Damage to or destruction of any portion of the Property by any cause shall not terminate
this License Agreement or otherwise affect the respective obligations of the two parties,
any present or future law to the contrary notwithstanding, except pursuant to the
provisions of this Paragraph 12.
December 3, 1998 (1:39pm)
b. If -because of the destruction or damage to the Property, the Property is entirely
unsuitable or inadequate for the use specified herein, Licensee shall be entitled to a
prorata rebate of the fee paid to the Town calculated by multiplying the daily fee by the
number of days remaining on the term of this License Agreement after the date of the
damage or destruction of the Property.
c. Under no circumstances does the Town have any obligation to provide the Licensee with
an alternative property to conduct its operations, and the Licensee is solely responsible
for obtaining such insurance as the Licensee deems appropriate to protect its interests
should damage or destruction to the Property occur.
13. Termination. Town may terminate this Liccrose at any time without cw1se upon twenty..
four (24) hours' advance written notice to Licensee.
a. Should Town terminate prior to the end of the term of this License Agreement,
Licensee shall be entitled to a prorata rebate of the amount equal to the daily fee
multiplied by the number of calendar days of the terra remaining after the effective
date of termination.
b. Licensee shall promptly terminate its use of the Property at the termination of this
License Agreement, leaving the Property in the same condition it was received, in
good order and repair, reasonable wear and tear and damage by the elements
excepted All improvements and alterations trade by the Licensee shall become the
Property of the Town upon termination of the License Agreement. Any
improvement, fixture or personal property not removed by the Licensee within thirty
(30) days of the termination of this License Agreement shall become the property of
the Town and may disposed of as the Town in its sole discretion deems advisable.
14. Notices. Notices to be given under this License Agreement shall be addressed as
follows:
To the Licensee: ti. . To the Town:
Park View Village Associates, L.P.
c/o AMRESCO Management, Inc.. Town Manager
Attn: Erik Osenbaugh Town of Los Gatos
2 Corporate Park, Suite 100 110 E. Main Stt d
Irvine, CA 92606 Los Gatos, CA 95031
Notices shall be delivered by first class, postage prepaid mail or in person. If mailed, a notice shall
be deemed effective on the fifth day following deposit in the U.S. Mail.
4 November 20, 1998 (5:36pm) .
FILE No. 640 11/30
'98
18:36
ID:AMRESCO
INFORMATION TECH 214 953 7759
FILE No. 144 11/30
'98
12:45
i_ IRESCO
714 752 4vao
15. A nandments. No modification, waiver, mutual tannination. or amattdment of this
License Agreemsnt is effective unless made in writing and siloea by the Town and the Licensee.
16, Waiver. No failure on the part of either parry to ucrcise any right or remedy
hereunder Shall operate as a waiver of any other nght or remedy 1b;tt party may have hereunder, nor
does waiver of a breach or default under this License Agreemont ,:onstituts a continuing waiver of
a subsequent breach of the same or any other provision of this 1.,-,onso Agreement.
17. Entire Agreemeet. This License Agreement, inciud.ing Exhibit "A ", constitutes the
complete and exclusive statement of the License Agreement tuttwaen the Town sand the Licenser:.
No terms, conditions, understandings or agreements pu potliaj; to modify Of vary this License
Agreement. unlosa hareatter made in writing and signed by the p:wW to be bound, shall be binding
on either parry.
IN WITNESS WHEREOF, the Town and the Licenme have executed this License
Agreement as of the date indicated on PASO one (l).
Town of Los GAtoe
I
BY tA
David W. Knapp, To anag
ATTEST:
PAGE 5
Licensee Park View Village Associates L.P,
By: Vark View Village 0P Corp.
tts general partner
AJJy S. Parri.ck, SeerecIr.y
Clark of the Town of Lori Gatos, Apptovud ,s to form:
t,oi Gatos, Cal' a
I-A A A )MA 11121A
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M ' . Tows Clerk stray, Town Anomay
N;M7W^#AWQ.t.tC
Novena *w 20, 1998 (5 :31pm)
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