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HomeMy WebLinkAbout2020 Clean Up Day Agreement for Use of Lot REAL ESTATE LICENSE AGREEMENT This Real Estate License Agreement ("Agreement') contains a license from Andersen Corporation ('Licensor")having one of its places of business at 100 Fourth Avenue North,Bayport,MN 55003 to City of Oak Park Heights _en see'"),see"), for the use of Andersen Corporation property located within the city of, Oak Park L_ Heights,Minnesota on the terms,and conditions set forth herein, This Agreement will be effective for the days of May 2,2020 and October 3,2020,as more particularly described herein and subject to SC Mall LLC("Landlord") consent. 1. Licensee Information Licensee Name: City of Oak Park Heights 14168 Oak Park Boulevard Oak Park Heights,MN 55082 Licensee Contact: Eric Johnson,City Administrator (651)439-4439 Use of Property, Parking and collection/disposal of waste, in connection with City of Oak Park Heights Spring and Fall Cleanup Events on Saturday, May 2, 2020 and Saturday, October 3, 2020,between the hours.of 7:30 aan,until 1:00 p.m.(collectively"Tenn 21 License (a) Lice _Qrant. Andersen Corporation hereby grants to Licensee at no cost to Licensee, and Licensee accepts,a non-exclusive,non-transferable right to use,under the terms of this Agreement,the following-. That portion of Andersen Corporation parking lot shown as"Clean Up Event Area"in the attached diagram at Exhibit A(the"Licensed Area").located at the property commonly referred to as the "St.Croix Mall"with an address of 5909 OrnalinAvonue North,Oak Park Heights,MN 55082. (b) License Restrictions. Nothing in this Agreement shall give Licensee any right, title of interest to the Licensed Area,other than the license rights granted herein.Licensee shall not assign,transfer or sublicense this Agreement and/or any rights granted herein without the prior written consent of Anderson Corporation, Licensee shall not make any alterations,additions or improvements to the Licensed Area. 3. use (a) Licensee and its contractors,employees,servants,agents and invitees(collectively"Licensee P will use the Licensed Area for the sole purpose of parking and collection/disposal of waste into City-owned waste collection receptacles brought onto the Licensed Area for the event described as"Oak Park Heights Spring(or Fall)Clean Up"OEvent"),and for no other purpose.Licensee agrees not to use the area in any way that would damage or injure Andersen Corporation's property or the adjoining properties. Licensee will be permitted to park its own vehicles and to bring waste collection receptacles onto the Licensed Area at Licensee's sole risk. (b) Licensee shall be responsible for providing adequate waste collection receptacles for the collection of residents' waste during the Event, Licensee shall be responsible for complying with all statutes, rules, ordinances, orders, codes and regulations to the extent the same pertain to (i) the Event, (ii)the Licensed Area,and/or(iii)the Licensee Parties' use of the Licensed Area. Without limiting the foregoing,none of the Licensee Parties shall improperly release any Hazardous Materials (as herein defined) onto the Licensed Area. Licensee must ensure all Hazardous Materials (as herein defined) brought onto the Licensed Area during the Event are properly collected by Licensee and removed from the Licensed Area upon expiration of each day of the Tenn as required by all applicable Environmental Laws (as herein defined). "Environmental Laws" means all statutes, rules, ordinances, orders, codes and regulations relating to the protection of the public health or safety of the environment. "Hazardous Materials"include substances(a)which require remediation under Environmental Laws or(b)which are or become defined as a hazardous waste,hazardous substance,pollutant or contaminant under any Environmental Laws;or(c) which are toxic,explosive,corrosive,flammable,infectious,radioactive,carcinogenic or mutagenic;or(d) which contain petroleum hydrocarbons,polychlorinated byphenyls,asbestos,asbestos containing materials or urea formaldehyde. 4. Indemnificatfou and Care of Property (a) Licensee agrees to indemnify,defend(at Andersen Corporation's request)and hold Andersen Corporation harmless against and from any and all liabilities, claims of liability and losses, costs, expenses, and damage-,(including attorneys fees)suffered by or claimed against Andersen Corporation arising out of(i) the use and/or occupancy of the Licensed Area by any Licensee Parties, and/or (ii) the conduct of any activities related to the Event in or on the Licensed Area, and/or (iii) any breach or default of this Agreement by any Licensee Parties and/or any violation of applicable laws by any Licensee Parties,and/or (iv)any negligent,intentionally tortious or other act or omission of any of the Licensee Parties during the term of this Agreement, and/or (v) any injury to or death of any person or damage to any property occurring to,on or in the Licensed Area during each day of the Term of this Agreement. The indemnities given by Licensee in this Agreement shall survive the date of termination of this Agreement. (b) Licensee will be responsible for all clean up of the Licensed Area and all adjacent properties(including the removal of all Hazardous Materials brought onto the Licensed Area by any Licensee Parties), leaving the area in substantially the same condition it was prior to the Event and use of the Licensed Area by the Licensee Parties, Licensee shall remove from the Licensed Area all personal property and Hazardous Materials brought onto the Licensed Area by any of the Licensee Parties. If any such personal property is not so removed,it shall be deemed abandoned and may be retained by Andersen Corporation or disposed of by Andersen Corporation at Licensee's cost. If any such Hazardous Materials are not so removed. Andersen Corporation may remove the some at Liceme*s cost. (c) All personal property(including vehicle,,,and waste collection receptacles)brought onto the Licensed Area shall be brought thereon at Licensee's sole risk, .Andersen Corporation shall have no liability to Licensee for any injury to property,injury to person,and/or any other loss,claim or damages incurred by Licensee in connection with its use of the Licensed Premises. S. Insurance Licensee will maintain Commercial General Liability Insurance with minimum limits of not less than$1,200,000 per occurrence and Umbrella]Excess Liability Insurance with minimum limits of not less than $1,000,000 per occurrence,as well as all-risk property damage insurance for all of the personal property brought onto the Licensed Area,up to the full replacement value thereof. Licensee's insurance must cover all risks arising out of the Event and/or the use of the Licensed Area by the Licensee Parties.Licensee has provided Andersen Corporation with an insurance certificate, attached as Exhibit I3, indicating the required combined insurance coverage in not less than Two Million Two Hundred Thousand and 00/100 Dollars ($2,200,000.00) per occurrence,prior to the day of the activity and naming"Andersen Corporation and its affiliates"as an additional insured. 6. No Warranties Andersen Corporation makes no warranty to Licensee of any kind,either express or implied,as to the suitability of the Licensed Area and/or any of Andersen Corporation's adjacent property for Licensee's intended use. Andersen Corporation is not obligated to sweep or in any other way prepare any portion of its property for the Event. The Licensed Area is made available"AS IS"and"WITH ALL FAULTS." 7, Defaults In the event any default occurs under this Agreement, Andersen Corporation shall be entitled to terminate this Agreement immediately, re-enter and repossess the Licensed Area, and/or pursue any other remedy available pursuant to applicable laws. Additionally, Andersen Corporation shall have the right and option, in its sole —2— discretion, to elect to cure any such default by Licensee, and to collect from Licensee all costs incurred in effectuating such cure. including reasonable attorney's fees; and such election shall be trade by the act of curing such default, and Andersen Corporation shall not be required to provide written notice thereof to Licensee. Andersen Corporation may pursue any or all of these remedies. 8. Notices All notices under this Agreement shall be in writing and shall be deemed given if delivered personally or:mailed by registered or certified mail, return receipt to Licensee at the addresses set forth herein, and if to Anderson Corporation,Attn.;Linda Larson,onto such other addresses as a party may notify the other party. 9. Miscellaneous (a) This Agreement with its E_xhibi!fi A and B contains the entire agreement of the parties with respect to the subject matter hereof and shall not be amended except by a written agreement, signed by an authorized representative of both parties. If there is a conflict between the terms of this Agreement and an exhibit,the terms and conditions of this Agreement will control. No waiver of any provisions of this Agreement shall be binding on the parties unless agreed to in writing, (b) This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. (c) If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal,invalid or unenforceable,the remaining provisions shall retrain in full force and effect. (d) This Agreement shall not be construed as creating a partnership,joint venture or agency relationship. THE PARTIES HERETO have executed this Agreement on this i✓W{ da f� t��7GtCt t _y 2020. ANDERSEN COY kTIQN � CITE'OF t} EIGHTS�w By: / � �--- B�"-- -- Marne: �ccs _ a1 ` Name: Title,� fes' t �5 .�1G�S Title:_ i Landlord hereby g onsent to t s License A eenxent. SC MALI:L C By' Name: 41 �. L.0/' 'OK Title: Attached: Exhibits A and B —3— EXHIBIT A Diagram of Licensed Area Til 0 ,070 su ter- 4 t -4- EXHIBIT R Insurance Certificate See Attached 2868281 v0204/01/2011 OP ID: BA CERTIFICATE OF LIABILITY INSURANCE D01/09/202ATE YY) 0114912020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME: Brian Alm Landmark Insurance Services 232 Lake Street South PHONE E,,,;661-332-7912AIC No):651-464-7596 Forest Lake,MN 65025 ADDRESS:balmQa landmark-ins.com_ Landmark Insurance Services PRODUCER OAKPA-1 -CUSTOMER ID INSURER(S)AFFORDING COVERAGE NAIC# INSURED City of Oak Park Heights INSURER A:LMCIT-BerkleyRisk Services,l 14168 Oak Park Blvd INSURER B: Oak Park Heights,MN 55082-6476 _INSURERC: INSURER D: INSURER E: INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDC SUBR - POLICY EFF POLICY EXP LTR POLICYNUMBER DIY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,400,04 _DTIVIAGS-70 RENTED A X i COMMERCIAL GENERAL LIABILITY X CMC1003479-3 0714712019 07107/2020 PREMISES rEa occurrence) $ 50,04 X !CLAIMS-MADE D OCCUR MED EXP(Any one person) $ 2,64 PERSONAL&ADV INJURY $ 2,000,04 GENERAL AGGREGATE $ 3,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COM P/OPAGG $ 3,000,0 X POLICY PRO- LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED AUTOS BODILY INJURY(Per accident) SCHEDULEDAUTOS __-- PROPERTY DAMAGE $ HIRED AUTOS (PER ACCIDENT) NON-OWNED AUTOS $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE $ 1,000,00 X EXCESS UAB X CLAIMS-MADE AGGREGATE $ 1,000,00 A _ X MEL1003480-3 07/0712019 0710712020 - DEDUCTIBLE $ X RETENTION $ 10,000 $ WORKERS COMPENSATION X WC STATU- 'OTH- AND EMPLOYERS'LIABILITYTQRY_LIMITS ER A ANY PROPRIETOR/PARTNER/EXECUTIVE Ya N/A WC1003678-3 07107/2019 47/0712024 E.L.EACH ACCIDENT $ 1,500,00 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,500,00 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,500,40 DESCRIPTION OF OPERATIONS 1 LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,if more space is required) Certificate holder is additional insured as respects their contracts with the insured for use of the properrttyy at 5909 Omaha Avenue North,Oak Park Heights,MN 55082. Semi-Annual clean-up events scheduled May 2 and October 3 in 2020. CERTIFICATE HOLDER CANCELLATION ANDECOR SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Andersen Corporation ACCORDANCE WITH THE POLICY PROVISIONS. 100 Fourth Avenue North Bayport,MN 55003 AUTHORIZED REPRESENTATIVE ©1988-2009 ACORD CORPORATION. All rights reserved. ACORD 26(2049109) The ACORD name and logo are registered marks of ACORD