HomeMy WebLinkAboutGREYHOUND LINES, INC. (10)A-2023-090-01
INSURANCE ON FILE
WORK MAY PROCEED
UNTIL cT x INS CE EXPIRES
CITY CLERK
DATE: MAR 0 8 ZOZ4 CONSENT TO SUB -LICENSE AGREEMENT
b' ?VJ-f) Q-i This CONSENT TO SUBLICENSE AGREEMENT ("Agreement") is dated as of February l- t ,
� Or-�j1Cr 2024, and entered into by and between the CITY OF SANTA ANA, a charter city and municipal corporation
t 1 existing under the Constitution and laws of the State of California ("City"), Greyhound Lines, Inc.
("Licensee"), and Flixbus, Inc. ("Sublicensee").
RECITALS
A. Licensee and Sublicensee provide interstate bus transportation services throughout the state
of California.
B. On or about October 21, 2021, FlixMobility, parent company of Licensee and Sublicensee
acquired Greyhound Lines, Inc. Sublicensee is now an affiliate or subsidiary of Licensee.
C. On May 16, 2023, Licensee entered into License Agreement No. A-2023-090 ("License
Agreement"), which is incorporated herein by this reference and attached as Exhibit A. The License
Agreement provides for the use of and access to the Santa Ana Regional Transportation Center Facilities
("SARTC" or "Facilities"), located at 1000 East Santa Ana Boulevard in the City of Santa Ana, for a bus
stop for the purpose of drop off and pick up of its Invitees (as defined in the License) that utilize Licensee's
bus services ("Transit Services"). The bus bay subject to this Agreement is Bus Bay #5 ("License Area")
as described in Section 1.1 of the License Agreement.
D. Pursuant to Section 1.8 of the License Agreement, Licensee may grant permission to an
affiliate or subsidiary to utilize the License Area upon the City's express prior written approval.
E. Licensee desires to allow Sublicensee the use and access of the License Area for a bus stop
for the purpose of drop off and pick up of its Invitees and allowing its Invitees to utilize the Transit Services.
NOW THEREFORE, for and in consideration of the mutual covenants and agreements herein
contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
1. Consent to Sublicense. Pursuant to Section 1.8 of the License Agreement, the City hereby
confirms its consent to the sub -license by Licensee to Sublicensee. Sublicensee acknowledges and agrees
that it will be bound by the terms and Conditions of the License Agreement including but not limited to
indemnifying the City and providing the insurance requirements more fully described in the License
Agreement.
2. Fee. As consideration for this Agreement, Licensee and Sublicensee shall not be required
to pay additional compensation to the City. At the time the License Agreement was executed, the City
increased the monthly rent above market rate to account for the additional use of the License Area by
Sublicensee. Licensee shall continue to pay the monthly license fee as provided in Section 1.6 of the
License Agreement.
3. Term. In the event the City or Licensee terminates the License Agreement, this Agreement
shall automatically terminate without any further action by the City.
Page 1 of 3
4. Miscellaneous.
4.1 Entire Agreement. Waiver and Amendments. This Agreement incorporates all of
the terms and conditions mentioned herein, or incidental hereto, and supersedes all negotiations and
previous agreements between the parties with respect to the subject matter of this Agreement. All waivers
of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the party
to be charged. Any amendment or modification to this Agreement must be in writing and executed by the
appropriate authorities of the City, Licensee and Sublicensee.
4.2 No Assignment. Sublicensee shall not assign or transfer or otherwise convey any
interest in this Agreement to any party without the express prior written consent of City, which consent
may be withheld in City's sole and absolute discretion.
4.3 Applicable Law. This Agreement shall be construed and enforced in accordance
with the internal laws of the State of California.
4.4 Litigation Ex enses. If the parties to this Agreement commences an action against
the other party to this Agreement arising out of or in connection with this Agreement, the prevailing party
shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs
of suit from the losing party.
4.5 Authority. The persons executing this Agreement on behalf of the parties hereto
represent and warrant to the other party that they are duly authorized to execute and deliver this Agreement
on behalf of such party, and by so executing this Agreement, said party is formally bound to the provisions
of this Agreement.
4.6 Notices. Any notices, requests, or approvals given under this Agreement from one
party to another shall be in writing and shall be personally delivered or deposited with the United States
Postal Service for mailing, postage prepaid, by certified mail, return receipt requested, to the addresses of
the other party as stated in this section, and shall be deemed to have been received at the time of personal
delivery or three (3) days after the deposit for mailing. Notices shall be sent to:
If to Licensor:
Attention: Real Estate
Greyhound Lines, Inc.
P.O. Box 660362
Dallas, TX 72566-0362
If to Sublicensee:
Attention: Jeffrey Lane
Director, Nort America West
J effrev. Laneg,,Fl i xbus.com
(510)375-9976
If to City: Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Page 2 of 3
4.7 Execution in Counterpart. This Agreement may be executed in several
counterparts, and all so executed shall constitute one agreement binding on both of the parties hereto,
notwithstanding that both parties are not signatories to the original or the same counterpart.
IN WITNESS WHEREOF, City and Licensee have entered into this Agreement as of the day and
year first written above.
CITY OF SANTA ANA
omas R. Hatch
Interim City Manager
APPROVED AS TO FORM
Sonia R. Carvalho
City Attorney
J e Montoya
Assistant City Attorney
FOR APPROVAL
Nabil Saba
Executive Director
Public Works Agency
ATTEST
LICENSEE
Greyhound Lines, Inc.
Flixbus, Inc.
Page 3 of 3
INSURANCE NOT ON FILE
WORK MAY NOT PROCEED EXHIBIT A A-2023-090
CITY CLERK
DATE:
LICENSE AGREEMENT BY AND RETWEEN THE' CITY OF SANTA ANA AND
GREYHOUND LINES, INC. FOR USE OF THE SANTA ANA REGIONAL
t r: PW A`Z\ (AO TRANSPORTATION CENTER FACILITIES
(bab`I L l This LICENSE AGREEMENT (°'Agreement") by and between the City of Santa Ana, a municipal
corporation of the State of California ("City") and Greyhound Lines, Inc. ("Licensee"), a Delaware Corporation is
dated as of May 16, 2023 ("Effective Date"). Licensee and City are sometimes individually referred to as "Party"
and collectively as "Parties."
M
iV
�+ RECITALS
e`r
o A. Licensee provides interstate bus transportation services throughout the state of California.
B. Licensee desires the use of and access to the Santa Ana Regional Transportation Center Facilities
("SARTC" or "Facilities"), located at 1000 East Santa Ana Boulevard in the City of Santa Ana, for a bus stop for
the purpose of drop off and pick up of its Invitees (defined below) that utilize Licensee's bus services ("Transit
Services"). City desires to allow Licensee the use of and access to the Facilities for a bus stop for the purpose of
drop off and pick up of its Invitees and allowing its Invitees to utilize the Transit Services.
NOW, THEREFORE, in consideration of the above recitals and the mutual covenants hereinafter contained
and for good and valuable consideration, the receipt of which is hereby acknowledged, the Parties agree as follows:
1. TERIVIS
1.1 Facilities Subject to License. City owns the real property commonly known as the Santa Ana
Regional Transportation Center (SARTC). Subject to the terms and conditions of this Agreement, City hereby
agrees to allow Licensee the non-exclusive use of and access to one (1) bus bay at the Facilities as a bus stop for
the purpose of drop off and pick up of its Invitees (defined below). - THE BUS BAY SUBJECT TO THIS LICENSE
IS BUS BAY #5 ("License Area"). See Exhibit A for description of License Area. The parties understand that the
City may unilaterally reassign the License for Bus Bay #5 to another bus bay in the future upon written notice by
the City and that all terms and conditions of this license will likewise apply to any replacement bus bays.
1.2 Term, Grant of License, Terms of License. Term. City hereby grants to Licensee a non-exclusive
license ("License"), during the term of this Agreement, for vehicular and pedestrian ingress to and egress from the
Facilities and vehicular and pedestrian use of the Facilities for its regularly scheduled passenger service. Licensee
shall offer patrons the ability to pay in cash or by credit card. THIS AGREEMENT IS INTENDED AND SHALL
BE CONSTRUED ONLY AS A REVOCABLE LICENSE TO USE THE LICENSE AREA AND NOT AS A
LEASE OR GRANT OF ANY POSSESSORY OR OTHER INTEREST.
1.3 Commencement Date of Agreement. This Agreement shall commence on June 1, 2023
("Commencement Date") for a one (1) year term with the option for the City to grant up to four (4) one (1) year
renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in
accordance with Section 1.10 of this Agreement. If, at the sole determination of the City, the Licensee has not fully
complied with Section 1.5. any rights granted to the Licensee under this Agreement shall be automatically
terminated as of that date without any further action by the City.
1.4 Restrictions on Use of Facilities. Licensee shall not use, and shall prohibit its Agents (defined as
follows) or Invitees (defined as follows) from using the Facilities other than for the purposes specified herein. The
term "Agents" shall mean Licensee's officers, directors, members, agents, employees, Invitees, contractors,
subcontractors, and any employees of such parties. The term "Invitees" shall mean Licensee's invitees, guests,
customers or business visitors,
The Invitees shall have access, during normal operating hours, to the Licensed Area by way of the common
areas of SARTC. Notwithstanding the foregoing, the public and Licensee's Invitees shall not block any paths In
ingress or egress or the permitted areas of any other licensee or tenant of SARTC.
1.5 City Approval of Licensee's Buses.
Lieeusee shall provide the City with documentation listing for each and every bus providing services at the
SARTC;
(1) Registered owner;
(2) VIN number;
(3) License plate number;
(4) USDOT number;
(5) Proof of authorization from the Federal Motor Carrier Safety Administration ("FMCSA" );
(6) Proof of insurance; and
(7) An annual list of all licensed drivers who may operate the buses, provided that Licensee may utilize
drivers not identified on the list in case of unavailability so long as all substitute drivers have all applicable licenses
and qualifications and the names and qualifications of the substitute drivers are provided to the City within fourteen
(14) days.
In the event such Information is the subject of a request under the California Public Records Act, City will
refrain from disclosing personal contact or other information that may be private, but only to the extent permissible
under the Act and its interpreting authorities.
Additionally, Licensee shall ensure that use of the Bus Bays shall be by clearly marked buses identifying
the Licensee's company name and USDOT number. Licensee agrees that it will provide the City with a list of buses
that will use Bus Bay #4 as a precondition for use of the Bus Says. Any additional buses must be approved by the
City prior to beginning servioe. The use of any non -approved bus at the SARTC by Liccnsee or Licensee's failure
to have the required authorizations from USDOT and FMCA, or any other applicable government or regulatory
body, shall constitute a breach of this Agreement and will result in immediate termination thereof.
1.6 Compensation. As consideration for its use of the License Area and related Facilities, Licensee
agrees to pay a monthly fee of $4,500 per month ("Liceuso Fee") for the term of this Agreement. Licensee shall
commence the payment of the License Fee on the Commencement Date, Such payment shall be made payable to
the City of Santa Ana, In advance for each month, and at the following address: payable to "The City of Santa
Ana" and remitted to: City of Santa Ana M-13, 20 CivIc Center Plaza, PO Box 1988, Santa Ana, CA 92702, A
late charge often percent ° ) shall be applied to =payment hareunder due but unuais) rffte5 the l Oc' ofthe
MQA The consideration for this License shall be subject to a CPl adjustment annually for the most current
period (for Ali Urban Consumers) annually on the anniversary of the Commencement Date of this Agreement
1.7 AS -IS Conditioq. City makes no representation or warranty of any kind as to the condition of the
License Area or any other matter relating to Licensee's use of the License Area, Licensee hereby disclaims and
waives any and all objections to the physical and other characteristics and conditions of the License Area, Licensee
acknowledges and agrees that the use of the License Area will be on the basis of Licensee's own investigation of
the condition of the License Area. The license to use the License Area shall be granted on an "AS4S," "WITH
ALL FAULTS" basis, without representation or warranty expressed or Implied by City, or by operation of law.
City expressly disclaims, which Licensee hereby acknowledges and accepts, any implied warranty of condition or
Maws for a particular purpose or use. Licensee's use of the License Area shall be subject to the License Area being
In a usable and safe condition at the time of Licensee's use and Licensee shall be responsible for determining
whether the License Area is In such condition, In connection therewith, in the event that the License Area or access
thereto is damaged or obstructed or the use by Licensee is otherwise impaired, prevented or limited, City shall have
no obligation or duty to repair the damage or rectify the condition to make the License Area usable or safe.
1.8 No assignment of License. The permission, rights and privileges granted hereunder are
nonexclusive and nontransferable. Licensee shall not, either voluntarily or by action of law, assign or transfer this
License or any obligation, right, title or Interest assumed by Licensee herein without the prior written consent of the
City. If Licensee attempts an assignment or transfer of this License or imy obligation, right, title or interest herein
without City's prior written consent, City may at Its option, terminate the License pursuant to Section 1,10 below
and shall thereupon be relieved from any and all obligations to Licensee or its assignee or transferee.
Notwithstanding the foregoing, Licensee may grant permission to an affillate or subsidiary to utilize the License
Area upon the City's express prior written approval, which consent may be withheld in the City's sole and absolute
discretion
1.9 ,A,greemertt to proLact and Maintain Facilities Licensee, on behalf of its Agents and Invitees, agrees
to take all prudent action to protect the Facilities from any damage or injury caused by the exorclse of this License.
Licenseo shalt immediately notify City of any damage or Injury to the Facilities caused by its use of the Facilities,
No temporary or permanent signs or awning shall be erected or maintained upon or attached to the outside
of the promises except such signs which have been approved in advance by City.
1.10 City's Right of Suspension, Terminatlon. City reserves the right to Immediately suspend all
activities or terminate this Agreement upon Licensee's non-compliance with any of the terms or conditions of this
Agreement. Such suspension or termination shall be offective immediately.
City may temporarily suspend access to and use of all or any portion of the License Area for operational,
maintenance, repair, security, emergency or other purposes at City's discretion, City will provide Licensee with as
much notice as is reasonably possible prior to any such suspension, which notice will include: (a) the date when
such suspension of access and use will commence; (b) the anticipated duration of such suspension of access and
use; (c) the reason for such suspension of access and use; (d) that portion of the License Area subject to such
suspension of access and use and (e) if feasible, provide Licensee an alternative location in proximity to the License
Area in order to continue bus operations. During such periods of suspension, Licensee will be unable to access, use
or operate on that portion of the License Area to which City has suspended access and use. If, during such periods,
Licensee desire or need to continue to operate its bus servio% it shall bo solely responsible for the provision of the
some without the use of that portion of the License Area over which access and use have been suspended. City shall
not be liable for any cost or damage incurred by Licensee as a result of any suspension of access or use pursuant to
this Section 1,10, including, without limitation, any consequential damages resulting therefrom. City shall use
reasonable commercial efforts to provido altornate spaco inthe License Area duringthe period ofsuspanded access
and use,
1.11 Comnllance with Laws: Reguiatoty Aenrovais. Licensee shall, at its sole expense, conduct and
cause to be conducted all activities on the Facilities In compliance with all laws, regulations, codes, ordinances and
orders of any governmental or other regulatory entity, and whether or not in the contemp lation of the parties.
1,12 lgdpmnifi atio , Licensee or its subllcensees (collectively and/or individually "Llconseo'� shall
Indemnify, defend, and hold harmless City, and Its respective agents, representatives, employees, subsidiaries and
affiliates ("Covered Parties") from and against any and all actions, suits, claims, demands, Judgments, losses,
expenses, or liabilities, injuries and damages to persons and property, including death, arising out of or related to
Lloomee's use of the License Area, the entry by any Licensee Party on the License Area or any portion of the
Property or surrounding property, or Licensee's breach or default in the performance of any of its obligations under
this Agreement; provided, however, that Licensee will not be obligated to indemnify the Covered Parties from any
claims arising solely from the negligence or willful misconduct of a Covered Party, If any action or proceeding is
brought against any Covered Party by reason of any such claim, Licensee, upon receipt of written notice from
Covered Party, shall defend the same at Licensee's expense with legal counsel reasonably acceptable to Covered
Party. Payment of any settlement or judgment by Covered Parties shall not be a condition precedent to recovery
under any indemnification in this Agreement, and a finding of liability or an obligation to Indemnity shall not be a
condition precedent to the duty to defend. Licensee agrees to obtain executed Indemnity agreements with provisions
Identical to those set forth have in this Section 1.12 from each and every sublicensee under this Agreement. Failure
of City to monitor compliance with these requirements imposes no additional obligations on City and will in no
way act as a waiver of any rights hereunder. The provisions of this Section 1.12 shall survive the termination or
expiration of this Agreomont•
1.13 Ltabtlity Insurance.
Consultant shall procure and maintain for the duration of the contract Insurance against claims for injuries
to persons or damages to property which may arise from or in connection with the performance of the work
hereunder and the results of that work by the Consultant, big agents, representatives, employees or sub -
consultants.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CC 00 01 covering COL on an
"occurrence" basis, including products and completed operations, property damage, bodily injury and
personal a advertising injury with limlu no lass than $2,000,000 per occurrence, If a general aggregate
limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25
03 or 25 04) or the general aggregate limit shall be twice the requited occurrence limit.
2. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's
Liability insurance with limit of no less than $1,00%000 per accident for bodily injury or disease,
3. Property Insurance against all risks of less to any tenant improvements or betterments, at full
replacement cast with no coinsurance penalty provision.
If the License maintains broader coverage and/or higher limits than the minimums shown above, the City requires
and shall be entitled to the broader coverage and/or the. higher limits maintained by the License. Any available
insurance proceeds in excess of the specified minimum limits of Insurance and coverage shall be available to the
City.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the COL
policy with respect to liability arising out of work or operations performed by or on behalf of the License
Including materials, parts, or equipment furnished in eouneodon with such work or operations. General liability
coverage can be provided in the form of an endorsement to the License's Insurance (at least as broad as 180 Form
CC 20 10 1185 or if not available, through the addition of bath CO 20 10, CG'20 26, CC 20 33, or CC 20 38;
and CC 20 37 if a later edition is used),
Primary Coveragee
For any claims related to this contract, the License's insurance coverage shall be primary coverage at least as
broad as ISO CC 20 0104 13 as respects the City, Its officers, officials, employees, and volunteers, Any
Insurance or self-insurance maintained by the City, its officers, offlolals, employees, or volunteers shall be excess
of the License's insurance and shall not contribute with it.
Notice of Cancellation
Such insurance policy required above shall provide that coverage shall not be canceled, except with notice to the
City.
Waiver or Subrogation
License hereby grants to City a waiver of any right to subrogation which any Insurer of said License may acquire
against the City by virtue of the payment of any loss under such insurance. License agrees to obtain any
endorsemont that may be necessary to affect this waiver of subrogallon, but this provision applies regardless of
whether or not the City has received a waiver of subrogation endorsement from the Insurer.
Self -Insured Retentions
Self -insured retontions must be declared to and approved by the City. The City may require the License to
purchase coverage with a lower rotention or provide proof of ability to pay losses and related investigations, claim
administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to
provide, that the solf-insured retention may be satisfied by either the named insured or City.
Acceptability of Insurers
Insurance Is to be placed with Insurers authorized to conduct business In the state with a current A,M, Best's
rating of no less than A;V1I, unless otherwise acceptable to the City.
Claims Made Policies (note — should be applicable only to professional liability, see below)
If any of'the required policies provide claims -made coverage:
1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of
contract work,
2. Insurance must be maintained and evidence of Insurance must be provided for at least jive (5) years after
completion of the contract of work.
3. If coverage is canceled or non renewed, and not replaced with another clahns-made policy form with a
Retroactive Date prior to the contract effective date, the License must purchase "extended reporting"
coverage for a minimum of five ($) years after completion of work.
Verification of Coverage
License shall furnish the City with original Certiticates of Insurance including all required amendatory
endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy
of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work
begins, However, failure to obtain the required documents prior to the work beginning shall not waive the
License's obligation to provide them, The City reserves the right to require complete, certified copies of all
required insurance policies, Including endorsements required by those specifications, at any thee,
Subcontractors
License shall require and verify that all subcontractors maintain insurance meeting all the requirements
stated herein, and License shall ensure that City is an additional insured on insurance required from
subcontractors.
Special Risks or Circumstances
City reserves the right to modify these requirements, Including limits, based on the nature of the risk, prior
experience, insurer, coverage, or other special olrcumstauces,
2, MWELLANLOUS TERMS
2.1 Notices Demands hltd Communications between the Parties.
2.1.1 Formal notices, demands and communications between Licensee and City shalt be deemed
sufficiently given if. (1) dispatched by registered or certified mail via the United States Postal Service, postage
propnid, return receipt requested, as designated in this Section; or (it) by messenger service for immediate personal
delivery, or (III) by eleotronic transmittal, including fax transmissions with telephonic verification receipt. Such
written notices, demands and communications may be sent In the same manner to such other addresses as either
Party may from time to time designate by written notice to the other Party.
2.1.2 All notices, demands and communications shall be sent, as follows:
TO L�ENSEE;
Greyhound Lines, Inc.
Attention: Leal Pstate
P.O. Box 660362
Dallas, TX 72566-0362
Toe
Public Works Agency
City of Santa Ana
20 Civic Center Playa (NI-22)
Santa Ana, California 92701
Attention: Executive Director of Public Works
AND
City Attorney's Office
City of Santa Ana.
20 Civic Center Plaza. (M29)
Santa Ana, California 92701
Pax: (714) 647.6515
2. L3 Notices that are dispatched by registered or certified mail through the United States Postal
Service shall be deemed to be received, regardless of whether or when any return receipt is received by the sender
or the date set forth on such return receipt, five (S)calendar days after deposit with the United States Postal Service.
Notices that are dispatched by messenger for Immediate personal delivery services shall be deemed received upon
the day dispatched, Notices dispatched by express delivery services shall be deemod received upon execution of
1.1
the delivery receipt by the Party receiving such notices, Notices dispatched through electronic transmittals shall be
deemed received upon telephonic verification of such receipt.
2.2 A=ndmont. With the exception of a reassignment of the License Area as described in section 1.l,
this Agreement may be amended at any time by the mutual consent of the Parties by an Instrument in writing signed
by both Parties.
2.3 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable
assistance to the other to the extent contemplated hereunder in the performance of all obligations under this
Agreement and the satisfaction of the conditions of this Agreement.
2.4 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an
original.
2.3 TJM Is of -the Essence. For each provision of this Agreement which states a specific amount of
time within which the requirements thereof are to be satisfied, time shall be deemed of the essence.
2.6 Governing Law. This Agreement shall be governed by the laws of the State of California without
regard to conflicts of laws principles, This Agreement shall be deemed to havebeen made In the County of Orange,
California, regardless of the order of the signatures of the Parties affixed hmeto. Any litigation or other legal
proceedings which arise under or In connection with this Agreement shall be conducted in a federal or state oonrt
located within or for Orange County, California. The Parties consent to the personal jurisdiction and venue in
federal or state court located within or for the County of Orange, California and hereby waive any defenses or
objections thereto including defenses.based on the doctrine of forum non conveniens,
23 Liti x anew If either party to this Agreement commences an action against the other party
to this Agreement arising out of or in connection with this Agreement, the prevailing party "it be entitled to
recover reasonable attorneys' fees, export witness fees, costs of Investigation, and costs of suit from the losing party.
2.8 Constmetion:References;C11Wigns. Since the Parties or their agents bay participated fully in the
preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair
meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall
be deemed calendar days and not work days, except as otherwise specified In this Agreement, All references to
City include all officials, officers, employees, personnel, agents, volunteers, contractors and subcontractors of City,
except as otherwise specified in this Agreement. All references to Licensee Include their officlals, officers,
employees, pomintool, agonts, volunteers, contractors and subcontractors, except as otherwise specified in this
Agreement. The captions of the various articles and patagnraphs are for oorrvoelourc and ease of reference only, and
do not define, limlt, augment, or describe the scope, content, or intent of this Agreement.
2.9 Waiver. No delay or emission in the exercise of any right or remedy of a non -defaulting Party on
any default shall impair such right or remedy or he construed as a waiver. Either Parties' consent or approval of
any act by the other Party requiring its consent or approval shall not be deemed to waive or render unnecessary its
consent to or approval of any subsequent act of the other Party. Any waiver by either Party of any default must be
In writing and shall not be a waiver of any other default concerning the same or arty other provision of tills
Agreement.
2.10 Wgbts and Remedios 0fip Cumulative. Except with respect to rights and remedies expressly
declared to be exclusive In this Agreement, the rights and remedies of the Parties are cumulative and the exercise
by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the sumo default or any other default by the other Party. All warranties
and promises to indemnify shall survive the termination, abandonment, or completion of this Agreement.
2.11 Lunt Counsel. Each Party aclmowledges that; (1) it has read this Agreement; (11) it has had the
opportunity to have this Agreement explained to it by legal counsel of its choice; (111) It is aware of the content and
legal offbct of this Agreement; and (iv) It Is not relying on any representations made by the other Party or any of the
employees, agents, representatives, or attorneys of the other Party, except as expressly set forth In this Agreement.
2,12 Soverabilitx. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or
sections contained In this Agreement shall be declared loved or unenforceable by a valid judgment or decree of a
court of competent jurisdiction, such invalidity or unenformability shall not affect any of the remaining phrases,
sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be
Interpreted to carry out the intent of the parties hereunder.
2.13 Binding, Effect, The terms of this Agreement shall Inure to the bonofit of, and shall be binding
upon, each of the Parties and their respective successors and assigns.
2.14 Authorized It.epresentatives. The person or persons executing this Agreement on behalf Licensee
and City warrants and represents that he/she has the authority to execute this Agreement on behalf of that Party and
that he/she has the authority to bind that Party to the performance of its obligations hereunder.
2.15 Entire Ag eement. This Agreement constitutes the entire and integrated agreement of Licensee and
City with respect to the subject matter hereof and supersedes any and all prior and oontemporaneous oral or written
negotiations, representations or agreements.
[Signatures on the following page]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through
their authorized officers the day, month and year first written above.
ATTEST:
Jenni . Hall
City Cler
APPROVED AS TO FORM:
Sonia R. Carvalho
City Attorney
Bv.. V M 0
Jose Montoya
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
Nabil Saba
Executive Director
Public Works Agency
CITY OF SANTA ANA
�—
Kristine Ridge
City Manager
GREYHOUND LINES, INC.
/.4 C az9z7'
William C. Blankenship
President & COO
EXHIBIT "A"
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NOTICE OF COMPLIANCE
('ITS ST \FF: PRINT 11IIS P.\GE \\D IN('I,I'DE 1111H AGREEMENT TO THE ('I. ERK OF THE. ('OI NCIL
Contractor Greyhound Lines Inc
Name:
Project A-2022-002 ext
Number:
Project A-2022-002
Name:
The Certificate of Insurance (COI) submitted indicates that the coverages are in
compliance with the insurance requirements. No further action is required at this time.
The compliant coverage(s) are:
TYPE OF INSURANCE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
Thank you,
City of Santa Ana
Risk Management Division
in partnership with
CTrax Plus Services Team
3/20/2023 7:19 PM
POLICY
EXPIRATION
FILE
NUMBER
DATE
COI DATE
NAME
7031017
10/31/2023
12/27/2022 72129018.pdf
GLRRG00102201
10/31/2023
12/27/2022 72129018.pdf
WC065985824 04/01/2023 12/27/2022 72129018.pdf
NOTICE OF COMPLIANCE
CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL
Contractor Greyhound Lines Inc
Name:
Project A-2023-090
Number:
Project For the Use of The Santa Ana Regional Transportation Center
Name: Facilities
The Certificate of Insurance (COI) submitted indicates that the coverages comply
with the insurance requirements.
The compliant coverage(s) are:
TYPE OF INSURANCE POLICY EXPIRATION COI FILE NAME
NUMBER DATE DATE
GENERAL LIABILITY GLR-RGO0102301 12/31/2024 02/13/2024 DFB6G2VX.pdf
WORKERS COMPENSATION WC015824967AOS 04/01/2024 02/13/2024 DFB6G2VX.pdf
AND EMPLOYERS' LIABILITY
No further action is required at this time.
Thank you,
City of Santa Ana
Risk Management Division
in partnership with
CTrax Plus Services Team
2/14/2024 5:39 PM