HomeMy WebLinkAboutPAYPHONE COMPANY, THE 1 -2002
INS~RAN~E ON FILE
IVORK MAY PROCEED
. . UNTIlINSURI\NCE EXPIRES
8'1 ao I 0 "t-
. CLERK OF COUNCIL
. i DATE:
N-2002-089
03
NON-EXCLUSIVE LICENSE
WITH THE PA YPHONE COMPANY
This License Agreement is entered into ~n ~~~ , 2002, by and between the
City of Santa Ana, a charter city and municipal corporation duly organized and existing
under the Constitution and laws of the state of California, (hereinafter referred to as
"Licensor") and The Payphone Company, a California DBE, (hereinafter referred to as
"Licensee").
I. ACKNOWLEDGEMENTS
a. Licensor is the owner of that property known as The Depot in Santa Ana
("the Property"), located at 1000 E. Santa Ana Boulevard, Santa Ana, California.
b. Licensor hereby grants to Licensee a non exclusive license to install, operate
and maintain 13 payphones and associated equipment, including any pedestal, enclosure,
signage, wiring and conduit ( hereinafter "payphone") on the Property, subject to the
following terms and conditions:
I. Licensee certifies that it is the owner of the payphones and that said payphones shall
remain the sole property of Licensee.
2. Nine (9) payphones shall be located inside on the Property and four (4) payphones shall
be located outside the Depot on the Property. One of the thirteen (13) payphones shall
be a TDD phone. Each payphone shall be identified by telephone number as set forth
in Attachment A hereof. Licensor reserves the right to relocate said payphones within
the Property at anytime, so long as Licensee is notified of such a move.
3. Licensee agrees to pay Licensor 45% of the adjusted gross coin revenues generated by
said payphones. Said adjusted gross coin revenue is calculated as the total coin revenue
less expenses for line usage charges and maintenance. Licensee guarantees 45% of
adjusted gross revenue will be at least $1400.00 per year. Revenue for each quarter
will be calculated and paid to Licensor in arrears as follows:
. Payment November 30 for September, October and November. A late charge
will be assessed on December 5.
. Payment February 28 for December, January, February. Late charge assessed
March 5.
. Payment May 30 for March, April, May. Late charge assessed June 5.
. Payment August 30 for June, July, August. Late charge assessed September 5.
All Licensee records pertaining to the revenue generated at The Depot shall be made
available at all times for audit by Licensor upon request. City will pay up to $750.00
for the first year audit. All subsequent audits shall be paid by Company.
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Licensee agrees to provide the installation, service and maintenance required for the
operation of said payphones at no obligation or cost to Licensor. Licensor shall notify
Licensee in the event a payphone needs repair, is vandalized or stolen. Licensee shall
respond within four (4) working hours to calls regarding problems with said payphone,
and repair said payphone (when inoperable) within twenty-four (24) hours.
5. This License shall be effective for one year commencing on August 29, 2002 and
terminating August 31, 2003. Thereafter, the License may be extended for one three
(3) year period upon a writing signed by the Executive Director of the Community
Development Agency and the City Attorney. Upon the expiration of the three year
term, the parties may agree to up to two extensions of two (2) years each, which
extensions shall be made in writing, executed by the parties.
6. Either party may terminate this License by giving the other party thirty (30) days
written notice of revocation of said License. Within ten (10) days of termination of this
License, Licensee shall remove said payphones, and return the Property to its original
status.
7. This License is personal to Licensee and shall not be assigned. Any attempt to assign
this License shall automatically terminate the License. No legal title or leasehold
interest in the Property is created or vested in Licensee by the grant of this License.
8. Licensee is solely responsible for any damage to, or theft of, said payphones; Licensor
shall have no responsibility or liability with regard to such payphones. A copy of the
insurance policy for said payphones is attached hereto as Exhibit B, and incorporated
herein by reference. Licensee is also responsible to Licensor for any damage to
Licensor's property caused by or arising out ofthe leasehold interest granted herein.
9. Licensee shall defend, indemnify and hold harmless the City of Santa Ana, its officers,
agents, employees and volunteers, from claims of any kind or nature, including
workers' compensation claims, for damages to physical property, theft, and/or physical
injury or death to persons resulting from or arising out of acts, errors or omissions of
Licensee, its agents, employees, or subcontractors, pursuant to the terms and conditions
of this License.
10. Notice and written communication sent by one party to the other shall be personally
delivered or sent by U.S. mail, postage prepaid, to the following addresses:
If to Licensor:
The Depot at Santa Ana
1000 E. Santa Ana Boulevard
Santa Ana, CA 92701
Phone: (714) 565-2690
If to Licensee:
The Payphone Company
3870 Crenshaw Boulevard, Suite 329
Los Angeles, California 90008
2
. .
Phone: (310) 204-4801
Attn: Karim Zaman
II. This License has been executed and delivered in the State of California and the validity,
interpretation, performance, and enforcement of any of the clauses of this License shall
be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding
that may be brought or arise out of, in connection with or by reason of this License.
IN WITNESS WHEREOF, the parties hereto have executed this Non-Exclusive License
the date and year first above written.
ATTEST:
P A TRl CIA E. HEAL
Clerk ofthe Council
CITY OF SANTA ANA
~~
City Manager
APPROVED AS TO FORM:
JOSEPH W. FLETCHER, City Attorney
~vJ'~~
By: Laura Sheedy
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
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JO P. REEKS TIN
Ex cutive Director Commumty
Development Agency
KARIM ZAMAN
President
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CERTIFICATE OF INSURANCE
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PRQOUC"R
X , K tnsurance Gro~p. Inc.
1112 tot_gnillvox ~ay
P.O. Box Z338
Port Wayne. In 4680l
Tti\8 CBTlFtCATe la titUlO At: ~ ....TTI... OF INFORMATION O.....V
AMD COHntRI NO RIOHTS VPOM Till! Cl!~T1FICA", HOLDER. THIS
CtftTIF'JCATI GOE$ NOr .....END, !XTEND OR ~LTER THE
covtRAGt ^,,,CRDED ItY THE: POUQIEa aeL.C\llll\j.
INSURED
KAIl 1M ZAMAN
D/B/A Z VBNTtlRE CAPITAL FllOltTllRS k TliE
PAYPlIllNIE COMllNY k ZAMl\N GROUP
1968 WEST ~8 ~VD SUIT! 21'
LOS AIIOELBS. CA 90018
COVERAGES
,".. 1$ TO aRTIFV THAT TttE POUClE.S OF INauAAHCI UlTED 1fiUWV' HAVE 111M tlSueo TO THE _URID NMlI:D ABOVE FOR THE POUCV
PERIOD INOICA1!D. H01WITHSTMIlONG A~ REQIJI_fNT. rEIIM DR CONDITION Of AMY COHTAACT 0lI OTHER DOCU04NT 1N1TM RU ptCT TO
WHICtt THIS CERTIFICATE MAY IE IB&U&D OR MAY PERTAIN. THE INSURANCl AFFOIlD!O JIV l1tE POLICIeS OE$CftIIID I't!RI!!IIrI.1S SUaJiC'T TO
ALL THE TUI.lS, !XCLUSiONS ANO~S Of 8UCl4l'01.1C'.... LiMITS SIIOWN1IAY HMII': IIfEN REOUCEo IIV PAlO ClAIMS.
COMPANIES AFfORDING COVERAGE
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CERTIFICATE HOLDBR IS AN I\DI)ITIONAL INSUlllll>
TllE CITY OF SANTA ANA l^' ''''~ /A.<I. "'.",-
THB DEPOT AT SIIIlTA ANA UV" H'.\"1'-'
~000 mAST SANTA ANl'o ilL 8ft 8
Sl\NTA ANA CA 93701
CMClUATIlllI
SHOULD AllY Of Tli~ A80IIE DESCRIBED POLlCIES IE
CANCELLED BE'ORE THE EXPIRATION DAle THEREOF. 1llE
ISSUINCl COMP....y WILL ..: IJ7 -- "AIL -U.- DAYS
WRITTEN IIOTlCE TO THE CEIlTIl'lCATE HOLO'ER NMllill TO
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CNTlFlCATE IIOUlER
AS K~)R 1
C"IS E LEE SHAW
Dtl(Juty City Attorney
:UL 24 2002 12:37PM
. JUl :26-02 TIIU,02: 34 PM
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HP LASER JET 3200
K & K INSURANCE GROUP
HP ~ASERJET 3200
FAX NO. 260 459 5502
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.. ADDITIONAL INSURED ENDORSEMENT
.trance Company TtG Insurant. Cmnp'al1v
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Tl1II.endorsement modRie5 SUCh il1luta/ICI as is al!orlled by the ,prll'liston$ of 1'0.~
, SSP 3 8 04190400 relatlno to thl fOllowing:
1, The Cily of Sanl' Ana. 20 CI~1c Ce/1t8r plaza, SI/lIII AA8. c.tiforril 92701;
~& oftlcers, employelll, lI~ts and reptesenlalluSS Ifl named p addil\olllll \!\6ureds
C'adcliliorllll insureds') will1 regard 10 liabi\lly and dllfel\So of suits fltiGin~ Irom Ihl
operelions and uses performed Dy or on behal! oltha named Insured.
2. Wrth respect to clulms arising ou1 of Ihl> operalions and uses perlOtl'l'Od by
or on behalf Of the na!TIed insured. such insUtattce Ills IlJlordtld by Ihis policy is prlnmty
and is nol ad\1ftionaltu or conLrlbulit'l\l willi " a\l'llr inSVral'lCe catried by or for Ihe
benefit ol the additional insurllds.
3. TniS insurance applieS sep8fately \0 each i"sured agam! whom claim 1$
mlldG or wll is brought except with re$pect to the company" limits 01 iallil1ly. The
irw:luSion 01 am person Dr Ofg~"iZallon lIS an .,sured snail no\ a<<ect orw right which such
person or organizati:lll would have as a c1aim....1 ft rlDl so includeO:
4. WIlli resoect 10 \he aclditianallMUreds,1hIli Insurat\lIft snail r>el ba cancelled,
or l11alerlelly reduced In cove.age or [,11\;15 auept alter lhlrly (30) days wIllteR noUce hiS
been given to the City 01 santa }\nil, 20 C..,.;o Center PlalZI, santa Ana, California 92701.
(Completion ollhe1olloWino. 1~luding counllflignllure, Is raquilld to m.ke lhiS
endorsem,nl ellecWe.)
, Ihls enderSemall\ torm as a per1 01
Effectlye 7/1S/02
policy'll SSP3804190400
lsautd \0 _~r1la, h....n
Named tlllurad
eounlelS1gnld llY -I) '1ft..... ~ ~ ~
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-,-- CRI E LEE SHAW
l)ttpUty City Attorney
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