HomeMy WebLinkAbout07 APPROVE A LICENSE AGREEMENT FOR LEMON GROVE MAINTENANCE AT CITRUS RANCH PARK• A enda Item
AGENDA REPORT Reviewed: -~
City Manager
Finance Director
MEETING DATE: JUNE 15, 2010
TO: WILLIAM A. HUSTON, CITY MANAGER
FROM: DOUGLAS S. STACK, DIRECTOR OF PUBLIC WORKS/CITY ENGINEER
DAVID WILSON, DIRECTOR OF PARKS AND RECREATION
SUBJECT: APPROVE A LICENSE AGREEMENT FOR LEMON GROVE MAINTENANCE
AT CITRUS RANCH PARK
SUMMARY
In order to preserve the lemon grove at Citrus Ranch Park, staff has negotiated a license
agreement with a qualified vendor to maintain the grove and the agreement is now ready for City
Council approval.
RECOMMENDATION
It is recommended the City Council approve a license agreement between the City and Garcia
Farming, Inc. for lemon grove maintenance at Citrus Ranch Park and authorize the Mayor and City
Clerk to execute the Agreement on behalf of the City.
FISCAL IMPACT
It is anticipated the City will save approximately $60,000 annually in maintenance costs by
licensing the maintenance of the lemon grove at Citrus Ranch Park.
DISCUSSION AND BACKGROUND
Construction of Citrus Ranch Park was recently completed and was officially opened to the public
on February 27, 2010. The City is now responsible for all normal maintenance and staff is
currently maintaining all active and passive areas in the park, including the lemon grove. While
maintenance of active and passive park areas is routine for City staff, the maintenance of an
active agricultural crop is not within the normal duties or expertise of staff and staff has
investigated various options for the maintenance of the lemon grove area at Citrus Ranch Park.
Staff contacted several farmers/contractors and received various proposals/options for
accomplishing the required tasks. These options included grove maintenance only contracts,
maintenance and supervision of harvesting contracts, or a grove license/lease agreement. The
maintenance contract options ranged between $25,000 and $67,000 in annual costs to the City.
In addition, staff studied an in-house maintenance option and estimated the annual cost to be
approximately $60,000. Based upon the investigation, staff has concluded that the best
alternative for the City is to lease the lemon grove to a skilled farmer that is willing to manage the
maintenance/production/marketing of the lemons at no cost to the City in exchange for any
potential profit resulting from selling the lemons. Only Garcia Farming, Inc. was willing to enter
into a two year license agreement to farm the grove to specified standards with the provision the
City will pay for the cost of water.
Lemon Grove License Agreement
June 15, 2010
Page 2
The proposed license agreement has been reviewed and approved by the City Attorney and is
ready for execution. Staff is recommending that the City Council approve he a reement between
the City and Garcia Farming, Inc. and authorize the Mayor and City Cler to ecute the contract
documents
l
Stack, P.E.
Public Works/City Engineer
Wilson
~r of Parks & Recreation Services
.~-
i5~.~ u~~-jj'
Wisam Altowaiji, P.E.
Public Works Manager
Attachment: Citrus Ranch Lemon Grove License Agreement
S:\City Council Items\2010 Council Items\Approval of a Lemon Grove License Agreement.docx
PROJECT NO.: 2046
PROJECT NAME: CITRUS RANCH
LEMON GROVE LICENSE
LICENSE
TABLE OF CONTENTS
Clause Number and Name page
1. DEFINITIONS ..............:..................................................................................1
2. TERM ..............................................................................................................1
3. TERMINATION ...................................................
............................................2
4. LICENSE AREA ..............................................................................................2
5. USE ................................................................................................................2
6. ACCESS .........................................................................................................2
7. RIGHTS OF OWNERSHIP RESERVED TO CITY ..........................................3
8. CONSIDERATION ..........................................................................................3
9. SECURITY DEPOSIT .....................................................................................3
10. UTILITIES .......................................................................................................4
11. LABOR ............................................................................................................5
12. INSURANCE ...................................................................................................5
13. OPERATIONS ................................................................................................7
14. GENERAL CONDITIONS ................................................................................8
15. LIMITATION OF LICENSE ..............................................................................8
16. NOTICES ........................................................................................................8
EXHIBITS
"A" -License Area
"B" -General Conditions
"C" -Special Provisions
"D" -Faithful Performance Bond
"E" -Labor and Materials Payment Bond
"F" -Compensation Insurance Certificate
680227.1
PROJECT NO.: 2046
PROJECT NAME: CITRUS RANCH
LEMON GROVE LICENSE
LICENSE
THIS LICENSE is made and entered into this day of
20 , by and between the City of Tustin, a general law city
and municipal corporation, hereinafter referred to as "CITY," and Garcia Farming, Inc.,
hereinafter referred to as "LICENSEE."
RECITALS
A. Construction of Citrus Ranch Park (the "Park") was recently completed and the Park
was turned over to the City for normal maintenance. The Park was ofFcially opened to
the public on February 27, 2010.
B. The Park construction included the upgrade and maintenance of approximately 900
existing lemon trees within an 8-acre area of the Park (the "Lemon Grove"), including
installation of a new irrigation system with mulching and jute netting around all lemon
trees.
C. CITY is interested in maintaining the health and viability of the existing Lemon Grove
at this location by permitting LICENSEE to operate the Lemon Grove for production and
marketing, subject to the conditions of this License Agreement.
NOW THEREFORE, CITY and LICENSEE agree as follows:
1. DEFINITIONS
The following words in this License have the significance attached to them in this
Clause, unless otherwise apparent from context:
"Director" means the Director of the Parks and Recreation Department of the City of
Tustin, or his designee.
2. TERM
This License shall become effective upon the date first above written and continue in
effect until midnight June 30, 2012, unless terminated prior thereto in accordance with
the provisions of this License Agreement.
1
680227.1
3. TERMINATION
This License shall be revocable by CITY at any time; however, as a courtesy to
LICENSEE, Director of Parks and Recreation will make reasonable efforts to provide
thirty (30) days written notice to LICENSEE upon revocation.
4. LICENSE AREA
CITY grants to LICENSEE the right to use the Lemon Grove area, hereinafter referred
to as "License Area," shown on Exhibit "A," attached hereto and by reference made a
part hereof, in accordance with the provisions of this License Agreement.
5. USE
The primary purposes for CITY entering into this License Agreement are: to preserve
the License Area; to provide high level/complete Lemon Grove maintenance; and to
manage the production and marketing of the lemons produced by the Lemon Grove.
LICENSEE'S use of the License Area shall be limited to the cultivation, maintenance,
and preservation of said existing lemon grove located within the License Area. The
LICENSEE shall cooperate, participate, and provide lemons for a community lemon
event once annually, as specified in the Special Provisions, attached .hereto as Exhibit
"C" and incorporated herein by this reference. In addition, LICENSEE'S use of the
License Area shall be nonexclusive. Nothing in this License Agreement shall be
construed as granting LICENSEE an interest in real property.
The uses enumerated in this License Agreemenf shall be the only uses by LICENSEE
permitted within the Licensing Area. LICENSEE agrees not to use the License Area for
any other purpose, nor to engage in or permit any other business activity within or from
the License Area.
Any uses or installations beyond those specifically permitted by this License Agreement,
including, but not limited to, fencing, signing, irrigation, or expansion of the existing
License Area must be approved, in writing, by the Director. LICENSEE hereby agrees
to apply for, obtain and comply with any and all permits, rules, regulations, or approvals
in connection with the License Area, which may be required by any governmental
jurisdictions.
6. ACCESS
Access to the License Area shall be taken from the existing Citrus Ranch Park
entrance. Access may be altered or restricted by Director at any time.
2
680227.1
7. RIGHTS OF OWNERSHIP RESERVED TO CITY
As stated above, this License does not convey an interest in any real property owned by
CITY. CITY reserves the right to enter upon the License Area at any time for any
reason. CITY reserves the right to perform maintenance operations of any and every
kind within the License Area, and shall incur no liability to LICENSEE by reason of such
operations or the results thereof.
This License is accepted by LICENSEE subject to any and all existing easements or
other encumbrances. The CITY reserves the absolute right to grant easements, rights-
of-way, and permits, in, over, upon, along, or across any and all portions of the License
Area.
CITY shall not be responsible, in any way, for any loss of profit, farming cost, or any
other expenses or damages incurred by LICENSEE, as a result of LICENSEE'S use of
the License Area, or as a result of CITY'S use or its permission to use the License Area
or surrounding area for any purpose, or as a result of CITY'S exercise of its right to
revoke this License.
8. CONSIDERATION
In consideration for LICENSEE'S cultivation and maintenance of the Lemon Grove, and
for LICENSEE'S preservation of the License Area, CITY grants LICENSEE a License
for agricultural purposes as described in Section 5, "USE," above.
LICENSEE shall pay CITY a License Fee in the amount of one dollar ($1.00) per fiscal
year for LICENSEE'S use of the License Area, on or before July 1St of every fiscal year
during the term of this License Agreement.
In further consideration, CITY gives permission for LICENSEE to harvest the lemon
crop from the License Area, and receive the total proceeds from the sale of said crop
while this License is in effect. Onsite sales of any kind are strictly forbidden.
9. SECURITY DEPOSIT
LICENSEE shall provide CITY with a security deposit in the sum of Five Thousand
Dollars ($5,000.00). The security deposit shall take one of the forms set out below and
shall guarantee LICENSEE'S full and faithful performance of all the terms and
conditions of this License:
A. Cash and/or Cashiers Check; or
B. A Faithful Performance Bond and a Labor and Material Payment Bond in the
amount of Five Thousand Dollars ($5,000.00) each in the form attached hereto
as Exhibits "D" and "E." Said bonds shall be issued by a surety company
authorized to issue such bonds in the State of California; or
3
680227.1
C. Assign to CITY a savings deposit, or provide a Time Certificate of Deposit from a
financial institution in Orange County wherein the principal sum is made payable
to City of Tustin. Both the financial institution and the form of the certificate must
be approved by Director.
City reserves the right to adjust the amount of the Security Deposit to reflect changes in
operations or changes in use fees established by CITY. Within thirty (30) days after
notification of any change in required security deposit amount from Director, LICENSEE
shall submit to Director any additional security deposit as may be required.
In the event LICENSEE elects to make said security deposit in cash, CITY shall not be
required to keep this security deposit separate from its general funds, and LICENSEE
shall not be entitled to any interest on such deposit.
Regardless of the form in which LICENSEE elects to make said security deposit, all or
any portion of the principal sum shall be available unconditionally to Director for
payment of expenses incurred by CITY as a result of the failure of LICENSEE to
faithfully perform all terms and conditions of this License.
Should LICENSEE elect to assign a savings deposit or provide a Time Certificate of
Deposit to fulfill the security deposit requirements of this License, said assignment or
certificate shall have the effect of releasing the depository or creditor therein from
liability to LICENSEE on account of the payment of any or all of the principal sum to City
of Tustin, or order upon demand by Director. The agreement entered into by
LICENSEE with a financial institution to establish the deposit necessary to permit
assignment or issuance of a certificate as provided above may allow the payment to
LICENSEE or order of interest accruing on account of said deposit.
In the event Director withdraws any or all of the security deposit as provided herein,
LICENSEE shall, within 10 days of any withdrawal by Director, replenish the security
deposit to maintain it at amounts herein required throughout the license term. Failure to
do so will result in the immediate termination of this License.
The security deposit shall be rebated, reassigned, released, or endorsed to LICENSEE
or order, as applicable, at the end of the license term, provided LICENSEE has fully and
faithfully performed LICENSEE'S obligations under this License.
The authorized refund of any security deposit by the City, made upon the direction of
the Director, after deduction of all amounts due CITY under this License, shall be made
after 120 days have elapsed following the effective date of said termination.
10. UTILITIES
The Lemon Grove is equipped with its own agricultural water meter from Irvine Ranch
Water District. The City will pay the water bill for this meter. LICENSEE is required to
pay all other fees associated with that meter. Except for the water, the use of other
utilities by LICENSEE is not anticipated; but in the event use of the utilities becomes
necessary, LICENSEE shall be responsible for installation of all utilities, by permit, and
4
680227.1
shall pay, prior to the delinquency date, all charges for utilities supplied to the License
Area.
11. LABOR
The LICENSEE shall not employ or allow work to be performed by any worker without a
documented clearance issued by the Department of Justice. Fingerprints of the
designated worker will be provided by the City at no cost to Licensee.
12. INSURANCE
The LICENSEE shall take out and maintain during the life of the License Agreement,
commercial general liability, automobile liability and worker's compensation insurance.
The amount of the commercial general liability and automobile insurance shall not be
less than the following:
Single limit coverage applying to bodily and personal injury liability and property
damage: X1.000,000.00.
The following insurer endorsements are required if not part of the policy:
A. The City of Tustin, its elective and appointive boards, ofFcers, agents and
employees named as additional insureds in the policy as to the work being
performed under the License Agreement;
B. The coverage is primary and no other insurance carried by the City of Tustin will
be called upon to contribute to a loss under this coverage;
C. The policy covers blanket contractual liability;
D. The policy limits or liability are provided on an occurrence basis;
E. The policy covers broad form property damage liability;
F. The policy covers personal injury as well as bodily injury liability;
G. The policy covers explosion, collapse, and underground hazards;
H. The policy covers products and completed operations;
I. The policy covers use of non-owned automobiles; and
J. The coverage shall not be cancelled or terminated unless thirty (30) days written
notice is first given to the City of Tustin.
K. Insurers shall be authorized to do business in the State by the Department of
Insurance and shall meet the following qualifications:
5
680227.1
A.M. Best's Rating of Grade A and Class VII (seven) (if an Admitted
Insurer), and Grade A- or better and Class X (ten) or better (if offered by a
Surplus Line Broker) is acceptable. Workers' compensation insurance
rated Grade B- or better and Class VII (seven) or better, or offered by the
State Compensation Fund, is acceptable.
L. The worker's compensation and employer's liability insurance policies shall
contain a waiver of subrogation in favor of the City.
LICENSEE agrees to deposit with Director, before the effective date of this License,
certificates of insurance necessary to satisfy Director that the insurance provisions of
this License have been complied with and to keep such insurance in effect and the
certificates therefor on deposit with Director during the entire term of this License.
This License shall automatically terminate at the same time LICENSEE'S insurance
coverage is terminated. If, within 10 days after termination under this Clause,
LICENSEE obtains and provides evidence of the required insurance coverage
acceptable to Director, this License may be reinstated, at the sole discretion of Director.
If reinstated, LICENSEE shall pay Four Hundred Dollars ($400.00) to cover the
processing costs incurred by Director. Said Four Hundred Dollar ($400.00) processing
cost may be adjusted annually in accordance with the CPI Index by the Director at his
discretion.
Upon notification from Director that LICENSEE'S insurance coverage has lapsed, been
cancelled, expired, or otherwise terminated, LICENSEE agrees that LICENSEE shall
not operate on the License Area at any time the required insurance is not in full force
and effect as evidenced by a certificate or official binder being in the possession of
Director.
In no cases shall assurances by LICENSEE, its employees, agents, including any
insurance agent, be construed as adequate evidence of insurance. LICENSEE also
agrees that upon cancellation, termination or expiration of LICENSEE'S insurance, that
Director may take whatever steps are necessary to interrupt any operation from or on
the License Area until such time as the License is reinstated by the Director.
LICENSEE further agrees to hold CITY harmless for any damages resulting from such
interruption of business including, but not limited to, damages resulting from any loss of
income or business resulting from CITY'S action.
Director shall have the right at any time to review the coverage, form, and amount of the
insurance required hereby. If, in the opinion of Director, the insurance provisions in this
License do not provide adequate protection for CITY and for members of the public
using the License Area, Director may require LICENSEE to obtain insurance sufficient
in coverage, form, and amount to provide adequate protection. Director's requirements
shall be reasonable, but shall be designed to assure protection from and against the
kind and extent of the risks which exist at the time a change in insurance is required.
Director shall notify LICENSEE in writing of changes in the insurance requirements; and
if LICENSEE does not deposit copies of acceptable insurance certificates with Director
6
680227.1
incorporating such changes within thirty (30) days of receipt of such notice, this License
shall automatically terminate without further notice to LICENSEE.
The procuring of such required policy or policies of insurance shall not be construed to
limit LICENSEE'S liability hereunder nor to fulfill the hold harmless provisions and
requirements.
13. OPERATIONS
LICENSEE shall, to the satisfaction of CITY, keep and maintain the License Area and
all improvements of any kind in good condition and in substantial repair. It shall be
LICENSEE'S responsibility to take all steps necessary or appropriate to maintain such a
standard of condition and repair.
LICENSEE expressly agrees to maintain the License Area in a safe, clean, wholesome,
and sanitary condition, to the complete satisfaction of Director and in compliance with all
applicable laws. LICENSEE further agrees to provide approved containers for trash and
garbage and to keep the License Area free and clear of rubbish and litter. CITY shall
have the right to enter upon and inspect the License Area at any time for cleanliness
and safety.
In addition, the City shall have the authority to enter the License Area at any time for the
purpose of identifying the existence of conditions, either actual or threatened, that may
present. a danger or hazard to any and all employees. The LICENSEE agrees that the
City, in its sole authority and discretion, may order the immediate abatement of any and
all conditions that may present an actual or threatened danger or hazard to any and all
employees at the License Area.
The LICENSEE acknowledges the provisions of Section 6400 of the Labor Code, which
requires that employers shall furnish employment and a place of employment that is
safe and healthful for all employees working therein. In the event the City identifies the
existence of any condition that presents an actual or threatened danger or hazard to
any or all employees at the License Area the City is hereby authorized to order the
immediate abatement of that actual or threatened condition pursuant to this section.
The City may also, at its sole authority and discretion, issue an immediate stop work
order to the LICENSEE to ensure that no employee working at the License Area is
exposed to a dangerous or hazardous .condition. Any stop work order issued by the
City to the LICENSEE in accordance with the provisions of this section shall not give
rise to any claim or cause of action for delay damages by the LICENSEE or the
LICENSEE'S agents or subcontractors against the City.
LICENSEE shall designate in writing to Director an on-site representative who shall be
responsible for the day-to-day operation and level of maintenance, cleanliness, and
general order, and shall provide a 24-hour telephone number of a contact person to
respond to emergencies.
If LICENSEE fails to maintain or make repairs or replacements as required herein,
Director may notify LICENSEE in writing of said failure. Should LICENSEE fail to
correct the situation within a reasonable time thereafter as established by Director,
7
680227.1
Director may have the necessary correction made and the cost thereof, including but
not limited to the cost of labor, materials, and equipment and administration, shall be
paid by LICENSEE within 10 days of receipt of a statement of said cost from Director.
Director may, at Director's option, choose other remedies available herein, or by law.
14. GENERAL CONDITIONS
This License Agreement shall be subject to the General Conditions set forth in Exhibit
"B," attached hereto and incorporated herein by this reference.
15. LIMITATION OF THE LICENSE
This License and the rights and privileges granted LICENSEE in and to the License
Area are subject to all covenants, conditions, restrictions, and exceptions of record or.
apparent from a physical inspection of the License Area. Nothing contained in this
License or in any document related hereto shall be construed to imply the conveyance
to LICENSEE of rights in the License Area which exceed those owned by CITY.
16. NOTICES
All notices pursuant to this License shall be addressed as set forth below or as either
party may hereafter designate by written notice and shall be sent through the United
States mail in the State of California, duly registered or certified, with postage prepaid.
If any notice is sent by registered or certified mail, as aforesaid, the same shall be
deemed to have been served or delivered twenty-four (24) hours after mailing thereof as
above provided. Notwithstanding the above, CITY may also provide notices to
LICENSEE by personal delivery of by regular mail postage prepaid and any such notice
so given shall be deemed to have been given upon the date of deposit in the United
States mail.
To: CITY
Director of Parks and Recreation
City of Tustin
300 Centennial Way
Tustin, CA 92780
To: LICENSEE
Joel O. Garcia, Owner/Manager
Garcia Farming, Inc.
17160 Mc Allister Street
Riverside, CA 92503
8
680227. t
IN WITNESS WHEREOF, the parties have executed this License the day and year
first above written.
Attest:
CITY
Mayor, City of Tustin
By:
City Clerk, City of Tustin
APPROVED AS TO FORM:
By:
City Attorney
Date
RECOMMENDED FOR APPROVAL:
By:
9
Director of Parks and Recreation Date
LICENSEE
By: ~ G,->vrr
Joel O. Garcia, Owner/Manager
Garcia Farming, Inc.
680227.1
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LEMON GROVE MAINTENANCE AREA 1ii111 1i i1' 1 EXHIBIT A
NOT TO SCALE
"LICENSE AREA"'
EXHIBIT "B"
I. GENERAL CONDITIONS
1. PERMITS AND LICENSES
LICENSEE shall be required to obtain any and all permits and/or licenses which may be
required in connection with the operation of the License Area as set out herein. No
permit, approval, or consent given hereunder by CITY, in its govemmental capacity,
shall affect or limit LICENSEE'S obligations hereunder, nor shall any approvals or
consents given by CITY, as a party to this Agreement, be deemed approval as to
compliance or conformance with applicable govemmental codes, laws, rules, or
regulations.
2. SIGNS
LICENSEE agrees not to construct, maintain, or allow any signs, banners, flags, etc.,
upon License Area except as approved by the Director. Unapproved signs, banners,
flags, etc., may be removed. .
3. LICENSE ORGANIZATION
The various headings and numbers herein, the grouping of provisions of this License
into separate clauses and paragraphs, and the organization hereof, are for the purpose
of convenience only and shall not be considered otherwise.
4. AMENDMENTS
This License is the sole and only agreement between the parties regarding the subject
matter hereof; other agreements, either oral or written, are void. Any changes to this
License shall be in writing and shall be properly executed by both parties.
5. UNLAWFUL USE
LICENSEE agrees no improvements shall be erected, placed upon, operated, nor
maintained on the License Area, nor any business conducted or carried on therein or
therefrom, in violation of the terms of this License, or of any regulation, order of law,
statute, bylaw, or ordinance of a govemmental agency having jurisdiction.
6. INSPECTION
CITY or its authorized representative shall have the right at all reasonable times to
inspect the operation to determine if the provisions of this License are being complied
with.
680201.1
7. INDEMNIFICATION
LICENSEE hereby waives all claims and recourse against CITY, including the right of
contribution for loss or damage of persons or property arising from, growing out of, or in
any way connected with or related to this License except claims arising from the
concurrent active or sole negligence of CITY, its officers, agents, and employees.
LICENSEE hereby agrees to indemnify, hold harmless, and defend CITY, elected and
appointed officials, its officers, agents, and employees against any and all claims, loss,
demands, damages, cost, expenses, or liability costs arising out of the operation, use,
or maintenance of the property described herein, and/or LICENSEE'S exercise of the
rights under this License, except for liability arising out of the concurrent active or sole
negligence of CITY, its officers, agents, or employees, including the cost of defense of
any lawsuit arising therefrom.
In the event CITY is named as co-defendant, LICENSEE shall notify CITY of such fact
and shall represent CITY in such legal action unless CITY undertakes to represent itself
as co-defendant in such legal action, in which event LICENSEE shall pay to CITY its
litigation costs, expenses, and attorney's fees. In the event judgment is entered against
CITY and LICENSEE because of the concurrent active negligence of CITY and
LICENSEE, their officers, agents, or employees, an apportionment of liability to pay
such judgment shall be made by a court of competent jurisdiction. Neither party shall
request a jury apportionment.
8. TAXES AND ASSESSMENTS
Although not anticipated, should this License create a possessory interest which is
subject to the payment of taxes levied on such interest, it is understood and agreed that
all taxes and assessments (including but not limited to said possessory interest tax)
which become due and payable in connection with this License or upon fixtures,
equipment, or other property used in connection with this License, shall be the full
responsibility of LICENSEE, and LICENSEE shall cause said taxes and assessments to
be paid promptly.
9. PARTIAL INVALIDITY
If any term, covenant, condition, or provision of this License is held by a court of
competent jurisdiction to be invalid, void, or unenforceable, the remainder of the
provisions hereof shall remain in full force and effect and shall in no way be affected,
impaired, or invalidated thereby.
10. WAIVER OF RIGHTS
The failure of CITY to insist upon strict performance of any of the terms, covenants, or
conditions of this License shall not be deemed a waiver of any right or remedy that CITY
may have, and shall not be deemed a waiver of the right to require strict performance of
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680201.1
all the terms, covenants, and conditions of the License thereafter, nor a waiver of any
remedy for the subsequent breach or default of any term, covenant, or condition of the
License. Any waiver, in order to be effective, must be signed by the party whose right
or remedy is being waived.
11. CONDITION OF LICENSE AREA UPON TERMINATION
Except as otherwise agreed to herein, upon termination of this License, LICENSEE
shall redeliver possession of said License Area to CITY in substantially the same
condition that existed immediately prior to LICENSEE'S entry thereon, reasonable wear
and tear, flood, earthquakes, war, and any act of war excepted.
12. DISPOSITION OF ABANDONED PERSONAL PROPERTY
If LICENSEE abandons the License Area or is dispossessed thereof by process of law
or otherwise, title to any personal property belonging to LICENSEE and left on the
License Area 10 days after such event shalt be deemed, at CITY'S option, to have been
transferred to CITY. CITY shall have the right to remove and to dispose of such
property without liability therefor to LICENSEE or to any person claiming under
LICENSEE, and shall have no need to account therefor.
13. TIME OF ESSENCE
Time is of the essence of this License Agreement. Failure to comply with any time
requirements of this License shall constitute a material breach of this License.
14. NO ASSIGNMENT
The License granted hereby is personal to LICENSEE and any assignment of said
license by LICENSEE, voluntarily or by operation of law, shall automatically terminate
the License granted hereby.
S:\CIP Projects - Active12046 -Citrus Ranch ParkWgreements\License Agreement General Conditions.docx
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680201.1
EXHIBIT "c"
II. SPECIAL PROVISIONS
1. SCOPE OF WORK
The Licensee shall provide the following services and meet the following specifications:
A. THE INTENT OF THIS AGREEMENT IS TO SECURE A LICENSEE THAT
SHALL PROVIDE A HIGH LEVEL AND COMPLETE LEMON GROVE
MAINTENANCE SERVICES, INCLUDING, BUT NOT LIMITED TO, THE
HARVESTING AND MARKETING OF THE LEMON CROP.
B. The LICENSEE shall furnish all labor, tools, materials and equipment to
provide grove maintenance services as set for in this Agreement and as
covered by Sections 212 and 308 of the Standard Specifications for Public
Works Construction (Green Book).
C. All work shall be done in a thorough and professional workmanlike manner to
the satisfaction of the Director, or his authorized agent and comply with all
accepted grove maintenance practices. The License Area shall be
maintained at the highest level of quality service as provided for in these
specifications at all times.
D. The Licensee shall have the duty to provide complete grove maintenance
services, including, but not limited to, the obligation to perform the following:
1. Comply with all Federal, State, County and City regulations, laws,
including, but not limited to, National Pollutant Discharge Elimination
System (NPDES) and OSHA regulations.
2. Irrigation inspection, repair, and maintenance.
3. Irrigation water management per Irvine Ranch Water District (IRWD)
guidelines.
4. Fertilization to keep the grove green and to provide high level of lemon
production.
5. Pruning or training for appropriate tree structure and highest grove
production.
6. Weed and debris control and/or removal.
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680209.1
7. Pest and disease control -Exotic and Common.
8. Rodent and vertebrate pest control.
9. Normal erosion control, maintenance and replenishment of mulch, and
repair work.
10. Removal and disposal of all fallen fruit.
11. Harvesting and marketing multi crops per year, and provide the City once
a year with 300 bags of lemons (5 lemons per bag) for the City's Annual
Lemon Event activity and/or for donation to non-profit organization.
E. The LICENSEE shall be available twenty-four (24) hours a day, seven (7)
days a week to respond to all emergencies within the License Area within four
(4) hours of notification. If the LICENSEE does not respond within the time
specified, the City at its option, may respond to the emergency and charge
the cost to the LICENSEE.
F. The LICENSEE shall perform a weekly maintenance inspection to review the
quality of work, during daylight hours, within the License Area. Such
inspection shall be both visual and operational. It shall include, but not be
limited to, the operation of all irrigation and/or other mechanical systems to
check for proper condition and reliability.
2. INVENTORY OF PERSONAL PROPERTY
Before commencing operation under this License, LICENSEE shall submit to Director
for review and written approval, an inventory of all personal property which LICENSEE
has installed or caused to be installed on the License Area including, but not limited to:
irrigation equipment, fencing, signs, pumping equipment, and trade fixtures. All such
items are subject to the written approval of the Director or designee. This approved list
shall constitute those items which LICENSEE shall be allowed and/or required to
remove upon termination of the License. Said approval shall not unreasonably be
withheld. Fixtures and equipment in place before LICENSEE start date shall remain the
property of CITY and shall not be removed without the written consent of Director or
designee.
3. PROFIT, LOSS, AND PRODUCTION REPORT
Before the end of each calendar year, LICENSEE shall submit to the Director a report of
profits and losses in connection with the maintenance, harvest, and sale of the lemon
crop. This report shall include expenditures made by LICENSEE in operating the
License Area for the prior year. The report shall include income received from the sale
of the lemon crop as well as amounts expended by LICENSEE for: labor and services,
equipment, utilities, permits, materials and supplies directly attributable to this License
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680209. I
Area. The report shall include annual lemon production in number of field boxes as well
as an approximate tree count and a summary of the condition of the lemon grove.
4. FERTILIZING, INSECT/DISEASE CONTROL, AND DRAINAGE
LICENSEE agrees to use only non-odor producing fertilizers which have been approved
by the Director. LICENSEE agrees to comply with all state and local pesticide
regulations.
LICENSEE expressly agrees to conduct all agricultural operations in a manner which
will not:
A. Provide a host area for insects, rodents, or a source of water or seed which may
be harmful to adjacent or nearby residential areas or to the adjacent park and
golf course areas.
B. Cause a migration of rodents or other small animals into adjacent or nearby
areas.
C. Involve aerial spraying of chemicals, violation of noise ordinances, nor any other
practices which would be injurious to the health of nearby residents, or users of
adjacent streets and parklands.
D. LICENSEE agrees to maintain present drainage and will not alter drainage
patterns without written consent from Director.
5. MECHANICS LIENS OR STOP-NOTICES
LICENSEE shall at all times indemnify and save CITY harmless from all claims, losses,
demands, damages, costs, expenses, or liability costs for labor or materials in
connection with construction, repair, alteration, or installation of structures,
improvements, equipment; or facilities within the License Area, and from the cost of
defending against such claims, including attorney fees and costs.
In the event a lien or stop-notice is imposed upon the License Area as a result of such
construction, repair, alteration or installation, LICENSEE shall either.
1. Record a valid Release of Lien, or
2. Procure and record a bond in accordance with Section 3143 of the Civil Code,
which frees the License Area from the claim of the lien or stop-notice and from
any action brought to foreclose the lien.
Should LICENSEE fail to accomplish either of the two optional actions above within 15
days after the filing of such a lien orstop-notice, the License shall be in default and shall
be subject to immediate termination.
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680209.1
6. HAZARDOUS MATERIALS
LICENSEE shall not cause or permit any "Hazardous Material", as hereinafter defined,
to be brought upon, kept, or used in or about the License Area. If LICENSEE breaches
the obligations stated herein, or if contamination of the License or the adjacent park
Area by Hazardous Materials otherwise occurs for which LICENSEE is legally liable to
CITY for damage resulting therefrom, then LICENSEE shall indemnify, defend, and hold
CITY harmless from any and all claims, judgments, damages, penalties, fines, costs,
liabilities, or losses (including without limitation, diminution in value of the License or the
adjacent park Area, damages for the loss or restriction on use of rentable or usable
space or of any amenity of the License or the adjacent park Area, damages arising from
any adverse impact on marketing of space in the License or the adjacent park Area, and
sums paid in settlement of claims, attorneys fees, consultant fees, and expert witness
fees) which arise during or after the License term as a result of such contamination.
This indemnification includes without limitation, costs incurred by CITY in connection
with any .investigation of site conditions or any cleanup, remedial, removal, or
restoration work required by any federal, state, or legal govemmental entity because of
Hazardous Material being present in the soil or ground water or under the License Area.
LICENSEE shall promptly take all actions at its sole cost and expense as are necessary
to clean, remove, and restore the License Area provided LICENSEE shall first have
obtained CITY'S approval and the approval of any necessary govemmental entities.
As used herein the term "Hazardous Material" means any hazardous or toxic substance,
material, or waste which is or shall become regulated by any govemmental entity,
including without limitation, CITY acting in its govemmental capacity, the State of
California or the United States government.
7. RIGHT TO CONDUCT SAMPLING
CITY reserves the right to conduct sampling within the License Area for the presence of
any contaminants in the soil, ground water, or air. Upon notice from Director,
LICENSEE shall permit CITY or CITY'S designated contractor to conduct such sampling
and to take remedial action, as necessary.
S:1CIP Projects - Active12046 -Citrus Ranch ParkWgreementslLicense Agreement Special Provisions.docx
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680209.1
EXHIBIT "D"
Bond No,
Amount
Premium
CITY OF TUSTIN
LICENSE AGREEMENT
FAITHFUL PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS: That
as and hereinafter referred to collectively as "Principal", and
a corporation organized and existing under the laws of the State of
and duly authorized to transact surety business in the State of California, as,
and hereinafter referred to as, "Surety", are held and firmly bound unto the City of Tustin
hereinafter referred to as the "City", in the sum of $ for payment of
which Principal and surety bind themselves, their heirs, administrators, successors and
assigns, jointly and severally as follows:
THE CONDITION OF THE.ABOVE OBLIGATION IS THAT:
WHEREAS, Principal has entered into a License Agreement dated ,
20_, with City to do and perform the following, generally described work, which is more
particularly described in said License for the Maintenance of:
CITRUS RANCH LEMON GROVE AREA
CIP N0.2046
WHEREAS, all of such improvements are to be maintained in accordance with
the Special Provisions and General Conditions, referred to and incorporated in said
License; and
WHEREAS, Principal shall commence and complete the work and maintenance
of such improvements as provided in said License; and
NOW, THEREFORE, if Principal shall faithfully perform all agreements contained
in the aforesaid License, then this obligation shall be null and void.
PROVIDED, HOWEVER, if Principal shall not faithfully perform all agreements
contained in the hereinabove described License and all obligations, then this obligation
shall remain in full force and effect.
PROVIDED FURTHER HOWEVER, that Surety hereby stipulates and agrees
that no change, extension of time, alteration or modification of the License documents
or of the work to be performed thereunder shall in any way affect its obligation on this
bond and it does hereby waive notice of any such change, extension of time, alteration
or modification of the License documents or of the work to be performed thereunder;
and
680227.1
PROVIDED FURTHER, that in case suit is brought upon this bond by the City or
any other person who may bring an action on this bond, a reasonable attorney's fee, to
be fixed by the Court, shall be paid by Principal and Surety.
IN WITNESS WHEREOF, Principal and Surety have caused these presents to
be duly signed and sealed this _ day of 20
(SEAL)
SURETY:
(Name)
BY:
Attorney-in-Fact
BY:
Address of Surety:
APPROVED AS TO FORM:
City Attorney
PRINCIPAL:
BY:
(Name)
(SEAL) TITLE:
Address of Principal:
APPROVED AS TO CONTENT:
Date
Director of Parks and Recreation
Note: Attach proper acknowledgment for both Surety ~ Principal. (Use copies of blank form
provided)
680227.1
EXHIBIT "E"
Bond No.
Amount
Premium
CITY OF TUSTIN
LICENSE AGREEMENT
LABOR AND MATERIALS PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS: That
as and hereinafter referred to collectively as "Principal", and
a corporation organized and existing under the laws of the State of
,and duly authorized to transact surety business in the State of California, as and
hereinafter referred to as, "Surety", are held and firmly bound unto the City of Tustin
hereinafter referred to as the "City", in the sum of $ for payment of
which Principal and surety bind themselves, their heirs, administrators, successors and
assigns, jointly and severally as follows:
THE CONDITION OF THE ABOVE OBLIGATION IS THAT:
WHEREAS, Principal has entered into a License Agreement dated
20 ,with the City to do and perform the following, generally described
work, which is more particulariy described in said License for the Maintenance of:
CITRUS RANCH LEMON GROVE AREA
CIP N0.2046
WHEREAS, Principal shall commence and complete the maintenance and
preservation of the lemon grove provided in said License; and
NOW THEREFORE, if Principal shall pay the Contractor, his subcontractor, and
all persons renting equipment or fumishing labor or materials to them for such work, for
the full cost of such work and submit amounts due under the State Unemployment
Insurance Act with respect to such labor, then this obligation shall be null and void.
PROVIDED, HOWEVER, if Principal shall not pay the subcontractor and all
persons renting equipment or fumishing labor or materials to them for such work for the
full cost of such work, or if Principal fails to submit amounts due under the State
Unemployment Insurance Act with respect to such labor, then Surety will pay for the
same in an amount not exceeding the sum set forth above, which amount shall inure to
the benefit of all persons named in Civil Code Section 3181.
PROVIDED FURTHER, HOWEVER, that Surety stipulates and agrees that no
change, extension of time, alteration or modification of the License documents or of the
work to be performed thereunder shall in any way affect its obligation on this bond and it
does hereby waive notice of any such change, extension of time, alteration or
modification of the License documents or of the work to be performed thereunder; and
680227.1
PROVIDED FURTHER, that in case suit is brought upon this bond by the City or
any other person named in Civil Code Section 3181 who may bring an action on this
bond, a reasonable attorney's fee, to be fixed by the Court, shall be paid by Principal
and Surety.
IN WITNESS WHEREOF, Principal and Surety have caused these presents to
be duly signed and sealed day of , 20
SURETY:
(Name)
BY:
(SEAL)
Attomey-in-Fact
BY:
Address of Surety:
APPROVED AS TO FORM:
City Attomey
(SEAL)
APPROVED AS TO CONTENT:
Date
Director of Parks and Recreation
PRINCIPAL:
BY:
(Name)
TITLE
Address of Principal:
Note: Attach proper acknowledgments for both Surety S Principal. (Use copies of blank form
provided)
6so2zz~
EXHIBIT "F"
COMPENSATION INSURANCE CERTIFICATE
Pursuant to Section 1861 of the State Labor Code, LICENSEE shall sign the following
certificate and shall submit same to the City prior to performing any work on the
contract:
I am aware of the provisions of Section 3700 of the Labor Code which reads as follows:
"Every employer except the State shall secure. the payment of compensation in one or
more of the following ways:
(a) By being insured against liability to pay compensation in one or more insurers duly
authorized to write compensation insurance in this State.
(b) By securing from the Director of Industrial Relations a certificate of consent to self-
insure, which may be given upon furnishing proof satisfactory to the Director of
Industrial Relations of ability to self-insure and to pay any compensation that may
become due to his employee."
LICENS Garcia Farming, Inc.
BY:
Joel O Garcia
TITLE: Owner/Manager
COMPENSATION INSURANCE CERTIFICATE
TO BE SUBMITTED WITH LICENSE
S:\CIP Projects - Active1204t3 -Citrus Ranch ParkWgreements\Citrus Ranch Lemon Grove License Agreement.docx
6so22~. r
ACKNOWLEDGMENT
State of California
County of ,~ /(~r~,~.5/~ )
On ~~ ~~:~ r Zl»C~ before me, !``~nDR L ~ 1'? l~'l~ l ncy7~,~ ~!SC,rc~
(insert name and title of the officer)
personally appeared c~ ~~~..- ~1~1~~4 <~1 'T Gf.~1- ,
who proved to me on the basis of satisfactory evidence to be the person( whose named is/aye
subscribed to the within instrument and acknowledged to me that he%kw/t~e~y executed the same in
his/#~er/t#~eFr authorized capacity(), and that by his/qof/their signature( on the instrument the
person, or the entity upon behalf of which the persons acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
BRENDA L. NIETO
~p ~,,' COMM. # 1734535
Signature ~ ~G~ ~ ~TARIVERfIDE COUMTORNIA N
Mr CoMN. E7W. MM. 21, 2011 ~