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HomeMy WebLinkAboutResolution - 2006-R0022 - License Agreement - LEVI's Terrace, Ltd. - 01_12_2006Resolution No. 2006-R0022 January 12, 2006 Item 6.10 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a License Agreement by and between the City of Lubbock and LEVI's Terrace, Ltd., and all related documents. Said License Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 12th day of January 2006. ATTEST: Reb cca Garza, City Secretary APPROVED AS TO CONTENT: Tom Adams, Deputy City Manager APPROVED AS TO FORM: E, - ,L 'S�- e -s -s Anita E. Burgess, City Attorney ml/ccdocs/Western Heritage.res December 19, 2005 Resolution No. 2006-R0022 LICENSE AGREEMENT THIS License Agreement (the "Agreement") is entered into on this 12th day of January. 2006 5, between the CITY OF LUBBOCK, TEXAS (the "City"), a Texas Home Rule Municipal Corporation, and LEVI'S TERRACE LTD. (LEVI's), a limited partnership whose central plan of business is the State of Texas. RECITALS WHEREAS, LEVI's is interested in restoring, preserving and displaying Lubbock's western heritage by improving and opening certain Canyon lands owned by the City (described on Exhibit "A", attached hereto (the "Lands") to the public for certain events; and WHEREAS, it is the belief of the City and LEVI's that the public use of said Lands and the provision of certain events will provide recreational and educational activities and opportunities to the residents of the City and encourage tourism to the City; and WHEREAS, the City conducts farming upon property adjoining the Lands where the primary purpose is the lawful disposition of sewage effluent. The City and LEVI's acknowledge the environmentally sensitive nature of the Lands, and the state's regulatory oversight of the City's sewage effluent operations; and WHEREAS, LEVI's desires to operate said Lands for the benefit of the public (the "Western Heritage Project'); and WHEREAS, for the purpose of the promotion of recreational and educational opportunities for the citizens of the City, the promotion of the tourism industry in the City, and furthering Economic Development and Recreation, Parks, Entertainment and Cultural Affairs goals as established in "Goals for Lubbock -A Vision Into the 21st Century,") LEVI's and the City now desire to enter into this Agreement. Western Heritage Project Page 1 of 17 ARTICLE I License Section 1.01. License. In consideration of the mutual covenants and agreements of this Agreement, and of other good and valuable consideration, the City hereby grants upon the terms and conditions set forth in this Agreement, a license on and over the Lands to LEVI's, for the sole purpose of restoring, preserving and displaying Lubbock's western heritage. Section 1.02. Term. The term of this license is twenty-five (25) years beginning on the date of the execution of this Agreement by the City, and ending on the twenty-fifth anniversary of such date (the "Primary Term"), unless terminated sooner as provided in this Agreement. For the consideration herein expressed, the City is hereby granted an option to extend the term of this Agreement, upon identical terms and conditions of this Agreement, for four (4) additional successive option periods of ten (10) years each (the "Option Periods"). This Agreement shall terminate without further notice when the Primary Term or Option Periods, whichever is applicable as specified in Section 1.02 expires, and LEVI's shall immediately vacate the Lands. Any holding over by LEVI's after that term expires, except as provided otherwise in this Agreement, shall not constitute a renewal of this Agreement, or provide LEVI's any rights whatsoever under this Agreement and/or to the Lands. ARTICLE II WESTERN HERRITAGE PLAN LEVI's agrees to develop, for the review and approval of the City, a Western Heritage Project Plan within three (3) months of the execution of this Agreement. The Plan will identify economic development opportunities and park and recreation activities. The Plan shall identify scheduled events open to the general public and planned events and activities designed to promote economic development of the City. Western Heritage Project Page 2 of 17 ARTICLE III RENTAL LEVI's agrees to pay Four Dollars ($4) per acre for licensing the Lands. Said sum is due and payable upon the date of execution of this Agreement and annually thereafter on or before the anniversary date of this Agreement. ARTICLE IV Improvements It is the goal and obligation of LEVI's to manage and operate the Western Heritage Project described herein. LEVI's shall construct, manage and operate the Western Heritage Project in compliance with all State and Federal laws, statutes, regulations and local ordinances. In addition, unless the consent and/or approval of the City and other parties is required herein, or by law, LEVI's shall cooperate with and seek input from the City and other enities approved by or recommended by the City in the establishment, maintenance and management of the Western Heritage Project. Section 4.01. Construction - Site Plan. On or before eighteen (18) months after the effective date of this Agreement, LEVI's shall submit to the City a detailed Site Plan (herein so called) of the Lands, which shall include an archeological survey of the Lands and detail all aspects of the Western Herritage Project, including the proposed location and general appearance of all improvements thereon, including, but not limited to, buildings, interior fencing, trails, barns, landscaping, and including the proposed identification and location of all permanent, temporary or removable living history exhibits. The improvements shall consist of, at a minimum, parking, a trail system, nature walk, and permanent structure for events and display of artifacts and information of historical significance and the convenience of the visiting public. The Site Plan is subject to review and approval by the City, delegated for purposes of this Agreement to the City's Water Utility Director, or his designee, and the Water Advisory Western Heritage Project Page 3 of 17 Commission, or their successors, and, if required by law, any other parties or entities, designated by the City. Any such parties, after consultation with LEVI's, may request any changes, amendments or corrections to the Site Plan. In the event the parties cannot mutually agree on such changes, such dispute may be appealed to the City Council of City. The City Council of City may direct whatever changes to the Site Plan it deems necessary or advisable. Except as stated otherwise, "Site Plan" as used in this Agreement shall mean and refer to the Site Plan, as approved as described herein. Section 4.02. Construction. LEVI's shall construct, or cause to be constructed, and located upon the Lands, all improvements heretofore recited, on or before two (2) years after the effective date of the Agreement. Section 4.03. Approval of Construction. No construction of any type or kind, including without limitation, additions or alterations to structures completed, or caused to be completed, by LEVI's and/or placement or location of improvements upon the Lands, shall be commenced unless the plans, specifications and proposed location of such construction and/or location of the improvements have received the prior written approval of the City, delegated for purposes of this Agreement to the City's Water Utility Director or his designee, and if required by law, any other parties designated by the City. LEVI's shall, at its own expense, engage a licensed architect or engineer to prepare plans and specifications for the construction, addition, location or alteration of any building or improvement, and all construction and alteration of any building or improvement shall be conducted and completed in compliance with all applicable permits, ordinances, and statutes now or hereinafter existing. LEVI's shall submit a copy of detailed working plans, drawings, and specifications to the City not less than thirty (30) days prior to the commencement of such activities. The City, and any other parties having the right of approval, as described herein, shall review all plans submitted by LEVI's and provide to LEVI's, in writing, any required changes or corrections Western Heritage Project Page 4 of 17 that must be made that the City and or other parties having the right of approval, as described herein, may deem necessary in their sole discretion. The failure to receive the approval described herein shall not excuse the performance by LEVI's of any provision and/or activity described and/or required in this Agreement. The City, and other parties having the right of approval, as described herein, shall have the right at all times to observe any and all activities described in Article IV. Neither the City nor other parties having the right of approval as described herein shall have any liability or responsibility for the architectural or engineering design or for any defect in any building or improvement constructed from the plans or specifications described herein, nor shall such approval and/or observation relieve LEVI's from any or all of its obligations provided herein. Minor repairs and/or alterations necessary to maintain existing structures and improvements located upon the lands in a sound state of repair does not require submission and approval as described herein. Section 4.04. Surety. Any and all contracts that LEVI's may enter into with third parties to participate in the construction and/or location of improvement activities contemplated by this Agreement shall contain the requirement that such third parties adequately bond their performance under said contract, naming the City as a co -beneficiary or co -secured. The original of said bonds are to be suitable in form to the City and submitted to the City prior to the commencement of any activities of any kind by such third parties. Section 4.05. Ownership of Buildings and Improvements. Any and all buildings, walkways, parking lots, fences, entrances and any other structures or improvements constructed, placed, located and/or maintained on any part of the Lands during the term to this Agreement shall be considered part of the real property and must remain on the Lands and, subject to the terms of this Agreement, become property of the City, from and after the termination of this Agreement. The City Western Heritage Project Page 5 of 17 may, at the City's sole option, require LEVI's to remove at LEVI's sole expense any and all buildings and improvements from the Lands and repair any and all damage to the Lands resulting from such removal within ninety (90) days of the termination of this Agreement. Any and all of such buildings and improvements not removed by LEVI's on or before ninety (90) days after the termination of this Agreement, shall, at the option of the City, either (i) become the property of the City; or (ii) be removed and disposed of by the City at LEVI's sole cost and expense. In the event the City shall elect to remove such property, the City shall owe no duty to protect such property, and shall in no event be liable to LEVI's for loss, damage or destruction of same. The City may dispose of any such property in any manner it desires in its sole discretion and retain any proceeds received therefore. ARTICLE V Operations of LEVI's Section 5.01. Security. LEVI's shall take any and all actions necessary to prevent the entry of unauthorized persons in, on and/or over the Lands. Section 5.02. Access of Public. The Lands shall be open to the public for the purpose of specific events sponsored by LEVI's and agreed to by the City. Section 5.03. Utilities. LEVI's shall be responsible for providing, furnishing and connecting all utilities to the Lands and any and all improvements located thereon and shall bear any and all expenses of any kind or nature for the providing of same to the Lands and the utilization of same in connection with the operation of the Western Heritage Project. Such utilities may include, without limitation, water, telephone, electricity, gas, power, sewage disposal and rubbish removal. Section 5.04. Taxes. LEVI's shall pay and discharge all charges, including without limitation, personal property taxes, gross receipt taxes, general and special assessments, and other Western Heritage Project Page 6 of 17 charges of similar nature which may be levied or assessed against the Western Heritage Project, and/or any activity contemplated by this Agreement, if any. Section 5.05. Livestock. LEVI's may, upon the City's approval, delegated for purposes of this Agreement to the City's Water Utility Director, or his designee, and the approval of the Texas Commission on Environmental Quality (TCEQ) and any other jurisdiction with oversight, graze livestock upon the Lands. The exact number of livestock to be grazed will be mutually agreed upon by LEVI's and the City prior to any initiation of grazing upon the Lands. Should TCEQ, or any other jurisdiction with oversight, determine that the livestock are creating or contributing to any environmental issue, LEVI's agrees to immediately remove the livestock from the Lands. Section 5.06. Fees and Concessions. The license granted herein includes the grant of a concession to LEVI's to sell goods, merchandise, food and beverages relative or related to the Western Heritage Project on the Lands. The City shall have the right to review and approve, in its discretion, goods and/or merchandise to sell on the Lands. LEVI's may sell alcoholic beverages at specified events approved in advance by the City Manager and in accordance with state law. Section 5.07. Prohibition of Encumbrance. LEVI's shall not encumber any interest in the license granted herein, the Lands, the improvements described herein, and/or this Agreement, in any way, manner or form, including, but not limited to, by deed of trust, mortgage or any other security instrument. Further, LEVI's shall not cause or permit any mechanic's liens or any other liens to be filed against the license granted herein, the Lands, the improvements described herein, and/or this Agreement by reason of any work, labor, services or materials supplied and/or performed or claimed to have been supplied and/or performed to, by or for LEVI's or any contractor or subcontractors of LEVI's. Western Heritage Project Page 7 of 17 Section 5.08. Right of Entry — City. Nothing contained in this Agreement shall be construed to prohibit the City's right of entry, and the City expressly reserves the right of entry, in, on, over and/or across the Lands, at any and all times, and for any and all purposes. Notwithstanding the above, the City shall only enter the buildings located upon the Lands in an event of emergency, with the prior consent of LEVI's or in furtherance of the City's municipal or governmental functions. Section 5.09. Entry Upon Property. LEVI's shall obtain approval from the City of Lubbock, delegated for purposes of this Agreement to the Water Utility Director or his designee for right of entry upon the Lands if such entry is across the City of Lubbock's Land Application Site. LEVI's shall also obtain approval from the City Water Utility Director or his designee for right of entry by the public if such entry is across the City of Lubbock's Land Application Site. At no time shall LEVI's or the public have the right to enter the Lands through or over City owned property without prior written approval. The City may require at its sole discretion additional fencing or other necessary controls in order to control public access through the land application site. Any costs for fencing or access controls shall be born by LEVI's. Section 5.10. Control of City. The City shall retain all authority placed in it which is non - delegable. No provision of this Agreement shall be construed as delegating any non -delegable right, power or duty of the City. LEVI's and City acknowledge that the City may develop the Lands for future water projects. LEVI's agrees that such projects will not interfere with the Western Heritage Project in any way, and LEVI's forever waives any claims of any kind whatsoever, should the City proceed with water related projects. LEVI's agrees that it will coordinate with the City, its agents and representatives and will design any and all improvements in such a manner that they will not conflict with future water projects. In the event a City water project does conflict with an improvement made by LEVI's, LEVI's will remove the said improvement at LEVI's sole cost. LEVI's also acknowledges that the City may develop the Lands for other governmental or Western Heritage Project Page 8 of 17 proprietary projects. LEVI's agrees that such projects will not interfere with the Western Heritage Project in any way, and LEVI's forever waives any claims of any kind whatsoever, should the City proceed with governmental or proprietary projects. If the City does develop water or other governmental or proprietary projects, the parties may negotiate in good faith for a license of reduced acreage if, in the City's sole determination, such arrangement is not inconsistent with any City projects or purpose. In the event the City develops the Lands for a water project or any other governmental or proprietary project, LEVI's agrees he will not contest any such project to any third party, including but not limited to any regulatory agency or court -of -law. ARTICLE VI Maintenance and Repair Section 6.01. Maintanance and Duty to Repair. At all times during the term of this Agreement, LEVI's shall keep and maintain, or cause to be kept and maintained, all buildings and improvements, located on the Lands, and any landscaping, in a good state of appearance and repair. ARTICLE VII Insurance, Indemnity and Release Section 7.01. Indemnity and Release. LEVI'S SHALL INDEMNIFY AND HOLD HARMLESS, TO THE FULLEST EXTENT PERMITTED BY LAW, THE CITY, AND CITY'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, CLAIMS OR LIABILITIES, OF ANY KIND OR NATURE, WHICH ARISE DIRECTLY OR INDIRECTLY, OR ARE RELATED TO, IN ANY WAY, MANNER OR FORM, THE ACTIVITIES CONTEMPLATED HEREUNDER, LEVI'S OCCUPATION OF THE LANDS OR OTHER CITY OWNED LANDS, OR THE OMISSION OF THE ACTIVITIES CONTEMPLATED HEREUNDER, INCLUDING, BUT NOT LIMITED TO, LOSSES, DAMAGES, CLAIMS OR LIABILITIES ARISING FROM OR Western Heritage Project Page 9 of 17 RELATED TO, IN ANY WAY, MANNER OR FORM, THE ACT OR OMISSION OF THIRD PARTIES AND/OR CAUSED OR CONTRIBUTED TO, IN ANY WAY, MANNER OR FORM, BY THE NEGLIGENCE, OF ANY TYPE OR DEGREE, OR FAULT OF CITY, ITS RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS. LEVI'S FURTHER COVENANTS AND AGREES TO DEFEND ANY SUITS OR ADMINISTRATIVE PROCEEDINGS BROUGHT AGAINST THE CITY AND/OR THE CITY'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS ON ACCOUNT OF ANY SUCH CLAIM, AND, WITHOUT LIMITING THE INDEMNITY PROVIDED HEREIN, TO PAY OR DISCHARGE THE FULL AMOUNT OR OBLIGATION OF ANY SUCH CLAIM INCURRED BY, ACCRUING TO, OR IMPOSED ON THE CITY, OR THE CITY'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS, AS APPLICABLE, RESULTING FROM ANY SUCH SUITS, CLAIMS, AND/OR ADMINISTRATIVE PROCEEDINGS OR ANY MATTERS RESULTING FROM THE SETTLEMENT OR RESOLUTION OF SAID SUITS, CLAIMS, AND/OR ADMINISTRATIVE PROCEEDINGS. IN ADDITION, LEVI'S SHALL PAY TO THE CITY, THE CITY'S RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND/OR AGENTS, AS APPLICABLE, REASONABLE AND NECESSARY ATTORNEY'S FEES INCURRED BY SUCH PARTIES IN ENFORCING LEVI'S INDEMNITY IN THIS SECTION. THE CITY, AND ITS RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND AGENTS, SHALL NOT BE LIABLE, AND LEVI'S HEREBY RELEASES THE CITY, AND ITS RESPECTIVE OFFICERS, EMPLOYEES, ELECTED OFFICIALS AND AGENTS, FOR, FROM AND/OR AGAINST ANY AND ALL LOSSES, DAMAGES, CLAIMS OR LIABILITIES TO LEVI'S, ON ANY THEORY OF LEGAL LIABILITY, INCLUDING, BUT NOT LIMITED TO THE NEGLIGENCE, OF ANY TYPE OR DEGREE, OR FAULT, OF THE CITY, Western Heritage Project Page 10 of 17 AND/OR ARISING FROM OR RELATED TO, IN ANY WAY, MANNER OR FORM, THE UNENFORCEABILITY OR VOIDANCE, FOR ANY REASON, OF ALL OR ANY PART OF THIS AGREEMENT. THE INDEMNITY AND RELEASE PROVIDED HEREIN SHALL SURVIVE THE TERMINATION OR VOIDANCE OF THIS AGREEMENT. Section 7.02. Insurance. LEVI's shall procure and carry, at his cost and expense through the life of this Agreement and any extensions, insurance protection as hereinafter specified, in form and substance satisfactory to the City, carried with an insurance company authorized to transact business in the State of Texas, covering all foreseeable aspects and operations in connection with this Agreement, including, but not limited to, all aspects, operations and/or occurrences to which LEVI's has indemnified the City. A Certificate of Insurance specifying each and all coverages shall be submitted to the City prior to the execution of this Agreement, except as it relates to the required Building Risk Insurance, of which said Certificate shall be submitted no later than fifteen (15) days prior to the commencement of construction activities. LEVI's shall provide to the City proof of the below described insurance on or before fourteen (14) days prior to the expiration date of each expiring policy, and cause each required policy to require the insurer to (i) give notice to the City, as specified herein, of termination of any such policy sixty (60) days before such termination is to be effective; and (ii) contain a waiver of any and all of the insurer's rights to subrogation that any such insurer or insurers may acquire by virtue of payment of any loss under such insurance. A. Comprehensive General Liability Insurance, LEVI's throughout the period described above, and all contractors hired by LEVI's to perform work at any site on the Lands, throughout the course of the job, shall maintain comprehensive general liability insurance, with limits of $1,000,000.00 combined single limit in the aggregate and per occurrence. The City shall be named as a primary additional insured in such policy. B. Worker's Compensation Insurance. LEVI's, throughout the period described above, and all contractors hired by LEVI's to perform work at any site on the Lands, throughout the course Western Heritage Project Page 11 of 17 of the job, shall elect to obtain workers' compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, LEVI's shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that all contractors hired by LEVI's to perform work at any site on the Lands, and LEVI's maintain said coverage. Any termination of workers' compensation insurance coverage by LEVI's or all contractors hired by LEVI's to perform work at any site on the Lands shall be a material breach of this contract. LEVI's may maintain Occupational Accident and Disability Insurance in lieu of Workers' Compensation; however, all contractors hired by LEVI's to perform work at any site on the Lands shall comply as above. In either event, the policies must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. Employer's Liability with limits of at least $500,000 each accident, $500,000 by disease policy limits, and $500,000 by disease each employee shall also be obtained and maintained by LEVI's throughout the period described above; and by all contractors hired by LEVI's to perform work at any site on the Lands throughout the course of the job. C. Builder's Risk Insurance. LEVI's and/or its contractor(s) shall have Builder's Risk Insurance in the amount of one hundred percent (100%) of the prices of each contract relating to the construction activities contemplated in Article II, above, and the insurance shall name the City as an additional insured. Insurance requirements shall be reviewable by the City every five (5) years, and the parties agree coverage requirements may be increased consistently with City-wide coverage policies. ARTICLE VIII Warranties, Covenants and Representations of LEVI's Section 8.01. Power. LEVI's has the authority to enter into and perform this Agreement and all activities contemplated hereby. ARTICLE IV Miscellaneous Section 9.01. Nothing herein shall limit LEVI's and City from agreeing to use adjoining City lands for limited purposes, such as a cattle drive to City owned pens and facilities as part of a Western Heritage event. Provided however, such use shall be scheduled through the City, delegated for purposes of this Agreement to the Water Utility Director or his or her designee, at least ninety Western Heritage Project Page 12 of 17 (90) days in advance, shall in no manner intervene or interrupt the City's sewage effluent operations, and shall comply with all requirements of law and regulations. Section 9.02. Notice. Any notice required or permitted to be given herein must be given in writing and must be personally delivered, delivered by telephone facsimile, or mailed by prepaid certified or registered mail to the party to whom such notice or communication is directed at the address of such party as follows: City: City Manager P.O. Box 2000 Lubbock, Texas 79457 Telephone: (806) 775-2235 Fax: (806) 775-3240 LEVI's: Marls Luchsinger Telephone: Fax:u$ `doh ©� 6d Any such notice or other communication shall be deemed to have been given (whether actually received or not) on the date it is personally delivered or delivered by telephonic facsimile, or, if mailed, on the third day, after it is mailed as aforesaid. Any party may change its address for purposes of this Agreement by giving notice of such change to all other parties pursuant to this Section 9.02. Section 9.03. Assignment/Sublet: This license is personal to LEVI's. LEVI's shall not assign or sublet this license. Any attempt to assign or sublet this license shall terminate the license granted herein. Section 9.04. City. Unless otherwise provided herein or required by law and/or local ordinance, charter or code, any action required or permitted to be taken by "the City", shall be taken by the City Manager of the City of Lubbock or any party designated by him or her. Westem Heritage Project Page 13 of 17 Section 9.05. Relationship to Parties. The relationship between the City and LEVI's is at all times solely that of license and licensee, and may not be deemed, in any event, a partnership or a joint venture. Section 9.06. Compliance with Applicable Law. LEVI's shall comply with all applicable federal, state and local rules, regulations, statutes, laws and ordinances governing, in any way, manner or form the construction activities contemplated herein, the operation of the Western Heritage Project, the occupation of the Lands, and/or any other aspect of the activities described in or contemplated by this Agreement. Section 9.07. LEVI's acknowledges that this License is subject to and is subordinate to the City's disposal of sewage effluent at the Lubbock Land Application Site (LLAS), including requirements of the Texas Commission on Environmental Quality, the Environmental Protection Agency, the City of Lubbock and other State and Federal regulatory authorities having jurisdiction, and any water project or other projects of a governmental or proprietary nature. It is expressly agreed and understood by LEVI's that in the event of a conflict between the operation of the LLAS for disposal of sewage effluent or any water project or other project of a governmental or proprietary nature and for purposes of this license, the City will give priority to the requirements of sewage disposal, water, governmental or proprietary projects. Section 9.08. Texas Law/Venue. This Agreement is to be construed under Texas law and applicable federal law, without regard to conflict of law rules that would direct application of the laws of any other jurisdiction, and all obligations of the parties created by this Agreement are performable in Lubbock County, Texas. Venue for any action brought pursuant to this Agreement, or any activity contemplated hereby, shall lie exclusively in Lubbock County, Texas. Section 9.09. Partial Invalidity. Except as otherwise provided herein, if any one or more of the provisions contained in this Agreement are for any reason held to be invalid, illegal, or Western Heritage Project Page 14 of 17 unenforceable in any respect, the invalidity, illegality, or unenforceability will not affect any other provision of this Agreement, which shall be construed as if it had not included the invalid, illegal or unenforceable provision. Section 9.10. Agreements Superseded. This Agreement constitutes the parties' sole agreement and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter hereof. Section 9.11. Amendment. No amendment, modification, or alteration of this Agreement is binding, unless in writing, dated subsequent to the date of this Agreement, and duly executed by the parties. Section 9.12. Exhibits. The Exhibits which are referenced in, and attached to this Agreement, are incorporated in and made a part of this Agreement for all purposes. Section 9.13. Captions. Section captions are for convenience only and shall in no way affect the interpretation of this Agreement. Section 9.14. License Agreement. The intent of this Agreement is to grant a license to LEVI's to utilize the Lands solely for the purposes described herein. This license is terminable per the terms of this Agreement, at will or for failure to comply with any term or condition herein. This Agreement shall not be construed, in any way, manner or form, as a lease of the Lands or as conveying to LEVI's any interest in the real property comprising the Lands. Western Heritage Project Page 15 of 17 EXECUTED and effective as of the date of the execution by the City of Lubbock. CITY OF LUBBOCK, TEXAS LEVI's TERRACE LTD. A/Z �1'1 �' BY: C McD L,r OR Name: Mark uc sin er ww M Title: 7- ATTEST: Rebeo6 Garza, City Secretary APPROVED AS TO CONTENT: om Adams, Deputy City Manager APPROVED AS TO FORM: Anita E. Burgess, City Attorney�— ml/Anita/Luchsinger.Agreement-rdln accept December 21, 2005 Western Heritage Project Page 16 of 17 Resolution No. 2006-R0022 EXHIBIT "A" LAND APPLICATION SITE LAND LICENSE -- LUCHSINGER Approximately 255 acres out of Section 9 and Section 10, Block S, Lubbock County, Texas; land acquired by the City of Lubbock from Frank Gray and Imogene Grey through deed filed for record in Volume 2318, Page 73, filed for record on September 30, 1986 in the Official Real Property Records of Lubbock County, Texas. Said 255 acres is located in the southern portion of Section 9 and 10, Block S, and is described as ranchland for livestock grazing. *aaaasar rra I atar�a�r�a a.r�r. � wsr • i 1 a f•- 't f�aaasss��:a�ara• s .',�-•J'ab EAST 50"'B STREET) I i AREA OF LAND = ® 1 TO BE LICENSED �•-,.tea' �.'�''_^. .,•��1 '�..� � r�! i,. � fll "`. �1 *f • 1 � :..y. al } 1 ass s a • �' • to i"s ` Joss r' /9/2006 ACORD�, CERTIFICATE OF LIABILITY INSURANCE 1DATEIM """°i9/ PRODUCER (713) 541-7272 FAX (713) 772-5224 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Insgroup, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 3131 W. Alabama, Suite 200 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Houston TX 77098 INSURED Levi's Terrace, Ltd. 2602 82nd St Lubbock TX 7 COVERAGES Penn -American Insurance NAIC # THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN SR LTR DD'L INSRD TYPE OF INSURANCE POLICY NUMBER POLICY (MMfFDEDm DATE EXPIRATION ( D1M LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL UABILITY CLAIMS MADE I OCCUR PAC6538025 10/14/2005 10/14/2006 DAMAGERENTED EES TOccur ence $ 100,000 MEDEXP(Any oneperson) $ 5,000 PERSONAL 8 ADV INJURY $ 1,000,000 If-- GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ Included X POUCY SEC F I LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (En eoddent) $ BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS - PROPERTY DAMAGE (Per ecddent) $ . GARAGE LIABILITY AUTO ONLY -EA ACCIDENT $ OTHER THAN EA ACC $ ANYAUTO AUTO ONLY: AGG $ EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR CLAIMS MADE $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LUIBILRY VWC STATU- OTH TORY LIMRS ER E.L. EACH ACCIDENT $ ANY PROPRIETOPJPARTNERIEXECUTNE E.L. DISEASE - EA EMPLOYEE $ OFFICERIMEMBER EXCLUDED? If yes, describe under E.L. DISEASE. POLICYLIMIT $ SPECIAL PROVISIONS below OTHER- . DESCRIPTION OF OPERATIONSlLOCATIONSNEHICLES'EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS RE: Vacant Land, 255 acres out of Section 9 and Section 10, Block S, Lubbock County, Texas. CERTIFICATE HOLDER CANCFI I ATIAN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE INSURED COPY EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER ITS AGENTS OR REPRESENTATIVES. AUTHORRED REPRESENTATIVE Jay GerstenhabedKMK ACORD 25 (2001/08) O ACORD CORPORATION 1988 PUFaeated AM FinePrint pdfFactory trial'Verstanc '. qML .com �--