05-0523_MV CONSULTING ENGINEERS , INC._License Agreement (Orthophoto)CITY OF SAN JUAN CAPISTRANO 0 J?/ 1/
AGREEMENT FOR LICENSE OF ORTHOPHOTO v�C
THIS AGREEMENT is entered into as of the 23rd day of May 2005 by and
between the CITY OF SAN JUAN CAPISTRANO, hereinafter called "THE CITY",
and MV Consulting Engineers, Inc. , hereinafter called "LICENSEE".
RECITALS:
A. THE CITY is the owner of a 0.5 -foot resolution Orthophoto with 2 -foot
elevation contours of the incorporated area of the City of San Juan
Capistrano, and the THE CITY.
B. The Orthophoto is broken into tiles representing a physical area of 2,800 feet
by 1,800 feet.
C. LICENSEE desires to acquire from THE CITY and THE CITY desires to grant
LICENSEE a non-exclusive right and sub -licensee to use the Orthophoto
containing all or portions of the Orthophoto. Specifically the LICENSEE
desires to acquire tiles A8, A9,A10, A11, Al2, B8, B9, 1310, B11, B12.
NOW, THEREFORE, in consideration of the foregoing Recitals, THE
CITY hereby grants to LICENSEE a revocable license to use THE CITY'S
Orthophoto under the terms and conditions hereinafter set forth:
1. Term. The term of this License shall commence on the signed agreement
date, and continue until the LICENSEE is in breach of this agreement.
2. Consideration. LICENSEE shall pay THE CITY the amount of one dollar
and no cents ($1.00), payable upon receipt of Orthophoto files from THE
CITY.
3. Ownership and Permitted Use. LICENSEE acknowledges that the
Orthophoto is the property of the THE CITY and that its use by LICENSEE, or
the LICENSEE'S subcontractors or Clients is limited to work on the project
titled Sun Ranch Natural Drainage Study. LICENSEE agrees that it, its
subcontractors, or its Clients will not transmit, sell, re -sell, or otherwise
disclose in digital format the Orthophoto, or any portion Orthophoto tiles to
other parties without the express written permission of the THE CITY.
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Agreement for LicensefOrthophoto •
Page 2
4. Native Formats. LICENSEE understands that the Orthophoto contours are
formatted in AutoCAD, Version 14, drawing (".dwg) format, a product of
AutoDesk; and the image file is formatted in MrSIDs format.
5. Accuracy and Completeness. LICENSEE acknowledges that it understands
the stated levels of accuracy and completeness of the Orthophoto and the
Orthophoto tiles. LICENSEE agrees that it will use the Orthophoto only for
purposes that are commensurate with Orthophoto levels of accuracy and
completeness.
6. Waiver and Hold Harmless. LICENSEE, by acceptance of the Orthophoto,
hereby acknowledges and agrees that LICENSEE waives any all claims
against the THE CITY based upon any alleged defects or inaccuracies of the
Orthophoto. In addition, LICENSEE shall indemnify, save and defend, the
THE CITY, its officers and employees harmless from any and all or claims or
liabilities that may arise from LICENSEE'S exercise of its right under this
License Agreement.
7. Entire Agreement. This Agreement constitutes the only agreement between
the THE CITY and LICENSEE relating to license of the Orthophoto, and
extensions, amendments or changes shall accordingly be made by written
agreement of the parties.
8. Notices. Any notices to be made pursuant to this Agreement shall be sent
to:
The City of San Juan Capistrano
Director of Public Works
Post Office Box 967
San Juan Capistrano, CA 92693-0967
MV Consulting Engineers, Inc.
24772 Greentree Lane
Lake Forest, CA. 92630
Agreement for LicensetOrthophoto
Page 3
9. Attomey's Fees. In the event any legal action or proceeding is
commenced to enforce the terms of, or the obligations of the LICENSE
under this Agreement, the THE CITY shall be entitled to recover all re;
attorney's fees, costs and expenses incurred by the prevailing party.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first above written.
"THE CITY"
By:
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Dave Adams, City Manger
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By: M ,
Masoud Viz gqnkhctk YL, orrmcggf
R. Monohan, City Clerk
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32400 PASEO ADEL NTO
SAN JOAN CAPISTRANO, CA 92675
(949) 4931171
(949) 4931053 FAX
www.sanjuancapistrano.org
June 3, 2005
MV Engineers
24772 Greentree Lane
Lake Forest, CA 92630
Dear Sir or Madam:
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ASIAALISH111 1161
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MEMBERS OF THE CITY COUNCIL
SAM ALLEVATO
DIANE BATHGATE
WYATT HART
JOE SOTO
DAVID M. SWERDLIN
Please find enclosed a copy of a fully executed, agreement for License of Orthophoto.
Please coordinate the terms and use of this license with the project manager, Ron Cast,
Engineering Technician (949) 487-4314.
Yours truly,
Me on han, CMC
Ci y Clerk
enc d: Agreement
cc: Ron Cast, Engineering Technician
Amy Amirani, Public Works Director
San Juan Capistrano: Preserving the Past to Enhance the Future
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