12-0815_CLAYTON, RICK A._ROE License AgreementRIGHT OF ENTRY
LICENSE AGREEMENT
BETWEEN THE
CITY OF SAN JUAN CAPISTRANO
AND
RICK A. CLAYTON
(Temporary Construction—City of San Juan Capistrano—Sun Ranch Drainage
Improvements)
THIS RIGHT. OF ENTRY LICENSE AGREEMENT ("Agreement") is made and
entered into this 1 day of Ory 2012 by and among the RICK A. CLAYTON
("Licensor'), and the CITY OF SAN JUAN CAPISTRANO ("Licensee"), a California
municipal corporation.
RECITALS
A. Licensee intends to embark on a public construction project for drainage
improvements along a public drainage easement adjacent to Licensor's property in the
City of San Juan Capistrano, California, which includes the area more particularly
depicted on Exhibit "A", attached hereto and incorporated herein by reference,
(hereinafter referred to as the "Sun Ranch Drainage Improvement Area").
B. Licensor is the fee owner of the property depicted on Exhibit "B" attached
hereto, Assessor Parcel No. 673-111-01, located at 32151 Via Alicia, City of San Juan
Capistrano, California, which is directly adjacent to the Sun Ranch Drainage
Improvement Area (the "Subject Property').
C. In order to complete construction of the proposed improvements within the
Sun Ranch Drainage Improvement Area, Licensee requires temporary construction
access to that certain portion of the Subject Property, which is more particularly depicted
on Exhibit "C," attached hereto and incorporated herein by reference (hereinafter referred
851347.1 1
to as the "Temporary Construction Area"), for ingress, egress, and other construction -
related purposes associated with completing the proposed drainage improvements within
the Sun Ranch Drainage Improvement Area.
D. Licensor desires to give permission to Licensee, and its authorized agents,
to access the Temporary Construction Area for ingress, egress, and other construction -
related activities associated with completing the proposed drainage improvements within
the Sun Ranch Drainage Improvement Area.
NOW, THEREFORE, for valuable consideration receipt of which is hereby
acknowledged, and in consideration of the foregoing recitals and the mutual promises,
covenants, and conditions contained herein, the parties hereto agree as follows:
AGREEMENT
1. RIGHT OF ENTRY
Licensor hereby grants to Licensee, its agents, contractors, and the contractor's
employees, agents, material suppliers, subcontractors, and their employees, the non-
exclusive right to access the Temporary Construction Area for the express purpose of
allowing ingress, egress, and other construction -related activities associated with
completing the proposed drainage improvements within the Sun Ranch Drainage
Improvement Area ("Right of Entry').
2. NOT A REAL PROPERTY INTEREST
It is expressly understood that this Right of Entry does not in any way whatsoever
grant or convey any permanent easement, lease, fee or other leasehold interest in the
Temporary Construction Area to Licensee.
851347.12
3. TERM
This Right of Entry shall be effective at 8:00 a.m. on August 1, 2012 and shall
automatically terminate and expire thirty-five days of Licensee's recording of the notice of
completion of the improvements. Licensee may not use the Temporary Construction
Area for any other purpose or activity without obtaining Licensor's prior written consent.
Upon termination, Licensee shall remove all of Licensee's personal property and shall
surrender possession of the Temporary Construction Area to Licensor in good order and
repair to the satisfaction of Licensor, normal wear and tear excepted.
4. INDEMNIFICATION
Licensee hereby agrees to indemnify, defend, assume all liability for, and hold
harmless Licensor and its officers, directors, employees, agents and representatives from
all actions, claims, suits, penalties, obligations, liabilities or damages for personal or
bodily injury (including death) or for violation of any law or regulation, which may be
caused by Licensee's construction -related activities pursuant to this Right of Entry,
whether such activities or performance thereof is by the Licensee or anyone directly or
indirectly employed under contract with Licensee, and whether such damage or claim
shall accrue or be discovered before or after the termination of this Right of Entry.
5. CHANGE OF CIRCUMSTANCES
Each party shall promptly notify the other party of any legal impediment, change of
circumstances, pending litigation, or any other event or condition that may adversely
affect the ability to carry out any of the rights and obligations under this Agreement.
6. NOTICES
All notices to be given under the terms of this Agreement shall be given in writing
851347.1 3
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided. All notices, demands, requests or
approvals from Licensor to Licensee shall be addressed as follows:
LICENSOR:
LICENSEE:
Attn: Rick A. Clayton
32151 Via Alicia
San Juan Capistrano, CA 92675
Attn.: Joe Mankawich
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
7. SEVERABILITY
If any term, covenant, condition, or provision of this Agreement, or the application thereof
to any person or circumstance, shall to any extent be held by a court of competent
jurisdiction to be invalid, void, or unenforceable, the remainder of this Agreement, or the
application thereof to any person or circumstance, shall remain in full force and effect and
shall in no way be affected, impaired, or invalidated thereby.
8. ENTIRE AGREEMENT
This Agreement, together with any Exhibits attached hereto (which are
incorporated herein by reference) fully expresses all understandings between the parties
851347.1 4
with respect to the subject matter of this Agreement and supersedes all prior and
contemporaneous understandings or agreement regarding such subject matter. No parol
evidence shall be permitted to contradict or vary the terms of this Agreement.
9. AMENDMENT
No modification, amendment, addition to, or alteration of the terms of this
Agreement, or any Exhibits thereto, whether written or verbal, shall be valid unless made
in writing and formally approved and executed by all parties.
10. CONTROLLING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the laws of
the State of California. In the event of any legal action to enforce or interpret this
Agreement, the sole and exclusive venue shall be a court of competent jurisdiction
located in Orange County, California.
11. COUNTERPARTS
This Agreement may be executed in counterparts, all of which shall constitute the
same Agreement, notwithstanding that all parties to this Agreement are not signatory to
the same counterpart. Delivery of an executed counterpart of this Agreement by
telefacsimile shall be equally as effective as delivery of an original executed counterpart.
Any party delivering an executed counterpart of this Agreement by telefacsimile also shall
deliver an original executed counterpart of this Agreement. Signature and
acknowledgement pages may be detached from the counterparts and attached to a
single copy of this Agreement to physically form one (1) original document.
851347.1 5
12. EXHIBITS
This Agreement includes the following Exhibits that are attached hereto and are
incorporated herein by reference as though fully set forth herein:
Exhibit "A" Location Map of Sun Ranch Drainage Improvement Project Area
Exhibit 'B" Depiction of Licensor's Property Location
Exhibit "C" Depiction of Temporary Construction Area
13. AUTHORITY TO EXECUTE
The persons executing this Agreement warrant and represent that they have the
authority to execute this Agreement and represent that they have the authority to bind the
party for which they are signing to the performance of the obligations hereunder.
[SIGNATURE PAGE FOLLOWS]
851347.1 6
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
day and year first written above.
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LICENSOR
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Rick A. Clayton
LICENSEE
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CITY OF SAN JUAN CAPISTRANO,
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APPROVED AS TO FORM:
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32151 VIA ALICIA
LICENSOR'S PROPERTY LOCATION
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EXHIBIT "C"
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32151
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32400 PASEO ADELANTO
SAN JUAN CAPISTRANO, CA 92675
(949) 4931171
(949) 493-1053 FAX
www.sanjuancapistrano.org
TRANSMITTAL
TO:
Rick A. Clayton
32151 Via Alicia
San Juan Capistrano, CA 92675
DATE: October 10, 2012
FROM: Christy Jakl, Deputy City Clerk (949) 443-6310
MEMBERS OF THE CITY COUNCIL
SAM ALLEVATO
LAURAFREESE
LARRY KRAMER
DEREK REEVE
JOHN TAYLOR
RE: Right of Entry License Agreement — Temporary Construction — Sun Ranch Dedicated
Drainage Improvements
Enclosed for your records is a copy of the Right of Entry License Agreement, Temporary
Construction — Sun Ranch Dedicated Drainage Improvements and insurance documentation.
If you have questions concerning the agreement, please Joe Mankawich, Associate Engineer
at (949) 487-4313.
Cc: Joe Mankawich, Associate Engineer
San .Juan Capistrano: Preserving the Past to Enhance the Future
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