01-0821_SOUTH ORANGE COUNTY COMMUNITY THEATRE_License AgreementLICENSE AGREEMENT
This License Agreement is made this 21st day of August, 2001 (the "Agreement")
by and between the San Juan Capistrano Community Redevelopment Agency (hereinafter
"Licensor"), and the South Orange County Community Theatre, a California non-profit
corporation (hereinafter "Licensee").
Section I. Grant of License/Term.
Licensor hereby grants to Licensee a license to utilize the building structure at 31776
EI Camino Real for the purpose of operating a theatre/playhouse and reader's theatre,
exclusive of the rear side storage rooms as depicted in Exhibit A. Licensor shall retain the
right to recover usage of the back 6,900 square feet of building space by providing a thirty
(30) day advance written notice to the Licensee.
The term of this license shall be for three years with one (1) three year extension, if
agreeable by both parties. In consideration of this grant of license, Licensee shall pay to
Licensor the total sum of One Hundred Dollars ($100.00) each year.
Section 2. Nature of Use Permitted Under the Agreement.
(a) The Property shall be used only for a theatre/playhouse for the
performing arts, and for no other use.
This grant of license is nonexclusive in that Licensor or the City of San Juan
Capistrano (hereinafter "City") shall have the right to utilize the Property for its public
purposes so long as seven (7) calendar days' advance notice is given to Licensee, and the
use will not unreasonably interfere with Licensee's theatre activities. In this regard,
Licensee must, upon request from Licensor or City, make not less than ten (10) hours of
normal daily work time (that is, 8:00 a.m. through 8:00 p.m.) per week available to Licensor
or City for their public use needs. Licensee shall take reasonable efforts to coordinate the
scheduling of its activities with the scheduling needs of Licensor and City.
(b) Licensee shall submit quarterly reports of attendance ai
theatre/playhouse productions. These reports should reflect date, title of the production,
number of production attendees (audience) and total dollar amount of ticket sales. These
reports are due on a quarterly basis, beginning on June 30, 2001.
(c) Licensor and Licensee agree that this theatre use has been, from its
inception, and continues to be a temporary use of the property until such time as Licensor
determines what permanent use shall be instituted at the site and that Government Code
Section 7260, et seq., have no application to this Agreement.
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Section 3. Parkin -g.
Licensee acknowledges that there is no available parking area for the Property.
Licensor shall have no obligation to provide for Licensee's parking needs.
Section 4. Utilities.
Licensee shall pay directly to the appropriate utility company all charges for utility
services supplied to Licensee for which there is a separate meter and/or submeter to the
property. Licensee agrees to pay to Licensor its share of all charges for utility services
supplied to the Property for which there is no separate meter or submeter.
Section 5. Condition of Premises.
Prior to execution of this Agreement, there shall be a walk-through of the Property.
If any violations of any of City's building codes are found to exist, they shall be cured
prior to Licensor's approval of this Agreement.
A statement of condition of the Property shall be agreed upon at the time of
execution of the Agreement.
Section 6. Maintenance of Property.
Licensee shall maintain the interior and exterior of the Property in a neat, orderly and
safe condition and shall be responsible for any damage done in or to the Property caused
by Licensee, or its employees, agents, invitees, or contractors.
The Property shall be maintained in full compliance with all of the City's building code
regulations.
Licensee shall not construct any new improvements to the Property without prior
written consent of Licensor.
Section 7. Insurance and Indemnity.
(a) Insurance. Licensee shall maintain general liability, property damage,
and fire insurance with a reputable insurance company in amounts of not less than
$1,000,000.00 combined single limit, or other format acceptable to the Office of the City
Attorney.
(b) Indemnity. Licensee shall defend and indemnify Licensor, its elected
and appointed officials, and employees and agents harmless from any and all losses,
damage, injury, accidents, costs or expenses (including but not limited to attorneys' fees)
arising out of the exercise of Licensee's rights and obligations under this Agreement.
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Section 8. Inspection.
Licensor and its designated representatives, employees, agents or independent
contractors may enter and inspect the Property or any portion thereof at any time and from
time to time.
Section 9. No Assignments.
Licensee may not assign its rights under this Agreement to any third party.
Section 10. Termination.
Notwithstanding the three-year term of this Agreement, Licensor and Licensee
mutually reserve the right to terminate this Agreement without cause at any time by
providing sixty (60) days' advance written notice of termination to the other party, except
that Licensor may terminate this Agreement immediately if Licensee constructs
improvements in violation of Section 6 of this Agreement.
Section 11. Notices.
Any notice required to be given under this Agreement shall be in writing and shall be
deemed to have been duly given and received if and when personally served, or forty-eight
(48) hours after being deposited in the United States mail, first class, postage prepaid,
addressed to the intended party at:
Licensor:
San Juan Capistrano
Community Redevelopment Agency
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attention: Cindy Russell
Section 12. Entire Agreement.
Licensee:
South Orange County
Community Theatre
31776 EI Camino Real
San Juan Capistrano, CA 92675
Attn: B.J. Scott
This Agreement constitutes the entire understanding and agreement between the
Parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
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IN WITNESS WHEREOF, the Licensor and Licensee have caused this Agreement
to be executed on the date and year first written above.
ATTEST:
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M g onahan, Agency Secretary
APPROVED AS TO FORM:
John aw, Agency Counsel
ME
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, a public
body corporate and politic
By:
Diane Bathgate, Vice Q13birman
SOUTH ORANGE COUNTY COMMUNITY
THEATRE, a non-profit corporation
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EXHIBIT A
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