Loading...
HomeMy WebLinkAboutDRB110204 Vail Trails East Revocable LicenseREVOCABLE LICENSE AGREEMENT THIS REVOCABLE LICENSE AGREEMENT (the "Agreement") is made this ____ day of _____________, 200__, by and between the Town of Vail, COLORADO, a Colorado home rule municipality with a legal address of 75 South Frontage Road, Vail, Colorado 81657 (the "Town"), and _________________, a ______________ with a legal address of __________________________ ("Licensee"). For and in consideration of the sum of ten dollars ($10.00) paid by the Licensee to the Town, the covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: SECTION 1. LICENSE Licensee desires to obtain a License to occupy and use the property more particularly described and depicted in Exhibit B, attached hereto and incorporated herein by this reference (the "Property"). Subject to all the terms and conditions hereto, the Town hereby grants to Licensee a license to occupy and use the Property for the purpose set forth in Section 2 hereof. SECTION 2. PURPOSE The Property may be used and occupied by the Licensee for the purpose of constructing and maintaining ____________________ over and on the Property. SECTION 3. TERMINATION Either party may terminate this Agreement by giving written notice to the other party specifying the date of termination, such notice to be given not less than thirty (30) days prior to the date specified therein. Upon termination, Licensee shall return the Property to its original condition at Licensee's own expense. SECTION 4. MAINTENANCE Licensee shall, at its own expense, keep and maintain in good repair any fixtures or structures constructed, placed, operated or maintained on the Property and, within thirty (30) days of termination of this Agreement, shall remove such fixtures. SECTION 5. DAMAGE TO PROPERTY Licensee shall be responsible for all damage to the Property arising out of or resulting from the use of the Property by the Licensee, its agents, employees, visitors, patrons and invitees. The Town shall notify Licensee immediately upon discovery of any damage to the Property. Licensee shall correct and repair the damage within one (1) week of notification or knowledge of the damage unless otherwise directed by the Town. SECTION 6. INDEMNIFICATION Licensee shall indemnify, hold harmless and defend the Town and its representatives, officers, employees, agents, and contractors from and against all liabilities, penalties, costs, losses, damages, expenses, causes of action, claims, demands, or judgments, including, without limitation, reasonable attorney fees, arising from or in any way connected with injury to or the death of any person or physical damage to any property resulting from any act, omission, condition, or other matter related to or occurring on or about the Property under this Agreement. Licensee agrees to investigate, handle, respond to, and to provide defense for and defend against any such liability, claims or demands at his sole expense, or, at the option of the Town, agrees to pay the Town or reimburse the Town for the defense costs incurred by the Town in connection with any such liability, claims or demands. Licensee also agrees to bear all other costs and expenses related thereto, including court costs and attorney fees, whether or not any such liability, claims or demands alleged are groundless, false or fraudulent. SECTION 7. INSURANCE Licensee agrees to procure an insurance policy which includes and covers the Property that is the subject of this Agreement, and to name the Town as an additional insured thereon. Such insurance policy shall at a minimum include liability and property damage insurance, with a combined single limit for bodily injury and property damage of one hundred fifty thousand dollars ($150,000) per person and six hundred thousand dollars ($600,000) per occurrence. A Certificate of Insurance showing the Town as an additional insured shall be provided to the Town within thirty (30) days of execution of this Agreement, and annually thereafter. The failure to provide the Certificate of Insurance shall be grounds for immediate termination of this Agreement and revocation of the license granted herein. SECTION 8. NOTICES Any notice given pursuant to this Agreement by either party to the other shall be in writing and mailed by certified mail, return receipt requested, postage prepaid, and addressed as follows: To the Town: Town of Vail 75 S. Frontage Road Vail, CO 81657 To Licensee: SECTION 9. MISCELLANEOUS A. Agreement Binding. This Agreement shall inure to the benefit of and be binding upon the heirs, successors and assigns of the parties hereto, subject to any other conditions and covenants contained herein. B. Applicable Law and Venue. The laws of the State of Colorado and applicable federal, state and local laws, rules, regulations and guidelines shall govern this Agreement, and the venue for any legal proceeding arising out of this Agreement shall be Eagle County, Colorado. C. Amendment. This Agreement may not be amended except in writing by mutual agreement of the parties, nor may rights be waived except by an instrument in writing signed by the party charged with such waiver. D. Headings. The headings of the sections of this Agreement are inserted for reference purposes only and are not restrictive as to content. E. Assignment. Licensee may not assign or transfer this Agreement, except upon the express written authorization of the Town. F. No Third-Party Beneficiaries. Except as expressly provided herein, there are no intended third-party beneficiaries to this Agreement. G. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be unlawful or unenforceable for any reason, the remaining provisions hereof shall remain in full force and effect. H. Governmental Immunity. Nothing herein shall be construed as a waiver of any protections or immunities the City may have under the Colorado Governmental Immunity Act, C.R.S. § 24-10-101, et seq., as amended. I. Integration. The foregoing constitutes the entire agreement between the parties and no additional or different oral representation, promise, or agreement shall be binding on any of the parties hereto with respect to the subject matter of this Agreement. IN WITNESS WHEREOF, the parties have duly executed this Agreement effective the day and year first above written. TOWN OF VAIL By: ____________________________________ Stan Zemler, Town Manager ATTEST: ________________________________ Lorelei Donaldson, Town Clerk LICENSEE: ________________________________ STATE OF COLORADO ) ) ss. COUNTY OF _____________ ) Subscribed, sworn to and acknowledged before me this _____ day of _______________, 200__, by _______________________. My Commission expires _______________. (SEAL) ____________________________________ Notary Public