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Home My WebLink AboutPW1996-0203 - Original - The Boeing Company, Inc. - License to Install and Maintain Electrical Conduit System - 09/27/1996LICENSE AGREEMENT THIS LICENSE AGREEMENT (the "License") is entered into between the City of Kent, a Washington municipal corporation ("Licensor") and The Boeing Company, Inc., a Delaware corporation (the "Licensee"). License and Conditions. Licensor agrees to provide Licensee this License, for a period of ten (10) years from the effective date of this agreement, to install, construct, operate, maintain, improve, remove, repair, relocate, reconstruct, replace, use and inspect an electrical conduit system (hereinafter, the "Electrical Conduit System") across, along, in, upon and under Licensor's property described in Exhibit A, which is attached and incorporated by this reference (the "Property"). If Licensee complies with all provisions of this License during this ten (10) year period, Licensor, at its sole option, may extend this License for up to five additional ten (10) year periods. Licensor's provision of this License is subject to the following conditions: A. Licensee shall obtain all applicable state, local and federal permits necessary to construct, install, operate, maintain, remove, repair, relocate, reconstruct, replace, use and inspect the Electrical Conduit System. B. Licensee shall bear all costs of any installation, construction, operation, maintenance, improvement, removal, repair, relocation, reconstruction, replacement, use or inspection of the Electrical Conduit System. C. Licensee, its employee's, agents, representatives and contractors shall reasonably carry out the uses allowed within the Property so as not to interfere with the Licensor's use and operation of the Property. D. Should Licensee's use of the Property substantially interfere with the Licensor's present or future use of the Property, as determined solely by the City's Public Works Director, Licensee shall remove or relocate its Electrical Conduit System so as to avoid that interference. Alternatively, if the City's Public Works Director determines, in his/her sole discretion, that it would be more appropriate for the Licensor to remove or relocate the Electrical Conduit System, then Licensee shall reimburse Licensor all Licensor's costs for that removal or relocation. Licensee shall reimburse Licensor all Licensor's actual costs incurred to remove or relocate the Electrical Conduit System. Licensee shall pay all accrued charges within thirty (30) calendar days of its receipt of Licensor's notice or billing of those accrued charges. E. Licensee's employees, agents, representatives and/or contractors may enter the Property only for the purposes of installing, constructing, operating, maintaining, removing, repairing, replacing and using the Electrical Conduit System. BOEING CO. LICENSE AGREEMENT --Page I of 4 F. Licensee shall maintain the Property and its Electrical Conduit System in good condition and repair. 2. Indemnification. Licensee shall defend, indemnify and hold Licensor harmless from any and all claims, causes of action, liability, damage, expense (including all legal costs and attorney fees), suits, or judgments for personal injury or property damage arising from or in any way connected with the operation of this License Agreement, but only to the extent of Licensee's negligence or comparative fault. As soon as practical following any occurrence which may give rise to a claim for indemnification hereunder, and in any event within 60 days after Licensee receives actual notice of such a claim, Licensor shall provide to Licensee a full opportunity to defend or settle any claims to the extent to which indemnification may be sought hereunder and shall cooperate with Licensee, at Licensee's expense, in any such defense or settlement. The provisions of this paragraph shall survive the expiration or termination of this agreement. Insurance. Licensee shall procure and maintain for the duration of this License, insurance against claims for injuries to persons or damage to property that may arise from or in connection with the operation of this License by the Licensee, its agents, representatives, employees, contractors or subcontractors. By the effective date of this License Agreement, Licensee shall provide a Certificate of Insurance evidencing: Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations/broad form property damage; explosion, collapse and underground (XCU) if applicable; and employer's liability. Any payment of deductible or self insured retention shall be the sole responsibility of the Licensee. The Licensor shall be named as an additional insured on the insurance policy, as respects the operation of this License by or on behalf of the Licensee, and a copy of the endorsement naming the Licensor as additional insured shall be attached to the Certificate of Insurance. BOEING CO. LICENSE AGREEMENT --Page 2 of 4 The Licensee's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. The Licensee's insurance shall be primary insurance as respects the Licensor, and the Licensor shall be given thirty (30) calendar days prior written notice by certified mail, return receipt requested, of any cancellation, suspension or material change in coverage. 4. Modification. This License may not be modified, altered or amended unless first approved in writing by the Licensor. Breach. In the event of any alleged breach or threatened breach of this License by either party, and if Licensor and Licensee are unable to cure the breach or otherwise resolve their dispute, then final resolution of the dispute or claim shall occur solely under the jurisdiction and venue of the King County Superior Court, and each party shall be responsible for its own legal costs and attorney fees incurred in defending or bringing that claim or lawsuit. 6. Entire Agreement. This License Agreement contains the entire agreement between the parties and, in executing it, Licensor and Licensee do not rely upon any statement, promise, or representation, whether oral or written, not expressed herein. 7. Notices. All notices, requests, demands, or other communications provided for herein shall be in writing and shall be deemed to have been given when sent by registered or certified mail, return receipt requested, addressed, as the case may be, to the addresses listed below for each party, or to such other person or address as either party shall designate to the other from time to time in writing forwarded in like manner: LICENSOR: The City of Kent ATTN: Public Works Director 220 Fourth Avenue South Kent, Washington 98032 LICENSEE: The Boeing Company, Inc. c/o Boeing Defense & Space Group P.O. Box 3999 Seattle, Washington 98124-2499 BOEING CO. LICENSE AGREEMENT --Page 3 of 4 8. Counterparts. This License may be executed in two or more counterparts, any of which shall be deemed an original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, this License Agreement is executed and shall become effective as of the last date signed below. LICENSOR: LICENSEE: The City of Kent The Boeing Company, Inc. by Don E. Wickstrom by Robert Q. Ormsb its Public Works Director its D&SG Director of Faci 1 i ties DATE: DATE: 9-27-96 BOEINGLK.pwk STATE OF WASHINGTON COUNTY OF KING I hereby certify that I know or have satisfactory evidence that Robert D. Ormsby signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentione in the instrument. Dated: September 27, 1996 Lucy Wphenso Notar Public in and for The State of Washington, Residing in Pierce County My Commission Expires March 17, 1999 BOEING CO. LICENSE AGREEMENT --Page 4 of 4 L--yL4i6r-T A AN EASEMENT FOR THE INSTALLATION AND MAINTENANCE OF AN ELECTRICAL LINE. COMMENCING AT THE SOUTHWEST CORNER OF SECTION 1, TOWNSHIP 22 NORTH, RANGE 4 EAST, W.M., SAID CORNER BEING A CONCRETE MONUMENT IN A CASE SITUATED ON THE CENTERLINE OF WEST VALLEY HIGHWAY; THENCE ALONG THE CENTERLINE OF WEST VALLEY HIGHWAY N 1 ° 01' 00" E, 1095.11 FEET; THENCE N 880 59' 00" W, 66.00 FEET TO A POINT ON THE WESTERLY MARGIN OF WEST VALLEY HIGHWAY, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE N 47° 32' 45" W, 15.36 FEET; THENCE S 580 56' 01" E, 128.07 FEET; THENCE S 10 01' 00' W, 64.67 FEET; THENCE S 120 11' 56" E, 61.41 FEET TO A POINT ON THE EASTERLY MARGIN OF SAID HIGHWAY; THENCE ALONG SAID EASTERLY MARGIN N 530 08' 29' E, 11.00 FEET; THENCE N 120 20' 12' W, 55.10 FEET TO A POINT ON THE EASTERLY MARGIN OF WEST VALLEY HIGHWAY; THENCE ALONG SAID EASTERLY MARGIN N 10 01' 00' E, 69.86 FEET; THENCE N 580 56' 01' W, 28.60 FEET; THENCE N 490 02' 28" E, 33.30 FEET TO A POINT ON THE EASTERLY MARGIN OF WEST VALLEY HIGHWAY; THENCE ALONG SAID EASTERLY MARGIN N 1* 01' 00' E, 13.45 FEET; THENCE S 49° 02' 28' W, 45.54 FEET; THENCE N 58° 56' 01" W, 102.19 FEET; THENCE S 470 32' 45" W, 13.35 FEET TO A POINT ON THE WESTERLY MARGIN OF WEST VALLEY HIGHWAY; THENCE ALONG SAID WESTERLY MARGIN S 10 01' 00" W, 13.78 FEET TO THE TRUE POINT OF BEGINNING, CONTAINING 3,136.07 SQUARE FEET MORE OR LESS. x "32'45"W 15.36' SCALE: 1 "=30' S47.32' 45"W 13.35' Sg. /--, \ \ \ �279 UTILITY EASEMENT i N 88.59'00" W \ _ HS�2g\ o D� \ 5 \ \SSg• 1 i W � o� a o o w� co OR °CD Z ol�o o� Z) 110� _ (D w J J Q I— W AR S.W. 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