Western Los Angeles County Council Inc Boy Scouts of America • avft,
LICENSE AGREEMENT
THIS LICENSE AGREEMENT ("License") is dated as of June 16, 2015, and is entered
into by and between the CITY OF RANCHO PALOS VERDES, a municipal corporation
("Licensor") and WESTERN LOS ANGELES COUNTY COUNCIL, INC. BOY SCOUTS OF
AMERICA, a non-profit corporation("Licensee").
WITNESSETH:
WHEREAS, Licensor is the owner of the land described on Exhibit "A", attached hereto
and the building thereon(the"Building");
WHEREAS, Licensee has requested the right of entry upon and access to the Building for
the purpose of performing the work described on Exhibit "B" attached hereto and incorporated
herein by reference (the "Work");
WHEREAS,Licensor has agreed to give Licensee, and Licensee has agreed to accept from
Licensor, a license to enter upon the Land to perform and maintain the Work in accordance with
the terms and provisions hereof;
WHEREAS, Licensor and Licensee desire to execute and enter into this License for the
purpose of setting forth their agreement with respect to Licensee's entry upon the Land for such
purposes.
NOW, THEREFORE, Licensor and Licensee hereby agree as follows:
1. Access for Work; Maintenance by Licensee. Subject to Licensee's compliance
with the terms and provisions of this License, Licensee and Licensee's agents, employees,
contractors,representatives and other designees that are expressly identified in writing to Licensor
(collectively"Licensee's Designees") shall have the right to enter upon the land and Building for
the purpose of(i) performing the Work (at Licensee's cost) from the date hereof until December
31, 2015; and (ii)thereafter maintaining the fixtures and improvements,resulting from the Work
in good condition and repair.
2. Termination. Notwithstanding Section 1, Licensor or Licensee may terminate this
License upon ninety(90) days prior written notice to the other.
3. Indemnity; AS-IS Condition.
(a) Licensee shall indemnify, defend and hold Licensor harmless from and
against any and all claims, liens, liabilities, damages, losses, costs and expenses of any kind or
nature whatsoever (including, without limitation, attorneys' fees and expenses and court costs)
("collectively"Claims") suffered, incurred or sustained by Licensor as a result of,by reason of, or
in connection with Licensee's and Licensee's Designees': (i) entering the Land or Building;
(ii)performing the Work; and (iii) acts and omissions on or about the Land or Building.
(b) Licensee accepts the land and Building in their current"AS IS"condition,
without representation or warranty, express or implied.
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4. Use. Licensee shall use the antennae and related equipment only for point-to-point
wireless Internet services to Licensee's Camp Emerald Bay on Santa.Catalina Island. Licensee's
use of the antennae and related equipment shall at all times be consistent with the provisions of
City Council Policy No. 53 "Non-Profit Wireless Telecommunications Facilities on City
Properties," as adopted on June 16, 2015, and amended from time to time, attached hereto as
"Exhibit"C".
5. Electrical Costs. Licensor shall pay for electricity charges in connection with the
antennae.
6. Insurance. Prior to entering the Land or Building, Licensee shall procure and
maintain insurance against claims for injuries to persons or damages to property which may arise
from or are otherwise connected with the performance of the Work or any maintenance work by
Licensee and Licensee's Designees.
a. Minimum Scope of Insurance. Coverage shall be at least as broad as:
(1) Insurance Services Office Commercial General Liability coverage
(occurrence form CG 0001).
(2) Insurance Services Office form number CA 0001 (Ed. 1/87)
covering Automobile Liability,code 1 (any auto).
(3) Worker's Compensation insurance as required by the State of
California and Employer's Liability Insurance.
b. Minimum Limits of Insurance. Licensee shall maintain limits no less than:
(1) General Liability: $1,000,000 per occurrence for bodily injury,
personal injury and property damage. If Commercial General
Liability Insurance or other form with a general aggregate limit is
used,either the general aggregate limit shall apply separately to this
project/location or the general aggregate limit shall be twice the
required occurrence limit.
(2) Automobile Liability: $1,000,000 per accident for bodily injury and
property damage.
(3) Employer's Liability: $1,000,000 per accident for bodily injury or
disease.
c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured
retentions must be declared to and approved by the City Manager.
d. Other Insurance Provisions. The General Liability and Automobile
Liability policies are to contain,or be endorsed to contain,the following provisions:
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(1) Licensor, its officers, officials, employees and volunteers are to be
covered as additional insureds as respects: liability arising out of
activities performed by or on behalf of Licensee; products and
completed operations of Licensee; premises owned, occupied or
used by Licensee; or automobiles owned, leased,hired or borrowed
by Licensee. The coverage shall contain no special limitations on
the scope of protection afforded to Licensor, its officers, officials,
employees or volunteers.
(2) For any claims related to this project, Licensee's insurance coverage
shall be primary insurance as respects Licensor, its officers,
officials, employees and volunteers. Any insurance or self-
insurance maintained by Licensor, its officers, officials, employees
or volunteers shall be excess of Licensee's insurance and shall not
contribute with it.
(3) Any failure to comply with reporting or other provisions of the
policies including breaches of warranties shall not affect coverage
provided to Licensor,its officers,officials,employees or volunteers.
(4) Licensee's insurance shall apply separately to each insured against
whom claim is made or suit is brought, except with respect to the
limits of the insurer's liability.
(5) Each insurance policy required by this License shall be endorsed to
state that unless thirty(30) days'prior written notice has been given
to Licensor by certified mail, return receipt requested, coverage
shall not be reduced in scope or limits, suspended, voided or
canceled by either party.
e. Acceptability of Insurers. Insurance is to be placed with insurers with a
current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to Licensor.
f. Verification of Coverage. Prior to entering the Land and prior to allowing
Licensee's Designees to enter the Land,upon written request from Licensor,Licensee shall deliver
certificates of insurance and with original endorsements showing that the coverage required by
this License has been obtained. The endorsements are to be signed by a person authorized by that
insurer to bind coverage on its behalf. Promptly after written request from Licensor, Licensee
shall provide a copy of the applicable insurance policy(s)to Licensor.
7. No Assignment. Licensee may not assign or encumber this License.
8. Limitations. Licensor does not hereby convey to Licensee any right,title or interest
in or to the Land, but merely grants the specific rights and privileges set forth herein.
9. Notices. Whenever any notice, demand, or request is delivered under or in
connection with this License, such notice, demand, or request shall be in writing and shall be
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delivered by hand; registered or certified mail, postage prepaid, return receipt requested; or
nationally recognized commercial courier for next business day delivery,to the addresses set forth
below the respective executions of the parties hereof, or to such other addresses as are specified
by written notice given in accordance herewith. All notices, demands, or requests delivered by
hand shall be deemed given upon the date so delivered; those given by mailing as hereinabove
provided shall be deemed given on the date of deposit in the United States Mail; those given by
commercial courier as hereinabove provided shall be deemed given on the date that is one (1) day
after deposit with the commercial courier. Any notice, demand, or request not received because
of changed address of which no notice was given as hereinabove provided or because of refusal to
accept delivery shall be deemed received by the party to whom addressed on the date of hand
delivery, on the date of facsimile transmittal, on the first calendar day after deposit with
commercial courier, or on the third calendar day following deposit in the United States Mail, as
the case may be.
10. Governing Law. This License shall be construed, enforced and interpreted in
accordance with the laws of the State of California, excluding California's choice of law rules.
Venue for any lawsuit regarding this License shall be in Los Angeles County.
11. Counterparts. This License may be executed in several counterparts,each of which
shall be deemed an original,and all of such counterparts together shall constitute one and the same
instrument.
12. No Recording of License or Memorandum of License. In no event shall this
License or any memorandum hereof be recorded in the Official Records of Los Angeles County,
California, and any such recordation or attempted recordation shall constitute a breach of this
License by the party responsible for such recordation or attempted recordation.
13. Compliance with Law. All of the Work shall be performed in compliance with
applicable law and Licensee must obtain all required permits for the Work from Licensor.
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IN WITNESS WHEREOF,Licensor and Licensee have caused this License to be executed
and delivered as of the day and year first written above.
LICENSOR: CITY OF RANCHO PALOS VERDES,
a municipal corporation
By: OAA '
Doug Willmore
City Manager
Address for notices: ATTEST:
City of Rancho Palos Verdes
30940 Hawthorne Blvd. By:
744/Led,a_
Rancho Palos Verdes, CA 90275 Carla Morreale
Attn: Doug Willmore, City Manager City Clerk
APPROVED AS TO FORM:
Richards, Watson& Gershon,
a professional corporation
By: A/_ _
arol W. Lynch
City Attorney
LICENSEE: WESTERN LOS ANGELES COUNTY
COUNCIL, INC. BOY SCOUTS OF
AMERICA,
a non-profit corpo ation
AP
Ito, AO
Lee Harrison
Chief Operations Officer
Address for notices:
Western Los Angeles County Council, Inc. Boy
Scouts of America
16525 Sherman Way, Unit C8
Van Nuys, CA 91406.
Attn: Lee Harrison, Chief Operations Officer
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EXHIBIT "A"
DESCRIPTION OF LAND/BUILDING
Point Vicente Park/Civic Center, 30940 Hawthorne Boulevard, Rancho Palos Verdes, California
Assessor's Parcel No. 7573-002-913
* * * * * * * * *
For placement of external antenna(e):
2nd-floor westerly exterior façade of the 2-story Administration building
For placement of equipment:
Interior wall of 1St-floor room in the 2-story Administration building occupied by Verizon
equipment(exclusive of Verizon lease area)
For placement of connecting cable:
Existing building wall penetration in westerly exterior façade of the 2-story Administration
building
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EXHIBIT "B"
DESCRIPTION OF WORK
Installation of a wireless telecommunications antenna that is less than one meter in length on
exterior wall just below existing roof eave on the westerly 2nd-floor façade o the Building, as
shown on attached diagram, with a separate FIOS connection into the Building (using existing
Building penetration point) to the room on the first floor that is also occupied by Verizon
equipment (but Licensee shall not interfere with the Verizon equipment).
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EXHIBIT "C"
CITY COUNCIL POLICY NO. 53
City Council Policy No. 53 "Non-Profit Wireless Telecommunications Facilities on City
Properties," as adopted on June 16, 2015, and amended from time to time, is attached hereto.
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CITY COUNCIL POLICY
NUMBER: 53
DATE ADOPTED/AMENDED: 6/16/15
SUBJECT: Non-Profit Wireless Telecommunications Facilities on City Properties
POLICY:
The City Council desires to support the internal communications needs of non-profit
organizations by considering the placement of wireless telecommunications facilities on
City properties. At the same time, however, the City Council desires to protect the
aesthetics of City properties and the views of surrounding property owners, as well an
insuring that such facilities are installed in compliance with the City's zoning and building
codes. Therefore, the City Council has established this policy for the consideration of
such requests on a case-by-case basis. Decisions whether to grant or deny such
requests are within the sole and absolute discretion of the City Council.
Wireless telecommunications facilities for non-profit organizations may be permitted on
certain City-owned properties (City park sites and City Hall) subject to compliance with
the following criteria:
1. For purposes of this policy, City-owned properties do not include unimproved park
sites or properties that are located within the City's street rights-of-way or within
the Palos Verdes Nature Preserve. In addition, the City Council may determine
that a particular property is not suitable for the placement of wireless
telecommunications facilities pursuant to this policy.
2. For the purposes of this policy, "non-profit organization" shall include only non-
governmental organizations that are registered as tax-exempt pursuant to Section
501(c)(3) of the Internal Revenue Code. Public and private utility providers,
commercial wireless voice, two-way radio and/or broadband data service providers
and non-governmental organizations that are registered as tax-exempt pursuant
to provisions of the Internal Revenue Code other than Section 501(c)(3) are not
eligible for consideration under this policy.
3. For the purposes of this policy, "wireless telecommunications facility" shall include
both antennae and related support equipment. The wireless telecommunications
facility shall be used only for internal communications and connectivity among the
non-profit organization and its members, employees, participants, or agents, and
ot for use by the general public or by any other entity, other than in an emergency.
The wireless telecommunications facility shall not be deemed a "commercial
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antenna," as defined in Section 17.76.020(A) of the Rancho Palos Verdes
Municipal Code.
4. No more than two (2) wireless telecommunications facilities may be permitted on
any single City property. Space for such facilities is available on a "first come, first
served" basis.
5. External antennae shall not exceed one (1) meter in length or diameter.
6. External antennae shall be mounted to an existing City building or structure and
shall not exceed the height of the existing roof eave, parapet or highest point of
the structure. Antennae shall not be readily visible nor create adverse impacts
upon views from adjacent properties. Antennae shall not be directed towards
structures located on City properties or towards structures located on adjacent
properties. Freestanding external antennae shall not qualify for consideration
pursuant to this policy.
7. Support equipment shall be located inside of existing City buildings or structures,
in a manner that does not conflict with the primary use of the building or structure
by the City and/or its contractors, lessees or assigns. New buildings or structures
shall not be erected on City property to contain support equipment pursuant to this
policy.
8. Non-profit organizations shall be fully responsible for the cost of the installation,
operation and maintenance of wireless telecommunications facilities permitted
pursuant to this policy, with the exception of negligible costs for electrical power
that may be provided by the City in its sole discretion.
9. The City and the non-profit organization shall execute a license agreement,
approved by the City Council, to establish the terms of the use of City property,
including compensation to the City (if any). The license agreement may be
revoked by the City Council at any time.
10. The non-profit organization shall obtain approval from the Planning and Building &
Safety divisions in the City's Community Development Department for permits for
the installation of the wireless telecommunications facility. Fees for said permits
may be waived in accordance with existing City codes, policies and procedures.
11. The non-profit organization shall coordinate with the Public Works Department for
access to City property for installation and maintenance of the wireless
telecommunication facility.
BACKGROUND:
From time to time, the City of Rancho Palos Verdes receives requests from non-profit
organizations for permission to install wireless telecommunications facilities for their own
internal use on City property. Such facilities are often exempt from the requirement for
the approval of a conditional use permit (CUP) approved by the Planning Commission,
since they do not meet the City's definition of "commercial" antennae. However, Staff-
level planning review and building permits would still be needed to ensure that the
antennae and equipment will not adversely affect views or aesthetics, and that they are
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installed at and attached to City property in accordance with the City's Building Code.
Therefore, this policy establishes a procedure by which such requests may be considered
by the City Council.
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