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R-98-12-03-3A1 - 12/3/1998Mayor Charles Culpepper Mayor Pro-tem Robert Stluka Council Members Earl M. Hairston Rick Stewart Ear! Palmer Martha Chavez Jimmy Joseph City Manager Robes L. Bennett, Jr. City Attorney Stephan L Sheets CITY OF ROUND ROCK January 22,1999 Mr. Biff Godfrey Bogin Munns & Munns 250 N. Orange Avenue, Suite 1001 Orlando, FL 32801 Dear Mr. Godfrey: 221 East Main Street Round Rock, Texas 78664 512-218-5400 The Round Rock City Council approved Resolution No. R- 98- 12- 03 -3A1 at a Special Called meeting on December 3, 1998. This resolution approves the Non - Exclusive License Agreement with Albertson s, Inc. for the Coats For Kids and Blue Santa charitable operations. Enclosed is a copy of the resolution and one original agreement for your files. If you have any questions, please do not hesitate to call. Sincerely, Christine Martinez Assistant City Secretary Enclosures Fax: 512 - 218-7097 1-800-735-2989 TDD I- 800 - 7352988 Voice www.ci.round-recktx.us WHEREAS, the City of Round Rock desires to enter into a Non- Exclusive License Agreement with Albertson's, Inc. for the use of the former Albertson's store at 2200 IH -35 South for Coats For Kids and Blue Santa charitable operations, and WHEREAS, Albertson's, Inc. has proposed a Non - Exclusive License Agreement, and WHEREAS, the City Council wishes to accept the proposal and to enter into said agreement, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Non - Exclusive License Agreement with Albertson's, Inc. for Coats For Kids and Blue Santa charitable operations. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended, and the Act. RESOLVED this 3rd day of Decemb 19� 8. k C :lb(1 : S NE LAND, City Secretary R-\ WPDOCS \RESOI.UTI \R,12D3T1.WPD /scg RESOLUTION NO. R- 98- 12- 03 -3A1 CHARLES CULPEPPER, Mayor City of Round Rock, Texas NON - EXCLUSIVE LICENSE AGREEMENT THIS AGREEMENT, entered into as of the 27 day of November, 1998, by and between the City of Round Rock, Texas and the Round Rock Volunteer Center, a Texas not - for - profit corporation (collectively the 'Licensee") and Albertson's, Inc., a Delaware corporation ("Licensor"). In consideration of the performance of the agreements detailed below by Licensee, Licensor hereby licenses to Licensee the non - exclusive use of the former Albertson's store at 2200 Interstate Highway 35 South, Round Rock, Texas 78681 (hereinafter the "Store"). The above is subject to the following terms and conditions. 1. TERM. November 30, 1998 through December 30, 1998. 2. AUTHORIZED USE The Store shall be used by the Licensee for the following purpose, and for no other purpose without Licensor's consent: operating a collection, storage and packing facility for "Coats For Kids" and "Blue Santa" charitable operations and provided that the Licensee shall not permit the general public to entry to the Store (except on Saturday, December 12, 1998, and then only for the purpose of obtaining coats and under the strict supervision of Licensee's employees and volunteers) and shall expressly limit admittance to employees and volunteers who are fully covered against injury by insurance carried by Licensee. Licensee, at its own cost, shall observe all laws, rules, ordinances and regulations regarding its use and occupancy of the Store. 3. CHARGES. No charge shall be made for Licensee's use of the Store, however, Licensee shall return the Store to Licensor in a "broom clean" condition and reimburse Licensor for damages, if any, occurring as a result of Licensee's exercise if this license. 4. ASSIGNMENT AND SUBLETTING. Licensee shall not assign, sublet or otherwise transfer any interest in this license, in whole or in part, in any manner. 5. INSURANCE AND INDEMNIFICATION / RELEASE OF CLAIMS. Licensee covenants and agrees to indemnify and save and hold harmless Licensor from and against any and all claims and demands for damages to persons or property or for loss of life, including but not limited to any and all claims or demands of Licensee and any and all loss, cost, damages, charges, fines, penalties, causes or actions, suits and judgements, including reasonable legal expenses in connection with defending any such action arising from any matter or thing growing out of the occupation or use of the Store by Licensee, its agents, employees, invitees and customers; violation by Licensee of any law, ordinance or statute; any action or other occurrence due directly or indirectly to the use and occupancy of the Store by the Licensee, its agents, employees, invitees and customers; and Licensee's failure to comply with the terms and conditions of this license. Licensee agrees to maintain in responsible companies, approved by Licensor, liability insurance insuring and naming Licensee, Licensor and Southwestern Retail Properties II, L. P., as additional insured parties as their interest may appear, against all claims, demands or actions for injury to, or death of any one person in an amount of not less than $50,000.00 and for injury to, or death of more than one person, in any one accident to the limit of $1,000,000.00 made by or on behalf of any person or persons, firm or corporation arising from, relating to or connected with the conduct and operation of Licensee's activities in the Store. A certificate of insurance must be provided to Licensor prior E.\MY DOCUMENTS\COATS FOR KIDS \COATS FOR KIDS 981NON- EXCLUSIVE LICENSE AGREEMENTO3.DOC 11/27/98 9:57 AM 1 to the license term. Failure to provide a certificate of insurance nullifies this license agreement. LICENSEE AGREES TO AND SHALL RELEASE UCENSOR, ITS AGENTS, EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES (COLLECTIVELY THE "INDEMNITEES ") FROM ALL LIABILITY FOR INJURY, DEATH, DAMAGE, OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO THIS AGREEMENT, EVEN IF THE INJURY, DEATH, DAMAGE, OR LOSS IS CAUSED BY THE INDEMNITEES' SOLE OR CONCURRENT NEGLIGENCE (WHETHER ORDINARY OR GROSS) AND /OR THE INDEMNITEES' STRICT PRODUCTS LIABILITY OR STRICT STATUTORY LIABILITY. 6. LICENSEE PROPERTY RISK. All property placed in the Store is placed at the Licensee's sole risk. Any property remaining after Licensee vacates the Store may be disposed by the Licensor in any manner Licensor determines. 7. INSPECTION. LICENSEE ACKNOWLEDGES THAT IT HAS HAD OR WILL HAVE A FULL AND COMPLETE OPPORTUNITY TO INSPECT AND EXAMINE THE STORE AND THAT IT IS NOT RELYING UPON ANY WARRANTIES, REPRESENTATIONS OR STATEMENTS OF LICENSOR OR ANY AGENT OF LICENSOR WITH RESPECT TO THE STORE. WITHOUT LIMITATION ON THE FOREGOING, LICENSEE FURTHER ACKNOWLEDGES THAT, EXCEPT FOR THE REPRESENTATIONS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE STORE WILL BE DELIVERED TO LICENSEE ON AN "AS IS ", "WHERE IS" AND "WITH ALL FAULTS" BASIS AND WITHOUT REPRESENTATIONS OR WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, IT BEING EXPRESSLY AGREED AND UNDERSTOOD THAT LICENSOR HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTEES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT, OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO (I) THE CONDITIONS OF THE STORE, (II) THE SUITABILITY OF THE STORE FOR ANY AND ALL ACTIVITIES AND USES WHICH LICENSEE MAY CONDUCT THEREON, AND (III) THE COMPLIANCE OF OR BY THE STORE WITH ANY LEGAL REQUIREMENTS. 8. DUTY TO WARN. LICENSEE FURTHER ACKNOWLEDGES THAT THE FLOORS IN THE STORE ARE IN AN UNEVEN AND BUCKLED CONDITION AND THAT THERE IS THE POTENTIAL THAT PERSONS MAY SLIP, TRIP OR FALL AND BE INJURED IF NOT ADEQUATELY WARNED OF SUCH CONDITIONS. LICENSEE AGREES TO TAKE ALL NECESSARY PRECAUTIONS TO PREVENT INJURY AND AGREES TO PROVIDE CLEAR AND PROMINENT WARNINGS TO ALL PERSONS ENTERING THE STORE OF SUCH CONDITIONS, AND IN THE AREAS WHERE THE CONDITIONS EXIST, TO POST WARNING SIGNS AND ERECT BARRIERS TO PREVENT INJURY DUE TO SUCH CONDITIONS. 9. NO ALTERATIONS. Licensee shall make no alterations to the Store. 10. NON - LIABILITY. Licensor is not and never shall be liable to any creditor of Licensee or to any claimant against the estate or property of Licensee for any debt, loss, contract or other obligation of Licensee. The relationship created by the license is sole that of Licensor and Licensee, and is not and never shall be deemed a partnership or joint venture or landlord and tenant. E:IMY DOCUMENTSICOATS FOR KIDS \COATS FOR KIDS 98lNON- EXCLUSIVE LICENSE AGREEMENT03.DOC 1127/989:57 AM 2 Pat Patterson, Executive Director EAMY DOCUMENTS \COATS FOR KIDS \COATS FOR KIDS 98 \NON - EXCLUSIVE LICENSE AGREEMENT03,DOC 11/27/989:57 AM 4 11. RESERVED RIGHTS. Licensor reserves for itself, Its agents, representatives and designees, the right to enter the Store at all times. Licensee acknowledges that Licensor has entered or is about to enter into a contract for the sale of the Store to a third party and in connection therewith is granting the third party a non - exclusive license to enter and inspect the Store. Licensee agrees and acknowledges that Licensee shall not be entitled claim interference with its license rights as a result of the exercise of the non -exclusive license by the third party or to avoid or disclaim any obligation to be undertaken herein by Licensee. 12. SUBORDINATION. Licensee acknowledges that Licensor owns the Store subject to that certain operating agreements duly recorded in the public records of Williamson County, Texas regulating the use and occupancy of the properties within the shopping center in which the Store is located and, therefore, that this license is subject to such operating agreements. Licensee agrees that the terms, conditions and covenants of this license are subject and subordinate to each and every term, conditions and covenant set forth in said operating agreements. 13. AUTHORITY. Each party signing this Agreement represents (i) that he /she duly authorized to execute this Agreement on behalf of his/her respective organization, and (ii) that no additional signatures, consents or approvals nor any third parties are required to join in, sign or give their consent or approval in order for this Agreement to fully bind such organization to the terms of this Agreement. 14. JOINT AND SEVERAL OBLIGATIONS. In the event Licensee is composed of more than one person or entity, the obligations of Licensee shall be joint and several. 15. COUNTERPARTS. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of the day and year first above mentioned. W ss: k /l1 N;i0 �± Witness: �� w , g°9114/111 U A1 d Witness: ALB SON'S, INC. By: s? , ,a •;_:JL[ !'state Law CITY�//ROlJ�JD ROCK, TEXAS By: By: Mayor Cit . ttorney ROUND ROCK E:\MY DOCUMENTS \COATS FOR KIDS \COATS FOR KIDS 98 \NONEXCLUSIVE LICENSE AGREEMENT03.DOC 3 LUNTEER CENTER 11/27/98 937 AM Poet-le Fax Note 7671 D te, /190 /0r I t..e / T rt�:ee, PaI J F -F" Y e isi,{aen. , s Co £,, !/C_ ptwra► Pr"a' f72- 511T- ter 75 F.%.Zpr- L.rrf Fan r 57,2 3 -/l/ $5 /40/98 p is l ae 4 lArAm � as £4 12 0 via .e as s 16 5 Certificate of Coverage This to uoWy that «sweets of covergs listed below have been issued to the member and are in efbeet at tbie time. Netwitbetmilig ray requirements, t or conditions if any cvstrsW r tb . ov doemnents with respect en wbiah tie arms, and additions of coterie* �Covera a al eeeatinuom until can ed. Is *object to et Contract Member: 3117 Member: effiif Round AMi: David Y n 121 I. ?deb Street Round Rods, Tams 78664 C atfictrts kidder Alberuons, Sac. Surylus Property Dept. ATTN: Mho Baldner PO Box 20 Boise, Idaho 83716 I0 39Vd di0 BOA 7100d QNlOd Company Temml Municipal Learn Affordleg Ltmonerantentel Risk Pool Coverage P O. Yom 149194 Ausda, Texas 737149194 (531) 491 -1300 or (900) 537 -8635 Fax (511) 491.2404 Limas of b ; S Each Wmagfut ket Annual Aureole : 5 Effective Data Deductible Beet Wrongful Aug : 5 Alnivenery Dow E� r�:��4 tt,!• Lis i °ti Limits of Liability : 5 1,000.000 Beak Occurrence Sudden .KOs involvinC Annual : 000 Each Occurrence S 2,0 Effective Date : 10/1/95 Deductible Pot Ounime ca : 9 2,500 Are iversary Dam : 10/1/99 • z „ , ^i- ,1t: " i ■ Evidence of Coverage fir Casts for Kids/Blue Santa from November 30, 1491 to December 31, 1995 CactcUadoa Should any of tic above described coverer. be cancelled before the university date thereat the issuing company w1U endesver to mail 30 m active to the eaedfieete bolder, but failure ma such notice Shari of k4u imp= ao obbgation or liability any Pen company. Dee lammed 11/30/95 Authanand itgca°ntath 1 "" ~� Texas Municipal League Intergovernmental Rick Pool os a 005 GILLBI1II9 90:ET 8661/01/1I DATE: December 3, 1998 SUBJECT: City Council Meeting — December 3, 1998 ITEM: 3.A.1. Consider a resolution authorizing the Mayor to execute the necessary documents for the use of the old Albertson's building for Blue Santa. Staff Resource Person: Joanne Land, Assistant City Manager. 429 . USA AirNit n „me„ 500 � Off From / V Date -1 ,-1/ / f Senders • com BOG IN MUNNS & MIJNIY • Address 250 N ORANGE AVE • chy ORLANDO © Your Internal Billing Reference Information • Address J/ /. (/ ' T / J ?/; lir i r3 / IT HOLO el location, prior FedEPOldarees here) • • • it To Company 1 /rA,' /l (L 1 C. / J.A : i o3 j `li • r '2.1;1) r,K l rr oiruY 1 c-,1 ; la A. t. c /A e rr �r.F _ S r T"�r`ri i • / %5 . J i ? r ■ ! i Phone 1 8 0 B State'' - ZIP ... For HOLD at FedEx 1,, catioicheck here ❑ RobiWeekd[ry art !'"'11,,,.."4"”" e ee� ,i O S cord y 0 ivery FeA ri e o Ivl FM Frm p rl Fed I I 1 9 4 iii OepUFoor /Surte/AOom Cepr /noor/Sa /Roam ❑ Check here m, Fre r residence e,. 0210 L a Express Package Service P k g es under 150lb C FItf }Pe g tl dOe gl FedEn Frtsr CdErrIgh FadEx E U;rs , CO Express Freight Service Packages over 150 lbs. ❑Fed Ex Overnight Frei gM Frd&POay Fr ej EFed ExE ress Severkeigln ❑ .�,�� . � lo,eea �,s,os a, -i Li Packaging dEx i F edEx Fe lhher L'— .FeL n ,e S edEx ❑ F Box Tu be Fk • Special Handling Does this shipment contain dangerous goods ?' IJ N Eves o Eve er., ❑ o "el`a tr ❑ Cargo Aircraft Only B ill Nn5erd ERec^PierF[ J y r(i.' 04 J i�xrl i L�JMY` , $-,JAY• -. I 4�J Total Weight 00 $ ' rta xe o.rSimM,r �� .,,aaeoral_Do Seestews[ Credit Card Aulh Release Signature • s. rdemnil, e,d Foie herRies<reoe,e n.na Questions? Call 1 •800•Go'FedEx' 1800)4633339 'Third Party ❑ Credh Card ❑Cash/ 321 • • • • • • • • • • • • • • Terms And Conditions Definitions On this Airbill, 'we," "our " and le refer to Federal Express Corporation, its employees, and agents. You and 'your" refer to the sender. its employees, and agents. Agreement To Terms By giving us your package to deliver, you agree to all the terms in our current Service Guide, which is available on request You also agree to those terms on behalf of any third party with an interest In the package. If there isa conflict between the Service Guide and this Airbill, the Service Guide will control. No one is authorized to change the terms of our Agreement. Responsibility For Packaging And Completing Airbill You are responsible for adequately packaging your goods and properly filling out this Airbill. 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Declared Value Limits • The highest declared value allowed for FedEx Letter and FedEx Pak shipments is$500. • For other shipments, the highest declared value allowed is 050,000 unless your package contains items of "extraordinary value," in which case the highest declared value allowed is $500. • Items of "extraordinary value" Include shipments containing such items as artwork, jewelry, furs, precious metals, nego- tiable instruments, and other items listed in our Service Guide. •You may send more than one package on this Airbill and fill in the total declared value for all packages, not to exceed the 0100, $500 or $50,000 per package limn described a bove. (Example: 5 packages can have a total declared value of up to $250,000.) In that case, our liability is limited to the actual value of the pack- age(s) lost or damaged, but may not exceed the maximum allowable declared veluelsl or the total declared value, which- ever is less- You are responsible for proving the actual loss or damage, Filing A Claim YOU MUST MAKE ALL CLAIMS IN WRITING and notify us of your claim within strict time limits set out in the current Service Guide. Well consider your claim tiled if you notify our Customer Service Department at 1.800•Go•FedEx' 18001483.3334 end make your claim in writing as soon as possible. Within 90 days after you notify us of your claim, you must send us all the information you have about it We aren't obligated to act on any claim until you have paid all transportation charges, and you may not deductthe amount of your claim from those charges, If the recipient accepts your package without noting any damage an the delivery record, we will assume the package was delivered in good condition. 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Money -Back Guarantee In the event of untimely delivery, Federal Express will at your request and with some limitations, refund or credit all transportation charges. See current Service Guide for more information. Freight Services There are several freight service options, depending on your transit time needs. • FedEx Overnight Freight Next business -day service to all paints in the 48 states; rates are based upon the distance shipped. • FedEx 2Day Ejaldht Second business -day service to all points in the 48 stalk; rates are based upon the distance shipped. • FedEx Express Saver Freight Up to 3 business -day service to' all pants in the 48 states; rates are based upon the distance shipped. • • • • • • • • • • SAUCE M. BODIN• RANIER F. MUNNS RULDN O. ?RUN.. ALFRED L FRITH MAUREEN A. B u} PATRIC. L. R,CM E RO E. WHV R TA R i PIPER ALLAN SEVERNS PAMELA BOUNDS S.F. CS,FFI GODFREY. JR , MICHAEL L. DAVIS C. SAMUEL ANTI CHARLES V. CHOVCE, JR.•T PETER C. MCLEOD WALLACE DAVID W. HALL PETER SHUTTERS NANCY E. BRANDT ARTHUR G. EMENS • RETIRED •• ADMITTED TO TEXAS BAR • FL BOARD CERTIFIED MARITAL& FAMILY LAW TT FL BOARD CERTIFIED TRIAL LAWYER • T OF COUNSEL VIA FEDERAL EXPRESS Ms. Pat Patterson Round Rock Volunteer Center 206 West Bagdad Ave. Round Rock, Texas 78684 Biff God rey Enclosure 770 DELTONA BOULEVARD SUITE C DELTONA, FLORIDA 32725 TELEPHONE (407) 860 -5200 FAX (407) 880-0701 Re: Albertson's #4009, Round Rock, TX Non - Exclusive License Agreement Dear Ms. Patterson: Please call if there are any questions Sincerely, cc: Mike Baldner (cover only) Rebecca Hardesty, Esq. (cover only) Rulon Munns, Esq. (cover only) A o 2, T L. d .na l at —eato 230 NORTH ORANGE AVENUE ELEVENTH FLOOR POST OFFICE BOX 2807 ORLANDO, FLORIDA 32802 TELEPHONE (407) 425-1814 Fax (407) 648 -5459 233 NORTH BERMUDA AVENUE KISSIMMEE, FLORIDA 34741 TELEPHONE (407) 870-1919 Fax (407) 870 -2419 December 30, 1998 2215 S.E. FT. KING STREET SUITE A OCALA, FLORIDA 34471 TELEPHONE (352) 690-7400 FAX (952) 690 -6618 LEGAL ASSISTANTS =eU gRAY JO STAFFORD - THOMAS M. WILLIAMS, ' CLA, CFLA REPLY To: P.O. Box 2807 ORLANDO FLORIDA 32802 Enclosed please find two (2) partially executed copies of the Non - Exclusive License Agreement which need to be signed by the City and one (1) fully executed original returned to me. \ \bmm\sys \dat \alb \ word \abertson's, inc \surplus \texas\round rock \patterson 123 01tr. d oc FACSIMILE: (407) 425.0241 Sincerely, gar Siff Godfrey TO 39Cd V(A EMAIL ►olrockSedea.com dadpartgeol.coni Ms, Pat Patterson Round Rock Volunteer Center Round Rock, Texas xis 11 x41 Rt. Albertaon's 44009, Round Rock TX Non - Exclusive License Agreement Den Ms. Patterson: lam, gym. C 250 NORTH ORANGE AVENUE, ELEVtftiTt FLOOR FoGr OFFICE BOX 2807 ORLANDO. FLORIDA 32802.2807 TELEPHONE: (407) 425 -1814 EMAIL' BIFF ©13O0IN4UNNS.COM November 27, 1998 Per our conversation, Albermon's is willing to permit your ;rat of die referenced location under the wen of the attached Nor. - Exclusive License Agreement based on the fallowing additional undemandings. 1. You will immediately sign and overnight to Mr. Mike Baldrics at Albertson's (sec address below) dace (3) counterpart copies of the attached Agreement 2. You have represented that you will obtain approval and execution of three (3) couatetpan copies of the Agreement by the Maya and City Attorney for the City of Round Rook at the December l9, 1998 the City Council. meeting of 3. You will have the insurenoe ocrpticate reissued to include °overage as of November 30, 1998. ICat all poseibic, I would appreciate a call from the Mayor or the City Attorney, as loot ea possible, to further verily the City's agreement to abide by the Agreement, 1 can be ruched at the office number above, extension 4288, at my home 4407- 876-7463 or on my cell phone 4407- 701.7530. Messages can be left at niy home phone. Please cap or email trm at the above email address or my home email (biffgodf®aol.cem) if than sub any question or f further discussion is required. Attachment (Nor.. Esclvave Luxe, AtSecnlant) Otbevnbya`dat Ib\wonrmflwtson'a, ieeieurylue\tax0s rowan roeleyeoerson 11271er, die u: Mr, M(la eildner, (wnocl. ria fox) Albenron',. 1ne. 250 Park arter Blva Bois., ID t3706 r1MNKv31Dn1.1.11wD1DiL.L9altrl°N1 MOS11Rrt U1lraxAS.OUND ROC11PAtTaxlOMn 11.oce I±O 1OR NDO? QNf1ON SSLEBTEZTS WiMin, AVM, BS: 8661 —40-030 SSGZ9I:ZZTS VT:9T PACT /00 /ZT