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License Agreement with Bridgetower Owners Association for Landscape Maintenance fo Bellano Creek ParkADA COUNTY RECORDER Christopher D. Rich 2016-037780 BOISE IDAHO Pgs=3 BONNIE 05/04/2016 10:33 AM MERIDIAN CITY NO FEE When Recorded Mail To: 11111111111111111111111111111 CITY OF MERIDIAN 00221300201600377800030039 33 E. Broadway Avenue Meridian ID 83642 Attn: City Clerk (Above Space for Recorder's Use Only) LICENSE AGREEMENT FOR LANDSCAPE MAINTENANCE This LICENSE AGREEMENT FOR LANDSCAPE MAINTENANCE ("Agreement") is made effective this,—,,t43 day of May, 2016, by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("Licensee"), and Bridgetower Owners' Association LLC, a limited liability company organized under the laws of the State of Idaho ("Licensor"). Licensee and Licensor may be collectively referred to as "Parties." WHEREAS, Licensor owns Ada County parcel no. SO435346510, legally described as Parcel #6510 of the Southeast'/4 of the Southwest'/4 of Section 35, TAN, R. IW, Boise Meridian, Ada County, Idaho, the southern portion of which is a strip of land that abuts a future city park to the west, as generally depicted in Exhibit hereto ("Licensed Premises"), all of which is encumbered by an irrigation easement for the Creason Lateral held by the Nampa & Meridian Irrigation District ("NNM"); WHEREAS, it is mutually beneficial for both Parties for Licensee to assume responsibility for landscape maintenance of the Licensed Premises; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Grant of license. Licensor hereby grants to Licensee, as grantee, a non-exclusive license on, over, across, under, and through the Licensed Premises, for the limited purposes of installation and maintenance of landscaping, to include non -woody vegetation only, and improvement, use, and maintenance as a city park. 2. Term and termination. This Agreement shall continue in perpetuity and shall remain in effect unless and until terminated by either parry, upon ninety (90) days' written notice. 3. Maintenance. Licensee shall maintain the landscaping on the Licensed Premises in good condition and repair, and as may be needed to satisfy applicable laws, policies, and reasonable discretion of Licensor, and sound landscape maintenance practices. 4. Damage or destruction. In the event that the landscaping on the Licensed Premises is damaged or destroyed, in whole or in part, Licensee may restore or replace the landscaping, subject to availability of sufficient funds. 5. Water. Licensee shall pay for the provision of and continued use of water to the Licensed Premises, if any. MERIDIAN MONUMENT LICENSE AGREEMENT PAGE I Or 3 6. Insurance to be obtained by Licensee. Licensee shall obtain all necessary property and other insurance as may be required in order to protect its insurable interests for its rights and obligations described within this Agreement. Insurance of Licensor's insurable interests shall be the sole responsibility of Licensor. 7. Binding on Successors. This Agreement shall be binding on the successors, administrators, executors and assigns of all parties hereto, and shall run with the land. 8. Hold harmless. Licensee agrees to hold the Licensor, its successors, assigns, and agents harmless from any and all claims, liability, losses, costs, charges, or expense that arise from Licensee's use or use by its employees, licensees, agents, invitees, or representatives, of the Licensed Premises pursuant to the license granted hereby. 9. Remedies. In the event of a breach hereunder by either party, the non -breaching parry shall have all remedies available at law or in equity, including the availability of injunctive relief. In any suit, action or appeal therefrom to enforce or interpret this Agreement, the prevailing party shall be entitled to recover its costs incurred therein, including reasonable attorneys' fees. 10. Assignment. Neither party shall sell, transfer, or assign its interest in this Agreement without first providing written notice to the other party. 11. Obstructions. Neither Licensor nor Licensee shall install or permit any fence, sign, or other barrier within or across the Licensed Premises. However, the foregoing shall not prohibit the installation of temporary barricades reasonably necessary for security and/or safety purposes in connection with repair or maintenance of the Licensed Premises, so long as such work is conducted in the most expeditious manner reasonably possible. 12. Notices. All notices, demands and requests required or desired to be given under this Agreement must be in writing and shall be deemed to have been given as of the date such writing is mailed, via U.S. Mail, prepaid and addressed to the respective Party's current registered agent as enumerated in the records of the Idaho Secretary of State. 13. Entire agreement. This Agreement constitutes the entire understanding between the Parties. This Agreement supersedes any and all statements, promises, or inducements made by either party, or agents of either party, whether oral or written, and whether previous to the execution hereof or contemporaneous herewith. The terms of this Agreement may not be enlarged, modified or altered except upon written agreement signed by both parties hereto. 14. Agreement governed by Idaho law. The laws of the State of Idaho shall govern the validity, interpretation, performance and enforcement of this Agreement. Venue shall be in the courts of Ada County, Idaho. 15. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remainder of this Agreement shall not be affected. 16. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. MERIDIAN MONUMENT LICENSE AGREEMENT PAGE 2 OF 3 17. Warranty of authority. The person executing this Agreement on behalf of Licensor represents and warrants due authorization to do so on behalf of Licensor, and that upon execution on behalf of Licensor, the same is binding upon, and shall inure to the benefit of, Licensor. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed the day and year first written above. LICENSOR: Bridgetower Ow ers' Association LLC By: Alana . Ashby hief Executive Officer Association Management, Inc. Its: Manager STATE OF IDAHO ) )ss. COUNTY OF ADA ) /l On this � '7 day of 2016, before me, �Mq, uy , a Notary Public in and for said State, personally appeared ALANA J. ASHBY, known or identified to me to be the person who executed the instrument on behalf of Bridgetown Owners' Association LLC, and acknowledged to me that such LLC executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and •e Deb year in this certificate f �rn. .'see% LICENSEE: City of 'dian Mayor STATE OF IDAHO ) )ss. Notary Public for Idaho t' Residing at X12G�CL%0 My commission expires ;.s - A 4 ATTEST: E IDlgN#_ cy Jones, City 1OA110 SEAL COUNTY OF ADA ) A I On this P day of 0.1 2016, before me, the undersigned, a Notary Public in and for said State, personally appeared TAMMY DE WEERD and JACY JONES, known to me to be the Mayor and City Clerk, respectively, of the City of Meridian, Idaho, and who executed the within instrument, and acknowledged to me that the City of Meridian executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above wrijgw • • ■ ■ �..• �. "OT4 Notary PubliIT= Idaho • ,.Q • Residing at JUS • My commission expires 3 a- • LIC •. o° MERIDIAN MONUMEl�F�('EN�.AGREEMENT PACE 3 OF 3