AgdaPkt 2015-10-26 Study and Joint SA PFA

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6.3.A. - Page 72 LICENSE AGREEMENT BETWEEN THE CITY OF REDWOOD CITY AND HAMILTON &WINSLOW PROPERTIES, LLC THIS LICENSE AGREEMENT ("Agreement" or"License") is entered into as day of , 2015 (the "Effective Date"), by and between THE CITY OF REDWOOD CITY, a charter city and municipal corporation of the State of California ("CITY"), and HAMILTON & WINSLOW PROPERTIES, LLC, a California limited liability company ("LICENSEE"). RECITALS A. CITY owns real property commonly referred to as the Winslow Lot, located between Winslow and Hamilton Streets across from the CalTrain station in Redwood City, California, as more particularly described in Exhibit "A," attached hereto and incorporated herein by reference and depicted in Exhibit "B," attached hereto and incorporated herein by reference ("Winslow Lot"). B. LICENSEE and CITY have entered into a Disposition and Development Agreement ("DDA"), dated September 3, 2015, for the development of property to the east of the Winslow Lot for the development of retail/commercial and office uses (the "Project"). C. During construction of the Project, LICENSEE desires to use the Winslow Lot, and CITY is willing to provide to LICENSEE a license to use the Winslow Lot, for a contractor staging area and for a temporary by-pass road, all on the terms set forth herein. AGREEMENT NOW, THEREFORE,for valuable consideration, receipt of which is hereby acknowledged, the parties agree as follows: 1. Grant of License; License Fee. Starting three (3) days after written notice from LICENSEE to CITY (the "Commencement Date"), CITY confers to LICENSEE a revocable, personal, non-possessory and exclusive privilege to enter upon and use (i) the portion of the Winslow Lot ("Initial License Area") shown on Exhibit "C", attached hereto and incorporated herein by reference; and, (ii) upon written notice by CITY to LICENSEE, thereafter for the entire Winslow Lot depicted on Exhibit B, for the limited purpose and subject to the terms, conditions and restrictions set forth below. This Agreement gives LICENSEE a license only and notwithstanding anything to the contrary herein, this License does not constitute a grant by CITY of any ownership, leasehold, easement or other property interest or estate whatsoever in the Winslow Lot, or any portion thereof. Nothing in this Agreement shall be construed as granting or creating any franchise rights pursuant to any federal, state or local laws. On the Commencement Date and on the same day of each month thereafter until Licensee has received a partial Certificate of Completion for the Hamilton Garage (as defined in the DDA), LICENSEE shall pay to CITY the sum of FOUR THOUSAND THREE HUNDRED DOLLARS ($4,300), by cash, certified check or wire transfer, which constitutes the fee (the "License Fee") for the use of the Winslow Lot for the next succeeding month of this Agreement. After the issuance of a partial Certificate of Completion for the Hamilton Garage, the License Fee shall be EIGHT THOUSAND SIX HUNDRED DOLLARS ($8,600) per month. The applicable License Fee ATTY/AGR/2015.146.1/HAMILTON-WINSLOW DDA—LICENSE AGREEMENT REV: 10-21-15 VR;GGB Redline 9-29-15 Pagel of 12 82483.00019\20598842.2