Property Occupancy
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LICENSE AGREEMENT
This License Agreement is entered into this 23rd day of August, 2004, by and between the
CITY OF SALINA, KANSAS (the "City") and SALINA IRON & METAL COMPANY, a Kansas
Corporation, ("Salina Iron & Metal").
Recitals
A. Salina Iron & Metal has sold to the City pursuant to a Contract of Sale of Real
Estate dated August 20,2004, (the "Contract") the Saline County, Kansas, real estate described as:
A tract ofland located in the Northeast Quarter (NE~) of Section Twelve (12), Township
Fourteen (14) South, Range Three (3) West ofthe 6th P.M., City of Salina, Saline County,
Kansas, described as follows:
Commencing at the Northeast comer of said Northeast Quarter (NE~), thence on an
assumed bearing of South 00°00'00" West, along the East line of said Northeast Quarter
(NE~), a distance of Eight Hundred Ten and Twenty-four Hundredths (810.24) feet;
thence North 90°00'00" West, a distance of Fifty (50.00) feet, to the point of beginning;
thence South 00°00'00" West, parallel with the East line of said Northeast Quarter
(NE~), a distance of One Hundred Fourteen and Eighty-three Hundredths (114.83) feet;
thence South 62°07' 17" West, parallel with the Central Kansas Railway, LLC. track, a
distance of Five Hundred Ninety-four and Thirty-one Hundredths (594.31) feet; thence
North 27°52'43" West, a distance of One Hundred One and Five Tenths (101.5) feet;
thence North 62°07' 17" East, parallel with the Central Kansas Railway, LLC., a distance
of Six Hundred Forty-eight (648.00) feet, back to the point of beginning.
together with all appurtenances, permanent improvements and fixtures (the "Property").
B. While the sale of the Property by Salina Iron & Metal to the City has closed this 23 rd
day of August, 2004, Salina Iron & Metal desires to remain in possession of the Property and the
City agrees to allow the it to remain in possession of the Property strictly for the purposes and under
the conditions set forth in this License Agreement.
THE PARTIES THEREFORE AGREE:
1. Grant of License. The City grants a license to Salina Iron & Metal permitting it to
continue to occupy the Property through December 31, 2004, exclusively for purposes of
business relocation and Site Cleanup, as defined in the Contract, (the "License"), and not for
receiving additional scrap or salvage material for storage, processing, or transport.
2. Term of License. The License shall commence upon execution of this License
Agreement and shall continue until the earlier of:
A.
Expiration of the License as set forth in Paragraph 1 above; or
.
B. Notification of the City by Salina Iron & Metal that it has vacated the
Property prior to December 31, 2004.
3. Indemnification and Hold Harmless. Salina Iron & Metal shall indemnify and hold
the City and its current and former elected officials, agents, and employees harmless from all
claims, liability, loss, damage, expense, or judgment, including attorneys' fees so incurred,
arising from the its continued occupancy of the Property pursuant to the License (the
"Indemnification"). Salina Iron & Metal shall maintain in effect commercial general liability
coverage of no less than $500,000 on a per occurrence basis, which includes coverage extending
to the Indemnification, and shall provide the City with ongoing written proof of such coverage.
Salina Iron & Metal agrees to defend against all claims brought or actions filed against the City
with respect to the its occupancy of the Property pursuant to the License, whether such claims are
rightfully or wrongfully brought or filed. The City agrees that Salina Iron & Metal may employ
attorneys of its own selection to appear and defend the claim or action on behalf of the City, at
the sole expense of Salina Iron & Metal. Salina Iron & Metal shall have control of the defense in
any such lawsuit and negotiations relating to its settlement. The City shall assist Salina Iron &
Metal as reasonably requested by Salina Iron & Metal regarding such lawsuit. Salina Iron &
Metal agrees to reimburse the City for all expenses, costs, and attorneys' fees incurred by the
City in the enforcement of any part of Salina Iron & Metal's agreement to indemnify the City.
4. Maintenance on Restoration. The City shall not be responsible for maintenance of
the Property or restoration of damage to the Property from any cause during Salina Iron & Metal's
continued occupancy.
5. Assignment of License. The assignment of any rights under this License Agreement
by Salina Iron & Metal shall not be permitted.
6. Binding Effect. This License Agreement shall be binding upon the parties, their
successors and authorized assigns.
Executed the day and year first above written.
CITY OF SALINA, KANSAS
BY:~
Dennis M. Kissin
SALINA IRON & METAL COMPANY
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By:
Robert C. Butts, President
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