License Agreement
..
REBECCA SEEMAN
REGISTER OF DEEDS VN N
SALINE COIJ,ITY KANSAS
Book: 1104 Page: 748
Receipt I: 25288 Total Fees: $28.00
LICENSE AGREEMENT Pages RÓ;:~~~~o;ded: 5/16/2005 9:10:26 AM
This License Agreement is entered into this ~day of Mó..y ,2005, by and among the
CITY OF SALINA, KANSAS (the "City"); Ridgway Properties, L[C, a Kansas Limited Liability
Company, ("Owner"); and KCG, Inc., an Arizona corporation, d/b/a Rew Materials ("Tenant").
Recitals
A.
Owner owns the following described real estate:
Block Ten (10) in Northeast Industrial Park (Blocks Nine (9) and Ten (10)) to the
City of Salina, Saline County, Kansas (the "Real Estate").
B. Tenant leases the Real Estate from the Owner and at that location owns and operates
a dry wall supply company.
C. Tenant wishes to construct a storage building and improve traffic circulation on the
Real Estate as depicted on the attached and incorporated Exhibit A (the "Improvements").
D. Construction of the Improvements can best be accomplished through utilization of a
portion of the abutting, unimproved Fourth Street right-of-way, legally described on the attached
and incorporated Exhibit B (the "Affected Right-of-way") by Owner and Tenant (collectively, the
"Licensee").
E. The City's Engineering Department has concluded that under the circumstances,
allowing Licensee to maintain the Improvements in the Affected Right-of-way will not interfere
with the current and reasonably anticipated future public use of the Fourth Street right-of-way.
F. The Union Pacific Railroad has determined and acknowledged that Licensee's
proposed use of the Affected Right-of-way is neither in conflict nor will interfere with its rail
operations in the Fourth Street right-of-way as previously authorized by the City.
THE PARTIES THEREFORE AGREE:
1. Grant of License. The City grants a license to Licensee for the construction and
maintenance of the Improvements on the Affected Right-of-way (the "License").
2. Term of License. The License shall commence upon execution of this License
Agreement and shall continue until the earlier of:
A. Discontinuation of use of the Improvements as constructed and
maintained at the location depicted on Exhibit A; or
B. Notification of Licensee by the City that the public interest is best
served by the use of the Fourth Street right-of-way in a manner in conflict with the
License, and that the License shall terminate no less than 180 days following such
notice.
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Book: 1104 Page: 749
3. Responsibilities Upon Notification of Termination. If notice of termination of the
License is given pursuant to paragraph 2.B, Licensee must remove or lawfully relocate to the Real
Estate that portion of the Improvements that extends over the Fourth Street right-of-way no later
than the designated license termination date. If Licensee fails to remove or lawfully relocate to the
Real Estate that portion of the Improvements that extends over the right-of-way prior to the License
termination date, the City may cause the necessary removal work to be performed and charge the
cost of the work against Licensee and/or assess the costs as a special assessment against the Real
Estate.
4. Indemnification and Hold Harmless. During the term of the License, Licensee
shall hold harmless and indemnify the City, its agents and employees, against all liability, loss,
damage, expense, and judgment, including attorneys' fees so incurred, arising from or relating to
its use of the Fourth Street right-of-way pursuant to the License by Licensee. In addition, such
indemnity shall extend to any liability imputed to the City resulting from Licensee's failure to
comply with all federal, state, county, and city laws, ordinances, and regulations relating to the
Retaining Wall System. Each party shall give immediate notice to the other of all such claims,
actions, or proceedings brought against the party giving such notice. Licensee agrees to defend
against all claims brought or actions filed against the City with respect to Licensee's use of the
Fourth Street right-of-way pursuant to the License, whether such claims are rightfully or
wrongfully brought or filed. The City agrees that Licensee 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
Licensee. Licensee shall have control of the defense in any such lawsuit and negotiations relating
to its settlement. The City shall assist Licensee as reasonably requested by Licensee regarding
such lawsuit. Licensee agrees to reimburse the City for all expenses, costs, and attorneys' fees
incurred by the City in the enforcement of any part of Licensee's agreement to indemnify the
City.
5. Notices. Any notice to a party shall be sufficient if mailed by United States mail,
postage prepaid, at the following addresses:
City of Salina, Kansas
c/o City Clerk
P.O. Box 736
Salina, KS 67402-0736
Jeffrey S. Butts, Manager
Ridgway Properties, LLC
15720 W. 10Sth, Suite 100
Lenexa, KS 66219
Jeffrey S. Butts, Vice President
KCG, Inc.
15720 W. lOSth, Suite 100
Lenexa, KS 66219
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Book: 1104 Page: 750
6. Assignment of License. The assignment of any rights under this License Agreement
by Licensee shall be subject to the prior written consent of the City.
7. Joint and Several Obligations. The Owner and the Tenant shall be jointly and
severally responsible for all obligations of the Licensee under this License Agreement.
8. 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 iUd ~
~:t1X@:nm~~k, Mayor
Deborah Divine
RIDGWAY PROPERTIES, LLC
By:
By:
STATE OF KANSAS, SALINE COUNTY, ss:
-tor
BE IT REMEMBERED, that on this 1CL day of ...~ 2~ before ~e, . the
undersigned, a notary public in and for the county and state aforesaid, me ~(~hshftkv.,C~;
Mayor of the City of Salina, Kansas, and Lieu Ann Elsey, City Clerk, who are personally known
to me to be the same persons who executed as such officers the within instrument of writing on
behalf of the City of Salina, Kansas, and such persons duly acknowledged the execution of the
same to be the act and deed of said City.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year last above written. ~
A. PENNY DAY Notary Publi
~ Notary Public. Slate of Kansas
My Appt. Expires () J
-3-
Book: 11Ø4 Page: 751
STATE OF KANSAS, COUNTY OF JOHNSON, SS:
BE IT REMEMBERED, that on this .J~ day of~, 2005, before me, the
undersigned, a notary public in and for the county and state afor~said, came Jeffrey S. Butts,
Manager of Ridgway Properties, LLC, who is personally known to me to be the same person who
executed as such officer the within instrument of writing on behalf of Ridgway Properties, LLC.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year last above written.
.¿;OTARY PUBLIC. Slate of Kalllla
JEANETTE E. CLARK
My Appt. Exp. 7 - ¡; - "Z
~f.o~'Lt... [' ('.£.,~
Notary ublic
STATE OF KANSAS, COUNTY OF JOHNSON, SS:
BE IT REMEMBERED, that on this :i&f). day of 'fì1~ 2005, before me, the
undersigned, a notary public in and for the county and state aforesaid, ame Jeffrey S. Butts, Vice
President of KCG, Inc., who is personally known to me to be the same person who executed as
such officer the within instrument of writing on behalf ofKCG, Inc.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year last above written.
~J~
tary PublIc
z(?~
.OTARY PUBLIC. State of KalIna
JEANETTE E. CLARK
My Appt. Ex¡¡. 7-~. ð '7
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Book: 11Ø4 Page: 753
EXHIBIT B
A portion of the Southwest Quarter of Section 12, Township 14 South, Range 3 West of the 6th
Principal Meridian in Salina, Saline County, Kansas, described as follows: Commencing at the
Northwest comer of Block 10, Northeast Industrial Park (Blocks 9 and 10) to the City of Salina,
Saline County, Kansas; thence South 00°31 '38" West (basis of bearings is the North line of said
Block 10 as platted) along the West line of said Block lOa distance of 52.88 feet for the point of
beginning; thence continuing South 00°31 '38" West along the West line of said Block lOa
distance of 97.03 feet to the Southwest corner of said Block 10; thence continuing South
00°01 '38" West along the extension of the West line of said Block 10 a distance of 85.74 feet;
thence North 90°00'00" West 13.30 feet; thence North 00°14'21" East 114.96 feet; thence along
a curve to the right (having a radius of 413.20 feet and a chord bearing North 12°04'07" East
69.34 feet) a distance of 69.42 feet to the point of beginning, containing 0,048 Acre.
1600
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