HomeMy WebLinkAboutPNC Bank/Use of Parking Lot AgreementApril 24, 2017
City of Carmel
1 Civic Square
Carmel, IN 46032
Attention: Kayla Arnold (317) 515-8154
RE: Use of Parking Lot at 21 Rangeline Rd., Carmel IN (the "Property") by City of
Carmel ("Property User") for, theBikeCar mels .Ride; Dine and lj Event
Dear Ms. Arnold:
PNC Bank, National Association ("PNC Bank") hereby agrees to allow Property User to
use the Space solely for bike parking and event sponsor tents (the "Permitted Use") during July 1,
2017 form 2:00 PM until midnight (the "Use Period") subject to the terms of this letter agreement.
Intending to be legally bound, Property User and PNC Bank hereby agree as follows:
1. Property User shall use the Space for the Permitted Use only during the Use Period.
Properly User shall not sell or otherwise offer any food or beverages at the Space or pen -nit any
performances to be held at the Space. Property User will ensure that its use of the Space in no way
interferes with the ability of PNC Bank's employees and customers to access and conduct business
from any PNC Bank branch or office located on the Property, including, without limitation, the
ATM, night depository and drive-thru facilities.
2. Property User shall be solely responsible for procuring and complying with all
governmental orders, regulations and permits necessary to use the Space for the Permitted Use.
Property User shall not use the Space for any purpose which will violate any laws, ordinances,
rules, regulations or orders imposed or issued by any governmental entity. or agency.
3. Property User shall have the right to use the Space without any use fee. Property
User shall indemnify and hold harmless PNC Bank and its agents, employees, officers, directors
and attorneys from any and all claims, liabilities, costs (including reasonable attorneys' fees)
and/or damages arising out of or relating to the acts or failure to act of Property User or its agents,
employees, contractors, vendors or invitees or the entry upon, use or operation of the Property
(including, without limitation, the Space) by Properly User or its agents, employees, contractors,.
vendors or invitees or the breach of any of the terms of this letter agreement by Property User.
4. Property User shall not make any permanent alterations, additions or
improvements to the Space. Property User shall promptly repair any damage to the Property
(including, without limitation, the Space) caused by Property User or its agents, employees,
contractors, vendors or invitees and shall surrender the Space to PNC Bank in broom clean
condition and in substantially the same condition in which it existed immediately preceding
Property User's use thereof.
5. Properly User "shall maintain, at its sole expense, commercial general liability
insurance in an amount of not less than $3,000,000 per occurrence and $3,000,000 general
aggregate per location and all-risk property insurance in an amount not less than the replacement
value of Property User's property and otherwise, in forms acceptable to PNC Bank in its
reasonable discretion with one or more insurance companies reasonably acceptable to PNC Bank.
Upon execution of this letter agreement, Property User shall deliver or cause to be delivered to PNC
Bank certificates of insurance evidencing all insurance policies required by PNC Bank. The
commercial general liability insurance policy shall name PNC Bank as an additional insured "as its
interest may appear".
6. PNC Bank shall not be liable for and Property User hereby releases PNC Bank
from any and all liability arising from any injury or damage to any property or person occurring
on or about the Property (including, without limitation, the Space) from any cause whatsoever
(including but not limited to water, rain, snow or ice which may leak into or issue from the
Property, including, without limitation, the Space). PNC Bank shall not be liable for failure to
provide to Property User access to the Space if the Space is not ready for use or occupancy due to
any cause whatsoever.
7. Property User acknowledges that the Space will be in "as -is, where -is" condition,
without any representation or warranty by PNC Bank or any construction or repair obligation. PNC
Bank hereby expressly disclaims any and all warranties, express or implied, relating in any way to
the Space.
8. Property User covenants and agrees that Property User shall not, and shall cause all
of its employees, invitees, contractors, subcontractors, licensees and agents, not to, store, use,
dispose of or release (either with or without negligence) any biologically or chemically active or
other Hazardous Substances and Materials on or about the Property (including, without
limitation, the Space). Without limitation, "Hazardous Substances and Materials" shall include
asbestos, petroleum-based products, explosives and those described in the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C.
Section 9601, et seq., the Resources Conservation .and Recovery Act, as amended, 42 U.S.C.
Section 6901, et seq., or any other federal, state or local laws, ordinances or regulations and the
regulations relating to environmental regulations or hazardous activities.
9. PNC Bank hereby reserves the right on behalf of itself, its employees and agents
to enter the Space at any time.
10. Property User agrees that nothing in this letter agreement shall result or be deemed
to result in PNC Bank being an employer, employee, principal, agent or partner of Property User.
This letter agreement is not a lease but merely a revocable license for Property User to use the
Space on the terms and conditions set forth herein.
11. Property User shall comply with all rules and regulations relating to the Space
and/or the Property.
12. PNC Bank shall have all rights and remedies available at law or in equity if Property
User breaches the terns of this letter agreement.
13. If Property User fails to surrender the Space upon termination of the Use Period,
then, in addition to all other rights and remedies of PNC Bank as provided by law, equity or the
terms of this letter agreement, Properly User shall indemnify PNC Bank against any liability
resulting therefrom.
14. Property User acknowledges and agrees that PNC Bank shall not be obligated to
provide any building services or have any maintenance or repair obligations hereunder.
Kindly evidence Property User's agreement to the foregoing by having a duly authorized
officer of Property User sign the enclosed copy of this letter agreement where indicated and
returning it together with the appropriate insurance certificate to me by June 26, 2017, If PNC
Bank does not receive a fully executed copy of this letter agreement together with the appropriate
insurance certificate by the above deadline, this letter agreement shall be null and void and of no
force and effect. By signing below, the person executing this letter agreement on behalf of Property
User represents and warrants that they have full legal capacity, power and authority to execute and
deliver this letter agreement on behalf of Property User and that this letter agreement represents a
valid and binding obligation of Property User that is enforceable in accordance with its terms.
If you have any questions, please feel free to contact me at 316-564-9113.
Sincerely,
PNC Bank, National Asso iation
By:
Name: Sue Gehrke
Title: Regional Manager
Intending to be legally bound, agreed to and accepted this day of
20
City of Carmel
Attest:
Name:
Title:
By:
Name:
Title:
Approved and Adopted this U day of ��1I�1�-- , 20_n.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY:
Nb-� hr�co+
James Brainard, Presiding Officer
Date:
May AnrAurke, )�;mbe/rf
Date:
Lori S. Watson, Member
Date: d"
ATTEST:
Christine Pauley Clerk -Treasurer
Date: ( — I 1 -1