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Home My WebLink AboutAGMT - American Honda Motors (Watercraft) , . 1 f : i . 4 K" = 1'CND ifgONAL ATE•RCRAFT LEASE` vREEMENti ;'f {` s i `r • • , r ; .t ' - " ,.- -. (. ..ii-Z.-.4. : s • 4 - r.:..41.....,!'41.4.... ,. rsYr L - .. `. , "'� ; s " T "` • , °` - > r • . :1-4.4;:b - - . • �p` - : ,r , $ $, • a 1 v 3 ,(,, "' .J `' '� fiy a'e�.`• y{.�^f�'Y �-• >: ; �^• x •`r'.�'' ?- ' y } '` ` .�•y ' 4 0 . = .s• . - •� : ,- ,• t � wfi C . -` 6 Aa!"%.t-• ' .' . s � e3 r 9;°•;.{ { I W �' ' ..N I -, ' f .'M qq�� .' �: . 9 J f C � h. �o -4.i ..� - •d°�h� >. .a ° F °J•�91' 1 American Honda Motor Co., Inc. ( "AHM ") I AGENCY NAME ( "Agency") • • `, of -sue•! NeAth 4 bzWe•rd Deft; : 1 Torrance Boulevard Telephone: 3101783 -3966 • AGENCY STREET ADDRESS TELEPHONE: '5 ` %�G1 100 -4C -6C i 211 Tot #- Torrance, California 90501 -2746 Fax: 3101222.6265 i AGENCY CITY I STATE I ZIP FAX: 642) 591- MO _ _ i s�tEt ► 4 967ya _ • _ PERSONAL'WATERCRAFT,(`.`PWC;) IDENTIFICATION i , ; '(use,add itiona l_ sheets' ; if necessary) : :,:,:.. ' ;•. •:,• F ,,: 1 't"• � :'w Unit Year Model Hull Identification Number Unit Year Model Hull Identification Number 1 p . . 1∎ aJrF� ;eA .i'i•�� /1 ' "; JY 4 • ° `- s, y4 '`-'':,. .1 %'). .4 4 - t':.F�'. tk• ' ''' a : •. v qa• a:> .,I P 4'L `' s S °,.• +p .5 2 Zoo M2XI2IJS(0 l sa^ 4-IP3 b IO ZO =5U(p 5 I' aa {3? G .�''..wipo -... ;r• ;d • . a`rt'; ie. ,.: s � .^e -• ' ..- ,.:6 . --••. • . •. • :16i.. -., �4i. . e. . .. :— - is, °x . •i^I • ;Rental Terriik ;`L a, t. ; :` 'FWin • ,131 .� lJ ' :,g _ to _ c _ e f C3,�_/h • 14otal. Nan Lease - , ' - ` ' , I • &4.... + '+m �Y..arda...ef .— .^ — avr -I . .. - __vy a .. - ' ------ — :- i 1,4".4,. . - 3 0` ",_e r , *4 : , n:: . X 4 4 x - .:...`_r k.... ° .. - _: F4_s- -- 4. __'°' q"_ " .:ary -N AHM AGREES: • Lease: AHM leases to Agency, for Agency's exclusive use, each PWC listed above (including all accessions, additions, parts, repairs, replacements, and upgrades to it). • Good Title: AHM warrants its good title to each PWC. • Taxes: AHM will file all personal property tax returns for each PWC and pay all taxes in connection with such filing. AGENCY AGREES: • Rent: Agency shall pay AHM One US Dollar (US$1 total per PWC) for each consecutive 12 month period that the PWCs are leased during the Rental Term ( "Yearly PWC Rental "). The first year's Yearly PWC Rental is due on the date of this Agreement. AHM has designated the final three months of the Rental Term as the Return Period during which all PWCs will be returned to AHM. AHM reserves the right to request the retum of the PWCs at any time during the Return Period. The Return Period includes the months of January through March of each year, and is designated in order to implement a timely return process. • Transport: Agency will pay all costs to transport PWCs to Agency's location at the start of the Rental Term, and to retum PWCs from Agency's location. • No Sublease or Assignment: Agency may not sublease PWCs, or assign this Agreement to anyone. • Ownership: PWCs are marked as and at all times shall remain AHM's personal property. There is no PWC purchase option for Agency, express or implied. • Repair or Replacement: If any PWC is lost or damaged, AHM may repair or replace the damaged or lost PWC, and Agency shall promptly pay AHM's invoice therefor. • Use, Condition, and Maintenance: PWCs may only be used by Agency's operators who are in compliance with the requirements of this Agreement, for purposes related directly to Agency's mission or role in patrol, enforcement, rescue, or education. Agency shall not permit any non - Agency related individual or entity to operate a PWC or ride as a passenger on a PWC, aside from a work - related, rescue, or emergency situation. Each PWC must be used in a careful and proper manner, and in compliance with all applicable laws, regulations, and manufacturer's or supplier's suggested guidelines. Agency shall keep each PWC in good condition and repair, fulfill all manufacturer's or supplier's maintenance guidelines, and take actions needed to keep the manufacturer's or supplier's warranty in full effect for the warranty's maximum term. Agency shall not alter any PWC (including insignia and lettering) without AHM's prior written consent. Agency shall maintain PWC service Togs and'copies of f ervice reports. Agency may be charged a reasonable cleaning fee for each PWC not retumed in clean condition. It is further agreed that the Agency will retake its' best efforts to acquire press or other media coverage of the PWC, which will support Honda's environmental and safety efforts. The Agency will provide Honda with copies of the aforementioned press coverage and /or other media coverage. • Operator Safety and Training: Each PWC shall be operated at all times in a safe and responsible manner. Agency shall ensure that before operating a PWC, each PWC operator shall have undergone an extensive U.S. Coast Guard - approved safety training program including receiving information on the safe operation of a PWC. At no time shall any PWC operator be under the influence of alcohol or any substance which affects the ability to operate or control a PWC. Each PWC operator shall have a valid operator's license, if required by applicable law. PWCs are inboard boats and their use is subject to all applicable state and local boating laws, statutes, ordinances, and regulations. Agency shall be responsible for all fines and penalties incurred during the Rental Term for each PWC, and thereafter until each PWC is returned to AHM. Before operating a PWC, each PWC operator shall have read the owner's manual and any other safety material that accompanies the PWC. Each PWC operator shall • comply with all safety rules and regulations outlined in the PWC product material, and shall wear a USCG - approved personal flotation device and eyewear. Each PWC operator shall operate the PWC with the safety lanyard properly attached to such operator, and shall heed all warnings on • ' PWC safety labels and PWC decals. • Damages: AGENCY SHALL BE CHARGED FOR ALL DAMAGES RESULTING FROM ABUSE, MISAPPLICATION, OR NEGLECT. AGENCY WAIVES ANY CLAIM (INCLUDING ANY BASED ON STRICT OR ABSOLUTE TORT LIABILITY) THAT AGENCY MIGHT NOW OR EVER HAVE AGAINST AHM FOR, AND AHM SHALL NOT BE LIABLE FOR SPECIFIC PERFORMANCE FOR, ANY LOSS, DAMAGE (INCLUDING CONSEQUENTIAL AND INCIDENTAL DAMAGES), OR EXPENSE CONCERNING OR ARISING OUT OF AGENCY'S PWC POSSESSION OR USE. IN NO EVENT SHALL AHM HAVE ANY LIABILITY TO AGENCY FOR INDIRECT, CONSEQUENTIAL, OR SPECIAL DAMAGES, INCLUDING LOST USE, REVENUE, OR PROFITS. Other :Teims •;Ttils Agreement; includes additional terrns,and conditions in th'e`[est of this Agreement.: - . ?' ;,. N;:_ ; :w: ; P , ° - • , i • HONDA PERSONAL WATERCRArre.E.ASEAGREEMENT;.. - .Y � Y ' • .'iLg -. _Y Y••aLl;'i '. a� ' 1 {: ` �, _ - . .' . •' •` . AGENCY FURTHER AGREES: • No Warranties: AHM LEASES PWCs "AS IS." NO WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING SUITABILITY, DURABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, CONDITION, CAPABILITY, FUNCTION, PERFORMANCE, QUALITY, OR FREEDOM FROM CLAIMS OF ANY PERSON BY WAY OF INTERFERENCE, INFRINGEMENT, OR THE LIKE HAVE BEEN MADE BY AHM, DIRECTLY OR INDIRECTLY, CONCERNING PWCs. • Risk of Loss: Agency shall give AHM immediate notice of any attachment or judicial process affecting any PWC or AHM's ownership of it. From Agency's commencement of possession of each PWC until its return to AHM, Agency bears all risk of each PWC's loss, theft, damage, or destruction (partial or complete) from any cause. No such loss will relieve Agency from any obligation under this Agreement, including the duty to pay rent and other charges. • No Encumbrances: Agency may not sell, pledge, mortgage, or otherwise encumber any PWC or any part of it; or encumber any interest under this Agreement. Agency shall keep each PWC free and clear of all levies, liens, charges, and encumbrances. Any failure by Agency to do so shall be a default for which AHM may elect, without notice, to exercise all remedies under applicable law, equity, and this Agreement. • Insurance: Throughout the Rental Term, Agency shall provide and maintain at its sole expense all forms of insurance that may be required by law for the services contemplated by this Agreement, including without limitation the following coverages: Commercial General Liability Insurance (ISO form CG 00 01 or equivalent). All coverage shall be on an occurrence basis with minimum limits of US$1 million per occurrence, US$1 million aggregate. Agency shall furnish AHM satisfactory evidence of such insurance ( "Certificate of Insurance ") (naming AHM as an additional insured and a loss payee). AHM may, at its option, permit Agency to be self - insured for all or a portion of the insurance coverage required above. The furnishing of acceptable evidence of required insurance does not relieve Agency from any liability or obligation for which it is otherwise responsible to AHM. The limits of insurance or applicable deductibles shall not limit the liability of Agency or relieve Agency of any liability or financial responsibility. Such insurance as is afforded by any policies contemplated by this Agreement for the benefit of AHM shall be primary insurance as respects any claims, losses, or liability arising directly or indirectly from Agency's operation, and any other insurance or self- insurance maintained by AHM shall be excess and non - contributory with the insurance provided under this Agreement. • Defense: In the event that any cause of action, claim, suit, or other legal proceeding is brought against AHM in connection with this Agreement, AHM, in its sole discretion, may elect to defend such matter by counsel selected by AHM, and Agency shall cooperate with AHM in connection with such defense. AHM shall have the sole authority to approve or disapprove any settlement of any such action, claim, suit, or other legal proceeding. . • . Return of Each PWC: Upon expiration or termination of the Rental Term: (a) each PWC shall be in the same condition it was at the start of Agency's possession of it, less reasonable wear and tear resulting from its proper use; and (b) Agency shall promptly return each PWC (including keys, service logs, and service records) to AHM's designated location. Excessive wear or damages will be charged to Agency on a pro rata basis at current replacement costs. • Indemnity: Except for claims to the extent arising out of AHM's gross negligence or willful misconduct, Agency shall indemnify and defend against, and hold AHM, its officers, agents, employees, transferees, and successors harmless from, any and all claims, actions, suits, proceedings, costs, expenses, damages, and liabilities, including reasonable attomeys' fees, for all injuries or death of any person, or damage to any property occurring, arising or resulting from, or connected with, directly or indirectly, Agency's negligent or willful misconduct during Agency's possession, use, and return of each PWC. These indemnities shall survive expiration or termination of this Agreement. • Remedies: All remedies in this Agreement and under applicable law and equity are cumulative, not exclusive. After any failure by Agency to perform or comply with any part of this Agreement, AHM may, at its option, terminate this Agreement. After AHM's notice to Agency of such termination, Agency shall immediately and voluntarily return each PWC to AHM at AHM's designated location, or AHM (directly, by its agent, or through court order) may enter Agency's or other premises where each PWC may be located and take each possession of each PWC. AGENCY EXPRESSLY WAIVES NOTICE AND THE RIGHT TO A HEARING BEFORE SUCH REPOSSESSION BY AHM, AND ANY DIRECT OR CONSEQUENTIAL DAMAGES OCCASIONED BY SUCH REPOSSESSION. Agency shall pay all costs and expenses (including reasonable attorneys' fees) incurred by AHM in exercising any of its rights or remedies under this Agreement or in enforcing its provisions. • Miscellaneous: This Agreement shall be governed by the laws of California, without regard to its conflict of laws principles, and shall be interpreted, construed, and enforced in accordance with them. This Agreement cannot be modified, amended, rescinded, or otherwise changed except by a writing signed by AHM and Agency. A waiver of a breach of any term in this Agreementwill not be considered a waiver of a further breach of the same term, a waiver of a breach of any other term, or a waiver of AHM's right to declare an immediate or a subsequent default. Any term or condition of the Agreements may be waived in writing by the party entitled to its benefits. This Agreement must not be construed against either party as its drafter. All representations and warranties and all agreements about liability and indemnification will survive after termination or expiration of this Agreement. TIME IS OF THE ESSENCE IN THIS AGREEMENT. Each provision of this Agreement must be interpreted in a way that is valid under applicable law. If any provision is held invalid, the rest of this Agreement will remain in full effect. All required notices shall be in writing and sent to the other party at its address shown in this Agreement (or to another address such party has designated in a prior notice). This Agreement and any incorporated exhibits, attachments, or amendments contains the entire understanding between the parties concerning its subject matter. • Authorized Execution: The person signing this Agreement below for Agency is validly authorized to do so by Agency and applicable law. 1 AGENCY EXECUTES THIS AGREEMENT THIS • DAY OF , 20 . • NAME OF AG Y: 17 • o, -� udlr•• AHM: ' an Honda Motor Co. Inc. — SIGNED - ' • '""-®� / . -`- DATE-7 1 G� SIGNED - -. - -- -- DATE = 0 icer o . ncy . • . signature signifies acceptance by AHM NAME &TITLE t■Ini•gaitey , Li tgotA.A.td Ctipk'i'k NAME & TITLE Dave Edwards;•Manager HONDA PERSONAL WATERCRAFT AGREEMENT LIFEGUARD DEPARTMENT