https://sleepyhollow.localarchives.org/files/original/03647f44addb846baa74c1eb1fe7e81e.pdf ba7750261cce212d0743fc45a8043bba PDF Text Text Real Estate & f-aCilitieS Oeneial Motors, LLC 300 Renaissniice Center Mail Code; 482-C30 C96 Detroit, Ml -18265 February 3, 2011 Village of Sleepy Hollow 28 Beekman Avenue, 2nd Floor Sleepy Hollow, New York 10591 Attention: Mr. Anthony P. Giaccio Administrator, Village of Sleepy Hollow Ladies and Gentlemen: This acknowledges your request for the right to enter property located in the Village of Sleepy Hollow, New Yoi'k (the "Propeily"). owned by General Motors LLC, a Delaware limited liability company, successor in interest to Motors Liquidation Company and forttierly known as General Motors Corporation ("Licensor"), for the puipose of hosting four (4) separate events (individually referred to herein as "Event A". "Event B". "Event C" and "Event D" and collectively referred to herein as the "Events"). Each of the Fwents is more particularly described in a coiTCsponding Exhibit A, Exhibit B, Exhibit C, and Exhibit D, respectively (collectively, the "Corresponding Exhibits"), each of which are attached hereto and made a part hereof Licensor hereby grants to the Village of Sleepy Hollow (the "Licensee") the right to enter upon and use (the "License") a portion of the East Parcel of the Property (the "Licensed Area") for the purpose of hosting each of the Events. The License granted herein shall: (i) be valid solely for the puipose of hosting each of the Events, as such purpose is described in each of the Corresponding Exhibits; (ii) be of a duration liiuited to the dates and times of each of the Events, as set forth in each of the Corresponding Exhibits; and (iii) be revocable in accordance with the terms hereinafter set forth. I'he Licensed Area for Event A, Event B, Event C, and Event I) is more particularly desci'ibed in each of the Corresponding Exhibits as Licensed Area A, Licensed Area B, Licensed Area C, and Licensed Area D, respectively. Licensee shall have no rights of entry or use of any of the Property odier than the Licensed Area. Licensee shall assuirie full and complete responsibility for the supervision and control of any and all persons and vehicles entering upon tlie Licensed Area, and shall supply all necessary signs or directions, traffic and parking control. Without in any way h'miling the generality of the foregoing, Licensee agrees that access to the Licensed Area shall be only through Continental Street and that vehicular access from Beekman Avenue will be prohibited. Licensee agrees to take all necessary action to pi'event vehicular access from Beekman Avenue. Licensee shall not disturb or commit any waste or nuisance on the Licensed Area, Licensee shall maintain the Licensed Ai'ea in a clean and orderly maimer at Licensee's cost and expense. Licensee shall comply with all applicable laws, rules and regulations including, without limitation, all environmental laws relating to the Licen.sed Area and the rights granted herein. Licensee shall, after the conclusion of each of the Events, at �IJcensee's cost and expense, cause the Licensed Area to be returned to the condition existing thereon prior to each of the Events such that the Licensed Area is returned free of garbage or debris of any kind. Licensee acknowledges that Licensor shall not be responsible tor supplying any security for any of the Kvents or at the Licensed Area. No tailgating, cooking, loitering, overnight parking, fireworks, firearms, dangerous devices or weapons of any kind shall be permitted on the Licensed Area except as otherwise authorized in Exhibit C. Licensee acknowledges that Licensor shall not be responsible for any loss or damage to any person or property, including, without limitation, any vehicle parked on, or using, the Licensed Area, in connection with the IJcense granted heiein. Licensee shall, simultaneously with its execution of this letter agreement, furnish to Licensor the following policies or certificates of insurance, which shall name Licensor and General Motors LLC as additional insureds and shall be issued by companies satisfactory to Licensor: (i) Commercial General Liability Insurance, which shall include contractual liability with limits of $5,000,000 per occurrence combined single limits for bodily injury and property damages. (ii) Comprehensive Automobile Insurance including owned and non-owned automobile insurance with a minimum limit of $5,000,000 per occurrence combined single limit for bodily injury and property damage. (iii) Worker's compensation insurance to the extent required by applicable law with respect to all persons employed or hired by Licensee to work on the Licensed Area. (iv) Excess liability of $20,000,000.00 per occurrence and aggregate. Licensee sliali indemnify, defend and hold harmless Licensor, its affiliates and their respective members, partners, venturers, stockholders, directors, officers, employees, spouses, legal representatives, agents, successors and assigns (collectively, the "Licensor Parties"), from and against any and all losses, costs, demands, damages, suits, claims, liabilities and expenses (Including, without limitation, reasonable attorneys' fees and expenses), resulting directly or indirectly from the rights granted herein, or Licensee, or its invitees', entry on or use of the Licensed Area. Licensee hereby releases, settles, cancels, discharges and acknowledges to be fully satisfied, any and all claims, demands, damages, debts, liabilities, obligations, costs, expenses liens, actions, and causes of action of every kind and nature whatsoever, whether under federal, state or common law, whether known or unknown, foreseen or unforeseen, suspected or unsuspected, which Licensee or anyone claimiiig by, through or under Licensee may, now or hereafter, have against the Licensor Parties relating to the lights granted herein or Licensee, or its invitees', entry on or use of the Licensed Area. 'Hie indemnity obligation and release set forth in this paragraph shall survive the expiration or earlier termination of this letter agreement. In the event Licensee fails to ftilfill any of its obligations or covenants herein, Licensor shall be entitled to assert all of its rights and remedies available at law or in equity, including, without limitation, the right to immediately terminate this letter agreement and the License granted hereby �and remove, or cause to be removed, all persons, equipment, vehicles, debris and garbage from the Licensed Area at Licensee's expense. Additionally, and without limitation of the foregoing, Licensor shall have the unilateral I'ight to terminate this letter agreement and the License granted hereby after each of the Events, in the event that: (1) Licensor has sold, or leased, or entered into a contract to sell or lease, the Property or any portion thereof; or (2) Licensor determines that the actions or failure to take action on the part of Licensee shall have caused oi* be reasonably likely to cause damage to person or property. In any such event, Licensor shall deliver written notice to Licensee at the address set forth above exercising Licensor's right to terminate this letter agreement and the License granted hereby. Any amendment or modification to this letter agreement shall be iii writing executed by Licensor and an authorized representative of Licensee. This letter agreement may be executed in counterparts, any of which may be executed and transmitted by facsimile or other electronic method, and each of which shall be deemed an oiiginal, but all of which together shall constitute one and the same instrument, In consideration of the License granted hereby, Licensee agrees to reimburse General Motors LLC for General Motois LLC attorney's fees in connection with this License in an amount not to exceed $1,200.00. If Licensor does not receive a copy of this letter agieement executed by Licensee, the policies or certificates of insurance as required above, on or before March 1, 2011, this letter agreement and the License granted hereby shall automatically terminate and be of no further force or effect, General Motors LLC; By: Title: The undersigned hereby acknowledges receipt of this letter agreement as set forth hereinbefore and agrees to be bound by the terms contained in this letter agreement, I Village of $jl;epy Hollow^ By: \ l M i ^ , ••• Ken leth O. Wray 'fitle: Mayor, Village of Sleepy �EXHIBIT A EVENT A: DATE: Sleepy Hollow Half Marathon March 26, 2011 TIME: Beginning at 8:00 a.ni, and ending at 1:00 p.m. PURPOSE: Licensee shall host a marathon in which participants of Event A will come from Ichabod's Landing along the shore, out by the Lighthouse and will exit into Kingsland Point Park. LICENSED AREA A: The portion of the East and West Parcels of the Property that are covei'ed with pavement and that are depicted on Schedule A. �< lU Ul X o 0) �EXHIBIT B INVENT B: DATE: Sleepy Hollow Sprinl Triathlon June 12, 2011 TIME: Beginning at 8:00 a.m. and ending at 1:00 p.m. PURF^OSIt: Licensee shall host a tiiathlon in which participants of Event B will enter and exit at Kingsland. While on Licensed Area B, participants will run around the lighthouse along the shore to Ichabod's Landing and return the same way. Licensee will also use Licensed Area B for the purpose of parking vehicles. LICENSED AREA B: The portion of the East and West Parcels of the Property that are covered with pavement and that are depicted on Schedule B. �l*"*i***r* m -I D O m X o (0 5-,: ' ' �EXHIBIT C EVENT C: DATE: Fourth of July Fireworks July 4, 2011 TIME: Beginning at 11:30 a.m. and ending at 11:30 p.m. PURPOSE: Licensee and/or its agents shall shoot off fireworks from Licensed Area C. The fire department will be available if necessary. Licensee's agents shall .set up the fireworks. LICENSED AREA C: The portion of the East Parcel of the Property that is covered witli pavement and that is depicted on Schedule C. �u m -I 3 Q UJ z o 0) �EXHIBIT D EVENT D: DATE: Swim-a-Thon September 11, 2011 TIME: Beginning at 8:00 a.m. and ending at 1:00 p.m. PURPOSE: Licensee shall host a swini-a-thon in which participants of Event D shall begin activities at Nyack and finish at Kingsland Point Park. Licensee shall use Licensed Area D for the purpose of parking vehicles. LICENSED AREA D: The portion of the East Parcel ol'the Property that is covered with pavement and that is depicted on Schedule D. �Q UJ UJ z o (0 �� Dublin Core The Dublin Core metadata element set is common to all Omeka records, including items, files, and collections. For more information see, http://dublincore.org/documents/dces/. Title A name given to the resource Board of Trustees Meeting Minutes & Resolutions-2011 Text A resource consisting primarily of words for reading. Examples include books, letters, dissertations, poems, newspapers, articles, archives of mailing lists. Note that facsimiles or images of texts are still of the genre Text. Dublin Core The Dublin Core metadata element set is common to all Omeka records, including items, files, and collections. For more information see, http://dublincore.org/documents/dces/. Title A name given to the resource MINS_TRUST_2011-03-08_NOTES Subject The topic of the resource Board of Trustees Minutes-2011 Date A point or period of time associated with an event in the lifecycle of the resource 2011 Rights Information about rights held in and over the resource Village of Sleepy Hollow All Rights Reserved. Type The nature or genre of the resource Text