Res 2021-179/approving an agreement that grants a Non-Exclusive License to Skinny Labs, Inc., doing business as SPIN, that enables SPIN’S shared micromobility devices such as electric scooters and electric bicycles to be operated within City rights-of-wa

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SHARED MICROMOBILITY DEVICE LICENSE AGREEMENT Effective Date: September 7, 2021 City: City San Marcos, Texas, a home rule municipal corporation, 630 East Hopkins Street, San Marcos, Hays County, Texas 78666 Licensee: Skinny Labs Inc. dba Spin, 450 Mission Street, STE 400, San Francisco, California 94105 Right -of -Way: All public roads, streets, avenues, boulevards, thoroughfares, and other pathways owned by or within the control of City within the City limits of San Marcos, Texas, subject to limitations as set forth in in this License Agreement, applicable ordinances and rules adopted by City regarding the use of City property or facilities. 1. Background and Purpose. City and Texas State University ("Texas State") issued a joint request for proposals identified as RFP No. 754-TXST-2021-RFP-254-TRANSPT (the "RFP") seeking proposals to make available for use by the public certain shared micromobility devices ("SMD's") such as electric scooters and electric pedal assist bicycles. Licensee submitted a proposal, together with a best and final, offer dated July 9, 2021 (collectively, the "Proposal") in response to the RFP. The Proposal was accepted by City. Under the terms of the RFP, the successful proposer would be granted a license by the City to enable operation of SMD's within the City. The purpose of this License Agreement is to establish terms and conditions under which Licensee will be allowed to make available for use by the public certain SMD's to be operated on the Right -of -Way. 2. Grant of License. City hereby grants a non-exclusive license to Licensee (and the individual users of whom have booked an SMD using the Spin mobile app) to allow SMD Services. "SMD Services" means an SMD program, which includes the provision, deployment, management, operation, maintenance, parking, and other use of SMD's. This License Agreement is only a grant of permission by the City for Licensee to conduct certain activities and is not a conveyance of an interest in real property. a. Subject to Terms. The grant of a license under this License Agreement is subject to any restrictions herein and the terms and conditions of the RFP and the Proposal. The RFP and the Proposal are incorporated herein by reference for all purposes and this License Agreement, the RFP and the Proposal may, collectively, be referred to as the "License Agreement." In the event of a conflict between this License Agreement, the RFP and the Proposal, the Proposal shall control over this License Agreement and the RFP shall control over the Proposal, unless specifically stated otherwise herein. b. Limited to City Property. Licensee hereby acknowledges that it shall not represent to any third party that the City has authorized Licensee to conduct its activities or allow the operation of SMD's in a manner that encroaches on or utilizes any third party's