desert community college district board of trustees agenda item

4L CHRYSLER
?!f CORPOfZATlON
THIS AGREEMENT OUTLINES THE CONDITIONS UNDER WHICH CHRYSLER CORPORATION WILL
DONATE TO YOUR INSTITUTION THE VEHICLE(S) DESCRIBED BELOW. BY ACCEPTING DELIVERY
OF THE VEHICLE(S), THE DONEE AGREES THAT:
1. The Vehicle(s) will be used for instructional purposes only and will not be driven. No part from the
Vehicle(s) will be used as a replacement part on any vehicle that is driven. Title to the Vehicle(s)
islare being transferred from Chrysler to Donee by a Michigan junk title, which prohibits the Vehicle(s)
from being driven.
2. The Vehicle(s) may not be transferred to any other institution, entity, or individual without the
Chrysler's express written approval of Chrysler's Donation Program.
3. The Donee will destroy by crushing or arrange for the destruction by crushing by a third party, the
Vehicle(s) and any component thereof that cannot or will not be used in the vocational instruction
process. The Donee shall provide Chrysler with photographs that clearly illustrate the destruction of
the crushed Vehicle(s) within 2 weeks after the Vehicle(s) are destroyed. (The obligation to provide
such photographs applies in each instance in which Vehicle(s) are destroyed by the Donee or by a
third party performing the destruction on the Donee's behalf.) Not with standing the foregoing, the
air bag module on the Vehicle(s) will be disposed of according to the procedures outlined in the
passive restraint systems supplement to the applicable vehicle service manual.
4. The donee, for and in consideration of receipt of the Vehicle(s), the adequacy of which is hereby
acknowledge, herewith releases any and all claims and causes of action in law or in equity, or arising
under the laws of any state or the United States, which the Donee may have in the future against
Chrysler with respect to the Vehicie(s). Not with standing any injunctive or equitable relief that
Chrysler is entitled to. Donee covenants and agrees to unconditionally and on demand defend.
indemnify and hold harmless Chrysler from and against any and all actions, claims, demands,
counterclaims, or expenses. including without limitation, and costs and attorneys' fees and punitive
damages that Chrysler sustains or incurs in connection with the Vehicle(s). Furthermore, Donee
covenants and agrees to defend, indemnify and hold harmless Chrysler regardless of whether such
actions allegedly result from a product defect, the sole joint or concurrent negligence, gross
negligence or intentional conduct of Chrysler, or from breach of contract, breach of warranty.
deceptive trade practices or any other know or unknown causeof action which may now exist or
which rilay be legally created in the future. Donee recognizes and acknowledges that the indemnity
contained herein is cumulative of any other remedies and not in lieu of any other remedies at law or
in equity.
5. Chrysler will be Immediately and irreparably harmed by Donee's use of the Vehicle(s) for purposes
other than instructional purposes. The use or sale of the Vehicle(s) in violation of paragraphs 1-3
hereof constitutes a breach of such character that will result in irreparable harm to the Chrysler
trademarks applied to the Vehicle(s) which is not compensable by monetary damages. Damages
occasioned by harm to trademarks are by. their very nature irreparable and not subject to adequate
measurement for remedy at law. Accordingly Donee agrees that, in addition to any monetary relief
available to Chrysler, Chrysler will be entitled, without the posting of a bond or the necessity of
proving actual damages, to injunctive relief against Donee upon making an adequate showing of a
breach or threatened breach by Donee of this Agreement.
6. This Agreement shall be governed by and construed in accordance with Michigan law. Donee
understands that Chryslets principal place of business is located in Michigan, and that by entering
into this Agreement, Donee recognizes and acknowledges that Donee is conducted business in
Michigan. Donee hereby waives the right to challenge jurisdiction andlor venue in connection with
any action brought by Chrysler in Michigan in connection with this Agreement and any claims for relief
sought by Chrysler.
7. Donee, its employees, agents and independent contractors voluntarily consent to inspection and
surveillance of Donee's facilities, books, records, locations and routes upon reasonable notice by
Chrysler or its agent for the purpose of determining compliance with the terms and conditions of this
Agreement.
26007 Lawrrncp Lvrnmee
Center Lane k11 a%015-120!