INSTALL A BUNGEE POWERED TRAMPOLINE JUMP AMUSEMENT PARK RIDE AND FAUX-ROCK CLIMBING WALL
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LICENSE AGREEMENT
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THIS LICENSE AGREEMENT is entered into as of this ~ day of ' ,
2005, between the City of Clearwater, a municipal corporation of the Sta e f Florida,
whose mailing address is P.O. Box 4748, Clearwater, Florida 33758-4748 ("Licensor")
and Emerald Coast Bungee, Inc., a Florida corporation, whose mailing address is 924
Mandalay Avenue, Clearwater, Florida 33767 ("Licensee").
WHEREAS, Licensor is the owner of the real property more particularly
described in Exhibit "A", attached hereto and made a part hereof, located in Pinellas
County Florida hereinafter referred to as ("Premises"); and,
WHEREAS, Licensee desires to exercise certain rights and privileges upon the
Premises; and
WHEREAS, Licensor is willing to grant Licensee a license for such occupancy
and utilization, subject to the terms and conditions stipulated below (the "License"):
NOW, THEREFORE, it is mutually agreed as follows:
1. Licensor hereby grants to Licensee the License to occupy and use the Premises,
subject to all of the terms and conditions herein set forth, commencing on May 1,
2005, and expiring on April 30, 2006, unless sooner terminated as herein
provided ("License Term") for the purpose of installing a bungee powered
trampoline jump amusement ride and faux-rock climbing wall (the "Bungee Jump"
and "Climbing Wall", respectively) as more particularly described in Exhibit "B",
attached hereto and made a part hereof.
2. That for and in consideration of the foregoing License, Licensee shall pay
Licensor a commission equivalent to twenty-five percent (25%) of the gross
revenue proceeds generated by the Bungee Jump and Climbing Wall during the
License Term ("Commission"). For purposes of this Agreement, "Gross Revenue
Proceeds" shall mean the total of all amounts charged to customers for entry to
the Bungee Jump and Climbing Wall. Specifically, all amounts charged for
numbered tickets, coupons or other type of invoices ("Tickets"), less any
applicable taxes, regardless of whether said Tickets are redeemed. Commission
shall be paid bi-weekly, first payment to be paid 14 days after the Licensee's first
day of operation, and once every two weeks thereafter. If all amounts due to
Licensor are not paid as indicated, Licensee will be considered in default
hereunder and Licensor retains the right to terminate this Agreement immediately
and require vacation of the Premises immediately, but in no event later than 24
hours from receipt of notification of such default.
3. Licensee shall pay all costs resulting from and associated with the installation
and operation of electrical and water service for operation of the Bungee Jump
and Climbing Wall.
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4. The Licensee agrees that persons employed by Licensee for purposes related to
the installation, operation or other purposes under this License are not
employees of the Licensor for any purpose whatsoever, including unemployment
tax, social security contributions, income tax withholding or workers
compensation, whether state or federal. Licensee agrees to pay and be solely
responsible for all applicable taxes, both state and federal, in connection with the
amount paid by Licensee to Licensor.
5. Licensee duties and responsibilities pursuant to this License Agreement are as
follows:
(a) Licensee shall provide a "Euro Bungee" with aluminum framing,
trampolines (3' H x 15' diameter), adjustable bungees attached to
110V wenches, safety harnesses and other safety features; and a four-
sided faux-rock climbing wall, 24.5' high, with mountain climbing rated
safety harnesses and other safety features.
(b) Licensee shall setup the site, including securely anchoring the Bungee,
fencing off the area, and setting up an area for ticket sales.
(c) Licensee shall operate in or on the Premises, as designated by
Licensor. Hours of operation shall be daily (seven days a week) from
9:00 a.m. until 10:30 p.m., except during inclement weather. The City
reserves the right to shut down the operation of the Bungee if, in its
sole discretion, it is in the best interest of the city, or to protect the
safety and welfare of the public.
(d) Licensee will ensure that the concession is a temporary structure that
can be broken down within 2 days if needed.
(e) Licensee will ensure that the concession is run and operated by
properly trained employees, all of whom are uniformed in matching
company tee shirts and shorts,
(f) Licensee specifies that each employee have specific duties, which
include technical, safety, and operational support to ensure that the
operation runs safely and efficiently, and that Licensee has provided
any necessary and appropriate training for its employees to carry out
the operation in a safe manner.
6. Licensee agrees to provide comprehensive general liability coverage on an
"occurrence" basis in an amount of not less than One Million Dollars
($1,000,000.00) combined single limit bodily injury liability and property damage
liability with a minimum Two Million Dollars ($2,000,000.00) aggregate limit. The
Certificate of Insurance shall show the City of Clearwater as an Additional
Insured, The certificate must be provided to City of Clearwater prior to operation.
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7. Licensee shall protect, defend, indemnify, save and hold harmless Licensor
against and from any and all claims, demands, fines, suits, sections,
proceedings, orders, decrees and judgments of any kind or nature by or in favor
of, anyone whomsoever, and against and from any and all costs, damages and
expenses, including attorney's fees, resulting from, or in connection with, loss of
life, bodily or personal injury or property damages arising, directly or indirectly,
out of, or from, or on account of, any accident or other occurrence in, upon, at or
from the Premises, or occasioned in whole or in part through the use and
occupancy of the Premises, or by any act or omission of Licensee, or any
employees, agents, contractors or invitees in, upon, at or from the Premises or its
appu rtenances.
8. Licensee shall at its sole cost and expense (a) maintain the Premises in a safe,
clean and proper manner; (b) secure any and all licenses or permits required by
any governmental agency or authority with respect to Licensee's operation of the
Bungee, occupancy and use of the Premises; (c) secure and be responsible for
the security of the Bungee at close of business each day and during hours of
non-operation; (d) not make or permit to be made any alterations, additions or
improvements in the Premises without the prior written consent of Licensor; (e)
not permit any mechanic's lien to be filed against the Premises by reason of any
work, labor, service or materials performed at or furnished to the Premises; and
(h) abide by all rules and regulations established by Licensor, from time to time,
with respect to the use and occupancy of the Premises. All signs used at the
Premises shall be subject to Licensor's prior approval.
9. This License is personal to Licensee. It is not assignable, and any attempt to
assign this License will terminate the License privileges granted to Licensee
hereunder. In addition, Licensee shall not sell, mortgage, pledge or in any
manner transfer this License Agreement or any interest therein, nor sublet all of
any part of the Premises or license considerations therein.
10. Licensor may terminate this License Agreement immediately, at will, in Licensor's
sole discretion, with or without cause. This License Agreement may also be
terminated at any time upon the mutual written agreement of Licensor and
Licensee.
11 . Nothing contained herein shall be deemed or construed by the parties hereto, nor
by any third party, as creating the relationship of principal and agent or of
partnership or of joint venture between the parties hereto it being understood that
nothing contained herein, or any acts of the parties hereto, shall be deemed to
create any relationship between the parties hereto other than the relationship of
Licensor and Licensee.
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12. All notices to either party must be sent by U.S. Mail to the address below:
As to Licensor
City of Clearwater
P. O. Box 4748
Clearwater, FL 33758-4748
As to Licensee
Emerald Coast Bungee
c/o Dan Northcott
924 Mandalay Avenue
Clearwater, Florida 33767
Miscellaneous Provisions
13. The provisions of this License shall be binding upon and inure to the benefit of
the heirs, personal representatives, successors and assigns of the parties, as
permitted herein. Any provision hereof which imposes upon Licensor or
Licensee, any obligation after termination or expiration of this License
Agreement, shall survive termination or expiration hereof and be binding upon
Licensor or Licensee.
14. Licensee agrees to comply with all local, state, and federal statutes and
ordinances, and is responsible for obtaining all necessary state and local permits
prior to setting up and operating the Bungee.
15. All advertising or related communications pertaining to Licensor must be pre-
approved in writing by the Licensor.
16. Licensor shall have the right to enter upon the Premises at all times. Licensor
shall not unduly interfere with Licensee's business.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
above written,
LICENSEE:
EMERALD COAST BUNGEE, INC.
Signed in the Presence of:
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Dated:
B~.Q :l-d..~
D NO rth co
President
Countersigned:
LICENSOR:
CITY OF C
~/~BY:
'Fra'nk V. Hibbard '
Mayor
IlIiam B. Horne II
City Manager
Approved as to form:
Laur$i
Assistant City Attorney
Attest:
STATE OF FLORIDA
COUNTY OF PINELLAS
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Print/Type Name:
Notary Public
~y P(l~ Denl.. A, Wilson
f~''t commit, sion # 00296233
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Exhibit A
City of Clearwater
SPECIAL EVENTS BEACH VENUE #2: North Of Pier 60
(Approximately 200' x 250' = 50,000 sf or 1.1 acre)
Roundabout
Exhibit B
Emerald Coast Bungee
Euro Bungee (4 station)
Rock Wall (4 Station)