NON EXCLUSIVE REVOCABLE LICENSE AGREEMENT FOR PARKINGNON-EXCLUSIVE REVOCABLE LICENSE AGREEMENT FOR PARKING
This LICENSE AGREEMENT ("License"), is made and entered into this (0 day of
lc.c. , 2012, by and between the COMMUNITY REDEVELOPMENT AGEN�Y
F THE CITY CLEARWATER, FLORIDA, a public body corporate and politic of the State� of
Florida ("Licensor"), and the INTERCULTURAL ADVOCACY INSTITUTE, INC. a Florida nr�n-
profit Corporation, ("Licensee").
WITNESSETH:
License Premises: In consideration of Licensee timely and fully complying with the
covenants and conditions herein contained, Licensor does hereby grant to Licensee <�nd
Licensee hereby accepts from Licensor, a non-exclusive revocable license ("Licen:>e")
to utilize Pinellas County Parcel Number 15-29-15-65286-000-0190 owned by Licensor
and more particularly described as follows:
SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE: A
PART HEREOF ("License Premises").
2. Use of License Premises: Licensee shall have the right and privilege to enter upon ��nd
utilize the above-described premises (License Premises) for the sole purpose of
vehicular parking by vendors participating in periodic events known as the Clearw��ter
Gateway Farmer's Market (Farmer's Market). This License is valid only during Farm�ar's
Market events and the entrance gate to the License Premises shall be locked a1: all
other times. This License is not coupled with an interest and conveys no prop��rty
interest whatsoever. This License is not assignable.
3. License Term: This License is granted to Licensee upon the execution hereof and shall
remain in full force and effect through May 25, 2013 unless otherwise terminated as
provided herein. This License may be renewed each year for a period beginning on
September 1, and ending on May 31 of the following year upon mutual wriltten
agreement of both parties. For purposes of this paragraph, written agreement rnay
include letter format or emait communications.
4. Licensee's Maintenance Responsibilities: It is the sole responsibility of Licensee� to
ensure that the License Premises is in good condition and safe for activities authorized
herein. Following each occurrence of the Farmer's Market, Licensee shall clean the
area of all trash and debris and lock the entrance gate such that the License Premises
is secure.
5. Licensor's Maintenance Responsibilities: At its sole discretion and in order to prese�rve
its property, Licensor will provide general maintenance of the License premises
including but not limited to grass mowing. Licensor's maintenance of the Licemse
Premises is for preservation and esthetic purposes only and will not necessarily pro�ride
for suitable conditions for activities authorized herein.
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6. License Premises Unusable: During or following certain weather events, use of the
License Premises may cause abnormal damage to the ground surface. Licenseea is
responsible to use its reasonable discretion in determining whether to use the Licei7se
Premises in such circumstances. Licensor, at its sole discretion, may deem the Licei7se
Premises unusable prior to any Farmer's Market event and require that the Licer�se
Premises not be used during that event.
7. Restoration of License Premises: Upon termination of this License, and prior to thirty
(30) days thereafter, Licensee will fully restore the License Premises and any affected
areas surrounding the License Premises to at least the same quality of condition t�at
existed as of the date Licensee first executed any of its rights hereunder. Restorai:ion
may include, but not be limited to, installing sod as necessary, fence repair, <�nd
repairing ruts or depressions resulting from Licensee's use of the License Premises.
8. License Fee: Licensee agrees to pay and Licensor agrees to accept as a License F��ee
for the entire term of this License the sum of One and 00/100 Dollars ($1.00), �he
receipt and sufficiency of which is hereby acknowledged.
9. Security of License Premises: Licensee is solely responsible to lock the gates <�nd
secure the License Premises following each Farmer's Market event. Further, Licen,aee
understands that Licensor owns additional property contiguous with the Licerise
Premises and will make reasonable efforts to prevent trespass onto this area.
10. Termination: Either party hereto may terminate this License without cause upon thirty
(30) days written notice to the other party. Following the termination of this Licen�e,
Licensee, at its sole cost and expense, will restore the License Premises in accordai7ce
with Paragraph 6 above and following the completion of said restoration, all rig�ts
granted herein in favor of the Licensee shall automatically extinguish and the License
Premises shall revert fully to the Licensor as if this License had never been grantpd.
However, provisions of this License specifically intended to survive this License, sl�all
survive.
11. Liability / Indemnification: Licensor will not accept and explicitly renounces any liability
of any nature for use of the License Premises by the Licensee, its employees, agerits,
contractors and invitees. Licensee shall save and hold harmless the Licensor, its
successors and/or assigns, from any and all liability arising from injury to person or
property during the term hereof. Nothing contained herein shall be construed as
creating third party beneficiaries or as consent by the Licensor to be sued by tf�iird
parties in any manner arising from this grant of License. Indemnification in accordai7ce
with this provision shall survive termination or expiration of this License.
12. Insurance Reauirements for Licensee: The Licensee shall, at its own cost and expen�se,
acquire and maintain (and cause contractors and subcontractors to acquire ��nd
maintain) during the License Term, sufficient insurance to adequately protect �he
respective interest of the parties. Coverage shall be obtained with a carrier having an
AM Best Rating of A-VII or better. Specifically the Licensee must carry the follow�ing
minimum types and amounts of insurance on an occurrence basis or in the case� of
coverage that cannot be obtained on an occurrence basis, then coverage can be
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obtained on a claims-made basis with a minimum three (3) year tail following the
termination or expiration of this Agreement:
1. Commercial General Liability Insurance including but not limited to,
premises operations, products/completed operations, products liability,
contractual liability, independent contractors, personal injury and
advertising injury and $1,000,000 per occurrence and $1,000,000
general aggregate and $1,000,000 products/completed operation
aggregate.
2. Commercial Automobile Liability Insurance for any owned, non-owned,
hired or borrowed automobile is required in the minimum amount of
$1,000,000 combined single limit.
3. Statutory Workers' Compensation Insurance and Employer's Liabilitv
Insurance in the minimum amount of $100,000 each employee each
accident, $100,000 each employee by disease and $500,000
aggregate by disease with benefits afforded under the laws of the
State of Florida. Coverage should include Voluntary Compensation
and U.S. Longshoremen's and Harbor Worker's Act coverage where
applicable. Coverage must be applicable to employees, contractors,
and subcontractors, if any.
4. If the Licensee is using its own property Licensor's property in
connection with the performance of its obligations under this
Agreement, then Property Insurance on an "All Risks" basis with
replacement cost coverage for property and equipment in the care,
custody and control of others is required.
The above insurance limits may be achieved by a combination of primary and
umbrella/excess liability policies.
Other Insurance Provisions:
1. The Licensor is to be specifically included as an "Additional insured" on
the Commercial Liability Insurance, and Commercial Auto Liability
Insurance policies listed above and named as a"Loss Payee" on
Licensee's Property Insurance policy.
2. Prior to the execution of this Agreement (and seven {7} days prior to
the start of work under this Agreement) then annually upon the
anniversary date(s) of the insurance policy's renewal date(s), the
Licensee will furnish the Licensor with a Certificate of Insurance
evidencing the coverage's set forth above and naming the Licensor as
an "Additional Insured" on the Licensee's Commercial General Liability
Insurance and Commercial Auto Liability Insurance policies listed
above and as a"Loss Payee" on the Licensee's Property Insurance
policy. In addition, Licensee will provide the Licensor with certified
copies of all applicable policies when requested in writing from the
Licensor. The address where such certificates and certified policies
shall be sent or delivered is as follows:
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City of Clearwater
Attn: Economic Development Director
P.O. Box 4748
Clearwater, FL 33758-4748
3. Licensee shall provide thirty (30) days written notice of any
cancellation, non-renewal, termination, material change or reduction in
coverage.
4. Licensee's insurance as outlined above shall be primary and non-
contributory coverage for Licensee's negligence.
5. Licensee shall defend, indemnify, save and hold the Licensor harmless
from any and all claims, suits, judgments and liability for death,
personal injury, bodity injury, or property damage arising directly or
indirectly including legal fees, court costs, or other legal expenses.
The stipulated limits of coverage above shall not be construed as a limitation of ��ny
potential liability to the Licensor, and failure to request evidence of this insurance slhall
not be construed as a waiver of Licensee's obligation to provide the insurance cover<�ge
specified.
13. Other Provisions: Integral to the rights and privileges herein granted, the parties further
agree as follows:
a. Licensee shall at all times maintain the License Premises in compliance with all
applicable City of Clearwater codes.
b. Except as otherwise expressly provided for herein, Licensee shall be responsible for
any and all maintenance of the License Premises, and all expenses for utili�ries
required, if any, in the operation and maintenance of the License Premises.
c. Licensee, at its sole expense, shall comply with all applicable Federal, State <�nd
Local environmental laws, and shall not allow the storage, use, disposal, or
discharge by itself or others, of any contaminants or hazardous materials as defir7ed
in State, Federal or Local environmental laws on or about the License Premises.
d. If this License, or its operation, shall create any ad valorem or other tax obligatio�ns,
it shall be incumbent solely upon Licensee to timely discharge same.
14. Notice: Any notice given by one party to the other in connection with this License slhall
be sent by United States Mail, with postage and fees prepaid, addressed as follows:
If to Licensor: Economic Development Director
City of Clearwater
P. O. Box 4748
Clearwater, Florida 33758-4748
If to Licensee: Intercultural Advocacy Institute, Inc.
612 Franklin Street
Clearwater, Florida 33756
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15. Quiet Enjoyment: Upon observing and performing the covenants, terms and conditi�ans
required by this License, the Licensee shall peaceably and quietly hold and enjoy the
License Premises for the term stipulated herein, without hindrance or interruption by
Licensor. It is expressly understood and agreed that all rights of ownership of the
License Premises not inconsistent with the license rights herein conveyed to Licen.�ee
are reserved to Licensor. Subject to the terms and conditions hereof, Licensor shall
have the right at its sole discretion to grant such other licenses, rights or privilege:y to
other persons and entities so long as such grants shall not unreasonably interFere writh
rights and privileges conveyed herein to Licensee.
16. Entire Agreement: This License contains all of the terms, conditions and coven2ints
binding the parties hereto. There are no other terms, conditions, covenants or
understandings, either written or oral, binding upon the parties unless expressed herein
in writing, or subsequently addended hereto by mutual agreement of the parties.
The Remainder of This Page Intentionally Left Blank
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IN WITNESS WHEREOF, the undersigned parties have hereunto affixed their hainds
and seals the day and year first above written.
Signed, sealed and delivered
In the presence of:
Print Witness name
Witness signa re
.�i��i T��//�/ ��.�/�I�/4.j
Print Witness name
Approved as to form:
��
Laura Lipowski Mahony
Assistant City Attorney
INTERCULTURAL ADVOCACY
INSTITUTE, INC
By: ^� °� � 3� e� 3 I
Print Name S l��i' P� �-� i l(_
Title C
COMMUNITY REDEVELOPMENT AGENC`�'
OF THE CITY OF CLEARWATER, FLORID�A
By. — ��Of� t �t'r t,��o5
George N. Cretekos, Chairperson
Attest:
�{.af! �
Rosemarie Call
City Clerk
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