NON-EXCLUSIVE AND REVOCABLE LICENSE AGREEMENT FOR ACCESSNON - EXCLUSIVE & REVOCABLE LICENSE AGREEMENT FOR ACCESS
This NON - EXCLUSIVE & REVO ABLE LICENSE AGREEMENT FOR ACCESS is made
and entered into this -u day of ( -11 --Gust , 2014 (herein, the "Effective
Date ") by and between the CITY OF CLEARWATER, FLORIDA, a Florida Municipal Corporation
(hereafter, "the City") and NEMS, LLC, a Florida limited liability company whose principal address is
2140 Range Road, Unit H, Clearwater, Florida 33765 (hereafter, "Licensee "), collectively, "the
Parties ".
WHEREAS, The City owns fee title in and to that certain parcel of land identified as Pinellas
County Parcel 12- 29-15- 70182 - 100 -1501, located at 2150 Range Road, Clearwater, Florida 33765
(herein the "City Parcel "); and
WHEREAS, Licensee owns fee title in and to that certain parcel of land identified as Pinellas
County Parcel 12- 29-15- 70182 - 100 -1400 located at 2140 Range Road, Clearwater, Florida 33765
(herein the "Licensee Parcel "); and
WHEREAS, Licensee Parcel is adjacent to the City Parcel and contains a commercial
building with several tenants including a business operating a gymnastics studio; and
WHEREAS, at certain times when a gymnastics class is dismissed, cars queue in the drive
isle of the parking lot on Licensee Parcel preventing customers of other commercial tenants from
entering and exiting the Licensee Parcel; and
WHEREAS, Licensee has requested and Licensor has agreed to grant a Non - Exclusive &
Revocable License Agreement for Access (herein, "License ") to allow access through the City Parcel
at certain times when traffic queuing is expected.
NOW, THEREFORE, for and in consideration of the foregoing recitals, and the mutual
covenants and conditions contained herein, the Parties hereby agree as follows:
PURPOSE: Between the hours of 4:30 PM and 6:30 PM on Mondays through Fridays
( "Authorized Times "), Licensee may use the City Parcel for gymnastic -lass student pick -up only.
Licensee may change the Authorized Times, as gymnastic class schedule may require, upon written
approval from the City. Parking is not allowed other than cars that may be queued as drivers are
waiting for students. To the extent practicable, Licensee shall ensure that the traffic flow on the City
Parcel and Licensee Parcel are in accordance with the diagram shown in Exhibit "A" attached hereto
and by this reference made a part hereof. The student pick -up point shall be at the rear of the
building on Licensee Parcel as shown in Exhibit "A ". Upon City approval, Licensee may deviate from
the diagram shown in Exhibit "A" only for the purposes of improving safety and traffic conditions.
Licensee may create a drive isle through the landscape island connecting the City Parcel and
Licensee Parcel as shown in Exhibit "A ". Access to the City Parcel and improvements thereon shall
not be restricted by activities authorized herein and shall remain available at all times. Licensee
shall be fully responsible for obtaining permits and approvals as may be necessary for constructing
this connection. Within thirty (30) days of the termination hereof, Licensee shall, at its sole cost and
expense, restore the landscape island to the condition as existed on the Effective Date hereof.
NO INTEREST IN LAND: The rights granted to Licensee under this Agreement are not
coupled with an interest in land. It is expressly understood that this Agreement does not in any way
whatsoever grant or convey any permanent easement, lease, fee or other real property interest in
the City Parcel to the Licensee. The Licensor expressly reserves the right to grant other rights of
entry in regard to the City Parcel. This License is personal to Licensee. It is not assignable, and any
attempt to assign this Agreement or any rights and privileges hereof, shall immediately terminate
such privileges and this Agreement, excepting provisions herein expressly intended to survive
termination. In addition, Operator shall not sell, mortgage, pledge or in any manner transfer this
[A04 -1313R /157229/1]
Agreement or any interest therein, not sublet all of any part of the Premises. Operator shall notify
Owner of any name change made in accordance with applicable law.
COSTS: All costs and expenses related to permitting, construction, installation, operation
and maintenance of establishing, directing and maintaining safe and orderly flow of traffic on the
Licensee Parcel and the City Parcel shall be bome by Licensee.
TERM: This License shall extend on a month -to -month basis and may be terminated by any
Party hereto at any time upon providing thirty (30) days written notice to the other party. In the event
of termination as provided herein, Licensee, at its sole cost and expense, shall restore any and all
portions of the City Parcel to the condition that existed on the Effective Date hereof.
TERMINATION: This License may be terminated by either party at any time upon thirty (30)
days written notice to the other party. This License shall automatically terminate at such time as a
gymnastics studio is no longer in operation on Licensee Parcel. Either Party may terminate this
License immediately without the other party's consent upon either party's determination that
activities undertaken by virtue of this License have created unsafe conditions.
LIABILITY AND INDEMNIFICATION: In further consideration of the City entering into this
License, Licensee agrees to hold the City harmless from all liability therefore, and shall defend,
indemnify, and hold harmless the City, its officers, agents and employees from and against any and
all loss, liability and damages of whatever nature to persons and property occasioned by the
operation of this License; including, without limiting the generality of the foregoing, death or injury of
any person. This includes, but is not limited to, matters arising out of or claimed to have been
caused by or in any manner related to utilization of the City Parcel by patrons or guests of
Licensee's commercial tenants or the public in general.
Nothing within this License shall constitute a waiver of the City's sovereign immunity under
Section 768.28, Florida Statutes. Nothing herein shall be construed as consent by the City to be sued
by third parties in any manner arising out of this agreement.
INSURANCE: Licensee shall, at its own cost and expense, acquire and maintain General
Liability Insurance on a per occurrence basis in an amount not less than $1,000,000 per occurrence
and $2,000,000 general aggregate during the License term with the City. If such insurance cannot
be obtained on an occurrence basis, then coverage can be obtained on a claims -made basis with a
minimum three (3) year tail following the termination or expiration of this Agreement. The following
provisions shall be applicable:
a. The City is to be specifically included as an "Additional Insured" on the policy,
and a Certificate of Insurance evidencing the coverage set forth and naming the City
as an "Additional Insured" must be provided annually to the City.
b. Licensee shall provide thirty (30) days written notice of any cancellation, non -
renewal, termination, material change or reduction in coverage.
c. Licensee's insurance as outlined above shall be primary and non - contributory
coverage for Licensee's negligence.
The stipulated limits of coverage above shall not be construed as a limitation of any potential
liability to the City, and failure to request evidence of insurance shall not be construed as a waiver of
Licensee's obligation to provide the insurance coverage specified.
OBLIGATION TO COMPLY WITH THE LAW: Licensee agrees to comply with all local,
state, and federal statutes and ordinances, and is responsible for obtaining all necessary state and
local permits to conduct activities contemplated under this License.
[A04 -1313R /157229/1]
NOTICE: Any Notice required by this License shall be in writing and shall be delivered by
hand or sent U.S. Registered Mail, postage prepaid and addressed as follows:
CitL
Real Estate Services Coordinator
City of Clearwater
P. 0. Box 4748
Clearwater, FL 33758 -4748
Licensee
Normand A. Brunet
NEMS, LLC
2262 Sequoia Drive
Clearwater, FL 33763
ENTIRE AGREEMENT / DISCLAIMER OF WARRANTIES: This License constitutes the
entire agreement of the Parties regarding the matters described herein, and may not be changed,
modified, or discharged except as provided herein, except by written amendment duly executed by
the Parties. The Parties individually and mutually acknowledge and agree that no representations or
warranties shall bind any of the Parties hereto unless expressed in writing herein or in a duly
executed amendment hereof.
[A04 -1313R /157229/1]
IN WITNESS WHEREOF, the Parties hereto have set their hands and seals the clay and
date first above written.
Approved as to form:
L7/
U ././-/
Lauri Lipowski Mahony
Assistant City Attomey
Signed sealed and delivered in the
presence of:
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Witness signature
77 /mo t
Print name
ess signature
0\1 Al-rAC
Print name
[A04 -1313R /157229/1]
CITY OF CLEARWATER, FLORIDA
By: (.4a ;K) A.
William B. Home II
City Manager
Attest:
`1tCA,c.
Rosemarie Cali
City Clerk
NEMS, LLC,
A Florida limited liability company
BY: (T7>kk.4
Print name / title
c* 17th ao /Y
/QUi(/t 7 (/14/s)
PROPOSED
PAVED
AREA
CITY
OF
CLEARWATER
Student
pick -up
point
IL
Clearwater
Prepared by:
Engineering Department
Geographic Technology Division
100 S. Myrtle Ave, Clearwater, FL 33756
Ph: (727)562-4750, Fax: (727)5261755
www.MyClearwater.com
2140 Range Rd. / Apollo Gym
drop off and pick up traffic pattern
N
W E
S
Scale: N.T.S.
Map Gen By: CRM
Reviewed By: CHL
Date: 8/26/14
Grid #: 271B
S -T -R: 12- 29s -15w
Document Path: V: \GIS \_Staff\Chris \Projects \City \Chuck Lane custom maps\Apollo Gym parking and pickup.mxd
LOCATION MAP
CITY
OF
CLEARWAT
Student
pick -up
point
,°- Clearwater
Prepared by
Engineering Department
Geographic Technology Division
100 S. Myrtle Ave, Clearwater, FL 33756
Ph: (727)562-4750, Fax: (727)526 -4755
www.MyClearwater.com
2140 Range Rd. / Apollo Gym
drop off and pick up traffic pattern
N
W E
S
Scale: N.T.S.
Map Gen By: CRM
Reviewed By: CHL
Date: 8/26/14
Grid #: 271B
S -T -R: 12- 29s -15w
Document Path: V \GIS \_Staff \ChrislProjects \City \Chuck Lane custom maps\Apollo Gym parking and pickup.mxd