REVOCABLE LICENSE AGREEMENTREVOCABLE LICENSE AGREEMENT
THIS LIC SE AGREEMENT (herein, "License") is made and entered into this
day of /2 , 2018, by and between the CITY OF CLEARWATER, FLORIDA,
a Florida Municipal Corporation, whose mailing address is 112 South Osceola Avenue,
Clearwater, Florida 33756 (herein, "City" or Licensor), and JOLLEY TROLLEY
TRANSPORTATION OF CLEARWATER, INC., a Florida non-profit corporation, whose
mailing address is 410 Myrtle Avenue, Clearwater, Florida 33755 (herein, "Jolley Trolley"
or "Licensee");
(Whenever used herein the term "Licensor" and `Licensee" shall include all of the parties to this agreement and heirs, legal
representatives and assigns of the parties, individuals, and the successors and assigns of corporations)
WITNESSETH:
WHEREAS, the City owns fee title to that certain parcel of land identified as
Pinellas County Parcel 15/29/15/65214/002/0180, located at 115 South Martin Luther King
Jr. Avenue, hereafter the "Licensed Premises"; and
WHEREAS, Jolley Trolley desires to use, at no cost to Jolley Trolley, the Licensed
Premises for parking purposes during all hours; and
NOW, THEREFORE, in consideration of the covenants herein contained, the City
hereby grants a parking License to Jolley Trolley over the Licensed Premises.
LICENSED PREMISES: In consideration of Licensee timely and fully complying with the
covenants and conditions herein contained, Licensor does hereby grant to Licensee and
Licensee hereby accepts from Licensor, an exclusive License to occupy and utilize the
surface parking to the west and south of the existing structure ("Licensed Premises") on
Pinellas County Parcel Identification Number 15/29/15/65214/002/0180 ("Parcel") owned
by Licensor Licensee shall not have access to or occupy the existing structure on the
Parcel, as said structure is expressly excluded from this License.
This License is not coupled with an interest and conveys no interest in real property
whatsoever.
TERM: This License is granted and shall extend from the execution hereof (Effective
Date) through September 30, 2018, unless revoked or terminated by either party as
provided for herein.
USE AND MAINTENANCE: Licensee accepts Licensed Premises "as is." Licensor shall
have no obligation whatsoever to make improvements to the Licensed Premises prior to,
or during, the Licensee's occupation. Licensee covenants and agrees with Licensor that
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Licensee shall not use the Licensed Premises for any other purpose other than the
exclusive right to park vehicles. Licensee further agrees that Licensee shall make no
unlawful, improper or offensive use of the Licensed Premises, and shall always maintain
the Licensed Premises in compliance with all applicable City of Clearwater codes; and
shall quit and deliver up the said premises at the end of the License term, in as good
condition as existed upon the Effective Date hereof. Other than the construction of a
fence, at Licensee's own expense, Licensee shall make no improvements to the Licensed
Premises, or otherwise encumber the Licensed Premises, without the express written
consent of duly authorized Licensor officials.
LIABILITY AND INDEMNIFICATION: Licensor will not accept and explicitly renounces
any liability of any nature for use of the Licensed Premises by the Licensee, its employees,
agents, contractors, subcontractors or other invitees, approved or unapproved. Licensee
agrees to assume all risks of use and occupation of the Licensed Premises and all liability
therefore, and shall defend, indemnify, and hold harmless the Licensor, its officers, agents
and employees from and against any and all loss, liability and damages of whatever
nature, arising from injury to persons or property during the term hereof, occasioned by
Licensee's negligent or willful misconduct, including, without limiting the generality of the
foregoing, death of any person and Toss of the use of any property except arising from the
negligence or willful misconduct of Licensor or Licensor's agents or employees. This
includes, but is not limited to, matters arising out of or claimed to have been caused by or
in any manner related to the Licensed Premises or Licensee's activities or those of any
approved or unapproved invitee, contractor, subcontractor, or other person approved,
authorized, or permitted by Licensee on, in or about the Licensed Premises, whether or
not based on negligence. Nothing contained herein shall be construed to waive or modify
the provisions of Florida Statute 768.28 or the doctrine of sovereign immunity as to any
party hereto. In addition, nothing contained herein shall be construed as creating third
party beneficiaries or as consent by the Licensor to be sued by third parties in any manner
arising from this grant of License. The previsions of this paragraph shall survive expiration
or termination of this License.
INSURANCE: Licensee agrees to comply with all terms, provisions and requirements
contained in Exhibit "A" attached hereto and by this reference, made a part hereof as if
said document were fully set forth at length herein.
ENVIRONMENTAL RESPONSIBILITIES: Licensee, at its expense, shall comply
with all applicable Federal, State and Local environmental laws, and shall not allow the
storage, use, disposal, or discharge by itself or others, of any contaminants or
hazardous materials on or about the Licensed Premises. However, Licensee shall have
no liability or responsibility for removal or remediation of any hazardous or toxic
substances or underground storage tanks or any underground structures or conditions,
if any, existing prior to the grant of this License, or coming onto the Licensed Premises
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by actions of parties other than Licensee, its agents, contractors, subcontractors,
employees and invitees, during the term or any extension hereof.
DEFAULT / TERMINATION. Either party may revoke or terminate this License upon
providing the other party not less than ten (10) days written notice of its intent to
terminate. Such Notice shall be deemed to have been given when mailed, postage
paid, personally delivered or sent via email.
NOTICE: Any notice shall be in writing and shall be delivered by hand or sent by United
States certified mail, postage prepaid, by email or by overnight courier and addressed
as follows:
Licensor
City Manager
City of Clearwater
P. O. Box 4748
Clearwater, FL 33758-4748
William. HorneAmyclearwater.com
With a copy to:
City Attorney
City of Clearwater
P. O. Box 4748
Clearwater, FL 33758-4748
Pam.AkinAMvClearwater.com
Licensee
Executive Director
Rosemary Longenecker
410 Myrtle Avenue,
Clearwater, FL 33755
Such addresses may be changed from time to time by either party by giving notice as
provided above. Notice shall be deemed given when delivered (if delivered by hand),
when sent by email or when postmarked if sent U. S. Mail, certified, return receipt
requested.
DISCLAIMER OF WARRANTIES: This License constitutes the entire agreement of the
parties regarding the Licensed Premises described herein, and my not be changed,
modified or discharged except by written amendment duly executed by both parties.
Licensee agrees that no representations or warranties shall be binding upon Licensor
unless expressed in writing herein or a duly executed amendment hereof. Further,
Licensor does not warrant and hereby disclaims any and all liability and responsibility
for or on account of the condition of the Licensed Premises, or any portions thereof, or
for or on account of anything affecting such conditions.
ASSIGNMENT: This License, or any right or interest granted herein, may not be
assigned, transferred or sub -licensed by Licensee without the consent of the Licensor,
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which may be granted or withheld at Licensor's sole discretion. It is mutually
understood that Licensor may, at any time, with notice, assign or delegate any or all of
its rights hereunder.
QUIET ENJOYMENT: Upon observing and performing the covenants, terms and
conditions required by this License, the Licensee shall peaceably and quietly hold and
enjoy the Licensed Premises for the term as stipulated herein, without hindrance or
interruption by Licensor. It is expressly understood and agreed that all rights of
ownership of the Licensed Premises not inconsistent with the license rights herein
conveyed to Licensee are reserved to Licensor.
ENTIRE AGREEMENT: This License contains all of the terms, conditions and
covenants 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.
OTHER PROVISIONS: Integral to the rights and privileges herein granted, the parties
further agree as follows:
a. Licensee shall at all times maintain the Licensed Premises in compliance with all
applicable City of Clearwater codes.
b. Licensee shall be responsible for direct costs associated with the conducting of its
activities, including but not limited to, all expenses for utilities required, if any, in the
operation and any and all maintenance required on the Licensed Premises.
c. Licensee shall comply with all applicable Federal, State and Local law.
d. If this License, or its operation, shall create any ad valorem or other tax obligations,
it shall be incumbent solely upon Licensee to timely discharge same.
[Signature pages to follow]
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IN WITNESS WHEREOF, the parties hereto, being duly empowered and authorized,
have set their hands and seals this day of , 2018.
Signed, sealed and delivered
In the presence of:
LU,et/t,�
NESS si• ature
Print Witnes
ict
Name \
S signature
Sus a n Ealan
Print Witness Name
JOLLEY TROLLEY TRANS.
OF CLEARWATER, INC.,
a Florida non-profit corporation
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isCSeit-14-/ ie)(A/S/D
Print Name/Title AX ` 4
Signature Page to Revocable License Agreement between Jolley Trolley Transportation of Clearwater,
Inc. and the City of Clearwater
Countersigned:
— 9to ftmet t405
George N. Cretekos
Mayor
Appjoyed as to form: Attest:
Laura Lipowskl Maho
Assistant City Attorney
CITY OF CLEARWATER, FLORIDA
By: ALLA ./litt.—a
William B. Horne II
City Manager
Rosemarie Call
City Clerk
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