EVENT LICENSE AGREEMENT - COUNTRYSIDE MALL SHOPPING CENTER (8)Tenant #10092199
Agreernent # 5844763
Countryside Mali Shopping Center
Event License Agreement
This Event Ucensa Agreement ("License") is executed on this day of 20 ("Effective Data") between Jones
Lang LaSalle Americas Inc. ('Agent") es agent for Mark Zettl, President, Property Management, of Jones Lang LaSalle Americas, Inc. (Licensor'), solely
in his capacity as Court-appointed receiver for Countryside Mall Shopping Center, pursuant to that certain Order entered on 01/06/2021 In the Circuit Court
of the Sixth Judicial Circuit In and for Pinellas County, Florid , Case No. 20 -006103 -CI ("Order") , and City of Clearwater, Florida ('Ucensee"), doing
business as Clearwater Polkas Department (Trade Name" Licensee acknowledges that Agent is executing this License solely In Its capacity as agent
for Licensor and not as a partner or joint venturer with L and that this License is further subject to the effect of the Order. Notioe addresses for
Licensor and Licensee are as follows:
By signing this document, Licensor is giving the Licensee the limited, revocable right to temporarily use and occupy certain space in the Stropping Center
(as defined below). Licensee cannot transfer thls right to anyone else. This Ucense Is not a leasehold Interest.
1. THE EVENT
Licensee may occupy the Event Location (defined below) during the Event Period (defined below) only for the purpose of The Clearwater Police
Department will offer free shredding for Clearwater residents. The pollee department wig also be collecting unwanted prescription medication.
The event will be from 9 a.m, to 2 p.m. October 28, 2024, at Countryside Mall, 27001 U.S. 19 N. nearest the intersection of U8 Hiding/ay 19
Countryside Boulevard, south of Whole Foods.
Polka officers and solid waste workers will collect and shred any paperwork that Clearwater residents no longer need.
Clearwater police also will accept old, unused or expired prescription medication as part of the nationwide Operation Medicine Cabinet that
takes place twice a year. Bringing the medication to the police for proper disposal la safer than throwing It In the trash or flushing It down the
toilet.
Both drop-offs are meant for Clearwater residents and not for businesses.
Needles and other types of hazardous materials will not be accepted. There is a limit of 10 boxes per vehicle forshredding. (the "Event"). licensee
may not use the Event Location for any other purpose without Licensor's prior written approval. If Licensee uses the Event Location for some other purpose
without Ucensor's approval, or fails to abide by Licensor's operating rules, as set forth in Exhbit A hereto, Ucensee is required to pay Licensor a fee of
$50.00 per day for so Tong as Licensee continues to do so. Licensor's right to receive thls fee from Licensee is In addition to any other rights or remedies
Licensor may have under this License, at law or In equity.
IL EVENT LOCATION
Licensee has the right to occupy the folowing space (the "Event Location"): T995. which Is located at Countryside Mail Shopping Center (tire "Shopping
Center"), the address and telephone number of which are: 27001 US Highway 19 North Ste 1039, Clearwater, FL 33781 end (727) — 798-1079,
respectively.
The Event Location is shown on the attached site plan for the Shopping Center (see Exhibit D). The Event Location is subject to Licensor's review and
approval at al times.
Licensor does not guarantee any particular location, and may reaulre that the
):vent Location be chanaed one or more times during the Event Period.
If Ucensor does require that Licensee relocate, Uceneor will give Licensee fore (5) days prior written notice.
M. EVENT PERIOD
Licensee may use the Event Location from 10126/2024 (the "Commencement Date") until 10/26/2024 (the "Expiration Date') (this entire period WI be
called the 'Event Period"). unless this License Is terminated earlier by either party in accordance with the terms of the License.
LICENSOR HAS THE RIGHT TO REVOKE OR TERMINATE THIS LICENSE AT ANY TIME FOR
ANY REASON, OR NO REASON AT ALL, IMMEDIATELY UPON WRITTEN NOTICE TO LICENSEE.
W. EVENT FEE
The fees payable for thls Event (collectively the "Event Fee"), due date(s), and payment Informatlon are set forth in Exhibit A. The Event Fee and any
additional charges payable to Licensor must be paid on or before the designated due dates and must be paid via electronic payment (per Exhibit E),
certified check, or as otherwise directed by Licensor. Payments will be considered 'made' when Licensor actually receives them. Any eoud
from Licensee w Ol accrue interest from the date due through the date of payment at the rate of 1.5% per month or the highest rate - - bymlaw
,
whichever is lase. In addition to interest, If any of Licensee's payments) hereunder are more than 10 days late, Licensee must pay Licensor : ; charge
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Ucensor
Licensee
Address
Phone
Email
Licensor —
Notice
27001 US Highway 19 North Ste 1039,
Clearwater, FL 33761
(727) -796-1079
n/a
Ucensee —
Billing
City of Clearwater Offices One Clearwater Tower,
6th Floor, 600 Cleveland St., Clearwater, FL
33756
(727) 562-4040
)ennifer.pobrier@mycisarwateroom
Licensee_
Notice
qty of Geometer Offices One Clearwater Tower,
6th Floor, 600 Cleveland St., Clearwater, FL
33756
(727) 562-4040
Jennifer.pohrier�mydearwater.com
By signing this document, Licensor is giving the Licensee the limited, revocable right to temporarily use and occupy certain space in the Stropping Center
(as defined below). Licensee cannot transfer thls right to anyone else. This Ucense Is not a leasehold Interest.
1. THE EVENT
Licensee may occupy the Event Location (defined below) during the Event Period (defined below) only for the purpose of The Clearwater Police
Department will offer free shredding for Clearwater residents. The pollee department wig also be collecting unwanted prescription medication.
The event will be from 9 a.m, to 2 p.m. October 28, 2024, at Countryside Mall, 27001 U.S. 19 N. nearest the intersection of U8 Hiding/ay 19
Countryside Boulevard, south of Whole Foods.
Polka officers and solid waste workers will collect and shred any paperwork that Clearwater residents no longer need.
Clearwater police also will accept old, unused or expired prescription medication as part of the nationwide Operation Medicine Cabinet that
takes place twice a year. Bringing the medication to the police for proper disposal la safer than throwing It In the trash or flushing It down the
toilet.
Both drop-offs are meant for Clearwater residents and not for businesses.
Needles and other types of hazardous materials will not be accepted. There is a limit of 10 boxes per vehicle forshredding. (the "Event"). licensee
may not use the Event Location for any other purpose without Licensor's prior written approval. If Licensee uses the Event Location for some other purpose
without Ucensor's approval, or fails to abide by Licensor's operating rules, as set forth in Exhbit A hereto, Ucensee is required to pay Licensor a fee of
$50.00 per day for so Tong as Licensee continues to do so. Licensor's right to receive thls fee from Licensee is In addition to any other rights or remedies
Licensor may have under this License, at law or In equity.
IL EVENT LOCATION
Licensee has the right to occupy the folowing space (the "Event Location"): T995. which Is located at Countryside Mail Shopping Center (tire "Shopping
Center"), the address and telephone number of which are: 27001 US Highway 19 North Ste 1039, Clearwater, FL 33781 end (727) — 798-1079,
respectively.
The Event Location is shown on the attached site plan for the Shopping Center (see Exhibit D). The Event Location is subject to Licensor's review and
approval at al times.
Licensor does not guarantee any particular location, and may reaulre that the
):vent Location be chanaed one or more times during the Event Period.
If Ucensor does require that Licensee relocate, Uceneor will give Licensee fore (5) days prior written notice.
M. EVENT PERIOD
Licensee may use the Event Location from 10126/2024 (the "Commencement Date") until 10/26/2024 (the "Expiration Date') (this entire period WI be
called the 'Event Period"). unless this License Is terminated earlier by either party in accordance with the terms of the License.
LICENSOR HAS THE RIGHT TO REVOKE OR TERMINATE THIS LICENSE AT ANY TIME FOR
ANY REASON, OR NO REASON AT ALL, IMMEDIATELY UPON WRITTEN NOTICE TO LICENSEE.
W. EVENT FEE
The fees payable for thls Event (collectively the "Event Fee"), due date(s), and payment Informatlon are set forth in Exhibit A. The Event Fee and any
additional charges payable to Licensor must be paid on or before the designated due dates and must be paid via electronic payment (per Exhibit E),
certified check, or as otherwise directed by Licensor. Payments will be considered 'made' when Licensor actually receives them. Any eoud
from Licensee w Ol accrue interest from the date due through the date of payment at the rate of 1.5% per month or the highest rate - - bymlaw
,
whichever is lase. In addition to interest, If any of Licensee's payments) hereunder are more than 10 days late, Licensee must pay Licensor : ; charge
1 of 12
Ucensor
Licensee
Tenant fft00821 ria
Agreement # 5844763
equal to 5% of the amount due or $50.00, whichever la greater. Licensee's payment of Interest and late charges will not prejudice Licenaor'a rights to
pursue other remedies available under this Agreement, at law or in equity.
V. EVENT ELEMENTS
By the 'Delivery Date' specified on Exhibit A, Ucensee must deliver to Licensor all materials listed therein, which may Include, without Iknitation, camera-
ready artwork, advertising colateral, display or set designs, signs, copy, electronic files, activity plans and schedules, promotional materials and/or samples
to be distributed and/or such other materials, logos, trademarks and designs to be used in connection with the Evert (collectively, the 'Event Elements"),
for Ucensa's review and approval. Licensor will review and approve or reject in writing, in Licensor's sole discretion, ail Event Elements. Licensor reserves
the right during the Event Period to rejed any or all Event Elements for any reason or no reason, and to curtail or regulate any wall Evert Elements.
licensor WI provide to Ucensee the services specified on Exhibit A in connection with the Event (the "Services").
VL SECURITY DEPOSIT
Whan Licensee signs this License, Licensee must also give Licensor a security deposit of $0.00 ("Security Deposit"), as security for the
performance of Licensee's obligations under this License. Licensee cannot use the Security Deposit as payment of any installment of the Base
Ucense Fee, or to reduce any other charges that Licensee may owe Ucensor. Ucensor may use the Security Deposit to offset any damages, beyond
normal wear and tear, to the Event Location or the Unit or may apply the Security Deposit against any License Fee or other charges Ucensee owes under
this License. Licensor may also use the Security Deposit to reimburse others for returns of merchandise or to rectify complaints made by Licensee's
customers. Licensee agrees that Licensor can keep the Security Deposit if Ucensee does not occupy the Event Location and conduct business them
pursuant to this License for the entire Ucense Period, unless this License is terminated by Licensor prior to the Expiration Date due to reasons other than
Licensee's default. Even if Licensor terminates the License before the end of the License Period, Licensor may still keep part or all of the Security Deposit
to offset any damages to Licensor's property or unpaid amounts due under the Ucense. If Licensee stays for the enire License Period, and makes al the
payments required under this Ucense, the Security Deposit (or what remains of it, after Licensor has deducted amounts for damages) will be refunded to
Licensee. After Licensor refunds the Security Deposit to Licensee, Ucensor will have no further obligation to anyone with respect to the Security Deposit
VII. ADDITIONAL PROVISIONS
The Exhibits attached hereto are a part of this License.
VIII. TERMS AND CONDITIONS
1. Hours of Operation. The Event must be open for buskroas during the hours set forth in Exhibit A. Licensee must pay Licensor $50 per hour
or part of an hots (up to a maximum of 3300 per day) as liquidated damages and not a penalty for the times that the Event Is not open and operating, as
provided In Exhibit A. These liquidated damages we In addition to an cher amounts due under this License. Licensee agree that this amount is a
reasonable estimate of the damages that Ucensor would suffer if the Event is not open during the hours set forth in Exhibit A.
2. Sales Reports/Audit. This section Intentionally omitted
3. Condition of Event Location. Ucensee has inspected the Event Location and accepts it "as is" and 'Where is" with no representation or
warranty by Licensor as to its condition, or its suitability or fitness for the Event. Licensee understands that Licensor has no obligation to improve or repair
the Event Location unless stated otherwise elsewhere in this License. At Licensee's expense, Ucensee must maintain the Event Location in good, clean
and safe condition and make al necessary replacements and repairs. if Licensee does not fulfill its obligations to repair and maintain the Event Location,
Licensor las the right to do this for Licensee, without responsibility for any damage caused by Licensors work. Licensor also has the right to make any
emergency repairs. Licensee shall lmrnec#etey reimburse Licensor for any cost Licensor incurs in performing any maintenance or repair work, plus a 20%
administrative fee. Licensee may not make any alterations, additions or improvements to the Event Location without Licensors prior written torment. •
4. Event Set-up and Operation. Ucensee must coordinate the set up and take down with the Licensor, and in accordance with the schedule set
forth in Exhltnit A. At Ucensor's request, Licensee wll provide an on-&te coordinator forset-up and tear -down of the aclutles governed by this License. The
scheduling of all set up and take down is subject to Ucensor's absolute discretion. Licensee shall submit In advance all plans related to the location of
equipment, set-up and take-down, time end dates of deploy. Licensee has the sole responsibiiy for conducting the Event, which may include the erection
and installation of any Event Elements authofzed by Licensor, unless erection and installation are included in the Services specified In Exhibit A. Licensee
shall install the Event Elements and promptly repair at its sole cost and expense any damage to the Shopping Center that is caused by Licensee, any of
its contractors or other service providers, exhibitors and/or participants in the Event (each a 'Contractor" and collectively the 'Contractors"), or their
respective employees, agents, affllates or subcontractors in connection with the set-up of the Event. Licensee is required to follow Licensors operating
rules, as set forth in Exhibit A.
5. No Exclusives. This License does not give Licensee any exclusive right to sal or promote any particular product or service. Other occupants
of the Shopping Center may s®it or promote the same products or services that Licensee does.
6. Contractors. Licensee is responsible to procure any and all Contractors necessary for the Event. Licensee must provide Licensor with a list of
all proposed Contractors at least five (5) business days prior to commencement of the Event The list shal specify the names, addresses and services to
be provided by each Contractor. Only Contractors that Ucensor approves In writing well be permitted to enter the Event Location. Licensor ad not approve
of, or permit, any such Contractor to enter the Event Location, unfit Licensor has received from such Contractor (i) a certificate of insurance evidencing
coverage required by this Ucense, lisirg Ucensor and Agent ee an additional insured, and 01) an original of Exhlblt C attached hereto, slgned by an
authorized representative of each Contractor, without any modification. Any exception or modification to the foregoing requirements stall be at LIcensor's
sole and absolute discretion. Subject to Ucensor's approval of the Event and the Event Elements, Ucensor will provide to Licensee and each authorized
Contractor access to the Event Location during the Event Period in accordance with this License. Licensee and each authorized Contractor all be
allowed access to, and use of, the loading dock and parking lot at reasonable times, as determined by Licensor, and as needed to perform its . atlona
under tits License.
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Tenant #10092199
Agreement # 5844763
7. Termination. Upon termination of this License for any mason, Licensee must voluntarily vacate the Event Location on the applicable temminaton
date, leaving It in a froom -clean condition. After such termination, no further obligations shall accrue under this License, provided that each party oil
remain liable for obligations arising prior to the date of termination and for all obligations and duties thereafter as specifically provided herein. This License
will terminate automa scaly lithe Event Location Is damaged due to fire or any other event of casualty or condemnation. Ucensee will have no recourse
against Licensor or its alfllates as a result of any such casualty or condemnatbn. Upon termination of this license for any reason, Licensee must vacate
the Shopping Center, and its occupancy or activity thereafter at the Shopping Center Is a trespass. If Licensee does not surrender possession d the
Event Location upon termination of this Ucense, Licensor may immediately remove al Licensee's property from the Event Location and store any such
property at Licensee's expense for up to 30 days. If Licensee's property is not removed by Licensee within this 30 -day period It is conclusively presumed
to be abandoned. Licensor may dispose of such property in any way It may deem appropriate, without obligation or liability to Licensee or parties claiming
by or through Licensee. If Licensee holds over after termination of this License, effective as of the day following termination, all charges due from Licensee
hereunder will continue to accrue and will be increased by 50%. If Licensor commences an action to remove Licensee as a result of Licensee's failure to
surrender possession, Licensee shag pay all costs and expenses Incurred by Licensor as a result of such action, including attorneys' fees and court
costs. LICENSEE HEREBY WAIVES THE RIGHT TO A TRIAL BEFORE A JURY AND THE RIGHT TO ASSERT ANY NON -COMPULSORY
COUNTERCLAIMS IN ANY ACTION FOR EVICTION OR FOR PAYMENT OF SUMS DUE UNDER THIS LICENSE.
8. Intellectual Property Rights. Each party owns or acts as receiver for, and shall retain all right, titin and interest in and to trademarks and
service marks (colectively "Marks"). Neither party shall, In any way during the Event Period or thereafter, directly or indirectly do or cause to be done any
act or thing contesting or in any way challenging any part of the other party's right, title and interest in such party's Marks. Licensee shall not, while this
License is in effect or thereafter, use or permit the use of Licensor's name or the creme of any affiliate of Licensor, or the name, address or any picture or
Niceness of, or reference to, the Shopping Center in any advertising, promotional, or other materials without Licensor's prior written consent. Licensee
agrees that Licensor may make sig, digital, video and/or photographic Images or recordings of the Stopping Center which may include the Event Elements,
Licensee's Marks and/or other materials displayed at the Shopping Center during the Event Period. Licensee agrees that Uceneor shag have the right to
use such images or recordings for purposes of promoting the Shopping Center and marketing activities at the Stopping Center. Licensee represents end
warrants that the producion, operation, broadcasting, adverieing and prornotion of the Event and the use of the Event Elements as provided in this License
wig not violate time trademark rights, copyrights, the right of privacy or publicity or constitute a libel or slander, or Involve plagiarism or violate any other
rights of any person or entity.
9. insurance. Licensee must maintain, and require Its Contractors to maintain, as applicable, the Insurance set forth in Exhibit B.
10. Indemnity. From and after the Effective Date, Licensee shall indemnify, hold harmless and, at Licensor's option, defend Licensor, Agent, and
mortgagee, if any, and any of its respective heirs, successors, assigns, principals, partners, members, shareholders, officers, agents, attomeys, servants,
employees, managers, and contractors, and any fee owner or underlying lessor of the Shopping Center from and against ail claims, actions, damages,
liability losses (including economic losses), costs, expenses, and gens, including without Imitation reasonable attorneys' fees and expenses that Licensor
incurs in connection wlth any foss of Be, personal injury or damage to property or business arising out of or in any way connected with the Event Location
or the Ung or Licensee's operations, the condition, use, maintenance, repair or occupancy of the Event Location, or in any way arising out of Licensee's
acWNies in the Event Location, common areas, or other portions of the Shopping Center, or the activities of Licensee's sublessees or their respective
agents, employees, servants, invitees or contractors. Licensee shall not permit any lien or claim of lien to be filed against the Event Location, and in the
event a lien is filed against the Event Location then Licensee shall, within five (5) days of truth filing satisfy the lien or transfer the lien to bond or other
security, thereby dearing the lien from Licensor's title.
11. Waiver and Release. Neither Licensee nor Agent. or any of their respective agents. servants, employees or contractors. neither Licensor, nor
Licensor's managernet agent nor either of their respective agents, servants, employees or contractors shall be labia for, and Licensee hereby waives
and release all claims for loss of life, personal injury or damage to property or business sustained by Licensee or any person claiming through Licensee
resulting from any acddent, casualty or occurrence in or upon any part of the Shopping Center, including without limitation claims or damage re dtlng
from: any equipment or appurtenances becoming out of repair; Llcensor's failure to keep any part of the Shopping Center in repair, Injwy done or caused
by wind, water or other natural element; any defect In or failure of plumbing, heating or air condftloning equipment, electric wiring or Installation thereof,
gas, water, steam pipes, stairs, porches, ratings or walks; broken glass; the backing up of any sewer or downspout; the bursting, leaking, or running of
any tank. tub, washstand, water closet, waste pipe, drain or any other pipe or tank in or about the Event Location; the escape of steam or hot water, water,
snow or ice being upon or coming through the roof or any other place on or near the Event Location; the failing of any fixture, plaster, ceding Me or
stucco; damage to or loss by theft or otherwise of Licensee's property of that of others; delay or cessation in the start or conduct of Licensee's business;
and acts or omissions of persons in the Event Location or other tenants or occupants of the Shopping Center. In addition, Licensee hereby waives any
and all right of recovery, claim, action or cause of action against licensor and Agents, and their respective agents, servants, employees, Invitees and
contractors, for any loss or damage that may occur to the Event Location and any contents therein by reason of fire, the elements or any other cause
which is insured or required to be insured pursuant to this License, regardless of cause of origin.
12. Assignment, Licensee may not seg, assign, mortgage, pledge, sublicense, concession, or in any manner transfer, this License or any interest
herein, nor sublicense or license all or any part of the Event Location, by operation of law or otherwise. Any unauthorized assignment shag be null and
void.
13. Default of Ucensee. If (I) Licensee shag fag to pay when due the License Fee, or any additional fees or other charge required to be paid under
this License, or (11)11 Licensee shall fag to perform or comply wth any other term, condition or covenant on the part of Licensee to be observed herein,
then, In any such event, License* shell be in breach hereunder and Licensor, at ice option, any time thereafter, may terminate this License by notice to
Lienee and upon service of said notice, this License end the Term hereunder shall be terminated end Licensee shall Immedatey vacate the Event
Location and the Property in accordance with the provisions of this License. If Ucensee shall fail to vacate the Event Location and the property at the
expiration of the Term, whether after Ueensee's breach or otherwise, Licensor may re-enter the Event Location and remove Licensee and all persons,
fixtures and property occupying the Event Location and Licensor shall not be liable for any damages resulting therefrom. Upon a breach by Licensee
hereunder licensor shall also have al other rights evadable to It at law or equity, Including injunction, at its option, without further notice or d : , of any
kind t0 Licensee. If Licensor shall temninate this License after breach by Ucensee, without limitation to any other right or remedy of Licensor,
shall be liable to Licensor, as dquidated damages and not as a penalty, for a sum of money equal to the value of all Fees due hereunder for neer
of the Term lees the fair market value of the Event Location for the remainder of the Term, tattling into account, without limitation, the period of A it would
Licensor
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IFS;
Tenant m0092199
Agreement # 5844763
reasonably take Licensor to find a replacement Licensee satisfactory to Licensor, in Licensors sole discretion, for the Event Location. If Licensee shall
fall to comply with and perforin any of Licensee's obligation herein contained, Licensor shag have the right, but not the obligation, to perform any such
obligations, and Ucensee shall pay to Licensor on demand a sum equal to the amount expended by Licensor in the performance of such obligations plus
interest at the Default Rate. Notwithstanding anything to the contrary In this License, any default by Licensee or any Affiliate (as hereinafter defined) of
Licensee as to any obligation of Licensee or any of Its Atftlatea in favor of Licensor or Licensors Affiliates with respect to any other license, lease, or
agreement between Ucensor (or an Alfilate of Licensor) and Licensee (or an Affiliate of Licensee) may, at Licensors site and exclusive option, constitute
a default under this License, and Licensor will have all remedies available at law and in equity. For purposes of the foregoing, 'Affiliate* shag be deemed
to mean, as applied to a person or entity, any other person or entlty directly or indirectly connoting, controlled by, as under common control with, that
person or entity.
14. Default and Liabeity of Licensor. If Licensor shall fall to perform any obligation under this Ucense required to be perfonned by Licensor,
Licensor shall not be deemed to be In default hereunder nor subject to daims for damages of any kind, unless such failure shall have continued for a
period of thirty (30) days after written notice thereof by Licensee or such additional time as may be required due to force majeure circumstances. If
Licensor shad fall to cure within the time permitted for cure herein, Licensor shall be subject to such remedies as may be available to Licensee (subject to
the other provisions of this License), provided Licensee shall in no event have the right of self-help to perform repairs or any other obligation of Licensor
and, hither, licensee shad have no right to withhold, set-off, or abate Fees, or to terminate this License on account of an alleged default by Licensor.
Ucensee hereby agrees and acknowledges that neither Ucensor nor Agent, nor any of their respective directors, members. officers, employees, agents,
andlor attorneys, stall have any personal liability for any obligations that may arise hereunder. and Licensee hereby admowledges and agrees that it shad
not otherwise lila sub against Licensor or Agent. or take any other legal action against Ucensor or Agents wfthout first obtaining an order from a court of
competent jurisdiction permitting such action. if Licensor is found by a court of law to have failed to perform Its obligations In accordance edit any d the
provisions of this License, any money judgment resulting from such failure shall be satisfied only out of Licenser's interest in the Shopping Center, and
Licensor and its directors, employees, agents, members or principals, shall have no personal liability hereunder. Furthermore, none of the foregoing
parties shad be subject to levy, attachment, or execution, or otherwise sued to satisfy any such judgment. Licensee hereby waives any right to satisfy a
judgment against Licensor except from Licensors interest in the Shopping Center. Licensee further acknowledges and agrees that (a) this License is
subject to the terms and conditions of the Order; and (b) Licensors obligations and lability under this License are limited by the terms of the Order. In
particular, Ucensee acknowledges and agrees that, pursuant to Paragraph 5(e) of the Order, Licensors labihty under this License is and shall be limited
to the assets of the receivership, and neither the Ucensor nor any person or entity engaged by the Licensor shall be personalty liable for any duly authorized
actions properly and lawfully taken pursuant to the Order. The term -Licensor, as used In this paragraph, shall mean only the Licensor or Licensors at
the time in question of the fee lige or interest in a ground lease of the Premises. and in the event of any transfer of such tide or interest, Ucensor herein
named (and in case d any subsequent transfers, the then grantor) shall be relieved from and after fine date of such transfer of rentability with respect to
Licensors obligations thereafter to be performed.
15. Waiver. Failure by either party to require the other to perform any terns of this License will not prevent the party from later enforcing that
term. No term of this Ucense will be deemed waived unless waived In writing by the waiving party. If Licensor accepts a payment of any money due from
Licensee under this License, Ucensor is not waiving any prior breach by Licensee of any term of this License, other than Licensee's failure to make the
particular payment that Licensor accepted. This is true whether or not Licensor knew that Licensee had breached this License at the time Licensor
accepted payment from Ucansee.
16. Miscellaneous. This License becomes valid and effective only when signed and delivered by both parties. This License supersedes ell prior
cllscussions. licenses and other agreements of the parties, oral or w viten, relating to the transaction represented hereby. This license may be modfied
only by a written instrument executed by both parties. This Ucense shall be govemed and construed in accordance with the laws of the state or
commonwealth where the Shopping Center a Iodated without regard to its conflict of laws principles. The venue for any Ntlgation adshg from or relating
to this License, or the license granted hereunder, shall Ile exclusively h a court of competent jurisdiction in and or the county, state, or commonwealth
where the Shopping Center is located and Licensor and Licensee consent to the Jurisdiction of such courts and waive any objections to such
Judsdktton. Licensor has no personal liabitgy with respect to this License. If Licensor breaches this License, Ucensee can look only to Licensors interest
or the assets of the receivership in the Shopping Center to satisfy any claim against Licensor. Licensor may be a party to one or more agreements with a
mortgagee, beneficiary of licensor, department store, mag occupant, or other party. This Ucense is subject and subordinate to all the provisions In those
agreements, as they may be amended from time to time. Licensee agrees to keep the terms of this License confidential, and shall not disclose them to a
third patty. If any pro vision of this License is held by the final judgment of any court of competent jurisdiction to be Illegal, invalid or unenforceable, the
validity of the remaining portions or provisions shall not be Impaired or affected, and the rights and obligations of the parties shall be construed and
enforced as if the license did not contain that part, term or provision held to be liege!, invalid or unenforceable. Licensee addna ledgee that Jones LaSalle
Americas, inc. is executing this Ucense in the capacity of Agent for Licensor and not es partner or joint venturer with Licensor.
17. Notices. Notices to Licensee may be sent by delivery in person, or by certified mall, return receipt requested, postage pre -paid, by express
mail delivery service, or by electronic mad or fax with confirmation of receipt, addressed to Licensee's addresses) sat forth in the first paragraph on page
1 of this Ucerae, or to such other address as notified in writing by Licensee. Notices to Ucensor may be sant only by delivery in person, or by certified
mai, retum receipt requested, postage pre -paid, or by express mail delivery service, addressed to Licensors address(es) set forth in the first paragraph
on page 1 d this Ucense, or to such other address as notified in writing by Licensor. Notice will be deemed given as of the date of receipt. rejection or
inabhlty to delver shown on the retum receipt or similar advice of delivery or attempted delivery, or if delivered in person, the affidavit of the person making
such delivery stall be conclusive proof of the delivery and the date and time of delivery.
18. No Personal Llabiity. Notwithstanding anything to the contrary in this License, neither Licensor nor Agent shag have any personal Nobility for
the payment of any amount or the performance of any obligation arising under or relating to this License.
19. Access to Event Location. Licensor reserves the right to enter upon the Event Location at all reasonable hours for the purpose of inspecting
the same. or the use thereof by Licensee, or for making emergency repairs. The exercise by Licensor of any of its rights herein ahsi not be deemed an
eviction or disturbance of Licensee's use and possession of the Event Location.
20. Costs of Litigation. If Ucensor, or its agents or employees shah without fault on their part be made a party to any litigation aria
act or omission 0 Ucensee, Licensee shall pay alt costs end expenees, including reasonable attorneys' fees, incurred by said parties on
litigation. Licensee shall also reimburse Licensor for all costs and expenses incurred by said parties, including reasonable attorneys' f
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out of any
of said
in enforcing
Ucensor
Licensee
Tenant #t0092199
Agreernent # 5844763
the provisions of this License. Any sums due from Licensee to Licensor, not paid when due, shall bear interest at the rate of eighteen percent (18%) per
annum, or the highest rate allowed by law, whichever is less (the "Default Rate').
21. Conflict. The term of this Agreement, and relationship d the parties hereto, shall be governed in all respects by the Order (as defined below).
In the event of a conflict between the terms of this Agreement and the term of the Order, the Order shall control. Order shall be defined herein as that
certain Circuit Court of the Sixth Judicial Circuit In and for Pinellas County, Florida entered on 01/06/2021 In Case No. 20 -006103 -CI.
IN WITNESS WHEREOF, the parties hereto have executed this License through their duly authorized officers or representatives on the day and year.
LICENSOR LICENSEE
By: Jones Lang LaSalle Americas Inc. By: City of Clearwater, Florida,
Properly Management, of
Inc., solely In his capacity as
Countryside Map Shopping
sr entered on 01/06/2021
Judidal Circuit In and for
No. 20 -006103 -CI,
Approved as to form:
sa
nior Assistant City Attorney
50112
By:
Print Name: nnife
Title: Cty Ma
Date: l 42/-)-0A'7
Countersigned:
Bruce Rector
Mayor
A est:
• Rosemarie Ca
City Clerk
Tenant 1A0092199
Agreement # 5844763
EXHIBIT A
1. EVENT FEE
In consideration of the rights granted to Licensee and/or services provided by Licensee under this Ucense, Licensee shall pay to Licensor the following
fees (collectively the "Event Fee"):
The Base Ucense and Other Fees, plus applicable tax, listed below are due and oavatrle on each date gated ht iiia 'Due Date' column
Due Date
Base Fee
Additional Fee
Utility Fee
Tax*
Total Fees + Tax*
10/262024
0.00
0.00
0.00
Totals
$0.00
$0.00
;0.00
* Tax charge is calculated based on the tax rate In effect as of the execution date of this License. Should the tax rate change during the
term of this License, Licenser shall notify Licensee In writing of the change to the tax rate by the applicable taxing authority. Ucensee shad be
responsible for additional or reduced tax charges based on the applicable tax rate change by the taxing authority.
Submission of Payments: (Sea Exhibit E for Electronic Payment information)
Make certiiled checks payable to:
and send them to the following address:
Countryside Mall LLC
PO Box 50184 , Los Angeles, CA 90074-0184
Ucensee Obligations: Licensee must
- Confirm required vendor Certificate of Insurance is on file.
- Make ewe that all equipment and trash is removed from the property.
2. EVENT ELEMENTS, EVENT LOCATION
Licensee may hold the Event within the Event Location only for the purpose of The Clearwater Police Department will offer free shredding
for Clearwater residents. The police department will also be collecting unwanted prescription medication.
The event will be from 9 a.m. to 2 p.m. October 26, 2024, at Countryside Mali, 27001 U.S. 19 N., nearest the Intersection of US
Highway 19 Countryside Boulevard, south of Whole Foods.
Police officers and solid waste workers will collect and shred any paperwork that Clearwater residents no longer need.
Clearwater police also will accept old, unused or, expired prescription medication as part of the nationwide Operation Medicine
Cabinet that takes place twice a year. Bringing the medication to the police for proper disposal is safer than throwing it in the trash
or flushing it down the toilet.
Both drop-offs are meant for Clearwater residents and not for businesses.
Needles and other types of hazardous materials will not be accepted. There is a limit of 10 boxes per vehicle for shredding. (the
'License Use"). Licensee may not use the Event Location for any other purpose without Licenser's prior written approval.
The Event Location is currently located in location number T995 (See Exhibit D).
3. OPERATING RULES
(a) Licensee must observe and comply with all laws, ordinances, rules, regulations and code requirements applicable to the Event Location or the
Event.
(b) Licensee shall procure and keep in full force and effect, at Licensee's sole cost and expense, iron governmental authoreles having
jurlsdktion over the Shopping Center(s), any and all licenses, permits, bonds or other authorizations necessary to conduct the Event as
contemplated under this License. Licensee must notify Licensor Inssedlately If Licensee fads to obtain the required permits and looses prior
to commencement of the Event. A copy of any required permits or licenses shall be provided to Licensor tan (10) days prior to
commencement of the Event. The provision of such permits or Ncenses to Licensor is a condition precedent to any access to the Event
Location.
(c) Licensee moat not sell or market any unlawful or counterfeit goods or services, or otherwise infringe or confuse another party's tad
trade dress or other intellectual property tights.
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Tenant #0092188
Agreement # 5844763
(d)
(a)
01)
0)
0)
(k)
0)
(m)
(n)
(0)
(p)
(q)
(r)
(s)
(t)
(u)
(v)
(w)
(x)
(y)
Licensee must conduct the Event in a professional, first-class and tasteful manner in accordance with Licensor's rules and regulations, as
well as reputable business standards and practices.
Licensee may not keep or display any merchandise outside of the Event Location or otherwise obstruct these areas;
Licensee's employees and Contractors must wear appropriate professional attire at all times while at the Shopping Center,
Licensee may not permit loudspeakers, televisions, ratios, flashing lights or other devices to be used in a manner so as to be heard or seen
outside of the Event Location without Licensor's prior written consent;
Licensee may not distribute any handbills or other advertising malarial at the Shopping Center or on automobiles parked In the parking lots
serving the Shopping Center,
Licensee and its Contractors may not hawk or otherwise create a nuisance In the Shopping Center.
Unless otherwise provided herein, food or beverage may not be consumed at the Event Location.
M garbage and traah must be stored in an adequate, sanitary, closed container, not visible to the pubic, within the Event Location or the
Shopping Center as directed by Licensor. Ucensee must dispose of such garbage and trash daily, or more frequently if required by the
dreumstances.
No hazardous, flammable or combustible materials may be brought onto the Event Location or any other part of the Shopping Center.
Unless otherwise provided herein, Ucensee shall provide all necessary tables, chairs, table skirting, enclosures and signs, which shat be
subject to the prior approval of the Shopping Center's Marketing Manager or General Manager.
Ucernsee shall furnish and pay for all labor needed to setup and take down displays, if any.
Licensee must furnish all display fixtures, the design size, and quantity of which will be subject to Licensor's prior written approval. Display
fixtures must be of professional quality, well designed and maintained, and must be aesthetically complementary to the surnsundings in the
Shopping Center. Any unapproved fixtures may be removed by Shopping Center personnel, and Licensee rust pay for the cost of removal
and storing any such fixtures.
Licensee shall furnish the Shopping Center's Marketing Manager or General Manager with emergency telephone numbers and a forwarding
address for future reference.
Licensee must secure and be responsible for the display at the Event Location at close of business.
Ucensee shall abide by at rules and regulations that Licensor establishes with respect to the common areas, fadites, sidewaHcs and tenant
relations.
Any merchandise must be hand -carried into the Shopping Center or, if dolled, dotty must have wide rubber wheels only.
No electrical wirkhg will be tald that would create a hazard to pedestrian traffic. Approved tape or appropriate floor covering is mandatory to
secure electrkal cords and must be no less than 3" in width.
Absolutely nothing may be attached to any fbdure in the Shopping Center.
Licensee must provide a minimum clearance of fifteen (15) feet from any store front or kiosk.
At Items to be sold at to Shopping Center are subject to the prior approval of the Marketing Manager or General Manager.
Licensee must hire and pay for the security officers that Licensor deems necessary for the Event. Licensee must obtain Licensors advance
approval with respect to the security personnel hired, and Licensor may impose reasonable restrictions Including insurance or bond
requirements upon such personnel.
Unless otherwise provided herein, Licensor will not provide tools or equipment. These are Licensee's responsibility.
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Tenant #10082199
Agreement # 5844763
EXHIBIT B
INSURANCE REQUIREMENTS
Licensee must keep the folkuwing insurance in force with companies licensed and authorized to do business in the state or commonwealth
where the Shopping Center is located, during the Event Period and such other times as Ucensee occupies the Event Location:
(i) Commercial General Liability insurance on the Event Location and the business operated in or from the Event Location, including coverage
against assumed or contractual liability under this License, with minimum limits for bodily injury, property damage or personal and advertising
injury of $1,000,000 per occurrence and $2,000,000 general aggregate, except for the Events set forth below, which requite such insurance as
follows (if applicable, ler the case of food and/or beverage being prepared and sold on-sfte, these limits shall be $5,000,000 per occurrenCO and
$5.000,000 general aggregate):
Typo of Event
Commercial General Liability
Occurrence/Aggregate Requitement
Dance
$1MMI$3MM
Petting Zoo
$1 MM/$3MM
Vehicle Display Event
$1 MMI$3MM
Vehkde Driven Event
$2MMi$5MM
Concert (Professional/Not Community Event)
$5MM/$5MM
Carnival
$5MMI$5MM
Circus
$5MM/S5MM
Dunk Tank
$5MM/$5MM
Rock Climbing
$5MM/$514M
Martial MIs or Other Sporting Event
$5MM/$5M1A
Firearms or Weapons Show
$5MM/$5MM
AN Other High Risk Events
$5MM/$5MM
(11) Workers Compensation Insurance in statutory blanks for all employees and Employers Liability Insurance which affords limits of not bas than
$1,000,000 each coverage and policy limit;
(Hi) All Risk' property insurance, covering all of Licensee's inventory, trade fixtures, furniture, furnishings, and equipment not affixed to the Event
Location, and covering aft of the improvements installed in the Event Location by or for the Licensee in an amount equal to the full replacement
cost value of all such equipment, furniture and trade fedoras, without co -Insurance; and
(iv) If Licensee are serving alcohol at the Event, liquor Willy insurance, inducting coverage for bodily injury or property damage with minimarn
Nmfts of $2,000,000 per occurrence and $5,000,000 general aggregate
(v) All Contractors must keep the following insurance In force with companies licensed to do business In the state or commonwealth where the
Shopping Center is located, during the Event Period end such other times es the Contractor occupies the Shopping Center.
a. Workers Compensation Insurance in statutory limits for ail employees and Employers Liability insurance which affords limits of not
less than $1,000,000 each coverage and policy limit;
b. Employer's Llabllty - minimum of $500,000 each accident; $500,000 disease, policy limit; $500,000 disease, per employee;
c. Commercial General Liability (naming Licensor and Agent as additional insureds) - $1,000,000 per occurrence Combined Single
Limit; $2,000,000 aggregate (Le., such insurance shall Include contractual liability, personal Injury protection and completed
operations coverage);
d. Auto Liability (if deemed appropriate by Agent) - $1,000,000 minimum;
e. Property insurance coverage for tools and equipment brought onto and/or used at the Shopping Center by the contractor - an amount
equal to the replacement costs of all such tools and equipment; and
1. For any Contractors that are providing armed security services for the Event, Commercial General Liability (naming Licensor and
Agent as additional insureds) which affords limits of not less $2,000,000 per occurrence Combined Single Limit; $5,000,000
aggregate (Le., such insurance shall include contractual liability, personal injury protection and completed operations coverage, and
be primary and non-contributory to coverage carried by Licensor and its Agent);
Insurance Requirements
Countryslda Mall
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Tenant#t0092199
Agreement S 5844763
Any organization wishing to do business at Countryside Mall must provide a current Certificate of Insurance showing the following
minimums:
• $2 Million dollars aggregate of General Liability coverage
• $1 Million dollars par occurrence of General Liability coverage
• Statutory Worker's Compensation Insurance to comply with applicable laws of the state in which the business is operating.
Additional Insured
• Countryside Mall LLC
• Jones Lang LaSalle Americas, Inc.
• MarkZettl, solely in capacity as Receiver for Countryside Mall, LLC, as appointed by Order of the Circuit Court of the Sixth Judicial Circuit
in and for Pinellas County, Florida, Civil Division (Case NO. 20 -008103 -CI)
• Deutsche Bank Trust Company Americas, As Trustee, For The Registered Holders Of Morgan Stanley Bank Of America Merrill Lynch Trust
2013-C11, Commawcal Mortgage Pass Through Certificates, Series 2013-C11, Acting By And Through Midland Loan Services, A Division Of
PNC Bank, National Association, Acting Solely In its Capacity As Special Servicer
• U.S. Bank National Assodation, As Trustee, For The Registered Holders Of Morgan Stanley Bank Of America Merrill Lynch Trust 2013412,
Commercial Mortgage Pass Through Certificates, Series 2013.C12, Acting By And Through Midland Loan Services, A Division Of PNC Bank,
National Aasochtion, Acting Solely In Its Capacity As Special Servicer
Certificate Holder
Counttyslde MaO, LLC 06.1130753 c/o Jones Lang LaSalle
27001 US Hwy 19 N., Ste. 1039
Clearwater, FL 33781
Licenses has and will be maintaining on the date of the went the following insurance coverages:
Auto Liability, General Liability, Police Professional Liability, and Public Official Liability: Excess insurance: $5,000,000 (510,000,000
Aggregate) with Ambridge (formerly named BRIT/Lloyds of London) with self -Insured retention of $500,000 for the policy period 10/04/24 -
10101/25.
Workers' Compensation: Statutory coverage per Occurrence with self -Insured retention of $600,000. Excess insurance via Safety National
for the policy period 10/01/23.10/01124.
Emergency Medical Services (EMS) Medical, Professional Liability and Commercial General Liability: $5,000,000 per Occurrence
km1410,000,000 Aggregate with Ambridge (formerly named BRIT/Uoyds of London) with a self-insured retention of $25,000 for the poky
period 10/01/24.10701/25.
Property: $100,000,000 per occurrence for the policy period 10/01/24 -10101/25 after either.
• $100,000 self -Insured retention for pails other than named storm OR
• 5% self-insured retention per value per rmk for named storm, with a $100,000 minimum per occurrence and no maximum deductible.
• NAP limits for Zones A and V.
• Loss Payee: Owners of property to the extent of their interest in the property being leased or rented by the City of Clearwater, per the
agreement
Additional Insured: Countryside Mall LLC; Jones Lang LaSalle Americas, Inc.; Mark Zetti, solely in capacity as Receiver for Countryside Mall, LLC, as
appointed by Order of the Circuit Court of the Sixth Judicial Circuit In and for Peeks County, Florida, CMI Division (Case NO. 20 -003103 -CI); Deutsche
Bank Trust Company Americas, As Trustee, For The Registered Holders Of Morgan Stanley Bank Of America Merril Lynch Trust 2013411,
Commercial Mortgage Pass -Through Certificates, Series 2013-C11, Ading By And Through Midland Loan Services, A DbAsion Of PNC Bank National
Association, Acting Solely In Its Capacity As Special Servicer, U.S. Bank National Association, As Trustee, For The Registered Holders Of Morgan
Stanley Bank Of America Merrill Lynch Trust 2013-C12, Commercial Mortgage Pass -Through Certificates, Series 2013-C12, Acting By And Through
Midland Loan Services. A Division Of PNC Bank, National Assaclafcn, Acting Solely In Its Capacity As Spedal Servicer
Licensee shaU deliver to Licensor certificates of the Insurance required by this Exhibit B. The insurance company or companies providing the
insurance required hereunder must have a Best Rating of A -VIII or better. Licensee hereby waives all subrogalon rights of Licensee's insurance carrier
in favor of Licensor and its partners, beneficiaries, trustees, officers, employees and agents with reseed to the property damage and rental Toss insurance
required to be carried hereunder. If Licensee breaches its obligation to obtain and keep in effect any insurance required by this paragraph, Lienee shal
indemnify and hold Licensor harmless against any loss that would have been covered by such insurance.
The certificates requited by this paragraph will provide either that (1) 'Should any of the above described poUeies be canceled before the
expiration date thereof, the issuing Insurer will endeavor to mail thirty (30) days' written notice to the Certificate Holder; or (11) `Should any of the above
described policies be cancelled before the expiration date thereof, notice will be delivered in accordance with the policy provisions." Licensee's
Commercial General Liability Insurance poildes shall name Licensor and its management agent (and any other person or entity as may be requested by
Licensor in writing) es additional Insureds, as their respective interests may appear, and will be primary, non-contributory end not in excess of any otter
coverage maintained by Licensor or any other party.
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Tenant #(0092199
Agreement fit 5844763
EXHIBIT C
CONTRACTOR HOLD HARMLESS AGREEMENT
The undersigned,
('Contractor"), in connection with the
to be conducted at (the 'Shopping Center') on or a
and hold harmless (dark Zetti, President, Property Management, of Jones Lang
receiverfor Countryside Mall Shopping Center, and Jones Lang LaSalle Am
companies. subsidiaries and affiliates, and their respective employees,
('lnderrniied Parties") from and against any and all claims, da
reasonable attorneys' fees and court costs arising from or in con
partners, affiliates, contractors, or employees (collectively "Co
presence of Contractor Parties at the 9 • •' Canter.
damage to Contractors property while at
Contractor:
Name:
Date:
If a corporatt
10of12
('Event")
4l indemnify, protect. defend
Americas, Inc ("Licensor'), as Court-appointed
Inc. ("Agent'), as well as their respective agents, parent
, officers, members, managers, partners and directors,
ns, liabilities and expenses, including, without limitation,
with the acts or omissions of the undersigned, its officers. agents,
Parties") in connection with the Advertising Display andlcr the
waives any claim against any and all of the Indemnified Parties for any
Tenant #t0092199
Agreement # 5844763
EXHIBIT D
EVENT LOCATION
�eFuraFr $ •su Aga-JkuFF 'u+oe Fitt t FVC.>F
rrurFlc;, (!sft• Mi 6 tl?i
:kat - 14)r
11 of 12
Licensor
Licensee
Tenant *0092199
Agreement ff 5844763
EXHIBIT E
TENANT PORTAL PROGRAM
AGREEMENT TO ELECTRONIC PAYMENT & SALES REPORTING
Instructions: Please complete this Agreement to Electronic Payment and Sales Reporting exhibit In Its entirety and a copy for your records.
The undersigned, on behalf of City of Clearwater. Florida ('Licensee'), hereby agrees to initiate electronic • = via the Yardi Commercial Caf6
Portal CTenant Portal") to Licensor for all sums due In accordance with the terms and conditions as set n. It Is agreed that these payments
will be authorized by Licensee via payment methods available within the Tenant Portal. Licensee ds that if alternative payment method(s)
other than direct ACH are used by Licensee, Licensee will be responsble to pay related trarsactlo d/or processing fees, as determined by Ananedal
institugona, credit card networks, and/or payment processors, as applicable.
Licensee will promptly and without delay notify Licensor in writing if the authorized Tenant P : I User provided below should be ganged or replaced
with a interest authorized Tenant Portal user. Should Lienee be ratable to access t Portal for electronic payment. Licensee will immediately
contact Ucensor to resolve access Issues. Licensee's inability to access the Tenant : .to make electronic payments in no way roses Licensee's
obligations to make payments to Licensor under the terms herein.
In addition, Licensee hereby agrees that ail respired reporting of Gross Sal
reported In the Tenant Portal within the time frame required.
This authorization wie remain in effect until written
so as to afford the Licensor a reasonable opport
receipt of such notice.
Authorized Tenant Portal User
Authorized by:
tion, in accordance with the terms and conditions above, wit be
Is delivered from the Licensee to the Licensor in such time and in such manner
In no event shall such termination be effective as to entries processed prior to
(Printed Name) (Entail)
Signature of Licensee Authorizing Party)
(Printed Name)
(Date)
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