AGREEMENT FOR REIMBURSEMENT OF CITY EXPENDITURES UNDER JOINT PARTICIPATION AGREEMENT (2)AGREEMENT FOR REIMBURSEMENT OF CITY EXPENDITURES UNDER
JOINT PARTICIPATION AGREEMENT
This Agreement for Reimbursement of City x,enditures Under Joint Participation
Agreement (this "Agreement") is entered into as of .1*.: "
2025, by and between The
City of Clearwater, Florida, a Florida municipal corporation (the "City") and FIyUSA PV,
LLC, a Florida limited liability company ("F1yUSA")(collectively, the City and F1yUSA shall be
referred to as the "Parties" and each individually as a "Party" herein.)
RECITALS
WHEREAS, the City and FIyUSA entered into that certain Lease and Property Operation
Agreement dated January 17, 2023 (the "Lease") relating to the Clearwater Airpark located at
1000 N. Hercules Avenue, Clearwater, Florida 33765 and more particularly described in the
Lease (the "Premises"); and
WHEREAS, the City and F1yUSA are seeking grant funding from the Florida
Department of Transportation ("FDOT") for construction of a rotating beacon at the Premises as
referenced in Public Transportation Agreement Grant No. G3901 (the "Project") to prepare for
the development contemplated under the Lease; and
WHEREAS, a condition of the grant funding is that FDOT will cover Eighty Percent
(80%) of the Project's costs and the City will cover the remaining Twenty Percent (20%); and
WHEREAS, being that the Project will be necessary as a rotating beacon is crucial and
acts as a visual navigational aid during low visibility conditions like night or heavy weather
allowing pilots to accurately identify the airport's position and approach safely, F1yUSA has
agreed to reimburse the City for the City's Twenty Percent (20%) funding match; and
WHEREAS, the total cost of the Project will not exceed One Hundred Ten Thousand
Dollars and Zero Cents ($110,000.00).
NOW, THEREFORE in consideration of the Premises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as
follows:
1. Recitals and Capitalized Terms. The recitals set forth herein are true, accurate
and correct and are incorporated herein by reference. All capitalized terms, unless otherwise
defined or modified hereby, shall have the same meaning as set forth in this Agreement.
2. Reimbursement for the Project. FIyUSA hereby agrees to reimburse the City
for the City's twenty percent (20%) match of costs and expenses required by the FDOT grant for
the Project. The Parties agree that this reimbursement payment shall not exceed Twenty -Two
Thousand Dollars and Zero Cents ($22,000.00). Payment shall be due to the City within thirty
(30) days of invoice to F1yUSA after the Project has been paid for by the City.
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3. Remedies in Event of Nonpayment. In the event the City is not reimbursed by
F1yUSA within the timeframe specified in Section 2, the City shall be entitled to specific
performance and any other legal or equitable remedy available at law to collect such funds owed
under this Agreement. In addition, the City shall be entitled to reasonable attorney's fees.
4. Notice. Unless otherwise agreed to in writing by the Parties, any notice or other
communication required or permitted to be given under this Agreement shall be in writing and
shall be deemed given upon actual receipt or upon the first refusal of the addressee to accept
delivery after having been sent by registered or certified United States mail, postage pre -paid,
return receipt requested, or by personal delivery (by overnight courier or otherwise) and
addressed as follows:
If to the City: City of Clearwater
ATTN: Marine and Aviation Director
P.O. Box 4748
Clearwater, Florida 33758
With a copy to: City of Clearwater
ATTN: City Manager
P.O. Box 4748
Clearwater, Florida 33758
If to FIyUSA: FIyUSA PV, LLC
ATTN: Barry Shevlin & Mike Connor
1000 N. Hercules Ave.
Clearwater, Florida 33765
5. Authority. Each Party represents and warrants that it has the power and
authority to execute this Agreement and that there are no third -party approvals required to
execute this Agreement or to comply with the terms or provisions contained herein.
6. Counterparts. This Agreement may be executed in counterparts, each of which
will be deemed an original, and both of which together shall be deemed to constitute one and the
same instrument. Each of the Parties hereto shall be entitled to rely upon a counterpart of the
instrument executed by the other Party and sent by facsimile transmission or other electronic
format.
7. Governing Law. The terms and conditions of this Agreement shall be governed
by and construed in accordance with the Laws of the State of Florida and exclusive venue
selected for any proceeding or suit in law or equity arising from or incident to this Agreement
shall be in Pinellas County, Florida.
8. Invalid or Illegal Provision(s). If any one or more provisions of this Agreement
are for any reason held to be invalid, illegal or unenforceable in any respect, the invalidity,
illegality or unenforceability will not affect any other provision of this Agreement, which will be
construed as if it had not included the invalid, illegal or unenforceable provision. The Parties will
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negotiate diligently in good
to achieve the original
unenforceability.
IN WITNESS WHEREOF,
year first above written.
Approved as to form:
faith for such amendment(s) of this Agreement as may be necessary
intent of this Agreement, notwithstanding such invalidity or
the Parties have hereunto set their hands and seals on the date and
elissa Isabel
Assistant City Attorney
Date: %I'2t1-I9,g
(CITY SIGNATURE PAGE)
THE CITY OF CLEARWATER, FLORIDA,
a Florida municipal corporation.
By:
Je • if oirner
City Manager
Date: v3lo5 10 .10a5
Attest:
Rosemarie Call
City Clerk
Date: ,A / (i) Ot
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(FLYUSA SIGNATURE PAGE
FLYUSA PV, LLC,
a Florida limited liability company.
By: fl!
Name: W. ' am Holtz
Title: Manager
Date: )Z • 0t Z 5
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me by [<] physical presence or
[ ] online notarization, this M day of Fel�r�ar'c , 2025, by William Holtz, as Manager of
F1yUSA PV, LLC, a Florida limited liability company, on behalf of the company. He/She is
personally known to me or produced as identification.
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Tint Name: Aar -a,/ ra ie („
Notary Public
',NotaryPublic-State RON o Fllorida
Commission t HH 49340
My Commission Expires
February 15. 2029