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HomeMy WebLinkAbout2021-FG15INDIAN RIVER COUNTYFIRGROUN®5 LICENSE AGREE�tEMT License Preparation nate. April 1. 202 1 Orpuizztion: El Cahalb Bianco LLC Address: 5431 South Bracken Court City/Stale/Zip Code: Winter Park F1.32792 Name or Event: Cala or the Royal Harm Lo3d4n Datefn'rme: May 21, 2021 9arm l.lct~ tlaraven: Msy 22.23=, 2421 Crratict ftat-. Red"" 4IM"r Phare: 3411 :tt2.r43 A F. -Mail: tpiRlf!atl tn+n Ftpe"rtl Artra4soee: 3M l msA-Owl 1i2lelri*e: M" V. aMl a! app WITNF.S.Si, I: WHEREAS, Indian River County (the "County') is the owner of csrtain rM, f°ert? kr-O'Wt X; 111e Indian River County Fairgrounds, located in Indian River County. Florida. (the :tnd WHEREAS, the County has the authority to issue and/or execute, and El Caballo Blanco LLC (the "Applicant") desires the issuance and°or "ecution of. 3 remit, 3q.-.mt-,tt for the utilization of the Fairgrounds, which Applicant has inspected and he cby ackruwledt s ro ce sufficient for its intended purpose and/or use contemplated hereunder. and WHEREAS, Applicant urarrants to the County that it is qualified and n:t rr«t: %, do business in the State of Florida and Indian River County. Florida and hss or %ill obtti.. xrd =mriaon he proper certification, licensure, insurance. permits and all other requirements pu-sre:nt. to "=!cn-4.:tate _,r..: local laws, statutes, ordinances, rules and regulations necessary to conduct s^.w =d Al .tetMUCS contemplated herein, and to satisfactorily perform its obligations as herein requireLk ami WHEREAS, the Applicant acknowledges that the use of the Fairgrue." s it tuhicc: le ind expressly conditioned by section 205.04 (Permits) and section 305.09 (Sale and cocett--n crcr. ci .:pceituilc beverages at designated recreational facilities), of the Indian Rivcr Cott '.% CLv!c Of Or_-nal:cm-, sf applicable at the time of the License Duration, which art hereby inctiarT�ra:.-%1 M+ :efer-_rce .~beta applicable; NOW, THEREFORE. for and in consideration of the use of the And ether "alts:ihi6 consideration, the legal sufficiency of which is hereby ucknouledged b% pith Fariic-i, wd of the munwl covenants herein contained. the parties, as indicated by their authorized below, hereby agree to the terms and conditions set forth herein: A. PARK, PREMISES & EVENT SCHEDULE: Fdlrgroueds LtcsmseAgra mrar► Page I of l2 ma&kl 20 Scanned with CamScanner I- This Indian River County Fairgrounds License Agreement ("License Agreement") applies to all events for the use of the Fairgrounds. The areas, personnel and facilities of the Fairgrounds Which Applicant may apply for a permit, license, or use hereunder are more particularly described as i. Facilities (See Exhibit A) a. 0 Acreage 00-5 2 day% 136-10 ❑ 11-40 ❑ 41+ b. ❑ Expo Center C. ❑Expo Open Air Pavilion d. 0 Agricultural Pavilion 2 days C. ❑ Entertainment Building f. a Cook Shed 9. ❑ RV Hook-up U. ❑ Amenities o Large Bleachers 0 Small Bleachers S ❑ Small Stage ❑ Stage Risers #(1-6) ❑ Trans -Stage ❑ without canopy ❑ with canopy ❑ 10X20 Tent # ❑ Light Towers ❑ Picnic Tables ❑ Hoses/Sprinklers ❑ Serving Carts ❑ Tables (30"X96') w/chairs# ❑ Chairs only ❑ Marquee # weeks ❑ Internet Access ❑ Golf Carts # ❑ Fire Extinguishers # ❑Midway Electric (the "Premises"), which Applicant acknowledges to be sufficient, as is, for its intended purpose and/or use contemplated hereunder. III. Personnel ©Parks Division Staff N. Permits 0 Fairgrounds Use Pennit o Alcohol Permit Fatrgrominfs Lk=wAVwmwrt Page 2 of 12 Aa dots a r7 Scanned with CarnScanner 2. Applicant may use anti have arcs,.% to the Prcmi!r--t (lr A rete`•!. At reir , en *r, 22nd day or May. 2021 and ending, at Rpm, on itot ilyd 44? of MAy, ,(r)l (-•t AvIen a ft►trAttell"•s, which lAcensc Duratinn shall incItOr Fvcnt �rt•trl,, rtrrr••ra1 AM e!e.A . •t;. ljjloera :-e YOW.11111 requires tmige alis! the Milntlaird ttmr. Ar, la s..:,9 is %! rT16,160,M0.11311 .:t+etrs"`t including, but not limited to Marulard ttmtriV/dAllp rater, A•, .'S xt.V 4.1 lei m,!tt tet flit! Fairgrounds Fre Schrclule attntheil art I'%hilit it IL AUTiIORIZED USE, TERMS tic ('ONDFTIO S: 1. The Premises nre to be uccvl by Applimni fry! tett Gsts O'Itoo Rnp^tt t1+4sn•q frtte 1, (a) (a) Fvent nlny include rive folllriving al,liviiiev Iknt 2,A CT.a t Al -A rtt`MII! ►.`tl•� +N) +11WI (b) 71u hours of the Fvent shall be- May 22,2.:. 2f121 ?rt"m - 1: t>rM foorb ct�pt (e) The I -vent shnll be used for nn ether Tbr p -1!-e �-A Orel tr..tr.(•.sa t-r.+r `.sr^,tt•• t :rr.*+• 11 r ► requmled in witting 171' Applicant and pivc7t h`« t;'*° t'r:•;;.-+� .+c.ta.h 't -CR,' �1 sPaEtlt ..+ ,etl•ir+--r to avnllability but not he unrewmahly viathbr-ld, bete. is III01 request is submitted at )M;1 90 nays rnwlT to tl•,c hc.s""• rt•'l''' t u"va+'sa rtttrttis+n- :itch change mayreslrll in a modification of flat• in -mt reg•ni-cr-crrl err for", en (d) Applicant acknowledges that this l.iccnae Agrcc•.-er- r:- -, I•r pror it, rhe. •=nnr<rl based on Covid-l9. L Applicants lnitialc 2. Applicant agree-,; to pay to the County a, rent. cera,,. a-wrwt.z,-_q swd .•, t �. fi-r ;he •a -e 'if role Premises the following sums: (a) Rental fee will be S2023S11. (.which includes MA) plus tm ae:+::czrr.:tl cliarze!: trsrcow d rt the request of the Applicant to be reconcilers at the end of IJccM-,r rt+.rtt:r-*t- =tu'Ss •'n 'lie calculations on the attached Fee Schedule. A minimum orf T-AT`a a r'•r:l': i, resume E �"7,1 of the entire rental fee. SMSM Mvcnt Deposit") is due t:; •-r. ct rcla .r. r i t:u : i ti c^ • Agreement. The balance of the rental fee Oct forth ah-sw and any rmaminiz -:1•: mt" -t including any expenses. charges or other fees dcsaibed in this 1.iL=-c .tom emczr 4; s til '-r due thirty (30) days prior to the Event. Any incidcnU- chsrs•-t of 4=_% ret It -t ? ldctl Agreement at the time of execution shall be due within -rhi: (51 T`i;zri-cc: tLl : of !hr conclusion of the Event as described in B.1.b. (b) A Damage Deposit of 5250.00 shall be submitted no later tl•.s.7 ty ; tz•t rr t!r !ts !.:c The Damage Deposit shall be applied against the fees, cayvas, c-cr delinquent payments described herein. and acaittst am• cotta of r a:: er r_-ct::cVlrrnt ,!t damages to the Fairgrounds that directly or indirccd-.1 tr►tsft firvrm tyc E-,crt, wnvihc-r caused by Applicant or Applicant's rtnployces. inwitce%. lice^s.-ems cct!L w:r►sow. z�ttrs:ic - contestants. exhibitors or performers, or odrerx on ter_• 11rrr-u=It se .i,-rL•Lattt- c ler"Llttrtt Of invitation. 111: Counly-'s use of the Dwil tge I3cptrait or an` ot_'*er ,Lin t!tncrthed hcilLin shall in no way consutute a waiver of anv outer right the f:i+atlp t=I:o ttsvc .11 law if equity. Tice D:trnagc Wposit. to the cNtrnt unuw d• uhudl t c rrtr st ct,f ro A,:pi:c:utt ­ttitus thirty (30) business days fullow•ing the d:rcnt. 3. The Applicant shall providr to the Coulrty infortrtxtitart as era► 6: tats! tisli.4 :siw-•i se 3f1. l5, ' .sect Fabgrounds Me mseArrermmi flag! ! V! t Scanned with CamScanner 3 days prior to the Event. The County reserves the right to cap ticket sales depending on the capacity of the Premises and the Fairgrounds or because of law enforcement, sanitation, traffic control or due to other public safety issues. 4. Applicant shall be financially responsible for all charges for all materials, personnel, services and equipment that the county famishes for the Event. Applicant shall also be financially responsible for all charges for all materials, personnel, services and equipment that are provided by non - county agencies associated with this Event (i.e., stagehands, sound/light companies. ushers). 5. This License Agreement is not a permit. As set forth in sections 205.04 (permits) and 205.09 (Sale and Consumption of Alcoholic Bcvcrngcs at Designatcd Recreational Facilities). of the Indian River County Code of Ordinances, the Applicant must obtain the necessary fairgrounds use permit and alcohol permit, which collectively require the Applicant to timely obtain approvals of plans, including but not limited to, adequate sanitation facilities and sewage disposal, parking facilities, transportation of patrons, adequate medical facilities, adequate security and traffic control. Applicant shall be responsible for all costs associated with such facilities and services. 6. The County shall have the right, niter coordination with the Applicant's authorised representative, to determine in its sole discretion the level of County staff necessary to service the facilities during the License Duration. Applicant shall be responsible for all additional costs for County staff and Applicant may request additional staff as needed. 7. Applicant's failure to make any of the payments required hereunder in a timely manner shall constitute a material breach and shall result in the immediate termination of this License Agreement. All fees, costs and expenses, including, without limitation, attorney's fees, incurred by the County in the coXection of any payment due hereunder shall be reimbursed by Applicant. 8. Applicant (including all artists, performers, entertainers, sound technicians, emplo)ees. and subcontractors of Applicant, and any other participating in the production of the Event) shall comply and ensure compliance with the following during the Event: (a) The hours of event production and sound checks utilizing amplified sound in the Fairgrounds are restricted to: i. Sunday thru Thursdays from 10:00am-6:00pm with a minimum of one dd ty (30) minute intermission. ii. Fridays and Saturdays from 10am-I0:59prn with a minimum of one thirty (30) minute intermission. (b) The starting hours listed above may be adjusted to begin earlier upon approval of the County. (c) The location and arrangement of the stages and sounds systems shall be in accordance with the Stage Configuration Map as detailed by Applicant and approved by the County. The preliminary Stage Configuration Map and a Site Plan shall be provided to the County thirty (30) days prior to the Event and a final Stage Configuration Nlap and Site Plan no less than fifteen (15) days prior to the Event. (d) Sound attenuation blankets or sound walls may be required to be erected at the rear of any temporary stages. Such temporary stage installations shall be installed in such a manner so Flgo LkcweAgremut Page i of l2 I& Scanned with CamScanner as to minimize the noise impact onsurrounding residential pmpt rtiea, . (e) Applicant shall obtain stage inspection, documental ion and certification in ac.r,,arilarce lvith industry standard. Applicant shall provide copim of dociimeritatirtri rrfl xtinv r.rrtifticAtion within 24 hours of Eveni. Applicant shall il%,n the County to in-irer_t file construction. Stich inspection -hall occur nn Later than 24 hmirl prier In the V,4,mr. Aw, + 0111 associated by the County's inspectinn shalt he at the <nle. cnzt of the 1"aunty, the catinrf shall make inspector(s) availahlc al a multially agrcrahtc time. Failure in timely imr:xrt tht° Stage by the County shall not preclude Applicant from pt(xrx-ding xvith the F-41-4nt. 9. Undisclosed or unpetmitted activities or hours shall he cause for this i.icrenre Aaareerrent to Pe voidable by the County at any time during the l.icen%e (Duration. Undi cineed and onprt^mitte i activities shall be subject to cancellation of the Event. and Applicant ahall be suhject tui daitnaues. penalties'and other legal and equitable remedies including. but not limited ter full pzivtnr rut tinder this License Agreement. 10. Applicant shall not assign this License Agreement or any rights hereunder or sulalet the Pr%!mix., without the express prior .%-rittcn consent of the Asssistant County Admini`trateir or histhcr designee. 11. In the event that the Premises or any other portion of the Fairgrounds are not vacated and cleared by Applicant at the end of the License Duration, the County is hereby autknrixcd to mmnve From the Priemises or any other portion of the Fairgrounds, at the cxpcwc of Applicant. Al zrod% wares. merchandise and property of any and all kinds and description., placed or pernined, therein by Applicant and which may be then occupying the same. and Count) shall not arc 4inhic for any damage or loss to such goods. vvrarrs, merchandise or other prnper-,= which may he sustained either by mason of such removal or of the place to which it may he AppiiL11int hereby expressly releases County from any and all such claims for dan-Lt es of wNiv--.never kiwi or nature and agrees to defend, indemnify and hold County harmless at Applicant's ci;c=%c ,is to any claims for damages by thins parties having interests in such goads. mum --L merclutrAise and property, including costs and attorney's fees_ 12. Applicant shall: (i) use and occupy the Premises in a safe and careful manrcr, lrudwinlz heat rut limited to properly covering any and all power cords; (u) comply with all fcdersl_ sante =-.d !Uc al laws, statutes, rules, regulations and ordinances; (iii' use the Premiscs sold- for the Fiai^r:scs provided above; (iv) not permit the Premises, or any part thereof. to Er tb�cd fear MV Unlawful purpose or in any manner that may result in or cause harm and/or dm=L,`e:to prrx ui3 or pioprrty; (v) not post or exhibit or, allow to be posted or exhibited signs. 3,,drerti. tnt..a, ibow-billx. lithographs, posters or cards of any description inside or in front of, or on an_% pun of the Premises, except with the prior written consent of County. %hich consent %halt rt)( be unreasonably withheld, conditioned. or delayed, and (vi) deliver to the Couunt% the Premilic% in X4 good a condition and repair, including all necessary trash or rvutc trmo,-4 as t&- !kirnc shill Lar found at the beginning of the License Duration. aldditiomilly, Applicant: (a) assumes all costs arising; from the use of patented, tr de u rkcd or cop!-rightctd materials, equipment, devices, processes, or drsnimiic rights uscd on or incorWriW in the conduct of the Event. Applicant shall defend, indcninify and hold Count h:smilc-ti it F drIlcrmeAgreetitart lar Scanned with, CamScanner Applicant's expense from aU suits, actions, proceedings, damages, costs and expenses in law or equity, including attorney's fees, for or on account of any patented, trademarked or copyrighted materials, equipment, devices, processes or dramatic rights furnished or used by Applicant or its employees, invitees, licensees, contractors, assignees, performers, contestants and exhibitors, in connection herewith. (b) shall not alter landscaping, fencing or any permanent structure nor shall there be any obstruction to ingress and egress to and from the Premises without the express written consent by the County. (c) acknowledges that the County shall have the sole right to collect and have the custody of articles Ieft at the Premises by persons attending any Event given or held on the Premises, and Applicant or any person in Applicant's employ shall not collect or interfere with the collection or custody of such articles. (d) acknowledges that the County reserves the right to eject any persons reasonably deemed violent or otherwise dangerous to health, safety and welfare. (e) acknowledges that the County may immediately terminate the Event if the National Weather Service issues a severe weather warning, or imminent severe weather conditions develop in the area indicating a risk to public safety, or a state of emergency has been declared. Applicant hereby waives any rights and all claims for damages against the County that may result from the exercise of the rights reserved herein. (Q represents and warrants to the County that Applicant's employees, invitees, licensees, contractors, assignees, contestants, exhibitors and performers by their speech, song, music, conduct or manner will not violate or incite others to violate any statute, law, ordinance, rule, regulation or order of any federal, state, municipal or other governmental authority. 13. The County and its officers, agents and employees engaged in the operation and maintenance of the Premises reserve the right to enter upon and to have free access to the Premises at any and all times, which reservation is hereby acknowledged and agreed to by Applicant. 14. Applicant releases and forfeits any right of action against the County or its members, officials, employees and agents from any liabilities, claims for damages, losses, and costs which arise out of or in connection with the Event and to the fullest extent permitted by law, indemnifies, defends and saves the County and County's members, officials, officers, employees and agents harmless (1) against all liability, claims for damages, and suits for or by reason of any injury to any person, including death, and damage to any property for every cause in any way connected with the Event irrespective of negligence, actual or claimed, upon the part of the County, its agents and employees, except where caused by the willful and wanton acts of County officials, officers, employees and agents, and (2) from all expenses incurred by the County for police protection, fire protection and emergency medical services, restoration and clean up, sanitation and maintenance costs and expenses that are required to preserve public order and protect public health, welfare and safety on the Premises of the Event. Fatrgtn dr MemseAgremmul Page 6 of 12 Inl/Jols 1 � � Scanned with CamScanner 15. At least 30 days prior to the License Duration, the Applicant shall, without limiting Applicant's liability submit certificates of insurance naming "Indian River County, FL" as additional insured and shall: Procure and maintain at Applicant's sole expense, insurance of the types, coverages and amounts not less than stated below: Schedule Limits Commercial General Liability—No more restrictive than $1,000,000 Each Occurrence Combined ISO Form CG0001 (including property damage, Single Limit personal injury, products / comp. ops. agg., premises, and blanket contractual liability, and host ,operations, liquor liability) (rhe County and County's members, officials, officers, employees and agents, shall be named as additional insureds under all of the above Commercial General Liability coverage). In the event the use of motor vehicles is an integral part of the Event (unless a separate ordinance is specifically applicable to the automobiles): Automobile Liability (all automobiles -owned, hired or $500,000 Combined Single Limit non -owned) In the event the Applicant hires employees for the Event or is otherwise required to carry workers' compensation insurance, the Applicant will provide evidence of workers' compensation insurance or exemption as required by Florida Workers Compensation Law as defined in Chapter 440, Florida Statutes. Applicant will assume responsibility for Applicant's discretion in confirming that all of the Applicant's contractors or subcontractors engaged in work for the Event have the appropriate workers ' compensation coverage. Such evidence will include evidence of workers' compensation benefits and employer's liability insurance for the following minimum limits of coverage: Workers Compensation Florida Statutory Coverage Including coverage for any appropriate Federal Acts (e.g. Longshore and Harbor Workers Compensation Act, 33 USC §§ 901-952, and the Jones Act, 46 USC §§ 688 ct seq.) where activities include liability exposures for events or occurrences covered by Federal statutes. Employer's Liability $100,000 Each Accident $500,000 Disease Policy Limit $100,000 Each EmployeeMisease In the event that any services or activities of a professional nature are provided, and Risk Management Fa1VmundrLk sneAgrea eW Page 7ofla Ixilladt d ev Scanned with CarnScanner determines the coverage is necessary, pursuant to (k) below: Il Professional Liability (Errors and Omissions) 11$1,000,000 Each Occurrcnce/Claim j In the event that children will be supervised in connection with the Event and Risk Management determines the coverage is necessary, pursuant to (k) below: Sexual Molestation Liabil $1,000,000 Each Occurrence/Claim In the event alcoholic beverages, including beer and wine, will be served, sold, consumed or otherwise allowed at the Event, the entity serving or selling the alcoholic beverages must have: the following coverage: I—quor Liability ( $1,000,000 Combined Single Limit G (b) Participants — Except as set forth below, the Applicant shall assume all responsibility for Applicant's discretion in obtaining, if any, insurance from the Event's contributing participants and subcontractors (such as caterers, vendors, production companies, entertainers. sponsors) in the types and amounts necessary to adequately protect the County and the County 's members, officials, officers, employees and agents. (c) Primary and Non -Contributory —'Me Applicant's insurance will apply an a primary basis and will not require contribution from any insurance or self-insurance maintained by the County. (d) Deductibles — The deductibles of the insurance policies applicable to the Event shall be deemed customary and the responsibility of the Applicant and any named insureds. (e) Additional Insured — The AppIicant's insurance, except workers' compensation and any additional coverages where it is unavailable, will name the Board of County Commissioners of Indian River County and County's members, officials, officers, employees and agents. as additional insureds under all insurance coverages required for the Event. (f) Reporting Provision — The Applicant's insurance shall be provided on an occurrence form. In the event that coverage is only available on a claims made form, the Applicant shall agree to maintain an extended reporting coverage for a minimum of t%vo years past the expiration of the annual policy term. (g) Duration —Notwithstanding anything to the contrary, the Applicant's liabilities intended to be covered by the insurance coverage(s) required under this section shall survive and not be terminated, reduced or otherwise limited by any expiration or termination ofparticular policies for insurance coverages. (h) Sovereign Entities — State and federal agencies eligible for sovereign immunity may submit a statement of self-insurance for liability as allowed by the applicable state or federal statute. Such statement will be acceptable in place of insurance requirements defined herein. Fdtrgrodr Lke rseA remmW rrrl�ts.. Page 8 of 12 Scanned with CamScanner (i) Financial Responsibility — Applicant shall obtain insurance by an insurer holding a current certificate of authority pursuant to Chapter 624, Florida Statutes, or a company that is declared as an approved Surplus Lines carrier under Chapter 626, Florida Statutes. Such insurance shalt be written by an insurer with an A.M. Best Rating of A -VII or better. Applicant must maintain continuation of the required insurance throughout the Event, which includes load -in, setup, tear down, and load -out. (j) Evidence of Financial Responsibility — Applicant must provide a certificate of insurance to the County's Risk Manager, demonstrating the maintenance of the required insurance including the additional insured endorsement 30 days prior to the Event Date. Upon written request, the Applicant shall make its insurance policies and endorsements available to the County's Risk Manager. The County's Risk Manager shall approve the Applicant's insurance if it complies with this License Agreement's requirements, including, if any, additional insurance coverages deemed necessary by the Risk Manager. No material alteration or cancellation, including expiration and non -renewal of Applicant's insurance, shall be effective until 30 days after receipt of written notice by the County from the Applicant or the Applicant 's insurance company. (k) Discretionary Authority — Depending upon the nature of any aspect of any event and its accompanying exposures and liabilities, the County may, at its sole option, require additional insurance coverages not listed above, in amounts responsive to those liabilities, which may or may not require that the County also be named as an additional insured. (l) Applicant is required to immediately notify the County of any incident, accident, occurrences and/or claims made in connection with the Event. 16. Applicants seeking a permit for the sale and consumption of alcoholic beverages per section 205.09 of the Indian River County Code of Ordinances shall submit the purveyor's name no less than 45 days prior to the Event to the County. At least 30 days prior to the Event, the Applicant shall submit copies of the alcohol vendor's required state alcoholic beverage licenses and insurance certificate in accordance with Section B. 17 to the County. 17. If default occurs on the part of the Applicant in fulfillment of any of the terns, covenants or conditions, including the timely submittal of all documents set forth in Section B, of this License Agreement, the County may terminate this License Agreement and decline to issue any and all permits necessary for the Event. In such case, the rent, taxes, fees, deposits and any other charges hereunder, whether accruing before or after such termination, shall be considered part of and inclusive of the County's damages resulting from Applicant's default. Applicant's default hereunder shall be considered a default of any and all agreements by and between Applicant and the County, and any amounts due Applicant under its other agreements with the County may be used by the County to remedy Applicant's defaults hereunder. Any remedy granted in this License Agreement to County shall be in addition to all other remedies available to County in law or equity, and not exclusive of such remedies. IS. In the event that the Applicant cancels all or any time or portion of the Premises reserved for the Faftmun s cmwAgrewsmil Page 9 of 12 ►Rllraka�F Scanned with CarnScanner Event, the County must receive written notice. Applicants may be entitled to a refund according to the following schedule: (a) Cancellation prior to 180 days from the first date of License Duration will receive a refund equal to 85% of the Event Deposit collected under Section B.4.(a). (b) Cancellation between 90-180 days of the first date of License Duration will receive a refund equal to 50% of the Event Deposit collected under Section B.4.(a). (c) Cancellation less than 90 days of the first date of License Duration will forfeit the Event Deposit collected under Section B.4 -(a). ► 19. In addition to any other charges set forth in the Fee Schedule, the Applicant shall pay a 5250 administrative fee for each modification or addendum to the License Agreement. 20. In the event that the Premises or any part thereof, or adjacent premises required for access thereto, should be so damaged or destroyed by Lire or other cause, without the fault of Applicant, as to prevent the use of the Premises for the Event, then this License Agreement shall terminate. In such event, the County shall be paid for all items of expense incurred by it under this License Agreement and any rental accrued prior to such destruction or damages, but Applicant shall be relieved of paying rent accruing thereafter. For purposes of this paragraph, causes or events not within Applicant's control shall include, without limitation, acts of God, floods, earthquakes_ hurricanes, fires and other natural disasters, acts of public enemies, riots or civil disturbances. sabotage, strikes and restraints imposed by order of a governmental agency or court Causes or events within Applicant's control, and thus not falling within this Section 12, shall include, without limitation, Applicant's financial inability to perform or comply with the terms and conditions hereof, economic hardship, a featured act's failure or refusal to perform or appear, and misfeasance, malfeasance or nonfeasance by any of Applicant's directors, officers, employees, contractors, or agents. 21. Applicant acknowledges receipt of and agrees to comply with the Fairground's Rules and Regulations which are attached hereto as Exhibit C and incorporated by reference. 22. Applicant assumes all risks of damages to and loss by theft or otherwise of the furniture, appliances or other property of Applicant or Applicant's employees, invitees, licensees, contractors, assignees, performers, exhibitors, contestants and those othenvise contracting with Applicant, and Applicant hereby expressly releases and discharges County from any and all liability for any such loss and agrees to defend, indemnify and hold County harmless from all claims and actions for damages as to such losses, including attorney's fees. 23. County and Applicant retain all television, film, recording and licensing rights as to any Event that takes place in or on the Premises, provided such is permitted within the Artist Contract. County will coordinate such recordings with Applicant's marketing representative. In the event of artist recording restrictions, Applicant shall request the right to allow the County to take generic production and still photographs of the Event. 24. Unless excused by impracticability or impossibility of performance or other lawful contractual Fafrgroundr LkwseAgreenwal Page 10 of11 Scanned with CamScanner defense, any attraction, act, or person contracted to appear during the Event as an entertainer shall appear at the published time or within one hour thereafter. Applicant shall not advertise or permit any advertising that a particular perrormer will appear ror the Event until after a contract for the performer's appearance has been executed and a copy thereof has been provided to the County; otherwise, the County may terminate this License Agreement and cancel the Event. 25. No&xception or waiver of any provision of this License Agreement shatI be effective unless in writing signed by the Assistant County Administrator. No such waiver shall be held to waive the same provision on a subsequent occasion or be construed- to constitute a waiver or any other provision of this License Agreement. This License Agreement contains the entire agreement between the parties, unless modified or amended by a subsequent written agreement executed by the parties. This License Agreement shall be governed by the laws of the State of Florida, and venue for the resolution of disputes hereunder shall be in a court of law in Indian River County, Florida. 26. At least 30 days prior to the Event Date, Applicant shall submit proof of application for a " Special Events & Tent Sales Inspection Permit" from the Indian River County Fire Prevention Bureau pursuant to Florida Fire Prevention Code: NFFA 1, Chapter 25. NFPA 101 & 102 and IRC Ordinance Section 208.11. 27. All of the Applicant's subcontractors shall have all of the necessary local, state and federal licenses for the services provided at the Event. 28. All deadlines falling on a weekend or holiday shall be accelerated to the prior business day. 29. Any notice, request, instruction, demand, consent or other communication required or permitted to be given under this License Agreement shall be in writing and shall be given in «-citing and delivered by email or US Mail, Certified — Return Receipt Requested, to the following: Scott Knauer Indian River County Parks and Recreation 5500 771h Street Vero Beach, FL 32967 Email: sknauer@ircgov.com Applicant: Barbara Gasser 5431 South Bracken Court Winter Park FL 32792 Email: lynwithhorses@yahoo.com 30. Applicant acknowledges that the County makes no guarantees to Applicant, express or implied. Faligroundr blare m-4greemenr Page 11 of 12 tnuaic25—G Scanned with CarnScanner as to any pecuniary gain thnt Applicant may have intertrted to resu t (mm the ( w.M. • 31. The recitals and W11CREAS clauses are true, accurate and cotract and are hem.hy lnenTpnrarrlt herein by this reference. 32. Services Provided by the County.- (a) ounty:(a) County resencs the right to determine the adequacy of outside ccrsice. pmclirrA by rh* Application under Section 13 as a canditinn of the Permit. IN WITNM VMEREAR, the parties. by and through their authori7td represesitati +es' signatures below, do hereby execute this License Agreement on this -7 day of AVr Zc72 APPLICANT: sy � Signature �ar�ar0. G�ssctr' Type/Print Name eE® Title Fairgronndr MemwAgreemeal fir ak rte i? u/la Type/Print Name v— Title Scanned with CamScanner