HomeMy WebLinkAbout2015-122APrepared by and retum to:
City Attomey
City of Vero Beach
P.O. Box 1389
Vero Beach, FL 32960-1389
3120150047871
RECORDED IN THE PUBLIC RECORDS OF
JEFFREY R SMITH, CLERK OF COURT
INDIAN RIVER COUNTY FL
BK: 2868 PG: 1259 Page 1 of 6 8/7/2015 8:49 AM
LICENSE AGREEMENT # 2015 -LA -241
FOR USE OF CITY REAL PROPERTY
(BUS SHELTER — MUNICIPAL MARINA)
This License Agreement (hereinafter "Agreement") was made and entered into the date last written
below by and between the City of Vero Beach, Florida, a Florida municipal corporation, whose mailing
address is P.O. Box 1389, Vero Beach, Florida 32961-1389 (hereinafter "City"), and Indian River
County, a political subdivision of the state of Florida, whose mailing address is 1801 27th Street, Vero
Beach, Florida 32960 (hereinafter "Licensee"). City and Licensee may also be referred to herein
individually as a "Party" and collectively as the "Parties.
For and in consideration of the mutual promises, covenants, and understandings herein contained,
the Parties agree as follows:
1. Premises. Licensee has requested permission to use certain City real property located at the Vero Beach
Municipal Marina, 3611 Rio Vista Boulevard, Vero Beach, Florida, the location and description of such
City real property being as depicted in Exhibit "A" attached hereto and incorporated herein (hereinafter
"Premises"), for purposes of constructing, maintaining, and operating a bus shelter in conjunction with
Licensee's mass transit bus system known as the "GoLine" Indian River Transit.
2. License. City hereby grants a license to Licensee to occupy, utilize, and maintain the Premises for the
purposes specified in section 1 above and pursuant to the terms and conditions of this Agreement
(hereinafter "License"). City retains a right of entry to the Premises by City's employees, contractors, and
agents in performance of their duties at any time. The City's city manager is authorized to administer the
terms and conditions of this Agreement and License for and on behalf of the City, including, but not
limited to, matters regarding enforcement and termination.
3. Use of Premises. Licensee shall occupy, use, and maintain the Premises only for the purposes specified
in section 1 above and shall not occupy, use, or maintain or permit the occupation, use, or maintenance of
the Premises or any part thereof for any unlawful or illegal purpose, or in such mariner as to constitute a
nuisance of any kind, nor for any purpose or in any way in violation of any existing or future code, law,
rule, requirement, order, ordinance, or regulation.
4. No Interest in Premises. The License granted herein provides Licensee with no leasehold or any other
property interest in the Premises and merely provides permission, personal to Licensee, to occupy, use, and
maintain the Premises at Licensee's sole risk and at the City's sufferance and convenience.
5. Improvements. No improvements, installations, or equipment of any kind or nature shall be constructed
or installed on the Premises by or for Licensee without prior review and written approval by and
coordination with the City, as well as compliance with all other reviews, permits, and approvals required by
any applicable code, ordinance, law, rule, or regulation. Licensee's use shall be limited to those
improvements, installations, and equipment specifically approved by the City in writing. Upon written
notice from the City, Licensee shall, at its own cost and expense, immediately remove any improvement.
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installation, or equipment made or installed without first obtaining all required approvals and permits and
repair, clean, and restore the Premises to a reasonably good condition acceptable to the City.
6. Maintenance. Licensee shall be solely responsible, at its own expense, for maintaining the Premises
and all improvements, installations, and equipment in good order and repair, in a safe, clean, secure,
sanitary, and presentable condition, and in compliance with the provisions of all applicable codes.
ordinances, laws, and regulations. The City shall have no responsibility for maintenance ofthe Premises or
any improvements, installations, or equipment thereon or therein. Notwithstanding the other provisions of
this Agreement, subsequent to completion of Licensee's improvements, installations, and work on the
Premises the City will provide waste removal from the bus shelter trash receptacles and the Premises and
will provide grounds maintenance for the Premises (grass mowing and landscaping trimming only and
excluding repairs or replacements).
7. Insurance. Licensee at its sole expense will place the Premises and the structures, improvements, and
installations on its lists of lands and property covered under Licensee's self-insurance and excess coverage
insurance and furnish to City a certificate of said coverage. Licensee's self-insurance and excess coverage
shall include coverage for damage to the Premises and improvements and all-risks general liability for any
claims or liabilities for bodily injury, death, and property damage arising from operations, premises
liability, fire, and other risks. Licensee's excess coverage shall have a combined single limit or not Tess
than $1,000,000.00 but shall apply only to claims in excess of Licensee's self-insurance coverage and
approved for payment by an appropriate legislative claims bill. Licensee's self-insurance and excess
coverage shall be primary and any insurance that may be maintained by City shall be in excess of and shall
not contribute with Licensee's self-insurance or excess coverage.
8. Assignment. Licensee shall not directly or indirectly assign, lease, sublease, sublicense. hypothecate.
sell, mortgage, encumber, or transfer this Agreement or License, the Premises, or any interest in this
Agreement or License or use of the Premises without the express written permission of the City.
9. Assumption of Risk; Indemnification. For and in consideration of the sum of one dollar ($1.00) and
other good and valuable consideration paid by City to Licensee, the receipt and sufficiency of which is
hereby acknowledged, Licensee agrees as follows:
(a) Premises "As Is." Licensee accepts the condition of the Premises as is and recognizes and
hereby expressly and fully assumes all risks, known and unknown, that arise or might arise
incidental to or in any way connected with the condition or use of or access to the Premises. City
has not made and makes no warranty of any kind whatsoever as to the condition of the Premises or
its fitness for any particular purpose. This express assumption of risk by Licensee is made for and
on behalf ofLicensee and Licensee's employees, agents, contractors, subcontractors. and permitted
assigns.
(b) Indemnification. To the extent allowed by law, Licensee agrees to indemnify and hold the
City harmless from and against any and all liabilities, claims, demands, damages, actions,
lawsuits, judgments, penalties, losses, costs, or expenses, of any kind or nature, including, but
not limited to, costs of investigation and attorneys' fees and costs through trial and appeal,
arising out of Licensee's use, occupancy, or maintenance ofthe Premises, or any act or omission of
Licensee or any employee, agent, contractor, subcontractor, or permitted assignee ofLicensee. Such
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indemnification and hold harmless shall be only to the extent allowed by and within the Iimits of
liability provided by section 768.28, Florida Statutes, and shall not otherwise be deemed a waiver of
Licensee's sovereign immunity.
Licensee acknowledges that the provisions of this section 9 are provided as consideration and inducement
for grant of the License hereunder and such License would not have been granted by the City absent the
giving of such consideration by Licensee. Licensee's indemnification obligations shall survive the
termination of this Agreement and License for any matter arising prior to the effective date of the
termination or the date Licensee no longer occupies, uses, or maintains the Premises, whichever is later.
10. Notices. Any notice or request required or permitted pursuant to this Agreement shall be in writing
and may be delivered personally, by courier such as FedEx, UPS, or Priority Mail, or by United States First
Class registered or certified mail, return receipt requested. Such notices and requests may be provided to
the respective Party at their address set forth above. Any notice or request the delivery of which is re fused
by the recipient shall be deemed given as of the date it is mailed or sent.
11. Termination. Each Party shall have the right and discretion to terminate this Agreement and License
with or without cause pursuant to the following:
(a) Except as provided otherwise in this Agreement, the terminating Party shall provide the other
Party written notice of termination at least Ninety (90) days prior to the effective date of the
termination.
(b) Should the City determine that the public interest requires expedited termination of this
Agreement and License, which determination shall be solely in the City's discretion, the City shall
endeavor to provide Licensee written notice of termination at least Fourteen (14) days prior to the
effective date of such expedited termination. However, the City may dispense with or reduce the
aforesaid notice period should the City determine that the public interest requires more immediate
termination.
(c) Except as otherwise agreed by the Parties in writing, whenever termination of this Agreement
and License is noticed by either Party, Licensee shall, at its own cost and expense, remove or cause
to be removed from the Premises all improvements, installations, and equipment and repair, clean,
and restore the Premises to a reasonably good condition acceptable to the City on or before the
termination effective date.
(d) If Licensee fails or refuses to remove or cause the removal of any improvement,
installation, or equipment, and/or fails to repair, clean, and restore the Premises by the specified or
agreed termination effective date, or fails or refuses to do so when such improvement, installation,
or equipment was made or installed without all required written approvals or permits, or if the City
has determined that the public interest requires expedited or immediate removal the City may. at
Licensee's expense, complete the removal and repair, cleaning, and restoration of the Premises or
contract for completion of all or part of such work. Licensee waives any and all right to contest the
City's right to recover all such removal, repair, cleaning, and restoration costs and expenses from
Licensee. The provisions of this subsection (d) shall survive termination of this Agreement and
the License.
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12. Entire Agreement; Amendment. This Agreement and all related attachments set forth all the promises,
agreements, conditions, and understandings between the Parties relative to the Premises and the License
granted hereunder and shall be binding on the respective successors, agents, contractors, subcontractors.
and permitted assigns of the Parties. No subsequent alteration, amendment, change, addition, or deletion to
this Agreement shall be effective or binding on the Parties unless in writing and authorized and executed
by them and made a part of this Agreement by direct reference.
13. Recording. This Agreement may be recorded in the public records of Indian River County at
Licensee's expense. Licensee agrees to promptly reimburse the City for the costs of such recording plus any
applicable administrative fee.
14. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be
deemed an original and all which together shall constitute one and the sante instrument.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date last entered
below and the Parties hereby warrant and represent that their respective signatory whose signature appears
below has been and is on the date of execution of this Agreement duly authorized to execute this
Agreement on such Party's behalf.
ATTEST:
INDIAN RIVER COUNTY, FLORIDA/o..*
JEFFREY R. SMITH, CLERK BOARD OF COUNTY COMMISSIO}'f 42
By:
Deputy Clerk
[Seal]
Approved as to form and leg;fficiency:
4:Dylan Reingo d
County Attorney
ATTEST: ,
Ucc
•
•
.p •N:1Client Does \Marinaicenses\2015.05.20.tRCounty.Bus.Shelter-wrc.docx
Bob Solari, Vice Chairman
BCC approval date: June 9, 2015
CIT
Mayor
Date: oniii 1 31 i o1O I S�
BEACH:
Winger
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Approved as to form and
legal sufficiency:
Wayn . Coment
City A orney
Approved as to technical requirements:
Monte X. Falls
Public Works Director
Approved as conforming to municipal
policy:
ames R. 0 Connor
City Manager
Approved as to technical requirements:
T i othy E. Grabenbauer
Marina Director
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STOCGTEAKAREA 1
•
HIBIT "A"
BOAT BASIN
WOOD DOCK
PAMIR° ARE
SUBJECT LICENSE AREA
(GO -LINE BUS SHELTER)
VERO BEACH CITY MARINA
36.11 RIO VISTA BLVD
THIS SKETCH 19 NOT A SURVEY
APPROXIMATE MHWL
SCALE r= 40'
WOOD DOCK
STOP
BAR
PARRIM AREA
3628 RIO VISTA BLVD
CITY OF VERO BEACH
DEPARTMENT OF PUBUC WORKS
SURVEY & ENGINEERING DIVISION
SKETCH OF PROPERTY DESCRIPTION
LICENSE TO USE CITY PROPERTY
VERO BEACH CITY MARINA
EXHIBIT "A"
MY. HO.
CITY PRGECT 110.
2015—LA-241
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