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1848 CJ Florida Holdings Mobile Food Vendor 's 7- PLANNING & DEVELOPMENr Vl TRANSMITTAL MEMORANDUM To: City Clerk E: Request for Services: Safe Keeping of Vendor ROW License—CJ Florida Holdings LLC The item(s)noted below is/are attached and forwarded to your office for the following action(s): ❑ Development Order ❑ Mayor's signature ❑ Final Plat(original mylars) ❑ Recording ❑ Letter of Credit ❑ Rendering ❑ Maintenance Bond ® Safe keeping (Vault) ❑ Ordinance ❑ Performance Bond ❑ Resolution ® ROW License ❑ Quit Claim/Warranty Deed/Deed of Conveyance ❑ Utility Easement Once completed,please: ❑ Return original ❑ Return copy Special Instructions: Please advise if you have any questions regarding the above. Thank you! Christopher Smith, Project Manager _07/05/2017 From Date CJ FLORIDA HOLDINGS LLC MOBILE FOOD VENDOR LICENSE AGREEMENT THIS MOBILE FOOD VENDOR LICENSE AGREEMENT (hereinafter called the "Agreement") entered into this 26th day of June, 2017 by and between the City of Sanford, a Florida Municipal Corporation, whose address is 300 North Park Avenue, Sanford, Florida 32771, (hereinafter called the "CITY"), and CJ Florida Holdings LLC, whose address is 277 Acorn Drive, Longwood, Florida, 32750 (hereinafter referred to as the "LICENSEE"). WITNESSETH: WHEREAS, the LICENSEE intends to vend certain products from a mobile vending cart located on the south side of Seminole Boulevard in a parking space certain located in the right-of-way for a time certain of 5 days a week and 5 hours per day, as approved by the City Commission on June 26, 2017; and WHEREAS, the LICENSEE is a Florida limited liability company entity (CJ Florida Holdings LLC) and Timothy Carr and Krysty Carr are the sole managers/members of the limited liability company; and WHEREAS, the CITY has the obligation to protect and preserve public and private property and maximize safe and efficient use of the City's rights-of-ways owned by the public and its interest thereof; and WHEREAS, the public property rights and public lands are held by the CITY for the benefit and general use of the public; and WHEREAS, the CITY desires to cooperate, with the LICENSEE to allow such vending promoting the City's distinct culture and public enjoyment for a time certain to end or extend on an annual basis, with or without cause, for a period of one-year 1 beginning on June 26, 2017 for a period terminating at midnight, on June 26th, 2017, or such earlier time as the CITY deems appropriate in its sole and exclusive discretion to provide the; and WHEREAS, the LICENSEE must be comply with the CITY's Land Development Regulations and other codes and ordinances of the CITY, Federal and State Laws; and WHEREAS, the LICENSEE has requested authorization from the CITY to utilize the public right-of-way for a specific private purpose. NOW THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: SECTION 1. RECITALS. The above recitals are true and correct and form a material part of this Agreement upon which parties have relied. SECTION 2. PURPOSE/GRANT OF LICENSE. The purpose of this Agreement is to grant the LICENSEE a license for the temporary authorization to allow mobile vending moorage located on the south side of Seminole Boulevard in a parking space certain located in the right-of-way for a time certain of 5 days a week and 5 hours per day, as approved by the City Commission on June 26, 2017, for a time certain commencing June 27, 2017 and terminating on June 26, 2018, or such earlier time as the CITY deems appropriate in its sole and exclusive discretion. At the sole discretion of the CITY, the, LICENSEE shall, terminate or otherwise remove said vending form the CITY's right-of-way. The LICENSEE shall comply promptly with all directions of the CITY. SECTION 3. COMPENSATION. The LICENSEE shall pay the CITY the sum of 2 ONE HUNDRED AND 00/100THS DOLLARS ($100.00) per total duration of vending which amounts shall be due and payable at time of application without demand from the CITY. SECTION 4. -RESPONSIBILITIES AND DUTIES/ADDITIONAL PROVISIONS. (a). The LICENSEE, and their successors and assigns, shall at all times be subject to the following conditions: (1). The vending cart may not, under any circumstances, be located other than the approved location and no exceptions will be allowed. (2). The vending cart and any accessory items may occupy no more than 1 standard parking space and must be located so as to not impede pedestrian or vehicular traffic or pose any danger thereof. (3). The vending cart must meet all City, State and local safety and health requirements. (4). Operation is permitted 7 days a week, between the hours of 11:00 a.m. and 7 p.m., except during special events, which time will require approval to participate in the event. (5). The approval may not be transferred. (6). The permittee must provide a trash can and clean the area around the vending cart of any miscellaneous paper or trash each day at closing. (7). Approval may be revoked by the City at any time if the conditions of approval are not being met or if the operation is determined to be a nuisance or safety hazard as determined by the City. 3 (8). The LICENSEE must complete a pre-treatment form from the Utilities Department. (b). the parties agree to the following additional terms and conditions: (1). notwithstanding anything to the contrary stated elsewhere in this Agreement, the CITY shall have no obligation to fund any public facilities or infrastructure necessitated by this agreement; and (2). This Agreement is solely for the benefit of the formal parties to this Agreement, and no right or cause of action shall accrue by reason hereof to or for the benefit of any third party not a formal party hereto. And nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon or give any person or entity any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof, other than the parties hereto and their respective representatives, successors and assigns; and (3). time is of the essence of the lawful performance of the duties and obligations contained in this Agreement and the parties covenant and agree that they shall diligently and expeditiously pursue their respective obligations set forth in this Agreement; and (4). each party hereto represents to the other that it has undertaken all necessary actions to execute this Agreement, and that it has the legal authority to enter into this Agreement and to undertake all obligations imposed on it; and (5). Florida law shall govern the interpretation and enforcement of this Agreement. In any action or proceeding required to enforce or interpret the terms of this Agreement, venue shall be in the Eighteenth Judicial Circuit Court in and for Seminole 4 County, Florida; and (6). This Agreement is the result of bona fide arms length negotiations between the parties and the parties have contributed substantially and materially to the preparation of the Agreement and, to that end, this Agreement shall not be construed or interpreted more strictly against any one party than against any other party; and (7). In the event of any action to enforce the terms of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, paralegals' fees, and costs incurred, whether the same be incurred in pre-litigation negotiation, litigation at the trial level, or upon appeal; and (8). The headings or captions of the sections and subsections contained in this Agreement are used for convenience and reference only, and do not, in themselves, have any legal significance and shall not be afforded any; and (9). The exhibits to this Agreement are hereby incorporated into this Agreement and are an integral part of this Agreement; and (10). This Agreement constitutes the complete and entire agreement between the parties with respect to the subject matter hereof, and supersedes any and all prior agreements, arrangements or understandings, whether oral or written, between the parties relating thereto, all of which have been integrated herein; and (11). This Agreement may not be amended, changed, or modified, and material provisions hereunder may not be waived, except by a written document, of equal dignity herewith, approved and executed by the parties; and (12). This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute one 5 and the same document. SECTION 5. TERMINATION. The CITY may terminate this Agreement immediately in the event of an imminent threat to the public health, safety and welfare or in the best interests of the public as the CITY determines to be present is its sole and absolute discretion, with or without cause. SECTION 6. INDEMNIFICATION/INSURANCE. (a). To the fullest extent permitted by law, LICENSEE agrees to defend, indemnify, and hold harmless the CITY, its commissioners, agents, servants, or employees (appointed, elected, or hired) from and against any and all liabilities, claims, penalties, demands, suits, judgments, losses, expenses, damages, or injury of any nature whatsoever to person or property, and the costs and expenses incident thereto (including, but not limited to, costs of defense, settlement, and reasonable attorney's fees up to and including an appeal), resulting in any fashion from or arising out of or connected with the use of the CITY's property. In consideration of, and as an inducement for, the CITY allowing the LICENSEE to use CITY property the LICENSEE, as individuals and for all claimants including, but not limited to, any and all heirs, assigns, executors, beneficiaries, administrators, customers, licensees, the traveling public, pedestrians and any and all other claimants or legal representatives of whatsoever type, nature or relationship, do hereby forever fully release, remiss, indemnify, acquit, forever discharge, and hold harmless and blameless, the CITY and its officers, employees and agents for any personal injury or property damage, of whatsoever type or nature whatsoever, that the LICENSEE or any claimant, as set forth above, or the successor of the LICENSEE, or those listed above, may suffer as a result 6 of the LICENSEE's use of CITY property. The LICENSEE recognizes and assumes any and all risks, known or unknown, and covenant on behalf of the LICENSEE and all claimants, as aforementioned, not to sue the CITY or its officers, employees and agents, or any one of them, or combination of them. The LICENSEE understands that there are possibilities for injury, etc., as a result of use of CITY property, but the LICENSEE desires to enter this plenary release of the CITY in the context of this Agreement. (b). The LICENSEE shall provide insurance to the CITY in such amounts and under such conditions as the CITY's Risk Manager, or such other designee as the CITY's City Manager shall designate, shall determine in his sole and exclusive discretion. SECTION 7. NOTICES. Any notices required or permitted hereunder shall be in writing and shall be deemed properly made when deposited in the United States mail, postage paid, and addressed as set forth herein, or at such other address as shall have been specified by written notice to the other party delivered in accordance herewith: FOR THE CITY: Mr. Norton N. Bonaparte Jr. City Manager City of Sanford City Hall 300 North Park Avenue Sanford, Florida 32771 With a copy to: Mr. Fred Fosson Risk Management City of Sanford City Hall 300 North Park Avenue Sanford, Florida 32771 FOR THE LICENSEE: Timothy and Krysty Carr 7 277 Acorn Drive Longwood, Florida 32750 SECTION 8. EFFECTIVE DATE. This Agreement shall take effect upon the date that it is executed by both parties hereto. SECTION 9. RECORDATION. This Agreement shall not be recorded in the Public Records of Seminole County (Land Records) and shall not constitute the granting of an interest in real property. This Agreement constitutes only and solely a license, revocable in nature and effect by the CITY subject to the terms and conditions of this Agreement. IN WITNESS WHEREOF, the parties have made and executed this Agreement on the date first written above. WITNESSES AS TO ALL SIGNATURES: LICENSEE/ CJ FLORIDA HOLDINGS LLC ---------- By: Witness # 1 Signature Timothy Carr, Manager/Member Printed Name: So^AeL FDn Se re*� By: Wi'thes-t-4 2 Sipafture Krysty Carr, Manager/Member Printed Name. 2s:<% 11 'y"l%'' LISA ANTONINI I Flori a 7 STATE OF FLORIDA Notary Public-State of Flori State of Hori My Comm.Expires May 21,20 Commission # FF 125242 COUNTY OF SEMINOLE) 7-77' 77 '771% The foregoing instrument was acknowledged before me this day of 2017, by Timothy Carr and Krysty Carr, who are personally known to me or have produced as identification. Notary Public, State of Florida Commission No. (Name of Notary Typed, Printed or Stamped) ATTEST.• CITY OF SANFORD CY HIA PORTER, CITY CLERK NORTON N. BONAPARTE J CITY MAN APPROVED APPROVED AS TO FORM AND LEGALITY: e�2 William L. Colbert, City Attorney