Fort Walton Beach Council agenda — 01-09-2007 workshop agenda — reading text

terminate this lease agreement upon a specified date not less than ten ( 10) days after the date of the serving of such notice, except in the case of a default under subdivision "( E)" hereof, in which event such date shall be not less than five ( 5) days after the expiration of any ten- day notice given under said subdivision " CE)", and this lease agreement shall then expire on the date so specified as if that date had been originally fixed as the expiration date of the term herein granted. In the event this lease agreement shall be terminated as herein before provided, or by summary thereof proceedings or otherwise, or in the event the Tennis Center Complex or any part shall be abandoned by the " CONTRACTOR", the " CITY" or its agents, servants or representatives, may immediately or at any time thereafter, re- enter and resume possession of said Tennis Center Complex or such part thereof, and remove aU persons and property therefrom, either by summary dispossess proceedings or by a suitable action or proceeding at law, or by force or otherwise, without being liable for any damage therefore. No re- of this lease agreement. entry by the " CITY" shall be deemed an acceptance or a surrender In the event this lease agreement shall be terminated as herein before provided, or by 15  summary proceedings or otherwise, the " CITY" may in its own behalf, relet the whole or any portion of said Tennis Center Complex for any period equal to, greater or lesser than the remainder of the term, for any sum suitable and satisfactory, and for any use and purpose which it may deem appropriate, and in connection with any such lease agreement the " CITY" may take such changes in the character of the improvements on the Tennis Center Complex and may grant concessions or :free rent as the " CITY" may determine to be appropriate or helpful in effecting such lease agreement, without affecting the liability of the " CONTRACTOR" hereunder. H. Failure to maintain and provide the " CITY" with Certificates ofInsurance prior to the start of operations and on an annual basis by September 30th during the entire term of this lease agreement. SECTION 14: REMEDIES In the event this lease agreement is tenninated by summary proceedings, or otherwise as provided in Section " 13", or if the Tennis Center Complex shall have been abandoned and whether or not the Tennis Center Complex be re- Iet, the " CITY" shall be entitled to recover from the " CONTRACTOR", and the " CONTRACTOR" shall pay to the " CITY", in addition to any other damage due hereunder, the following: A. An amount equal to the proportionate share of gross revenue proceeds under this lease due and payable by the " CONTRACTOR" to the " CITY" on the several days on which the proceeds in this lease agreement would have become due and payable. 16 B. If either the " CITY" or the " CONTRACTOR" should find it necessary to bring an action in a court of law to enforce any of its rights or remedies under this lease agreement, both parties agree that the prevailing party in any such litigation shall be entitled to a recovery of reasonable attorney' s fees and costs incurred by way of such action. C. On the termination of this lease agreement for any reason, the " CITY" shall have full authority to re- enter and take full possession of the Tennis Center Complex without the necessity of obtaining legal process. The " CONTRACTOR" stipulates that the " CITY" shall not be liable to prosecution or for damages for resuming possession of Tennis Center Complex. SECTION 15: GENERAL REGULATIONS AND POLICIES A EXCLUSIVE RIGHT TO :MERCHANDISE. The " CONTRACTOR" shall have the exclusive right of merchandising, selling and renting merchandise and inventory at the Tennis Center Complex. Further, the " CONTRACTOR" shall have the exclusive right to solicit and string tennis equipment at the Tennis Center Complex. B. PROGRAMS. The " CONTRACTOR" shall have overall responsibility for the operations at the Tennis Center Complex and shall coordinate with and receive permission from the CITY" for any basic program changes. The " CONTRACTOR" shall design, implement, and supervise instructional, recreational, and related tennis programs with the overall goal of making participation in each sport available to all members of the community who seek it. The " CONTRACTOR" will limit the number of courts utilized for teaching lessons and tournaments to provide sufficient access for daily public use. The " CITY" reserves the right to utilize the Tennis Center Complex at no charge for participants registered in various " CITY" camps. 17 C. OTHER PERSONS lEACHING TENNIS LESSONS. The Tennis Center courts cannot be used by other persons for teaching private or group tennis lessons for compensation. The " CONTRACTOR" only has the exclusive right to conduct tennis lessons for compensation or hire at the Tennis Center Complex. No Tennis Professional, unless such professional is employed by the " CONTRACTOR" is authorized to teach lessons at the Tennis Center Complex, whether it is to mends or persons solicited through advertising of any type for the purpose of tennis instruction. SECTION 16: NOTICES All notices required to be given shall be deemed given to the " CONTRACTOR" by depositing the same in the United States mail, postage prepaid, ( certified mail), and addressed to SWEDISH AMERICAN CONNECTION, INC., 808 Dawn Lane, Destin, FL 32541. All notices required to be given to the " CITY" hereunder or by law shall be deemed given to the " CITY" by depositing same in the United States mail, ( certified mail), postage prepaid, and addressed to City of Fort Walton Beach, Fort Walton Beach City Hall, P. O. Box 4009, Fort Walton Beach, Florida 32549. SECTION 17: GOVERNJNGLAW This lease agreement and the rights and liabilities of the parties to the lease agreement shall be governed by the laws of the State of Florida. If any provision of this lease agreement is invalidated by judicial decision or statutory enactment, the invalidity of any such provision will not effect the validity of any other provisions of the lease agreement. Venue for any action arising out of this lease agreement shall lie in Okaloosa County. 18 SECTION 18: BINDJNG EFFECT That the respective rights and obligations hereunder shall bind the legal representatives, assigns, grantees and successors of the " CONTRACTOR", and of any legal entity that succeeds to the obligations of the " CITY". SECTION 19: SEVERABILITY If any section, subsection, term or provision of this lease agreement or the application thereof to any party or circumstance shall, to any extent, be invalid or unenforceable, the remainder of said section, subsection, term or provision of this lease agreement or the held application of same to parties or circumstances other than those to which it was invalid or unenforceable, shall not be affected thereby and each remaining section, subsection, term or provision of this lease agreement shall be valid or enforceable to the fullest extent permitted by law. SECTION 20: SOVEREIGN IMMUNITY Nothing in this lease agreement shall be deemed a waiver by the " CITY" of its sovereign immunity, nor shall any provision of this lease agreement be interpreted to affect the n CITY'S sovereign immunity. SECTION 21: CONSTRUCTION The Parties have participated jointly in the negotiation and drafting of this lease agreement. In the event an ambiguity or question of intent or interpretation arises, this lease agreement shall be construed as if drafted jointly by the Parties and no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any of the provision of this lease agreement. 19 SECTION 22: ENTIRE AGREEMENT IICITY" This lease agreement represents the entire and integrated agreement between the and the " CONTRACTOR" and supersedes all prior negotiations, representations or lease agreement may be amended agreements, either written or oral. Provisions ofthis and the " CITY" and the only by written instrument approved signed by CONTRACTOR". IN WITNESS WHEREOF, the Parties have executed this lease agreement at Fort Walton Beach, Florida, this _ day of September, 2001. 20 CITY OF FORT WALTON BEACH CITY" By: . TZic;~ REID SILVERBOARD Witness CITY MANAGER ST ATE OF FLORIDA COUNTY OF OKALOOSA The foregoing instrument was acknowledged before me this .:Jt day of ~ k , of City Fort Walton 2001, by Reid Silverboard, City Manager, and Helen Spencer, City Clerk, have produced identification as indicated Beach, Florida, who are personally known to me or below. v type of Personally known: Identification produced: 2~; dt/.J- c:::- $: ary Public