Okaloosa County BOCC — 2013 meeting #1140 (date undetermined) — RevocableLicenseAgreementKRAHoldings — reading text

REVOCABLE LICENSE AGREEMENT This Revocable License Agreement (the "Agreement") is made on the Jlat...- day of ~ ,2013, between KRA Holdings of Florida, LLC, a Florida limited liability company ("KRA") and Okaloosa County, Florida ("County"). KRA and the County agree as follows : 1. Revocable License. KRA, as the owner of the Kelly Plantation Golf Club located at 307 Kelly Plantation Drive, Destin, Florida 32541 which includes the Fifth Hole Fairway identified on Exhibit A attached hereto and made a part hereof, hereby grants to the County a Revocable License for the installation, maintenance, and occupation of a Fiber Optic Installation Project (the "Project"). The Project shall include: (a) the right of the County, its employees and its subcontracting firms including, without limitation, Gator Boring and Trenching, Inc. and World Fiber Technologies, Inc. , to install a single 2" HOPE conduit by directional bore at sufficient depth to avoid all existing utilities, drainage and irrigation structures (minimum depth of 36") and (b) to install Fiber Optic Communication Cable within the 2" conduit system. 2. Terms. The Revocable License is granted upon the following terms: (a) The Project will connect Okaloosa County's existing underground conduit system located at Pull Box 5220 SR 293 (Danny Wuerffel Way) to a building entry located at the southeast corner of Tower 1 at One Water Place, a condominium, all as set forth on Exhibit A; (b) There will be no above ground or otherwise visible structures installed within the Kelly Plantation Golf Course grounds; (c) All entry onto Kelly Plantation Golf Course property pertaining to this Project will be properly coordinated with the Kelly Plantation Golf Course staff, at least 24 hours in advance; (d) Golf Course Play shall not be interrupted by installation or maintenance; and (e) Any property of Kelly Plantation Golf Club damaged or destroyed as a result of the Project by Okaloosa County, its employees or its subcontracting firms will be promptly repaired or replaced by Okaloosa County at the County's expense. 3. Termination. KRA reserves the right to revoke and terminate this Agreement upon sale of the Kelly Plantation Golf Club or should the County fail to comply with or abide by each and all of the provisions hereof. Waiver by KRA of any breach of any term or provision hereof shall not be deemed a waiver of any subsequent breach of the same or any other term or provision hereof. In the event of termination, the County shall cease all use of the Fiber Optic Communications Cable within sixty (60) days of receipt of notice of termination from KRA.  4. No Claim of Interest or Estate. County agrees that it does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the premises, by virtue of this Agreement or the use of the premises. 5. No Assignment. County's privileges hereunder shall not be assignable by County in whole or in part. 6. Indemnity. County shall exercise its privileges hereunder at its own risk, and, irrespective of any negligence of KRA, County shall indemnify KRA against all liability for damages, costs, lawsuits and expenses resulting from , arising out of, or in any way connected with, the occupation or use of the premises by County, the County's employees, or the County's subcontractors, or the failure on the part of the County to perform fully all and singular County's promises herein. County shall indemnify KRA for any liability for injuries to persons or property made against KRA with respect to the use of the premises by County, its employees, or its subcontractors. County shall maintain policies of insurance in such amounts as normally carried by the County against insurable hazards which may incur as a result of County's use of the premises. County shall require its contractors and subcontractors working on the Project to maintain insurance in such amounts as normally required by the County for a project of this type. However, nothing contained herein shall contractually, or otherwise constitute a waiver by the County of sovereign immunity or the provisions of Section 768.28 , Florida Statutes, as amended from time to time, or any other law providing limitations on claims. 7. Accidental or Negligent Damage to Fiber Optic Communications Cable. KRA shall not be liable to County if for any reason whatsoever the Fiber Optic Communications Cable is damages, hindered, interrupted or disturbed regardless of any negligence of KRA or its customers or contractors. 8. Notice. Any notices under this Agreement shall be sent to the following addresses: KRA: KRA Holdings of Florida, LLC Atten: Mary C. Anderson Manager 4750 Cromwell A venue Memphis, TN 38118 With a copy to: Michael L. Woodham 235 Mattie's Way Destin, FL 32541 2  COUNTY: Okaloosa County Atten: Dan Sambenedetto Telecom/GIS Manager Okaloosa County, FL micro@co.okaloosa.fl.us With a copy to: Phillip D. Metz, Medical Division Chief Destin Fire Control District 848 Airport Road Destin, FL 32541 9. No Reliance Created by Expenditures: County stipulates and agrees that any expenditure of money made in reliance upon this Agreement was done at County's 'risk and with the full and complete understanding that this Agreement was and remains revocable by KRA in accordance with the terms hereof. 10. Attorney's Fees. In any litigation arising out of this Agreement the prevailing party shall be entitled to recover costs and reasonable attorney's fees. IN WITNESS WHEREOF, KRA and the County have entered into this Agreement effective the day and year first above set forth. (signature pages to follow) 3 Witnesses: LICENSOR: KRA Holdings of Florida, LLC P..-rmt Name: Jf2e'I,- € . t5C\V",d~# a Florida limited liability Company Print ~;Qrif:!;;"V~ 'r By: ~f02-'-"""'tV"¥-I¥t:_~~·~4~ Mary .c . Anderson Print: --I.1'-L....L.L! 22II.LL &oWI:s.!.:..:v..>=----_ _ #..".y'---..L....L..J. f': A:....!.L!o:A.J,"""J, ....."ef(=<..<...::'>-= o:..:: J=--_ __ Its: Manager STATE OF TENNESSEE COUNTY OF Slze/~ The foregoing instrument was acknowledged before me this ;(j s.f day of ":::;;:;/1 e..- , 2013, by Mary C. Anderson, as Manager for KRA Holdings of Florida, LLC , a Florida limited liability company, who ( i./) is personally known to me or ( ) who has produced _ _ _ _ as identification, and who certifies that she is authorized to bind this LLC. (Notary seal) O--d-' £. Jat-~ NOffr;PUbli~n andfor~ FI@fid~ Te.~II1e.~<;c:e Printed name: .,7;;d,. £ St\V'e./e.;t- My Commission expires: .]Je£Ih16 ~I" If;?, < 0/.3 My Commission No.: I 4 Witnesses : LICENSEE: OKALOOSA COUNTY, FLORIDA Print Name: ------------------ By: _____________________________ Its : Chairman, Print Name: Board of County Commissioners ATTEST: By: ------------------------------- Clerk, Board of County Commissioners STATE OF FLORIDA COUNTYOFOKALOOSA The foregoing instrument was executed before me as of the _ _ day of ________~ 2013, by , as Chairman of the Board of County Commissioners of Okaloosa County, Florida and , as Clerk of the Court and ex officio clerk of the Board of County Commissioners of Okaloosa County, Florida. Such persons are personally known to me or have produced ------------------------ as identification. (Notary seal) Notary Public in and for State of Florida Printed name: --------------------- My Commission expires: _____________ My Commission No .: _____________ 5 j. I-­ ---- -_._ - -­ I Contract/Leo se Num!)er:_ _ __ _ Tracking )',)umber: b'-!3/J I Cor troctor/Less e e t~am.:; : ___ J(;JI/ /!Olrl)~LiJq-"c&-., LL<q.rantFunded:Y::S_ t ~ .::) ;..// I Pu,pes9: I?E'YO{~/f Lie ~"fe- ~t'~p-?er'l-I Dele/lerm: --..i2JI..£/~--- :. [ ] GREATER TH AN $50,000 I .A.mount: 2. D GREl.TE2 Tf-LA.N $25.000 I De r,ortm.n t· ---1..i. 3. [J $25.000 OR LESS I! Dept. Moniicr NOii,3: I i Purchasing Review Foll owing Okaloosa County approval: r- Confracts & Gronfs , Document ha; bE:8n rec·~i ved: 1 : Contracts (. Grants Manag_~r Date: .---~ Rosemarie Yohannan From: Dan Sambenedetto Sent: Monday, June 24, 2013 1:23 PM To: Rosemarie Yohannan Subject: FW: Revocable License