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License Agreement with Greater Miami Hebrew Academy 2(Y2-1 — LICENSE AGREEMENT FOR USE OF PARKING SPACES THIS LICENSE AGREEMENT ("Agreement"), made the as~D day of g1RQq , 2021 (the "Effective Dater), by and between the City of Miami Beach, Florida (the "City"), a Florida municipal corporation, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida 33139, and the Greater Miami Hebrew Academy (the "Academy"), a Florida non-for-profit organization (501 C3) (herein referred to as 'the Academy") having its principal offices at 2400 Pine Tree Drive, Miami Beach 33140 (the City and the Academy may be referred to herein each as a "party" or collectively as the "parties"): WHEREAS, the Academy wishes to reserve six (6) on-street parking spaces, located on the west side of the 2400 block of Pine Tree Drive, adjacent to the Academy property(collectively, the "Licensed Parking Spaces"); and WHEREAS, the Academy has requested the Licensed Parking Spaces for use by its students during the Term of this Agreement and the City has agreed to grant said request, based upon the terms and conditions set forth herein. NOW THEREFORE, in consideration of the mutual promises, and conditions contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the City and the Academy hereby agree as follows: 1. The City hereby agrees to make available, for use by the Academy, the Licensed Parking Spaces, for an initial term, commencing on the date the parties execute the Agreement and expiring on February 28, 2022, unless terminated earlier, in accordance with paragraph 2. Additionally, the City, at the City Manager's sole discretion, may extend the Agreement for an additional period of up to six (6) additional months (the "extended term"). The initial and extended term shall be collectively referred to herein as the "Term". 2. TERMINATION FOR CONVENIENCE. THE CITY AND THE ACADEMY MAY, FOR THEIR CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO THE OTHER PARTY OF SUCH TERMINATION, WHICH SHALL BECOME EFFECTIVE WITHIN FIFTEEN (15) DAYS FOLLOWING RECEIPT BY THE OTHER PARTY OF SUCH NOTICE. ADDITIONALLY, IN THE EVENT OF A PUBLIC HEALTH, WELFARE OR SAFETY CONCERN,AS DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S SOLE DISCRETION, THE CITY MANAGER, PURSUANT TO A VERBAL OR WRITTEN NOTIFICATION TO THE ACADEMY, MAY IMMEDIATELY SUSPEND THE USE OF THE LICENSED PARKING SPACES FOR A TIME CERTAIN, OR IN THE ALTERNATIVE, TERMINATE THIS AGREEMENT ON A GIVEN DATE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY OR THE ACADEMY, THE ACADEMY SHALL PAY FOR THE USE FEE ACCRUED UP TO THE DATE OF TERMINATION, FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. Exhibit "1" 3. Permitted Uses. The Licensed Parking Spaces will be used solely for self-parking, available to Academy students. The Academy shall utilize the Licensed Parking Spaces from 7:00 A.M to 5:00 P.M.,five days a week, Monday through Friday(the "Academy Parking Hours of Operation"). The City shall be responsible to installing any required signage to indicate that parking during the Academy Parking Hours of Operation shall be for the exclusive use of the Academy. 4. Municipal Use. The Licensed Parking Spaces shall be operated by the City, outside of the Academy Parking Hours of Operation, consistent with the City's normal and customary methods of operation of other on-street parking spaces, which may include, but not limited to, hourly metered parking. 5. Use Fee. The Academy shall pay the City a use fee in the amount of $200.00 dollars per Licensed Parking Space for every four(4) week period, or a prorated amount, as applicable (the "Use Fee"), due and payable in advance on the first day of each month. In the event the Academy does not need the use of any of the Licensed Parking Spaces for any period of five(5)or more consecutive days during the Term of the Agreement, the Academy shall provide the City Manager's designee with a minimum of five (5) business days' advance notice of such intent. The Academy will not be billed for duly noticed non-use of any of the Licensed Parking Spaces. 6. Indemnification. In consideration of a separate and specific consideration of Ten (10.00) Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Academy agrees to indemnify, hold harmless and defend the City, and its officials, directors, members, employees,contractors,agents, and servants from and against any and all actions (whether at law or in equity), claims, liabilities, losses, and expenses, including, but no limited to, attorneys'fees and costs,for personal, economic or bodily injury, wrongful death, loss of or damage to property, which may arise or be alleged to have arisen from: (1) wholly or in part from the negligent acts, errors, omissions or other misconduct of the Academy, its officers, directors, members, employees, agents, contractors, subcontractors, students or any other person or entity acting under the Academy's control or supervision;(2)the Academy's breach of the terms of this Agreement or its representations and warranties herein; or (3) the use or occupancy of the Licensed Parking Spaces. To that extent, the Academy shall pay all such claims and losses and shall pay all such costs and attorney's fees expended by the City in the defense of such claims and losses, including appeals. This indemnification provision shall survive the expiration or early termination of this Agreement. 7. Insurance. Prior to the Effective Date, the Academy shall provide the City, for the City's review and approval, with evidence of General Liability, Automobile Liability and Worker's Compensation insurance, in such form and amount(s) as shall be satisfactory to the City's Risk Manager. The minimum limits of coverage for General Liability shall be $1,000,000 per occurrence, combined, single limit for bodily injury liability and property damage liability,and shall name the City of Miami Beach, Florida, as additional insured. 8. Notices. All notices and communications, in writing, required or permitted hereunder may be delivered personally to the representatives of the City and the Academy listed below or may be mailed by registered mail, postage prepaid. Until 2 c:loserslattotorglappdataVocallmicrosoftlwindowstmetcachelcontent.outlook17v9szs3clhebre wacademyparking- agree.agree.docx changed by notice in writing, all such notices and communications shall be addressed as follows: As to the City: City of Miami Beach, Florida 1700 Convention Center Drive Miami Beach, Florida 33139 Attention: Parking Department Director As to the Academy: Greater Miami Hebrew Academy A00239e'Pine Tree Drive Miami Beach, Florida 33140 Attention: RACCHEL Wa<1N8EQ6f4 moD /Mk Ha 7l 9. The provisions of this Agreement may be amended, modified or released by a written instrument executed by the Academy and the City. 10. Invalidation of any of these covenants by judgment of Court shall not affect any of the other provisions, which shall remain in full force and effect. 11. This Agreement shall be construed and governed in accordance with the laws of the State of Florida and any dispute arising hereunder shall be resolved in a court of competent jurisdiction in Miami-Dade County, Florida. Academy and City waive any rights either party may have to a trial by jury of any civil litigation related to, or arising out of, this Agreement. Each party shall bear their own costs and fees in connection with any dispute or litigation relating to, or arising out of, this Agreement. [The remainder of this page is intentionally left blank] 3 c:luserslattotorglappdataVocallmicrosoftlwindowslinetcache Icontent.outlookl7v9szs3clhebrewacademyperking- agree.agree.docx IN WITNESS WHEREOF, the City and the Academy have caused these presents to be signed in their name by their proper officials. Attest: City of Miami Beach, Florida, a Florida municipal corporation .:--7V SEP 0 1 2022 Rafael E. Granado, City Clerk 1 a T. Hudak, City M ager 7117414---- Sign ure = \P,MI.B. q, y PATRICK D. CAMM CAP U 1 2022 YYY-,� Print Name INCORPrORATED STATE OF FLORIDA ) escN 2Zu`;\g_: COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged befor me by mpans of x physical presence or online notarization, this 4 I day of K/- �� , y Alina T. Hudak, as City Ka pager, of the City of Miami Bea h, Florida, o :-"a of the corporation, who ,is personally known to me or has produced , as identification. 1 :,262,0 Witness my signature and official seal this / day of S . No P c, State of Flo ida at Large ,i/litg P-D- 1- 14-"S&" Print Name My Commission Expires: o;�+? CHARLES J.DAGOSTIN ' ,: MY COMMISSION#HH 165705 ' �:�r�. EXPIRES:December 14,2025 •rpife.f P Bonded Th1u Notary Public UndefNlitefS APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION aQyob-I-2:1- CityAttorneyDate 4 c:lusersla o g!ppdatallocallmicrosoftlwindowslinetcachelcontent.outlook165dozrxblhebrewacademyparking- agree.agree updated 8.5.22 for new cm signature.docx Witnesses: Greater Miami Hebrew Academy, a Florida non-for-profit company Signature /i!0 114 /e. i T4 s4Siecfc Print Name G/fOt7nC '/'r //4stpv41/4r Print Name/Title Signature Print Name STATE OF FLORIDA ) COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me by means of ✓, physical prrfesg e r online notarization, this ;a day of MtAcilf , 2021, by ,Aek-J 'TZ of the Greater Miami as TREA5vtfR Hebrew Academy, a Florida not-for-profit company, on behalf of the corporation, who 1/ is personally known to me or has produced , as identification. Witness my signature and official seat-t is ?.) day of /*et Notary Public, State o orida at Large A/,4•'l-c Cr i--) ,P ZGc /All ell Print Name My Commission Expires: Marianela Amenta NOTARY PUBLIC - �+' :'ter Comte GG311467 1 Expires 7/9/2023 5 causerslattotorglappdataVocallmicrosoftl windo wslinetcache conten t.outlook 17v9szs3clhebre wacademyparking- agree.agree.docx