License Agreement LICENSE AGREEMENT
Arch itectu reWorks LLC ("Architect"), a limited liability corporation organized and existing under
the laws of the State of Florida, whose address is 300 71st Street, Suite 528, Miami Beach,
Florida, 33141, and the City of Miami Beach, Florida, a municipal corporation organized and
existing under the laws of the State of Florida, whose address is 1700 Convention Center Drive,
Miami Beach, Florida, 33139, and its successors and/or assigns (the"City") hereby enter into
the following non-revocable non-exclusive license agreement with respect to such drawings,
plans and specifications, and other documents prepared by or on behalf of Architect, pursuant
to that certain agreement between Architect and MBCDC/The London House LLC ("MBCDC"),
dated as of October 11, 2007, relating to property located at 1965 and 1975 Washington
Avenue, Miami Beach, Florida, 33139 ("Property"), and that certain agreement between
Architect and MBCDC, dated as of April 2012, relating that portion of the Property located at
1975 Washington Avenue, Miami Beach, Florida (including any amendments thereto)
(hereinafter collectively referred to as the"Plans and Specifications").
Architect hereby grants to the City a non-revocable non-exclusive license in favor of the
City, granting the City the right to use and reproduce, at no cost to the City, the Plans and
Specifications with regard to the City's intent to restore and rehabilitate the existing building and
improvements located at 1965 and 1975 Washington Avenue, Miami Beach, Florida, 33139
("London House Restoration Project"). Architect agrees to provide the City with the Plans and
Specifications in CAD format, and further agrees to cooperate with the City in connection with
the reproduction of the Plans and Specifications.
If City does not retain Architect to complete the London House Restoration Project, City
agrees to release Architect from all claims and causes of action arising from the use of
Architect's Plans and Specifications. City, to the extent permitted by law, further agrees to
indemnify and hold harmless the Architect from all costs and expenses, including the cost of
defense, related to claims and causes of action asserted by any third person or entity to the
extent such costs and expenses arise from City's use of Architect's Plans and Specifications by
the City, the City's Design Consultants and the City's Successor Architect. City's Successor
Architect shall assume any and all professional and legal responsibility arising from any and all
claims, lawsuits or controversies which arise out of its use of Architect's Plans and
Specifications, and will assume the same indemnification obligations to the Architect that City
assumed herein. City agrees to incorporate this provision into the agreement with City's
Successor Architect, and any other Design Consultants of the City.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
Page 1 of 2
IN WITNESS WHEREOF, the parties have executed this Agreement on the dates set
forth below.
ARCHITECT EWORKS LLC
By: H-u-
J mes Mac enzle
ole Manager
3 0
Da
STATE OF FLORIDA)
COUNTY OF MIAMI-DADE)
On March , 2014 before me, the undersigned Notary Public, in and for the State aforesaid,
personally appeared James Mackenzie, as sole Manager for Arch itectureWorks LLC in the
cap He is ersonally known to me or has produced a valid Florida driver's
lice en I Iq 0uaNUEVA
MY COMMISSION 0 FF 074977
WN EXPIRES:December 8,2017
Bonded Thru Notary Public Underwriters
No ary P ublic
My Commission Expires DeC C31
[Notary Public Seal]
CITY OF MIAMI BEACH
Attest:
By:
Ji y Moral Raf el Granado •••
Ci anage City Clerk
3/13 y -•
Date Date INC ORP Oi A
TED.- ,
Al
APPRO C'(A§ -c
FORM & LANGUAG
& FOR CUTIOI�
omey �
Date
Page 2 of 2