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82-R-44RESOLUTION NO. 82-R-44 A RESOLUTION APPROVING A RENEWAL OF AN AGREEMENT BY AND BETWEEN THE CITY OF EDGEWATER, FLORIDA, AND ASSOCIATED MARKET- ING, INC., REPEALING ALL RESOLUTIONS IN CONFLICT HEREWITH AND PROVIDING AN EFFECT- IVE DATE. WHEREAS, Associated Marketing, Inc., has an agreement with the City of Edgewater to furnish convenience benches in the city with advertising on them, for which the city receives 15% of gross rental revenue received by Associated Marketing, Inc., and WHEREAS, the original agreement dated December 11, 1979, was for a period of only two years, and WHEREAS, it is in the best interests of the City to renew or continue said agreement with Associated Marketing, Inc., for a period of five years. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EDGEWATER, FLORIDA: SECTION 1. That the attached agreement as entered into by and between the City of Edgewater, Florida and Associated Marketing, Inc., on December 11, 1979, is hereby renewed and shall continue in full force and effect for a period of five years from the effective date of this resolution. SECTION 2. That all resolutions and parts of resolutions in conflict herewith be and the same are hereby repealed. SECTION 3. That this resolution shall take effect immediately upon its adoption by the City Council and approval as provided by law. This resolution was read in full and passed by a vote of the City Council of the City of Edgewater, Florida, at a re a meeting of said Council held on the day of �L.�J�e.rniJlD 1982, and authenticated as provided by law. Roll Call Vote as Follows: ATTEST: Mayor Approved for 1ega1ity and form CityUAttorney PmenzaDoW 4nln9 THIS AGREEMENT is made and entered into by and between the CITY OF EDGEWATER, a municipal corporation in Volusia County, Florida, here- inafter referred to as "City," and ASSOCIATED MARKETING, INC.,-a Florida corporation, with its principal place of business at 218 Sea - breeze Boulevard, Daytona Beach, Florida, hereinafter referred to as "Associated." WITNESSETH: That for and in consideration of the mutual promises contained herein, the parties agree as follows: 1. The City hereby grants to Associated, its successors and assigns, the non-exclusive right, privilege and license which shall not in any manner be construed as a public utility, to, without cost to the City, place benches of a concrete and wood structure upon public space within the corporate limits of the City at various points of pedestrian convenience and necessity as hereinafter permitted, the placement of which said benches being made only where there is no objection of abutting property owners. 141VD 'QIZ G Z rr CUUNt I , 2. For and in consideration of the grant of the above right., privilege or license, Associated shall undertake the placement of benches within the corporate limits of the City and shall have the further right, privilege and license to lease advertising space on said benches, providing that such advertising shall not be of an alcoholic beverage or of an immoral nature. 3. Associated shall make application to the City for permission to place a bench or benches at locations specified in the application, and such permission shall be granted so long as the provisions of this Agreement are complied with; provided, however, that no bench shall be permitted at any location on City -controlled property unless approved by the Chief of Police of the City of Edgewater, which approval shall not be unreasonably withheld. 4. All applications to the City shall be governed by the provisions set forth in this paragraph: a. No advertising affixed thereon shall appear other than on the front or rear surface of the backrest area of -the bench and shall not be greater than six feet (6') in. length or two feet (2') in height. b. No bench may be placed so that it is closer than eighteen inches (16") to the face of the curb. c. No more than one (1) bench shall be permitted at a particu- lar location without adequate reason shown. d. It is intended hereby and understood that all applications to the City shall be granted unless the Chief of Police shall find that a bench on the proposed site will tend to obstruct passage along any public way or to create a hazard or would otherwise be detrimental to the public safety, welfare, morals or health. e. Any permit for a bench may be revoked for any violation of any of the provisions of this paragraph or upon the objection of an abutting property owner, or for any reason which would have been grounds for the denial of the appli- cation in the first instance. f. Association agrees to maintain said benches in a good and substantial state of repair, including periodic painting, at no cost to the City, and upon failure or neglect to keep the said benches in a good and substantial state -of repair, the City shall have the right to remove said benches after twenty (20) days written notice to Associated objecting to the state of repair. g. Associated shall, prior to this Agreement becoming effective, furnish to the City and at all times thereafter keep in force and maintain public liability insurance and shall provide the City with a certificate of insurance as evidence of the same; the insurance shall be in the minimum amount of $100,000 for individual injury and $300,000 for more than one injury resulting from one accident, and $5,000 for property damage. In addition thereto, Associated agrees to hold the City harmless against any claims or demands or judgments in excess of insurance coverage arising out of injury or damage to any person, firm or corporation from the use of Associated's benches. Should Associated at any time allow said insurance policy to lapse, this Agreement shall immediately become null and void and the City shall have the right to remove all benches from public areas. 5. The City reserves the right to exclude benches from any section of its corporate limits. Further, the City shall have the right to, upon reasonable notice to Associated, order the removal of any bench which the City in its good judgment believes not be located to the public benefit. 1 6. The rights, privileges or license granted to Associated by the City shall remain in force and effect for a period of.tN¢:j2) _years from the date of execution by the City, and as long as Associated fully performs each and every covenant set forth herein, then such right, privileges and license may be renewed for similar periods. - 2 - 7. As compensation for the City permitting the placement of benches, the City shall receive compensation in the amount of fifteen (15%) percent of gross revenues collected during the term of this agreement and any extensions or renewals thereof. The said sums shall be paid on a quarterly or semi-annual basis, whichever is agreed to by both parties. Associated agrees to maintain accurate records open to inspection by the City so as to satisfactorily satisfy gross revenues and the percentage received by the City therefrom. B. Should Associated be found to be in default of any of the conditions contained herein, save and except it failure to maintain the benches or any of them, then the City shall give written notice to Associated, and thereafter thirty (30) days shall be allowed Associated to correct the deficiencies complained of. Notice of any deficiency shall be given by the City at the office of Associated set out above. 9. Should any provisions herein be, for any reason, found in- valid or unlawful or unconstitutional, it is understood and agreed that such provision shall be severed from this Agreement, but the remainder of this Agreement shall remain in full force and effect. 10. The parties agree that this Agreement is subject to such sign ordinances adopted by the City from time to time and Associate agrees to abide by said ordinances. IN WITNESS WHEREOF, The City has this // r& day of n FM 13'ce , 1979, set its hand and seal by and through its Mayor and City Clerk. CITY OF EDGEWATER, FLORIDA, a municipal corporation ayor Attest: V pity Clerk (Corporate Seal) - 3 - IN WITNESS WHEREOF, Associated has this 7-# day of 94C'CmRic`/1 , 1979, set its hand and seal by and through its President and Secretary respectively. Attest: U6946-1 -.I THIS AGREEMENT PREPARED BY JUDSON I. WOODS, JR.,. CITY ATTORNEY, AND APPROVED AS TO FORM Judson I. Woods, Jr. City Attorney ASSOCIATED MARKETING INCORPORATED, a Florida corporation By 7//_ a President - 4 -