License Agreement
LICENSE AGREEMENT
(FPL License Agreement 0OO4-WD-1998)
THIS LICENSE AGREEMENT, hereinafter also referred to as "License" andlor "Agreement", is made
upon this 21st day of January 2010 by and between FLORIDA POWER & LIGHT COMPANY, a Florida
corporation, whose mailing address is 700 Universe Blvd, Juno Beach, Florida 33408, Attn. Corporate
Real Estate Department, hereinafter referred to as "Company" and the Collier County Board of
Commissioners, a political subdivision of the State of Florida, whose mailing address is 3301 E Tamiami,
Trail, Naples, FL 34112 hereinafter referred to as "Licensee".
WITNESSETH
WHEREAS, Company is the owner of title in fee simple to property in Collier County, Florida, hereinafter
referred to as "Land" and described as follows:
Florida Power & Light Transmission right-of-way, one hundred ten (110) feet in width North of Davis
Boulevard all being and lying in Section 6, Township 50 South, Range 26 East, Collier County, FL.
AND, WHEREAS, Licensee desires to occupy and use the Land as stated herein;
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, Company
hereby grants and Licensee hereby accepts this License to use and occupy the Land upon the following
terms:
TERMS
1. Use: The Land is to be used by Licensee solely for installation, operation and maintenance
of a two 12" pipes for wastewater transmission facilities and one 20" and two 18" reclaimed water mains but
for no other purpose. Licensee shall obtain any and all applicable federal, state, and local permits required in
connection with Licensee's use of the Land and provide to Company copies of any permits ij obtains for the
use of the Land. Licensee shall pay for all utility and other services furnished to or for Licensee on the Land.
Licensee's use of the Land shall be consistent with that as described in that previous agreement between
Company and Licensee dated September 30", 1987.
2. I!!m: This License is for a term of Thirty (30) years, unless earlier terminated as provided
herein, beginning upon the 1" day of October 2007, and ending upon the 30" day of September 2037.
3. Rental: Licensee hereby covenants and agrees with Company, that during the Initial
term of this License, Licensee shall pay to the Company the total amount of Zero Dollars and Zero Cents
($0.00) payable in advance, plus sales tax if applicable, commencing on the first day of the term of this
License in installments according to the "Rent Schedule I Payment Amount" below. All payments shall be
made to the Company at the following address upon receipt of invoice:
FPL
General Mail Facility
Miami, Florida 33188-0001
4. ComDanv's Rlahts: Licensee hereby acknowledges that Company is the owner of fee
simple title to the Land described herein and agrees never to claim any interest or estate of any kind or extent
whatsoever in the Land by virtue of this License or the occupancy or use hereunder. Licensee's use of the
Land shall always be subordinate to Company's rights in the Land. Company reserves the right to enter upon
the Land at any time for its purposes and Licensee shall notify its employees, agents, contractors, invitees,
and licensees accordingly. Company and its contractors will not be responsible or liable for any damage or
loss to Licensee resulting from Company's use thereof for such purposes. Further, Company may at its
discretion install or permit others to install upon the Land other overhead or underground facilities.
F0r-m Rev. 4/2J/04
5. Restrictions on Use: Licensee shall not use the Land in any manner which, in the opinion
of Company, may tend to interfere with Company's use of the Land or may tend to cause a hazardous
condition to exist. Specifically, Licensee shall not cause or permit any waste of the Land, including the
removal of soil, addition of fill or altering of existing grade, without the written permission of Company.
Licensee shall keep the Land clean and clear so as to prevent it from becoming unsightly and shall not store
materials upon the Land. Any work to be performed by Licensee on the Land shall be in accordance with
detailed plans and specifications to be prepared by Licensee and submitted to Company for written
approval thereof. It is expressly agreed that Licensee shall not commence any such work until said plans
and specifications have been so approved by Licensor. It is understood by Licensee that electrical
equipment and appurtenances, including overhead and underground wires installed or to be installed on the
Land by Company are conductors of high-voltage electricity. Licensee understands that disturbance of any of
these faciiities may cause a hazardous condition. Licensee will exercise extraordinary precautions so as to
prevent damage or injury to property or persons in the vicinity of such facilities. Licensee agrees to notify its
employees, agents, contractors, invitees and licensees of the existence of said high-voltage facilities and
other installations.
6. ComDanv's Rlaht to Cure: During the term of this License, Company, at its sole
discretion, has the right to remove or cause to be removed by it or its contractors, all objects, materials,
debris, or structures that create a hazardous condition to Company's facilities or interfere with Company's
use of its facilities. All costs expended by Company pursuant to this paragraph will be the sole obligation
of Licensee and will be reimbursed to company immediately upon demand. In the event any of Licensee's
activities on or use of Company's land result in electrical outages, all costs incurred by Company to
restore power are the sole responsibility of Licensee and will be reimbursed to Company immediately
upon demand. Any failure by Licensee to comply with its obligations under the terms of this paragraph will
result in the immediate cancellation of this License without waiving Company's right to pursue any other
remedies for damages.
7. Environmental: Licensee agrees that no hazardous substance, as the term is defined in
Section 101 (14) of the Comprehensive Environmental Response Compensation and Liability Act
("CERCLA") (42 USC Section 9601 [14]), petroleum pnoducts, liquids or flammables shall be placed on,
under, transported across, or stored on the Land, which restricts, impairs, interferes with, or hinders the use of
the Land by Company or the exercise by Company of any of its rights thereto. Licensee agrees further that in
the event it should create a hazardous condition, then upon notification by Company, Licensee shall, within
seventy-two (72) hours, at its sole cost and expense, correct such condition or situation; provided however
that the Company retains the right to enter upon the Land and correct any such condition or situation at any
time and, by its execution hereof, Licensee hereby agrees to indemnify and hold harmless Company from all
ioss, damage or injury resulting from Licensee's failure to comply with the provisions of this Agreement.
8. ComDllance with Laws: Licensee agrees at its sole cost and expense to comply with all
laws, rules, and regulations of any governmental authority having jurisdiction over the Land or use of Land
and to employ practices standard in the County in which the Land is located for the purpose for which this
License is granted and for the protection of the Land.
9. Termination: Company may terminate this License at any time without cause by giving
Licensee at least ninety (90) days written notice of such termination. Company may, at its election, terminate
this License forthwith at any time if Licensee fails to comply with or abide by each and all of the provisions
hereof or keep all and singular Licensee's promises and agreements herein. This License will terminate
automatically upon the death or dissolution of the Licensee.
10. Surrender. Licensee shall deliver the Land in as good a condition as existed prior to the
date of commencement hereof and within five (5) business days of such expiration, revocation or
termination of this License. Licensee shall remove all fixtures and personal property placed by it on the
Land and shall repair and restore and save Company harmless from all damage caused by such removal.
If such property Is not so removed by Licensee, Company shall have the right to take possession of and
appropriate to itself, without any payment or offset thereof, any property of Licensee or anyone claiming
under Licensee then remaining on the Land. Company shall have the right to make such removal at
Licensee's sole cost and expense, the amount of which Licensee agrees to pay to Company upon
demand.
Form J737 Rev. 4/1/2004
2
11. Notices: All notices under this License shall be deemed served when deposited in the
United States mail, registered or certified mail or prepaid overnight courier and addressed to the parties at the
addresses first written above. Either party may, at any time, designate in writing a substijute address for the
address first written above, and thereafter notices shall be directed to such substituted address.
12. No Encumbrances: Licensee expressly covenants and agrees that the Land shall not be
subject to any encumbrance by any mortgage or lien nor shall the Land be liable to satisfy any indebtedness
that may result 1T0m Licensee's permitted operation.
13. Indemnltv: Each party shall be liable for its own actions and negligence and, to the extent
permitted by law, Licensee shall indemnify, defend and hold harmless Company against any actions, claims
or damages arising out of Licensee's negligence in connection with this Agreement, and shall indemnify,
defend and hold harmless Licensee against any actions, claims, or damages arising out of Company's
negligence in connection with this Agreement. The foregoing indemnification shall not constitute a waiver of
sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes, nor shall the same be
construed to constitute agreement by either party to indemnify the other party for such other party's negligent,
willful or intentional acts or omissions.
14. Insurance: Licensee shall, during the period of this License or any extension thereof,
maintain at its sole cost and expense a liability policy with minimum limits of $1,000,000.00 for bodily injury or
death of person(s) and $1,000,000.00 for property damage arising out of a single occurrence. Said policy
shall be endorsed to insure against obligations assumed by Licensee in the indemnity herein. A Certificate of
Insurance naming Florida Power & Light Company as both an "Additional Insured" and as a "Certiflcate
Holder" shall be furnished to Company evidencing that said polley of insurance is in force and will not be
cancelled or materially changed so as to affect the interests of FPL Entities until ten (10) days written notice
has been furnished to Company. Upon request, copies of policies will be furnished to Company. Licensee
understands and agrees that the use of the Land is expressly contingent upon acceptance and compliance
with the provisions contained herein.
15. Inaress & Earess: Company makes no warranties or representations concerning the Land
or any means of ingress thereto or egress therefrom. Licensee shall not use for ingress and egress the right-
of-way adjoining the subject property and Licensee shall not use the patrol and finger roads within the right-of-
way for any purpose not herein expressly provided. At Company's structures, a strip of land forty feet (40')
wide, twenty feet (20') on each side of the structures, including anchors and appurtenant equipment, shall not
be used.
16. No Transfer: Licensee may not, without the prior written consent of Company, transfer,
assign, sublet enter into any license or concession agreement, or mortgage or hypothecate this License.
17. Holding Over: If Licensee remains in possession of the Land, or any part thereof, after
any termination of this License, no tenancy or interest in the Land shall result therefrom, but such holding
over shall be an uniawful detainer and all such parties shall be subject to immediate eviction and removal.
18. Time & Entire Aareement: Time is of the essence, and no extension of time shall be
deemed granted unless made in writing and executed by both Company and Licensee. This instrument
constitutes the entire agreement between the parties relative to the License hereby granted, and any
agreement or representation which is not expressly set forth herein and covered hereby is null and void. Any
amendment, modification, or supplement to this License must be in writing and executed by both Company
and Licensee. Waiver by Company of any breach of any term or provision hereof shall not be deemed a
waiver of subsequent breach of the same or any other term or provision hereof.
19. Conflict of Law: Should any provision of this License be determined by a court of
competent jurisdiction illegal or in conflict with any applicable law. the validity of the remaining provisions shall
not be impaired. In the event of any litigation arising out of enforcement of this License, the prevailing party in
such litigation shall be entitled to recovery of all costs, including reasonable attorneys' fees.
Porm 3737 Rev. 4/1/2004
3
20. Headlnas: The headings and underscorings contained herein are for convenience purposes only
and shall not be used to interpret nor be deemed to extend or limit the specific sections. All terms used herein
shall be construed as embracing such number and gender as the character of the party or parties require(s).
IN WITNESS WHEREOF, the parties hereto have caused this License to be signed the day and year
first above written.
Witnesses for Company:
COMPANY:
FLORIDA POWER & LIGHT COMPANY,
a Florida corporation
Signature:
Print Name:
By:
Name:
Its:
Signature:
Print Name:
AS TO THE LICENSEE:
DATE:
ATTEST:
DWIGHT E. 6ROCK, CLERK
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LICENSEE:
Board of County Commissioners,
Collier County, F orida
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By:
Name:
ApprovlId ,u to form ^.' ') II :'>ulflCleocy
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Form 37J7 Rev. 4/1/2004
4