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HomeMy WebLinkAboutWesley Seth Foundation, Inc. - First Annual Sizzle and Splash BBQ Permit Agreement 2026 02 19FIRST ANNUAL SIZZLE AND SPLASH BBQ-COOK OFF AND FESTIVAL PERMIT AGREEMENT THIS PERMIT AGREEMENT ("Agreement") is made and entered into as of the 19 day of February , 20 26 , by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation with its principal location at 1126 E. State Road 434, Winter Springs, Florida 32708 ("City"), and the WESLEY SETH FOUNDATION, INC., a Florida Not For Profit Corporation with its principal address at 627 Sailfish Rd., Winter Springs, Florida 32708 ("Permittee") (collectively, the "Parties"). WITNESSETH: WHEREAS, Permittee desires to hold a Special Event for the benefit of the public in the interest of promoting water safety and increasing awareness of drowning accidents through the production of the Sizzle and Splash BBQ Cook -Off and Festival on May 15 and May 16, 2026, at the City of Winter Springs' Central Winds Park, which is located in and owned by the City; and WHEREAS, Permittee desires a permit from the City which will authorize the Permittee to hold the First Annual Sizzle and Splash BBQ Cook -Off and Festival (the "Special Event") at Central Winds Park as permitted under the terms of this Agreement; and WHEREAS, Permittee represents and warrants that it has the personnel, tools, materials, and experience necessary to satisfy the permit requirements set forth hereunder and to provide the Special Event as provided herein. NOW THEREFORE, in consideration of the provisions contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1.0 Incorporation of Recitals: The foregoing recitals are true and correct and by this reference are fully incorporated into this Agreement. 2.0 General Provisions: 2.1 Definitions. a) "Advertise" shall mean the act of publicly announcing or calling attention to the Special Event and may include, but not be limited to: the distribution of handbills or mass mailings; the use of outdoor advertising and announcements by billboard, poster, radio, television, or newspapers; or the promotion of the Special Event via the City's website or social media sites such as Facebook. First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 1 of 13 b) "Agreement" or "Contract" shall mean this Agreement and all exhibits and addendums or amendments hereto which have been executed between the City and Permittee regarding the Special Event permitted herein. c) "Central Winds Parle" shall mean the park owned and operated by the City of Winter Springs which is located within the City of Winter Springs on State Road 434, adjacent to the Winter Springs High School and Lake Jessup, with the address of 1000 Central Winds Drive, Winter Springs, Florida 3 270 8. d) "City" shall mean the City of Winter Springs, a Florida municipal corporation and its employees, agents and contractors. e) "City Manager" shall mean the City Manager of the City of Winter Springs, Florida or his designee. f) "Permittee" shall mean THE WESLEY SETH FOUNDATION, INC., a Florida Not For Profit Corporation, and its officers, employees, agents, and contractors. g) "Effective Date" shall be the date on which the last signatory hereto shall execute this Agreement, and it shall be the date on which this Agreement shall go into effect. The Agreement shall not be effective against any party until said date. h) "Parblic Records" are as defined in Chapter 119, Florida Statutes. i) "Special Event" shall mean the outdoor Sizzle and Splash BBQ Cook -Off and Festival to be held at Central Winds Park, further described in this Agreement. The Special Event shall be held on May 16, 2026, from 9:00 a.m. to 9:00 p.m. The Special Event shall be planned, promoted, managed, and operated by the Permittee pursuant to the terms of this Agreement. 2.2 Permit. The City hereby permits the Permittee the right to utilize the City's Central Winds Park for the Special Event, and the Permittee agrees to provide the Special Event as outlined in this Agreement. No prior or present agreements or representations shall be binding upon any of the Parties hereto unless incorporated in this Agreement. 3.0 Scope of Special Event. Permittee agrees to provide the Special Event under the following special operating conditions: 3.1 Special Event. Permittee shall advertise, produce, plan, promote, manage and operate the Special Event in cooperation with the City. In furtherance thereof, Permittee agrees to keep the City Manager fully informed of its plan to promote, manage, and operate the Special Event so that City can reasonably satisfy its First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 2 of 13 obligations under this Agreement and reasonably address issues of public health, safety, and welfare related to the Special Event. 3.2 Food and Beverage. Permittee agrees to provide all food and beverage concessions for the Special Event. 3.3 Alcoholic Beverages. Alcoholic beverages served during the Special Event shall be strictly limited to beer and wine only. Permittee shall be solely responsible for remittance of any state sales tax, if applicable, resulting from the sale of alcoholic beverages. It shall be the sole responsibility of Permittee to ensure that patrons purchasing alcoholic beverages are at least 21 years of age and that any individual appearing 35 years of age or younger be required to produce valid state -issued identification as proof of age prior to being served alcoholic beverages. Permittee shall ensure that patrons are not over -served, and that service is refused where, in the reasonable judgement of the Permittee, any individual appears intoxicated. The City reserves the right, in its sole discretion, to require Permittee to cease the sale of alcoholic beverages at the Special Event if patrons are being served illegally or being over -served. Permittee shall be solely responsible for obtaining the requisite liquor license or permit and liquor liability insurance for the Special Event. Said insurance shall name the City as an additional insured. The cost of the liquor license or permit and liquor liability insurance will be paid for by Permittee at its sole expense and shall not be reimbursable by the City for any reason, including but not limited to cancellation of the Special Event by either Party. Permittee shall provide the City with a copy of its liquor license or permit and liability insurance policy prior to the commencement of the Special Event, but in no case less than ten (10) days prior to the Special Event. 3.4 Sponsorship; Event Fees. Unless otherwise provided in this Agreement, Permittee shall retain the sole right to all sponsorships and paid fees for the Special Event. 3.5 Staging; Other Production Materials. Permittee shall provide all staging and production materials necessary to produce a high -quality Special Event including, but not limited to, a professional audio system, staging and stage lighting, golf carts, radios, tents, port -a -lets, security, event staff, and catering for staff. 3.6 Professional Entertainment. All entertainment provided by Permittee during the Special Event shall be appropriate to a family -oriented festival. 3.7 City Special Event Policy. Permittee agrees to comply with the City's written Special Event policies, if any, which are deemed applicable to the Special Event by the City Manager, at the City Manager's sole discretion. 3.8 Permits. Permittee shall obtain all local, state, and federal permits which may be necessary to hold the Special Event and/or to conduct any particular activities at First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 3 of 13 the Special Event. City shall waive all City permit fees for the Special Event in consideration of the compensation required to be paid City under this Agreement. 4.0 Compensation, Expenses and Obligations. Compensation, expenses and obligations for the Special Event shall be paid as follows: 4.1 Permittee Expenses. Unless otherwise provided in this Agreement, Permittee shall pay all costs and expenses necessary for the Permittee to satisfy its obligations under this Agreement including, but not limited to: (1) the cost of overtime for City law enforcement services, as authorized by the City Manager, to ensure public safety during the Special Event and during set-up and breakdown of the Special Event; (2) the cost of any fire department services authorized or required by the City Manager to ensure public safety during the Special Event and during set-up and breakdown of the Special Event; (3) overnight security services, if desired by Permittee; (4) facility rental fee for the use of Central Winds Park in the amount of One Thousand Dollars and Zero Cents ($1,000.00) (representing a fifty percent (50%) reduction in the standard base rental fee of $2,000.00, said fee reduction having been approved by the City Commission at its January 12, 2026, public meeting via Agenda Item 307); (5) actual cost to repair any damage to Central Winds Park and adjacent areas incurred as a direct result of the Special Event; (6) all advertising, directional, informational and like signage for the Special Event; (7) parking coordination for vendors and the public; (8) stage, sound system, lighting, and entertainment; (9) all food and beverages; (10) provide portable restroom facilities (and the cleaning and stocking thereof); (11) all generators needed for the event; (12) all necessary power at Central Winds Park to include three phase 300-amp; single phase 100-amp power drop at the main stage location and additional 20-amp as needed (each of the main drops must be isolated during the Special event and on set-up days); (13) clean up during and at the conclusion of the Special Event, including but not limited to the set-up and emptying of all trash containers both throughout and until the conclusion of the Special Event and the removal of all ground trash at the conclusion of the event; (14) all costs of production and otherwise relating to all Sizzle and Splash BBQ-Cook Off and Festival banners; (15) the cost of any City Parks Department staff services, as requested by the Permittee in advance of the Event and as approved by the City, as may be necessary to assist with the Event, at the cost of twenty-five dollars ($25.00) per hour per staff member over the course of the Event; and (16) provision of trash containers and liners for set-up, use, and emptying by Permittee, including coordinating with WastePro to provide two twenty -yard roll off trash cans. Payment for any expenses owed to the City under this provision shall be made no later than ten (10) days following the City's submission of such expenses to Permittee. If Permittee desires that such Festival banners be returned to Permittee following the Event, Permittee shall be responsible for the coordination and pickup from City staff of such banners within one (1) week of the Event. First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 4 of 13 4.2 City Obligations. City shall provide the following services and facilities for the Special Event: (1) use of Central Winds Park on the day of the Event, and Permittee shall have general access during the four (4) preceding days for set-up purposes and the four (4) days following the event for load out and clean up purposes; (2) use of parking areas at Central Winds Park; (3) use of restroom facilities at the baseball complex; (4) promotion of the event through the City's newsletter, E-Alerts, social media channels, and official City website; (5) use of electric as available in Central Winds Park; (6) mowing of the Special Event site; (7) road closure and re -opening of Orange Avenue as needed, as determined at the City's discretion; (8) coordination of fire and first aid services; (9) ensure the shutting down of irrigation at Central Winds Park on the Special Event date; and (10) hanging and removal of Sizzle and Splash BBQ-Cook Off and Festival banner on existing pole brackets, and, if also provided to the City by the Permittee, hanging and removal of one forty -foot (40') long event banner. 4.3 City Tent Spaces at Event. Permittee shall provide the City with space to set up two (2) tents at the Event wherein the City may distribute promotional materials, provide information about the City to Event attendees, and conduct other activities. 4.4 City Seal. In recognition of the City's sponsorship of the Event, the Permittee shall be permitted to utilize the City Seal in its advertising and promotional materials for the Event. 5.0 Due Diligence. Permittee acknowledges that it has investigated prior to the execution of this Agreement and satisfied itself as to the conditions affecting the Special Event desired hereunder, the availability of materials and labor, the cost thereof, the requirements to obtain necessary insurance, permits, professional entertainment and the steps necessary to complete the Special Event within the time set forth herein. The Permittee warrants unto the City that it has the competence and abilities to carefully, professionally, and faithfully complete the Special Event in the manner and within the time limits proscribed herein. The Permittee will perform the Special Event with due and reasonable diligence consistent with sound professional and labor practices and with due and reasonable consideration to the public health, safety, and welfare. 6.0 General Miscellaneous Provisions. The following general miscellaneous provisions shall apply to this Agreement: 6.1 Time is of the Essence. The City's responsibility to make Central Winds Park and adjacent areas available to Permittee is limited to the time periods set forth hereunder. As such, the Permittee acknowledges and agrees that time is of the essence for the completion of the Special Event to be performed under this Agreement. 6.2 Non -Business Day. In the event that any period of time as set forth in this Agreement expires or any date herein occurs on a Saturday, Sunday, holiday or First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 5 of 13 other non -business day, then such date shall automatically extend to 5:00 p.m. on the next subsequent business day, excluding the day(s) the Special Event will be held pursuant to this Agreement. 6.3 No Assignment. This Agreement shall not be assigned or transferred unless prior written consent is granted by the City Commission of Winter Springs. 6.4 Further Assurances. From and after the execution of this Agreement, each of the Parties hereto shall fully cooperate with each other and perform any further act(s), execute and deliver any further documents which may be necessary or desirable in order to carry out the purposes and intentions of this Agreement. 6.5 Legal Representation. The Parties acknowledge that Anthony A. Garganese, Esquire, and Garganese, Weiss, D'Agresta & Salzman, P.A., and other attorneys therein, have acted as counsel for the City in connection with this Agreement and the transactions contemplated herein, and have not given legal advice to any party hereto other than the City. 6.6 Severability. If a word, sentence, or paragraph herein shall be declared illegal, unenforceable, or unconstitutional, the said word, sentence, or paragraph shall be severed from this Agreement, and this Agreement shall be read as if said illegal, unenforceable, or unconstitutional word, sentence, or paragraph did not exist. 6.7 Governing Law and Venue. This Agreement shall be governed by the law of the State of Florida. Venue of all disputes shall be properly placed in Seminole County, Florida. The Parties agree that the Agreement was consummated in Seminole County, and the site of the Special Event is Seminole County. If any dispute concerning this Agreement arises under Federal law, the venue will be the Middle District of Florida, Orlando Division. Any objections to jurisdiction and venue are expressly waived. 6.8 Attorney's Fees. Should any litigation arise concerning this Agreement between the Parties, the Parties agree to bear their own costs and attorney's fees and paralegal's fees. 6.9 Non Waiver. No delay or failure by either party to exercise any right under this Agreement, and no partial or single exercise of that right, shall constitute a waiver of that or any other rights, unless otherwise expressly provided herein. 6.10 Notices. Any notice, request, instruction, or other document to be given as part of this Agreement shall be in writing and shall be deemed given under the following circumstances: when delivered in person; or three (3) business days after being deposited in the United States Mail, postage prepared, certified or registered; or the next business day after being deposited with a recognized overnight mail or courier delivery service; or when transmitted by facsimile or telecopy transmission, with receipt acknowledged upon transmission; and addressed as First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 6 of 13 follows (or to such other person or at such other addresses, of which any party hereto shall have given written notice as provided herein): TO THE CITY: City Manager City of Winter Springs 1126 East S.R. 434 Winter Springs, FL 32708-2799 (407) 327-5957 (Phone) (407) 327-6686 (Fax) WITH A COPY TO: Anthony A. Garganese, City Attorney Garganese, Weiss, D'Agresta, & Salzman P.A. I I I N. Orange Avenue, Suite 2000 Orlando, FL 32802-2873 (407) 425-9566 (Phone) (407) 425-9596 (Fax) TO PERMITTEE: The Wesley Smith Foundation, Inc. Attn: Libby Baity 627 Sailfish Road Winter Springs, Florida 32708 (321) 231-2026 6.11 Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered, shall be original; but such counterparts shall together constitute but one and the same instrument. 6.12 Public Records. In accordance with Chapter 119, Florida Statutes, Permittee agrees that all documents, transactions, writings, papers, letters, tapes, photographs, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to this Agreement or in connection with any funds provided by the City pursuant to this Agreement may be considered public records pursuant to Chapter 119, Florida Statutes. Permittee agrees to keep and maintain any and all public records that ordinarily and necessarily would be required by the City in order to perform the services required by this Agreement. Permittee also agrees to provide the public with access to public records on the same terms and conditions that the City would provide the records and at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes or as otherwise provided by law. Permittee shall also ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. In addition, Permittee shall meet all requirements for retaining public records and transfer, at no cost, to the City all public records in possession of the Permittee upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 7 of 13 electronically must be provided to the City in a format that is compatible with the information technology systems of the City. If Permittee does not comply with a public records request, the City shall have the right to enforce the provisions of this Paragraph. In the event that Permittee fails to comply with the provisions of this Paragraph, and the City is required to enforce the provisions of this Paragraph, or the City suffers a third party award of attorney's fees and/or damages for violating the provisions of Chapter 119, Florida Statutes due to Permittee's failure to comply with the provisions of this Paragraph, the City shall be entitled to collect from Permittee prevailing party attorney's fees and costs, and any damages incurred by the City, for enforcing this Paragraph against Permittee. And, if applicable, the City shall also be entitled to reimbursement of any and all attorney's fees and damages which the City was required to pay a third party because of Permittee's failure to comply with the provisions of this Paragraph. This Paragraph shall survive the termination of this Agreement. IF THE PERMITTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE PERMITTEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, THE CITY CLERK, AT (407) 327-5955, CITYCLERKDEPARTMENT@WINTERSPRINGSFL.ORG, 1126 EAST STATE ROAD 434, FLORIDA 32708. 6.13 Interpretation. Both the City and the Permittee have participated substantially and materially in the drafting of all parts of this Agreement. As a result, it is the intent of the Parties that no portion of this Agreement shall be interpreted more harshly against either of the Parties as the drafter. 6.14 No Joint Venture. This Agreement shall not in any way be deemed to create a joint venture or principal -agent relationship between Permittee and the City. 6.15 No City Representations and Warranties; Success of Special Event. Permittee agrees and acknowledges that the City has made no representations and warranties regarding the Special Event. Permittee has assumed full responsibility for furnishing, performing, and completing the Special Event and that Permittee agrees and acknowledges the City has in no way guaranteed that the Special Event will be successful and profitable by any person's standard and belief of success and profit. 6.16 Trafficlung. As a condition of this contract, Permittee shall attest under penalty of perjury, that Permittee does not use coercion for labor or services as defined in Section 787.06(2), Florida Statutes. Attestations shall be documented using a Human Trafficking Affidavit as provided by the City. First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 8 of 13 M_ 7.0 Entire Agreement. This Agreement represents the entire and integrated Agreement between the Parties and supersedes all prior negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement. 8.0 Sovereign Immunity. The City intends to avail itself of the benefits of Section 768.28, Florida Statutes and any other statutes and common law governing sovereign immunity to the fullest extent possible. Neither this provision nor any other provision of this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed on the City's potential liability under state or federal law. Permittee agrees that City shall not be liable under this Agreement for punitive damages or interest for the period before judgment. Further, City shall not be liable for any claim or judgment, or portion thereof, to any one person for over two hundred thousand dollars ($200,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds three hundred thousand dollars ($300,000.00). Nothing in this Agreement is intended to inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the doctrine of sovereign immunity or by operation of law. This paragraph shall survive termination of this Agreement. 9.0 General Liability Insurance. For all activities and services permitted and which occur under this Agreement, including any and all activities and services provided and performed by Permittee and by authorized participants of the Special Event, the Permittee shall purchase and maintain, at its own expense, such general liability insurance, food and liquor liability insurance and automobile liability insurance to cover claims for damages because of bodily injury or death of any person or property damage arising in any way out of the activities and services permitted and occurring under this Agreement, including any and all activities and services provided and performed by Permittee and by authorized participants of the Special Event. The insurance shall have minimum limits of coverage of $1,000,000.00 per occurrence combines single limit for bodily injury liability, property damage liability, and food and liquor liability. This shall include, but not be limited to, automobile liability of owned vehicles, hired and non -owned vehicles, and employee non -ownership. All insurance coverage shall be insurer(s) approved by the City Manager and licensed by the state of Florida to engage in business of writing of insurance. Neither approval by the City nor failure to disapprove the insurance furnished by a Permittee shall relieve the Permittee of the Permittee's full responsibility for performance of any obligation including the Permittee's indemnification of the City under this Agreement. The City shall be named on the foregoing insurance policies as "additional insured." The Permittee shall cause its insurance carriers to furnish insurance certificates and endorsements clearly specifying the types and amounts of coverage and effect pursuant hereto, the expiration date on such policies, and the statement that no insurance under such policies will be cancelled without thirty (30) days prior written notice to the City in compliance with other provisions of this Agreement. The Permittee shall furnish the Certificate of Insurance directly to the City's designated representative. The Permittee shall be solely responsible to pay any deductible, if any, relating to any claim made against the insurance coverages and policies provided under this Agreement. First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 9 of 13 If this City has any objection to the coverage afforded by or other provision of the insurance required to be purchased and maintained by the Permittee in accordance with this paragraph on the basis of its not complying with the Agreement, the City shall notify the Permittee in writing thereof within thirty (30) days of the date of delivery of such certificates and endorsements to the City. For all activities and services permitted and occurring under this Agreement, including any and all activities and services provided and performed by Permittee and by authorized participants of the Special Event, the Permittee shall continuously maintain such insurance in the amount, type, and quality as required by this paragraph. 10.0 Indemnification and Hold Harmless. 10.1 For all activities and services permitted and occurring under this Agreement, including any and all activities and services provided and performed by Permittee and by authorized participants of the Special Event, the Permittee agrees to the fullest extent permitted by law, to indemnify and hold harmless the City and its employees, officers, officials, agents, servants, and attorneys from and against any and all claims, losses, damages, personal injuries (including but not limited to death), or liability (including reasonable attorney's fees), which directly or indirectly arises out of, or results from any act or failure to act of Permittee or any person authorized by Permittee to participate in the Special Event which in any way is related to Permittee's obligations under this Agreement, and/or the services and activities provided and performed under this Agreement. The indemnification provided above shall obligate the Permittee to defend at its own expense or to provide for such defense, at the option of the City, as the case may be, of any and all claims and liability and all suits and actions of every name and description that may be brought against the City or its employees, officers, officials, agents, servants, and attorneys which may arise or result from this Agreement. In all events the City shall be permitted to choose legal counsel of its sole choice, the fees for which shall be reasonable and subject to and included with this indemnification provided herein. This section shall survive termination of this Agreement. 10.2 Supplemental Addendum to Agreement Relating to Infectious Communicable Diseases. In addition to the Indemnity and Hold Harmless provisions as set forth in Section 10.1, Permittee further agrees, to the fullest extent permitted by law, to all provisions of the Waiver of Liability and Hold Harmless Agreement (Infectious Communicable Diseases Including Covid-19) ("Infectious Communicable Disease Waiver") attached hereto as a Supplemental Addendum to the Agreement and which is fully incorporated herein by this reference. Permittee shall execute the Infectious Communicable Disease Waiver along with this Agreement. 11.0 Standard of Care. In performing its activities and services hereunder, the Permittee will use that degree of care and skill ordinarily exercised, under similar circumstances by First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 10 of 13 reputable members of its profession practicing in the same or similar locality. Permittee shall protect the public and property from any safety hazards directly or indirectly resulting from the Special Event and authorized participants thereto. 12.0 Public Forum Areas. The Parties acknowledge and agree that during special events held on City owned or leased property, some portions of City owned or leased property such as roads, sidewalks and parks, may be considered a traditional, limited or designated public forum under law. For these areas, the Parties acknowledge that the general public may have certain levels of First Amendment rights to express themselves freely within the parameters of the U.S. and Florida Constitutions. The City intends to preserve its rights and discretion to exercise control over these areas to promote an orderly special event and public safety, but the City's control over and acceptance of First Amendment activities may be limited and will be governed by constitutional principles of law. The City does not provide any endorsements, guarantees or commitments of any kind to Permittee regarding any of these First Amendment activities should they occur during the Special Event even if said activities interfere with or impede the Special Event held by Permittee under this Agreement. 13.0 Suspension or Cancellation of Special Event. The City shall have the right to temporarily suspend or cancel the Special Event at any time in the event of an adverse weather condition, emergency, or in the event of any other occurrence requiring the temporary suspension or cancellation of the Special Event in furtherance of the health, safety and welfare of the City, pursuant to its inherent police powers under Chapter 166, Florida Statutes. Any such suspension or cancellation shall be at the City's sole discretion and shall be without penalty to the City. The City shall provide Permittee with notice of any suspension or cancellation of the Special Event as soon as is practicable under the circumstances warranting suspension or cancellation. If the Special Event is cancelled through no fault of the Permittee, the City shall refund any fees paid by Permittee under this Agreement. 14.0 Term. The term of this Agreement shall commence upon full execution of this Agreement by the Parties and end at such time Permittee has fully performed all the services required by this Agreement to the complete satisfaction of the City. 15.0 Permittee's Signatory. The undersigned person executing this Agreement on behalf of Permittee hereby represents and warrants that he has the full authority to sign said Agreement for Permittee and to fully bind Permittee to the terms and conditions set forth in this Agreement. 16.0 Reporting Requirement. No later than sixty (60) days after the Special Event, Permittee agrees to make a presentation to the City Commission recapping the successes and challenges experienced during the Special Event. During the City Commission meeting, the Permittee will also present a written profit and loss statement for the Special Event which details the revenues received and expenses incurred by the Permitee. [Remainder of page intentionally blank. Signature page follows.] First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 11 of 13 2. 3. 4. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day and year written above. CITY OF WINTER SPRINGS, FLORIDA By: Name: Kevin Sweet Title: City Manager Date: Feb 19, 2026 THE WESLEY SETH FOUNDATION By: erahT (Feb 19, 2026 08:26:36 EST) Libby Baity Executive Director Date: Feb 19, 2026 SUPPLEMENTAL ADDENDUM WAIVER OF LIABILITY AND HOLD HARMLESS AGREEMENT INFECTIOUS COMMUNICABLE DISEASES INCLUDING COVID-19 As a condition of the use of any CITY OF WINTER SPRINGS ("CITY") Facilities and/or Property (collectively referred to as the "Facilities") and in consideration of being allowed to use the Facilities and to conduct and participate in the First Annual Sizzle and Splash BBQ-Cook Off and Festival and related activities conducted by Permittee (collectively referred to as "Activities") thereon of any kind whatsoever, I, as the Applicant and Special Event Organizer ("Permittee"), on behalf of the Permittee, and any officers, employees, agents, contractors, volunteers, and guests under their supervision and control or for whom Permittee has the capacity to contract, hereby acknowledge and agree to the following: The Permittee understands that use of the Facilities includes possible exposure to illness from infectious communicable diseases including, but not limited to MRSA, influenza, and the novel coronavirus ("COVID-19"). Permittee understands the hazards of infectious communicable diseases such as COVID-19 and is familiar with the Centers for Disease Control and Prevention ("CDC") guidelines regarding COVID-19. Permittee acknowledges and understands in particular that the circumstances regarding COVID-19 are changing from day to day and that, accordingly, the CDC guidelines are regularly modified and updated, and Permittee accepts full responsibility for familiarizing itself with the most recent updates about COVID-19 and any other infectious conununicable disease. Permittee further recognizes and assumes the risk that while the City has implemented sanitation procedures for its Facilities, infectious communicable diseases and COVID-19 in particular may remain on surfaces for days, sanitation procedures do not guarantee in anyway such disease is not present, and other individuals present within or upon the Facilities may be COVID+ or infected with some other infectious conununicable disease and Permittee accepts the inherent risks associated therewith by entering the Facilities or engaging in the Activities. Notwithstanding the risks associated with infectious conununicable diseases, including but not limited to those specifically set forth herein, which Permittee readily acknowledges, it hereby willingly chose to be in or on the Facilities and participate in Activities. Permittee shall also provide its officers, employees, agents, contractors, volunteers, and guests such health advisories it deems appropriate to maintain safety, in its sole responsibility and discretion, regarding commmumcable diseases and COVID-19 related to participating in the Activities at the Facilities, and Permittee shall further take such health and safety precautions that Permittee deems appropriate, in its sole responsibility and discretion, to ensure the health and safety of itself, and its officers, employees, agents, contractors, volunteers, and guests who will be present at the Facilities and participate in the Activities. Permittee acknowledges and fully assumes the risk of illness or death related to all kinds of infectious conummicable diseases including, but not limited to, COVID-19 arising from Permittee conducting the Activities at the Facilities and hereby RELEASE, WAIVE, DISCHARGE, AND COVENANT NOT TO SUE (on behalf of itself, and any officers, employees, agents, contractors, volunteers, and guests under their supervision and control or for whom Permittee has the capacity to contract to the extent legally possible, on behalf of any others with whom Permittee may come into contact and allege that they became ill or contracted any infectious communicable disease including, but not limited to, COVID-19 due to Permittee's and any of its officer's, employee's, agent's, contractor's, volunteer's, and guest's presence in or on the Facilities and/or participation in the Activities), the CITY and the City's elected officials, officers, attorneys, directors, employees, professional staff, agents and assigns (the "RELEASEES") from any liability related to any and all infectious communicable diseases including, but not limited to COVID-19 which might occur as a result of Permittee conducting the Activities at the Facilities. Permittee shall hold harmless the RELEASEES from and against any and all claims, demands, suits, judgments, losses or expenses of any nature whatsoever (including, without limitation, attorneys' fees, costs and disbursements, whether of in-house or outside counsel and whether or not an action is brought, on appeal or otherwise), arising from or out of, or relating to, directly or indirectly, the infection of any and all communicable diseases including, but not limited to, COVID-19 or any other illness, property damage, injury or death alleged to have occurred on or in the Facilities or arising out of the Activities. First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 12 of 13 It is Permittee's express intent that this Waiver and Hold Harmless Agreement shall bind any assigns and representatives, and shall be deemed as a RELEASE, WAIVER, DISCHARGE, AND COVENANT NOT TO SUE the above -named RELEASEES. This Agreement and the provisions contained herein shall be construed, interpreted and controlled according to the laws of the State of Florida and Venue related to any legal action related to the subject matter contained in this Agreement shall be Seminole County, Florida. PERMITTEE HEREBY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A JURY TRIAL OF ANY DISPUTE ARISING IN CONNECTION WITH THIS AGREEMENT. PERMITTEE ACKNOWLEDGES THAT THIS WAIVER WAS EXPRESSLY NEGOTIATED AND IS A MATERIAL INDUCEMENT TO THE AUTHORIZATION GRANTED BY CITY TO BE ON OR IN THE FACILITIES AND PARTICIPATE IN THE ACTIVITIES. IN SIGNING THIS AGREEMENT. PERMITTEE ACKNOWLEDGES AND REPRESENTS THAT Permittee has read the foregoing Waiver of Liability and Hold Harmless Agreement, understands it and signed it voluntarily as Permittee's own free act and deed; no oral representations, statements, or inducements, apart from the foregoing written agreement, have been made; the undersigned is at least eighteen (18) years of age and fully competent and authorized to contractually bind the Permittee; and the undersigned executes this Agreement for full, adequate and complete consideration fully intending to bind the Penuittee to the terms and conditions of this Agreement. Permittee further represents this waiver and hold harmless is not in lieu of, but rather in addition to, any other waiver, hold harmless, release or indemnification set forth in the City of Winter Springs, Florida's First Annual Sizzle and Splash BBQ Cook -Off and Festival Permit Agreement and the CITY's adopted Rules, Policies & Rates for Usage for All CITY Facilities. This Agreement is hereby incorporated into and made a part of the First Annual Sizzle and Splash BBQ Cook -Off and Festival Permit Agreement if executed in conjunction herewith. IN WITNESS WHEREOF, I have signed this Waiver and Agreement on this 19 day of February 20 26. NAME OF /ORGANIZATION/PERMITTEE: The Wesley Seth Foundation, Inc. SIGNATURE: Libby ABalty NAME/TITLE: Executive Director First Annual Sizzle and Splash BBQ Cook -Off and Festival City of Winter Springs and the Wesley Seth Foundation, Inc. Page 13 of 13