HomeMy WebLinkAbout2026 05 11 Consent 301 - Approval of Permit Agreement with Specialty Pop Up Events LLC for Trotwood Park Farmers MarketCONSENT AGENDA ITEM 301
CITY COMMISSION AGENDA | MAY 11, 2026 REGULAR MEETING
TITLE
Approval of Permit Agreement with Specialty Pop Up Events LLC for Trotwood Park
Farmers Market
SUMMARY
Beginning in the Fall of 2025 Specialty Pop Up Events LLC (Permittee) began discussions with City
staff regarding launching a reoccurring farmers market at a City owned facility. In coordination
with City staff, the Permittee identified Trotwood Park as a suitable location for their event.
The Permittee has since organized and managed a Farmers Market at Trotwood Park beginning on
March 1st with additional events held on March 15th, April 5th, April 19th, and May 3rd.
The Permittee desires to enter into a long term agreement with the City to continue holding the
event on the first and third Sunday of each month.
City staff will continue to coordinate with the Permittee on use of the City owned facility, event
layout, and other logistics.
FUNDING SOURCE
RECOMMENDATION
Staff is recommending the City Commission authorize the City Manager to execute the
permit agreement for the Trotwood Park Farmers Market with Specialty Pop Up Events
LLC.
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PERMIT AGREEMENT
TROTWOOD PARK
(FARMERS MARKET)
THIS PERMIT AGREEMENT (“Agreement”) is made and entered into as of the ___
day of ________________, 20____, 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 SPECIALTY POP UP EVENTS, LLC, a Florida limited
liability company with its principal address at 2901 Clint Moore Road, Suite 194, Boca Raton,
Florida 33496 (“Permittee”) (collectively, the “Parties”).
WITNESSETH:
WHEREAS, Permittee desires to hold a Special Event for the benefit of the public in the
form of hosting a Farmers Market on the First and Third Sunday of each month at the City of
Winter Springs’ Trotwood Park, which is located in and owned by the City of Winter Springs; and
WHEREAS, Permittee desires a permit from the City which will authorize the Permittee
to host a twice-monthly Farmers Market (the “Special Event”) at Trotwood 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.
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.
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c) “Trotwood Park” shall mean the park owned and operated by the City of
Winter Springs which is located west of the intersection of Trotwood Blvd.
and Northern Way with an address of 701 Northern Way, Winter Springs,
Florida 32708.
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 SPECIALTY POP UP EVENTS, LLC, a Florida
limited liability company, 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) “Public Records” are as defined in Chapter 119, Florida Statutes.
i) “Special Event” shall mean the outdoor Farmers Market to be held at
Trotwood Park, further described in this Agreement. The Special Event shall
be held on the First and Third Sunday of each month throughout the term of
this Agreement, from ____:____ a.m. to ____:____ 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
Trotwood 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
obligations under this Agreement and reasonably address issues of public health,
safety, and welfare related to the Special Event.
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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, either at one occurrence of the
Special Event or at all future occurrences of 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. Permittee shall
maintain an active liquor license throughout the term of this Agreement.
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 Event Setup. Permittee shall be solely responsible for setting up before and
breaking down following the Special Event. All set-up and break-down activities
must occur the same day as the Special Event. Permittee shall be permitted to
store one (1) produce truck at Trotwood Park on the day of the Special Event but
shall not be permitted to store any vehicles on City property overnight. Permittee
shall remove all personal property from Trotwood Park following the Special
Event and shall not be permitted to store any personal property at Trotwood Park.
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.
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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
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 for an
off-duty City law enforcement officer, or officers, as authorized by the City
Manager, to be present at the Special Event ensure public safety during the 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) facility rental fee for the use of Trotwood
Park in the amount of THREE HUNDRED THIRTY TWO DOLLARS AND
50/100 ($332.50) PER OCCURRENCE OF THE SPECIAL EVENT (which
would amount to $665.00 monthly); (4) actual cost to repair any damage to
Trotwood Park and adjacent areas incurred as a direct result of the Special Event;
(5) all advertising, directional, informational and like signage for the Special
Event; (6) parking coordination for vendors and the public; (7) all food and
beverages; (8) all generators needed for the event; (9) 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;
and (10) 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; 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.
4.2 City Obligations. City shall provide the following services and facilities for the
Special Event: (1) use of Trotwood Park on the day of the Event; (2) use of
parking areas at Trotwood Park; (3) use of restroom facilities at Trotwood Park;
(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 Trotwood
Park; (6) mowing of the Special Event site; (7) ensure the shutting down of
irrigation at Trotwood Park on the Special Event dates.
4.3 Banners. Permittee shall not be permitted to display any advertising banners for
the Special Event on City property, including at Trotwood Park, without the prior
express written approval of the City Manager, or his designee. Should the City
Manager permit the Permittee to display advertising banners for the Special
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Event, the size, form, and location of such banner shall be approved in advance by
the City in its sole discretion.
4.4 City Tent Spaces at Event. Permittee shall provide the City with space to set up
one (1) tent at the Event wherein the City may distribute promotional materials,
provide information about the City to Event attendees, and conduct other
activities.
4.5 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 Trotwood 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
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.
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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
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
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Garganese, Weiss, D’Agresta, & Salzman P.A.
111 N. Orange Avenue, Suite 2000
Orlando, FL 32802-2873
(407) 425-9566 (Phone)
(407) 425-9596 (Fax)
TO PERMITTEE: Specialty Pop Up Events, LLC
Attn: Jason A. Hurwitz
2901 Clint Moore Road, Suite 194
Boca Raton, FL 33496
WITH COPY TO: United States Corporation Agents, Inc.
476 Riverside Avenue
Jacksonville, FL 32202
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
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
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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 Trafficking. 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.
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
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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.
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.
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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
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
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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, or any particular occurrence of 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 Initial Term of this Agreement shall commence upon the Effective Date and
shall continue for one (1) year. The City and Permittee may extend the term of this
Agreement for three (3) additional one-year Renewal Terms upon mutual written
agreement.
15.0 Termination. Either Party shall have the right to terminate this Agreement, with or
without cause, by providing the other Party with advance written notice of the
termination at least thirty (30) days prior to the next scheduled occurrence of the Event.
16.0 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.
[Remainder of page intentionally blank. Signature page follows.]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day
and year written above.
CITY OF WINTER SPRINGS, FLORIDA SPECIALTY POP UP EVENTS LLC
By:_________________________ By:__________________________
Name: ______________________ Name: _______________________
Title: _______________________ Title: ________________________
Date: _______________________ Date: _______________________
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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 Farmers Market 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:
1. The Permittee understands that use of the Facilities includes possible exposure to illness from infectious communicable disea ses 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 communicable 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 communicable disease and Permittee accepts the inherent risks associated
therewith by entering the Facilities or engaging in the Activities.
2. Notwithstanding the risks associated with infectious communicable diseases, including but not limited to those specifically s et 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 communicable 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.
3. Permittee acknowledges and fully assumes the risk of illness or death related to all kinds of infectious communicable diseas es 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 thei r 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 limite d 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, profe ssional 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.
4. Permittee shall hold harmless the RELEASEES from and against any and all claims, demands, suits, judgments, losses or expense s 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.
5. 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 relat ed to any legal action
related to the subject matter contained in this Agreement shall be Seminole County, Florida. PERMITT EE 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 dee d; no oral
representations, statements, or inducements, apart from the foregoing written agreemen t, 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 Permittee to the terms and conditions of this Agreement. Perm ittee 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 Farmers Market 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 Farmers Market Permit Agreement if executed in
conjunction herewith.
IN WITNESS WHEREOF, I have signed this Waiver and Agreement on this _______ day of _______________________, 20___.
NAME OF /ORGANIZATION/PERMITTEE: Specialty Pop Up Events, LLC
SIGNATURE: _________________________________________________________
NAME/TITLE: ________________________________________________________
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