MOBILE FOOD SERVICE VENDOR LEASE AGREEMENT

THIS AGREEMENT, made this day 2012 (this “Agreement”), by and among account holder, with principal offices located in address field of created account, (hereinafter referred to as “Vendor”), and Atlanta Food Truck Park, LLC, a Georgia Limited Liability Company (“Company”), with principal offices at 1866 Jonesboro Road McDonough, Georgia. 30253

In consideration of the mutual agreements herein contained, the Company hereby grants permission to Vendor, and Vendor hereby accepts this License, subject to the terms and conditions herein set forth, to use the areas designated in Section 1 of this Agreement:

1.  COMPANY’S GRANT TO VENDOR

Company grants to Vendor, the right to operate a mobile food service unit at the following described premises: 1850 Howell Mill Road Atlanta, GA 30318 (hereinafter referred to as the “Premises”), and the right to sell to employees, guests, and other persons at such Premises, food products, non-alcoholic beverages, and other such articles as may be approved by the Company (“Products”) (hereinafter referred to as the “Services”).  

2.  VENDOR’S RESPONSIBILITIES

A. Pursuant to the provisions of this Agreement, Vendor will operate and manage its Services hereunder at the location as agreed upon and keep its Services adequately serviced and supplied with appropriate merchandise of good quality.

B. Vendor agrees to pay all federal, state and local taxes which may be assessed against Vendor’s equipment or merchandise while in or upon the Premises, as well as all federal, state and local taxes assessed in connection with the operation of its Services upon the Premises (including real property, possessory interest, and similar taxes).  Vendor also agrees to comply with all federal, state and local laws and regulations governing the preparation, handling, and serving of foods, to procure and keep in effect all licenses and permits required by law, and to post such permits as required by law.  All costs in connection with such taxes, licenses and permits shall be paid by the Vendor.  Vendor agrees to comply with applicable federal, state and local laws and regulations pertaining to wages and hours of employment.

C. Vendor shall hire all employees necessary for the Services related to this Agreement and shall be solely responsible for their compensation.  Vendor agrees to comply with all applicable federal, state, and local laws pertaining to the Vendor’s employees.

D. Vendor agrees to maintain conditions of sanitation and cleanliness on the Premises in areas under its control including in the food preparation, storage and serving areas.  Vendor further agrees that Vendor’s facilities and services, as well as the food prepared by Vendor, shall at all times be subject to inspection by an authorized, capable person or persons designated by the Company.

E. Vendor agrees that its employees and agents shall comply with and observe all applicable rules and regulations concerning conduct on the Premises which the Company imposes upon it’s own employees and agents.

F. Vendor shall, at its own cost and expense, provide all of the equipment necessary to provide the Services hereunder.  Vendor will maintain, repair and replace said equipment at its own expense, and the Vendor shall keep such equipment maintained in a safe operating condition such that no employee of Vendor or Company is exposed to or subjected to any unsafe situation which would violate the Occupational Safety and Health Act, including but not limited to, the general duty and the specific duty clauses thereof, or any other similar federal, state or local law or regulation.

G.   Vendor will be responsible for providing food handler certificates and/or medical examinations as required by law and, to the extent permitted by law, will make such records available for review upon Company’s request.

H.   Vendor’s employees will be neat and tidy in appearance and will follow established hygiene legal mandates and food service industry best practices in the handling of food.  To the extent permitted by law, Vendor will not allow employees to work with known illnesses (those transmitted through the air or via the food products, equipment, or other mediums), open sores, or other symptoms.

I.   Vendor and Product Standards.  Purchases of food, supplies, and equipment shall meet requirements of the United States Department of Agriculture (USDA), Food and Drug Administrations (FDA), and National Sanitation Foundation (NSF).

3.  COMPANY’S RESONSIBILITIES

Company shall provide Vendor with the necessary space for the operation of said Service.

Company reserves the full rights to use the Premises for any and all purposes without notice to the Vendor, however, such uses shall not interfere with the Company’s responsibilities as provided herein.

Additionally, Company reserves all rights to determine, at its sole discretion, the placement of Vendors on the premises for the provision of Services.  By executing this Agreement, Vendor expressly agrees to abide by Company’s decisions regarding the service locations on the premises.

4.  FINANCIAL ARRANGEMENTS

Vendor shall pay Company a fee as outlined in the fee schedule provided online for each shift or day as agreed to by Company and Vendor.  Any and all payments by vendor shall be due before the Vendor’s arrival at the Premises.  All payments are non-refundable.


5.  INDEMNIFICATION AND INSURANCE

A. Vendor shall indemnify the Company from and against any physical damage to tangible property, bodily injury, sickness, death or other claims caused by the negligent acts or omissions of its agents or employees; provided, however, that nothing contained herein shall require Vendor to indemnify the Company for claims arising out of the negligent acts or omissions of the Company’s agents or employees.

B. Vendor shall procure and maintain prior to and throughout the term of this Agreement the following insurance:

(1) Workers’ Compensation Insurance.

(a) Workers’ Compensation coverage shall be provided, covering all employees of Vendor, in accordance with the statutory coverage required in Georgia.

(2) Commercial General Liability Insurance.  

Commercial General Liability Insurance, written on an ISO Occurrence Form or equivalent, shall include, but need not be limited to, coverage for bodily injury and property damage arising from Premises and operations liability, products and completed  operations liability, personal injury liability, and blanket contractual liability.  The Commercial General Liability Insurance shall provide at minimum the following limits on a per location basis:

Coverage  Limit
General Aggregate $ 1,000,000
Products, Completed Operations Aggregate $ 1,000,000
Personal and Advertising Injury $ 1,000,000
Each Occurrence $ 1,000,000

                           (3)  Commercial Business Automobile Liability Insurance.

(a) Commercial Business Automobile Liability Insurance which shall include coverage for bodily injury and property damage arising from ownership, maintenance, or operation of any owned, non-owned, or hired automobile.

                     (b)  The Commercial Business Automobile Liability Insurance Policy shall provide not less than $1,000,000 Combined Single Limits for each occurrence.

6.  TERMINATION

A.  Termination without Cause: The Company reserves the right to terminate this Agreement by providing notice of said termination in writing thirty (30) days prior to the proposed termination date.  Additionally, if Company requests that Vendor cease its food service operation on the Premises at Company’s sole discretion, this Agreement will be terminated in accordance with that request.  

B.  Termination for Cause:  If either party shall refuse, fail or be unable to perform or observe any of the terms or conditions of this Agreement for any reason other than Excused Performance reasons stated herein, the party claiming such failure shall give the other party a written notice of such breach.  If, within twenty (20) days from such notice the failure has not been corrected, the non-breaching party may terminate this Agreement for cause effective ten (10) days after the end of said twenty (20) day period.  Termination for cause shall include but not be limited to failure by the Vendor to: pay fees to Company, maintain proper sanitation, act in a professional and courteous manner toward the public, or comply with the terms of this Agreement.  In addition, Company may terminate this Agreement upon the occurrence of any of the following:

(i)  in the event of expiration, cancellation, lapse, or termination of the insurance required to be maintained by Vendor under Section 5 above, Company may terminate this Agreement immediately, if Vendor does not reinstate such insurance within one (1) business day of its receipt of written notice of the same;

(ii) if Vendor fails to achieve a score of at least 85% of the perfect score on any health department inspection or fails to comply with any applicable fire code, and Vendor fails to remedy the deficiencies indicated in such health department inspection within five (5) days, or, with respect to noncompliance with fire code, within a reasonable time after such noncompliance is discovered, Company may terminate this Agreement immediately without written demand;

(iii) if the Premises become inaccessible on a long term basis by reason of force majeure, remodel, Condemnation, damage and destruction, Hazardous Materials clean-up, utility, service or equipment interruption, Company may terminate this Agreement upon ten (10) days written notice.
 
C.  Upon the termination or expiration of this Agreement, Vendor shall, as soon thereafter as is feasible, but in no event later than thirty (30) days after the effective date of termination or expiration of this Agreement, vacate all parts of the Premises occupied by Vendor, remove its equipment (if applicable), and return the Premises to Company, in substantially the same condition as when originally made available to Vendor excepting reasonable wear and tear, fire and other casualty loss not caused by Vendor’s negligence.

D.  The termination or expiration of this Agreement shall not affect the rights, privileges, liabilities and/or responsibilities of the parties as they exist as of the effective date of termination and the parties shall cooperate fully with each other during the term of the Agreement and subsequent thereto in order to ascertain and satisfy the liabilities of either party to the other.

7.  TITLE TO EQUIPMENT

All equipment provided by either party pursuant to the provisions of this Agreement shall remain the property of the party providing the equipment (“Owner”) and title shall remain vested in the Owner.

8. EXCUSED PERFORMANCE

In case performance of any terms or provisions hereof (other than the payment of moneys) shall be delayed or prevented because of compliance with any law, decree, or order of any governmental agency or authority, either local, state, or federal, or because of riots, war, public disturbances, fires, floods, Acts of God, or any other reason whatsoever which is not within the control of the party whose performance is interfered with and which, by the exercise of reasonable diligence said party is unable to prevent, the party so suffering may at its option suspend, without liability, the performance of its obligations hereunder during the period such cause continues.

9. ASSIGNMENT

Vendor may not assign or transfer this Agreement, or any part thereof, without the written consent of the Company, except that either of the Parties may assign this Agreement to a wholly owned subsidiary, parent or other such affiliated company without prior approval and without being released from any of their responsibilities hereunder.

10. ENTIRE AGREEMENT AND WAIVER

This Agreement constitutes the entire Agreement between the Parties with respect to the provision of Vendor’s Services and supersedes all other written or oral understandings or agreements between the Parties with respect to the provision of Vendor’s Services on the Premises.  No variation or modification of this Agreement or attached Exhibits and no waiver of their provisions shall be valid unless in writing and signed by the duly authorized officers of the Company and the Vendor.  Waiver by any Party of any breach of any term, covenant, or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition, or of any subsequent breach of the same or any other term, covenant or condition herein contained.  The subsequent acceptance of payments due hereunder by any Party shall not be deemed to be a waiver of any preceding breach by Vendor of any term, covenant or condition of this Agreement, other than the failure of Vendor to pay the particular payment so accepted, regardless of such Party’s knowledge of such preceding breach at the time of acceptance of such rent.  

11. GOVERNING LAW

This Agreement shall be governed by the laws of the State of Georgia without giving effect to its choice of law principles.

12. NOTICES

Any notice or communication required or permitted to be given hereunder shall be in writing and delivered personally, by overnight courier, by facsimile or by United States certified mail, postage prepaid with return receipt requested, addressed to the parties below or to such other persons or places as either of the parties may hereafter designate in writing.  Such notice shall be effective when received or on the date of personal or courier delivery or on the day of deposit in the United States mail as provided above, whichever is earlier.  Rejection or other refusal to accept shall not affect the validity or effectiveness of the notice given.

For the purposes of this Agreement, a notice served by mail shall be deemed to have been delivered five (5) days after the date mailed, as indicated by the postal service postmark on the certified mail receipt or on the envelope containing the notice.

To Company: Atlanta Food Truck Park, LLC
1866 Jonesboro Road
McDOnough, GA 30253



To Vendor: Address used shall those entered on Vendors to online account address.



Signatures:
Agreed to and initialed with online signatures.