12/19/1983 f .
AGREEMENT
THIS AGREEMENT made this 19th day of December, A.D. 1983,
by and between MONROE COUNTY, hereinafter referred to as party of
the first part; EDEN HANNON & COMPANY, hereinafter referred to as
party of the second part; and EMCEE Broadcasting Products, here-
inafter described as party of the third part.
WHEREAS, the parties have entered into various understand-
ings and agreements that have brought about the installation of a
translator system in Monroe County, and
WHEREAS, the funding of said project was done by Eden Hannon
and Company, hereinafter called the party of the second part and
the construction of said translator project was done by EMCEE
Broadcasting Products, hereinafter described as party of third
part, and
WHEREAS, the translator system has been completed according
to the party of the third part and affirmed by the Translator
Board of Monroe County, and
WHEREAS, the parties recognize and realize that an inspec-
tion of said system to determine its completion under the con-
tract is now being undertaken by Monroe County at Monroe County's
expense, and the same shall be concluded on or before January 13,
1984, and
WHEREAS, the parties in recognition of the foregoing do
desire and wish to have partial payments made on the agreement by
and between the party of the second part and the party of third
part condition on the final inspection as is set forth herein.
NOW, THEREFORE, for and in consideration of the various
agreements to be inserted hereinafter, and in recognition of the
foregoing, the parties do agree as follows:
1. That the party of the second part, having agreed with
the party of the third part that the balance of the money between
them shall be paid over unto the party of the third part, upon
the acceptance of the translator system by Monroe County, be
recognized, and that the party of the second part shall pay to
the party of the third part eighty percent (80 %) of the balance
due on said understanding between the party of the second part
1
and the party of the third part. It is further agreed by all
parties that the balance of twenty percent (20 %) shall be
withheld by the party of the second part, be held by the party of
the second part pending an independent examination of the system
by a consultant selected by Monroe County and approved by both
EMCEE and the Monroe County Translator Board. Upon receipt of
said report of the selected person or organization, the balance
of the twenty percent (20 %) holdback as provided in this
paragraph shall be distributed upon notice by all parties.
2. It is agreed by the parties that the County will make
the selection of the party to perform the examination of said
contract to see if it conforms to all requirements of the con-
tract, and as is stated herein, the same shall be agreed to by
both EMCEE Broadcasting Products and the Translator Board.
3. That attached to this document and marked as Exhibit "A"
is the acceptance certificate, properly executed by the County.
Said acceptance certificate is hereby tendered to the parties of
the second part and the parties of the third part, subject,
however, to the conditions of this agreement.
4. That because of the nature of this understanding and the
prior obligations, the same shall be treated as a tripartite
agreement requiring the signature of all parties, who do hereby
recognize and verify that in their individual capacities they
have executed and joined in this agreement.
WITNESS our hands and seals this 19th day of December
A.D. 1983.
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By
Mayor C airman
(SEAL)
Attest:
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EDEN HANNON & COMPANY
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Witnesses
EMCEE Broadcasting Products
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By
` Executive Vice Pre -dent
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Witnesses
• EXHIBIT A
To Lease- Purchase Agreement dated January 21. 1983, by and bet-
ween Eden Hannon $ Company (Lessor) and the Board of Count
Commissioners of Monroe County (Lessee) . 1
ACCEPTANCE CERTIFICATE
The undersigned Lessee under that certain Lease identified
above hereby certifies and represents to, and agrees with Lessor
as follows:
1. The Equipment, as such term as defined in the Lease,
has been delivered and installed at the Equipment
Location specified in Exhibit E to the Lease and
accepted on the date indicated below.
2. Lessee has conducted such inspection and /or testing of
the Equipment as it deems necessary and appropriate and
hereby acknowledges that it accepts the Equipment for
all purposes, including the commencement of payments.
3. Lessee is not in any Event of Default as defined in the
Lease and no event which with notice or lapse of time,
or both, would become an event of default, has occured
and is continuing at the date thereof.
LESSEE: Board of County Commissioners
Monroe County, Florida
By
Title Mayor $ Chairman
Date December 19, 1983