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Item F29 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: 11/18/14 Division: Public Works Public Works/ Bulk Item: Yes X No Department: Parks-and-Recreation Advis=Board Staff Contact: Kevin Wilson x 8797 AGENDA ITEM WORDING:Approval to award bid and enter into a contract with Pamela Uslander,as the new Higgs Beach retail concession vendor. Ms.Uslander was the highest rated, responsive respondent. ITEM BACKGROUND: Ms. Pamela Uslander was one of the respondents to the Request for Proposals (RFP) for "Mobile Retail Merchandise and Food Concessions at Higgs Beach." The RFP was advertised by Monroe County for a 45 day period beginning on June 5, 2014. A total of two proposals were submitted. No proposals were submitted for mobile retail merchandise vendors. The proposals were reviewed by Public Works staff and the Friends of Higgs Beach (FoHB). FoHB provided staff with their recommendation to select Ms. Uslander as the most responsive proposer. The Monroe County Parks and Recreation Advisory Board (PRAB) reviewed the FoHB recommendation on September 29, 2014, and voted to support the FoHB recommendation. Ms. Uslander's proposal includes $100/month rent for the first year,plus 5%of the annual gross revenues, or a guaranteed minimum annual fee of $1,200. On 10/11/14 the Monroe County Board of Commissioners authorized staff to negotiate an agreement with Ms.Ausaander. PREVIOUS RELEVANT BOCC ACTION: None CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATIONS: Approval TOTAL COST: 0 BUDGETED: Yes No X COST TO COUNTY: 0 SOURCE OF FUNDS: REVENUE PRODUCING: Yes, X No AMOUNT PER YEAR: $2.200.00 (approximately) APPROVED BY: County A ES, OMB/Purchasing N/A Risk Management N/A DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM# Revised 11106 BUDGET FINANCE PURCHASING DEPART14ENT TABULATION SHEET OPEN DATE: J LY 24, 2014 AT 3:00 PN, TITLE: MOBILE RETAIL MERCHANDISE AND FOOD CONCESSIONS AT HIGGS BEACH RESPONDENTS BOND BID AMOUNT 1000 ATLANTIC BLVD. N/A $ 100.00/MO.PLUS z%GROSS TAXABLE SALES DBA SALUTE ON THE BEACH $2,000,00 MIN.ANNUAL GURANTEED RENT&%OF SALES PAMELA USLANDER N/A $ 100.00/140.PLUS 5%GROSS TAXABLE SALES $ TUT MIN.ANNUAL GURANTEED RENT&%OF SALES S_jd Cyr ittee es = Emie Coughlin-Purchasing Office Members of the Public Presenti None y hereby certify that this is a true and correct copyjof said bid opening and that all bidders listed above have been checked against the State of Florida Convicted 6 Suspended Vendor liisti4s. All bids listed above were received by the date and time specified. 'Bid Opened!y: Emie CougWin-Purchasing, er MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Pamela Uslander Contract# Effective Date: 01/01/2015 Expiration Date: 12131/2015 Contract Purpose/Description: Approval to award bid and enter into a contract with Pamela Uslander,as the new Higgs Beach retail concession vendor. Contract Manager. Patricia Smith 453 8808 Ineerin /Public Works-#26 (Name) (Ext.) (DepartmentCStop#) for BOCC meetin on November 18 2014 A ends Deadline: November 4,2014 CONTRACT COSTS Total Dollar Value of Contract: $2,200 Current Year Portion: 0 Budgeted?Yeso No ❑ Account Codes Cant: -0- ao 1- a, I G County Match: $-0- ADDITIONAL_COSTS Estimated Ongoing Not lncludect indolar value a given/a /yr. For rnaintenance utilities anitorial, salaries, etc. CONTRACT REVIEW Changes Date Out Date In Needed Reviewer Division Director i -'ii Yes No " - r Risk Management Yes® No k4," ' 104 O.M.B./Purchasing m. '. Yes❑ Now County Attorney Yes[:] N99 I lc . .. • � Comments: OMB Form Revised 2/27/01 MCP LEASE AGREEMENT FOR HIGGS BEACH CONCESSION THIS LEASE AGREEMENT is made .and entered into on the l 8th day of November 2014, by and between MONROE COUNTY, a political subdivision of the State of Florida, hereinafter referred to as County or Lessor, and Pamela Uslander hereinafter referred to as Lessee or Tenant; WHEREAS, the Lessor is the owner of the Higgs Beach Park,hereafter Beach, that has space(s)available for mobile concessions; and WHEREAS, Lessor desires to grant to Lessee the right to operate a concessions at Higgs Beach at Key West,Florida,and WHEREAS, the Lessee desires to enter into such a lease and represents to the Lessor that it is qualified to operate a concessions and has the financial resources to undertake such an operation;now,therefore IN CONSIDERATION of the premises and of mutual covenants and promises hereinafter contained,the parties hereto do hereby agree as follows: 1. Premises - Lessor hereby leases to Lessee the area shown on Exhibit A, hereafter the premises, for use as a Concession. Exhibit A is attached to this agreement and incorporated by reference. B.Lease Documents—The lease documents,of which this agreement is a part,consists of the lease documents,which are as follows: This agreement and any amendments executed by the parties hereafter, together with the RFP, the response to the RFP and all required insurance documentation. In the event of a discrepancy between the documents, precedence shall be determined by the order of the documents as just listed. 3. (a) The Lessee shall provide a list of all merchandise it intends to sell. The County reserves the right to reject any items it finds inappropriate, objectionable or not in the best interests of the County. Lessee is permitted to employ entertainment in the form of a tape/CD, IPod, or intereet sound system. Other forms of entertainment may be permitted with the written consent of the Director, Public Works&Engineering or his designee.Where permitted,no sound source shall be permitted that is so loud that it emanates outside of the Lessee's concession space. (b)The Lessee must comply with all the applicable requirements of the statutes,rules, ordinances, regulations, orders and policies of the federal, state, county and city governments either in effect on the effective date of this lease or later adopted. (c) Respondent shall be required to obtain Monroe County and City of Key West Occupational Licenses before beginning operations. Respondent shall also be responsible for obtaining any additional licenses which may be required by Respondent's operations at Higgs Beach before beginning operations. 1 (d) Notwithstanding anything herein contained that may be or appear to be, to the contrary, it is expressly understood and agreed that the rights granted under this agreement are nonexclusive and the LESSOR herein reserves the right to grant similar privileges to another LESSEE or other LESSEE on other parts of Higgs Beach. 4. Term - This lease agreement will take effect on the I"day of January 2015, and will terminate on the 31" day of December 2015, unless terminated earlier under another paragraph of this agreement. This lease may be renewed, at the County's discretion, for(2) two additional (2) two year terms upon written request by the LESSOR provided at least 60 days prior to termination of the lease or any renewal. 5. Rental and Fees (a) i. Lessee agrees to pay Lessor rent in the amount of$ 100.00 per month, for retail concession space as shown on Exhibit I and ii. Lessee agrees to pay Lessor 5% of the annual gross revenues or a guaranteed minimum annual fee of �.00 . whichever is greater, generated by Lessee's operations at retail concession space as shown on Exhibit 1. Rental payments are due by the 1st day of the month for which the rent is due. An annual rental payment adjustment shall be made in accordance with the percentage change in the Consumer Price Index for all urban consumers(CPI-U) for the prior calendar year. The increase will take effect on the anniversary mouth of the month when the operation opened for business. Annual gross revenues are determined on a calendar year basis. A calendar year shall run from January 1st through December 31st inclusive. Payment of charges under this subparagraph shall be made in monthly installments. Lessee shall remit, at a minimum, 1/12 of the annual guaranteed minimum($__;QQ.00 ____j on an arrears basis.Payment shall be made no later than the 25th day of the month payment is due, i.e. January payment by February 25, February by March 25,etc. In the event the total amount paid during any calendar year period is less than the greater of the fees set forth in 5aii,Lessee shall remit the difference by February 28 of the year subsequent to the calendar year for which the charge is due. (b) No rent payments are due -under this agreement until the operation is open for business. If the operation opens on a date other than the first of the month, then the rent charge will be prorated as a percentage that the number of days in the month that the operation was in business represents to the months a whole. (c) Lessee must open the operation for business within_JA_days of the effective date of this agreement. (d) Lessee shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each patty to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement, An annual, operating statement prepared by a C.P.A. must be provided to the Lessor on or before February 28 of the following year. 2 (e) The Lessee must pay all assessments, taxes, including sales taxes, levied by any governmental body with the power to impose assessments or taxes. The Lessee must provide the County with the sales tax records for each year on or before February 28 of the following year. (f) The Lessee must provide all items and equipment needed for the operation including, but not limited to: vehicle and/or mobile cart, shelving, display cases, tables, chairs, refrigeration units, etc. Lessee's items and equipment must be removed from the premises at the end of each day. (g)Notwithstanding anything set forth in paragraph 9 of this agreement, if the Lessee fails to pay any rents or fees due under this lease within 15 days after the Lessor notifies the Lessee in writing that the rent or charge is overdue,then the Lessor may, in its discretion, either immediately or later, expel the Lessee and any persons claiming the premises by or through the Lessee, and remove any of the Lessee's effects without being guilty of trespass and without prejudice or waiver to any other available remedy the Lessor might have for the recovery of the rent or charges due from the Lessee. Upon the Lessee's expulsion, this lease will terminate. However, the Lessee's obligation to pay the rent or charges due will survive the termination. Overdue rent and charges will accrue interest beginning on the 16th day after the Lessee was notified in writing by the Lessor that the renter charges were overdue. The interest rate will be that established by the Comptroller under Sec. 55.03, F.S., for the year in which the rent or charge first became overdue. 6. The Lessee agrees to furnish good,prompt and efficient service to meet all demands for concession service at the Beach. The operation must be open for service 365 days per year and will operate from 10:00 a.m. to sunset, as a minimum. The hours can be revised by mutual consent. For purposes of setting up the concession in the morning and closing the concession in the evening, Lessee may arrive one half hour prior to, and depart no later than one half hour after, the hours of operation. LESSEE'S MOBILE CONCESSION WILL NOT OTHERWISE BE LOCATED ON HIGGS' BEACH FOR ANY REASON. 7. (a)The Lessee must provide an adequate number of covered metal waste containers at its operation. Lessee shall provide separate containers for waste and for recyclables. Lessee must deposit all trash,waste and recyclables in those containers for proper disposition of the waste and recyclables at the place designated by the Lessor. (b) No signs, advertising, or awnings may be erected by the Lessee, unless they are approved by the Director,Public Works&Engineering or his designee in writing. (c) The Lessee is responsible for the maintenance of the Lessee's operation, including the equipment used by Lessee and/or offered for rental. 8. Except as otherwise provided herein,the Lessor may cancel this agreement when, after giving the Lessee 30 days written notice that an act of default has occurred, the Lessee fails or cannot cure the following:. (a)The appointment of a receiver of the Lessee's assets. (b) The divestiture of the Lessee's interest in the lease by court order or other operation of law.. 3 (c)The Lessee's abandonment of the operation. Failure to open the operation and keep it open during the business hours described in this agreement for seven(7)consecutive days shall constitute abandonment. (d) The failure of the Lessee to timely perform any of the obligations required of it -under this agreement. No waiver of default by the Lessor of any of the obligations required of the Lessee under this agreement may be construed as a waiver of any subsequent default of any of the obligations that are required to be performed, kept or observed by the Lessee.The Lessor's waiver of an act of default by the Lessee is not a waiver of the right of the Lessor to later cancel this agreement because of the Lessee's failure to subsequently perform an obligation or obligations under this lease agreement. 9. If the Lessee is not in default of its obligation to pay the rent and the charges,then the Lessee may cancel this agreement when,after giving the Lessor 30 days written notice of an act of default,the Lessor fails or cannot cure,or fails to timely perform,the obligations required of it under this lease agreement 10.(a)Before entering the premises,the Lessee must obtain insurance in the amounts and according to the conditions described as follows: The Lessee will be responsible for all necessary insurance coverage which includes, at a Worker's Compensation- $100,000 Bodily Injury by Accident; $500,000 Bodily Injury by Disease,policy limits; $100,000 Bodily Injury by Disease,each employee Vehicle Liability-$100,000 combined single limit General Liability-$300,000 combined single limit Certificates of hmmmee must be provided to Monroe County within fifteen days after award of proposal, with Monroe County BOCC listed as additionally insured on all except Workers Compensation. If the proper insurance forms are not received within the fifteen days, proposal may be awarded to the next selected respondent. The Monroe County Board of County Commissioners will be included as "Additional Insured"on all policies, except workers compensation, issued to satisfy the above requirements. All forms of insurance required above shall be from insurers acceptable to the County. All insurance policies must specify that they are not subject to cancellation,non-renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the County by the insurer. (b) The Lessee must keep in full force and affect the insurance described during the term of this agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated or reduced in coverage, then the Lessee must immediately substitute complying policies so that no gap in coverage occurs. 4 (c) The insurance required of the Lessee in this paragraph is for the protection of the County, its property and employees, and the general public. The insurance requirement is not, however, for the protection of any specific member of the general public who might be injured because of an act or omission of the Lessee. The insurance requirements of this paragraph do not make any specific injured member of the general public a third party beneficiary under this agreement. Therefore, any failure by the County to enforce this paragraph, or evict the Lessee if the Lessee becomes uninsured or underinsured,is not a breach of any duty or obligation owed to any specific member of the general public and cannot form the basis of any County liability to a specific member of the general public or his/her dependents,or estate or heirs. (d) Notwithstanding anything set forth in paragraph 9 of this agreement, the Lessor may treat the Lessee in default if the Lessee, after entering the premises but before beginning its operation, does not have the insurance required by subparagraph I I(a). Before the County may terminate the agreement in this situation,the County must give the Lessee a written notice of the default stating that, if the required insurance is not obtained within ten(10) days of the Lessee's receipt of notice, then the County will cancel this agreement. The County may treat the Lessee in default and cancel this agreement if the Lessee, after starting the operation, fails to keep in full force and effect the insurance required by subparagraph 11(a). Before treating the Lessee in default and terminating the agreement in this situation,the County need only provide the Lessee 24-hour notice by FAX or overnight courier. The County may,but need not,provide Lessee with an opportunity to cure the default. 11. Notwithstanding anything herein contained that may be, or appear to he, to the contrary, it is expressly understood and agreed that the rights granted under this agreement are nonexclusive and the Lessor herein reserves the right to grant similar privileges to another Lessee or other Lessees on other parts of the Beach. 12.At the end of this agreement(or any renewal), the Lessee's right to the premises, the use of Beach facilities, and any other right or privilege granted under this agreement ceases. All equipment, improvements, furnishings and other property of the Lessee at the premises are personal to the Lessee and remain the property of the Lessee and must be removed by him. The Lessee must also restore the premise to its original condition,ordinary wear and tear and damage by causes beyond the control of the Lessee excepted. 13. Lessor may enter upon the premises at any reasonable time, with advance notice, for any purpose connected with the performance of the Lessor's obligations under this agreement or in the exercise of its governmental functions. 14. The Lessee may not assign this agreement,or any part of it, or sublease the premises, or any portion of the premises, without the written approval of the Lessor. The change of the Lessee's status from an individual to a partnership or corporation is an assignment under this paragraph requiring the Lessor's approval. If the Lessee is approved to do business in the corporate form, any assignment of a controlling interest in the corporate stock is also an assignment under this paragraph that requires the Lessor's approval. All the obligations of this agreement will extend to the legal representatives, successors and assigns of the Lessee and Lessor. 5 15. Hold Harmless - Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Lessee shall defend, indemnify and hold the County and the County's elected and appointed officers and employees harmless from and against(i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury(including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Lessee or any of its employees, agents, contractors or other invitees during the term of this lease, (B) the negligence or willful misconduct of Lessee or any of its employees, agents, contractors or other invitees, or(C) Lessee's default in respect of any of the obligations that it undertakes under the terms of this lease, except to the extent the claims,actions,causes of action, litigation,proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than Lessee). Insofar as the claims,actions,causes of action,litigation,proceedings,costs or expenses relate to events or circumstances that occur during the term of this lease,this Section will survive the expiration of the term of this lease or any earlier termination of this lease. 16. Nondiscrimination - Lessee agrees that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the Court order. Lessor and Lessee agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable,relating to nondiscrimination.These include but are not limited to: 1)Title VII of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin;.2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685 -1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975; as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended,relating to confidentiality of alcohol and drug abuse patient records; 8) Title VHI of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as may be amended from time to time, relating to nondiscrimination based of disability; 10)Secs. 13-101,et seq.,Monroe County Code,relating to discrimination based on race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identify or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to,or the subject matter of,this Agreement. 17. Severability- If any term, covenant, condition or provision of this Agreement(or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining tern, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions 6 and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement Lessor and Lessee agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 18. Binding Effect- The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of Lessor and Lessee and their respective legal representatives, successors, and assigns. 19. Authority - Each party represents and wan-ants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action,as required by law. 20. Adjudication of Disputes or Disagreements-Lessor and Lessee agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement by Florida law. 21. Cooperation-In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, Lessor and Lessee agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. Lessor and Lessee specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 22. Covenant of No Interest - Lessor and Lessee covenant that neither presently has any interest, and shall not acquire any interest,which would conflict in any manner or degree with its performance under this Agreement, and the only interest of each is to perform and receive benefits as recited in this Agreement. 23. Code of Ethics - County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to solicitation or acceptance of gifts; doing business with one's agency-, unauthorized compensation, misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 24. No Solicitation/Payment - Lessor and Lessee warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, Lessee agrees that Lessor shall have the right to terniinate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the M amount of such fee, commission,percentage,gift or consideration. 7 25. Non-Waiver of Immunity - Notwithstanding the provisions of Sec. 768.28, Florida Statues, the participation of the Lessor and the Lessee in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the Lessor be required to contain any provision for waiver. 26. Privileges and Immunities - All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the Lessor, when performing their respective functions under this Agreement within the territorial limits of the Lessor shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the Lessor. 27. Legal Obligations and Responsibilities - Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the Lessor, except to the extent permitted by the Florida Constitution,State Statute,and case law. 28.Non Reliance by Non-Parties- No person or entity shall be entitled to rely upon the terns,or any of them, of this Agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Lessor and Lessee agree that neither the Lessor nor Lessee or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 29. Attestations-Lessee agrees to execute such documents as the Lessor may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. 30. No Personal Liability-No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 31. Execution in Counterparts - This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. 8 32. Other Use- Lessee shall not use or permit the use of the premises or any part thereof for any purpose or use other than an authorized by this agreement 33. Paragraph Headings-Paragraph headings herein are intended only to assist in reading identification and are not in limitation or enlargement of the content of any paragraph. 34. Notices - Any notice of other communication from either party to the other pursuant to this agreement is sufficiently given or communicated if sent by registered mail, with proper postage and registration fees prepaid, addressed to the party for whom intended, at the following addresses: For Lessor: For Lessee: Director of Engineering and Public Works Historic Gato Building Pamela Uslander 1100 Simonton St. 102 E.Crest Avenue Key West,FL. 33050 Bensenville, Ill. 60106 And County Attorney 1111 12th Street, Suite 408 Key West,Fl. 33040 or to such other address as the party being given such notice shall from time to time designate to the other by notice given in accordance herewith. 35. Governing Law,Venue, Interpretation. Governing Law, 'Venue, Interpretation, Costs, and Fees - This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the Lessor and Lessee agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The Lessor and Lessee agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. 36. Attorney's Fees and Costs - The Lessor and Lessee agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non-prevailing party, and shall include attorney's fees, courts costs, investigative,and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 9 6. Final Un4asumding "Wxt Is the pot1w floal MIUM4 ux t, 'CA" 14=0110� 14vo o: " �� h,. " , r FLORMA OM POP*K _ � "WOO 1a Hill fir' ll 5 ti�M y PIP ''r"r✓� +ms' "^try., «.] �w. � :m k: W to �✓' �,"' fib. � l� �,.B�a, U <❑4' Ool W Ul [� I w LQRD .� QI PUBLIC ENTITV CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." By executing below, proposer states that he/she/it is in compliance. Signature e-) STATE OF__.J-- (Signature of Respondent) COUNTY OF I _._. DATE PERSONALLY APPEARED BEFORE ME, the undersigned authority, who, after first being sworn by me, (name of AV&--- individual signing) affixed his/her signature in the space provided above on this day of 20014. My commission expires: NNO T OFFICIAL SEAL VICTOR M TI OFFICIAL 0 MARTINEZ �x Notary Public -state of Illinois c Is 10 'r My Commission Expires Oct 7.2014] 5,_WO I�N -x QR MO Qj.,',(,()tfNTY_jLOR1DA ETHICS CLAUSE warrants that he/it has not employed,retained or otherwise had art on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion,terminate this contract without liability and may also,in its discretion, deduct from the contract or purchase price, or otherwise recover,the full amount of any fee, commission,percentage, gift, or consideration paid to the former County officer or employee. "N" , .......... (signature) SOL--P_ McItJZi) Date--... ........ STATE OF COUNTY OF J,he�....... —l'ONALLY APPEARED BEFORE ME, the undersigned authority, 4A WJ� who,after first being sworn by me, affixed his/her _ _CA signature name of individual signing)in the space provided above on this day of 2014. ................ NOTARY PUBLIC My commission expi s' OFFICIAL SEAL VICTOR D MARTINEZ I Notary Public - state of Illinois rn My commission Expires Oct 7.2014 01AB -MCP FORM: ..... DRUG-FREEWOR '"LACE'FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: (Name of Business) ..� 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employez assistance programs, and the penalties that may be imposed upon employees for drug abut,: violations. 3. Give each employee engaged in providing the commodities or contractual services that art under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. . . STATE OF (Signature of Respondent) COUNTY OF l,to