Loading...
Item S6BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: April 18, 2012 Bulk Item: Yes No X Division: County Attorney Staff Contact Person: Natileene Cassel Contract # 292-3470 AGENDA ITEM WORDING: Discussion and direction regarding the next Request for Proposal on the Hickory House property, including changes which would allow presentations to the selection committee. Presentations would require changes to procedures for the County selection process and selection committees. ITEM BACKGROUND: The County Administrator has requested that for the next Hickory House Request for Proposal that the County entertain presentations from the respondents. In 2011 the legislature passed amendments to F.S. 119.071, the Public Records Law and to F.S. 286.0113, the "Sunshine Law". These amendments allow presentations to selection committees but places additional requirements on the County. If this procedure is used several new requirements will be required, the presentations will not be open to the public as the County has done in the past, most notably: (1) a "complete recording" of the presentations must be made, (2) the recording shall be preserved and kept by the County as a public record and (3) the recording must be made available when the County provides notice of an intended decision, or when all proposals are rejected. PREVIOUS RELEVANT BOCC ACTION: In August 2006, the County purchased the property located at 5948 Peninsula Avenue, Stock Island, Florida. A bid from King's Pointe Marina LLC (KPM) was accepted, however, on August 27, 2008, KPM cancelled their contract to purchase the property. In June 2009, a 2°d Request for Proposal was advertised for the purchase or lease of the property, one response was received proposing the sum of $1 per year for thirty years, it included improvements which could not pass code requirements and was rejected. In October 2009, a 3rd Request for Proposals was advertised; the single nonresponsive submission was rejected by the BOCC. CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATIONS: None TOTAL COST: Cost to advertise BUDGETED: Yes XNo _ DIFFERENTIAL OF LOCAL PREFERENCE: N/A COST TO COUNTY: see above SOURCE OF FUNDS: REVENUE PRODUCING: Yes �� No AMOUNT PER MONTH Year APPROVED BY: County Atty ✓ OMB/Purchasing Risk Management _ DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM # MONROE COUNTY REQUEST FOR PROPOSALS FOR THE SALE/PURCHASE/LEASE OF THE "HICKORY SOUSE" PROPERTY MONROE COUNTY, FLORIDA BOARD OF COUNTY Mayor David Rice, District 4, Mayor Pro Tem, Kim Wigington, District 1 Commissioner, George Neugent, District 2 Commissioner, Heather Carruthers, District 3 Commissioner, Sylvia Murphy, District 5 COUNTY ADMINISTRATOR SENIOR BUDGET DIRECTOR Roman Gastesi Tina Boan CLERK OF THE CIRCUIT COURT DANNY L. KOLHAGE May 2012 Prepared by: Natileene W. Cassel, Assistant County Attorney Monroe County Attorney's Office TABLE OF CONTENTS PAGE NOTICE OF REQUEST FOR PROPOSAL SECTION ONE Instructions to Bidders SECTION TWO RFP Specifications SECTION THREE Content of Proposal SECTION FOUR Sample Contract for Purchase and Sale Sample Lease SECTION FIVE Proposal Forms NOTICE OF REQUEST FOR PROPOSALS NOTICE IS HEREBY GIVEN TO PROSPECTIVE PROPOSERS that on , 2012 at P.M. the Monroe County Purchasing Office will receive sealed proposals for the following: Requirements for submission and the selection criteria may be requested from DemandStar by Onvia at www.demandstar.com OR www.monroecountvbids.com or call toll -free at 1-800-711-1712. The Public Record is available at the Monroe County Purchasing Office located at The Gato Building, 1100 Simonton Street, Room 1-213, Key West, Florida. Technical questions should be directed, in writing, to the Director, Monroe County Project Management Department, The Gato Building, 1100 Simonton Street, Key West, Florida 33040 or by facsimile to (305) 295-4321. All answers will be by Addenda. Proposers must submit a total of three (3) complete sets of Proposals, two (2) signed originals and one (1) complete copy, in a sealed envelope marked on the outside, " " addressed and delivered, either by person or by mail, preferably by special delivery, registered mail to: Monroe County Purchasing Office 1100 Simonton Street, Room 1-213 Key West, FL 33040 Phone: (305) 292-4466 Fax: (305) 292-4465 All proposals must be received by the County Purchasing Office before P.M. on , 2012. Any proposals received after this date and time will be automatically rejected. Faxed or emailed proposals will also be automatically rejected. Dated at Key West, Florida, this _m day of . 2012. Monroe County Purchasing Department Publication Dates: KW Citizen (Fr) Keynoter (Sa) Reporter (Fr) SECTION ONE INSTRUCTION TO BIDDERS 1.01 DESCRIPTION OF PROPERTY A. The County is seeking proposals for use of the property previously known as the "Hickory House", located at 5948 Peninsular Avenue, Stock Island, Key West, Florida. Proposers are encouraged to provide a proposal for the purchase, lease, or lease with option to purchase the property. The property consists of two+ lots with an approximate land square footage of 24,375. The Legal Description is: Lots 30, 31 and the West %z of Lot 32, in Square 46, according to Maloney's Subdivision of a part of Stock Island, Monroe County, Florida, as recorded in Plat Book 1, Page 55, of the Public Records of Monroe County, Florida. B. Proposers should be aware: 1. The property, buildings and dock have been vacant for several years; 2. The County does not warrant the condition the property, buildings and dock or their suitability for a speck use; 3. No portion of Peninsula Avenue, including. the abandoned boat ramp which terminates in mangroves at the end of Peninsula Avenue, is included in the legal description of the property and should not be included in any proposal for use of the property; 4. Proposers shall not include a potential abandonment of Peninsula Avenue as part of any proposal, including use as parking, expansion, or any other portion of their Proposal; 5. The property is zoned MU, mixed use; 6. Proposers shall not include use of the bay bottom adjacent to the premises in the proposal; the County does not own the bay bottom. 7. If purchased, the purchaser whether by a straight purchase or by lease with option to purchase, shall at closing accept a quitclaim deed pursuant to Florida Statutes 125.411; and 8. Any purchase or lease of the property is offered on an "AS IS" basis. C. The following documents are provided for informational purposes only and are available for viewing in the office of Monroe County Purchasing Department, Gato Building Room 213, at 1100 Simonton Street, Key West: 1. Report of Environmental Site Assessment: Phase 1; 2. Environmental Affidavit dated November 28, 2006; 3. Authorization to Rely on Environmental Assessment; 4. Boundary Survey dated November 21, 2006; and 5. Limited Renovation Asbestos Survey Report dated January 29, 2007. Proposers shall not rely on the above documents to portray the present state of the property. The County does not warrant the information in the documents; they are available for informational and historical purposes only. Proposers should obtain their own individual survey or other studies as they determine necessary. Any surveys, studies, or other material which an individual Proposer deems necessary, shall be conducted solely at the expense of the Proposer, and shall be conducted in a time -frame which will not postpone the sale or lease of the property. D. The County is interested in proposals which state a detailed specific intended use for the property; therefore Proposers must fully describe the proposed use for the property. E. Proposers should be aware that a Proposal shall not be considered as a negotiation or a starting point for negotiation. Proposals will be reviewed by the County as the complete proposal which will be accepted or rejected on its merits as stated in the body of the Proposal If a proposal is selected for presentation to the committee, no new information shall be considered by the selection committee. 1.02 DEFINED TERMS A. Wherever used in this Request for Proposal or in the other proposal documents the terms below have the meanings indicated which are applicable to both the singular and plural thereof. The use of the terms "he", "him", "himself, or "his" shall refer to male and female persons alike and should not be construed as derogatory or discriminatory to female persons. B. DEFINITIONS Addenda. Written or graphic documents issued prior to the opening of bids which clarify, correct, or change the bidding documents or the contract documents. Agreement. The written agreement/contract between the County and the chosen proposer covering the details of the contractual provisions to be performed; other contract documents may be attached to the agreement and made a part thereof as provided therein. Bid. The offer, proposal, or bid of the Proposer submitted on the prescribed form setting forth the prices and other considerations. Board of County Commissioners. Elected policy makers for the County, also referred to as BOCC. Contract Documents. The bidding documents, agreement, addenda (which pertain to the contract documents), the Proposer's response to the request for proposal, including documentation accompanying the bid and any post -bid documentation submitted prior to the notice of award) when attached as an exhibit to the agreement, the bonds, and the specifications as the same are more specifically identified in the agreement, together with all amendments, modifications, and supplements. Contract Price. The moneys, payable by the Proposer to the County under the contract documents as stated in the agreement. Contract Time. The time the Contract/Lease shall be in force and binding on the County and /Proposer from the effective date of the agreement. Effective Date of the Agreement. The date indicated in the agreement on which it becomes effective, but if no such date is indicated it means the date on which the agreement is signed and delivered by the last of the two parties to sign and deliver. Laws and Regulations; Laws or Regulations. Laws, rules, regulations, ordinances, codes and/or orders as set forth by the Federal government, State of Florida or Monroe County Florida. Notice of Award. The written notice to the apparent successful Proposer stating that upon compliance by the apparent successful Proposer with the conditions precedent enumerated therein, within the time specified, the County will sign and deliver the agreement. Owner. Generally refers to the Monroe County Board of Commissioners; there may be times when owner refers to someone other than the County in which case the intent of the sentence shall dictate to whom the word owner applies. Presentation of Proposal. The selection committee will invite no more than three (3) Proposals to be presented to the selection committee for consideration. Proposals shall be presented individually by oral presentation to the selection committee. All presentations will be recorded. Presenters will not be allowed into the presentations by other proposers. Presentations shall be confined to the contents of the written proposal any additional information, not contained in the written proposal, will not be considered by the committee. Questions may be asked of the Presenters by the committee for clarification of the proposal. In the event that only one proposal is received there will not be an oral presentation. Proposal. The offer, proposal, or bid of the Proposer submitted in a format setting forth the qualifications of the Proposer and the prices and other conditions under which services shall be performed. Proposal Documents. The original RFP, the advertisement, the responses to RFP received. After entry into a contract or lease Proposal Documents may be considered as part of the contract if so indicated in the contract or lease. Proposer. The person, firm, or corporation who has submitted a proposal, also referred to as the Bidder or Contractor. RFP. Request for Proposal advertised by the Board of County Commissioners. Written Amendment. A written amendment of the contract documents, signed by the County and the Contractor on or after the effective date of the agreement. 1.03 EXAMINATION OF BIDDING DOCUMENTS, SITE VISIT AND PRE -BID MEETING A. Complete sets of Requests for Proposal documents will be issued and shall be used in preparing proposals. The COUNTY does not assume any responsibility for errors or misinterpretations resulting from the use of incomplete sets. B. Complete sets of Request for Proposal Documents may be obtained in the manner and at the location stated in the Notice of Calling for Proposals. C. Each Proposer shall thoroughly examine all the Requests for Proposal Documents. Ignorance on the part of the Proposer shall in no way relieve him of the obligations and responsibilities assumed under this proposal. D. Submitted Proposals MUST include an Insurance Agent Statement and a completed Insurance Checklist, and any requirements set forth in the Instructions to Bidders, Proposal Contents and Proposal Forms. E. A onetime mandatory pre -bid meeting will be held on , 2012 at P.M. at the property. Proposers or their representatives must be present; non- attendance at the pre -bid meeting shall be cause for automatic rejection of the proposal. A tour of the Property will be conducted at that time by County staff for the benefit of Proposers. County staff will not answer questions verbally at the pre -bid meeting. Any questions which may arise at the pre -bid meeting shall be submitted in writing pursuant to Section 1.07 below. If the County determines that any written questions require official additions, deletions, or clarifications of the Request for Proposal, the County will issue a written summary of questions and answers or an addendum to this Request for Proposals as the County determines is appropriate. No oral representations or discussions, which may take place at the pre -proposal meeting, will be binding on the Department. 1.04 QUALIFICATIONS OF PROPOSERS (TO BE SUBMITTED WITH PROPOSAL) A. Each proposal must contain evidence of the Proposer's qualifications, as set out in Section 1.04B, to do business of the type delineated in the proposal and in the Florida Keys. This evidence shall be attached under Section 3.02B, Tab 1, Executive Summary. B. The County is interested in proposals which state a detailed and specific intended use for the property. These proposals should explain the financial arrangements necessary to accomplish the Proposer's goal. All proposals shall conform to the requirements of this Request for Proposal, under Section 3.02, Tab 2. While the County encourages Proposers to submit any legitimate proposal, all proposals shall include specific details regarding the anticipated use. C. At the discretion of the County, and depending upon the details of the Proposal, a bond may be required in the type and amount determined by the County. The winning Proposer shall be notified of the necessity of a bond in the Notice Award. All Proposers should be aware that a bond may be required at the execution of the contract or lease. D. The County retains the right to reject any and all proposals. 1.05 DISQUALIFICATION OF PROPOSERS A. ONE PROPOSAL: Only one proposal from an individual, firm, partnership or corporation under the same or under different names will be considered. In the event evidence is discovered which indicates a Proposer has interest in more than one proposal for the work involved, all proposals in which such a Proposer is interested may be rejected. B. A proposal may be rejected if the Proposer misstates or conceals any material fact in the proposal. C. A proposal may be rejected if the Proposer does not strictly conform to the law and requirements of the Request for Proposal. D. The County reserves the right to reject any and all proposals and to waive technical errors and irregularities as may be deemed best for the interests of the County. The County also reserves the right to reject the bid of a Proposer who has previously failed to perform properly or to complete contracts of a similar nature on time. E. Proposals, which contain modifications, are incomplete, unbalanced, conditional, obscure, or which contain additions not requested or irregularities of any kind, or which do not comply in every respect with the Instructions to Proposers, the Proposal Contents, the required forms or other requirements of the Request for Proposals may be rejected at the sole option of the County. F. NON -COLLUSION AFFIDAVIT: Any person submitting a proposal in response to this invitation must execute the enclosed NON -COLLUSION AFFIDAVIT. If it is discovered that collusion exists among the proposers, the bid or proposals of all participants is such collusion shall be rejected, and no participants in such collusion will be considered in future bids for the same work. G. PUBLIC ENTITY CRIME: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a proposal on a contract to provide any goods or services to a public entity, may not submit a bid or proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases 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. Category Two: $25,000.00 H. DRUG -FREE WORKPLACE FORM: Any person submitting a bid or proposal in response to this invitation must execute the enclosed DRUG -FREE WORKPLACE FORM and submit it with his bid or proposal. Failure to complete this form in every detail and submit it with your bid or proposal may result in immediate disqualification of your bid or proposal. 1.06 EXAMINATION OF REQUEST FOR PROPOSAL DOCUMENTS A. Each Proposer shall carefully examine the RFP and other documents enclosed and inform himself thoroughly regarding any and all conditions and requirements that may in any manner affect cost and performance under the contract, including requirements of applicable County, State and Federal laws and restrictions. Ignorance on the part of the Proposer will in no way relieve the Proposer who executes the purchase/sale contract or lease of the obligations and responsibilities assumed under the contract/lease. B. Should a Proposer find discrepancies or ambiguities in, or omissions from, the specifications, or doubt as to their meaning, Proposer shall at once notify the County in writing as required in Section 1.07. 1.07 INTERPRETATIONS, CLARIFICATIONS, AND ADDENDA A. No oral interpretations will be made to any Proposer as to the meaning of the contract documents. No Proposer may seek to verbally contact the County with inquiries. All inquiries shall be in writing. B. Any written inquiry or request for interpretation received ten (10) or more days prior to the date fixed for opening of responses will be given consideration. All such changes or interpretation will be made in writing in the form of an addendum and, if issued, will be furnished to all known prospective Proposers prior to the established proposal opening date on the websitewww.demandstar.com or-htW://www.monroe- tl.gov/aages/msd/bids.htm. C. Each Proposer shall acknowledge receipt of such addenda in the space provided therefore in the bid form. In case any Proposer fails to acknowledge receipt of such addenda or addendum, his response will nevertheless be construed as though it had been received and acknowledged and the submission of his response will constitute acknowledgment of the receipt of same. D. All addenda are a part of the contract documents and each Proposer will be bound by such addenda, whether or not received by him. It is the responsibility of each Proposer to verify that he has received all addenda issued before responses are opened. 1.08 GOVERNING LAWS AND REGULATIONS A. The Proposer is required to be familiar with and shall be responsible for complying with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work or project upon which he bases his proposal. B. The Proposer shall include in his proposal prices all sales, consumer, use, and other taxes required to be paid in accordance with the law of the State of Florida and the County of Monroe, including but not limited to documentary stamps. Monroe County BOCC is tax exempt from all local, state, and federal sales taxes. All proposals shall include any modifications, necessary to make the building ADA accessible under the Federal and State laws. C. Proposer will not be compensated under the contract or lease for changes necessitated by noncompliance with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work. 1.09 PREPARATION OF PROPOSAL A. Signature of the Proposer: The Proposer must sign the Proposal forms in the space provided for the signature. If the Proposer is an individual, the words "doing business as or "Sole Owner" must appear beneath such signature. In the case of a partnership, the signature of at least one of the partners must follow the firm name and the words "Member of the Firm" should be written beneath such signature. If the Proposer is a corporation, the title of the officer signing the proposal on behalf of the corporation must be stated along with the Corporation Seal Stamp and evidence of his authority to sign the proposal must be submitted. B. The Proposer shall state in the proposal the name and address of each and every person with a financial interest therein and the names of each officer or member of the Board of Directors therein, as required under Section 3.02. 1.10 SUBMISSION OF PROPOSAL A. Two (2) signed originals and five (5) copies of each proposal shall be submitted. B. The Proposal shall be submitted in a sealed envelope clearly marked on the outside, with the Proposers name and "Request for Proposal for the Sale/Purchase/Lease of the "Hickory House" Property, addressed to the entity and address stated in the Notice of Request for Proposals, on or before 3:00 P.M. local time on the _ day of , 2012 . If forwarded by mail or courier, the above -mentioned envelope shall be enclosed in another envelope addressed to the entity and address stated in the Notice of Calling for Proposals. Faxed or e-mailed statements of proposals shall be automatically rejected. Proposals will be received until the date and hour stated in the Notice of Calling for Proposals. C. Each Proposer shall submit with his proposal the required evidence of his qualifications and experience, as outlined in Section 1.04 and 3.02. D. The submission of a proposal will constitute a representation by the Proposer that he has complied with every requirement of Section 3 and that the Request for Proposal Documents are sufficient in scope and detail to indicate and convey understanding of all terms and conditions for performance of the Work. 1.11 WITHDRAWAL OF PROPOSAL Any proposal may be withdrawn prior to the time scheduled in the Notice of Calling for Proposals for the opening thereof. All other proposals received must remain valid for a period of ninety (90) days. 1.12 MODIFICATION OF PROPOSALS A Proposal may not be modified, withdrawn, or canceled by the Proposer during the stipulated time period following the time and date designated for the receipt of Bids, except as provided below. Prior to the time and date designated for receipt of Proposals, any Proposal submitted may be modified by delivery to Monroe County Purchasing Department of a complete Proposal as, modified. All envelopes shall be marked "Modified Proposal'. Delivery shall comply with requirements for the original bid. 1.13 RECEIPT AND OPENING OF PROPOSALS A. Proposals will be received until the designated time and will be publicly opened and read aloud at the appointed time and place stated in the Notice of Calling for Proposals. Monroe County's representative authorized to open the proposals will decide when the specified time has arrived and no proposals received thereafter will be considered. No responsibility will be attached to anyone for the premature opening of a proposal not properly addressed and identified. B. Proposers or their authorized agents are invited to be present. The public is permitted to be present. No verbal explanation or changes to the written proposals will be allowed by G of A- from A.M. Best. The required insurance shall be maintained at all times while Proposer is providing service to County. 4. Monroe County shall be named as an Additional Insured on the General Liability and Vehicle Liability policies. 2.03. THE LEASE ALTERNATIVE A. Proposers who wish to enter into a lease the property shall set forth, in addition to the requirements of Section Five, the following information: 1. The total amount of the proposed lease; 2. The proposed term of the lease in months or years; 3. The proposal shall agree to provide at a minimum a first month rent, second month rent and security deposit in the amount of two months rent, at the time of the execution of the lease by the BOCC; 4. The proposal shall state a rental amount on a monthly basis to be paid on the first of each month, and specifics if the proposed monthly lease amount will change over time; 5. Provide a statement of the anticipated use of the property; and a specific plan for renovations to the property; 6. If the proposal includes improvements to the fixtures or the property itself, those improvements should be described in detail, with enough specificity so that the County will be able to evaluate the potential value of the improvements. 7. Provide a graphic representation of the anticipated use of the property, including anticipated parking areas* ingress and egress, building modifications property, and the impact of the use on the surrounding neighborhood and any other information which will assist the County in understanding the Proposer's anticipated use of the property. 8. The Proposal which provides the most specific the details, including adherence to appropriate permitting and compliance with County, State and Federal laws, will assist the County in its selection process. Proposals which do not comply with said laws or which are do not provide enough detail shall be rejected. 9. If the proposal includes an option to purchase, the terms of that option shall be submitted in detail and with the specificity of contractual language so that the BOCC will have sufficient information to fully evaluate the offer; 10. If the Proposal is accepted the lease will be finalized subsequent to the award, the Proposer shall anticipate that the County may require language in the lease that is not in this RFP and may wish to change the terms offered by the Proposer. Proposer and County will not be bound by the lease until signed by both parties. 11. Construction under the lease shall conform to all applicable governmental regulations, including County, State, and Federal requirements, including zoning, permitting and land use regulations. B. INSURANCE. 1. All proposals shall demonstrate necessary minimal insurance coverage as indicated in the insurance form section. The exact final amounts of require insurance will be determined after the proposal is approved by the BOCC and shall become part of the terms of the final agreement. Proposers shall be aware that insurance requirements are subject to change based on the proposal. 14 any Proposer or other observer at the opening of the Proposals. Submittals will be judged upon the written Proposal only. C. Any proposal not received by the Purchasing Department on or before the deadline for receipt of bids designated in the Notice of Calling for Bids will be returned unopened. D. All proposals shall remain open and valid for ninety (90) days after the date designated for receipt of Bids. E. The County may, in its sole discretion, release any proposal before the ninety (90) days has elapsed. 1.14 FINAL DETERMINATION OF SUCCESSFUL PROPOSAL A. This Request for Proposals is for the purchase, lease or lease with option to purchase real estate. A final determination will be made solely at the discretion of the Board of County Commissioners, as to the responsiveness and completeness of the proposal. B. The County reserves the right to reject any and all proposals and to waive technical errors and irregularities as may be deemed best for the interests of the County. C. Following the receipt of proposals, a selection committee will meet in a recorded meeting to review the proposals and to hear presentations. The conduct of the meeting will comply with Florida Statutes § 119.071 and §286.011. The Committee will separate the proposals into proposals for purchase and proposals for lease or for lease option. The committee will determine if the proposals for purchase conform to the Request for Proposal, rank the submittals in order of preference and make a recommendation to the BOCC. The committee will then consider the proposals for lease or for lease with option. The committee will determine if the proposals for lease or for lease option conform to the Request for Proposal, rank the submittals in order of preference and make a recommendation to the BOCC. The committee shall consist of a staff member from Project Management, a staff member from Public Works, and a staff member from OMB. The final selection is in the sole discretion of the BOCC. The BOCC may choose to reject any or all proposals. D. The selection committee recommendations shall be forwarded to the BOCC .The selection process will be bifurcated before the Board of County Commissioners as specified in section 1.16 below. E. If proposals are found to be acceptable by the County, written notice will be given to the selected Proposer of the acceptance of his proposal and of the award of the contract or lease to him. The Contract shall be finalized based on the terms required by the County and of the terms of the selected Proposal. F. In evaluating proposals, the County shall consider the qualifications of the proposers and whether or not the proposals comply with the prescribed requirements in the Proposal Documents. G. The County may conduct such investigations as it deems necessary to assist in the evaluation of any proposal and to establish the responsibility, qualifications, and financial ability of the Proposers to the County's satisfaction. The County reserves the right to reject any proposal which does not pass any such investigation to its satisfaction. H. If a Contract is awarded, the County will issue the Notice of Award to the successful Proposer within ninety (90) days after the date of receipt of bids. The County reserves the right to return all Proposals, not make any awards, and retain the property as the Board of County Commissioners sees fit. I. At the time of consideration the Board of County Commissioners will be provided with a copy of all the proposals, including those recommended by the selection committee. IN 1.16 BIFURCATION OF SELECTION PROCESS A. Due to the laws governing selection, the final selection by the Board of County Commissioners may be bifurcated if proposals for purchase and for leased are received. The Board of County Commissioners shall first consider the complying proposals for purchase of the Hickory House and shall accept the highest proposal or reject all the proposals as too low. B. If all of the proposals for purchase are rejected by the Board of County Commissioners as being non -compliant or as too low in price, the Board of County Commissioners shall consider the proposals for lease or for lease with option to purchase. C. Once a selection is made by the Board of County Commissioners, County staff shall proceed to finalize an agreement for sale, lease or lease purchase with the selected proposer. 1.17 EXECUTION OF CONTRACT A. The Proposer to whom a contract/lease is awarded will be required to finalize speck details of a purchase contract or lease and to incorporate any terms required by the County as well as the items in the proposal that are the basis for the award of contract/lease. B. Completion of the contract to the satisfaction of the County shall be done within Sixty (60) days of the awarding of the contract by the BOCC, if this is not accomplished the County reserves the right to reject the contract and go to the second Proposer or, if the County desires, to rebid the project at a future date. C. The Proposer shall return to the County four (4) executed counterparts of the prescribed contract or lease together with the required certificates of insurance, if required under the contract, within fifteen (15) days from the date of notice of acceptance of the proposal. Necessary down payments, required bid bond or initial rental payments shall accompany the executed contract. D. In the event the Proposer given Notice of Award fails, for whatever reason, to execute and deliver all contract documents required above, the County may exercise its right reject all proposals, to contract with the next conforming responsible proposer with the best price for the County or, if the County desires, to rebid the project at a future date. SECTION TWO RFP SPECIFICATIONS 2.01 GENERAL SPECIFICATIONS A. It is important to note that the County seeks a proposal for purchase which is based on market value of the property and upon which will return the most money to the citizens of the county. In the lease alternative the proposer should consider the market value over the time of the lease. Additionally, improvements to the property during the lease will be taken into consideration if, in the discretion of the County, the improvements will increase the value of the property. All Proposers shall recognize that the BOCC has the complete discretion to accept or reject any or all proposals. B. The successful Proposer is expected to provide a proposal to purchase, lease, or lease with an option to purchase of the premises previously known as the "Hickory House". The successful Proposer will be expected to enter into a contract or lease with County. The property is offered "as is". C. Proposer shall be expected to obtain all necessary state, federal and local permits for the proposed use of the property. Signature on the Proposal Form shall constitute a commitment to investigate and abide by all applicable codes, and other requirements from the state, federal and local governments for the proposed property improvements. D. Insurance Policies after Award of Contract. In addition to the minimal insurance requirements specified below, as a pre -requisite of the award of contract of lease or purchase, the Proposer shall obtain, if required by the County, at his own expense additional insurance after the award of the contract. Proposer is solely responsible to ensure that said insurance is obtained and shall submit proof of insurance to COUNTY. Failure to provide proof of insurance shall be grounds for termination of the award of contract. The amounts of coverage will be determined by the County based on the nature of the Proposal, and will be contained in the contract. The Proposer shall maintain the required insurance throughout the entire term of the contract and any extensions or amendments specified in the lease and shall agree to provide proof of continuing insurance. The Proposer shall provide, to the COUNTY, as satisfactory evidence of the required insurance, either. • Certificate of Insurance or A Certified copy of the actual insurance policy. The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. 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 (30) days prior notification is given to the County by the insurer. The acceptance and/or approval of the Proposer's insurance shall not be construed as relieving the Proposer from any liability or obligation assumed under the lease or imposed by law. To the extent possible, the Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies, except for Workers' Compensation. 2.02. THE PURCHASE ALTERNATIVE A. Proposers who wish to purchase the property shall set forth, in addition to the requirements in Section Five, the following: 1. A purchase price offered by Proposer; 2. Amount of down payment, which shall be due upon the execution of the contract by the Proposer and the BOCC* 3. Proposed closing date, which shall be no longer than 90 days after approval of the proposal by the Board of County Commissioners; 4. If the Proposer will be seeking financing, the anticipated details of financing and the time needed to obtain financing should be included in the proposal. County government is prohibited by the Florida Constitution Article VII, section 10 from pledging credit to private entities. A proposal which anticipates the participation in financing or other pledge of credit by the County will be rejected; 5. A plan for renovations to the property; 6. Provide a detailed statement of the anticipated use of the property; 7. Provide a graphic representation of the anticipated use of the property, including anticipated parking areas, ingress and egress, building modifications property, compliance with ADA requirements and the impact of the use on the surrounding neighborhood and any other information which will assist the County in understanding the Proposer's anticipated use of the property; and 8. The Proposal which provides the most specific the details, including adherence to appropriate permitting and compliance with County, State and Federal laws, will assist the County in its election process. 9. The deed is subject to restrictions concerning the use of the property or restrictive covenant as required by the County in the Purchase and sale agreement, and shall include a right of reverter should the purchaser not comply with the restrictive covenants. 10. All proposals shall comply with County, Federal and State law including zoning, permitting and land use regulations. B. INSURANCE. 1. All proposals shall demonstrate necessary minimal insurance coverage as indicated in the insurance form section. The exact final amounts of require insurance will be determined after the proposal is approved by the BOCC and shall become part of the terms of the final agreement. Proposers shall be aware that insurance requirements are subject to change based on the proposal. 2. Certificates of insurance must be provided to Monroe County within fourteen (14) days after notice of award of contract, with Monroe County BOCC listed as additional insured. If the proper insurance forms are not received within the fourteen (14) day period, the contract may be rejected and awarded to the next selected Proposer. 3. Policies shall be written by companies licensed to do business in the State of Florida and having an agent for service of process in the State of Florida. Companies shall have an A.M. Best rating of VI or better and a financial rating 13 2. Certificates of insurance must be provided to Monroe County within fourteen (14) days after notice of award of contract, with Monroe County BOCC listed as additional insured. If the proper insurance forms are not received within the fourteen (14) day period, the contract may be rejected and awarded to the next selected Proposer. 3. Policies shall be written by companies licensed to do business in the State of Florida and having an agent for service of process in the State of Florida. Companies shall have an A.M. Best rating of VI or better and a financial rating of A- from A.M. Best. The required insurance shall be maintained at all times while Proposer is providing service to County. 4. Monroe County shall be named as an Additional Insured on the General Liability and Vehicle Liability policies. C. INDEMNIFICATION. The Proposer to whom a contract is awarded shall defend, indemnify and hold harmless the County. The Proposer covenants and agrees to indemnify, hold harmless and defend Monroe County, its commissioners, officers, employees, agents and servants from any and all claims for bodily injury, including death, personal injury, and property damage, including damage to property owned by Monroe County, and any other losses, damages, and expenses of any kind, including attorney's fees, court costs and expenses, which arise out of, in connection with, or by reason of services provided by the Proposer or any of its officers, employees, servants or agents, heirs or assigns, invitees, occasioned by the negligence, errors, or other wrongful act or omission of the Proposer, its officers, employees, servants or agents, invitees, heirs or assigns. In the event that the agreement is delayed or suspended as a result of the Proposer's failure to purchase or maintain the required insurance, the Proposer shall indemnify the County from any and all increased expenses resulting from such delay. 15 SECTION THREE CONTENT OF PROPOSAL 3.01. CONTENT OF SUBMISSION A. The proposal submitted in response to this RFP shall be printed on 8-1/2" x 11" white paper; shall be clear and concise and provide the information requested herein. B. The proposal shall be stapled and not be bound. C. The Proposal shall contain a cover page, and eight (8) tabbed sections as set forth below in section 3.02. D. Statements submitted without the required information will not be considered. E. The Proposer should not withhold any information from the written response in anticipation of presenting the information orally or in a demonstration, oral presentations will be confined to the information in the body of the response. F. Each Proposer must submit adequate documentation to certify the Proposer's compliance with the Countys requirements. Proposer should focus specifically on the information requested. 3.02 The following information, at a minimum, shall be included in the Submittal: A. Cover Pase A cover page that states "Response to Request for Sale/Purchase/Lease of the "Hickory House" Property." The cover page should contain Proposer's name, address, telephone number, and the name of the Proposer's contact person. B. Tabbed Sections Tab 1. Executive Summary The Proposer shall provide a narrative of the firm's, entity's or individual's history, qualities and capabilities and particularly include projects that are similar in nature to the Request for Proposal for Sale/Purchase/Lease of the "Hickory House" Property. Tab 2. Relevant Experience The Proposer shall provide a project history of the firm or organization demonstrating experience with projects that are similar in scope and size to the proposed Project and a detailed description of the corporate or firm structure. Each proposal must contain specific verifiable evidence of the Proposer's qualifications to do business of the type delineated in the proposal. Tab 3. References and Past Performance on Similar Projects Each Proposer shall provide a list of past projects in the last five (5) years, with dates of project completion and at least three (3) written references of a Florida local government or other entities for which the Proposer has provided the same or similar services during the past five (5) years. Each reference and the list of past projects shall include, at a minimum: -Name and full address of referenced project and organization -Name and telephone number of contact person for past project -Date of initiation and completion for referenced project -Brief summary of the project and services comparing the referenced services to these proposed services -List of ongoing and pending projects and anticipated date of completion -List of projects which Proposer has not completed for any reason, including the name of the project and a contact person along with contact information, and a paragraph giving the reason for not completing the project. Tab 4. Services IV Proposer shall provide a listing of all the services, with specific descriptions of the service to be offered under the agreement that will provide the selection committee and the BOCC with insight about the qualifications, fitness, and abilities of the Proposer. Tab 5. Details of the Proposed Purchase Alternative and the Lease Alternative A. The Purchase Alternative: Proposer who intends to purchase the property shall describe: 1. The proposed purchase price; 2. The amount of down payment, to be paid at the execution of the Contract; 3. The winning proposer shall agree to accept a quitclaim deed pursuant to Florida Statute Section 125.411; 4. The Proposer shall agree to pay for a survey, dock stamps, and insurance; 3. The Proposer shall provide the proposed closing date, which shall be no longer than 90 days after approval of the proposal by the Board of County Commissioners; 4. If the Proposer will be seeking financing, the proposal shall include anticipated details of financing and the time needed to obtain financing should be included in the proposal, Proposer should be aware that the County cannot participate in financing; 5. The proposers acknowledge by submission of a proposal that County government is prohibited by the Florida Constitution Article VII, section 10 from pledging credit to private entities. A proposal which anticipates the County participation in financing or other pledge of credit will be rejected; 6. The Proposer shall provide the most current financial statement of the Corporation, individual(s) and any other entity or individual(s), who will be involved in the financing, and/or the operation of the business proposal, there shall be no silent partners and all interested parties must be divulged; 7. The proposer shall provide a list of the names, addresses and telephone numbers of all owners, officers, directors, partners and members of the Board of Directors, or all persons with an ownership interest in the business entity; 8. The proposer shall provide a plan for renovation and demolition to the buildings or fixtures; 9. The proposer shall provide a detailed statement of the anticipated use of the property, including the impact on the surrounding neighborhood; 10. The proposer shall provide a graphic representation of the anticipated use of the section, including anticipated parking areas, ingress and egress, building modifications property, compliance with ADA requirements and any other information which will assist the County in understanding the Proposer's anticipated use of the property; 11. The Proposer shall provide suggested clauses for the purchase and sale agreement that are of importance to the Proposer, with the understanding that acceptance of the Proposal by the County will not guarantee the inclusion of these details in the contract. 12. The County is open to creative proposals for the property; however the proposal which provides the most specific the details, including the realities of permitting, will assist the County in its selection process, and therefore details are important. 17 B. The Lease Alternative: Proposers who wish to enter into a lease of property shall set forth, in addition to the requirements of Section Five, the following information: 1. The total amount of the lease over the full term; 2. Shall state a rental amount on a monthly basis to be paid on the first of each month; 3. Shall agree to provide a first month, second month and security deposit in an amount equal to two months' rent, at the time of the execution of the lease by the BOCC; 4. The proposer shall provide a plan for renovation and demolition to the buildings or fixtures, including the time estimated for demolition and renovation; 5. Provide a detailed statement of the anticipated use of the property; 6. Provide a graphic representation of the anticipated use of the property, including anticipated parking areas, ingress and egress, building modifications property, and any other information which will assist the County in understanding the Proposer's anticipated use of the property; 7. A detailed description the impact of the proposed use of the property on the surrounding neighborhood and the benefits to the surrounding neighborhood that the proposer intends to accomplish on the premises; 8. The County is open to creative proposals for the property; however the proposal which provides the most specific the details, including the realities of permitting, use of the property, and impact on the neighborhood will assist the County in its selection process, and therefore details are important and encouraged; 9. The anticipated term of the lease shall be included; however, the County will consider the term of the lease in the light of the other provisions of the Proposal and determine what is in the best interestof the County; 10. Insurance requirements as set forth in Section 2.02B, Section 2.03B and Section Five shall be required; 11. The Proposer shall describe the composition and structure of the firm (sole proprietorship, corporation, partnership, joint venture) and include names of persons with an interest in the firm. Include in this section a copy of documentation demonstrating that the entity is a legally, viable entity; and 12. The Proposer shall include a list of the proposed contractors that will perform the work required if awarded this contract. An organizational chart and management plan for the project proposed for the leased premises should be included in this section. The Proposer shall also include a resume for each member of the project team identifying his/her role on the team and any qualifications relevant to the assigned position. Include in this section the location of the main office and the location of the office proposed to work on this project. 13. If the Proposer will be seeking financing, the proposal shall include anticipated details of financing and the time needed to obtain financing should be included in the proposal, Proposer should be aware that the County cannot participate in financing; 14. The proposer shall acknowledge that County government is prohibited by the Florida Constitution Article VII, section 10 from pledging credit to private entities. A proposal which anticipates the County participation in financing or other pledge of credit will be rejected; 15. If the Proposer wishes to include in the lease an option to purchase, the terms of the option shall be set out with specificity so that the BOCC can evaluate the proposal. The details of any accepted option to purchase shall be finalized after W the awards of the contract, but will at a minimum, comply with the purchase alternative set forth herein. Tab 6. Pending Litigation The Proposer shall describe any past or pending litigation in which the Proposer has been involved in the past five (5) years, indicate whether a plaintiff or defendant. In all cases Proposer shall give the case number, location of the case, name, current address, telephone number of the other party, the venue of the litigation and the full case number, with any other information which would enable the County to verify the information. The Proposer shall describe the claims in the litigation and provide a summary of the outcome, including settlement or judgment information. Proposer shall be aware that incomplete information or misrepresentations shall be cause for rejection. Tab 7. County forms A. Proposer shall complete and execute the forms specked below and found at the designated pages in this RFP, signatures shall be current on all forms, dated within thirty (30) days of the date of submission as described in Section 1.09B herein, and Proposer shall include them in the section tabbed 8: Form Page Proposal Form for Purchase Proposal Form for Lease Non -Collusion Affidavit Lobbying and Conflict of Interest Clause Drug Free Workplace Form Public Entity Crime Statement Proposer's Insurance and Indemnification Statement Insurance Agent's Statement Request for Waiver Insurance Requirement for Submitting Proposal Sample Local Preference Sample Bid Bond B. Proposer shall produce evidence of proper licensing to perform the services described herein. Copies of all professional and occupational licenses shall be included in this section. Tab 8. Other Information Provide any additional information, which will present evaluators with insight about the qualifications, fitness and abilities of Proposer. 3.03 SELECTION CRITERIA. The selection committee shall use the following point system to assist in its evaluation for the purpose of making a recommendation to the BOCC. The point system is not the final determination for selection of a proposal; the final decision will be determined by the Board of County Commissioners. A. Each TAB section listed above in section 3.02 will be given points used to score and evaluate firms and individuals. The point structure is as follows: SECTION MAXIMUM POINTS TAB 1 4 TAB 2 8 19 TAB 3 12 TAB 4 20 TAB 5 40 TAB 6 10 TAB 7 5 TAB 8 1 TOTAL 100 B. Please note that a proposal may be rejected as non -conforming, in which case the amount of points will become irrelevant to the final selection. In addition to the points as set out above, the evaluation of proposals shall include, but not be limited to, the criteria set forth in Section 1.14 and other sections of this RFP in addition to the following: 1. Purchase Price to County or rental income to County. 2. Completeness of the proposal and attachments. 3. Past record of performance and experience with the County or other jurisdictions. 4. Competence and experience of Proposer. 5. Financial integrity of the Proposer. 6. Financial viability of the proposal. 7. Benefit of the proposal to the neighborhood and County in general; 8. Best interest of the County. 20 SECTION FOUR SAMPLE CONTRACTS 3.01 SAMPLE CONTRACTS: Sample contracts for Purchase and Sale and Lease are provided here are for informational purposes only. Any final contract or lease will be finalized upon selection of a specific proposal; therefore any final contract may be different from the sample. The final contract of lease is subject to the approval of the Board of County Commissioners. A. SAMPLE CONTRACT FOR PURCHASE AND SALE Project: Hickory House Property Tax I.D. #_ THIS AGREEMENT is made this day of , 2011, between BOARD OF COUNTY COMMISSIONERS FOR MONROE COUNTY,. FLORIDA, a political subdivision of the State of Florida, as " Seller", Roman Gastesi, County Administrator, 1100 Simonton Street, Room 2-205, Key West, Florida 33040, and as " Purchaser " whose address is 1. In consideration of the mutual promises contained herein, Seller hereby agrees to sell to Purchaser the real property located in Monroe County, Florida, described below, together with all improvements, easements, rights and appurtenances ("Property"), in accordance with the provisions of this Agreement. 2. DESCRIPTION OF PROPERTY. The property which the Seller agrees to sell and the Purchaser agrees to buy pursuant to the terms of this Agreement is that property situated on Stock Island, Monroe County, Florida, and more particularly described as: 5948 Peninsular Avenue, Stock Island, Key West, Fl. 33040 aka 5948 Maloney Avenue, Stock Island, Key West, Fl. 33040 The Legal Description is: Lots 30,31 and the West 1/2 of Lot 32, in Square 46, according to Maloney's Subdivision of a part of Stock Island, Monroe County, Florida, as recorded in Plat Book 1, Page 55, of the Public Records of Monroe County, Florida. 3. DOWN PAYMENT. A down payment in the amount of ($) shall be paid to the Board of County Commissioners by the Purchases within 24 hours of the formal approval of the award of contract by the Board. The down payment shall be held by the clerk of court until the closing on the contract for Purchase and sale at which time it shall be paid to the Board of County Commissioners as a part of the purchase price. 4. TOTAL PURCHASE PRICE. The total purchase price ("Total Purchase Price") for the Property is Dollars ($ ) which will be paid by Purchaser at closing. Seller hereby authorizes Purchaser to issue a certified check directly to an escrow agent who is authorized by law to receive such payment, and who is acceptable to Purchaser, and to require the escrow agent to pay Seller's expenses of sale and real estate taxes. Conveyance of the Property by Quit Claim Deed from Seller to Purchaser will take place at the closing, in exchange for the payments to be made to Seller at closing as set forth above. 21 4.A. ENVIRONMENTAL SITE ASSESSMENT. Seller purchased the property in November, 2006, and obtained at that time an update to an existing Phase 2 Environmental Assessment Report with proof of remediation. Since the purchase, the property has been closed pending proposed development. Seller makes no warranty as to the present condition or the buildings, fixtures, improvements or appurtenants; the property is offered in an "as is" condition. Purchaser may, at his own expense, obtain an environmental assessment, which shall be for the use of the Purchaser only but shall not be used to require the County to provide a cleanup of the property. The Purchaser shall have days to conclude its assessment, should he choose to have one done prior to closing. 4.B. HAZARDOUS MATERIALS. In the event that the Purchaser obtains an environmental site assessment which confirms the presence of Hazardous Materials on the Property, Purchaser, at its sole option, may elect to terminate this Agreement and neither party shall have any further obligations under this Agreement. Should Purchaser elect not to terminate this Agreement, Purchaser shall, at its sole cost and expense after the closing, promptly commence and diligently pursue any assessment, clean up and monitoring of the Property necessary to bring the Property into full compliance with any and all applicable federal, state or local laws, statutes, ordinances, rules, regulations or other governmental restrictions regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials ("Environmental Law"). 5. SURVEY. Seller has provided to Purchaser a boundary survey of the Property prepared by a professional land surveyor licensed by the State of Florida for the November, 2006 closing on the purchase of the Property. Seller shall not be required to provide any further survey; Purchaser may obtain at his sole cost a more recent survey if he wishes to do so. 6. TITLE INSURANCE. Seller shall, at least _ days prior to the Closing Date, furnish to Purchaser a copy of the following documents provided by the previous owner prior to the November 2006 closing: marketable title insurance commitment and an owner's marketable title insurance policy (ALTA Form "B") from a title insurance company, insuring marketable title to the Property in the amount of the Purchase Price. Purchaser, at its own expense, may obtain at his expense an updated title insurance policy. 7. DEFECTS IN TITLE. If the title insurance commitment or survey furnished to Purchaser pursuant to this Agreement discloses any defects in title which are not acceptable to Purchaser, Seller shall, within 90 days after notice from Purchaser, remove said defects in title. Seller agrees to use diligent effort to correct the defects in title within the time provided therefore, including the bringing of necessary suits. If Seller is unsuccessful in removing the title defects within said time, Purchaser shall have the option to: (a) accept the title as it then is with no reduction in the Total Purchase Price, (b) extend the amount of time that Seller has to cure the defects in title if agreed to by Seller, or (c) terminate this Agreement, thereupon releasing Purchaser and Seller from all further obligations under this Agreement. 8. INTEREST CONVEYED. At closing, Seller shall execute and deliver to Purchaser a quit claim deed, conveying the interest of the county in the property, to the Purchaser. Pursuant to Florida Statute 125.411 the county shall not be deemed to warrant the title or to represent any state of facts concerning the Property. 9. PREPARATION OF CLOSING DOCUMENTS. To be determined. 10. PURCHASER REVIEW FOR CLOSING. TO be determined 11. EXPENSES. To be determined 12. TAXES AND ASSESSMENTS. All real estate taxes and assessments which could have become a lien against the Property shall be satisfied of record by Seller by the date of closing. In the event the Purchaser acquires title to the Property between January 1 and November 1, Seller, being exempt from 22 taxation, shall have no obligation in accordance with Section 196.295, Florida Statutes, to place in escrow with the county tax collector an amount equal to the current taxes prorated to the date of transfer based upon the current assessment and millage rates on the Property. 13. CLOSING PLACE AND DATE. The closing shall be on or before ; provided, however, that if a defect exists in the title to the Property, title commitment, Survey, environmental site assessment, or any other documents required to be provided or completed and executed by Seller, the closing shall occur either on the original closing date or within 60 days after receipt of documentation curing the defects, whichever is later. 14. RISK OF LOSS AND CONDITION OF REAL PROPERTY Seller assumes all risk of loss or damage to the Property prior to the date of closing and warrants that the Property shall be transferred and conveyed to the Purchaser in the same or essentially the same condition as of the date of Seller's execution of this Agreement, ordinary wear and tear excepted. However, in the event the condition of the Property is altered by an act of God or other natural force beyond the control of Seller, Purchaser may elect, at its sole option, to terminate this Agreement and neither party shall have any further obligations under this Agreement. Seller represents and warrants that there are no parties other than Seller in occupancy or possession of any part of the Property. 15. RIGHT TO ENTER PROPERTY AND POSSESSION. Seller agrees that from the date this Agreement is executed by Seller, Purchaser and its agents, upon reasonable notice, shall have the right to enter the Property for all lawful purposes in connection with the this Agreement. Seller shall deliver possession of the Property to the Purchaser at closing. 16. ACCESS. Seller warrants that there is legal ingress and egress for the Property over public roads or valid, recorded easements that benefit the Property. 17. DEFAULT. If Seller defaults under this Agreement, Purchaser may waive the default and proceed to closing, seek specific performance, or refuse to close and elect to receive the return of any money paid. In connection with any dispute arising out of this Agreement, including without limitation litigation and appeals, the prevailing party will be entitled to recover reasonable attorney's fees and costs. 18. RECORDING. This Agreement, or notice of it, may be recorded by Purchaser in the Official records of Monroe County. 19. ASSIGNMENT. This Agreement may not be assigned by either Party without the prior written consent of the other Party. 20. TIME. Time is of essence with regard to all dates or times set forth in this Agreement. 21. SEVERABILITY. In the event any of the provisions of this Agreement are deemed to be unenforceable, the enforceability of the remaining provisions of this Agreement shall not be affected. 22. SUCCESSORS IN INTEREST. Upon Seller's execution of this Agreement, Seller's heirs, legal representatives, successors and assigns will be bound by it. Upon Purchaser's approval of this Agreement, Purchaser and Purchaser's successors and assigns will be bound by it. Whenever used, the singular shall include the plural and one gender shall include all genders. 23. ENTIRE AGREEMENT. This Agreement contains the entire agreement between the parties pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations and understandings of the parties. No supplement, modification or amendment to this 23 Agreement shall be binding unless executed in writing by the parties. 24. WAIVER. Failure of Purchaser or Seller to insist upon strict performance of any covenant or condition of this Agreement, or to exercise any right herein contained, shall not be construed as a waiver or relinquishment for the future of any such covenant, condition or right; but the same shall remain in full force and effect. 25. AGREEMENT EFFECTIVE. This Agreement or any modification, amendment or alteration thereto, shall not be effective or binding upon any of the parties hereto until it has been executed by all of the parties hereto. 26. ADDENDUM. Any addendum attached hereto that is signed by the parties shall be deemed a part of this Agreement. 27. NOTICE. Whenever either party desires or is required to give notice unto the other, it must be given by written notice, and either delivered personally or mailed to the appropriate address indicated on the first page of this Agreement, or such other address as is designated in writing by a party to this Agreement. 28. SURVIVAL. The covenants, warranties, representations, indemnities and undertakings of Seller set forth in this Agreement shall survive the closing, the delivery and recording of the deed described in paragraph 8 of this Agreement and Local Government's possession of the Property. 29. COMPLIANCE WITH ADA. Purchaser will not be compensated under the contract or lease for changes necessitated by noncompliance with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work. 30. DUTY OF PURCHASER. Purchaser shall have days from execution of this Contract to obtain the appraisals and to determine the Maximum Approved Purchase Price as discussed in Paragraph 3. Purchaser acknowledges that Seller purchased the property in November, 2006, and obtained at that time an update to an existing Phase 2 Environmental Assessment Report with proof of remediation. Since the purchase, the property has been closed pending proposed development. Seller makes no warranty as to the present condition or the buildings, fixtures, improvements or appurtenants; the property is offered in an "as is" condition. Purchaser may, at his own expense, obtain an environmental assessment, which shall be for the use of the Purchaser only but shall not be used to require the County to provide a cleanup of the property. The Purchaser shall have (_) days to conclude its assessment, should he choose to have one done prior to closing. In the event that the Purchaser obtains an environmental site assessment which confirms the presence of Hazardous Materials on the Property, Purchaser, at its sole option, may elect to terminate this Agreement and neither party shall have any further obligations under this Agreement. Should Purchaser elect not to terminate this Agreement, Purchaser shall, at its sole cost and expense after the closing, promptly commence and diligently pursue any assessment, clean up and monitoring of the Property necessary to bring the Property into full compliance with any and all applicable federal, state or local laws, statutes, ordinances, rules, regulations or other governmental restrictions regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials ("Environmental Law"). THE COUNTY'S PERFORMANCE AND OBLIGATION TO PAY UNDER THIS CONTRACT IS CONTINGENT UPON AN ANNUAL APPROPRIATION BY THE LEGISLATURE. 24 THIS IS TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, SEEK THE ADVICE OF AN ATTORNEY PRIOR TO SIGNING. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above written. (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: DANNY L. KOLHAGE, CLERK OF MONROE COUNTY, FLORIDA By Deputy Clerk WITNESS FOR PURCHASER 1) Witness signature Print Name Date 2) Witness signature Print Name Date: ADD NOTARY HERE Mayor/Chairperson PURCHASER BY Person Authorized to sign for Purchaser Print Name Date: W ADDENDUM (IMPROVEMENTS/PURCHASER) A. Radon Gas. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. This notice is being provided in accordance with Section 404.056(8), Florida Statutes. Purchaser may, at its sole cost and expense, have the buildings that will remain on the Property inspected and tested for radon gas or radon progeny by a qualified professional properly certified by the Florida Department of Health and Rehabilitative Services. If radon gas or radon progeny is discovered, Purchaser shall have the option to either. (a) accept the Property as it then is with no seduction in the Purchase Price or (b) terminate this Agreement, thereupon releasing Purchaser and Seller from all further obligations under this Agreement. B. Wood Destroving Organisms Inspection Report. Purchaser may, at its sole cost and expense obtain a 0o Destroying rganssms Inspection eport made by a state licensed pest control firm. Purchaser shall pay for the inspection. Purchase acknowledges that -tie is purchasing the property and all fixtures of whatever nature in "as is" condition. C. Maintenance of Im rovements. Seller offers the property and the roofs, doors, floors stepswindows, exterior walls, toundations, all other structural components, major appliances and lieatsni, cooling, electrical and plumbing systems on all improvements that will remain on the Property in "as is' condition. (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: DANNY L. KOLHAGE, CLERK OF MONROE COUNTY, FLORIDA By Deputy Clerk WITNESS FOR PURCHASER 1) Witness signature Print Name Date 2) Witness signature Print Name Date: By Mayor/Chairperson PURCHASER BY Person Authorized to sign for Purchaser Print Name Date: STATE OF Florida ) COUNTY OF Monroe) The foregoing instrument was acknowledged before me this day of , 2009, by He/she is personally known to me or produced identification. Commission No. My Commission Expires: 26 Notary Public as 3.02 SAMPLE LONG TERM LEASE: Sample contracts for Purchase and Sale and Lease are provided here are for informational purposes only and any final contract or lease will be finalized upon selection of a specific proposal; therefore any final lease would have to be finalized with the winning Proposer and may be different from the sample. The final lease is subject to the approval of the Board of County Commissioners. SAMPLE LEASE AGREEMENT THIS LEASE AGREEMENT is made by and between Monroe County, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, FL 33040, hereafter "County" or "Lessor", and , whose address is hereafter, "Tenant" or "Lessee" this day of 92009. WHEREAS, , and WHEREAS, , and WHEREAS, NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. Premises. The County does hereby lease to Tenant and Tenant leases from the County, the property located at 5948 Peninsular Avenue, Stock Island, Key West, Florida, and the building, fixtures, and appurtenances thereto, in "AS IS" condition. The Legal Description is: Lots 30, 31 and the West % of Lot 32, in Square 46, according to Maloney's Subdivision of a part of Stock Island, Monroe County, Florida, as recorded in Plat Book 1, Page 55, of the Public Records of Monroe County, Florida. 2. Term and Effective Date. Lessor does hereby grant to the Lessee the exclusive right and privilege of operating and maintaining a at the premises, for a term of (_) years commencing , 20_ and terminating on , 20_ unless extended in accordance with the terms set forth in subsection ii) below. A. Within the first year of the lease term, Lessee agrees to make the following modifications, at Lessee's cost: 1) Modify the property to comply with all ADA Requirements of the Federal and State governments, governing the redevelopment and use of the property. 2) Comply with all permitting requirements. 3) Provide parking spaces for patrons using the property, including disabled B. If Lessee has completed all requirements listed in subsection A, Lessee shall be entitled to extend the lease two additional years for every $25,000 spent on improvements up to a maximum of _ years. All improvements listed in must be completed by , 20_ unless extended by mutual agreement. Upon providing proof, in the form of material invoices, construction contracts, etc., to the Director of Projects Management as to the total amount spent on capital improvements listed, the parties will enter into an amendment extending the term of the Lease Agreement 2 years for every $25,000 in capital improvement. 3. Rent, Maintenance Fee, Tax. The total monthly rental payment (hereinafter collectively known as "rent"), shall include rent, applicable sales tax. The initial rent for the Premises including applicable sales tax is $ per month, payable in advance on or before the first business day of each month. The rent will be adjusted annually beginning with the first anniversary of the commencement of the lease term, and at every anniversary thereafter, by a percentage equal to the increase in the CPI for all urban consumers (CPI-U) for the calendar year immediately preceding the anniversary date. 27 4. Termination. This Agreement may be terminated at the discretion of the Lessor in the following circumstances: a) Lessee fails to pay the rent when due; b) Lessee fails to obtain the insurance required under this Lease or allows the required insurance coverage to lapse or fall below the minimum required; Lessee fails to obtain permits or make improvements; c) Lessee otherwise breaches the terms of this Lease. Unless the Lessor has accepted in writing a delay in performance of duties, the failure to perform said duties shall constitute a default under the terms of this Lease Agreement. In the case of default/breach, the County's Director of Project Management shall first give Lessee a written notification stating the default/breach and that Lessee has ten (10) days to correct the default/breach. If the Lessee has not corrected the default/breach at the end of the ten (10) days, then the Lessor may terminate the Lease in its discretion. If it shall be necessary to employ the services of an attorney in order to enforce its rights under this Lease Agreement, the Lessor shall be entitled to reasonable attorney's fees. Waiver of a default in any particular month shall not bind the Lessor to forego the provisions of this paragraph and any subsequent default shall be grounds for termination. 5. Lessee Covenants. Lessee covenants and agrees as follows: To open the business known as To furnish the necessary equipment, furnishings and fixtures needed to operate the business. All moveable equipment and furnishings purchased by Lessee shall remain the property of the Lessee and may be removed from the premises by Lessee at the termination of this lease agreement, with Lessor's consent. If Lessee fails to remove said moveable equipment or furnishings within ten (10) days after termination of this lease, said items shall then become the property of the Lessor. Lessee shall maintain County occupational license during the period of this lease. Lessee agrees to keep the leased premises in a safe, clean and well -maintained order at no expense to the Lessor. This provision is to be monitored by the Director of Project Management, or his representative. Lessee agrees to operate its business in abusinesslike manner. Lessee agrees to operate the business in compliance with all County, State, and Federal ordinances, laws, riles and regulations. 6. Lessor Covenants. In connection with the above demised premises, the Lessor covenants with the Lessee that conditioned upon Lessee's performance and observance of Lessee's covenants herein, Lessee shall have quiet enjoyment and peaceable possession of the premises during the term of this Lease. In the event the County elects to maintain and/or improve its properties in the vicinity of the leasehold herein, either by necessity, or by choice, such activity will not be considered as a breach of any covenant of this lease. 7. Assisnment. It is agreed by the parties hereto that Lessee may elect to sub -lease or assign this Lease Agreement only upon written consent of the Monroe County Board of County Commissioners which shall not be unreasonably withheld. The terms of this Lease Agreement shall be binding on the heirs, executors, administrators, sub -lessees and assigns of Lessee. 8. Mechanic's Liens, Lessor's Riehts. It is hereby covenanted, stipulated and agreed by and between the parties hereto that: There shall, during said demised term, be no mechanic's liens placed upon the concession/restaurant or improvements thereto. In case of any attempt to place a mechanic's lien on the leasehold premises, the Lessee must pay off same. if default in payment thereof shall continue for thirty (30) days after written notice, Lessor shall have the right and privilege, at its option, to pay off any mechanic's lien or any portion thereof and the amount so paid, including expenses, shall, at Lessor's option, be designated as 28 additional rent due from Lessee at the next rent due date after such payment, with interest calculated at the rate established by the Comptroller under Sec. 55.03, Fla. Stat., for the year in which the payment became overdue. Nothing in this section is to be read as a waiver or authorization by the County of its constitutional and statutory immunity and right to have its property free of such liens. 9. Sale of Alcoholic Beverages. Alcoholic beverages may be sold within the enclosed restaurant and patio area only upon acquisition and maintenance of proper licenses from local, state and federal agencies. No carry -out sales of alcoholic beverages is permitted. Sales and consumption of alcoholic beverages must cease by 11:00 P.M. 10. Entertainment. Entertainment may be provided only in the enclosed restaurant and patio area. Any entertainment must be acoustic soft background music and must cease by 11:00 P.M. 11. Licenses. Lessee shall be responsible for and provide all. licenses required by all local, state and federal agencies including the Department of Health. 12. Premises to be Used For Lawful Purposes. It is expressly covenanted between the parties hereto that the Lessee will not use, suffer nor permit any person to use in any manner whatsoever the leasehold property, nor any portion thereof, for purposes calculated to injure the reputation of the leasehold property or of the neighboring property, nor for any purpose or use in violation of the laws of the United States, or of the State of Florida, or of the Ordinances of Monroe County. Lessee will keep and save the Lessor forever harmless from any penalty or damage or charges imposed for any violation of any said laws, whether occasioned by neglect of Lessee and Lessee will indemnify and save and keep harmless the Lessor against and from any loss, cost, damage, and expense arising out of any accident or other occurrence, causing injury to any person or property whomsoever or whatsoever, and due directly or indirectly to the use of the leasehold premises or any part thereof by Lessee. 13. Limitation of Lessor's Liability. It is further agreed that in no case shall the Lessor herein be liable, under any express or implied covenants in the Lease Agreement, for any damages whatsoever to the Lessee beyond the rent reserved by the Lease Agreement accruing, for the act, or breach of covenant, for which damages may be sought to be recovered against said Lessor, and that in the event said Lessee shall be ousted from the possession of said property by reason of any defect in the title of said Lessor or said Lessor's authority to make this lease agreement, said Lessee shall not be required to pay rent under this lease agreement while he is so deprived of said property, and that said Lessor shall not incur any liability as a result of such ouster. 14. No Waiver of Breach. It is further mutually covenanted and agreed between the parties hereto that no waiver of a breach of any of the covenants of this lease agreement shall be construed to be a waiver of any succeeding breach of the same covenant. 15. Observance of County Rules and Regulations. The Lessee hereby covenants and agrees that he, his agents, employees or otherwise shall observe and obey all lawful riles and regulations which may from time to time during the term hereby promulgated and enforced by the Lessor at the beach. 16. County's Right of Entry. The Lessor reserves the right hereunder to enter upon the premises at any reasonable time during normal operating hours for the purpose of inspecting said premises to determine whether Lessee has complied and is complying with the terms and conditions of this Lease Agreement. The Lessee hereby agrees to keep the premises at all times in a clean and sanitary condition, and not to maintain or keep upon said premises any properties or equipment not used in connection with the operation of said business, unless authorized by the Lessor to do so. 29 17. Leasehold Improvements. The Lessee agrees not to make any major alterations to the building located on said premises, without first obtaining written consent of the Lessor to do so, which will not be unreasonably withheld. Such alterations shall be based on plans approved by the Director of Facilities Maintenance and shall be subject to all County code provisions governing construction. Lessee shall be responsible for obtaining any permits required by any government agency. All site improvements shall be pre -approved by the Monroe County Board of County Commissioners. 18. Leasehold Maintenance. During the term of this lease, Lessee is responsible for all maintenance and repairs, including major repairs such as structural work and roof replacement and replacement of the building if destroyed. All repairs and replacement must be of the same or better quality as the original work and conform to all applicable building codes. Lessee shall be responsible for and shall properly maintain the leased premises, and upon the termination of this lease, shall leave the premises in at least as good condition as at the time of the commencement of this lease, normal use and occupancy excepted. The Lessee will keep the premises clean at all times and must meet all requirements for food handling as required by the Monroe County Department of Health. 19. Responsibility for Property on Leasehold. All property of any kind that may be on the premises during the term of this Lease Agreement shall be at the sole risk of the Lessee. The Lessor shall not be liable to the Lessee or any other person for any injury, loss or damage to property or person on the premises. 20. Damage to Leasehold. In the event that the demised premises, or a major part thereof are destroyed by fire, storm, wind, water, or any other casualty, the Lessor at its option and without assuming Lessee's responsibilities under Section 19 "Leasehold Maintenance", may forthwith repair the damage to such structure at its own cost and expense. The rental thereon shall cease until the completion of such repairs and the Lessor will immediately refund the pro rats part of any rentals paid in advance by the Lessee prior to such destruction. Should the premises be only partly destroyed, so that the major part thereof is usable by the Lessee, then the rental shall abate to the extent that the injured or damaged part bears to the whole of such premises and such injury or damage shall be restored by the Lessor as speedily as is practicable and upon completion of such repairs, the full rental shall commence and the Lease shall then continue the balance of the term. If Lessor exercises its option to repair the premises, Lessee agrees to assign its right to the insurance proceeds to the Lessor. If insurance proceeds exceed the costs of repair, the Lessor will, at its option, either remit the excess funds to the Lessee or apply the excess funds as a credit towards Lessee's next due monthly rental payment. If repair costs exceed the insurance proceeds, Lessee agrees to pay Lessor within 30 days for any and all costs of repair not covered by insurance proceeds. 21. Rights Reserved. Rights not specifically granted to Lessee by this Lease Agreement are reserved to the Lessor. 22. Rights of County. The Lessor shall have the absolute right, without limitation, to repair, reconstruct, alter or add to any County owned property or facility in the vicinity of the premises. The Lessor shall, in the exercise of such right, be free from any and all liability to the Lessee for business damages occasioned during the making of such repairs, alterations and additions, except those occasioned by the sole act of negligence of the Lessor, its employees or agents. 23. Indemnification/Hold Harmless. Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Lessee shall defend, indemnify and hold Lessor and the Lessor'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 30 (iii) any costs or expenses (including, without limitation, costs of remediation in connection with a violation of any federal, state, or local law or regulation, attorneys' fees and costs, court costs, fines and penalties) 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 on the leasehold premises during the term of this Agreement, (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 Agreement, 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 Lessor 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 Agreement, this section will survive the expiration of the term of this lease or any earlier termination of this Lease Agreement. 24. Insurance Requirements. Lessee shall obtain and maintain at its own expense the insurance coverages listed in exhibit B. 25. Books. Records and Documents. Lessee shall maintain all books, records, and documents directly pertinent to performance under this Lease Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Lease Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Lease Agreement for public records purposes during the term of the Lease Agreement and for four years following the termination of this Lease Agreement. 26. Governing Law, Venue, Interpretation: This Lease 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 Lease 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 Lease 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. 27. Entire Agreement. This writing embodies the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. Any amendment to this Lease Agreement shall be in writing, approved by the Board of County Commissioners, and signed by both parties before it becomes effective. 28. Severability. If any term, covenant, condition or provision of this Lease 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 Lease Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Lease Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Lease Agreement would prevent the accomplishment of the original intent of this Lease Agreement. The Lessor and Lessee agree to reform the Lease Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 29. Attorney's Fees and Costs. The Lessor and Lessee agree that in the event any cause of action or 31 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, and court costs only, as an award against the non -prevailing party, and shall include attorney's fees and courts costs only in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Lease 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. The parties agree that mediation not arbitration shall be used in the event any dispute arises between the parties. 30. Binding Effect. The terms, covenants, conditions, and provisions of this Lease Agreement shall bind and inure to the benefit of the Lessor and Lessee and their respective legal representatives, successors, and assigns. 31. Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Lease Agreement have been duly authorized by all necessary County and corporate action, as required by law. 32. Claims for Federal or State Aid. Lessor and Lessee agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Lease Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 33. Miudication 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 brought to a non -binding mediation, and if no resolution can be reached, the dispute will 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 Lease Agreement or by Florida law. 34. Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Lease 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 Lease Agreement or provision of the services under this Lease Agreement. Lessor and Lessee specifically agree that no party to this Lease Agreement shall be required to enter into any arbitration proceedings related to this Lease Agreement. 35. Nondiscrimination. Lessor and Lessee agree 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 Lease 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 VI 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 32 amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII 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 on the basis of disability; 10) Sections 13-101, et seq., Monroe County Code, relating to discrimination based on race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity 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 Lease Agreement. 36. 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 Lease Agreement, and that the only interest of each is to perform and receive benefits as recited in this Lease Agreement. 37. Code of Ethics. Lessor agrees that officers and employees of the Lessor 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. 38. No Solicitation/Payment. The Lessor and Lessee warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bonafide employee working solely for it, to solicit or secure this Lease 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 Lease Agreement. For the breach or violation of the provision, the Lessee agrees that the Lessor shall have the right to terminate this Lease Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 39. Public Access. The Lessor and Lessee shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the Lessor and Lessee in conjunction with this Lease Agreement; and the Lessor shall have the right to unilaterally cancel this Lease Agreement upon violation of this provision by Lessee. 40. Non -Waiver of Immunity. Notwithstanding the provisions of Sec. 286.28, Florida Statutes, the participation of the Lessor and Lessee in this Lease Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability 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. 41. 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 Lease Agreement within the territorial limits of the County 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 County. 42. Legal Obligations and Responsibilities: Non -Delegation of Constitutional or Statutory Duties. This Lease Agreement is not intended to, nor shall it be construed as, relieving any participating entity 33 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 Lease 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. 43. Non -Reliance by Non -Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Lease 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 the 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 Lease Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Lease Agreement. 44. 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. 45. 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 Lease Agreement or be subject to any personal liability or accountability by reason of the execution of this Lease Agreement. 46. Execution in Counterparts. This Lease 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 Lease Agreement by signing any such counterpart. 47. Section Headings. Section headings have been inserted in this Lease Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Lease Agreement and will not. be used in the interpretation of any provision of this Lease Agreement. 48. Mutual Review. This Lease agreement has been carefully reviewed by Lessee and Lessor, therefore this Lease agreement is not to be construed against either party on the basis of authorship. 49. Option to Purchase. Terms to be added here THE COUNTY'S PERFORMANCE AND OBLIGATION TO PAY UNDER THIS CONTRACT IS CONTINGENT UPON AN ANNUAL APPROPRIATION BY THE LEGISLATURE. THIS IS TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, SEEK THE ADVICE OF AN ATTORNEY PRIOR TO SIGNING. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above written. (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: DANNY L. KOLHAGE, CLERK OF MONROE COUNTY, FLORIDA am Deputy Clerk QI 34 Mayor/Chairperson WITNESS FOR LESSEE Witness signature Print Name Date 2) Witness signature Print Name Date: LESSEE BY Person Authorized to sign for LESSOR Print Name Date: STATE OF Florida) COUNTY OF Monroe) The foregoing instrument was acknowledged before me this day of , 2009, by . He/she is personally known to me or produced identification. Commission No. My Commission Expires: RR Notary Public as SECTION FIVE — FORMS All forms in this section shall be completed and attached to the Proposal under Tabbed Section 7. 36 PROPOSAL FORM TO BE USED FOR PROPOSAL TO PURCHASE BID TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS C/o PURCHASING DEPARTMENT 1100 SIMONTON STREET ROOM 1-213 KEY WEST, FLORIDA 33040 PROPOSAL FROM: The undersigned, having carefully examined the Request from Proposal, and Addenda thereto, the legal description and premises and other Request for Proposal Documents for the: Request for Proposal — FOR PURCHASE OF HICKORY HOUSE PROPERTY and having carefully examined the site of the property, having become familiar with all local conditions including labor affecting the cost thereof, and having familiarized himself with material availability Federal, State, and Local laws, ordinances, rules and regulations affecting the property, does hereby propose to purchase the Property or lease the property. The undersigned further certifies that he has personally inspected the actual location of the property and buildings, dock, fences,; fixtures and appurtenances thereto, together with the local sources of supply and that he understands the conditions under which purchase is to be performed. The successful bidder shall assume the risk of any and all costs and delays arising from the existence of any subsurface or other latent physical condition which could be reasonably- anticipated by reference to documentary information provided and made available, and from inspection and examination of the site. The undersigned further certifies that he understands that the property is to be purchased in "AS IS" condition and the County does NOT warrant the condition of the property or any buildings, dock, fences, fixtures and appurtenances thereto. The Proposal shall be furnished below in words and numbers. If there is an inconsistency between the two the Proposal in words shall control. FOR PURCHASE: Dollars. (Total Base Proposal- words) (Total Base Proposal — numbers) $ Dollars iyA (Down Payment —words to be paid upon approval of the award by the Board of County Commissioners (Down Payment in numbers) I acknowledge receipt of Addenda No.(s) No. Dated No. Dated No. Dated No. Dated No. Dated I have included the Proposal Form , the Non -Collusion Affidavit , the Lobbying and Conflict of Interest Clause ,the Drug -Free Workplace Form_, a Public Entity Crime Statement In addition, I have included a certified copy of Monroe County Occupational License Copy of other pertinent licenses ,Insurance Requirements— Hold Harmless Statement and an Insurance Agent's Statement. (Check mark items above, as a reminder that they are included.) Mailing Address: Phone Number: Date: Signed: (Name} (Title) Witness: (Seal) 38 PROPOSAL FORM TO BE USED For PROPOSAL TO LEASE BID TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS c% PURCHASING DEPARTMENT 1100 SIMONTON STREET ROOM 1-213 KEY WEST, FLORIDA 33040 PROPOSAL FROM: The undersigned, having carefully examined the Request from Proposal, and Addenda thereto and having inspected the property, and other Contract Documents for the of: Request for Proposal — LEASE OF HICKORY HOUSE PROPERTY and having carefully examined the site of the property, having become familiar with all local conditions including labor affecting the cost thereof, and having familiarized himself with material availability, Federal, State, and Local laws, ordinances, rules and regulations affecting the property, does hereby propose to purchase the Progerty or lease: the property (chose one). The undersigned further certifies that he has personally inspected the actual location of the property and buildings, dock, fences, fixtures and appurtenances thereto, together with the local sources of supply and that he understands the conditions under which purchase or lease is to be performed. The successful bidder shall assume the risk of any and all costs and delays arising from the existence of any subsurface or other latent physical condition which could be reasonably anticipated by reference to documentary information provided and made available, and from inspection and examination of the site. The undersigned further certifies that he understands that eh property is to be purchased "AS IS" condition and the County does NOT warrant the condition of the property or any buildings, dock, fences, fixtures and appurtenances thereto. The Proposal shall be furnished below in words and numbers. If there is an inconsistency between the two the Proposal in words shall control. FOR LEASE: Dollars. (Total Base Proposal per year for the first year- words) (Total Base Proposal per year for the first year — numbers) The term of the lease shall be years. 39 Detail here your plan for: 1) the lease amount to change over the years, 2) the total amount of the lease to be paid to the County over the years, 3) the total amount of the improvements that you intend to make and the time frame for the completion of the improvements. I acknowledge Alternates as follows: I acknowledge receipt of Addenda No.(s) No. Dated No. Dated No. Dated No. Dated No. Dated I have included the Proposal Form , the Non -Collusion Affidavit , the Lobbying and Conflict of Interest Clause , the Drug -Free Workplace Form_, a Public Entity Crime Statement . In addition, I have included a certified copy of Monroe County Occupational License , Copy of other pertinent licenses ,Insurance Requirements— Hold Harmless Statement and an Insurance Agent's Statement. (Check mark items above, as a reminder that they are included.) Mailing Address: Phone Number: Date: Signed: Witness: (Name) (Title) 40 (Seal) NON -COLLUSION AFFIDAVIT I, of the city according to law on my oath, and under penalty of perjury, depose and say that: 1. 1 am of the firm of the bidder making the Proposal for the project described in the notice for request for Proposals for: and that I executed the said proposal with full authority to do so; 2. The prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; and 4. No attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; and 5. The statements contained in this affidavit are true and correct, and made with full knowledge that said project. (Signature of Bidder) STATE OF: COUNTY OF: PERSONALLY APPEARED BEFORE ME, the undersigned authority, (Date) who, after first being sworn by me, (name of individual signing) affixed his/her signature in the space provided above on this day of 20 My commission expires: NOTARY PUBLIC W ETHICS CLAUSE LOBBYING AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO.010-1990 MONROE COUNTY, FLORIDA (Company) warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. 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". (Signature) Date: STATE OF: COUNTY OF: Subscribed and sworn to (or affirmed) before me on by or has produced identification) My commission expires: (date) (name of affiant). He/She is personally known to me NOTARY PUBLIC as identification. (Type of DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: (Name of Business) 1. Publishes 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. Informs 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 employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notifies 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. Imposes 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. Makes 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. Bidders Signature Date 4 PUBLIC ENTITY 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 a 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 contractor 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, Florida Statutes, for CATEGORY TWO for a period of 36 months fro the date of being placed on the convicted vendor list." I have read the above and state that neither (Proposer's name) nor any Affiliate has been placed on the convicted vendor list within the last 36 months. (Signature) Date: STATE OF: COUNTY OF: Subscribed and sworn to (or affirmed) before me on (date) by (name of affiant). He/She is personally known to me or has produced identification) as identification. (type of NOTARY PUBLIC My Commission Expires: MONROE COUNTY, FLORIDA RISK MANAGEMENT POLICY AND PROCEDURES CONTRACT ADMINISTRATION MANUAL Indemnification and Hold Harmless For Other Contractors and Subcontractors The Contractor covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners from any and all claims for bodily injury (including death), personal injury, and property damage (including property owned by Monroe County) and any other losses, damages, and expenses (including attorney's fees) which arise out of, in connection with, or by reason of services provided by the Contractor or any of its Subcontractor(s) in any tier, occasioned by negligence, errors, or other wrongful act of omission of the Contractor or its Subcontractors in any tier, their employees, or agents. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnify the County from any and all increased expenses resulting from such delay. The first ten dollars ($10.00) of remuneration paid to the Contractor is for the indemnification provided for above. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. 45 WORKERS' COMPENSATION INSURANCE REQUIREMENTS FOR SERVICES BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor shall obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable state statues. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than: $100,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $100,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. If the Contractor has been approved by the Florida's Department of Labor, as an authorized self -insurer, the County shall recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Contractor's Excess Insurance Program. If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated financial statements from the fund upon request from the County. 46 GENERAL LIABILITY INSURANCE REQUIREMENTS FOR SERVICES BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum: • Premises Operations • Products and Completed Operations • Blanket Contractual Liability • Personal Injury Liability • Expanded Definition of Property Damage The minimum limits acceptable shall be: $300,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $100,000 per Person $300,000 per Occurrence $50,000 Property Damage An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. 47 VEHICLE LIABILITY INSURANCE REQUIREMENTS FOR SERVICES BETWEEN MONROE COUNTY, FLORIDA AND Recognizing that the work governed by this contract requires the use of vehicles, the Contractor, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: • Owned, Non -Owned, and Hired Vehicles, The minimum limits acceptable shall be: $ 100,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $ 50,000 per Person $ 100,000 per Occurrence $ 25.000 Property Damage The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. 48 INSURANCE AGENT'S STATEMENT I have reviewed the insurance requirements with the proposer named herein. The following deductibles apply to the corresponding policy. Policy Liability policies are Occurrence Insurance Agency 49 Deductibles Claims Made Signature MONROE COUNTY, FLORIDA RISK MANAGEMENT POLICY AND PROCEDURES CONTRACT ADMINISTRATION MANUAL WAIVER OF INSURANCE REQUIREMENTS There will be times when it will be necessary, or in the best interest of the County, to deviate from the standard insurance requirements specified within this manual. Recognizing this potential and acting on the advice of the County Attorney, the Board of County Commissioners has granted authorization to Risk Management to waive and modify various insurance provisions. Specifically excluded from this authorization is the right to waive: The County as being named as an Additional Insured — If a letter from the Insurance Company (not the Agent) is presented, stating that they are unable or unwilling to name the County as an Additional Insured, Risk Management has not been granted the authority to waive this provision. And a The Indemnification and Hold Harmless provisions Waivina of insurance provisions could expose the County to economic loss For this reason, every attempt should be made to obtain the standard insurance requirements. If a waiver or a modification is desired, a Request for Waiver of Insurance Requirement form should be completed and submitted for consideration with the proposal. After consideration by Risk Management and if approved, the form will be returned, to the County Attorney who will submit the Waiver with the other contract documents for execution by the Clerk of the Courts. Should Risk Management deny this Waiver Request, the other parry may file an appeal with the County Administrator or the Board of County Commissioners, who retains the final decision - making authority. 50 MONROE COUNTY, FLORIDA Request For Waiver of Insurance Requirements It is requested that the insurance requirements, as specified in the County's Schedule of Insurance Requirements, be waived or modified on the following contract: Contractor: Contract for: Address of Contractor: Phone: Scope of Work: Reason for Waiver: Policies Waiver will apply to: Signature of Contractor: Approved Not Approved Risk Management: Date: County Administrator appeal: Approved Not Approved Date: Board of County Commissioners appeal: Approved Not Approved Meeting Date: 51 INSURANCE REQUIREMENTS FOR SUBMITTING PROPOSALS Worker's Compensation $ 100,000 Bodily Injury by Acc. $ 500,000 Bodily Inj. by Disease, policy limits $ 100,000 Bodily Inj. by Disease, each emp. General Liability, including $ 300,000 _ Combined Single Limit Premises Operation Products and Completed Operations Blanket Contractual Liability Personal Injury Liability Expanded Definition of Property Damage Vehicle Liability $ 50,000 per Person (Owned, non -owned and hired vehicles) $100,000 per Occurrence $ 25,000 Property Damage $100,000 Combined Single Limit Professional Liability Insurance Professional liability including errors $1,000,000 oer Occurrence and omissions The Monroe County Board of County Commissioners shall be named as Additional insured on all policies issued to satisfy the above requirements except Workers' Compensation and Professional Liability insurance. 52 SAMPLE LOCAL PREFERENCE FORM A. Vendors claiming a local preference according to Ordinance 023-2009 must complete this form. Name of Bidder/Responder. Date: 1. Does the vendor have a valid receipt for the business tax paid to the Monroe County Tax Collector dated at least one year prior to the notice or request for bid or proposal? (Please furnish copy. ) 2. Does the vendor have a physical business address located within Monroe County from which the vendor operates or performs business on a day to day basis that is a substantial component of the goods or services being offered to Monroe County? List Address: Telephone Number: B. Does the vendor/prime contractor intend to subcontract 50% or more of the goods, services or construction to local businesses meeting the criteria above as to licensing and location? If yes, please provide: 1. Copy of Receipt of the business tax paid to the Monroe County Tax Collector by the subcontractor dated at least one year prior to the notice or request for bid or proposal. 2. Subcontractor Address within Monroe County from which the subcontractor operates: Tel. Number Print Name: Signature and Title of Authorized Signatory for Bidder/Responder STATE OF COUNTY OF On this day of 20 before me, the undersigned notary public, personally appeared . known to me to be the person whose name is subscribed above or who produced as identification, and acknowledged that he/she is the person who executed the above Local Preference Form for the purposes therein contained. Notary Public Print Name My commission expires: Seal R91 Sample BID BOND (required in the discretion of the Board of County Commissioners upon award of contract) KNOW ALL MEN BY THESE PRESENTS, that we (Here insert name and address or legal title of Contractor) as Principal, hereinafter called the Principal, and (Here insert full name and address or legal title of Surety) a corporation duly organized under the laws of the State of as Surety, hereinafter called the Surety, are held and firmly bound unto (Here insert full name and address or legal title of Owner) as Obligee, hereinafter called the Obligee, in the sum of Dollars ($), for the payment of which sum well and truly to be made, the said Principal and the said Surety, bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has submitted a bid for (Here insertfull name, address and description of project) NOW, THEREFORE, if the Obligee shall accept the bid of the Principal shall enter into a Contract with the Obligee in accordance with the terms of such bid, and give such bond or bonds as may be specified in the bidding or Contract Documents with good and sufficient surety for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof, or in the event of the failure of the Principal to enter such Contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contact with another party to perform the Work covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect. Any action instituted by a claimant under this bond must be in accordance with the notice and time limitations provisions in Section 255.05(2), Florida Statutes. (Witness) (Witness) 54 (Principal) (Seal) (Title) (Surety) (Seal) €l 8" 49 a� 9 13. � o a ct a i aZ S 40 �m d 2 a] j a� ISO `EEo O a m " IL a a �o0 EL Tf