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Home My WebLink AboutItem C32 C32 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE Mayor James K.Scholl,District 3 The Florida Keys Mayor Pro Tern Michelle Lincoln,District 2 Craig Cates,District 1 David Rice,District 4 Holly Merrill Raschein,District 5 Board of County Commissioners Meeting August 20, 2025 Agenda Item Number: C32 2023-4401 BULK ITEM: Yes DEPARTMENT: Project Management TIME APPROXIMATE: STAFF CONTACT: Cary Vick n/a AGENDA ITEM WORDING: Approval of a Sublease agreement between Fortress Secured, LLC and Monroe County for the lease of property on Bat Tower Road, Sugarloaf Key to serve as a temporary fire station while the new Sugarloaf Fire Station is under construction. This Sublease is for fifteen (15) months at a rate of$16,667.00 per month for a total of$250,005.00. This project is funded by Fund 318 (Bonds Series 2025). ITEM BACKGROUND: In April of 2022, the County received an unsolicited proposal for the replacement of the Sugarloaf Fire Station#10 from Fortress Secured, LLC ("Fortress"),pursuant to Section 255.065, Florida Statutes (Public-Private Partnership ["P3"] Statute). The Board deemed the proposal a "qualifying project" under the P3 Statute. The County proceeded to advertise the project and solicit competing proposals. After receiving none, the County undertook negotiations with Fortress. Those negotiations resulted in an interim agreement effective March 6, 2023. During the predevelopment period, the County and Fortress negotiated a draft comprehensive agreement under the P3 statute and after a public hearing held on July 16, 2024, a final comprehensive agreement was executed between the parties on July 17, 2024. The comprehensive agreement with Fortress included costs for the construction of a temporary fire station so services would not be interrupted during the demolition and reconstruction of the new facility. During the pre-design and due diligence phase of determining the needs and requirements for the temporary fire station it was discovered that the lot for the temporary station would need to be filled, and the temporary structure would need to be elevated to meet building code and flood plain requirements. Fortress proposed leasing an existing building nearby on Bat Tower Road in order to save time and money. Project Management accepted this plan upon the approval by Fire Rescue. The master lease is between Bat Tower Road, LLC and Fortress Secured, LLC. This Sublease is between Fortress and Monroe County. Once this Sublease is approved by the BOCC, a Change Order with Fortress will be executed to reflect the change in scope of work and cost savings. 1771 PREVIOUS RELEVANT BOCC ACTION: 711 912 01 7(Item N5) - the BOCC authorized the County Attorney to file suit seeking to void the lease between the Sugarloaf Volunteer Fire Department and Sugarloaf Wi-Fi, Inc. due to violations of the Sunshine Law. 412012022 (Item PIO) - the Board deemed the unsolicited proposal a"qualifying project" and directed that staff proceed under the P3 statute. 712012022 (Item R11) - the Board authorized then Assistant County Administrator Kevin Wilson to negotiate agreements with Fortress Secured, LLC. 111812023 (Item 06) - the Board approved the interim agreement 711612024 - the Board will hold a public hearing as required by statute in order to allow affected public entities and members of the public an opportunity to review the draft and provide comments. 7/1712024 - BOCC approved a resolution concluding that the unsolicited proposal from Fortress is in the public's interest and gave authorization for the Mayor to execute the comprehensive agreement. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: As per the Comprehensive Agreement, Monroe County agreed to pay the cost of providing a temporary fire station during the construction period. No changes are required to the Comprehensive Agreement. This sublease changes the method of providing the temporary fire station from construction to rental of an alternate location. STAFF RECOMMENDATION: Approval of Sublease DOCUMENTATION: Sublease - Fortress_MC_signed.pdf Agreement_Fortress_LXEC_07.17.2024.pdf Bat Tower Road Lease - Casualty COI.pdf Bat Tower Road Lease -Liability COIs.pdf FINANCIAL IMPACT: Total Contract Amount: $9,610,102.00 Temporary Fire Station Cost: $455,139.00 (current SO - no longer being built) SubLease Amount: $250,005.00 ($16,667.00 *15 months) SAVINGS of$205,134.00 ($455,139.00for construction less $250,005.00 the lease fees for 15 months) Savings of$205,134.00 will be retained in the project as a contingency amount. Any future use of contingency shall be reviewed for approval separately via Monroe County's construction contract change order process. Potential use of the contingency shall be limited to sublease costs that exceed the original 15-month term or other relevant project costs as documented via the change order request. Monroe County is providing General Liability insurance to cover any damages to the rental property caused by Monroe County personnel. 1772 1773 SUBLEASE This Sublease is entered into as of this day of 2025, by and between Fortress Secured, LLC, a Florida limited liability company ("Sublandlord") and Board of County Commissioners of Monroe County,Florida ("Subtenant"). WITNESSETH WHEREAS,the following facts are true: A. By Lease dated June 28, 2025 (the "Master Lease"), Sublandlord leased that certain real property known as Bat Tower Road, Sugarloaf Key, Florida consisting of the three (3) upstairs apartment units located within a fourplex apartment building, as further detailed and described in the Master Lease (the "Leased Premises") from Bat Tower Road, L.L.C., a Florida limited liability company("Landlord"). A copy of the Master Lease is attached hereto as Exhibit"A". B. Sublandlord and Subtenant now desire to enter into a sublease whereby Subtenant will lease the Leased Premises from Sublandlord, upon and subject to the terms, covenants and conditions herein contained. NOW, THEREFORE, in consideration of the premises, the mutual covenants and terms contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the parties hereto agree as follows: 1. Sublease of the Leased Premises. Sublandlord hereby subleases to Subtenant, and Subtenant hereby takes from Sublandlord all of rentable square feet of the Leased Premises as more particularly identified on Exhibit `B", attached hereto and incorporated herein, and agrees to be bound by all rights and obligations of Sublandlord as Tenant under the Master Lease and acknowledges that all provisions of the Master Lease remain in full force and effect. 2. Term. The term of this Sublease shall be the same as the term of the Master Lease ("Sublease Term") commencing on the Commencement Date and terminating on the Termination Date. All capitalized terms used but not defined herein shall have the meaning ascribed to them in the Master Lease. 1 1774 3. Rent. Subtenant shall pay to Sublandlord as rent for the Leased Premises monthly rental installments in the same amount and manner as prescribed in the Master Lease; provided, however, payments shall be made to Sublandlord five (5) calendar days in advance of the monthly rental payment due under the Master Lease, without deduction or offset, beginning on the Commencement Date and every month thereafter during the Sublease Term to Sublandlord at 3603 Beachwood Court, Jacksonville, Florida 32224 (or at the option of Sublandlord, at such other place or to such other person as Sublandlord may from time to time designate in writing). Subtenant agrees to pay as supplemental base rent its proportionate share of any additional or supplemental rent due under the Main Lease. The County's performance and obligation to pay under this Lease is contingent upon an annual appropriation by the Board of County Commissioners and the approval of the Board members at the time of the Lease initiation and its duration. 4. Incorporation of Terms of Master Lease. (a) Subtenant acknowledges and agrees that all of the terms, conditions and covenants set forth in the Master Lease shall be incorporated into and made a part of this Sublease, and Subtenant shall be and hereby agrees to be subject to and bound by and to comply with all of such terms, conditions and covenants with respect to the Leased Premises and to satisfy all applicable terms and conditions of the Master Lease for the benefit of both Sublandlord and Landlord. The provisions of this Sublease shall be interpreted wherever possible so as to be consistent with the provisions of the Master Lease; in the event, however, of an irreconcilable inconsistency, the provisions of this Sublease shall control. Wherever in the Master Lease the word "Tenant" appears, for the purposes of this Sublease, the word "Subtenant" shall be substituted, and references to the "Landlord" shall be deemed to include the "Sublandlord." (b) Upon the breach of any of the terms, conditions or covenants of the Master Lease or upon the failure of the Subtenant to pay rent or to comply with any of the provisions of this Sublease, Sublandlord may exercise any and all rights and remedies granted to Landlord by the Master Lease. Whenever the provisions of the Master Lease require the written consent of the Landlord, such 2 1775 provisions shall be construed to require the written consent of both the Landlord and the Sublandlord. Subtenant hereby acknowledges that it has read and is familiar with the terms of the Master Lease and agrees that this Sublease is subordinate and subject to the Master Lease and that any termination thereof shall likewise terminate this Sublease. 5.Notices. For purposes of notice or demand,the respective parties shall be served by certified or registered mail return receipt requested, sent to the address set forth below: Landlord: Bat Tower Road,L.L.C. 17001 Overseas Highway Sugarloaf Key, Florida 33042 Sublandlord: Fortress Secured,LLC 3603 Beachwood Court Jacksonville, Florida 32224 Subtenant: Monroe County County Administrator Christine Hurley 1100 Simonton Street Key West, FL 33040 And County Attorney Monroe County 1111 12th Street Suite 408 Key West, FL 33040 6. Attestations. Sublandlord agrees to execute such documents as the Subtenant may reasonably require, to include a Public Entity Crime Statement, Ethics Clause, Drug-Free Workplace Statement, Vendor Certification Regarding Scrutinized Companies List, Foreign Country of Concern, Common Carrier, and Noncoercive Conduct Statement as set forth in the attached Exhibit "C." Subtenant agrees to execute such documents as reasonably required by Sublandlord, if any, to further effectuate this Sublease. 3 1776 [SIGNATURE PAGE(S) TO FOLLOW] 4 1777 [SIGNATURE PAGE TO SUBLEASE] IN WITNESS WHEREOF, the parties hereto have executed this Sublease as oftlic date and year first above written. "Sublandlord" Fortress Secured, LIX, a Florida lin ' cd liability company By: Printed: Charles Cordes Title: Manager "Subtenant" Board of Comity Commissioners of Monroe County, Florida By:_ Mayor James K. Scholl WITNESSES Witness Signature Approved as to legal form&sufficiency: 0�q mHy jy...I by)--U Jeni-Lee MacLaughlin 247�5 09 06 Q9,32 52-04 017 MA--rr 6jj Printed Name Date Jeni-Lee MacLaughlin Monroe County Assistant County Attorney Address Wilness Signature Printed Name Date Addrcss 5 1778 CONSENT AND ACCEPTANCE OF LANDLORD Bat Tower Road, L.L.C., a Florida limited liability company, as Landlord under the Master Lease, hereby consents to the Sublease of the Master Lease as set forth above; provided, however, that such Sublease does not affect or release any liability of Sublandlord under the terms and obligations of the Master Lease. This Consent and Acceptance of the foregoing Sublease shall not constitute consent by Landlord to any further subletting or assignments of the entire or any portion of the Leased Premises. LANDLORD: Bat Tower Road, L.L.C., a Florida limited liability comp py By: W A& Name: ohn B. Goad Title: anaging Member 6 1779 Exhibit "A" Master Lease LEASE This Lease (the "Lease") is made as of the 28th_ day of_June , 2025, by and between Bat Tower Road, L.L.C., a Florida limited liability company (herein referred to as the "Landlord"), with an address of 17001 Overseas Highway, Sugarloaf Key, Florida 33042 and Fortress Secured, LLC, a Florida limited liability company (herein referred to as "Tenant"), with an address of 3603 Beachwood Court, Jacksonville, Florida 32224. Miriam BG, LLC, a Florida limited liability company ("Miriam"), joins in this Lease for the purpose of agreeing to the terms and conditions related to Tenant's unobstructed vehicular access to US Highway 1 and use of the Sugarloaf Lodge, as contained herein. 1. Leased Premises: Landlord, in consideration of the rents, covenants, agreements and conditions herein reserved, made and entered into on the part of Tenant to be paid, performed and observed, does hereby demise and lease to Tenant, and Tenant does hereby rent and lease from Landlord a portion of that certain real property known as Bat Tower Road, Sugarloaf Key, Florida consisting of the three (3) upstairs apartment units located within the fourplex apartment building (building ID 7695 according to the Monroe County Property Appraiser) as further described on Exhibit "A" attached hereto and made a part hereof, together with the parking area designated on Exhibit"A" (herein collectively referred to as the "Demised Premises"). 2. Term: Tenant shall have and hold the Demised Premises for a term of fifteen (15) months commencing on the earlier of ten (10) days after written notice from Tenant or January 1, 2026 (herein referred to as the "Commencement Date") and terminating on the last day of the fifteenth (15th) month thereafter (herein referred to as the "Termination Date") upon the terms, covenants, agreements and conditions set forth herein. Said 15-month term being herein referred to as the "Demised Term". At the end of the Demised Term, Tenant shall have the option to extend the Demised Term on a month-to-month basis by giving Landlord notice at least thirty (30) days prior to the end of the Demised Term, as extended. 3. Covenants: It is agreed that each of the terms, covenants, agreements and conditions herein set out shall constitute, with the other party hereto, a covenant on the part of the party specified herein to meet, perform, and abide by the same. 4. Rent: Tenant shall and hereby covenants to pay to Landlord beginning on the Commencement Date, at the address set forth above c/o Miriam BG, LLC (or at the option of the Landlord, at such other place or to such other person as the Landlord may from time to time designate in writing), as rent Sixteen Thousand Six Hundred Sixty Seven and No/100 Dollars ($16,667.00) per month for the Demised Term and any extension thereof. The security deposit referenced in paragraph 22 below, if any, shall be paid to Landlord upon execution of this Lease. Tenant shall pay all rents to Landlord free from and without regard to any claims, demands, or setoffs against Landlord of any kind or character whatsoever. Tenant shall pay, as additional rent, a late fee equal to five percent (5%) of each rental payment which is not received within five (5) days of the due date, with said late fee being due with the next rental payment. 5. Real Estate, Sales and Use Taxes: Landlord shall be solely responsible for the payment of all taxes, assessments, and governmental charges of any kind (collectively, the "Taxes") that are assessed or imposed upon the Demised Premises, the improvements thereon, or the appurtenances thereto, during the Demised Term. The Taxes for which Landlord is responsible include, but are not limited to: (a) Real estate taxes; (b) Personal property taxes on fixtures, equipment, and other property used in connection with the Demised Premises; (c) Special assessments; (d) Water and sewer charges; (e) Any other governmental levies related to the 1 1780 Demised Premises. 6. Rental Purposes: Tenant shall use the Demised Premises as a temporary site for Monroe County Fire Station 10-Sugarloaf in compliance with local zoning and other governmental regulations and for no other purpose, without the written consent of Landlord. Tenant shall have 24-hour, 7-day-per-week access to the undeveloped parking area and dirt road(s), as further detailed on Exhibit "A" attached hereto (collectively, the "Parking Area") for purposes of parking fire engines, emergency vehicles and other equipment and storage containers used in the normal business operations of a fire station. Tenant shall also have 24-hour, 7-day-per-week ingress and egress to and from the primary road (i.e. US-IN/FL-5/Overseas Highway) off Bat Tower Road and it is Landlord's responsibility throughout the Demised Term to keep access to said primary road(s) in good and clean condition, free from obstruction or road blockage which would prevent any immediate usage by Tenant's emergency vehicles. Landlord and Miriam warrant and represent that there is usable vehicular access to said primary roads from the Demised Premises. The aforementioned responsibility of Landlord and Miriam to keep unobstructed access to the primary road shall apply to the Demised Premises and any neighboring or adjacent property owned by Landlord and Miriam in which Tenant's emergency vehicles may utilize to access said primary road(s). No other use of the Parking Area is permitted without the written consent of Landlord, which shall not be unreasonably withheld. Landlord acknowledges and agrees that the Demised Premises shall be occupied by Monroe County Fire Station 10-Sugarloaf. In the event the Demised Premises or access thereto floods in the fall season due to tidal activity, Landlord and Miriam agree to temporarily house Tenant in the Sugarloaf Lodge on the neighboring property currently owned by Miriam, in accordance with the terms and conditions of this Lease. Tenant's occupation of the Sugarloaf Lodge shall cease and revert to the Demised Premises once flooding has receded. Landlord and Miriam shall use all commercially reasonable efforts to keep flooding at the Demised Premises or access thereto to a minimum. Furthermore, in the event the residential building on the Demised Premises is damaged by fire, casualty, hurricane or other casualty to the extent it becomes wholly or partially uninhabitable, Landlord and Miriam shall use all reasonable efforts to house Tenant at the Sugarloaf Lodge in accordance with the terms and conditions of this Lease, until such time as the Landlord completes necessary repairs to restore the Demised Premises to a habitable condition. 7. Repair, Utilities and Maintenance: Tenant, by occupancy hereunder, accepts the Demised Premises as being in good repair and condition and no representations as to the condition or the repair thereof have been made by Landlord prior to or at the execution of this Lease. Tenant shall maintain the Demised Premises in a clean and sanitary condition throughout the Demised Term, including the regular removal of trash and debris and general cleanliness. Tenant shall not be required to perform any maintenance or repairs to the Premises, except for damage caused by Tenant's negligence or willful misconduct. Tenant shall be responsible for the water bills and costs associated with filling up Tenant's fire engines, emergency vehicles and other equipment used in Tenant's business operations. Except as set forth above, Landlord shall, at its sole cost and expense, maintain, repair and replace the interior, exterior, roof, foundation, structure and grounds of the Demised Premises and every part thereof in good repair and condition. Landlord hereby further covenants at its expense to: (a) Comply with the requirements of applicable building, housing and health codes; and 1781 (b) Maintain the plumbing, heating and air conditioning systems in good working condition: and (c) Provide for the extermination of rats, mice, roaches, ants and wood-destroying organisms; and (d) Maintain all locks and keys; and (e) Maintain in a safe condition all areas of the Demised Premises; (f) Provide for garbage removal and outside receptacles therefore; and (g) Pay for all utilities that are normal and customary for residential use provided to the Demised Premises. Landlord shall not be responsible for any maintenance or repairs required as a result of the negligence or intentional acts of Tenant, its employees, agents or contractors, in which case Tenant shall be responsible for said costs and obligations. Tenant shall promptly notify Landlord in writing of any damage or required maintenance to the Demised Premises and in any event shall notify Landlord within five (5) calendar days of Tenant observing the same. Notwithstanding the foregoing, Landlord shall have no liability or obligation for said maintenance unless and until it receives written notice from Tenant that maintenance and/or repairs are necessary. 8. Alteration. Tenant shall not make any alterations, additions, or improvements to the Demised Premises without Landlord's prior written consent, which shall not be unreasonably withheld. Landlord hereby agrees to include and maintain on the Demised Premises the pavement or gravel, or the reinforcement thereof, that is necessary for parking of Tenant's fire engines and agrees to promptly apply for and obtain any necessary permits and/or approvals related thereto; provided, however the parking improvements necessary for the normal business operations of a fire station shall be paid for by the Tenant. Any pavement or gravel that may be added to the Demised Premises shall become the property of Landlord upon installation. Tenant will pay for all work done or material furnished to the Demised Premises for any alterations or improvements performed by and through Tenant, and Tenant will not allow or permit any mechanic's liens to be filed against the Demised Premises or the Landlord's interest therein. Any mechanic's lien filed against the Demised Premises or Landlord's interest therein for work claimed to be done or materials claimed to have been furnished to Tenant shall be discharged within twenty(20) days after the filing thereof by bonding or as provided by law or in any lawful manner. All parties are hereby put on notice that Tenant shall at no time under any circumstances have a power to subject the interest of the Landlord in the Demised Premises to any mechanic's or materialmen's liens or any other lien whatsoever; and all persons dealing with the Tenant are hereby put on notice that they must look wholly to the interest of the Tenant in the Demised Premises and under no circumstances to that of the Landlord. Nothing herein contained shall empower Tenant to do any act which can, may or shall cloud or encumber Landlord's title. At Landlord's option, Tenant covenants and agrees to execute, at any time or times after receiving a request for execution, a Memorandum of Lease or Short Form of Lease to be recorded amongst the Public Records of county where the Demised Premises is located which incorporates this provision. 3 1782 9. Landlord's Right to Inspect and Display: Landlord shall have the right, at reasonable times and upon reasonable notice during the Demised Term to enter the Demised Premises for purposes of examining or inspecting the same and to perform maintenance and repairs. Landlord shall also have the right to enter the Demised Premises (with reasonable notice to Tenant) at all reasonable hours for the purpose of displaying the Demised Premises to prospective tenants within thirty(30) days of the Termination Date. 10. Destruction of Premises: a) If the Demised Premises are totally destroyed by fire or other casualties, the Tenant shall have the option of terminating this Lease or any renewal thereof, upon giving written notice to Landlord at any time within thirty (30) days from the date of such destruction, and if the Lease be so terminated, all rent shall cease as of the date of such destruction. For avoidance of doubt, in the event of a hurricane threatening the Demised Premises, Tenant and all of Tenant's employees, agents, guests and invitees shall comply with all mandatory evacuation orders issued by local, state or federal authorities for the area in which the Demised Premises is located. Landlord shall not be liable for any loss or damage to Tenant's personal property resulting from Tenant's decision to remain on the Demised Premises during a hurricane event. b) If such Demised Premises are partially damaged by fire or other casualty, or totally destroyed thereby and Tenant does not elect to terminate this Lease within the provisions of Paragraph (a) above or (c) below, and the Demised Premises can be restored within ninety (90) days from the date of such casualty event, and it is deemed commercially reasonable and feasible to do so, Landlord shall use good faith efforts to repair and restore (at Landlord's sole cost and expense) the Demised Premises to substantially the same condition as existed prior to the casualty event... Said restoration shall be commenced within a reasonable time and completed without delay on the part of the Landlord and in any event shall be accomplished within ninety (90) days from the date of damage or destruction. In such case, all rents paid in advance shall be proportioned as of the date of damage or destruction and all rent thereafter accruing shall be equitably and proportionately suspended and adjusted according to the nature and extent of the destruction or damage, pending completion or rebuilding, restoration or repair, except that in the event the destruction or damage is so extensive as to make it unfeasible for the Tenant to occupy the Demised Premises for the purpose set forth herein, the rent shall be completely abated until the Demised Premises are restored by the Landlord or until the Tenant resumes use and occupancy of the Demised Premises, whichever shall first occur. If, in Landlord's commercially reasonable judgment, it is not practicable to restore the Demised Premises within ninety (90) days from the date of the casualty event, then either Landlord or Tenant shall have the right, to terminate this Lease by providing written notice to the other party within thirty (30) days of the casualty event c) In the event the Demised Premises are damaged by fire, casualty, hurricane, or other cause to the extent it becomes wholly or partially uninhabitable, Landlord and Miriam agree to use best efforts to house Tenant in the Sugarloaf Lodge, if lodge vacancy and mutually agreeable lodging conditions exist, in accordance with the terms and conditions of this Lease until the Demised Premises is restored to a kind and quality substantially 1783 similar to that prior to the damage or destruction. If Tenant resides in the Sugarloaf Lodge in accordance with the provisions of this section, the following restrictions shall apply: (i) Tenant shall not reside in the Sugarloaf Lodge for a period longer than ninety (90) consecutive days, and(ii) if Tenant resides at the Sugarloaf Lodge during the months of December through April, the rental amount for such time shall be adjusted to the then- going nightly rate for the Sugarloaf Lodge less a discount of fifteen percent (15%). For avoidance of doubt, the aforementioned provision shall only apply so long as the Sugarloaf Lodge is owned by Miriam. d) Furthermore in the event that the Demised Premises becomes wholly or partially untenable, Tenant shall have the right, at Tenant's sole option, to place a temporary trailer on the property for use as accommodation, in accordance with applicable local zoning laws,until such time as the Landlord restores the Demised Premises in accordance with this Section 10 and rent shall be equitably reduced and adjusted for such time to reflect the Tenant's inability to utilize the original Demised Premises. The Landlord shall not be liable for any inconvenience or interruption or for any other damages for the Tenant having to move, for destruction of Tenant's property or otherwise occasioned by fire or other casualty unless the same is cause by the gross negligence or willful misconduct of the Landlord. e) If the Landlord restores, rebuilds or repairs the Demised Premises, and such restoration, rebuilding or repair is not accomplished within ninety (90) days, Tenant shall have the right to terminate this Lease by written notice to the Landlord within thirty (30) days after expiration of said ninety (90) day period. f) Tenant shall be entitled to terminate this Lease in the event of partial damage occurring during the last six months of the Term or any extension or renewal thereof which, in Tenant's reasonable discretion, materially interferes with Tenant's use of the Demised Premises. 11. Condemnation: If during the term of this Lease or any renewal thereof, the whole of the Demised Premises, or such portion thereof as will make the Demised Premises unusable for the purpose leased, be condemned by the public authority for public use, then in either event, the term thereby granted shall cease and come to an end as of the date of the vesting of title in such public authority, or when possession is given to such public authority, whichever event last occurs. Upon such occurrence, the rent shall be proportioned as of such date and any prepaid rent shall be returned to Tenant. Landlord shall be entitled to the entire award for such taking. If a portion of the Demised Premises is taken or condemned by public authority for public use but the remaining portion of the Demised Premises continues to be useable for the purposes leased, this Lease will not be terminated but shall continue. In such case, the rent shall be equitably and fairly reduced or abated for the remainder of the term in proportion to the amount of the Demised Premises taken. In no event shall Landlord be liable to Tenant for any diminution in use or for the value of any unexpired term of this Lease. 12. Assignment and Sublease: Aside from allowing Monroe County Fire Station 10- Sugarloaf to operate on the Demised Premises, Tenant may not encumber or assign this Lease or sublet all or any part of the Demised Premises without the written consent of the Landlord, which shall not be unreasonably withheld. The foregoing notwithstanding, Tenant shall be 5 1784 entitled, upon written notice to Landlord, to assign or sublease all or a portion of the Demised Premises to a parent, subsidiary or related entity which controls or is controlled by Tenant. If approved by Landlord or permitted hereunder, such assignment shall in no way relieve Tenant from any obligations hereunder for the payment of rents or the performance of the conditions, covenants and provisions of this Lease. 13. Hold Harmless: Landlord shall not be liable for any damage or injury to any person or property whether it be the person or property of Tenant, Tenant's employees, agents, guests, invitees or otherwise by reason of Tenant's occupancy of the Demised Premises or because of fire, flood, windstorm, Acts of God or for any other reason. Tenant shall, and will cause Monroe County to, hold Landlord harmless from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or relating to any damage, loss, or destruction of Tenant or Monroe County's equipment, machinery, inventory or other personal property while such equipment is located on the Demised Premises, regardless of cause. Nothing contained in this paragraph or elsewhere in this Agreement is in any way intended to be a waiver of limitation placed upon the liability of Monroe County, Florida as set forth in Florida Statutes, Section 768.28. 14. Ordinances and Regulations: Tenant hereby covenants and agrees to comply with all the rules, ordinances and regulations of governmental authorities wherein the Demised Premises are located, at Tenant's sole cost and expense, but only insofar as any of such rules, ordinances and regulations pertain to the manner in which the Tenant shall use or alter the Demised Premises. 15. Notices: For purposes of notice or demand, the respective parties shall be served by certified or registered mail return receipt requested, sent to the address set forth above. 16. Holdover: Tenant further covenants and agrees that if Tenant, any assignee or subtenant shall continue to occupy the Demised Premises after the termination of this Lease, without prior written consent of Landlord, such tenancy shall be a tenancy at sufferance and Tenant shall be obligated to pay one and a half times the monthly rental rate. Acceptance by the Landlord of rent after such termination shall not constitute a renewal of this Lease or a consent to such occupancy, nor shall it waive Landlord's right of re-entry or any other right contained herein. 17. Subordination and Estoppel Certificates: This Lease shall be subject and subordinate at all times to the liens of any mortgages in any amount or amounts whatsoever now existing or hereafter encumbering the Demised Premises, without the necessity of having further instruments executed by Tenant to effect such subordination. Notwithstanding the foregoing, Tenant covenants and agrees to execute and deliver upon demand, such further instruments evidencing such subordination of this Lease to such liens of any such mortgages as may be requested by Landlord. So long as the Tenant hereunder shall pay the rent reserved and comply with, above by and discharge the terms, conditions, covenants and obligations on its part to be kept and performed herein, and shall attorn to any successor in title, notwithstanding the foregoing, the peaceable possession of the Tenant in and to the Demised Premises for the term of this Lease shall not be disturbed in the event of the foreclosure of any such mortgage by the purchaser at such foreclosure of any such mortgage or such purchaser's successor in title provided the first mortgagee has not taken any action to terminate this Lease. Tenant agrees, within fifteen (15) days after written request by Landlord, to execute, acknowledge and deliver to and in favor of any proposed mortgagee or purchaser of the Demised Premises, an estoppel certificate, in the form customarily used by such proposed mortgagee or purchaser, stating, among other things (i) whether this Lease is in full force and effect, (ii) whether this Lease has been modified or amended and, if so, identifying and describing any such modification or amendment, (iii) the date to which Rent and other charges have been paid, and 1785 (iv) whether Tenant knows of any default on the part of Landlord or has any claim against Landlord and, if so, specifying the nature of such default or claim. 18. Default: In the event Tenant shall default in the payment of rent or any other sums payable by the Tenant herein, or if Tenant shall default in the performance of any other covenant hereunder, or if Tenant should become bankrupt or insolvent or any debtor proceedings be taken by or against Tenant, then and in addition to any and all other legal remedies and rights, Landlord may, upon notice, terminate this Lease and retake possession of the Demised Premises, or Landlord may resort to any other remedies available under applicable law. If Landlord fails to perform any obligation under this Lease, Tenant shall provide written notice to Landlord specifying the nature of the Landlord default. Landlord shall have ten (10) days from receipt of such notice to cure the Landlord default, or if the default cannot reasonably be cured within such period, to commence curative action and diligently pursue it to completion. If Landlord fails to cure the Landlord default within the applicable cure period, Tenant may terminate this Lease by providing written notice to Landlord and such termination shall be effective immediately upon Landlord's receipt of the termination notice. 19. Insurance: (a) Liability Insurance. Tenant agrees to maintain, or cause Monroe County to maintain, during the life of the Lease, public liability, personal injury liability and products liability insurance against claims arising from Tenant's use of the Demised Premises and from the use thereof by Tenant's agents, employees and invitees. Such insurance shall be primary and non-contributory and shall provide coverage with a minimum single limit of$1,000,000.00.lThroughout the Demised Term, Landlord shall, at Landlord's sole cost and expense, procure and maintain in full force and effect a commercial general liability insurance policy and flood insurance policy with respect to the Demised Premises and the Property, with coverage limits of not less than $1,000,000.00. (b) Casualty Insurance. Tenant shall be responsible for and shall obtain, or cause Monroe County to obtain, casualty insurance covering Tenant's personal property. Tenant shall cause Monroe County to add the Demised Premises to its windstorm insurance policy and name Landlord as additional loss payee. (c) Insurance Policy Requirements. All insurance policies required in this Lease shall be issued by insurers reasonably acceptable to Landlord. Upon the commencement of this Lease, Tenant shall deliver to Landlord proof of the insurance procured by Tenant or Monroe County in accordance with this Lease, and Tenant shall deliver to Landlord proof of insurance renewal under all required polices not later than ten (10) days before the expiration of the term of each policy. (d) Waiver of Subrogation. Landlord and Tenant hereby release each other from all liability or responsibility to the other or anyone claiming through or under them by way of subrogation or otherwise, for any loss or damage to property caused by fire or any of the insured occurrences or casualties. (e) Compliance with Insurance Policies. Tenant shall comply in all respects with all insurance policies covering the Demised Premises and shall take any actions necessary to avoid cancellation of such insurance policies. 7 1786 20. Quiet Enjoyment: Landlord covenants and agrees that Tenant, on paying said monthly rent and performing the covenants herein, shall and may peaceably and quietly hold and enjoy the said Demised Premises for the term aforesaid. 21. Successor and Assigns: This Lease shall bind and inure to the benefit of the successors, assigns, heirs, executors, administrators and legal representatives of the parties hereto. For avoidance of doubt, in the event Landlord sells, transfers or otherwise conveys the Demised Premises during the Demised Term, any successor owner(s) or purchaser(s) shall be bound by all terms, covenants, and conditions of this Lease for the remainder of the Demised Term, including any renewal or extension periods exercised in accordance with this Lease. In the event Miriam sells, transfers or otherwise conveys the property adjacent to the Demised Premises (Parcel ID: 00118420-000000) (the "Miriam Property") during the Demised Term, any successor owner(s) or purchaser(s) shall be bound by all terms, covenants, and conditions of this Lease applicable to Miriam for the remainder of the Demised Term. Furthermore, prior to any sale or transfer of the Miriam Property, Miriam hereby agrees to grant an access easement for the benefit of Landlord's abutting property and the Demised Premises. 22. Deposit: Tenant has simultaneously herewith paid the Landlord the sum of$16,667.00 as a security deposit (herein "Security Deposit"). The Security Deposit shall be retained by the Landlord as security for the payment by Tenant of the rent herein agreed to be paid and for the faithful performance of the covenants of this Lease. If at any time Tenant shall be in default of any of the provisions of this Lease, Landlord shall have the right to use said deposit, or so much thereof as may be necessary in payment of any rent in default as aforesaid and/or in payment of any expenses incurred by Landlord in and about the curing of any default by the said Tenant, and/or in payment of any damages incurred by Landlord by reason of such default of Tenant, or at Landlord's option, the same may be retained by Landlord in liquidation of part of the damages suffered by Landlord by reason of the default of Tenant. In the event that said deposit shall not be utilized for any such purpose, then such security deposit shall be applied to the rent last due for the term of this Lease or any renewal term thereof. Said deposit shall not bear interest. 23. Non-Waiver: No waiver of any covenant or condition of this Lease by Landlord or Tenant shall be deemed to imply or constitute a further waiver of the same covenant or condition or any other covenant or condition of this Lease. 24. Choice of Law/Venue: This Lease shall be governed, construed and enforced according to the laws of the state where the Demised Premises is located with any suit related thereto filed in the County where the Demised Premises is located. 25. Environmental Covenants. Tenant shall comply with all environmental laws, rules, regulations, statutes and ordinances, including, without limitation, those applicable to "hazardous substances." 26. SM. Tenant shall not erect or place any signs on the exterior of or outside of the Demised Premises without obtaining the Landlord's prior written consent, which shall not be unreasonably withheld. Any such signs shall be in compliance with any and all applicable governmental regulations. Notwithstanding the foregoing, standard signage identifying the fire station shall be permitted. 27. Complete Agreement: This Lease supersedes and revokes any and all prior written agreements between the parties relating to the Demised Premises, and all oral agreements between the parties relating to the Demised Premises are hereby merged into this Lease; and no amendment, modification or variation of this Lease or of any terms or provisions of this Lease, 1787 shall be effectual, binding or valid unless the same is reduced to writing and signed by both parties. 28. Landlord's Liabilities: The term "Landlord" as used in this Lease means the owner from time to time of the Demised Premises. Neither Landlord nor any partner, director, shareholder or beneficiary thereof shall have any personal liability with respect to any of the provisions of this Lease and if Landlord is in default with respect to its obligations hereunder Tenant shall look solely to the equity of Landlord in the Demised Premises. 29. Attorneys' Fees: In any dispute or litigation regarding the interpretation or enforcement of the Lease and any addendum or amendment hereto, the prevailing party in any such dispute or litigation shall be entitled to recover its reasonable attorneys' fees and costs from the non- prevailing party. 30. Authority of Parties: Landlord and Tenant hereby represent and warrant that each has full right, power, and authority to enter into this Lease and to perform all of their respective obligations hereunder. Landlord and Tenant further represent and warrant that all necessary actions have been taken to authorize the execution, delivery, and performance of this Lease and that the person(s) executing this Lease on behalf of Landlord and Tenant is/are duly authorized to do so. Each party represents that its execution and performance of this Lease does not violate any agreement, obligation, or restriction by which such party is bound. The representations and warranties set forth in this Section shall survive the execution and delivery of this Lease. [SIGNATURE PAGE(S) TO FOLLOW] 9 1788 [SIGNATURE PAGE TO LEASE] IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the date set forth above. "LANDLORD" Bat Tower Road,L.L.C., a Florida limited liability company Name: John B. Good Title: Managing Member "TENANT" Fortress Secured, LLC, a Florida limited liability company ch"Cl�arl�sl- 101-HS C'(IYd&%, By. D"I} Name: Charles Cordes Title: Manager JOINDER TO LEASE IN WITNESS WHEREOF, the party below has hereunto set their hand and seal as of the date set forth above for the purposes of joining into this Lease. Miriam BG, LLC, a Florida limited liability company Name: John B. Good Title: Manager 1789 Sugarloaf Fire a i an q,, � m fI ii r Final Audit Report 2025-07-03 Created: 2025-07-03 By: Dwin Horne(dwin.horne@gmail.com) Status: Signed Transaction ID: CBJCHBCAABAA_oraelQaO-aJdwd7FN8myckxnwKTVf9j "Sugarloaf Fire Station Lease- updated final form 2025.07.03 - fo r signatures" History u... Document created by Dwin Horne (dwin.horne@gmail.com) 2025-07-03-5:10:59 PM GMT Document emailed to jgoodb@gmail.com for signature 2025-07-03-5:11:51 PM GMT Document emailed to Charles Cordes (charles.cordes@summitcmgroup.com)for signature 2025-07-03-5:11:51 PM GMT Email viewed by Charles Cordes (charles.cordes@summitcmgroup.com) 2025-07-03-5:23:43 PM GMT Signer Charles Cordes (charles.cordes@summitcmgroup.com) entered name at signing as Charles H Cordes 2025-07-03-5:24:18 PM GMT Document e-signed by Charles H Cordes (charles.cordes@summitcmgroup.com) Signature Date:2025-07-03-5:24:20 PM GMT-Time Source:server udii"uR' ti,-,I Email viewed by jgoodb@gmail.com 2025-07-03-6:33:12 PM GMT Signer jgoodb@gmail.com entered name at signing as John B Good 2025-07-03-6:36:12 PM GMT Document e-signed by John B Good (jgoodb@gmail.com) Signature Date:2025-07-03-6:36:14 PM GMT-Time Source:server Agreement completed. 2025-07-03-6:36:14 PM GMT Adobe Acrobat Signs 1790 Exhibit "6" Sugarloaf Lease Area Exhibit ,i / l J , ;n T �Ir 1791 Exhibit "C" COUNTY FORMS AFFIDAVIT I, of the city of according to law on my oath,and under penalty of perjury,depose and say that: I am of the firm of ("CONTRACTOR/CONSULTANT"), the firm entering into an Agreement with the County and that I executed the said proposal with full authority to do so. By signing this Affidavit,CONTRACTOR/CONSULTANT has sworn or affirmed to the following requirements as set forth in the Public Entity Crime Statement, Ethics Clause, Drug-Free Workplace Statement, Vendor Certification Regarding Scrutinized Companies List,Foreign Country of Concern,and Common Carrier as set forth below: 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,proposal,or reply on contracts to provide any goods or services to a public entity,may not submit a bid, proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work,may not submit bids,proposals,or replies on leases of real property to public entity,may not be awarded or perform work as a contractor,supplier,subcontractor,or consultant under a contract with any public entity,and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017 of the Florida Statutes,for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. The CONTRACTOR/CONSULTANT certifies and agrees that neither the firm nor any Affiliate has been placed on the convicted vendor list within the last 36 months. CONTRACTOR/CONSULTANT will promptly notify the COUNTY if it or any subcontractor is formally charged with an act defined as a"public entity crime"or has been placed on the convicted vendor list. Ethics Clause By signing this Affidavit,CONTRACTOR/CONSULTANT warrants that he/it has not employed,retained or otherwise had act on his/her 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 Agreement without liability and may also,in its discretion,deduct from the Agreement 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. Drug-Free Workplace Statement CONTRACTOR/CONSULTANT in accordance with Florida Statute 287.087 hereby certifies that CONTRACTOR/CONSULTANT shall: 1. Publish a statement notifying employees that the unlawful manufacture,distribution,dispensing,possession,or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business' 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. Give 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),notify the employees that,as a condition of working on the commodities or contractual services that are under bid,the employee will abide by the terms of the statement and will notify the employer of any conviction of,or plea of guilty or nolo contendere to,any violation of Chapter 893 (Florida Statutes)or of any controlled substance law of the United States or any state,for a violation occurring in the workplace no later than five (5)days after such conviction. 5. Impose a sanction on or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. 1792 The person authorized to sign this Affidavit certifies that CONTRACTOR/CONSULTANT complies fully with the above requirements. Vendor Certification RegZardingZ Scrutinized Companies Lists CONTRACTOR/CONSULTANT agrees and certifies compliance with the following: Section 287.135,Florida Statutes prohibits a company from bidding on,submitting a proposal for,or entering into or renewing a contract for goods or services of any amount if,at the time of contracting or renewal,the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725,Florida Statutes, or is engaged in a Boycott of Israel. Section 287.135,Florida Statutes,also prohibits a company from bidding on, submitting a proposal for,or entering into or renewing a contract for goods or services of$1,000,000 or more,that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors List which were created pursuant to s. 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of CONTRACTOR/CONSULTANT,I hereby certify that the company identified above as "CONTRACTOR/CONSULTANT"is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Terrorism Sectors List,or engaged in business operations in Cuba or Syria. I understand that pursuant to Section 287.135,Florida Statutes,the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. I further understand that any contract with the County may be terminated immediately, at the option of the County, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors List or been engaged in business operations in Cuba or Syria. Vendor has reviewed Section 287.135,Florida Statutes,and in accordance with such provision of Florida law,is eligible to bid on, submit a proposal for,or enter into or renew a contract with Monroe County for goods or services. Note: The List are available at the following Department of Management Services Site: http://www.dms.myflorida.com/business operations/state purchasin0vendor information/convicted suspended discrimi natory complaints vendor lists Foreign Countries of Concern The Contracting with Entities of Foreign Countries of Concern Prohibited Affidavit Form(`Form")is required by Section 287.138,Florida Statutes,which is deemed as being expressly incorporated into this Form.The Affidavit must be completed by a person authorized to make this attestation on behalf of the Bidder/Proposer for the purpose of submitting a bid,proposal, quote,or other response,or otherwise entering into a contract with the County.If being awarded the Contract,or otherwise entering into the Contract,would grant Contractor access to an individual's personal identifying information,pursuant to section 287.138,Florida Statutes,the undersigned,on behalf of Contractor,hereby certifies,represents, and warrants that Contractor is not affiliated with a foreign country of concern,as such countries are identified in section 287.138(1),Florida Statutes. The undersigned additionally certifies, represents, and warrants that: (A) Contractor is not owned by a foreign country of concern;(B)the government of a foreign country of concern does not have a controlling interest in Contractor, and(C)Contractor is not organized under the laws of nor has its principal place of business in a foreign country of concern. Common Carrier If Contractor is a common carrier,as defined by Section 908.111,Florida Statutes,then Contractor hereby certifies that it is not willfully providing and will not willfully provide any service during the Contract term in furtherance of transporting a person into this state knowing that the person is an Unauthorized Alien, except to facilitate the detention, removal, or departure of the person from this state or the United States. THE STATEMENTS CONTAINED IN THIS AFFIDAVIT ARE TRUE AND CORRECT,AND MADE WITH FULL KNOWLEDGE THAT MONROE COUNTY RELIES UPON THE TRUTH OF THE STATEMENTS CONTAINED IN THIS AFFIDAVIT IN AWARDING CONTRACTS FOR SAID PROJECT. 1793 UNDER PENALTIES OF PERJURY,I HEREBY CERTIFY AND DECLARE THAT I HAVE READ AND UNDERSTAND THE FOREGOING AFFIDAVIT OF COMPLIANCE AND THAT THE FACTS STATED IN IT ARE TRUE. Signature of (Date) (Title) STATE OF COUNTY OF The foregoing instrument was sworn to (or affirmed) and subscribed before me by means of[ ]physical presence or [ ] online notarization this_ day of ,2025,by Signature of Notary Public-State of Florida Name of Notary My commission expires: Personally Known OR Produced Identification_ Type of Identification Produced 1794 AFFIDAVIT ATTESTING TO NONCOERCIVE CONDUCT FOR LABOR OR SERVICES Entity/Vendor Name: Vendor FEIN: Vendor's Authorized Representative: (Name and Title) Address: City: State: Zip: Phone Number: Email Address: As a nongovernmental entity executing, renewing, or extending a contract with a government entity, Vendor is required to provide an affidavit under penalty of perjury attesting that Vendor does not use coercion for labor or services in accordance with Section 787.06,Florida Statutes. As defined in Section 787.06(2)(a),coercion means: 1. Using or threating to use physical force against any person; 2. Restraining,isolating,or confining or threating to restrain,isolate,or confine any person without lawful authority and against her or his will; 3. Using lending or other credit methods to establish a debt by any person when labor or services are pledged as a security for the debt, if the value of the labor or services as reasonably assessed is not applied toward the liquidation of the debt, the length and nature of the labor or service are not respectively limited and defined; 4. Destroying, concealing, removing, confiscating, withholding, or possessing any actual or purported passport, visa, or other immigration document, or any other actual or purported government identification document,of any person; 5. Causing or threating to cause financial harm to any person; 6. Enticing or luring any person by fraud or deceit; or 7. Providing a controlled substance as outlined in Schedule I or Schedule II of Section 893.03 to any person for the purpose of exploitation of that person. As a person authorized to sign on behalf of Vendor, I certify under penalties of perjury that Vendor does not use coercion for labor or services in accordance with Section 787.06. Additionally, Vendor has reviewed Section 787.06, Florida Statutes, and agrees to abide by same. Certified By: who is authorized to sign on behalf of the above referenced company. Authorized Signature: Print Name: Title: 1795 COMPREHENSIVE AGREEMENT FOR THE DELIVERY OF A FIRE STATION ON SUGARLOAF KEY Between Monroe County, Florida n Fortress cor d, LI_ July 2024 1796 Table of Contents , "t"t" 1, -, ... .o...m... .,,1.. ... ,.....----,. ...1-1-.. ...... ... .... .-,. .--". -, ARTICLE .. .. ....... ...... .......a.......... 2 section ttti. Definitions.-...... ... ....�. ... �..., , �. , ao., ...�,...a. ... ,.A.. ,,,. .�..... ........ . ...�„�., Section1.02. ,, ,............... , ...�.ati.w..,. , ��... ..fi, . ..,�.. ..,..�.,. , ....�... ARTK' E tt.,,... . .................. ...... ........... ..... ,. . PROJECT REt 'UARE BENTS ,,,w... ,w ..... ... ........ ... ..v. . ...... Section 24)1.Stalenient f Projec t Requirem en, tsw �..�,..,., , �. „�.... ...,.,.. ... �.�.,o.,.. , .o,..,.� ARTICLE ..... Section Mt, Grant ..., .... ..... Section 302. Aectss .... ..,.. I'll, .. .-1-,... TICta w jrV..,.v, .,ti. ,,,.�.,, .A ..� .., ,,.... ..�.,.. ., „ ..,. .� ....,..,, . . ,n�.�.� ..,.,,. . ., ,.a........... .. .. ........ .e�..... Section 401. Coatimencement. .,,...., , ......., ,,,.., v m .....,,..,.. .. ... .. . ........ ... .....o. .. ........ - ... Section 4 -, �chedutr.... ....we.. .-.- ....-....... .... .... .....---....,m . ...., �.. Section 4 i n and Construction Ways. ....... o.......,� , �........ . ......�. �.�.��... DEVELOPER'S W, Section t, ............. H) Section,502,. Developer's Design and Construction Responsibilities..W. . .. .... , l ARTICLE ..... ...... . 111 PERMITS, AND GFR. ME '"t"' I I Section 01. Permits,and Approvals Furnished by ...... i I ct ion 602. N11a i n(ena n ce of Perm its a nd A pp rovals,—... ..... .. I i Section 3. No Damages for Denied DevelolmentApprovals-- I I Section 6G0 . No Abrogation,, oi"G �v raintmal ...... 1 RTIC11 VIL ,, ...a.......,� DE-SIGNt"mtt� �" ttu" ,,.,..r.. ..., ��....�.. ....... .. ..�,00, .,...m. .,.. ....,. ,. ..w. �m, ....o.a L Section 701, Constructor Qualifications. - ............ ... ... ..........W.. .,, ....., 1. Section 7' . ... . I2 S'e,ctjon 703.Performance and Playment Boods-- .. v.,,.., .,. I Section 704. Site Facilities—,.. . ...... 4 Section 705rvPro-fect 14 Section 706. Project Docomentation ,...M ........ .. .,,. ..a. . ..m.,d,mew .w.. 1797 Section 707. ...... . . .. ...... 1 SAFETY AND E 'Rr ,1"R" RESPONSIBILITIES..., . .... V, Section 11. Responsibility for Safety l�af the Pubille- ........ ...... 1 Sectio 02. R1espoasibi11�q for Safety,of Employm d Contractors...... .....,. 19, Section 803, Safety ... . 1.. Section 804. Responsibility for Beaus"q'- -..,..,, a .... .e... .. .. ,..2 sectilon, 805. Compliance with Safety and Security Section 906. Lim, 1taitions,ori Authorky mod .. , ,. .... „ . .) �ARTICLE M,...W ........... .... .... .,...,,, -.". 20 PAVM E NTS AND TA w' ... ..... ...... ........ ......20 Section 904. County's FundingLimitation...... .., ....ye....... ..... . ........ ..... .... ...... 20 Seiction . 0, �Stction 903. Payments and Retaioage..e .. ...... ... ..a.... .,, ,..,. ................ ...... o, a.,n ......--.........20 Section 904. Final ....... ........ 2,2 Settion 905,. Owner Direct .....AR" ... ....... . o ,....,.. �,.. 14C .. ...... ........... .... .... ......., ......w.... .....2 COU TY"' RIGHTS AND ... ..�,,., Section 1001.General— ...... . ..... .......... ,......... ...24 .Station 11 02' RVV1eW and �Oversightof 24 . PRESEN'J'ATION AND WARRANTIES .... ................... Section 11011,. 11 elio nr Warranties, Representations and Additional 24 ARTICLE 1R,.. o. o...... .... . ... ............ 27 ENVIRO M :, TAL CONDITION Off" 1TE.,,..... 7 Section 12111. Constituent of AR"R"R °T,�E .. .... ....... , ....,, „w....,,,,q.7 INSURANCE AND INDEMNIFICATION,,.,,.. .., .....,.,.A-.27 Section 13 1. Insurance. .......,.o......." o..... . ... .u.,..,.,,.,. 27 Section 1302. . ....... .. .... . . .........,, ......... 2 ARTICLE 1V..,,.., ........ ., .. .., ,,,.,, ,.. .... �.... , �..... �...,, ,, ,..... ... ., �w SSIGN EN MRw AND TRANSFM NO THIRD-PARTY R1RsN M I 1A R1',I 9 Slectl n 1501. Relief ....... . ... , ,.... .. ....... ..... .... . ,.. .. :9 �Section 1502. ini taralli ol"Pro ose ont oct ,"ha . � , ti....." ._... .. ,,.,,. ' RRT1 "Lf, ,VI.,,..,. . , , ......., . ......., --...... ........... . ,, ...-... t 1798 FINAL RESOLUTION OF DISPUTES ,.ztiw.. , ...a. ..wo.0 .„. ..... . ........ , ,..u,- ... ....--w ,.,,....,.,. .a. t S"Ooo 1604. Unresolved Change Order.,,....w a, ....,.v,„ ,s.,,., ,w„ . ......,M... .. ..... ... ,, .......... ., .,.,01 Section1602. Mediation.,--.-. ......-- ..--......... ........ . .,,...,,xi.......... .., Section 1601 Final Resolution of Disputes. ,. ..�...„. 3�(,) :ART ICLE XV I 1 w I ,"`ELL,ANEOU ...,., ., ,,a....... ...... .. , .. 6. Section 1701.Controlling Law--- , ... ....... ..... „m,,,.... ..,...:,fit Section 1702. UAws and Regulatiorm ,....,,. ...... .,..... ... ........----....... , ..,.... .... ..,.......31 Section 1703.Notice& ...,.....®„ . ........... ... .....w ...... w . .....,.,.. .. 3 �1 Section 1704. ...,.a 32 Section 1705. No Waiver.,,, .... . .. ........ ........ ,. ,,...... w ,. , ,,..o,...,,.,,o3 2 Section 1706. M u tuaI Ws ». ........ ....... ...,a,,,............... See ..,. .rv..,. . ttn�n 1707. Independent nt nct ca..,.m,,,.,.. ..... ........ Section 170& Contractors,and Conn n4t nuq--.... 33 Section 1709, lest nic'ftanr mitt ls—....... ... .T,.,.. ..,..,. .... Section 1710,U"s ��"� cn ra a.,,,�.,.w,, ,�. ,.�..,... 33, Section 1711. Designated Rc r s tatives. 3 Stcdon 1712. 'nnnnnt rport . A.w. ,... ,..a. . . .., ..,.. .,, 34 Section 1713. Public Records,. ......... .; S"flon 1714, Warr of Authority-, Hinding Agreernent...... . ., , v.. ....... 36 Section 1715. Anvendments. ....... ......3 cnatnnnn 1716. ur meet Copyright,n ....... .................... ,a....,.. , .....,...,,. ...... .. .., 36 ! TIC1,V XVI11— —, — ....... ......... ...... , .....w.. -. .... ........----36 SUSPENSION 1" MINATt ......................... .... ... .......: "flo�n t 1. ....o, ..... „...--. ....,, 36 Section, t 02.'TcrmW tion..,„ .....ry........ . .. ... ....... .a ................. ... ... , ..w....... 3 Section t it . Anin u a I Appro pria t i�onvs. ...37 EXHIBIT -1 Legal Destflption. of Lan EXHOT -2 Developnient Plan, EXHIBIT'a, Development Budget and Schedule of Values EXHIVT C Projec�t Development Schedule EXHOT 0 Applicationfor, Payment and Change Ordei, Forms . 41BI rrnj a Team Listing it 1T earl 1799 COMPREHENSIVE AGREEMENT FOR THE DELIVERY OF A FIRE STATION ON SUGARLOAF KEY This Comprehensive Agreement for the Delivery of a Fire Station on Sugarloaf Key (the "Agreement"'), made by and between Monroe County, Florida, a political subdivision,of the State of Florida ("County"), and Fortress Secured, LLC, a Florida limited liability company, which is authorized to do business in the State of Florida ("Developer"), each a "Party" and collectively the ""Parties,"" sets forth the mutual understanding and agreement of the Parties concerning,the 'final development and construction of a new fire station on Sugarloaf Key, RECITALS WHEREAS, pursuant to Section 255.065, Florida Statutes, County received an unsolicited proposal from Developer (the "Developer's Proposal") for the turn-key delivery of a new fire station for County (the "Project") on real property located on Sugarloaf Key, Florida, as more specifically described in the legal description the attached hereto as Exhibit A-1; WHEREAS,the design of the Project may incorporate structural elements that will permit Sugarloaf Wi-fi Inc. ("Sugarloaf Wi-fi Inc.") to construct additional improvements and locate equipment needed to support a cell tower(the Tell Tower Facilities'"),which are not incl�uded as a component of the Project; and WHEREAS, the Board Of County Commissioners (the "BOCC") deemed Developer's Proposal a qualifying project under Section 255.065, Florida Statutes, deserving of further consideration as a potential, public-private partnership; and WHEREAS, County determined that it is in the public's best interest to facilitate the development of the Project and to consider entering into a comprehensive agreement with, Developer, related to the design, construction and equipping the Project on the basis of Developer's Proposal,- and WHEREAS, effective December 22, 2022, the Parties entered into an interim agreement further specifying terms and outlining certain pre-development activities to better inform and guide the development, design, financing, permitting, construction, operation and maintenance of the Project (the "Interim Agreement"); and WHEREAS, based on Developer's pre-development activities, including site due diligence and planning and d;esign, work, the Parties intend to contract for development of the Project as more specifically depicted in the Development Plan attached hereto as Exhibit A-2; and WHEREAS, Developer has developed a budget for constructing and equippingthe Project (the "Development Budget"):, attached hereto as Exhibit B; and 1800 WHEREAS, Developer is willing and able to undertake final development and construction of the Project within the limits of the Development Budget,in exchange for County's contribution of $9,610,275.00, subject to adjustment for the issuance of any Change Orders requested by County that increases the Development Budget (the "Funding Limitation"). NOW, THEREFORE, the premises being as stated above, and for good and valuable consideration, the receipt and sufficiency of which are acknowledged to be adequate, and intending to be legally bound hereby,it is mutually agreed by and between County and Developer as follows-. ARTICLE 1. DEFINITIONS AND INTERPRETATION Section, 101. Definitions. Unless the context otherwise requires, capitalized terms used in, this Agreement shall have the meanings set forth below in this Section 101 or as otherwise defined in this Agreement, Any term used in this Agreement that is defined by reference to any other agreement shall continue to have the meaning specified in such agreement, whether or not such agreement remains in effect. "Agreement"—This Comprehensive Agreement for Delivery of a Fire Station executed by County and Developer, as may be amended from time to time. ""Access"—The l rights County grants to Developer in thiis, Agreement, and related obligations, all as more specifically defined in Article Ill. "Access Term"—The period of time in which the Access granted in this Agreement is in effect (see Article 111), "BOCC'—County's Board of County Commissioners, "Chonge Order.—A written order signed by the Parties after execution of this Agreement in, accordance with Article XV. "Co stituent of Concern"—Asbestos, petrol'ieum, radioactive material, polychlorinated biphenyls (PCBs), hazardous waste, and any substance, product, waste, or other material of any nature whatsoever that is or becomes fisted, regulated, or addressed pursuant to (a) the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq.("CERCLA");(b)the Hazardous Materials Transportation,Act,49 U.S.C. §§51.01 et seq.; (c)the, Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq, ("RCRA"); (d) the Toxic Substances Control Act, 15 U S,C. §§2601 et seq.; (e)the Clean Water Act, 3 -5,C. §§1251 et seq.; (f)the Clean Air Act,42 U S.C. §§7401 et seq.;or(g)any other federal,State,or local statute, law, rule, regulation, ordinance, resolution, code, order, or, decree regulating, relating to, or 2 1801 imposing liability or standards of conduct concerning, any hazardous, toxic, or dangerous waste, substance, or material. "Construction Contract"—The agreement between Developer and Prime Contractor pursuant to which Prime Contractor will build the Project, which is substantially in the form of the Standard Form of Agreement Between Design-Builder and Contractor(AIA 142-2014). "Construction Plans and Specifications"—The final and approved 100%construction plans (the"Final Plans")and Design Standards.The Parties acknowledge that the Fire Station Project Manual, dated November 20, 2023 (the "Project Manual") will serve as guidance for the quality and workmanship of the Project that will be, incorporated into the Final Plans. Upon completion of the Final Plans and approval by County,the Project Manual will be superseded by the Final Plans and be of no further force or effect. "Constructor"—Any person or entity performing or supporting design and construction activities relating to the Project, including but not limited to Developer,the Design Professionals, the Prime Contractor, and all other contractors, subcontractors,, suppliers, utility companies, testing firms, and equipment rental companies. "Contract"—Th is,Agreement and the Interirn Agreement. "Contract Documents"—Thie Contract, the Construction Plans,and Specifications,and any Change Order. "County"— onroe County, Florida. "County Funds""—County" financial contribution to the Project, which shall not exceed the Funding Limitation. "County"s Licensed Professional""--The licensed professional performing review on behalf of County iin accordance with Section, 255.065(3)(a)5., Florida Statutes. ""Day",--Calendar day, unless otherwise indicated as a business day, in which case the term means any day County is open for business. "Design and Construction"—The entire design and construction,or the various separately identifiable parts thereof, reqluired to be, provided by Developer under the Contract, Design and Construction includes and is the result of performing or providing all professional services needed to produce the design; for the labor, services(including but not limited to professional services), and documentation necessary to produce the construction; furnishing, installing, and incorporating all materials and equipment into such construction; and may include related services such as testing, start-up, and commissioning, all as required by the Contract Documents, 3 1802 "Design Standards"—Deve lope r's Design Standards dated March 8, 2023. "Designated Representotive"—The individuals designated to act as the Parties' representatives with respect to the responsibilities under the Contract as described in Article XX of this Agreement. "Design Pro fessionals"—Saltz Michelson Architecture, LLC and Universal Engineering. "Developer"—Fortress Secured, LLC, a Florida limited liability company. "Developer Team"—Developer and its Constructors(including Design Professionals and Prime Contractor). "Development Budget"—The Project budget based on the Construction Plans and Specifications(attached hereto as Exhibit B). "Development Plop""--The Project concepts based on the Construction Plans and Specifications (attached hereto as Exhibit A-2). "'Effective Date"—The effective date of this Agreement, which is the last date signed below. "FF&E Schedule"—The list of furniture,fixtures and equipment for the Project (attached hereto as Exhibit G), "Final Completion"—The stage of the Project at which all Work has been fully performed in accordance with the Contract Documents,all other conditions precedent to final payment have been satisfied, Developer and its Constructors have provided releases, and Developer is,entitled to final payment for its Work, subject to the Funding Limit. "Funding Limitation"—The firm fixed-price amount of money that County will pay Developer in exchange for its Work, which is $9,610,275.00, subject to adjustment pursuant to the issuance of any Change Orders requested by County that results in an increase in the Development Budget, or Change Orders requested by Developer pursuant to Sections 1201 and 1501, 'Interim Agreement" —The agreement described in,the recitals. "Laws and Regulations; Laws or Regulations"—Any applicable laws, statutes, rules, regulations, ordinances, codes, permits, and orders of any governmental bodies, agencies, authorities, and courts having jurisdiction over the Work, and any applicable consent decrees, including the Florida Building Code (and incorporated codes), as amended or replaced. 4 1803 "Milestone"—A principal: event in the performance and progress of this Agreement, which this Agreement requires one of the Parties to achieve, or which must occur or will occur, by a specific intermediate date, as expressly indicated in this Agreement or subsequently determined by mutual agreement of the Pairtiies, A Milestone may be expressed by a calendar date or by a number of days from the Effective Date of this Agreement or from some other specific time. "Notice toProceed"—County's written notice to Developer to proceed with construction of the Project Facilities as provided in Section 502(b) of this Agreement. "'Prime Contractor"—Surnmit Construction Management Group. "Project"— The design, construction, and equipping of a fire station on Sugarloaf Key in Monroe County, Florida, including the construction of the Ternporary Fire Station (and removal at completion of the,Work), all as depicted in the Development Plan and described in Exhibit ALL attached hereto (the "Development Plan"). "Project Facilities"—The infrastructure and structures comprising the Project as specified in the Construction Plans and Specifications, "Project Requirements"—The detailed requirements that the Project must meet, as set forth in Article It. "Relief Event"—An event or occurrence that takes place during the Access Term and is the basis for an equitable adjuistment in one or moire Milestones or a Change Order during the Access Term. ,,Site"—The lands or areas where construction of the Project Facilities is to be performed, including rights-of-way and easements, and such other lands as are designated for the use of Developer(as described in more detail on Exhibit A-I attached hereto,), "Substantial Completion"—The stage of the Project at which County can occupy and use the Project Facilities for their intended purposes. "Temporary Fire Station"—The 1,468 square foot temporary fire station constructed by Developer to be utilized by County until the Project is substantially complete(as depicted in more detail in the Development Plan). "Temporary Site"—The site upon which the Temporary Fire Station shall be located during construction of the Project. "Work"—The effort and activities of Developer, including its Constructors and affiliates and other agents,, necessary to complete its Contract oibligationis, inicludiing the Design, and Construction. 1804 Section 102. Interpretation. (a) This Agreement was initiated by Developer's Proposal, This Agreement and the other Contract Documents are intended to constitute a "comprehensive agreement" for purposes of Section 255.065, Florida Statutes, and to address the arrangement outlined in Developer's Proposal,wvhereby Developer will design, develop, construct and equip the Project. Interpretation and application of this Agreement shall consider the Interim Agreement, in pari moteria, striving to give reasonable meaning to each term and to avoid rendering any term a nullity. (b) it is the intent of the Contract Documents to describe a functionally complete project to be constructed in, accordance with the Contract Documents. Any work, materials or equipment that may reasonably be inferred from the Contract Documents as being required to produce the intended result shall be supplied whether or not specifically called for in the Contract Documents. If the Contract Documents include words or terms that have a generally accepted technical or industry meaning, then such words or terms shall be interpreted to have such standard meaning unless otherwise expressly noted in the Contract Documents. Reference to standard specifications, manuals or codes of any technical society, organization or association or to the laws or regulations of any governmental authority having jurisdiction over the Project, whether such reference be specific or by implication,shall mean the latest standard specification, manual, code, law or regulation in affect at the time the Work is performed, except as may be otherwise specifically stated herein. Provided, however, in the event the standard specification, manual, code, law or regulation is changed after the Effective Date, the Parties will in good faith mutually determine whether the change constitutes a Relief Event. (c) Unless the context shall otherwise require, the words "hereto," "herein," "hereof"' and other words of similar import refer to this Agreement as a whole. (d) Words of the masculine gender shall be deemed and construed to include correlative words of the feminine and neuter genders and vice versa. (e) Words imiporting the singular number shall include the plural number and vice versa unless the context shall otherwise require. (f) The words "include," "includes" and "including" shall be deemed to be followed by the phrase"without limitation." (g) Whenever Developer"s knowledge is implicated in this Agreement or the phrase "to Developer's knowledge" or a similar phrase is used in this Agreement, Developer's knowledge or such phrase(s)shall be interpreted to mean to the best of Developer's knowledge, and Developer affiliates' and contractors' knowledge, after reasonable and diligent inquiry. 6 1805 (h) Unless the context shall otherwise require, references to any Person shall be deemed to include such Person's successors and permitted assigns. (i) Unless the context shall otherwise require, references to the preamble, recitals, sections, subsections, clauses, schedules, exhibits, appendices and provisions are to the preamble to, or the applicable recitals, sections, subsections, clauses, schedules, exhibits, appendices,and provisions of, this Agreement. 0) The schedules and exhibits to,this Agreement, and the appendices and schedules to such exhibits, are hereby incorporated by reference and made an integral part of this Agreement, (k) The headings or titles of this,Agreement and its sections,schedules or exhibits,as well as any table of contents, are for convenience of reference only and shall not define or limit its provisions. (1) Unless the context shall otherwise require, all references to any resolution, contract, agreement, lease or other document shall be deemed to include any amendments or supplements to, or modifications or restatements or replacements of, such documents that are approved from time to time in accordance with the terms thereof and hereof, (m) The preparation and negotiation of the Contract has been a joint effort of the Parties,and they have carefully reviewed the Contract and have been advised by counsel of their choosing, The Parties understand the Contract's contents and agree that it shall not be construed more strongly against any Party, regardless of who is responsible for its preparation. ARTICLE II. PROJECT REQUIREMENTS Section 201.Statement of'Project Requirements. (a) Developer shall ensure that the Work is performed in such a manner that the Project Facilities shall., be properly designed, structurally sound, safe for human occupancy and use, and free from all hazards; comply in alli material respects, with the Construction Plans and Specifications; be completed within the Funding Limitation; and comply in all material respects with the Development Plan and the Contract Documents, (b) Developer shall ensure that the Work is, completed in a good and workmanlike manner. (c) Developer shall ensure that the Work complies in all material respect with Laws and Regulations, including the Florida Building Code and the American with Disabilities Act. (d) Developer shall have the absolute responsibility and duty to County to ensure that the Project Facilities comply with the Contract Documents and Laws and Regulations. The fact 7 1806 that County is a governmental entity that may conduct review and inspections in its governmental capacity for general compl�iance with Laws and Regulations shall not in any way create a duty of care to Developer or, act as an estoppel to, or a waiver of, County's sovereign immunity, or County's right to require construction or reconstruction in accordance with Laws and Regulations subject to Developer's right to challenge such enforcement to the extent legally permitted). ARTICLE Ill, COUNIVS GRANT'OF ACCESS;ACCESS TERM Section 301. Grant of Access. (a) Subject to the,provisions of the Contract, and for the sole purpose of meeting the Project Requirements, County hereby grants to Developer access to the Site and the exclusive right, and Developer hereby accepts the obligation to Design and Construct the Project Facilities, in exchange for County's payment to Developer in an amount equal to the Funding Limitation, pursuant to the terms of the Contract. (b) The Contract shall in no way be deemed to constitute a lease of the Site or Project Facilities or any portion thereof, or any assets incorporated into, appurtenant to, or in any way connected with the Project. Developer has no fee title, leasehold estate, possessory interest, permit, casement or other real property interest of any kind in the Site or Project Facilities by virtue of the Contract or otherwise. Section 302,Access Term. The Access Term shall begin on the Effective Date and continue until the,final completion of the Work, subject to the termination of this Agreement pursuant to its terms. ARTICLE IV. SCHEDULE;DELAY Section 401.Commencement. Developer is authorized to begin performance under this Agreement as of the Effective Date. Construction shall not commence until County issues the Notice to, Proceed, Section 4,02. Schedule. (a) County and Developer shall perform their obligations pursuant to the schedule attached as Exhibit C. Developer shall diligently pursue the completion of the Project. Developer shall be solely responsible for all construction means, methods, techniques, sequences, and procedures, as well as coordination of all portions of the work under the Contract Documents, and the coordination of Constructors, 1807 (b) The Parties intend to achieve Substantial Completion by May 31, 2026, and final Completion by July 15, 2026. Section 403, Design and Construction Delays. (a) If County, or anyone for whom County is responsible, delays, disrupts, or interferes with,the performance or progress of the Design and Construction,then Developer shall be entitled to an equitable adjustment in all affected Milestones. Developer's entitlement to an adjustment of a Milestone is conditioned on such adjustment being essential to Developer's ability to perform its obligations in compliance with that Milestone. (b) Developer shall not be entitled to any adjustment in Milestones for delay, disruption, or interference in Design and Construction caused by or within the control of Developer. Delay, disruption, and interference attributable to and within the control of Developer, or any of its affiliates or Constructors, shall be deemed to be within the control of Developer. If Developer's Design and Construction performance or progress is delayed, disrupted, or interfered with by unanticipated causes not the fault of and beyond the control of County, Developer, and those for which they are responsible, then Developer shall be entitled to an equitable adjustment in affected Milestones. Developer's entitlement to an adjustment of a Milestone is,conditioned on such adjustment being essential to Developer's ability to comply with the Milestone. Such adjustments shall be Developer's sole and exclusive remedy for the delays, disruption, and (interference described in this paragraph. Causes of delay, disruption, or interference that may give rise to an adjustment in Milestones under this paragraph include but are not limited to the following: acts of God! or of the public enemy, acts of government, fires, floods, epidemics, quarantine regulation, strikes, lockouts, and unusually severe weather conditions by comparison with the ten-year County average not reasonably anticipatable. Developer shall submit any proposed amendment seeking an adjustment in the Milestones under this paragraph within 30 days of the commencement of the delaying, disrupting, or interfering event, Notification shall identify the cause, the effect on, the Project and the estimated duration of delay anticipated. Failure to give such notice will waive Developer's rights to pursue an adjustment for such, event. Such notice shall be a condition precedent to Developer's right to pursue an adjustment in the Milestones based upon such delay. (c) Except as otherwise provided herein and excluding losses covered by insurance required by the Contract Documents, the, Parties agree to waive all claims against each other for any consequential damages that may arise out of or relate to this Agreement. County agrees to waive damages including but not limited to County's loss of use of the Project, any rental expenses incurred, loss of income, profit, or financing related to the Project, as well as the loss of business, loss of financing, principal' office overhead and expenses, loss of profits not related to this Project, loss of reputation, or insolvency. Developer agrees to waive damages including but not limited to loss of business, loss of financing, loss of profits not related to this Project, loss of bonding capacity, loss of reputation, or insolvency. The provisions of this section shall also apply to the termination of this Agreement and shall survive such termination. 9 1808 ARTICLE V. DEVELOPER'S RESPONSIBILITIES Section 501. Submittals. Developer shall comply with the requirements of the Contract Documents for preparing and delivering submittals for County's review and approval, or other appropriate action. Such delivery shall be made according to the submittal schedule or jointly established by County and Developer during the initial stages of the Project. Developer shall not proceed with actions requiring County's approval until County gives such approval in writing. Section 502. Developer's Design and Construction Responsibilities. (a) Developer shall perform or furnish the Design and Construction of the Project, as described in the Project Requirements, Additional terms and conditions applicable to Developer's Design and Construction responsibilities are set forth in Article IV and Article Vil. (b) The construction of the Project Facilities shall not commence until all pre- construction matters, such as engineering, architectural, entitlements, construction and financing arrangements, have been arranged to the satisfaction of County. County and Developer will cooperate in good faith to satisfy the foregoing requirements. County will provide Developer written notice to proceed with,construction of the Project Facilities,at which time Developer shall proceed to cause the actual construction of the Project Facilities in accordance with the Contract Documents, Notwithstanding the foregoing, County may at any time authorize Developer to proceed with certain "preclevelopment" site preparation work. (c) In any instance where Developer has a direct obligation to perform any Work, whether current, future or past tense, the language shall be construed in all instances to allow Developer to perform (or have performed) such obligation directly or to cause such obligation to be performed by or through other professionals, entities or individuals in the reasonable discretion of Developer,excepting only such matters that are non-delegablle by law, Developer's exercise of such discretion shall not relieve Developer of primary responsibility to County for performance of every obligation under the Contract., (d) Developer will lease the Temporary Site for the purpose of locating the Temporary Fire Station to be provided by Developer for use by County. (e) County acknowledges that Developer is not a licensed architect, engineer or contractor and that Developer has and will be contracting with Developer Team members to perform such services. Developer shall not itself perform any design, engineering or construction services, and Developer shall not itself have control or charge of the construction or construction means, methods, techniques, sequences or procedures, all of which shall be performed by other Developer Team members, Developer shall keep County informed of any failure by Prime, Contractor to abide by the terms of the Construction Contract and shall use 10: 1809 commercially reasonable efforts to enforce the Prime Contract to the extent of Developer's, scope of:authority granted in the Contract Documents. Developer shall use the skills and efforts required to guard County against deficiencies in the design,and construction of the Project,shall report any deficiencies of which Developer may become aware to County, and shall cooperate with County in requiring Prime Contractor to rectify such deficiencies. Notwithstanding anything else contained in this Agreement to the contrary, even though Developer is not in charge of the construction of the Project, Developer guarantees to County that every performance obligation and other liability of Contractor and the other Developer Team members related to the Project will be completed when required and satisfied in full when due and owing so that Developer guarantees that the Project shall be completed in material compliance with the Contract Documents, ARTICLE VI. PERMITS AND GOVERNMENT APPROVALS Section 601. Permits and Approvals Furnished by Developer. Developer shall be responsible for obtaining (including, when applicable, performing the work required to obtain)all permits and government approvals,necessary for the Project. County shall provide reasonable support and assistance to Developer with respect to data or information needed for inclusion in permit or approval applications. Section 602. Maintenance of Permits and Approvals. Developer shall take all actions necessary to maintain in full force and effect all Project permits and government approvals, Developer shall also be responsible for securing any needed revisions, modifications, amendments, supplements, renewals, or extensions of all such permits and government approvals. Section 603. No Damages for Denied Development Approvals. Should County, acting in its governmental or land development regulatory capacity (including its BOCC, its agencies, it appointed officials, or its employees with jurisdiction), not approve any, required application for approval prerequisite to completion of the Project, the Contract shall not be the basis in any respect for a damages claim against either County or Developer for breach of the Contract or a basis in any respect for a damages claim against County acting in its governmental regulatory capacity as a result of such denied approval. However, in the event the Project cannot be completed due to County's denied approval', Developer may terminate this Agreement and be compensated in the same manner as set 'forth in Section 1802(b) li 1810 Section 604. No Abrogation of Governmental Authority. The making of the Contract does not constitute an abrogation of County's governmental, or land development regulatory powers, and Developer's obligations to comply with applicable Laws and Regulations include Developer complying with all dieveliop,me,nit approvals required by County in its capacity as a governmental authority. The Contract shall not prevent County from enacting or seeking to enforce any Laws or Regulations which may affect the Site or its vicinity,, regardless of whether such Law or Regulation is the result of action by the BOCC or by initiative (petition) and referendum, or by any other applicable procedures. Whenever County seeks to enforce any existing or future Law or Regulation as against the Site or its vicinity, this paragraph shall not waive or affect Developer's ability (a)to contest the validity or application of such Law or Regulation, (b) to assert whatever defenses or avoidances as may be available for Developer, or(c) to seek judicial review as may be available. However, with respect to such enforcement as to the Site or its vicinity,the Contract shall not serve as the basis for a claim for damages against County, and Developer shall not assert a damages claim. ARTICLE V111. DESIGN AND CONSTRUCTION Section 701. Constructor Qualifications. Developer will complete, or cause completion of, the Design and Construction of' the Project in,accordance with the Contract Documents. Developer agrees to use,and to require each of its development team members and Constructors and other consultants and agents to use, only personnel who are, qualified and properly trained and who possess any license, permit, registration, certificate or other approval required by Law or Regulation to enable such personnel to perform their work,services and activities involving any portion of the Design and Construction activities. Section 702. Constructor Agreements. (a) Developer shall be responsible for the acts,failures to act, errors and omissions of all Constructors. Except as provided in this Agreement, this Agreement shall not give rise to any contractual or other relationship between County and: any such Constructors. County disclaims and does not undertake any obligation, duty or responsibility to pay, reimburse, compensate or otherwise be responsible for payment of any fees, charges, rents,, licenses, costs, expenses, reimbursements or any other amount to any Constructor. Contracts, agreements, purchase orders and,other arrangements between Developer and Constructors for labor,licenses,services, equipment, machinery, materials, supplies and other items utilized in the conduct of the Project shall be consistent with the terms,and conditions of this Agreement. All Design and Construction contracts entered into by Developer shall provide that any review or approval of a contract deliverable by County or Developer, or the incorporation of suggested revisions by County, shall not constitute waiver, release or acceptance of any error or omission in the deliverable, shall in no way waive or release Developer or the Constructors from its respective duty to completely perform its obligations under their contracts,the standard of care applicable to the performance 12 1811 of their work, nor constitute a waiver of any claim or warranty. The Design and Construction contracts shall require, to the extent of Project work to be performed by such Constructor, that the Constructor will be bound to Developer by terms of the Contract Documents, and to assume toward Developer all the obligations, covenants, duties and responsibilities that Developer, by this Agreement, assumes toward County. The construction contract with the Prime Contractor shall provide that Monroe County is an intended third-party beneficiary of the contract. Developer's failure to include this provision in the construction contract with the Prime Contractor shall constitute a material breach of this Agreement and shall constitute grounds upon which County may terminate this Agreement for cause. Developer shall deliver a copy of said contract to County no later than 10 calendar days prior to County's issuance of the Notice to Proceed. (b) Additionally, the Construction, Contract shall reflect that the Prime Contractor represents and warrants that it will use its best efforts to cooperate with County in implementing the Direct Purchase program, as further set forth in Section 905. With, respect to all direct purchases by County,the Prime Contractor shall remain responsible for coordinating, inspecting, accepting delivery, storing, handling, installing, warranting and quality control for all direct purchases. County shall assume the risk of loss or,damage at the time of purchase and shall bear the economic burden of obtaining insurance covering damage or loss of any items so purchased. Notwithstanding anything herein to, the contrary, the Prime Contractor shall expressly acknowledge and agree that any materials or equipment directly purchased by County shall be included within and covered to thie same extent as, all other warranties provided by the Prime Contractor pursuant to the terms of the Contract Documents. County shall assign to the Constructor Manager any and all warranties and rights County may have from any manufacturer or supplier of any such direct purchases by County. Section 703. Performance and Payment Bonds. (a) Developer shall furnish a performance bond and a payment bond each in an amount at least equal to the total price of all construction contracts, as security for the faithful performance and payment of all of Developer's construction obligations under the Contract. These bonds shall remain in effect until one year after the date when final payment on the construction contracts becomes due, except as provided otherwise by Laws or Regulations, or by specific provisions of the Contract. (b) All bonds shall be in compliance with, and in the form prescribed by, Section 255,05, Florida Statutes. The bon,dis shall be executed by, such sureties as are named, iin "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies"as published in Circular 570 (as amended and supplemented) by the Financial Management Service, Surety Bond Branch, U.S. Department of the Treasury. A bond signed by an agent or attorney-in-fact must be accompanied by a certified copy of that individual's authority to bind the surety. The evidence of authority shall show that it is effective on the date the agent or attorney-in-fact signed the accompanying bond. 13 1812 (c) Developer shall obtain the required bonds from surety companies that are duly licensed or authorized in, the jurisdiction in which the Project is located to issue bonds in the required amounts. (d) If the surety on a bond furnished by Developer is declared bankrupt or becomes insolvent, or its right to do business is terminated in any state or jurisdiction where any part of the Project is located,or the surety ceases to meet the requirements above,then Developer shall promptly notify County and shall, within 20 days after the event giving rise to such notification, provide another bond and surety, both of whiich shall comply with the bond and surety requirements above. (e) If Developer has failed to obtain a required bond, County may exclude Developer from the Site and exercise County's termination rights under this Agreement, (f) Upon request, County shall provide a copy of the payment bond to any Constructor or other person or entity claiming to have furnished labor or materials used in the performance of the construction work. Section '704. Site Facilities. Developer shall arrange for all Site facilities as required by County and necessary to enable Developer to perform its, duties and to accommodate any representatives of County which County may choose to have present on the Site. Section 705. Project Administration. Developer's administration of the Project shall include the following: (a) Maintain a log of daily activities, including manpower records, weather, delays, major decisions, significant issues, etc, i(b) Maintain a roster of companies on the Project with names and telephone numbers of key personnel. (C) Establish and enforce job rules governing parking, clean-up, use of facilities and worker discipline. (d) Provide labor relations management for a harmonious, productive Project, (e) Advise County and Design Professionals of their requested or required participation in any meeting or inspection giving each at least one-week written notice unless such notice is made impossible by conditions beyond Developer's fault and control, in which case at least 48 hours prior written notice must be given. 14 1813 (f) Provide, by the 10th day of each month, a written report describing the status, progress and results of the Project activities through the end of the preceding month. The iinformaiti,on provided to County shall include an explanation of any significant vairiations from the scope, schedule, sequence, or performance of the Project activities and identify any potential or known developments that may impact County car the feasibility, cost or schedule for the Project, and any corrective or remedial actions implemented. Sections 706. Project Documentation. Developer shall provide job site administration functions during construction to assure propler doicumentatioini, inicludiing but not limiited to the following., (a) sob Meetings: Conduct a preconstruction conference with each Constructor prior to the start of its portion of the Work. Hold weekly progress and coordination meetings, or more frequently if required by Work progress,to provide for the timely completion of the'Work, Participants in the Monthly Project Status Meeting will inClUde, at ai minimum, Developer, its principal design professionals, and County project manager. Developer shall produce minutes of all meetings to include, at a minimum: attendees and contact info, old and new business, status of outstanding requests for information, clarification or correction, notices, change orders, schedule update, material delivery schedule, safety. County,at its option, may produce the official minutes of any meeting attended by County, Developer shall uise the job site meetings as a too] for the preplanning of Work and enforcing schedules, and for establishing procedures, responsibilities, and identification of authority for the Parties and Constructors parties to, clearly understand. During these meetings, Developer shall identify the party or par-ties responsible for following up on any problems, delay items or questions, and Developer shall note the action to be taken by such party or parties. Developer shall revisit each pending item at each subsequent meeting until resolution is achieved. Developer shall attempt to obtain from all present any problems or delaying event known to them for appropriate attention and resolution. (b) Shop Drawing Submittals/Approvals: Provide staff to review and approve shop drawings and other submittals and to implement procedures for transmittal to the Design Professional of such submittals for action, and closely monitor their review process. (c) Material and jq2jgmeat editin&: Provide staff to closely monitor material and equipment deliveries, check and follow-up on supplier commitments for all subcontractors and maintain, a material and equipment expediting log. (d) Develop and implement a procedure, for the review, processing and paymenit of applications by Constructors for progress and final payments. (e) Document lnIgLgL21gI!O: Refer, all, questions for interpretation of the Contract Documents to the principal design professionals in writing. 15 1814 (f) Record the progress of the Work. Submit written progress reports monthly to County and the Design Professional, including information on subcontractors'Work,and the percentage of completion.Keep a daily log available to County and any permitting a,uthoirity inspectors, (g) Constructor Pro ress- Prepare periodic punch lists for Constructors" work Z_ including unsatisfactory or incomplete items and schedules for their completion. (h) Substantial CqMplefion: Ascertain when the Work or designated portions thereof are ready for substantial completion inspections. From the punch lists of incomplete or unsatisfactory items prepared by Developer and reviewed and supplemented by the principal design professional, prepare a schedule for their completion indicating completion dates for County's review, Provide this notice to County 14 days prior to the substantial completion inspection. V) Monitor Constructors' performance on the completion of the Work and provide notice to County and principal Design Professional when the Work is ready for final inspection. Coordinate this inspection with all parties 14 days prior, to the final inspection,. Secure, review and certify compliance with the Contract Documents, then transmit to County all required guarantees, warranties, affidavits, releases, bonds, waivers, manuals, technical standards, permits, testing results, record drawings, and maintenance books. As a minimum, unless waived by County, Developer shall provide documentation on the following items in electronic form to the extent possible along with notice of that the Work is ready for final completion (no documentation is required if the materials and equipment is not included in the design): • Subcontractor Licenses • Shop Drawing Submittal/Approva,l Logs • Contract Drawings and Specifications with Addenda • All warranties and guuarante�es, as a minimum: • Certificate of Substantial Completion • Certificate, of S,iign-Off by Architect, Mechanical & Electrical Engineers; Includes final inspection report from the MEP and Structural Engineer. • Final Property Survey • Maintenance Bond (if applicable) • Final Lien Waivers from Subcontractors • Payment Request Records from Developer to County • Meeting Minutes • Lab Test Reports • Insurance Certificates and Bonds • Contract Changes • Permits & Inspections, Certificate of Occupancy(CO) and Use of Occupancy(UO) • Technical Standards, Manuals, Operating Manuals, 16 1815 • "As-Built" Marked: Prints • Operating& Maintenance Instruction • Start Up Reports • Generators (Full Load,4 Hour Tests) • Air Handlers(AHU) • Make-Up Air Units (MUAUs) • Water Treatment • Balance Reports for Air&Water • Firemen Test Results • Daill,y Progress Reports • Monthly Progress Reports • Inspection Reports • Punch Lists • Roofing and flashing warranties • Joint Sealant warranties • Doors and hardware warranties • Flooring—Carpet,vinyl composition tile, sheet, ceramic, epoxy • Windows—aluminum, wood, vinyl, steel • Curtain wall and storefront work including anti chalking of aluminum, color retention of members, air/water infiltration • Waste compactor and trash chute • Window covering • Toilet accessories • Plumbing and mechanical • Fire Protection • Hardware • Sealants • Masonry material—brick, concrete masonry unit (CMU) • Fire Protection—sprinklers head's, fire extinguishers • Electrical parts-wiring devices, fixtures lenses,, lamps • Electrical (including bidirectional amplification and paging) • Elevator (j) 22[t:!22: With County's personnel, direct the check-out of utilities, operations, systems and equipment for readiness and assist in their initial start-up and testing by the subcontractors. (k) Record Drawings.- Monitor the progress of Constructors' forces on marked up field prints which shall be developed by Developer into the final record drawings. (I) Maintain in Procore, on a current basis, all Project files aind records, including the following administrative records. Constructor Licenses 17 1816 • Shop D rawi ng Su b m itta I/Appro va I Logs • Contract Drawings and Specifications with Addenda • Warranties and Guarantees • Payment Request Records • Meeting Minutes • Lab Test Reports • Insurance Certificates,and Bonds • Permits "As-Built" Marked Prints Operating& Maintenance Instruction Daily Progress Reports Monthly Progress Reports Correspondence Files "Transmittal Records Inspection and Safety Reports Punch, Lists Project Schedule and Updates Developer will provide, or cause Prime Contractor to allow, County or its designees access to Procore for purposes of reference, review, or copying the Project files and records. (m) Record Contract Documents. Maintain in a safe place at the Site one record copy and one permit set of the Contract Documents, including, but not limited to, all drawings, specifications, addenda, amendments, change orders, construction change directive and field orders, as well as all written interpretations and clarifications issued by design professionals, in good order and annotated to show all changes made during construction. Continuously update the record Contract Documents throughout the prosecution of the Work to accurately reflect all field changes that are made. Certify the accuracy of the updated record Contract Documents. All buried and concealed items inside the Site, shal,l be accurately located on the record Contract Documents as to depth and in relationship to not less than two permanent features (e.g. interior or exterior wall faces).The record Contract Documents shall be clean,and all changes,corrections and dimensions shall be given in a neat and legible manner in red. The record Contract Documents,together with aill approved samples and a counterpart of all approved shop drawings shall be available to County and design professionals for reference. Upon completion of the Work, the record Contract Documents, samples and shop drawings shall be delivered by Developer to County, along with an electronic closeout package including the following: 1, Project Contact List 2. O&M Manuals and As-guilts 3. Permit Dos & Inspection Reports 4. Project drawings including CAD files of floor plans, surveys, HVAC S. Project Submittals 6. All warranties/guarantees 18 1817 Section 707. Project Occupancy. Developer shall provide the following services, to facilitate the smooth, successful and timely occupancy of the Project by County: (a) Provide consultation and Project management to facilitate County's occupancy of the Project Facilities and provide transitional services to place the Project Facilities "on line"' in such conditions as will satisfy Countys operations requirements. The services include Developer's coordination of the delivery of furniture, fixtures and equipment for the Project, as further set forth in the FF&E Schedule (Exhibit G); provided, however, County assumes responsibility for the delivery to the Site of any items purchased directly by County pursuant to Section 905 herein. To the extent the FF&E Schedule conflicts with the Construction Plans and Specifications,the terms and conditions in the FF&E Schedule shall control. (b) Catalog operational and maintenance requirements of equipment to be operated by maintenance personnel and convey these to County in such a manner as to promote their usability. (c) Secure required guarantees and warranties and shall assemble and deliver same to County in the mianiner required by County. ARTICLE Vill. SAFETY AND SECURITY RESPONSIBILITIES Section 801. Responsibility for Safety of the Public. Pursuant to applicable standards and Laws and Regulations,as of the Effective Date and throughout the Access Term, Developer shall have full responsibility for the,safety of the public with respect to the Project, including but not limited to visitors and invitees to the Project Facilities, with respect to the public's use of the Project Facilities, the condition of the Project Facilities, and for services or products provided or furnished by Developer. Section 802. Responsibility for Safety of Employees and'Coinitractors. Pursuant to applicable standards and Laws and Regulations and as between Developer and County,throughout the Access Term, Developer shall have full responsibility for the safety of Developer's employees and Constructors, and the protection of Project-related property, including the Project Facilities and the Site. Section 803. Safety Programs. Developer shall develop appropriate safety programs for all phases of the Project and implement and enforce such programs,. 19 1818 Section 804. Responsibility for Security. Throughout the Access Term, Developer shall be responsible for the security of the Project Facilities and operations against theft,vandalism,and intentional damage or attacks, and for compliance with all appl,ica�b:le governmental security requirements. Section 805. Compliance with Safety and'Security Programs. County shall comply with Developer's safety and security programs while at the Project Facilities. Section 806. Limitations on Authority and Responsibility. County shall not at any time supervise, direct, control, or have authority over the Project, nor shall County have authority over or be responsible for the means, methods, techniques, sequences, or procedures of construction selected or used by Developer or any Constructor, or the safety precautions and programs incident to the Project, or for security or safety at the Project Facilities while such are under Developer's care and control. This limitation, does not prevent County from observing and inspecting the Work as provided in Section 1101. ARTICLE IX. PAYMENTS AND TAXES Section 901. CountVs Funding Limitation. As full compensation for Developer's performance of the Work, County will pay the Funding Limitation. This is a fixed priced Agreement. The Funding Limitation is all-inclusive and County will not compensate or reimburse Developer any other amounts related to performance of the Work. County will pay Developer in arrears the price agreed to for each payment Milestone (Exhibit B). County will not pay Developer any more than the Funding Limitation in exchange for delivering the Project requirements. If it becomes necessary for County to request Developer to renider any additional Work, beyond or in variance of the Construction Plans and Specifications, then the Parties will follow the Change Order process in Article XV Such additional Work shall not be performed unless set forth in a Change Order. County shall not be obligated to pay or reimburse Developer more than the amount obligated pursuant to the Agreement and such Change Order for the additional Work. Section 902. Reserved. Section 903. Payments and Retainage. (a) The Development Budget and Schedule of Values (Exhibit B) will govern County's payments to Developer.The Development Budget may be revised by Change order in accordance with Article XV. 20 1819 (b) On or before July 30, 2024, and the 30th day of each month thereafter, through the term of this Agreemen't, Developer may submit an application for payment using the form of pay application attached hereto as Exhibit D, accompanied by a release and affidavit of payment,and releases in,accordance with Section 255.05, Florida Statutes,from all Constructors showing that all materials, labor, equipment and other bills associated with the Work covered by the application for payment have been paid in full through the period of time covered by the application for payment, unless Developer's surety provides County with written consent for such payments under the Contract. County shall not be required to make payment until and unless these affidavits are furnished by Developer. Further, if Developer is withholding any portion of a payment to any subcontractor (other than retainage) for any labor, services, or materials for which County has paid Developer, Developer agrees to refund such money to County. The application for payment may also include amounts applicable to materials and equipment stored off site for subsequent incorporation into the Work, (c) Upon receipt of the ap,pllication for payment by the, office, identified on, the application,County will record the date of receipt. if the application for payment meets Contract requirements,County will pay Developer 20 business days after the date on which it is received. (d) If the application for payment does not meet Contract requirements,County shall reject the application within 20 business days after the date on which it is received.The rejection shall be written and specify the deficiency and the action necessary to make the application proper. Developer may thereafter submit an application for payment correcting the deficiency, If the corrected application meets Contract requirements, County will pay Developer 10 business days after the date on which it is received. If the corrected application remains, deficient, County shall reject it within 10 business days. This process may be repeated until the application meets Contract requirements. (e) If County disputes a portion of the appfication, for payment, it will play the undisputed portion. If the Parties cannot resolve a dispute over an application for payment,the dispute will be resolved in, accordance with, Subparagraph 2(J) of County's Purchasing Policy.-. and section 218.76(2), Florida Statutes (2023). (f) Upon Developer's receipt of payment by County, Developer will pay Constructors in compliance with section 218.735(6), Florida Statutes (2023). (g) Payments to Developer shall in no way imply approval or acceptance of Developer's work, including but not limited to any defective or deficient work, regardless of whether patent or latent. (h) County shall retain 5% of the gross amount of each payment request. Such sum shall be accumulated and not released to Developer until,final payment is due. 21 1820 (i) Within 30 days after substantial Completion, County will develop a single punch list of items and the estimated cost to complete each item on the list required to render the Work complete,satisfactory and acceptable. Coluinty will, provide a first draft of the punch list within 14 days of Substantial Completion. Developer will notify County of acceptance or of any changes requested within, 7 days of receipt of the punch list. The punch list does not relieve Developer of the responsibility for corrective work or for pending items not yet completed for the Project and any items that acre identified after development of the punch list that are required to correct or complete the Project remain the responsibility of Developer. (j) Within 20 days after delivery of the punch list, County will pay Developer the remaining Contract balance that includes all retainage previously withheld, less an amount equal to 150 percent of the estimated cost to complete the items on the list. Warranty items or items not included in the punch list may not affect the final payment of retainage. M After the delivery of the punch list, Developer will have at least 30 days to complete the Work. Upon completion of all Items on the list, Developer may submit a payment request for the amount withheld by County pursuant to paragraph (j). If a good faith dispute exists as to whether one or more items identified on the list have been completed pursuant to the Contract, County may continue to withhold up to 1510 percent of the total costs to complete such items. (1), If County fails to comply with its responsibilities to develop the punch list within the time limitations provided, Developer may submit an application for payment to County for the remaining balance of the Contract, including all remaining retainage withheld by County. County must pay Developer within 20 business days after receipt of a proper application for payment. If County has provided written notice to Developer specifying the failure of Developer to meet contract requirements in the development of the list of items to be completed, County must pay Developer the remaining balance of the Contract, less an amount equal to 150 percent of the estimated cost to complete the items that County intended to include on the list. (m) County shall, not be obligated to make, payment for amounts that are the subject of a good faith dispute made in writing pursuant to the contract or the subject of a claim brought pursuant to Section, 255,05, ,Gonda Statutes. (n) All payments due under this section and not made within the time periods specified by this section shall bear interest at the rate of 2 percent per month. Section 904. Final Payment. (a) County shall make final payment to Developer within 20 business days after the Work is finally accepted by County, provided that Developer first, and as an explicit condition precedent to the accrual of Developer's right to final payment, shall have furnished County with, a properly executed and notarized final payment affidavit (conditioned only upon receipt of final payment) and releases from all Constructors, or a duly executed copy of the surety's consent to 22, 1821 final payment and such other documentation that may be required by the Contract Documents or County. (b) Developer's acceptance of final payment shall constitute a full waiver of any and all claims by Developer against County arising out of the Contract or otherwise relating to the Project, except those identified in writing by Developer as unsettled in the final application for payment. Neither the acceptance of the Work nor payment by County shall be deemed to be a waiver of Countys right to enforce any obligations of Developer hereunder or to the recovery of damages for defective Work not discovered by County at the time of final inspection,, County retains the right to recover, damages for the recovery of defective or deficient Work not discovered by County at the time of final inspection. After final payment has been made by County to Developer, if County identifies an obligation under the Contract Documents that Developer has not performed, then Developer shall perform the obligation. County shall reimburse Developer for the cost of performing the post final payment obligation only if: (i) County has not previously reimbursed or otherwise paid Developer for performing that obligation, and (H)the cost of reimbursing Developer is within the Funding Limit. Section 905. Owner Direct Purchase. (a) County may elect to buy Project goods directly from providers,to realize sales tax savings in accordance with section 212.08(6), Florida Statutes, and Rule 12AI-094, Florida Administrative Code. Any such election shall be made by County on or before August 9, 2024, and shall be limited to purchases for "single delivery" goods which are valued at $50,0DO or greater including, but riot limited to, the generator, condensing units, AHU, and mini splits, and only in such instances where the utilization of the process will not unreasonably delay Developer's progress on the Work. Developer shall use commercially reasonable efforts to cooperate with, County in this regard by, for example, providing information for the preparation of purchase orders, monitoring deliveries, and approving invoices. Developer shiall also flow down the contract terms to its Constructors outlined in Article VIL The Development Budget shall be adjusted to account for any such direct expenditures by County for items that are delivered to the Site and credited to reflect the amount of tax savings. Before final payment, a final reconciliation of County's direct purchases against the Development Budget will be performed, and Developer will prepare any related deductive change orders for Counity's review and execution. (b) In compliance with Rule 12A1.094, Florida Administrative Code, County will issue a Certificate of Entitlement to Developer and Prime Contractor and to each vendor to affirm that the tangible personal property purchased from that vendor will go into, or become a part of a public work. Notwithstanding anything contained herein 'to the contrary, County agrees that it will comply with the requirements of Section 212.08(6), Florida Statutes, and Rule 12AI.094, Florida Administrative Code, for any direct purchases for which County seeks to receive tax savings. County also acknowledges that in accordance with Section 121.08(6), Florida Statutes, if the Florida Department of Revenue later determines that such sales, in whiich County provided the dealer and Developer and Prime Contractor with a certificate of entitlement to the 23 1822 exemption,were not exempt sales to County,then County shall be liable,for any tax,penalty,and interest determined to be owed on such transactions. ARTICLE X. COUNTY'S RIGHTS AND RESPONSIBILITIES Section 1001.General. (a) County shall give prompt written notice to Developer whenever County observes or otherwise becomes aware of (1) any development that affects the scope or time of performance of Developer's obligations, (2)any defect or nonconformance in Developer's Design and Construction work, or in the performance of any Constructor, or (3)the presence at the Site of any Constituent of Concern, (b) County shall grant Developer access and control over the Site throughout the Access Term. (c) County shall make decisions and carry out its other responsibilities in a timely manner so as not to delay Developer's performance of its obligations under the Contract. Section 1002. Review and Oversight of Project. (c) All submittals that Developer must prepare and deliver to County, for County's review and approval, shall comply with any submittal requirements made a part of this Agreement. County shall conduct such review promptly, and in writing shall either (1) approve the submittal, (2) approve the submittal subject to reasonable conditions, or (3) reject the submittal. County shall approve submittals without conditions unless it can identify with specificity why the submittal is contrary to the Project Requirements or the material terms of the Agreement. Approval of a submittal by County does not change the Project Requirements or any Contract requirements; all changes must be processed in accordance with Article XV below. (d) County shall not be responsible for discovering deficiencies in the technical accuracy of Developer's services, Developer shall correct deficiencies in technical accuracy without additional compensation, unless such corrective action is directly attributable to deficiencies in County-furnished informiation. ARTICLE X1. REPRESENTATIONS AND' iARRANTIES Section 1101. Developer Warranties, Representations and Additional Covenants. Developer hereby warrants, represents and covenants to County as follows: 24 1823 (a) Developer is experienced, competent and qualified to perform the services, duties, obligations and other work contemplated by this Agreement; (b) Developer has and shall maintain at all times during the term of this Agreement sufficient expertise and other resources to perform,its services,duties and ob,ligaitioins under this Agreement; (c) Developer holds and shall maintain at all times during the term of this Agreement all certifications as may be necessary to perform its services, duties and obligations under this Agreement. (d) Developer agrees to provide County with full' access to and involvement in the Project, Without in any manner limiting the foregoing, County and its agents shall have access to the Project for purposes of observing and inspecting the work provided that such observation and inspection shall not unreasonably interfere with the construction of the Project. (e) If County notifies Developer of any work which it believes does not comply, with the Plans and Specifications, or is otherwise inadequate, Developer shall promptly investigate and notify County of any remedial action for such non-compliance that Developer proposes, which County may approve or disapprove.. If such action is approved by County, Developer will promptly take such action and notify County when the action is completed. No failure to inspect or provide notice by County shall relieve Developer from its obligations under this Agreement. (f) Developer has examined and carefully studied the Contract Documents, and all data and reference items identified in the Contract Documents. (g) Developer has visited the Site, conducted a thorough, examination of the site and adjacent areas, and become familiar with and is satisfied as to the general, local, and Site conditions that may affect the Project. (h) Developer is familiar with and is satisfied as to all Laws and Regulations that may affect the Project. (i) Developer has considered the available information, its observations, and the Contract Documents with respect to the effect of such information, observations, and documents on (1) the cost, progress, and performance of Design and Construction; (2) the means, methods, techniques, sequences, and procedures of construction to be employed by Developer; and (3) Developer's safety precautions and programs for the Project. (j) used on the information and observations referred to in the preceding paragraph, Developer agrees that no further examinations, investigations,, explorations, tests, studies,or data are necessary for proceeding with the Project under the Contact terms, pursuant to the Milestones, the Access Term, the Funding Limitation, and in accordance with the other terms and conditions of the Contract. 25 1824 (k) Developer has given County written notice of all conflicts, errors, ambiguities, or discrepancies that Developer has discovered in the Contract Documents, and the written resolution thereof by County is acceptable to Developer. (1) The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for proceeding with the Project. (m) Developer has performed due diligence with respect to the Project costs; has sufficient financial and management strength, for the Project; has or can obtain necessary licenses or can subcontract tasks to licensed entities;and has the skills and experience necessary for successful performance of its Contract obligations, (n) Developer has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Agreement, For the, purposes of this certification: (i) "corrupt practice" means the offering, giving, receiving, or soliciting of anything of value likely to influence the action of:a public official in the solicitation process or in the Agreement execution; (H) "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the solicitaitioln process or the execution of the Agreement to the detriment of County, (b) to establish Contract prices at artificial non-competitive levels, or (c) to deprive County of the benefits of free and open competition; (Hi)"collusive practice"means a scheme or arrangement between two or more proposers, with or without the knowledge of County, a purpose of which is to establish proposal prices at artificial, non-competitive levels; and (iv) "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the proposal process or affect the execution of the Agreement, (o) Developer is not prohibited from doing business with public entities under sections 287,133, 134, 135, 1351, .137, or.138, Florida Statutes(2023), (p) Developer is not on any list of companies declared ineligible, to receive federal contracts (as maintained, for example, by the U.S. Office of Federal Contractor Compliance Programs, Office of Foreign Assets Control, the Excluded Parties List System, etc.). (q) Developer is not participating in a boycott of Israel and is riot on the State Board of Adimii niist ration's "Quarterly List of Scrutinized Companies that Boycott lsrael." W Developer is not on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List (colilectively, "Scrutinized List of Prohibited Companies");to the extent that it is not preempted by,Federal law, does not have business operations in Cuba or Syria; and is not on the State Board of Administration's "Scrutinized List of Prohibited Companies." 26 1825 (s) Developer is registered with, and uses, the E-Verify system for all newly hired employees in accordance with section, 448.095,, Florida Statutes (2023); and has not, within the last year,had a contract terminated under section 448.095(5)(c)by a public employer,contractor, or subcontractor. W Developer is in compliance with all applicable disclosure requirements set forth in section 286,,101, Florida Statutes (2023), and has not been deemed ineligible for a grant or contract funded by a state agency pursuant to section 286.101(7). ARTICLE XII. ENVIRONMENTLC DITI F SITE Section 1201. Constituent of Concern. (a) Except as otherwise disclosed to County in the Environmental Site Assessment Report,conducted by Environmental Corporation of America Inc. in accordance with the Interim Agreement, Developer is not aware of any Constituents of Concern, located at the,Site, (b) If Developer encounters or learns of an undisclosed Constituent of Concern at the Site, then Developer shall notify (1) County and (2) appropriate governmental officials if Developer reasonably concludes that doing so is required by applicable Laws or Regulations. (c) Developer shall be responsible for taking appropriate action to remediate, remove, or manage Constituents of Concern that Developer was aware of or suspected to be at the Site prior to, the Effective Date, but failed to disclose to County, and for all related costs and expenses. Developer and County shall work together to minimize the impact on the Project of the Constituents of Concern, (d) The discovery of any Constituents of Concern discovered after the Effective Date and that Developer was unaware of and did not suspect to be at the Site, shall constitute a Relief Event. Developer and County shall determine the appropriate action to take in response to any Constituents of Concern discovered after the Effective Date and shall negotiate, an equitable adjustment to the Access Term or Milestones (and the Funding Limitation, to the extent the discovery adversely impacts the Development Budget). ARTICLE XIII. INSURANCE AND INDEMNIFICATION Section 1301. Insurance. (a) Developer and Prime Contractor engaged in performance of activities under this Agreement shall comply with the insurance provisions contained in Exhibit F. 27 1826 (b) On or before the Effective Date,and thereafter during the term hereof, Developer shall provide County with original, current certificates of insurance, and renewal certificates of insurance thereafter, executed by a duly authorized representative of each insurer, or by the insurance agent or broker authorized to do so,ais evidence of all insurance policies. No insurance policy required hereunder may be canceled, materially revised, or subject to non-renewal without at least thirty (30) calendar days prior written notice being given to County or, in the event of cancellation for non-payment of premium,ten (10)days prior written notice. Developer shall provide County with renewal certificates of insurance or binders not less than five (5) business days prior to such expiration. Insurance shalt be miain,tained without lapse in coverage during the term of this Agreement. County shall also be given certified copies of Developer's policies of insurance, upon request. (c) The required policies, and any policies of insurance procured by Developer providing coverage in excess of the required, policies, shall provide that the coverage is primary for all purposes, and Developer shall not seek any contribution from any insurance or self- insurance maintained by County. Developer and County shall)share equally any deductible or self- insured retention on insurance required hereunder. (d) Upon cornpletion of the installation of the Temporary Fire Station, County shall be respionsibile for procuring all insurance policies and coverages for the Temporary Fire Station. Section, 1302. Indemnification. Developer hereby agrees to indemnify, protect, defend and hold harmless County, its current and future county commissioners, officers, employees,, agents, representatives, successors and assigns (the "County Indemnitees") from and against any and all claims, actions, suits, proceedings, investigations, audits, losses, liabilities, penalties,fines, sanctions, damages, demands, causes of action, costs and expenses including, but not limited to, all reasonable consulting, engineering, reasonable attorneys (in-house and outside counsel) or other professional fees including disbursements (collectively, "Losses"),which County Inclemnitees,or any of them, may incur or suffer by reason of the following arising out of relating to or resulting from the following actions in Developer's conduct of the Work or the activities of Developer or Constructors on, County's Property in connection with the Work or Developer's breach of this Agreement: (i)bodily injury or death of any natural person; (H)damage to property of any person or entity; (iii) violations of Laws and Regulations; and (iv) misappropriation, infringement or misuse of intellectual property or industrial property rights of a third party; except to the extent any such Losses were caused primarily by the negligent or willful misconduct or omissions of County Inclemnitees, or any of them. Developer's iindeminity olbliigation hereunder shall not be limited in any way by any limitation on the amount or type of damages, compensation, penalty or benefits payable by or for Developer under any statutory program or scheme, including without limitation,any workers compensation,disability benefit or other employee benefit acts. 28 1827 ARTICLE,XIV. ASSIGNMENT AND TRANSFER; NO THIRD-PARTY BENEFICIARIES Developer shall not permit this Agreement or any of its obligations or rights hereunder to be delegated or assigned voluntarily, involuntarily or by, operation of law, without the express prior written authorization of County at its sole and absolute discretion; provided, hiowever,that Developer shall be permitted to assign this agreement in whole to an affiliate of Developer, so long as Developer is in control of such affiliate and such assignment does not relieve Developer of its financial obligations under this Agreement. No such written authorization, however, shall be construed as discharging or releasing Developer from the fulfillment of other obligations under this Agreement.This Agreement shall inure to the benefit of and bind the Parties and their permitted successors and permitted assigns, ARTICLE XV. CHANGES Section 1501. Relief Events. Subject to the terms of this Agreement, County or Developer may seek a change In Milestones or the Access Term (or, as noted parenthetically, in the Funding Limitation), by submitting a proposed Change Ordier to, the other Party, indicating the Relief Event that is the basis for such proposed change, and following the administrative terms in Section 1502.The Parties acknio;wliedge the following specific possible, Relief Events: • Chainges in Laws or Regulations; • Breach of this Agreement by other Party; • Discovery of Constituents of Concern; • Temporary restraining orders or injunctions imposed on Project by a court;or • Failure by County to acquire clear title to the Fire Station Site (Exhibit A-1) by August 1, 2024. In the event a! Relief Event delays the Project by more than, 130 days, and such delay was not caused by Developer, Developer shall be entitled to seek a change in the Funding Limitation, provided Developer can demonstrate the delay has adversely impacted the Development Budget. Section 1502. Administration of Proposed Contract Changes. (a) When a possible Relief Event occurs, the Party seeking relief shall give the other Party prompt notice of the Relief Event, not exceeding 30 days after the possible Relief Event occurs. 29 1828 (b) Within 30 days after giving notice,the Party seeking relief shall submit to the other Party a proposed Change Order, in a form attached hereto as Exhibit D, including detailed supporting documentation. (c) The Parties shall meet and confer regarding the Change Order and attempt to negotiate an agreeable resolution, All mutually agreed Change Orders shall be made part of this Agreement via an amendment pursuant to Section 1715. (d) If negotiations are not successful, then the Party seeking relief shall present the other Party with a final position in the form of a specific proposed Change Order, The receiving Party shall approve or reject the proposed Change Order within 30 days of receipt. If the receiving Party has not approved or rejected the proposed Change Order within 30 days after receipt, the proposed Change Order shall be deemed rejected. (e) In the case of a rejection of the proposed Change order, the Party seeking relief shall have the option of exercising its rights under Article XVI, Final Resolution of Disputes. ARTICLE XVI. FINAL RESOLUTION OF DISPUTES Section 1601. Unresolved Change Order. if:the Party submitting a Change Order under Article XV does not obtain the relief sought, and the administrative procedures set out in Section 1502 have been followed, the Party may proceed to the final resolution of disputes under this Article. Section 1602. Mediation. If the Designated Representatives cannot resolve any unsettled Change Order, claims, counterclaims, d�isp�utes, and other matters in question between them arising out of or relating to the Project, or the Contract or the breach thereof ("Dispute"), then the Designated Representatives will refer the Dispute to the County Attorney and the general counsel of Developer, or any other officer duly appointed by Developer, If County and Developer cannot resolve the Dispute within 30 days after referral of the Dispute to such officers, then either Party may request mediation of the Dispute by a mutually acceptable mediator. The Parties will participate in the mediation process in good faith. The process shall be conducted on a confidential basis and shall be completed within 120 days of submission to mediation.The Parties will share equally the mediator's fees and related charges. Section 1603. Final Resolution of Disputes. If neither Party requests mediation, or if mediation is unsuccessful in resolving a Dispute, then (a) the Parties may mutually agree to a dispute resolution of their choice, or(b) either Party may seek to have the Dispute resolved by litigation. IN THE EVENT LITIGATION 15 PROSECUTED 30 1829 BY ANY PARTY, COUNTY AND DEVELOPER AGREE TO TEE MAXIMUM EXTENT PERMISSIBLE BY LAW TO WAIVE TRIAL BY JURY. The sole and exclusive venue for resolution of any Dispute shall be the state court s in Monroe County, Florida. In no event shall the existence of litigation of any controversy or the settlement thereof in and of itself delay the performance of obligations under this Agreement. ARTICLE XVIL MISCELLANEOUS Section 1701. Controlling Law. This Agreement is governed by and will be interpreted and enforced under the laws of the State of Florida. Nothing contained herein shall be construed as a waiver of any immunity or limitation of liability County may be entitled to under the doctrine of sovereign immunity or Section 768,28, Florida Statutes. Section 1702. Laws and Regulations. County and Developer shall comply with; applicable Laws and Regulations. Developer specifically agrees that in the performance of the Project, it shall at all times comply with and cause each of its development team members and other contractors, subcontractors, vendors, consultants and agents to fully comply with all applicable laws, including environmental Laws, permits, requ:i:rements of governmental authorities,, and good industry practice. Developer shall' possess and take commercially reasonable measures to assure that Developer's team members and contractors, and subcontractors possess, andi maintain in effect all licenses, permits, registrations, certificates, and authorizations required by any law or by any governmental authority for the Project. Section 1703. Notices. Any notice, demand, request, consent, approval or other communication authorized or required hereunder (excluding day-to-day communication in the administration of this Agreement in the ordinary course)shall be in writing, shall be delivered personally or by national recognized overnight courier and shall be deemed to have been duly given and received upon receipt if delivery is made on a business day during regular business hours, or otherwise on the next business day. Confirmation of delivery of notice by an overnight courier shall be conclusive evidence of receipt of such notice. Notices to a party shall be addressed to such party at the addresses provided below, or such other addresses as a party may from time to time designate by written notice to the other party: 31 1830 If to County Kevin Wilson Assistant County Administrator Monroe County 1100 Simonton Street, Room 2-205 Key West, FL 330140 Email Wilson-kevin@monroecounty-flgov With a copy to: Joseph X. DiNovo Assistant County Attorney Monroe County 1111 12th Street, Ste,408 Key West, FL 33040 Email dinovo-joseph@monroecounty-fl.gov If to Developer Fortress Secured, LLC 421 S. Summerlin Avenue Orlando, FL 32801 Attn., Matt Everett Email Matt@fortresssecured.com With a copy to: Nelson Mullins 390 N. Orange Avenue,Ste, 1400 Orlando, FL 32801 Attn: Kate Stangle Email kate.stangle@nelsonmullims.com Section 1704. Severability. if any of the provisions of the Agreement shall contravene or be invalid under the laws of the State of Florida, such contravention or invalidity shall not invalidate the entire Agreement,, but it shall be construed as if not containing the particular provision or provisions held to be invalid, and the rights and obligations of the Parties shall be construed and enforced accordingly., Section 1705. No Waiver. No waiver of provisions of the Agreement or any amendment thereto shall be effective unless they are in writing and signed by the Party against which enforcement is to be had. Section 1706. Mutual Waiver. in no event shall either Party have any liability to the other or its affiliates, contractors or subcontractors on account of any consequential, incidental, indirect, special, punitive or exemplary damages, whether in contract, tort (including negligence and strict liability) or under 32 1831 any other legal or equitable principles whatsoever, or for any loss of profits, opportunity, reputation,financing or revenue. Section 1,707. Independent Contractor. WhHe Section 255.065, Florida Statutes, refers to public-private partnerships, that reference is to a means of project delivery, and not a description of a legal entity or relationship. The Contract does not create any principal-agent or employer-employee relationship, partnership, or joint-venture between the Parties. Section 1708. Contractors and Consultants. Developer may retain such contractors and consultants as Developer deems necessary to assist in the performance or furnishing of Developer's responsibilities, subject to reasonable, timely,and'substantive objections by County. Developer Team members are identified on Exhibit E attached hereto. Developer shall provide County notice of any changes or substitutions of Developer Team members, Section 1709. Electronic Transmittals. (a) County and Developer may transmit, and shall accept, Project-related correspondence,documents,text,data, drawings,information, and graphics, in electronic media or digital format, either directly, or through access to a secure Project website, in accordance with a mutually agreeable protocol. (b) County and Developer shall jointly develop protocols for electronic or digital transmittals. Section 1710. Use of Documents. Developer shall provide County with final record drawings for all Project Facilities. County may retain copies of all such drawings for information and reference in connection with the Project Facilities, Upon final, payment by County of the compensation due to Developer under this Agreement, all rights and interests, including the copyright, in the design, including any Drawings and Specifications, shall pass to County, subject to the following,limitations: (a) County acknowledges that such documents are not intended or represented to be suitable for use on the Project unless completed by Developer, or for use or reuse by County or others on extensions of the,Project,on any other project,or for any other use or purpose,without written verification or adaptation by Developer or a duly licensed design professional; (b) Any such use or reuse, or any modification of the documents, without written verification, completion, or adaptation by Developer, as appropriate for the specific purpose 33 1832 intended, will be at County's sole risk and without liability or legaill exposure to Developer or to its officers, directors, members, partners, agents, employees, and consultants,. Section 1711. Designated Representatives. The Parties designate the following individuals to act as their representatives with respect to the responsibilities under the Contract. County 2tyglo er p_ Kevin Wilson Matt Everett Each individual shall have authority to transmit instructions, receive information!, and render decisions relative to the Project on behalf of the respective Party whom the individual represents. Either Party may change its Designated Representative by proving,written notice of the change to the other Party in accordance with the Notices section of this Agreement. To facilitate efficient communication and information exchange relating to the Project,all official communication about material iissues related to the Project shall flow through the Designated Representatives. Each Designated Representative is responsible for the further dissemination of information to other members of their respective teams. Each Designated Representative will actively involve and make available other team members to participate in regularly scheduled Project planning and progress meetings. Section 1712. Counterparts. This Agreement may be executed in one or more counterparts, any one of which need not contain the signatures of more than one party, but all of which when taken together shall constitute one and the same instrument. The Parties agree that an electronic version of this Agreement shall have the same legal effect and enforceability as a paper version. The Parties further agree that this Agreement, regardless of whether in electronic or paper form, may be executed by use of electronic signatures. Electronic si,gn,atures shall have the same legal effect and enforceability as manually written signatures. County shall determine the means and methods by which electronic signatures may be used to execute this Agreement and shall provide Developer with instructions on how to use said method. Delivery of this Agreement or any other document contemplated hereby, bearing an manually written or electronic signature by, facsimile transmission (whether directly from one facsimile idevice to another by means of a dial-up connection or whether mediated by the worldwide web), by electronic mail in "portable document format" (",pdf") form, or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original or electronic signature, 34 1833 Section 1713. Public Records. (a) Any document submitted to County may be a public record and is open for inspection or copying by any person or entity. "Public records" are defined as all documents, papers, letters, neaps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business by any agency per Section 119.011(12), Florida Statutes. Any public record is subject to: inspection and copying unless exempted under Chapter 1,19, Florida Statutes, or as otherwise provided by law. (c) In accordance with Section 119.07'01, Florida Statutes, Developer,when acting on behalf of County, as provided under Section 119.011(2), Florida Statues, shall keep and maintain, public records as required by law and retain therm as provided by the General Record Schedule established by the Department of State. Upon request from Caunty's custodian of public records, provide County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time unless exempted under Chapter 119, Florida Statutes, or as otherwise provided by law.Additionally, Developer shall provide the public records at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (d) Developer shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements,including materials exempt from diisclosuire pursuant to Section 119.071(3)(b)(1), Florida Statutes, are not disclosed except as authorized by law for the duration of this Agreement and following completion of this Agreement if Developer does not transfer the records to County. Upon the completion of the Agreement, Developer shall transfer, at no cost, to County all public records in the possession of Developer and shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to County, upon request from County's custodian of public records, in a format that is compatible with the information technology system of County. IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO DEVELOPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACTTHE CUSTODIAN OF PUBLIC RECORDS, BRIAA N BRADLEY, AT (30S) 295- 3177,1111 12TH STREET,SUITE 408,KEY WEST, FL 33040,BRADLEY-BRIANI@ MON RO:ECOUN:ITY- FL.GOV. (e) Subject to any statutory, requirements, Developer shall maintain the confidentiality of all financial and other operational information relating to the Project, except to the extent that (i) disclosure is required by law, (6) disclosure is, required for any filing or application in connection with a permit,certificate of occupancy, license or franchise, or i(iii)such con-fidentiall information needs to be provided to any other consulltaint or professional being engaged by or on behalf of County. 35 1834 Section 1714. Warranty of Authority; Binding Agreement. The Parties represent and warrant that the signatories below are duly authorized by the Party each represents to enter into this Agreement, and by their signatures do bind the Parties to the terms of this Agreement. Section 1715.Amendments. This Agreement may be arnencled or modified only in writing, executed by each Party, Any approved Change Orders will be, made part of this Agreement via written amendment. A waiver of enforcement of any obligation or waiver of covenant or the exercise of any right or remedy shall be in writing and signed by the Party to be bound thereby in order to be effective, The provisions of this Agreement are severable and the invalidity of one, or more of the other provisions hereof shall not affect the validity or enforceability of any of the provisions hereof. This Agreement is the product of negotiation and, neither Party shall be burdened by any presumption on the basis of its involvement in the drafting and preparation of this Agreement. Section 1716.Agreement Copyright. The form of this Agreement is a modified version of EJCDC11 P3-508, Copyright (D 2014 by the National Society of Professional Engineers,American Society of Civil Engineers, and American Council of Engineering Companies, or is based in part on exicerpts,from EJCDC documents.Those portions of the text that originated in published EJCDC documents remain subject to the copyright. ARTICLE XVIII. SUSPENSION AND TERMINATION Section 1801. Suspension. County may suspend the Project for up to 90 days upon seven days written notice to Developer. County shall be responsible for direct, reasonable, and clocumented costs resulting from the suspension, including all demobilization, remobilization, lost fees, revenue, impact on financing costs and reasonable Site overhead costs resulting from any suspension. Section 1802.Termination. (a) if Developer shall materially breach, violate or faill or refuse to, timely perform in accordance with the requirements hereof any of the terms, conditions, covenants or agreements made by Developer herein, (a "Developer Default"), County, shall have the right to give written notice of such Developer Default to Developer, and if,within 30 days after receipt of such notice, Developer has not promptly commenced or proposed for County consent its recommended course of action to cure such default (and thereafter diligently pursues such cure to completion 36 1835 within the period for the performance and completion of the Project),the rights and remedies of County shall include the right to,terminate this,Agreement by giving written notice to Developer, whereupon this Agreement shall automatically cease and terminate, subject, however, to the rights and remedies of County, to recover damages sustained by County and other available remedies, and survival of Developer's indemnity and insurance obl,ig,aitions hereunder. (b) If County shall materially breach, violate or fail or refuse to timely perform in accordance with the requirements hereof any of the terms, conditions, covenants or agreernents made by County, herein (a "County Default"), Developer shall have the right to give written notice of such County Default to County, and if, within 3,0 days after receipt of such notice, County has not promptly commenced or proposed for Developer consent its recommended course of action to,cure such default(and thereafter diligently pursues such cure to completion within the period for the performance and completion of the Project), the rights and remedies of Developer shall include the right to terminate this Agreement by giving written notice to County, whereupon this Agreement shall automatically cease and terminate. In such event, County shall pay Developer the value of Work completed based upon the percentage of work completed to the extent not already paid by County, in addition to all other direct, reasonable, and documented costs resulting from the termination, including all demobilization, costs incurred by Developer to terminate contracts with any subcontractors, and the reasonable cost of County approved materials, which have been delivered but not paid for by County and cannot be used otherwise. Section 1803. Annual Appropriations., (a) The performance and obligation to pay by County under this Agreement is contingent upon an annual appropriation by the Board of County Commissioners and the approval of the Board members at the time of Agreement initiation and its duration. (b) If funds are not appropriated for this Agreement, then this Agreement shall terminate as of September 301 of the last fiscal year for which funds were appropriated. County shall notify Developer in writing of any such non-allocation of funds as soon as possible. If this Agreement is so terminated, County will pay Developer a pro rata share of the firm fixed price for the portion of Work actually provided before the date of termination. Developer will not be entitled to recover any damages in connection with a termination for non-'appropriation, including, but not limited to, lost profits on future' or . [signatures on next page] 37 1836 IN WITNESS WHEREOF,the Parties have caused this Agreement to be executed by their duly authorized representatives and agree to be bound hereby as of the Effective Date: MONROE COUNTY ATTORNEYS OFFICE APPROVED AS TO FORM MONROE COUNTY, FLORIDA ` IS1'ANT COUNTY ATTORNEY Holly Merrill Rasche'rn, Mayor �` isAtet: tin Madok, Clerk --�- A 6 D AV Clerk r as FORTRE Cu , LLpp e G , VP f 'Date: 7 O CJ. G� 1837 EXHIBIT A-1 Legal Description of Site Fire Station Site A Tract of land in a part of Govt Lot 3, Sec. 3, T67S, R27E, on Sugarloaf Kay, Monroe County, Florida and being more particularly described by metes as bounds as follows: Commending at the intersection of the West Line of Gov't Lot 3 and the Northerly right-of-way of U.S. Highway No. 1, bear North, 56 degrees, 02 m,inutes and 38,seconds East along the Northerly right-of-way line of U.S, Highway No. 1 for a distance of 644.56,feet to the Point of Beginning of the tract of land hereinafter described; from said Point of Beginning, continue bearing North 56 degrees, 02 minutes and 38 seconds East along the Northerly right-of-way of U.S. Highway No. 1, 100.0 feet; thence bear North 33 degrees 57 minutes and 22 seconds West, 110.0 feet; thence beat South 56 degrees, 02 minutes and 38 seconds West, 100.0 feet; Thence bear South 33 degrees, 57 minutes and 22 seconds East for a distance of 110.0,feet bac to the Point of Beginning. Together with LANDS DESCRIBED IN OFFICIAL RECORDS BOOK 691, PAGE 384 OF THE PUBLIC RECORDS OF MONROE COUNTY, FLORIDA: A Tract of land Easterly of the adjacent to "THE SUGARLOAF VOLUNTEER FIRE DEPARTMENT PROPERTY" on Sugarloaf Key, Monroe County, Florida and being more particularly decided by metes and bounds as follow: Being a part of Government Lot 3,Section 3,T. 66S., R.27E.,commencing at the Southeast Corner of"THE SUGARLOAF VOLUNTEER FIRE DEPARTMENT PROPERTY" as described in Official' Records Books OR415-48 and OR416-914, said Corner being the POINT CuF BEGINNING of the tract of land hereinafter described and also being on the Northerly right-of-way line of U.S. Highway No. 1, bear North 56 degrees, 02 minutes and 38 seconds East, along the northerly right-of-,way line of U.S. Highway No 1, 100 feet;thence bear North 33 degrees, 57 minutes and 22 seconds West 110 feet; thence bear South 56 degrees, 02 minutes and 38 seconds West, 100 feet to the Northeast corner of "THE SUGARLOAF VOLUNTEER FIRE DEPARTMENT PROPERTY"; thence bear South 33 degrees, 57 minutes and 22 seconds East, along the Eastly line of the" THE SUGARLOAF VOLUNTEER FIRE DEPARTMENT PROPERTY", 110 feet back to the POINT OF BEGINNING. Containing 0,505 acres or 22,000 square feet, more or less. Together with a portion of the Existing Right of Way of State Road 5 (Overseas Highway/U.S, Highway No. 1) as per Deed Book G-6, Page 42 and as shown on, Florida Department of Transportation Right of Way Map. Section 90020, lying in Government Lot 3,Section 3, Township 67 South, Range 27 East, Sugarloaf Key, Monroe County, Florida, more particularly described as follows: 1838 Commence at the Intersection of Sugarloaf Boulevard with the Baseline of Survey of State Road 5 (Overseas Highway/U.S. Highway No. 1) as per said Florida Department of Transportation Right of Way Map, Section 90020; Thence N56*19'03"E along said Baseline of Survey of State Road 5 (Overseas Highway/U.S. Highway No. 1)for a distance of 796.10 feet;Thence N33040'57"W for a distance of 53.00 feet to the Northwesterly Right of Way line of State Road 5 (Overseas Highway/U.S. Highway No. 1) and THE POINT OF BEGINNING of the following described parcel; Thence continue N33'40'57"W for a distance of 47.00 feet to said Northwesterly Right of Way line of State Road 5 (Overseas Highway/U.S. Highway No. 1); Thence N56019'03"E along said Northwesterly Right of Way line of State Road 5 (Overseas Highway/U.S. Highway No. 1) for a distance of 219.96 feet;Thence S33*40'57"E for a distance of 47.00 feet;Thence S56019'03"W for a distance of 219.96 feet to THE POINT OF BEGINNING. Containing 10,338 square feet or 0.237 acres, more or less. Temporary Fire Station Site Tract "A" and Tract "B", Replat Section of Lots 1 and 2, Sugarloaf Shores, according to the Plat thereof, recorded in Plat Book 7, Page 33, of the Public Records of Monroe County, Florida. 1839 EXHIBIT A-2 DEVELOPMENT PLAN 1840 ugado f Exhibit A-2 Development Plian, Site Plan Concept w.�.. . w w..mw.. x w, g ♦uD w"sxe„ 6 67 *h it T 1841 Sugarloaf Exhibit A-2 DevelopmentPlan —Floor Plea Concepts "n�,,an� D z, qk h +u io ' G II 6 ii � P k �d p . 7 m r Ww.bp m +Mbu 1 g� �wto P 17 4 lP d IYb dd^'i) i ��ti pY 9^' awm w A C ry a�. Cb�ll9E}¢k ri4,RM 5'CACW�4J�tl. wu? 1842 Sugarloaf Exhibit A-2Development Plan — Elevation Concepts m fw (0 ,�W� LEa� d u , m„� a 7 RMa k, x p CV, 1843 Sugarloaf Exhibit A-2 Development Plan —Temp Station Concept oil i � } `I '9� i r t� s�,�v�"�`� �10� ✓ /�iy rr ��°r �%!Nw � I��j; V � F o i OMA U r 1844 EXHIBIT B Development Budget 1845 Budget Code Description Amount 1 00-0000-00-3146.0 Permit Fees,Other Permit Fees $42,449.00 2 00-0000-00-7316.0 Insurance Requirements,Other Builders Risk $212,224.00 3 00-0000-00-6113.0 Performance/Payment Bond.Other Performance Bond $84,897,00 00-0000-00-9505.0 Civil Engineering-Const Docs& Civil Engineering $104,519.00 Approval.Other 5 00-0000-00-9507.0 Architecture-Const Docs&Approval.Other Architecture $556,375.00 T 01-0000-01-3100.0 Project Mgmt and Coordination.Other General-Conditions $530,609.00 7 02-0000-02-2100,0 Surveys.Other Surveys -P-.238,00 8 02-06-00--62--2219,0 Traffic Assess.Other Traffic Assessment� $12,735.00 9 02-0000-02-3200,0 Geotechnical Investigations.0ther Geotechnical Investigation $12,457.00 _1_0 02-0000-02-2400.0 Environmental Assess.Other Environmental Assessment $7,073,00 71 02--0-0-00-0-2---2623.0-Asbestos Assess.Other -Asbestos Assessment $4,218,00 _1_2-03-0000--03-3000.0 Cast-in-Place Concrete.Other Concrete $783,622.00 73 04-0000-04-2200.0 Concrete Unit Masonry.Other -Masonry $1,679,190.00 14 06:0000 05 5100.0 Metal Stairs.Other Metal Stairs&Handrails $100.816,00 75 06-0040 06 4116.0 Plastic-Laminate-Clad Architectural Millwork&Countertops $16,770.00 Cabinets.Other 16 07-0000-07-2100.0 Thermal Insulation.0ther Insulation $13,907,00 17 07-0000-07-5423.0 Thermoplastic-PolyNefin Roof.OFe-r Roofing $212,2M0Z0 18 08-0000-08-1000,0 Doors and Frames.Other Doors,Frames&Hardware $86,444,00 19 08-0000-08-3323.0 Overhead Coiling Doors,Other Overhead-Doors $82,,92400 TO 08-0000-08-4100.0 Entrances and Storefronts.Other Storefronts $68,979,00 71-09-0000-09-2216.0 Ion-Structural Metal Framing.OtFe-r Interior Framing $214746.-00 22 09-0000-09-2900.0 Gypsum Board.Other Drywall&Finishing $140,930.00 23 09-0000-09-2423.0 Stucco Stucco $450,475.00 24 09-0000-09-3013.0 Ceramic Tifing.0ther Tiling $15,955,00 25 09-0000-09-5100.0 Acoustical Ceilings,Other Acoustical Ceilings $15,388,00 26 09-0000-09-6500.0 Resilient Flooring.0ther Resilient Flooring&Moisture $14,364.00 T 09-0000-09-6566.0 Resilient Athletic Flooring,Other Rubber Flooring $4,147.00 38-09-0000-09-9113-0 Exterior PaInting.0ther Exterior Painting $44,552.00 729 09-0000-09-9123.0 Interior Painting.Other Interior Painting $45,651.00 30 09-0000-09-9723.0 Concrete and Masonry Coatings,Other Sealed Concrete $22,887.00 1 10-0000-10-1400,0 Signage.0ther Signage $19,688,00 32- 10-0000-10-2813.0 Toilet Accessor es.Other Toilet Accessories $6,898.00 33 10-0000-10-7316,0 Canopies.Other Canopies $26,530,00 34 10-0000-10-7500.0 Flagpoles.0ther- Flagpole $13,265_0_0 35 11-0000-11-3000.0 FF&E FF&E $172,394,00 M 11-066-0--1 f-_2000.6-Spec-ialized-Equipment Specialized Equipment $406,717.00 37 13-0000-13-1000.0 Special Facility Components.Other Temp Facility-Design& $111.946.00 Permitting 38 13-0000-13-1000.0 Special Facility Components.Other Temp Facility-Site Work $111,946,00 39 fh_134x_0-1 3_-_1060.6 Special FacilityComponents.Other Temp Facility-Buildings $231,247.00 TO- 14-0000-14-2400,0 Hydraulic Elevators,Other Elevator $100,816,00 71 21-0000-21-1300.0 Fire-Suppression Sprjnklers.Other_Fire-Sprinklers $68,979.00 Plumbing Rough $94,478-0-0 1846 Budget Code Description Amount 73 22-6-00-0-22-4000.0 Plumbing Fixtures.Ctther Plumbing Trim Out $115,67100 44-23-01000-23-31 00.0 HVAC Ducts ands Casings.0ther Mechanical Rough $217,570 0-0 75 23-0000-23-3813.0 Comm ial-Kitchen Hoods-Other Capi Hood $22,174M 76 23-0000-23-0900.0 Instwmentation and Control for Pwtechanical Trim—Out —$_1 14- ,85-8.00-- HVAC.Other 77 26-0000-26-0533.0 Raceway and Boxes for ElectricaF—Electrical Rough--- $222,890-0 Systems,Other 48 26-000,01-26-20,010.0 Low-Voiltage Electrical Distribution.Other Electrical Trim Out $419,116,00 49 311-0000-31-2500.0 Erosion and Sedimentation C;n—troisother Erosion Control 9.40 50 31-0000-31-2200.0 Grading.Other Final Grading $64,628.04 51 31-0000-31-2323.0 Fill.Other FiI19lmporUGrading/Sta —$426.658.00 52 31-0000-31-6000.0 Special Foundations&Uid-—Bearing- Tager Cast Pilings i $,226,782,00 Elements.Other 53 32-0000432--1600.0 Curbs,Gutters,Sidewalks, Type_DCud i-- $22,073.00 Driveway:s.Other 54 32-0000-32-1723.0 Pavernent Markings.O,thier Pavement Markings&Signage $26,128.00 55 32-0000-32-8400,0 Planting Irrigation.Other Irrigation $57,612.00 56 32-0000-32-9000.0 Planting.0ther Landscaping $156,943,00 57 31-0000-33-1000.0 Waiter Utilifies,01her Water&Fire Service Utilities $1167,894.00 38-33-0000-33-3000.0 Sanitary Sewerage Utilities,Other Sanitary Sewerage Utilities S64,900.00 79 33-0000-33-3000.0 Sanitary Sewerage U tNtje:s.Othe7—Uft-—Station $97,865M TO-33-0000.33-4000.0 Storm Dra,inaige Ufifitie&Other Storm Draiinage Utilities $204 W-00 Grand Total: $9 610 102.00 1847 EXHIBIT Project Development Schedule 1848 Task Start Date End Date Days Proposal OVUM 07101J24 P3 Sub to WS 04110122 04119J22 1d Advertleling Period 04=1422 0512 ' 3rd Pony Reviewer Engagement W011122 08/20f22 20d RPE Proposal Award-Selection of Prevailing Pra 1 07121122 07/2IJ22 id Agreement 0011=2 05127 Od NF1 Lem Draft 08119/22 OW271.22' 9d WFI Finial Lease 10110122 06/01124 601d Inte"Agreement 011118123 0112712310d Soft Cog Budget for Interim Agree nt 09/27122 01/03123 ON CornioohensWe Agreement 12101123 07101124 2114d Project Discovery 081 09114122 P:*ct Requirennonts Discussions with RPE 00101122 08123f22 23d Prototype Selections.Floorplan Concept 101odifications, 06101122 0911Q22 45d Site Concepts 03101122 0911 45d Due oiligence 10106122 12111 Su JTop*/ALT 11101/22 1111912219d Environniental Phase t 10J06122 10130/22 2 Geotsch end Bodogs 10 122 11109122 35d Environfrental I aad Study 101OW22 12111122 6 d Preliminary 7raf:Study 11101122 11119M 1 inistland/Endangered Species 10131J22 11103J22 40 Design 1:0102122 M20124 Design Concept for Chent Review 101 0112 117'd Concept-Client Approval 04117123 04117123 1 d be Design 04118123 OS103M 1 Arch.Conit OrawilIg 30% W04M MSW 25d: Arch.Const Drawing 60% 0 12'3 12101W 107d Project Budget Estimating 1210 3 01/17124 47d Const Drawings 90 12107123 04101M 117d A -Constmobon Drawings 100% 04107124 00120124 138d' Design Start 04119123 0411&123 1d Design Dav 30 05119123 0611111 1d DesignCM Dev W% 12102r23 01)15124 45d Con Ngs 90% 04102124 0412 4 25d' CM.,Construction Dwg&1000 04127124 4 102d 1OD%CD Set Subafti to County OaMM24 08107/24 1d Ens` amw On ila 051 W3 12f05124 Derno,Perm" Sub I 0610 4 OBION24 1d Demo Perrillit Review 081 124 09104124 30d Dom Pe Approval 09 124 0910 I'd loterrii Review Cyr a.Varlence Approvals submittal 06MM 05)290, 11d1 Planing Review Cow ' e'-VarksnC.e Approvals Review PorlDd O5 /23 MI&24 445d Planing Review Co -Vationce Approved 06117124 00117/244 1d P g-Binding submitted 09120124 09120124 1d Pe uldi Pernlit Review Period 09J21C4 12104J24 75d Pe Ing Peard Issued 12J05J24 12105J24 1d Entitlements-oftite Permiffing 10810OJ24 12/20124 Water ktrrt Dow"i Submitted O9.PO91124 051111124 1d Misr Mgmt Dwgs Review Pe 11J24 10110124 60d Water PAgntP Issued 1 Oil W4 11109n4l 1d Submiaed 00J09124 M11124, 1d s Review Period 00111124 10/10124 60d UM-Permit issued 1'0110124 111091241d FDOT DrawingsSubmitted 00109124 081111241d FDOT-Drawings Review Pedod 08111124 101 0J24 100d FDOT •petit,Issued 1012=4 11119124 1 d Off-Sile,Permit Issued 12105/24 12/20124 1d Ancillary CM Pe s-CEPyetc 08109124 11109124 92 Construction IM0124 0610W26 Temporary Fee Station(trailers and Infrastructure) 12120124 02123125 60d Demolition 02123125 04124125 21d Ste Construction 03J2O125 01114126 150d Euil itug Contriniclkun 06MOM 05124120 365d Cos Tower Construction y Others) Cenificate of Occupancy 05424126 06103126 1 d Tau -overt OM J Warranty 05124126 OWOMA 15d 1849 H IBIT Application for Payment Farm Change Circler Form 1850 CHANGE ORDER NO.: 1#1 Owner: Monroe County, Florida Owner Professional: Kevin Wilson, P.E. Developer: Fortress Secured, LLC Developer Architect: Saltz Michelson Architects Developer Engineer: Chen Moore&Associates Developer Prime Contractor., Summit Construction Management Group Contract Name: Comprehensive Agreement for Delivery of Fire Station on Sugarloaf Key The Contract is modified as follows upon execution of this Change Order: Description: [Description of the change] Attachments: [List documents related to the change] Change in Contract Times [State Contract Times as either a specific Change in Contract Price date or a number of days] Original Contract Price: Original Contract Times: Substantial May 31, 2026 Completion: $ 9,610,275,00 Ready for final July 15, 2026 payment: [increase] [Decrease]from previously approved [increase][Decrease]from previously approved Change Orders No. I to No.[Number of previous Change Orders No.1 to No.[Number of previous Change Order]: Change Order]: Substantial Completion: $ Ready for final payment: Contract Price prior to this Change Order: Contract Times prior to this Change Order: Substantial Completion: Ready for final payment: [increase] [Decrease]this Change Order: [increase] [Decrease]this Change Order: Substantial Completion: $ Ready for final payment: Contract Price incorporating this Change Order- Contract Times with all approved Change&-r-ders. Substantial Completion: Ready for final payment: 1851 a) U N N N N c f6 a) c U_ E � T CL m U m s a) U a w c c N N m s o 0 o '> co) E Iz ❑ m � w m c 0 s c L � � N cu Y c O) m a c 0 ,a) Q a) U 0 a o m o a) c a) c Y O a N E n O 0 c 9 O O E > .0 N O Ln C w ❑ m a a) o > c Q U E R N N T N n5 a N a al c N a) U a w ° m E J o LD O U > T o m fl_ N N a m m f a o U C U a) fl L cn Ln a) m a) m Q m a n o a o cn o CD a a)_ ¢ j N N N > N a N c a) c0i `� o n ❑ c o a) p aim a) N LL a c I, Z a rn m w 3 c W ca 'ini W Z H O ❑ a) - a a s N m > c a) 3 W O Z Q F U a U a) E 0 o o N a U W W U a 0 Y � cu W N ` U w 00 J V O V w t o o � W > o o o T a W O> 10 O ~ ❑ N ❑ m U to E z a.Q ? a ? a U O O o O O o O O in o O o 0 z o 0 0 0 0 0 0 0 0 o 0 0 IJJ C N O N O O O O O N Z O O O U O 69 O 69 tq fH 69 vi O O 69 69 fA w c 0 O O O V C) U 7 O O `0 c 'Z- E9 69 64 W _ 0 rz �6 N U O N U U CD CD p W L) O O O y} O W 2 O CDO U M�,M..) 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O O 0 0 O 0 O oo O O O O O O O O O O O O O O O O O O o 0 o O O O O O a O O O O O O O O S V 4 C aR aL a� 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 a b T .-I N N g m M 3� m T ei a N m 01 ei � 1� 10 U w ei w tR N w M w w l0 w w 1� w w N w N yX M tlf Hf M M W W Y `a a m e a m °1 c �a •S E E U L '¢ L C N Q W N •U N N — d - LL LL Q W c o 0 0 0 0 0 0 0 z 0 0 0 0 0 0 0 0 Q O r+ O O N O r+ N m O N O N 7 O N C O d N N M '~ N N N N M 1855 O Ca aX o R CV C1 Gl m v' O tV y0� a a N t V N L^ w oY OJ rn J m � It.. 0 0 0 o a O a W O R LL O R Cl N W fay+ a«� UN O a O LL y GI O R� $aN a O O o o w LL a � � s v F a E O N O V 3 O Y O O W LI E" O LL O O a � � N a m y 3 L m rn O+ A N yf iSY O O a O S V 4 C aR aL a� 0 0 a a LZ m U w � Yn � R f C R Y `a a m e a m G v - m w m � - m v m n o - a c z 1856 EXHIBIT E Sugarloaf Exhibit E-Project Team Listing SUgairllaaf Key Hire_Rescue Station 10 1717'5 Overseas liwnry,Sugarpraaf Key,FL 33042 Project Team Listing Deveep)Per Poi rlt e.2ant,act, Math F:vere,t:t Fortress Secured,LLC ma tt @ lort,esssecu red,corn Dev6olpter Legal Contact-Kate:Stangle Nelson Mullins Late.stangle nelsonmulllms.com Construction Project Mgr Contact-1-1 eather Botha Summit CMG,LLC p'oCYat ser.is�tPaatr�, o urnBtr.'mre�r fsBs.aasrxs Cons�trustion Billing,Mgr-'traicy tl3uvall �SumrmitClviG,LLC trarcy.dtavali@uurrnavnitc:mgroup.com Project Administration Roies and Responsibilities Oversees the de sngn to arn X Oversees the construction team X Approve,design rnfleestones-&01%,,1,00%,Specs,FFE X Assess project rust X i vahi<atte project pan rlormae"ce X Oversees X Records the rn'inuites of rneetirags X Creates wee My loo'x aahteaid X CO[Je ractorsCorr°,pr'aarainrt°,cinedWe X Superintaendant daily reports X Monitor rhrwtruciion Progress X Schuedt kup and condutxpng progress meetungs K Se',U:png prnleri goals and Urnefinem, _.. _.. _.. X _.. _.. _.. Project adrohiistraatIve clubes X Produce project rim urrientaaWn and phe,rttagrapahtr X__ Imp k,,irnneuwt jobsuie p uhcies and procedures X IKeeping Project CaVtndar Ions to date X Drack project expenses X Budget Acrou,orny77bdity Create wwt;r!MV progress reports X Distrpbute week y progrres5 reports X Fay Subcontrsaclors and Vendors X RF:i rn na ag error ru: X Approve RFls X Subrr'0 prr)jfmJr Submi0ralq X Approve:project subrnittaais 74 Fay approved rriul¢storn�e^paayrnerns X Owner supplied FFF X t;w ner+>upl fieh Spr:<,ral Equigarne:W X Re,rmanent Utdirles/Connections/Metner4 A — X — — — — — — Test/BMance/OM and turnover to owner X Mstdbute close out package X Public Private partnership team member disclosures, Fortress Secured,LLC is the primary firm and acting in the capacity as the developer Saltz Michelson Architects is the architectural team member and is arms length to Fortress Secured, Chen Moore&Associates is the civil engineer teami member and is arms length to Fortress Secured. Summit Construction Management Group is the contractor team member and is NOT arms length to Fortress Secured. 1857 EXHIBIT F Insurance Requirements Minimum Scope and Limit of Insurance (to be provided by Fortress or Prime Contractor) Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this proj ect/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation insurance as required by the State of Florida,with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, County requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to County. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status County, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). 1858 Primary Coverage For any claims related to the Contract, Consultant's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 0104 13 as respects County, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by County, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall state that coverage shall not be canceled, except with notice to County. Waiver of Subrogation Consultant hereby grants to County a waiver of any right to subrogation which any insurer of said Consultant may acquire against County by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not County has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions Self-insured retentions must be declared to and approved by County. County may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide,that the self-insured retention may be satisfied by either the named insured or County. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than AXII, unless otherwise acceptable to County. Claims Made Policies If any of the required policies provide coverage on a claims-made basis: 1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work, 2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5)years after completion of the contract of work, and 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. Verification of Coverage Consultant shall furnish County with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to County before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. 1859 County reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 1860 EXHIBIT G FF&E Schedule 1861 Project: Sugarloaf Fire Station 10 �iaaaaaaaa�i�°` Location: 17097 Overseas HWY I i J r, E r, Summerland Key,FL 33042 Date: 09/18/23 Equip ID# Room Description QTY NOTES Est.Cost Est.Total Brand Model# 1 KITCHEN 48"Gas Range 1 $ 6,500 $ 6,500 Thor HRG480BU 2 KITCHEN Hood Vent Included In Construction $ - Captivaire 3 KITCHEN Frigidairew/Ice Maker Kit 3 $ 1,279 $ 3,837 Frigdaire FFH11835VS 4 KITCHEN Dishwasher 1 $ 849 $ 849 Frigdaire FDSH4501AS 5 KITCHEN Sharp Commercial Microwave 1 $ 1,140 $ 1,1401 Sharp R-22GTF 6 KITCHEN Commerical Stainless Double5ink Included In Construction $ - 7 KITCHEN Coffee Maker 1 $ 400 $ 400 Bunn 8 KITCHEN Garbage Disposal Included In Construction $ - 9 KITCHEN Sink Faucet Included In Construction $ 10 KITCHEN Commerical Stainless Counters Tops,Shelving Included lnConstruction $ 12 Dining Office Chairs w/CustomLogo 6 $ 429 $ 2,574 FS Furniture 13 Dining 8 Custom Logo Table 1 $ 2,000 $ 2,000 FS Furniture 14 Day Room Recliner Ultimate FF w/custom logo 6 $ 1,150 5 6,900 FS Furniture UFF-BT-E 16 Day Room 75"SamsungTV 1 $ 1,300 $ 1,300 Samsung Q60BDQLED4K 17 Day Room SS"Samsung TVSecurity 1 $ 400 $ 400 Samsung TU700D 20 Day Room Entertainment Center 7' 1 $ 230 $ 230 Best Buy YHT-5961 21 Day Room 72"Fan 1 $ 764 $ 764 Maxx Air ICF72 22 Lobby HD Stack Chairsw/Custom Logo 2 $ 220 5 440 FS Furniture DB-60154-EMB 23 Lobby Side Table 1 $ 340 $ 340 FS Furniture 25 Front Porch Video Doorbell Included In Construction $ - 26 Laundry Room Front Load Washer 5.000/Ft 1 $ 879 $ 879 Whirlpool WFW660SMC 27 Laundry Room Front Load Dryer 7.4 CU/Ft 1 $ 879 $ 879 Whirlpool WED660SMC 28 Laundry Room Mop Sink Included lnConstruction $ - 29 Laundry Room Cabinets Included In Construction $ - 36 Storage Ice Machine 1 $ 2,355 $ 2,355 Manitowoc UYF-0140ANeo 37 Storage Ingersoll Rand Air Compressor 1 $ 1,600 $ 1,600 Ingersoll Rand SS51_5 38 Storage Shelving 4 $ 585 $ 2,340 Uline H-SS63 40 Restroom Curbless Shower Floor Included In Construction $ 41 Restroom Toilet,Sink,Faucet Included In Construction $ 42 Restroom Towel Holders Included In Construction $ 48 Bunk Room XLTwin Mattress 12"MemoryFoam 6 $ 400 5 2,400 FS Furniture 49 Bunk Room 12"W x 72"H x 18"D Metal Lockers(Set of 3) 6 $ 570 $ 3,420 Vanguard So Bunk Room Twin XL Metal Bed Frame 6 $ 410 $ 2,460 FS Furniture 51 Decon Gear Extractor 1 $ 8,875 5 8,875 Toxic Suppresion EXT-30U 52 Decon Front Load Washer 5.000/Ft 1 $ 879 $ 879 Whirlpool WFW6605MC Decon Front Load Dryer 7.4 CU/Ft 1 $ 879 $ 879 Whirlpool WED6605MC 53 Decon Eyewash-Sink Mounted Included In Construction $ - 54 Decon Laundry sink Included In Construction $ - 5S Decon J-Tek4 Suit Drying Rack 1 $ 4,995 $ 4,995 J-Tek MB1500FDD 59 SCBA Room Breathing Air Module Comp. 1 $26,400.00 5 26,400 Bauer Legacy-13-E3 60 SCBA Room Containment Fill Stations 1 $16,000.00 $ 16,000 Bauer CFS5.5-2SX4X4 61 SCBA Room 6000 PSI Cylinders 4 $ 2,665.00 $ 10,660 Cascade CS6 62 SCBA Room CO monitor 1 $ 2,600.00 $ 2,600 BAS-4021CO24V 63 SCBA Room 12 Bottle SCBA Bottle Storage 1 $ 690.00 $ 690 Cascade 50401 64 SCBA Room Exhaust Fan Included In Construction $ - 65 Report Room Office Chairs w/Adj.Arms w/CustomLogo 3 $ 429 $ 1,287 FS Furniture DS-OCA 66 Report Room L-Desk w/cabi nets Included In Construction $ - 89 Bay Dual Purpose Air/Electric Reels 4 Included in Construction $ - Cox 92 Gear Room Gear Grid Lockers 24"w x 20"D x 72"H-Wall 13 $ 759 $ 9,867 Gear Grid 40250- 93 Gear Room 72"Bench 72"L x 20"D x 21"H 1 $ 575 $ 575 Gear Grid 434204 106 Security Door Access Drops Included in Construction $ - 107 Security Camera Drops Included in Construction $ 108 WIFI Inside/Out $ 127 Exterior Lighting Additional outlets in soffit for Christmas lights Included in Construction $ 128 Exterior Lighting Soffit Lighting/Backlit sign(Electric runs&lights Included in Construction $ 129 Interior Egg. Activated Red Emergency Lighting Included In Construction $ 130 Signage DUPLICATE Included In Construction $ 131 Building DUPLICATE Included In Construction $ $ 133 CommunityRm Deluxe Steel Folding Chair 30 $ 27 $ 810 Uline H-2227 134 CommunityRm Projector Short Throw 1 $ 600 $ 600 Viewsonic PS60OX 135 CommunityRm 75"SamsungTV 1 $ 1,300 $ 1,300 Samsung Q60BDQLED4K 137 CommunityRm 8'FoldingTable 10 $ 145 $ 1,450 Uline H-2751FOL 138 CommunityRm Dry Erase Board 8'x4' 2 $ 260 $ 520 Uline H-2757 Tax,Freight,FFEInstallation $ 40,000 Total FFE i $172,394 1862 Sugarloaf Exhibit G FFE sheet 2 ff/// Project: Sugarloaf Fire Station 10 Or IJ/llllllllllllllrrrrrfrrrJll» Location: 17097 Overseas HWY I U 1` E, Summerland Key, FL 33042 Date: 09/18/23 Equip ID# Room Description Comment/ Make Model QTY NOTES Est. Cost Est.Total Brand Model# Questions BDA TBD 1 $80,000 $80,000 Diesel "''WiIi gt l: Generator t,alp�Ja i:�IIJcost Tradewinds once v,,whn�a%,v TJ250w/1200 hw sa ut the 132 Generator gallon tank 11 les,cAc+[s 1 $131,717 $131,717 Tradewinds TJ250 Flood Panels 40,000 Sak Enterprises Fueling Station 100,000 Guardian Motorola 800 97 Radio Closet Radio and Tone Motorola APX 4500 1 $ 55,000 $ 55,000 Motorola alert system Total $406,717 1863 COUNTY FORMS AFFIDAVIT By signing this Affidavit, DEVELOPER, FORTRESS SECURED, LLC, has sworn or affirmed to the following requirements as set forth in the Public Entity Crime Statement, Lobbying and Conflict of Interest Statement, Vendor Certification Regarding Scrutinized Companies List, Non-Collusion Statement, Foreign Countries of Concern,and Common Carrier as set forth below. 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, proposal, or reply on contracts to provide any goods or services to a public entity, may not submit a bid,proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work,may not submit bids,proposals,or replies on leases of real property to public entity,may not be awarded or perform work as a contractor,supplier,subcontractor,or consultant under a contract with any public entity,and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes,for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. The DEVELOPER certifies and agrees that DEVELOPER nor any Affiliate has been placed on the convicted vendor list within the last 36 months. Ethics Clause By signing this Affidavit, the DEVELOPER warrants that it has not employed, retained or otherwise had act on its behalf any former County officer or employee in violation of Section 2-149,Monroe County Code of Ordinances or any County officer or employee in violation of Section 2-150, Monroe County Code of Ordinances. For breach or violation of this provision the County may,in its discretion,terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement 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 pursuant to Subsection 2-152(b),Monroe County Code of Ordinances. Vendor Certification Regardins Scrutinized Companies Lists DEVELOPER agrees and certifies compliance with the following: Section 287.135,Florida Statutes prohibits a company from bidding on,submitting a proposal for,or entering into or renewing a contract for goods or services of any amount if,at the time of contracting or renewal,the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a Boycott of Israel. Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more,that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors List which were created pursuant to Section 215.473,Florida Statutes,or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of DEVELOPER, I hereby certify that the company identified above as"DEVELOPER"is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List,the Scrutinized Companies with Activities in the Iran Terrorism Sectors List, or engaged in business operations in Cuba or Syria. I understand that pursuant to Section 287.135, Florida Statutes,the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. I further understand that any contract with the County may be terminated immediately, at the option of the County, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors List or been engaged in business operations in Cuba or Syria. 1864 DEVELOPER has reviewed Section 287.135,Florida Statutes,and in accordance with such provision of Florida law, is eligible to bid on,submit a proposal for,or enter into or renew a contract with Monroe County for goods or services. Note: The List are available at the following Department of Management Services Site: Y au� uurcluau ended d uVV�?,;,„. VtVtVt.,,,,;,uun'+.uuny �, 6D➢u a11;�:,,6Duun �llq+„➢➢p�„"++ 6�D„�?��aIIVu6D➢;l!' �� 9 �;+u➢p�p�'�„"➢lI, 6D➢" a➢p �D➢"uunallVu6Dllp u6D➢p'�'�,tV� +llq;�„�9 k. uVuu h➢➢p IIV�D➢.J,.... �Du n�9�allu➢bVg ➢p4�D➢ Vu'd,Vg+ Non-Collusion Affidavit DEVELOPER by signing this Affidavit, according to law on my oath, and under penalty of perjury,depose and say that the person signing on behalf of the firm of LESSEE,the bidder making the Proposal for the project described in the Scope of Work, and that I executed the said proposal with full authority to do so;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; 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 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. Foreign Countries of Concern The Contracting with Entities of Foreign Countries of Concern Prohibited Affidavit Form ("Form") is required by Section 287.138,Florida Statutes,which is deemed as being expressly incorporated into this Form.The Affidavit must be completed by a person authorized to make this attestation on behalf of the Bidder/Proposer for the purpose of submitting a bid,proposal, quote, or other response, or otherwise entering into a contract with the County. If being awarded the Contract, or otherwise entering into the Contract, would grant Contractor access to an individual's personal identifying information, pursuant to Section 287.138, Florida Statutes, the undersigned, on behalf of Contractor,hereby certifies,represents,and warrants that Contractor is not affiliated with a foreign country of concern, as such countries are identified in Section 287.138(1), Florida Statutes. The undersigned additionally certifies, represents, and warrants that: (A) Contractor is not owned by a foreign country of concern; (B)the government of a foreign country of concern does not have a controlling interest in Contractor; and (C) Contractor is not organized under the laws of nor has its principal place of business in a foreign country of concern. Entity is in compliance with the requirements of Section 692.204,Florida Statutes. (Source: §§ 692.203(6)(a), 692.204(6)(a),Florida Statutes),if applicable. Common Carrier If DEVELOPER is a common carrier, as defined by Section 908.111, Florida Statutes, then DEVELOPER hereby certifies that it is not willfully providing and will not willfully provide any service during the Contract term in furtherance of transporting a person into this state knowing that the person is an Unauthorized Alien,except to facilitate the detention,removal,or departure of the person from this state or the United States. THE STATEMENTS CONTAINED IN THIS AFFIDAVIT ARE TRUE AND CORRECT,AND MADE WITH FULL KNOWLEDGE THAT MONROE COUNTY RELIES UPON THE TRUTH OF THE STATEMENTS CONTAINED IN THIS AFFIDAVIT IN AWARDING CONTRACTS FOR SAID PROJECT. UNDER PENALTIES OF PERJURY, I HEREBY CERTIFY AND DECLARE THAT I HAVE READ AND UNDERSTAND THE FOREGOING AFFIDAVIT.PURSUANT TO THE AUTHORITY GRANTED TO THE UNDERSIGNED BY CONTRACTOR, THE UNDERSIGNED HEREBY ACKNOWLEDGES, AFFIRMS, AND MAKES THE ABOVE SWORN CERTIFICATIONS ON BEHALF OF CONTRACTOR. [SIGNATURE PAGE TO FOLLOW] 1865 DEVELOPER: Fot tre rcd LC,a Ir► "XL — Narne: %abilii��CompanyBy Charles II,Cordes Title: Vice President Dated: f ---- STATE OF FLORIDA. COUNTY OF' 1 day of before rite,by means ofy physical presence,or[]online notarization,this y /// tcforego, ore otn rnstr�ar�ttertt was acknowledged w�' 2024 by� � .�� j as Alp of S teal a Florida jj�(, who is uasoiw ly known to me or has produced as identiticatt [Notary Seal] of Wotary Public I Notary Publio Slate of Florio$ Alison West Printed Name of Notary IIII Y Commission HH 505i60 I xplres 7lf 312028 My contntission.Expires: 1866 AFFIDAVIT ATTESTING TO NONCOERCI VE CONDUCT FOR LABOR OR SERVICES Entity/Vendor Name: pN 5� d Vendor FEIN: i tQ 1333 Vendor's Authorized Representative: .r W JWe, (Name and Title) Address: � 3 ' ��t City: ~Al to� State: + [� _ Zip: Phone Nlunber: q0q--41q - 01b43 Email Address: MtDrr cGOY0 As a nongovernmental entity executing,renewing,or extending a contract with a government entity,Vendor is required to provide an affidavit under penalty of perjury attesting that Vendor does not use coercion for labor or services in accordance with Section 787.06,Florida Statutes. As defined in Section 787.06(2)(a),coercion means:. 1. Using or threating to use physical force against any person; 2. Restraining, isolating, or confining or threating to restrain, isolate, or confine any person without lawful authority and against her or his will; 3. Using lending or other credit methods to establish a debt by any person when labor or services are pledged as a security for the debt,if the value of the labor or services as reasonably assessed is not applied toward the liquidation of the debt, the length and nature of the labor or service are not respectively limited and defined; 4. Destroying, concealing, removing, confiscating, withholding, or possessing any actual or purported passport, visa, or other immigration document, or any other actual or purported government identification document,of any person; 5, Causing or threating to cause financial harm to any person; 6. Enticing or luring any person by fraud or deceit; or 7. Providing a controlled substance as outlined in Schedule I or Schedule Il of Section 893.03 to any person for the purpose of exploitation of that person. As a person authorized to sign on behalf of Vendor,I certify under penalties of perjury that Vendor does not use coercion for labor or services in accordance with Section 787.06.. Additionally, Vendor has reviewed Section 787.06,Florida Statutes,and agrees to abide by same. Certified By: cD'1,a tlx ,- s , who is authorized to sign on behalf of the efWdcony. Authorized S° ture Print Name: Title: 1867 Client#: 1865436 FORTRSEC DATE(MM/DD/YYYY) ACORDTM CERTIFICATE OF LIABILITY INSURANCE 1 2/27/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Amanda Schneider NAME: USI Insurance Services, LLC PHONE FAX /C,No,Ext:352-390-2768 (A/C,No): 4600 Touchton Rd Ste 275 E-MAIL ADDRESS: Amanda.Schneider@usi.com Jacksonville, FL 32246 INSURER(S)AFFORDING COVERAGE NAIC# 904 450-4700 Houston Specialty Insurance Company 12936 INSURER A: p Y P y INSURED INSURER B Fortress Secured, LLC INSURER C 3603 Beachwood Court Jacksonville, FL 32224 INSURER D: INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDLSUBR POLICY EFF POLICY EXP LIMITS LTR INSR WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY X X ESBHSGL000090200 02/24/2024 02/24/2025 EACH OCCURRENCE $1,000,000 CLAIMS-MADE [*OCCUR PREMISESOEa occur°nce $100,000 X BI/PD Ded:1,000 APPROVED BY RISK MANAGEMENT MED EXP(Any one person) $5,000 BY �y/ .,, PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: DATE 8/27/2024 GENERAL AGGREGATE $2,000,000 X POLICY JECT LOC PRODUCTS-COMP/OPAGG $Included WAIVER N/A YES OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1$ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Monroe County Board of County Commissioners is Additional Insured under the terms and conditions of the General Liability policy when required by written contract. 30 days Notice of Cancellation to certificate holder. CERTIFICATE HOLDER CANCELLATION Monroe Count Board of Count SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE y y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street Key West, FL 33040 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights rese—PH- ACORD 25(2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD 1868 #S43854073/M43852113 SNKZR ClientM 1628014 SUMMICON18 TE(m ooffy") ACORD. CEIRT11FICATE OF LIABILITY INSURANCE =wN4N ---fHtS CER-nFICATE IS ISSU I AS A MATTER INFORMATION ONLY AND CONIFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW,THIS CERTIFICATE OF INSURANCE DOES NOT`CON STI`TUTE A CONTRACT BETWEENI THE ISSUING INSURERfS),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. lk t'llll,.'ll""II-111,111,111,'ll""�ll,��1-1--l--"",-�1--�-�-I.I—-........... :It the certificate holder Is an ADDITIONAL INSURED,the policy(les)must havo ADDTTIONAL INSURED provisions or be endorsed, If SUBROGATION IS WAIVED,subject to the terms and conditions of the pollcy�corUm Policies may require an endorsement.A,statement on this certificate does not center any rights to the certificate holder In lieu of such endorserniont(s). C2 " A mand�a Schneide r PRODUCER N USI Insuirance Services,LLC HONE Eau ... ............... 3"5-2-3 9-0-2-7-6 1—S 46,00 Touchlon Rd Ste 275 ...................... ....... .... Arnanda.SchIneider@Usixom Jacksonville, FL 32246 904 450-4700 INSURrR,A National Fire Insurance Co,of Hartford 20478 IN$URED tr4egRER 0,Continental Insurance Comparty 35289 Summit Construction,Managernent Group INSUer.rRc.Berkley Assurance Coraparty 421 South Surnmerfin Ave t I SURE I Ro�Valley I F I ortle I Insuirar 11 too Cornpa I ny 20508 Orlando, Fl. 32804 INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLMIES OF INSURANCE LISTED, BELOW HA'VE BEEN ISSUED 'fro THE INSURED NAMED ABOVE FORT PO HE LICY PERI OD INIACATIED, NOTWITHSTANIMNG ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR o'rHER DOCUMENT WITH RESPECT TO WMCH TMS CERTIFICATE MAY BE ISSUED OR IMAY PERTAIN, "rHE WSLIRMCE AFF01MED BY THE P()Lr0EI,,# E)ESCRISFE) HEREW IS SUEOEC;T TEN ALL THE TERMS, EXa-LISIONS AND CONDITIONS OF SUCH POLICIES umirrs SHOWN MAY HAVE BEEN RIE'DUCED BY PAID CLAIMS, ..-1--1-- -----............................................ SUDR- POLICY Err POMMY EXP LTR TYPE OF INSURANCE POLICY NUMBER LIMITS ]INARAVIMP........................................ . ........ .......................... ,A X COMMERCIAL GENERAL LIA84LITY X X 7012,202681 1212412024 021241202'1 Ex,',iu occyo!!ENqE 1110010 000, CLAWS�MADE X�OCCUR APPROVED BY RISK MANAGEMENT X PD Ded:1,0001 Ism wve pesmv,9, $15 000 By DATE 9 2(124 PER'SqNA11, a ADD INJURY 3 AGGREGATE VjWTAPPLr�ES pFrfi; T. s2,0100,000 WAIVER N/A YES L 0C PRODU C I S COM Pff)ll AG(3 5 2 001 01 000 ................... w. ........... ........... D AUTOOMILE LIABILITY X X 7012202695 21241202,4 02124120125�TNr la t� QrT 0, ANY AUTO OWNED SCHEOW ED AUTOS ONLY' AUT06' x H11 x NOWOWNED AUM ONLY AU70!,50NLY B X UMBRELLA LI�R —X X 70122027001 0212412024 0=412(i,25'�qPd 17a 5",I4N NCC- .................... (EXCESS LIA.8, �"CLAW&MADF. A GA ........... .......... . ..................... CA TE $ D � X RETTAFF*NS10000 $ --------------------------................... .... ................. -J-gv--rNo"LJ C55- - -——------ W6aK COMPENSATOR AND EMPLOYER&LIABILITY YIN ANY PfmOr-TRIE,TwWPAR"MtERT,�XEC"uJ AIE J"'A-f1A NnRENi A Off"XIMMEMBEA EXCLUaCD? NNA (Maodatogy 41 NM) EL sr i MrASW EAMPLOYEE S decibeanfte . .. ..... ... ........ - AJCY0W1 fnw El,DME In C Professional PCA850242060224 )212412024 02124/20,25 $1 m each clairril$2M agg A E q ui p-RentlLeased '7017.2026 81 )2/2412024 02J2412025 $35,000 per ltorn1ACV DESCRIPTION OF OPERATORS I LOCATIONS VEHICLES(ArORD 101,AwWffi0wI ROMACN;Schadulea may be aftwAwd N mom spore is required) Monroe County Board of County Commissioners Is Additional Insured under the ternrisand conditions of the General Liability policy whort required by written contract. 30 days Notice,of Cancellation to certificate holder, CERTIFICATE CANCELLATION SHOULD ANY OF THE ABOVE SC SEFORE Monirtre County Board of County THE EXP IRA TION DATE THEREE DESCRIBED P, NOTICEPOLICIES CANCELLED WILL BE DELIVERED IN Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street Key Wost,FL 33040 AUTHORIZED REPRESENTATIVE la" 19188-2015 ACORD CORPORATION.Aft rights reserved. ACORD 2512016103) 1 of I The ACORD narne and logo are registered marks of ACORD 1869 #S438:512'73IM43850213 SNKZR Clierdt 1628014 SUMMICON18 ACORD. CERTIFICATE OF LIABILITY INSURANCE OATIr('MMIODN"Y) 1 2127'12024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIO14 ONLY A,ND CONFERS NO RIGHTS,UPO�N THE CERTIFtCATE HOLDER,THIS CERTIFICATE DOES NOT AFFIRMATI "ELL OR NEGATIVELY AMEND,EXTEND OR ALTIER THE COVERAGE AFFORDED IBY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURENS),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. ------------- ------ IMPORTANT:If the cer0cate holder Is an ADDITIONAL INSURED,the IPraIIGy(ios)must have ADDITIONAL INSURED provisions or e erwdorsed, If SUBROGATION IS WAIVED,Subject to the terms and conditions of tho policy,cortairk polickm ntay require art andorsement.A statenterd on this certificate does not,confer any rights to thie cerfificate holder In lieu of such eirrdorsenient(s), PRODUCER rc=t�' Arrianda Schneider F" USI Insurance Services,LEA _jAjc N. P t 352-390-2768 4600 Touchton Rd Ste 276 EaAJL , Amanda.Schnoider@tjsi.com Jacksonville,FL 32246 IN��RTI�FORDWG,COVER AGE . '904 450-4700 INSURER A, National Fire Insurance Co.of Hartford 204,78 AI ............... .................................... ............. ......................................__............................... ------------- INSURED tRSURER 8 Continental Insuran4re Company 3�5289 ,Sumimit Construction Management Grouip INSURER C:Berkley Assurance Company 39462 421 South Sum mertin Ave INSURER D.Valley Fw9e Insurance Company 2�0508 Orlando,FL 32801 ...................... ....... ...... $14SURER F,, ,COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: "Ttflic IS -to cF.kr EY TkAT THE PbubES OF INSURANCE USTE(D BELOW HAVE' BEEN IS'SHED TO THE INSURED NAMED ABOVE FOR THE P0LJCY7EF71()D INWCA'I'ED. NOTWITHSTANDING ANY RIF.0)11REMENT, "TERM 04 CONOTTIONOF ANY CONTRACTOR OT�MR, DOCUMENT WITH RESPECT TO WHICH THIIS CERDRCATE MAY BE ISSUED OR MAY PERTAK 'THE INSURANCE AFFORDED BY I'HE POLICIES DESCRWED HERON IS SURJECT TO ALL THE TERMS, EXCLUSIGNIS ANiD CONDmONS OF S�UCH POLICES, LWITS SHOWN MAY HAVE BEEN REDU'CED GY PAID CLAIMS, AUDI. UOR ICY FIF Y ItCE LTA TYPE Of INSURANCE POLICY NUMBED......._ . LIMITS ................... ..... . ...... -—------------------- A X COMMERCIAL GENERAL UARILMY X iX 7012202681 2J2412024 02J2412025�_!- E $ X�CLAMS WWV. X PID Ded:1,000 APPROVED BY RISK MANAGEMENT By' PERSONAL 8,AI ROURY $1,000 GLN'L AGGREGATE UW1 AFMkJES PER DATE 0129i 0 GENERX A6'aGREGATE` OLICY X�j"E"("?T' LU( WAIVER N/A YES PRODUC TS CC9hPfr)p AGG $2,000 000 R ------- ...... D ALITOMOSIU LIAMUTY X X 7012202696 0212412024 02J2412025 , X ANY AU rO BODILY INJURY(P(wr poi'sm'7) OWNF;1) SCHEDULED 4001L YNJURY(Ivaw aciJUM0) $ AUTOSONIry AUTOS x HIR''' NON-OWNEt) I PROPERTY DAMAGE $ Aurc)".ONI Y N—rios ow"y .......................... B x,UMBRELLA LIAB x OCCUR X X 7012202700 02t2412024 02J2412025E,JkC,Hr.X,CUfqfiT-�NCI-.� 0 1�10 00,0 0 EXCESS LAG ACKIREGATE 00 7 1� ___ ___ , IELa ;XLE9Q9 OIN$1 OW I WORKER$COMPENSAT16NI"'" .......... AND EMPLOYERS'LIABILITY ANY PROfkRker;,CIR(I;'AI;C'Ni.'I'VE,Xl�,C1,Jf'frPLE YDN ,NIA $ OFFICE'FUMLWER EX(", (Mantiatary to NK) MSC1,dw'Mbe undro EA,DISEASE, LIC �J r'T RIPTION OF OPERAT Y)NS bal ow .............. C Professional PCA850242060224 02J2412024 0121241 02 $1m each c4airril$2NI egg A Equip-RenULeazed 7012202681 0212412024 10=4*02 $35,000 per lt0M/ACV DESCRIP71ON OF OPERATIONSI LOCATIONS 6 VENICILES(ACORD 1101,Afttkmvnl Ronta*s SalheduW,may bo aftached it morvaipme is requIred) Fortress Secured,ILL Is Additional Insured under line terms and conditions of'the General Liability pollicy when required by Whitt contract. CERTIFICATE HOLDER CANCELLATION SHUL OD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Fortress Secured,LLC THE! EXPRATION DATE THEREOF, NOTME WILL BE DELIVERED W 3603 Beachwood Court ACCORDANCE WITH THE POLICY PROVISON& Jacksonville, IFL 32224, ALITHOIRIZFI)REPRESENTATIVE 10 1908-20115 ACORO CORPORATION.All rights reserved!,, ACORD 2,6(2016103) 11 of:1 The ACORD narne and logo are registered nworks,of ACORD 1870 #S43851254/M43850213, SNIKZR LtATE WNNRSIrlar�4t,Y—y s) CERTIFICATEXmil L I INSURANCE THM CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONIFERS No RIGHTS ANON THE CER11FICANE,HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY CAI NEGATIVELY AMEND,EXTEND OR ALTER THE COVER AGE AAFF'ICT 13ED BY THE POLICIES BELOW. TRIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSU NHS IFpNTNNIRER(SL AUTHORIZED REPRESENTATIVE PRODUCER,AND THE CERTIFICATE HOLDER, IMPORTANT.,Ittho cort'IlNlssatd holder Is err,ADDITIONAL INSURED,the policy('Imms)must Traumas ADDITIONAL INSURED provisions or Naa endorsed. W SUBROGATION IS WAIVED,snANLtla t to thetorrns, and conditions of the policy,cortain policies r ixy raslW m as arndrarsslmm enta AstaternordoothIscortificate does,not confer rights to the m arifficate holder In Iltutw of suolh erid r>As trrerrl(s), II*NLLTDUC,ERI CONTACT NAME; r'NILr"INE� 71620X4800 P.,b (727)'797-0704 E,MAJI,ADDRESS. I r asnlC'wur^anI IrxsurartrmNm Agency,Inc. INNSLNNTER (S) FFCTNtLNILaICT CIC2 ERN ,CE NNAWRCd II rttll South Nall�srmm�i ventaa Clearwater,FL;TSANF INIiAURE.:RT NA Prank Winston Crum lrnsuranco Company Iiiie INSUREDINSURER IS'. II+CAaij --IN Cd INSURER EI' r'raankCCrinn L)C IF Summit Construction Mai wa rmrrienl Group,I..X INSURER E 1DO Soij 1E Mosakid Avenue Civarwdter,FL 33756 _ I SUIRE I "ICaNTCI 45 ._ E' ISIC NI IIIUM111 T'. ""WIE...6E T'CN -- IF"E TIIII T"T HEM POLICIES.,.. O INSURANCE 11STED BELOW HAVE BEEN!ISSUED TO THE INSURED NAMED ABOVE FLINT THE E tCY EEI ROD INDICATED, NOTWTHStANDING A,NY REQUIREMENT',TERM CONDITION OF ANYCONTRACT OR OTHER DOCUMENT WWH RESPECT TO WHICH ICH THIS CERTIFICATE MIAY BE ISSUED OR MAY PERTAIN,THE INSURANCE NCE CTRDED BY T14E POLICIES DESCRIBED HEREIN LS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUC14 POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAINIS, nNSR 'r`PE OF 9m URAeN)K°E AWL suai M. Wmnn.CY INrn ER mNrb'LNtlaY n;T"m' POPo IC10P UM ITS Itl.'mus � w s gMasaD�m) AaaaxaNv^rrnp K„r;aMWW,h GEN HW—4JAB ATW w w>4 G"A.:CURENCE I....... MOMS MAC& C DAMAGE TO RENTED MmmIR AM1N,'Ak-"a pE',a E an,A'NmNm a�mxwrwoviaazA� APPROVED BY RISK MANAGEMENT AnEGa EnkW'I(AAq wo WuAmim,,k _y.'.� -�}.a�."....�-" N'N,Mw"2w{,'+NJhA fir.AQY1 IIIMJ tl.9RY GN fin.AK�,Kwmf'd::''m�AwtN tl Nm,@d N`("Pl'f.N4 I a d1Nr DATE O)9j'2024' „mTr?4ERAL k'hS"a,'��adk^V Aif Tw h''oll.m$.y rmk`nojcc r1:1 L(X WAIVERN/A_YES_ W"mi&'hVXAC1.v4;X1M''10P Y4GG , CXI HER n AUT' LELIAWL.a'r'Y I0')tlAN3Nf,'',DWNk@CNA,=0071 R16 umlXrcn u'ow,N ' i MWW'."A%T 0 Y play fm��r%t nn a.... 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Or,SCRU II A OPERXI1014S i WCat'rION8 t arEMCLES(ACORID RN U„Awddllrhanat NWemmatko Schedule,may I&wam srtarrNsmll 0 mars orr is requiirod) Effective 01510912011,coverage is io"'1 CkC"i,C,eat Nine ernIgoyees aal FrarwkCrtun ased to'Surarmnit Gumrnst+aaaaluonr I^ a nraESmmmEn I Group,LLL(Clll rri)fair whown ft Cllrrard is reporbrig hours to R r°marnNCruni.Ctiverage is rdat extended d to statutory emploesms,. .. CAtNLCE LL�W, CEITTTFICANT'E NRTNL�ERI T'IVCrCwNN FNIRi"UL-D ANY OF THE ABOVE DESCINIITEIT POLICIES,EIL CANCELLED K.—TORE HE ERCI"HRATiO N L1Ar;rE THEREOF,NO II ICE WILL BE CE IV ERE,;I:T IN CCCIITIIAAI`NICZ W lTH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE Morurlue CQu my BLOC ' r 11E0 Sitnonkin Stres.'d' EGT West,FL 33E4C'R 1988,20116 AC RD CORPORATION,All rights reserved. ACCiRD 25(20 iS)S3;) °NTna AaCC:RD name and loges aIr'mm registand anarlms of ACIOM 1871 DATE(MM/DD/YYYY) ACCORD® EVIDENCE O F PROPERTY I N S U RAN C E 07/02/2025 THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. AGENCY PHONE COMPANY MARSH USA LLC. A/C No Ext See Attached Participation Schedule 1560 Sawgrass Corporate Pkwy,Suite 300 Sunrise,FL 33323 CN 101724837--PROP-25-26 FAX E-MAIL A/C No): ADDRESS: CODE: SUB CODE: AGENCY CUSTOMER ID#: INSURED LOAN NUMBER POLICY NUMBER Monroe County See Attached Board of County Commissioners I I 1112th St.,Suite 408 EFFECTIVE DATE EXPIRATION DATE Ke West,FL 33040 05/01/2025 05/01/2026 CONTINUED UNTIL Y TERMINATED IF CHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATION/DESCRIPTION Re:Units 1,2,3 Bat Tower Road,Sugarloaf Key,Florida,33042 Evidence of Coverage THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. COVERAGE INFORMATION PERILS INSURED I I BASIC BROAD I X I SPECIAL COVERAGE/PERILS/FORMS AMOUNT OF INSURANCE DEDUCTIBLE All risk of direct physical loss or damage,except as otherwise excluded,including Earthquake,Flood,and Boiler and SEE ATTACHED SEE ATTACHED and Machinery,and excluding Terrorism,subject to policy sublimits,terms conditions and exclusions. TOTAL INSURABLE VALUE 319,865,653 EARTHQUAKE:$5,000,000 per occ/annual aggregate FLOOD:$10,000,000 per occurrence/annual aggregate NAMED WINDSTORM:$10,000,000 per occurrence Other deductibles may apply per policy terms and conditions. REMARKS(including Special Conditions John B.Good,Caren Ward,Catherine Duncan Estate and Bat Tower Road LLC are additional insured and loss payee,as required by written contract. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST ATL-006030749-02 NAMEANDADDRESS ADDITIONAL INSURED H LENDER'S LOSS PAYABLE X LOSS PAYEE MORTGAGEE Monroe County LOAN# Board of County Commissioners I I 1112th St,Suite 408 Key West,FL 33040 AUTHORIZED REPRESENTATIVE ACORD 27(2016103) ©1993-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1872 AGENCY CUSTOMER ID: CN101724837 LOC#: Lauderdale ACCORD ADDITIONAL REMARKS SCHEDULE Page 2 of 3 AGENCY NAMED INSURED MARSH USA LLC. Monroe County Board of County Commissioners POLICY NUMBER 1111 12th St.,Suite 408 Key West,FL 33040 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 27 FORM TITLE: Evidence of Property Insurance Carrier Participation Schedule: Monroe County Board of County Commissioners Property Program Effective: 5/1/2025-5/1/2026 Property Program Participants: Insurer:Allied World Assurance Company Policy No:0314-2554-1A Limit: 25%being$1,250,000 Part of$5,000,000 Primary per Occurrence,Except Annual Aggregate applies,as respects Perils of Flood,if Covered,and Annual Aggregate applies, as respects Perils of Earthquake,if Covered Insurer:Westchester Surplus Lines Insurance Company Policy No:D423064OA006 Limit: $2,500,000 Per Occurrence Part of$5,000,000 Per Occurrence Perils:Risks of direct physical loss or damage including Flood,Earthquake Sprinkler Leakage,Earthquake with other exclusions per policy forms. Coverage:Buildings,Personal Property,Business Income Including Extra Expense,Equipment Breakdown Lloyds Syndicates Policy#B0509BOWPN2550844 4444 CNP Lloyd's Syndicate$750,000 part of$5,000,000 1969 APL Lloyd's Syndicate$120,366.65 part of$5,000,000 QBE UK Limited$84,174.80 part of$5,000,000 5623 AFB Lloyd's Syndicate$16,836.35 part of$5,000,000 2987 BRT Lloyd's Syndicate$60,183.35 part of$5,000,000 5886 WBC Lloyd's Syndicate$180,550 part of$5,000,000 3902 NOA Lloyd's Syndicate$12,627.25 part of$5,000,000 2003 AXL 2003 Lloyd's Syndicate$12,627.25 part of$5,000,000 1618 KII Lloyd's Syndicate$12,627.25 part of$5,000,000 Insurer:Mt.Hawley Insurance Company(1st Excess Layer) Policy No:MCP0180353 Limit:$5,000,000 excess of$5,000,000 per occurrence for all coverages combined and subject to an annual aggregate of$5,000,000 for the Peril of Earthquake. Coverage:Building,Business Personal Property,Property In The Open Deductibles:This coverage attaches excess of underlying insurance which,in turn,is subject to specific deductibles Insurer:Landmark American Insurance Company(2nd Excess Layer) Policy No:LHT951138 Limit:$40,000,000 excess of$10,000,000 per occurrence subject to conditions of the Scheduled Limit of Liability with Proportional Value form Peril:All risks excluding flood,movement Windstorm or Hail associated with a Name Storm. Coverage:Building,Business Personal Property,Extra Expense,Contractors Equipment and Towers Deductibles: $50,000 per occurrence Real and Personal Property except, $100,000 Earthquake per occurrence $1,000,000 per location/per occurrence Named Windstorm/Hail $5,000 per occurrence EDP Equipment except$50,000 Named Windstorm/Hail $5,000 Towers except$50,000 Named Windstorm/Hail $5,000 per occurrence Contractors Equipment except$50,000 Named Windstorm/Hail $5,000 Per Occurrence with respect to Accident ACORD 101 (2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1873 AGENCY CUSTOMER ID: CN101724837 LOC#: Lauderdale ACCORD ADDITIONAL REMARKS SCHEDULE Page 3 of 3 AGENCY NAMED INSURED MARSH USA LLC. Monroe County Board of County Commissioners POLICY NUMBER 1111 12th St,Suite 408 Key West,FL 33040 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 27 FORM TITLE: Evidence of Property Insurance $5%of TIV Flood-locations in Zones A or V,subject to$1,000,000 per occurrence $5%of TIV Flood-any other location,subject to$25,000 minimum and maximum of$100,000 Named Windstrom Insurer:National Fire&Marine Insurance Company Effective Date:05/01/2025-05/01/2026 Policy No:42-PRP-328214-03 Limit:$5,000,000 occurrence limit/aggregate Perils:Named Windstorm. A Named Windstorm,as recorded by the Reporting Agency,occurring during the Policy Period and meeting the conditions of the Parametric Structure. Boiler and Machinery Insurer:The Hartford Steam Boiler Inspection and Insurance Company Effective Date:05/01/2025-05/01/2026 Policy No.:FBP2358483 Limit$100,000,000 Deductible:$5,000 ACORD 101 (2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1874 CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 7/3/25 Florida League of Cities,Inc. Bat Tower Road,LLC Department of Insurance Services P.O.Box 538135 17001 Overseas Hwy Orlando,Florida 32853-8135 Sugarloaf Key,Florida 33042 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRA R OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0386 COVERAGE PERIOD: FROM 10/1/24 COVERAGE PERIOD: TO 10/1/25 12:01 AM STANDARD TIME TYPE OF COVERAGE-LIABILITY TYPE OF COVERAGE-PROPERTY General Liability ❑ Buildings ❑ Miscellaneous ❑X Comprehensive General Liability,Bodily Injury,Property Damage, ❑ Basic Form ❑ Inland Marine Personal Injury and Advertising Injury Special❑ S l Form ❑ Electronic Data Processing ❑X Errors and Omissions Liability ❑ Personal Property ❑ Bond ❑X Employment Practices Liability ❑ Basic Form ❑X Employee Benefits Program Administration Liability ❑ Special Form ❑X Medical Attendants'/Medical Directors'Malpractice Liability ❑ Agreed Amount ❑X Broad Form Property Damage ❑ Deductible N/A ❑ Law Enforcement Liability ❑ Coinsurance N/A ❑X Underground,Explosion&Collapse Hazard ❑ Blanket Limits of Liability ❑ Specific *Combined Single Limit ❑ Replacement Cost Deductible N/A ❑ Actual Cash Value Automobile Liability Limits of Liability on File with Administrator ❑X All owned Autos(Private Passenger) TYPE OF COVERAGE-WORKERS'COMPENSATION ❑X All owned Autos(Other than Private Passenger) ❑X Statutory Workers'Compensation ❑X Hired Autos ❑X Employers Liability $1,000,000 Each Accident ❑X Non-Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A *Combined Single Limit ❑X $500,000 Self Insured Retention Deductible N/A Automobile/Equipment-Deductible ❑X Physical Damage Per Schedule-Comprehensive-Auto Per Schedule-Collision-Auto NA-Miscellaneous Equipment Other The limit of liability is$5,000,000(combined single limit)bodily injury and/or property damage each occurrence in excess of a self-insured retention of$200,000. This limit is solely for any liability resulting from entry of a claims bill pursuant to Section 768.28(5)Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations/Locations/Vehicles/Special Items RE:Evidence of Insurance-Lease Agreement THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. Designated Member Cancellations Monroe County Board of County Commissioners SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE 1111 12th Street Suite 408 CERTIFICATE HOLDER NAMED ABOVE,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY IQND UPON THE PROGRAM,ITS AGENTS OR REPRESENTATIVES. Key West FL 33040 r- AUTHORIZED REPRESENTATIVE 1 875 FMIT-CERT(10/2011) CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 7/3/25 Florida League of Cities,Inc. Caren Ward Department of Insurance Services P.O.Box 538135 17001 Overseas Hwy Orlando,Florida 32853-8135 Sugarloaf Key,Florida 33042 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRA R OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0386 COVERAGE PERIOD: FROM 10/1/24 COVERAGE PERIOD: TO 10/1/25 12:01 AM STANDARD TIME TYPE OF COVERAGE-LIABILITY TYPE OF COVERAGE-PROPERTY General Liability ❑ Buildings ❑ Miscellaneous ❑X Comprehensive General Liability,Bodily Injury,Property Damage, ❑ Basic Form ❑ Inland Marine Personal Injury and Advertising Injury Special❑ S l Form ❑ Electronic Data Processing ❑X Errors and Omissions Liability ❑ Personal Property ❑ Bond ❑X Employment Practices Liability ❑ Basic Form ❑X Employee Benefits Program Administration Liability ❑ Special Form ❑X Medical Attendants'/Medical Directors'Malpractice Liability ❑ Agreed Amount ❑X Broad Form Property Damage ❑ Deductible N/A ❑ Law Enforcement Liability ❑ Coinsurance N/A ❑X Underground,Explosion&Collapse Hazard ❑ Blanket Limits of Liability ❑ Specific *Combined Single Limit ❑ Replacement Cost Deductible N/A ❑ Actual Cash Value Automobile Liability Limits of Liability on File with Administrator ❑X All owned Autos(Private Passenger) TYPE OF COVERAGE-WORKERS'COMPENSATION ❑X All owned Autos(Other than Private Passenger) ❑X Statutory Workers'Compensation ❑X Hired Autos ❑X Employers Liability $1,000,000 Each Accident ❑X Non-Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A *Combined Single Limit ❑X $500,000 Self Insured Retention Deductible N/A Automobile/Equipment-Deductible ❑X Physical Damage Per Schedule-Comprehensive-Auto Per Schedule-Collision-Auto NA-Miscellaneous Equipment Other The limit of liability is$5,000,000(combined single limit)bodily injury and/or property damage each occurrence in excess of a self-insured retention of$200,000. This limit is solely for any liability resulting from entry of a claims bill pursuant to Section 768.28(5)Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations/Locations/Vehicles/Special Items RE:Evidence of Insurance-Lease Agreement. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. Designated Member Cancellations Monroe County Board of County Commissioners SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE 1111 12th Street Suite 408 CERTIFICATE HOLDER NAMED ABOVE,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY IQND UPON THE PROGRAM,ITS AGENTS OR REPRESENTATIVES. Key West FL 33040 r- AUTHORIZED REPRESENTATIVE 1 876 FMIT-CERT(10/2011) CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 7/3/25 Florida League of Cities,Inc. Catherine Duncan Estate Department of Insurance Services P.O.Box 538135 17001 Overseas Hwy Orlando,Florida 32853-8135 Sugarloaf Key,Florida 33042 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRA R OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0386 COVERAGE PERIOD: FROM 10/1/24 COVERAGE PERIOD: TO 10/1/25 12:01 AM STANDARD TIME TYPE OF COVERAGE-LIABILITY TYPE OF COVERAGE-PROPERTY General Liability ❑ Buildings ❑ Miscellaneous ❑X Comprehensive General Liability,Bodily Injury,Property Damage, ❑ Basic Form ❑ Inland Marine Personal Injury and Advertising Injury Special❑ S l Form ❑ Electronic Data Processing ❑X Errors and Omissions Liability ❑ Personal Property ❑ Bond ❑X Employment Practices Liability ❑ Basic Form ❑X Employee Benefits Program Administration Liability ❑ Special Form ❑X Medical Attendants'/Medical Directors'Malpractice Liability ❑ Agreed Amount ❑X Broad Form Property Damage ❑ Deductible N/A ❑ Law Enforcement Liability ❑ Coinsurance N/A ❑X Underground,Explosion&Collapse Hazard ❑ Blanket Limits of Liability ❑ Specific *Combined Single Limit ❑ Replacement Cost Deductible N/A ❑ Actual Cash Value Automobile Liability Limits of Liability on File with Administrator ❑X All owned Autos(Private Passenger) TYPE OF COVERAGE-WORKERS'COMPENSATION ❑X All owned Autos(Other than Private Passenger) ❑X Statutory Workers'Compensation ❑X Hired Autos ❑X Employers Liability $1,000,000 Each Accident ❑X Non-Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A *Combined Single Limit ❑X $500,000 Self Insured Retention Deductible N/A Automobile/Equipment-Deductible ❑X Physical Damage Per Schedule-Comprehensive-Auto Per Schedule-Collision-Auto NA-Miscellaneous Equipment Other The limit of liability is$5,000,000(combined single limit)bodily injury and/or property damage each occurrence in excess of a self-insured retention of$200,000. This limit is solely for any liability resulting from entry of a claims bill pursuant to Section 768.28(5)Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations/Locations/Vehicles/Special Items RE:Evidence of Insurance-Lease Agreement THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. Designated Member Cancellations Monroe County Board of County Commissioners SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE 1111 12th Street Suite 408 CERTIFICATE HOLDER NAMED ABOVE,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY IQND UPON THE PROGRAM,ITS AGENTS OR REPRESENTATIVES. Key West FL 33040 r- AUTHORIZED REPRESENTATIVE 1877 FMIT-CERT(10/2011) CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 7/3/25 Florida League of Cities,Inc. John B.Good Department of Insurance Services P.O.Box 538135 17001 Overseas Hwy Orlando,Florida 32853-8135 Sugarloaf Key,Florida 33042 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRA R OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0386 COVERAGE PERIOD: FROM 10/1/24 COVERAGE PERIOD: TO 10/1/25 12:01 AM STANDARD TIME TYPE OF COVERAGE-LIABILITY TYPE OF COVERAGE-PROPERTY General Liability ❑ Buildings ❑ Miscellaneous ❑X Comprehensive General Liability,Bodily Injury,Property Damage, ❑ Basic Form ❑ Inland Marine Personal Injury and Advertising Injury Special❑ S l Form ❑ Electronic Data Processing ❑X Errors and Omissions Liability ❑ Personal Property ❑ Bond ❑X Employment Practices Liability ❑ Basic Form ❑X Employee Benefits Program Administration Liability ❑ Special Form ❑X Medical Attendants'/Medical Directors'Malpractice Liability ❑ Agreed Amount ❑X Broad Form Property Damage ❑ Deductible N/A ❑ Law Enforcement Liability ❑ Coinsurance N/A ❑X Underground,Explosion&Collapse Hazard ❑ Blanket Limits of Liability ❑ Specific *Combined Single Limit ❑ Replacement Cost Deductible N/A ❑ Actual Cash Value Automobile Liability Limits of Liability on File with Administrator ❑X All owned Autos(Private Passenger) TYPE OF COVERAGE-WORKERS'COMPENSATION ❑X All owned Autos(Other than Private Passenger) ❑X Statutory Workers'Compensation ❑X Hired Autos ❑X Employers Liability $1,000,000 Each Accident ❑X Non-Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A *Combined Single Limit ❑X $500,000 Self Insured Retention Deductible N/A Automobile/Equipment-Deductible ❑X Physical Damage Per Schedule-Comprehensive-Auto Per Schedule-Collision-Auto NA-Miscellaneous Equipment Other The limit of liability is$5,000,000(combined single limit)bodily injury and/or property damage each occurrence in excess of a self-insured retention of$200,000. This limit is solely for any liability resulting from entry of a claims bill pursuant to Section 768.28(5)Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations/Locations/Vehicles/Special Items RE:Evidence of Insurance-Lease Agreement THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. Designated Member Cancellations Monroe County Board of County Commissioners SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE 1111 12th Street Suite 408 CERTIFICATE HOLDER NAMED ABOVE,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY IQND UPON THE PROGRAM,ITS AGENTS OR REPRESENTATIVES. Key West FL 33040 r- AUTHORIZED REPRESENTATIVE A O 7 O FMIT-CERT(10/2011) 1 O O