HomeMy WebLinkAboutItem G10 Liz Yongue
From: Gomez-Krystal <Gomez-Krystal@MonroeCounty-FL.Gov>
Sent: Tuesday, January 27, 2026 11:04 AM
To: Ballard-Lindsey; County Commissioners and Aides; Kevin Madok; Senior Management
Team and Aides; Liz Yongue; InternalAudit; Agenda Item Review Team
Cc: Shillinger-Bob; Williams-Jethon; Cioffari-Cheryl; Livengood-Kristen; Rubio-Suzanne;
Pam Radloff; County-Attorney; Allen-John; Danise Henriquez; Hurley-Christine; Rosch-
Mark; Gambuzza-Dina; Beyers-John; InternalAudit; Valcheva-Svilena; Powell-Barbara;
Morey-Brynn
Subject: ADD-ON Item G10 01/28/2026 BOCC Meeting
Attachments: License Agreement - 2059 Long Beach Dr BPK - FINAL AIS 0335.pdf; AIS 0335 ADD
ON.docx
Categories: Orange Category
Good morning,
Please be advised,the following Add On Item is set for inclusion day-of meeting prior to the approval of the Agenda:
"Approval of License Agreement for Temporary Use(access and filming)on Land Authority property located at 2059 Long
Beach Drive, Big Pine Key with WB Studio Enterprises Inc., Proximity Productions, LLC for production of Bad Monkey."
The Agenda Item Summary is attached.Once approved,this will be considered Add On Item G10.
Sincerely,
�,-,rrystaC crontez
Executive Administrator
Monroe County Administrator's Office
1100 Simonton Street,Suite 2-20S
Key West, FL 33040
Office:30S-292-4441
Cell:30S-8SO-8694
Courier Stop#1
Notary Public
www.ri"ioriroeco�,,iirity.-fu..gov
gorriez..kry:st,, 1.@ri"ioriroeco�,,iirity..-fl..gov
,.airity..fl.gov
PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS
ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE.
1
BOARD OF COUNTY COMMISSIONERS
COUNTY of MONROE
! Mayor Michelle Lincoln,District 2
The Florida Keys m Mayor Pro Tem David Rice,District 4
Craig Cates,District 1
James K. Scholl,District 3
Holly Merrill Raschein,District 5
Regular Meeting
January 28, 2026
Agenda Item Number: {{section.number}}{{item.number}}
26-0335
BULK ITEM: No DEPARTMENT: MC Land Authority Governing
Board
TIME APPROXIMATE: STAFF CONTACT: Cynthia Guerra
AGENDA ITEM WORDING: Approval of License Agreement for Temporary Use (access and
filming) on Land Authority property located at 2059 Long Beach Drive, Big Pine Key with WB Studio
Enterprises Inc., Proximity Productions, LLC for production of Bad Monkey.
ITEM BACKGROUND: This would authorize the temporary use of Land Authority owned property
for film production activities related to Bad Monkey, providing access to the parcel of actors and film
equipment in the beach area. The license agreement requires the user to compensate the Land Authority
for any damages to the conservation land.
PREVIOUS RELEVANT BOCC ACTION:
INSURANCE REQUIRED: Yes
CONTRACT/AGREEMENT CHANGES:
STAFF RECOMMENDATION
DOCUMENTATION:
FINANCIAL IMPACT:
LICENSE AGREEMENT
BAD MONKEY—2059Lon2 Beach Dr., Bit Pine Key, FL
THIS LICENSE AGREEMENT is made and entered into on this day of
, 2026,by and between the MONROE COUNTYCOMPREHENSIVE
PLAN LAND AUTHORITY, a land authority under Section 380.0663(1), Florida Statutes, and
Monroe County Ordinance Number 031-1986, (hereinafter the "LICENSOR")whose address is 1200
Truman Avenue, Suite 207, Key West, Florida 33040, and Proximity Productions, LLC., and
GEP Administrative Services,LLC.DBA Entertainment Partners organized and existing under the
laws of the State of California, (hereinafter the "LICENSEE") whose principal address is 4000
Warner Blvd., Burbank, California 91522.
WITNESSETH:
WHEREAS, the LISCENSOR owns property known as 2059 Long Beach Drive, Big Pine
Key, Florida 33043, Parcel ID: 00112341-001100; and
WHEREAS, the LICENSEE has requested the use of this LICENSOR property, in order
to film Season Two of a TV production known as "Bad Monkey"; and
WHEREAS, the LISCENSOR is willing to grant the Licensee use of the property as
described within this agreement as subject to the terms and conditions set forth below.
NOW, THEREFORE, in consideration of the foregoing and mutual covenants and
promises hereinafter contained, it is agreed as follows:
Premises. The LICENSOR hereby grants to LICENSEE a revocable and non-assignable license
to occupy and use, subject to all of the terms and conditions of this agreement, and LICENSEE
does hereby accept from the LICENSOR, in its "as is" condition, the Premises located at 2509
Long Beach Dr, Big Pine Key, Florida 33043, Parcel ID: 00112341-001100, which is more
particularly described in Exhibit"A" attached hereto and made a part of this License Agreement.
Access granted herein is limited to those portions of the parcel below the mean high water line.
License Term and Effective Date. This License Agreement shall commence on the date first
above written contingent upon full execution by the Parties, and shall continue until March 1,
2026.
License Fees. The faithful performance by LICENSEE of all of the terms, conditions, and
covenants contained herein shall be deemed to be substantial valuable consideration for the grant
of this license to LICENSEE.
LICENSEE agrees to reimburse salary paid to Beth Bergh or her staff for their role as Land
Steward, overseeing the project on site and LICENSEE agrees to reimburse cost to restore any
damaged native plants previously installed to be determined by Beth Bergh at the end of the
project. This salary reimbursement fee will be based on a flat rate of $75.31 per hour. This
1
reimbursement payment is to be issued to the Monroe County Environmental Land Management
and Restoration Fund (Fund 160).
Insurance Requirements. LICENSEE shall obtain and maintain at its own expense the insurance
coverages listed within this provision prior to the use of property under this Agreement. All
insurance requirements provided for in this Agreement shall be subject to review and approval by
the Monroe County Risk Manager. The LICENSEE shall not be permitted to occupy or use the
property until satisfactory evidence of the required insurance has been furnished to the County as
specified herein. The LICENSEE shall maintain the insurance required by this section throughout
the entire term of this License Agreement. Failure to comply with this provision may result in the
immediate termination of the license agreement at the LICENSOR's discretion.
Prior to LICENSEE entering the Premises, LICENSEE shall provide, to the LICENSOR, as
satisfactory evidence of the required insurance, either Certificate of Insurance or a Certified Copy
of the actual insurance policy. The LICENSOR,at its sole option,has the right to request a certified
copy of any or all insurance policies required by this contract. The Monroe County Land Authority
will be included as "Additional Insured" on all polices, except for Workers Compensation.
At a minimum, LICENSEE shall be required to maintain the following coverages:
• Commercial General Liability: an Occurrence Form policy is preferred. If coverage is
provided on a Claims Made policy, its provisions should include coverage for claims filed
on or after the effective date of this License Agreement. In addition, the period for which
claims may be reported should extend for a minimum of twelve (12) months following the
termination or expiration of this License Agreement. Coverage must include: Premises
Operations; Blanket Contractual Liability; Personal Injury Liability; Property Damage.
The minimum acceptable limit is $1,000,000.00 Combined Single Limit(CSL).
• Business Auto Liability: LICENSEE's policy must include coverage for all Owned, Non-
Owned and Hired-Vehicles used in the performance of work covered by this License
Agreement. The minimum acceptable limit is $1,000,000.00. If Split Limits are provided,
the minimum acceptable limits are: $500,000 per person; $1,000,000 per occurrence,
$100,000 property damage.
• Workers' Compensation. Contractor shall obtain Worker's Compensation Insurance with
limits sufficient to respond to applicable Worker's Compensation state statutes and the
requirements of Chapter 440, Florida Statutes. If the Contractor has been authorized by the
Florida Department of Labor as an authorized self-insurer, the LICENSOR may recognize
and honor the Contractor's Status. If Contractor is claiming such self-insurance in lieu of
Worker's Compensation insurance, Contractor shall submit a Letter of Authorization
issued by the State of Florida and may be required to submit financial statements
demonstrating a continuing ability to remain adequately self-insured.
All insurance policies must specify that they are not subject to cancellation, non-renewal, material
change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given
to the LICENSOR by the insurer. The acceptance and approval of the LICENSEE's insurance shall
2
not be construed as relieving the LICENSEE from any liability or obligation assumed under this
contract or imposed by law.
Rules and Regulations.
a. LICENSEE agrees to accept the Premises in an "as is" condition. LICENSEE understands
that the Premises is a conservation land which contains native vegetation and any
disruption of the native vegetation shall require replanting at LICENSEE's sole expense.
LICENSEE agrees that the LICENSEE will not cut or remove any planted trees, will not
disturb the LICENSOR-restored planted areas, and if any trimming is needed it shall be
conducted with LICENSOR Staff involvement. LICENSEE shall coordinate all landscape
work and any plantings with Beth Bergh, Monroe County Land Steward.
b. LICENSEE will limit activity to the cleared 50-foot zone above mean high water and the
existing approximate eight(8) foot access path.
c. It is hereby agreed that the Premises shall be used for film and production of"Bad Monkey"
Season Two. LICENSEE agrees to use a small, self-driving recreational vehicle, which
allows the vehicle to be driven into position using the existing access path. LICENSEE
agrees the recreational vehicle will be located in the cleared 50-foot zone and will not
encroach on the planted areas.
d. LICENSEE agrees to maintain the Premises in a state of good repair, and agrees to replace
damaged native vegetation, as coordinated with Beth Bergh and Monroe County Land
Authority.
e. LICENSEE may access the parcel below the mean high water line for the purpose of
transitioning actors and film equipment along the beach; LICENSEE is not permitted to
access or impact any portion of the parcel above the mean high water line and LICENSEE
is not permitted to erect any structures or improvements on the Premises. LICENSEE may
assemble sets within the cleared area, such set is not to disturb the native vegetation.
f. LICENSOR shall have at any time during the term of this License, the right to enter upon
the Premises to inspect LICENSEE's compliance.
Assignment. This Agreement is personal to LICENSEE and may not be assigned or transferred.
LICENSEE shall not assign,sublease,or grant use rights to the Premises to anyone. Any attempted
disposition by Licensee of an interest in the Property without Licensor's prior written consent shall
be void and confer no rights upon any third person or entity, and grounds for immediate
termination of this Agreement.
Cancellation and Termination. LICENSOR shall have the right to revoke and terminate this
Agreement with or without cause,with 15 days'written notice to LICENSEE.Written notice given
or sent by LICENSOR to LICENSSEE, shall be deemed to have been fully given and/or sent
pursuant to the Notice provision within this License Agreement. In the event Licensee's items,
materials and/or belongings, or any items, materials and/or belongings which belong to any
person(s)or entities retained by Licensee are not removed from the Premises in response to written
notice of termination from LICENSOR, or should LICENSOR find it necessary in the event of an
3
emergency to act immediately, LICENSOR may remove Licensee's and/or Licensee's retained
person(s)/entities' items, materials and/or belongings from the Premises and shall not be
responsible for damage incurred due to such removal. The costs incurred by the LICENSOR
associated with any such removal shall be borne by Licensee. This Agreement shall expire on
March I st, 2026.
Return of the Premises.Upon cancellation or termination of this License Agreement,LICENSEE
shall voluntarily quit its use of the Premises, peacefully vacate, and return the Premises to
LICENSOR in the same or better condition than received on the effective date hereof, clean and
cleared of all trash, debris,personal property, and equipment of any kind.
Subordination. This License Agreement is subordinate to the laws and regulations of the United
States, the State of Florida, and Monroe County, whether in effect on commencement of this
License or adopted after that date.
Premises to be Used for a Lawful Purpose. It is expressly covenanted between the parties hereto
that the LICENSEE will not use, suffer nor permit any person to use in any manner whatsoever
the Premises, nor any portion thereof, for purposes calculated to injure the reputation of the
Premises, or of the neighboring property,nor for any purpose or use in violation of the laws of the
United States, or of the State of Florida, or of the Ordinances of Monroe County, Florida.
LICENSEE will keep and save the LICENSOR forever harmless from any penalty or damage or
charges imposed for any violation of any of said laws, whether occasioned by neglect of
LICENSEE, and LICENSEE will indemnify and save and keep harmless the Lessor against and
from any loss, cost, damage, and expense arising out of any accident or other occurrence, causing
injury to any person or property whomsoever or whatsoever, and due directly or indirectly to the
use of the Premises or any part thereof by LICENSEE.
No Waiver of Breach. It is further mutually covenanted and agreed between the parties hereto
that no waiver of a breach of any of the covenants of this License shall be construed to be a waiver
of any succeeding breach of the same covenant.
Responsibility for Property on License. All property of any kind that may be on the Premises
during the term of this License shall be at the sole risk of the LICENSEE. The LICENSOR shall
not be liable to the LICENSEE or any other person for any injury, loss, or damage to property or
person on the Premises.
Rights Reserved. Rights not specifically granted to LICENSEE by this License Agreement are
reserved to the LICENSOR.
Indemnification / Hold Harmless / Defense. LICENSEE shall indemnify, hold harmless, and
defend LICENSOR from and against any and all liability, claims, and causes of action for personal
injury (including death),property damage, including reasonable attorney's fees,which arise from,
or are in any way connected to LICENSEE's use of the Premises, or any means of ingress to or
4
egress from such Premises. LICENSEE acknowledges that it has been provided with a full and fair
opportunity to inspect the Premises, and that by entering into this License Agreement, LICENSEE
acknowledges that the Premises are reasonably safe and suitable for its intended use. In
consideration of the LICENSOR's consent for LICENSEE's use of the Property, LICENSEE
expressly agrees that its duty to indemnify and hold harmless the LICENSOR as provided herein
shall include claims which may arise from the alleged negligent acts or omissions of the
LICENSOR, and its officers, employees, or agents.
Binding Effect. The terms, covenants, conditions, and provisions of this License shall bind and
inure to the benefit of the LICENSOR and LICENSEE and their respective legal representatives,
successors, and assigns.
Adiudication of Disputes or Disagreements.LICENSOR and LICENSEE agree that all disputes
and disagreements shall be attempted to be resolved by meet and confer sessions between
representatives of each of the parties. If the issue or issues are still not resolved to the satisfaction
of the parties, then any party shall have the right to seek such relief or remedy as may be provided
by this License or by Florida law.
Cooperation. In the event any administrative or legal proceeding is instituted against either party
relating to the formation, execution, performance, or breach of this License, LICENSOR and
LICENSEE agree to participate, to the extent required by the other party, in all proceedings,
hearings, processes, meetings, and other activities related to the substance of this License or
provision of the services under this License. LICENSOR and LICENSEE specifically agree that
no party to this License shall be required to enter into any arbitration proceedings related to this
License.
Covenant of No Interest. LICENSOR and LICENSEE covenant that neither presently has any
interest, and shall not acquire any interest, which would conflict in any manner or degree with its
performance under this License,and that the only interest of each is to perform and receive benefits
as recited in this License.
Non-Wavier of Immunity. Notwithstanding the provisions of Chapter 768.28, Florida Statutes,
the participation of the LICENSOR and LICENSEE in this License and the acquisition of any
commercial liability insurance coverage, self-insurance coverage, or local government liability
insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability
coverage, nor shall any contract entered into by the LICENSOR be required to contain any
provision for waiver.
Privileges and Immunities. All of the privileges and immunities from liability, exemptions from
laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other
benefits which apply to the activity of officers, agents, or employees of any public agents or
employees of the LICENSOR, when performing their respective functions under this License
within the territorial limits of the LICENSOR shall apply to the same degree and extent to the
5
performance of such functions and duties of such officers,agents,volunteers, or employees outside
the territorial limits of the LICENSOR.
Remedies Cumulative. All remedies hereinbefore and hereafter conferred on LICENSOR shall
be deemed cumulative and no one exclusive of the other, or of any other remedy conferred by law.
No Personal Liability. No covenant or agreement contained herein shall be deemed to be a
covenant or agreement of any member, officer, agent or employee of LICENSOR in his or her
individual capacity, and no member, officer, agent or employee of LICENSOR shall be liable
personally on this Agreement or be subject to any personal liability or accountability by reason of
the execution of this Agreement.
Notice. All written correspondence to the LICENSOR shall be dated and signed by an authorized
representative of the LICENSEE. Any written notices or correspondence required or contemplated
under this Agreement shall be sent by U.S. Mail, certified, return receipt requested, postage pre-
paid, or by courier with proof of delivery. Notice is deemed received by LICENSEE when hand
delivered by national courier with proof of delivery or by U.S. Mail upon verified receipt or upon
the date of refusal or non-acceptance of delivery. Notice shall be sent to the following persons:
FOR LICENSOR: FOR LICENSEE:
MONROE COUNTY LAND
AUTHORITY CT Corporation System
1200 Truman Ave, Suite 207 1200 S Pine Island Rd,Plantation,FL 33324
Key West, FL 33040 Email:
Choice of Law and Venue. The parties expressly agree that the only laws that apply to this
Agreement are those of the State of Florida and United States of America,without regard to choice
of law principals. The parties waive the privilege of venue and agree that all litigation between
them in the state courts will take place exclusively in the Sixteenth Judicial Circuit in and for
Monroe County, Florida, and that all litigation between them in the federal courts will take place
exclusively in the United States District Court in and for the Southern District of Florida, or United
States Bankruptcy Court for the Southern District of Florida, whenever applicable. This
Agreement shall not be subject to arbitration. Mediation proceedings initiated and conducted
pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and
usual and customary procedures required by the Circuit Court of Monroe County, Florida.
Attorney's Fees and Costs. LICENSOR and LICENSEE agree that in the event any cause of
action or administrative proceeding is initiated or defended by any party relative to the enforcement
or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's
fees, court costs, investigative, and out-of-pocket expenses, as an award against the non-prevailing
party, at all levels of the court system, including in appellate proceedings.
6
Public Records Compliance.
LICENSOR is a public agency subject to Chapter 119, Florida Statutes, as amended from time to
time. To the extent LICENSEE is acting on behalf of the LICENSOR pursuant to Section
119.0701,Florida Statutes,as amended from time to time,LICENSEE must comply with all public
records laws in accordance with Chapter 119, Florida Statutes. In accordance with state law,
LICENSEE agrees to:
a) Keep and maintain all records that ordinarily and necessarily would be required by the
LICENSOR in order to perform the services.
b) Upon request from the LICENSOR's custodian of public records,provide the LICENSOR
with a copy of the requested records or allow the records to be inspected or copies within
a reasonable time at a cost that does not exceed the costs provided in Chapter 119, Florida
Statutes, or as otherwise provided by law.
C) Ensure that public records that are exempt,or confidential and exempt,from public records
disclosure are not disclosed except as authorized by law for the duration of the Agreement
term and following completion of the Agreement if the Contractor does not transfer the
records to the LICENSOR.
d) Upon completion of the services within this Agreement, at no cost, either transfer to the
LICENSOR all public records in possession of the Contractor or keep and maintain public
records required by the LICENSOR to perform the services. If the LICENSEE transfers
all public records to the LICENSOR upon completion of the services,the LICENSEE must
destroy any duplicate public records that are exempt, or confidential and exempt, from
public records disclosure requirements. If the LICENSEE keeps and maintains public
records upon completion of the services, the LICENSEE must meet all applicable
requirements for retaining public records. All records stored electronically must be
provided to the LICENSOR, upon request from the LICENSOR's custodian of public
records, in a format that is compatible with the information technology systems of the
LICENSOR.
IF THE LICENSEE HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S
DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
AGREEMENT, CONTACT THE LICENSOR'S CUSTODIAN OF PUBLIC
RECORDS AT: MONROE COUNTY ATTORNEY'S OFFICE, 1111 12TH
STREET, SUITE 408, KEY WEST, FL 33040, EMAIL:
P1.1I L1 " E �� ��( )M0 C01 rY FL � V, OR PHONE: 305-292-
3470.
If LICENSEE does not comply with this section, the LICENSOR will enforce the Agreement
provisions in accordance herewith and may unilaterally cancel this Agreement in accordance with
state law.
Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the terms, or any
of them, of this License Agreement to enforce or attempt to enforce any third-parry claim or
entitlement to or benefit of any service or program contemplated hereunder, and the LICENSOR
and LICENSEE agree that neither the LICENSOR nor the LICENSEE or any agent, officer, or
employee of either shall have the authority to inform, counsel, or otherwise indicate that any
particular individual or group of individuals, entity or entities, have entitlements or benefits under
7
this Lease separate and apart, inferior to, or superior to the community in general or for the
purposes contemplated in this Lease.
Force Maieure. If either parry shall be delayed, hindered or prevented from the performance of
any act required hereunder by reason of strikes, lockouts, labor trouble, inability to procure
material, failure of power, riots, insurrection, war or Acts of God (including but not limited to
flooding, tropical storms, and hurricanes) or other reasons of like nature not the fault of the parry
delayed, in performing work or doing acts required under this Lease, the period for the
performance of any such act shall be extended for a reasonable period.
Attestations. LICENSEE agrees to execute such documents as the LICENSOR may reasonably
require, as attached in Exhibit B.
Noncoercive Conduct for Labor or Services & Forced Labor Vendor List. As a
nongovernmental entity submitting a proposal, executing, renewing, or extending a contract with
a government entity, LICENSEE is required to provide an affidavit under penalty of perjury
attesting that LICENSEE does not use coercion for labor or services in accordance with Section
787.06, Fla. Stat. As an authorized representative of LICENSEE, I certify under penalties of
perjury that LICENSEE does not use coercion for labor or services as prohibited by Section
787.06, Fla. Stat. Additionally, LICENSEE has reviewed Section 787.06, Fla. Stat., and agrees to
abide by same. Last, any contract renewed or entered into after July 1, 2024, may be terminated at
the option of the LICENSOR if the LICENSEE is placed on the forced labor vendor list created
pursuant to Section 287.1346, Fla. Stat., as may be amended from time to time.
Nondiscrimination. The LICENSEE and LICENSOR agree that there will be no discrimination
against any person, and it is expressly understood that upon a determination by a court of
competent jurisdiction that discrimination has occurred, this Agreement automatically terminates
without any further action on the part of any parry, effective the date of the court order. Contractor
agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable,
relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights
Act of 1964 (PL 88-352)which prohibits discrimination in employment on the basis of race, color,
religion, sex or national origin; 2) Title IX of the Education Amendment of 1972, as amended(20
USC ss. 1681-1683,and 1685-1686),which prohibits discrimination on the basis of sex; 3)Section
504 of the Rehabilitation Act of 1973, as amended(20 USC s. 794),which prohibits discrimination
on the basis of disability; 4) The Age Discrimination Act of 1975, as amended(42 USC ss. 6101-
6107)which prohibits discrimination on the basis of age; 5)The Drug Abuse Office and Treatment
Act of 1972 (PL 92-255), as amended,relating to nondiscrimination on the basis of drug abuse; 6)
The Comprehensive Alcohol Abuse and Alcoholism Prevention,Treatment and Rehabilitation Act
of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and
290ee-3), as amended,relating to confidentiality of alcohol and drug abuse patient records; 8)Title
VIII of the Civil Rights Act of 1968 (42 USC s. 3601 et seq.), as amended, relating to
nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities
Act of 1990 (42 USC s. 12101 Note), as may be amended from time to time, relating to
nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 14, Article II,
8
which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry,
sexual orientation, gender identity or expression, familial status or age; 11) The Pregnant Workers
Fairness Act(PWFA)pursuant to 42 U.S.C. 2000gg et seq.; and 12)Any other nondiscrimination
provisions in any Federal or state statutes which may apply to the parties to, or the subject matter
of, this Agreement.
In the event of breach of any of the above nondiscrimination covenants, LICENSOR shall have
the right to terminate the License and to re-enter and as if said License had never been made or
issued. The provision shall not be effective until the procedures of Title 49, Code of Federal
Regulations, Part 21 are followed and completed including exercise of expiration of appeal rights.
E-Verify System. In accordance with F.S. 448.095, Any Contractor and any subcontractor shall
register with and shall utilize the U.S. Department of Homeland S -Verify system to verify the
work authorization status of all new employees hired by the LICENSEE during the term of the
Contract and shall expressly require any subcontractors performing work or providing services
pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E-Verify
system to verify the work authorization status of all new employees hired by the subcontractor
during the Agreement term. Any subcontractor shall provide an affidavit stating that the
subcontractor does not employ, contract with, or subconstruct with an unauthorized alien.
Company shall comply with and be subject to the provisions of F.S. 448.095.
Merger;Amendment. This Agreement constitutes the entire Agreement between the LICENSEE
and the LICENSOR, and negotiations and oral understandings between the parties are merged
herein. This Agreement can be supplemented and/or amended only by a written document
executed by both the LICENSEE and authorized designees of the LICENSOR.
Interpretation. The titles and headings contained in this Agreement are for reference purposes
only and will not in any way affect the meaning or interpretation of this Agreement. All personal
pronouns used in this Agreement include the other gender, and the singular includes the plural,
and vice versa, unless the context otherwise requires. Terms such as "herein" refer to this
Agreement as a whole and not to any particular sentence,paragraph, or section where they appear,
unless the context otherwise requires. Whenever reference is made to a section or article of this
Agreement, such reference is to the section or article as a whole, including all subsections thereof,
unless the reference is made to a particular subsection or subparagraph of such section or article.
Any reference to "days" means calendar days, unless otherwise expressly stated.
Joint Preparation. It is acknowledged that each parry to this Agreement had the opportunity to
be represented by counsel in the preparation of this Agreement and accordingly the rule that a
contract will be interpreted strictly against the parry preparing same does not apply herein due to
the joint contributions of both parties.
Severability; Wavier of Provisions. Any provision in this Agreement that is prohibited or
unenforceable in any jurisdiction will, as to that jurisdiction, be ineffective to the extent of such
prohibition or unenforceability without invalidating the remaining provisions hereof or affecting
9
the validity or enforceability of such provisions in any other jurisdiction. The non-enforcement of
any provision by either parry will not constitute a waiver of that provision nor will it affect the
enforceability of that provision or of the remainder of this Agreement.
Signatory Authority. Upon request, the Contractor must provide the LICENSOR with copies of
requisite documentation evidencing that the signatory for Contractor has the authority to enter into
this Agreement.
Execution in Counterparts. This Agreement may be executed in multiple originals, and may be
executed in counterparts, each of which is hereby deemed to be an original, but all of which,taken
together, constitutes one and the same agreement.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and
year first above written.
LICENSOR
MONROE COUNTY COMPREHENSIVE
PLAN LAND AUTHORITY
Approved as to Legal Sufficiency
BY:
Gregory S. Oropeza, Esquire David Rice, Chairman
WITNESSES: LICENSEE:
Proximity Productions LLC.
BY:
Signature
Print Name:
Print Name Date
Title:
Address
Date:
Signature
Print Name Date
Address
10
Exhibit A
Legal Description
11
Legal Description (of land situate in Monroe County, Florida):
A tract of land In a part of Government Lot 1, Section 2, T.67S.,
R. 29E., on Big Pine Key, Monroe County', Florida and being
more particularly described by metes and hotin&s as follows,
Commencing at Northwest Corner of Lot 24 of Long Beach
Estates, as recorded in Plat Book 5, Page 38 of the Public
Records of Monroe County, ',Florida, said Corner being on a
curve having a central angle of It) degrees, 03 minutes and 20
seconds and a radius of feet,bear Westerly, along said curve
and deflecting to the right, 181.93 feet to a Point of Tangent
thence bear South 82 degrees and 00 minutes West, 1.676.11 feet
to a Point of Curve, said curve having a central angle of 11
degrees and 11 minutes and a radius of 950 feet; thence along,
said curve, in a Westerly direction and deflecting to the left,
1,85.43 feet to as Point of Tangent; thence bear South 70 degrees
and 49 minutes West, 820 feet to a Point of Curve, said curve
having a central angle of 19 degrees and 00 minutes and a
radius of 1050 feet; thence along said curve in a Westerly
direction and deflecting to the right, 348.19 feet to a Point of
Tangent; thence bear South 89 degrees and 49 minutes West,
150.27 feet to the POINT OF BEGINNING, continue hearing
South $9, degrees and 49 n-dinuties West, 100 feet; thence bear
South 0,0 degrees and 11, minutes East, 290 feet, more or less, to
the shoreline of the Atlantic Ocean; thence meander the
shoreline of the Atlantic Ocean in an Easterly direction to a
point that is 100 feet, measured at right angles, to the preceding
course; thence beat North 00 degrees and 11 minutes West, 260
feet, more or less,back to the POJN'T OF BEGINNING.
12
Exhibit B
County Forms
13
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:
14
By signing this Affidavit,LICENSEE has sworn or affirmed to the following requirements as set forth in the Public Entity
Crime Statement,Ethics Clause,Vendor Certification Regarding Scrutinized Companies List,Foreign Country of
Concern 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 LICENSEE certifies and agrees that neither the firm nor any Affiliate has been placed on the convicted vendor list
within the last 36 months.
LICENSEE will promptly notify the LICENSOR 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, LICENSEE warrants that it has not employed,retained or otherwise had act on its behalf any
former LICENSOR officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any LICENSOR officer or
employee in violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this provision the LICENSOR
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 LICENSOR officer or employee.
Vendor Certification Regarding 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 LICENSEE, I hereby certify that the company identified above as
"LICENSEE"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 LICENSOR
may be terminated immediately,at the option of the LICENSOR,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:
htt2://www.diiis.myflorid-,t.coiii/1)Lisiness_operations/state purchasing/vendor information/convicted suspended discrimi
natory complaints vendor lists
15
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.
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 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 ,2026,by
Signature of Notary Public-State of Florida
Name of Notary
My commission expires:
Personally Known OR Produced Identification
Type of Identification Produced
16