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915-Old Sanford Lib. Shared Use Inc.; Sanford Chamber of Commerce; or other City sponsored organizations with the consent of the COUNTY, and finds that the public health, safety and welfare will be served through the shared use of the building with the CITY. NOW, THEREFORE, in consideration of the mutual covenants, agreements and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Section 1: Recitals. The above recitals are true and correct and form a material part of the Agreement upon which the parties have relied. Section 2: Obliclations of COUNTY and CITY. (A) The CITY and the COUNTY agree to joint use of the property and building known as the Old Sanford Library (hereinafter referred to as the "Building"), located at 230 East First Street, Sanford, Florida. The COUNTY shall occupy 1400 square feet and the CITY shall occupy 2000 square feet in said Building, allocated as shown on Exhibit "A", attached hereto and incorporated herein. (B) The CITY shall be responsible for all interior renovations to the Building, including those renovations necessary to secure the library storage area used by the COUNTY, The CITY shall also be responsible for all utility and custodial costs associated with the Building. (C) The COUNTY and the CITY will equally share the costs of window repair and repainting. The COUNTY shall pay fifty percent (50%) and the CITY shall pay fifty percent (50%) of the total cost. The COUNTY's participation under this Section shall not exceed fifteen thousand dollars ($15,000.00). The CITY shall be responsible for performing Page 2 of 9 window repair and repainting and shall receive COUNTY approval of the contractor and repair costs prior to commencing work. Prior to any work commencing, the proposed contractor and the proposed costs of all work shall be determined. After said determination, the CITY and the COUNTY shall jointly approve the contractor and price before issuing a notice to proceed to the contractor. (D) The COUNTY agrees to pay its portion of the costs as stipulated above to the CITY within thirty (30) days of the conclusion of the renovation and upon presentation of invoices from the CITY detailing the work performed and costs expended. The · COUNTY Director of Library and Leisure Services is responsible for ensuring performance of the term of this Agreement and shall approve the payment request prior to the payment. (E) The space shared by the COUNTY and the CITY shall be used exclusively for Library purposes, for use by the City Police Department, Sanford Mainstreet, Inc.; Sanford Chamber of Commerce or other CITY sponsored organizations or other CITY approved uses that will not adversely impact the shared use of the shared space. The CITY will notify the COUNTY of other proposed uses and provide the COUNTY with the opportunity to comment upon same. Other uses of the Building may be permitted upon adoption of an addendum to the Agreement. (F) The CITY and the COUNTY agree to shared use of the Building until a COUNTY library building is expanded or a new COUNTY public library is constructed, at which time the provisions of this Agreement shall terminate and the COUNTY shall execute documents to revert the Building back to the CITY. (G) CITY employees shall not be permitted to use the North Branch Library staff Page 3 of 9 parking lot located to the west of the North Branch Library. Section 3: Coml~liance With Local And State Law. The CITY and the COUNTY shall comply with applicable State and local laws, regulations and ordinances, which by reference are hereby incorporated as if fully set forth herein, including but not limited to, the following: (A) Chapter 112, Florida Statutes, concerning conflicts of interest. (B) Any and all laws, rules and regulations relating to the matters set forth or implied in this Agreement. Section 4: Maintenance Of Records. (A) The parties shall, at a minimum, maintain all records required by Federal, State and local laws, rules and regulations and procedures. (B) The parties shall maintain such records, accounts and property and personnel records as deemed necessary by Florida law or otherwise typical in sound business practices to assure proper accounting of funds and in compliance with this Agreement. (C) All records and contracts, of whatsoever type or nature, required under the Scope of this Agreement shall be available for audit, inspection and copying at any time during normal business hours and as often as the other party may deem reasonably necessary. Each party shall have the right to obtain and inspect any audit pertaining to the performance of the Agreement made by any Federal, State or local agency. Each party shall retain all records and supporting documentation applicable to this Agreement for a minimum of five (5) years after resolution of the final audit and in accordance with Page 4 of 9 Florida law. Section 5: Liability. (A) Except for reimbursement as specifically set forth herein, the COUNTY shall not be liable to any person, firm, entity, or corporation who contracts with or who provides goods or services to the CITY in connection with the services hereunder, or for debts or claims accruing to such parties against the CITY. The Agreement shall not create a contractual relationship, either expressed or implied, between the COUNTY and any other person, firm, entity or corporation supplying any work, labor, services, goods or materials to the CITY as a result of this Agreement. (B) The CiTY shall not be liable to any person, firm, authority or corporation who contracts with or provides services or goods to the COUNTY in connection with the COUNTY'S use or the premises. Section 6: Subcontracts. All contracts made by the CITY to perform activities described in this Agreement shall comply with applicable laws, rules and regulations set forth in this Agreement. Any additional work or services subcontracted hereunder by the CITY shall be specified by written agreement and subject to this Agreement. Section 7: Indemnification. (A) To the extent permitted by law, each party shall hold harmless, and indemnify the other party from and against any and all liability, loss, claims, damages, costs, attorney's fees and expenses of whatsoever kind, type or nature which the other party may sustain, suffer or incur or be required to pay by reason of the loss of any monies paid to whomsoever resulting out of fraud, defalcation, dishonesty offallure of the party to comply Page 5 of 9 with applicable laws, rules or regulations; or by reason or as a result of any act or omission of the part in the performance of the Agreement or any part thereof; or be reason of a judgment over and above the limits provided by the insurance required hereunder; or by any defect in the construction of the project; or as may otherwise result in any way or instance whatsoever. (B) In the event that any action, suit or proceeding is brought against either party upon any alleged liability arising out of the Agreement, or any other matter relating to the Agreement, the other party shall provide notice in writing thereof to the other party by registered or certified mail addressed to the other party at its address provided herein. Upon receiving notice, the party receiving notice, at its own expense, shall diligently defend against the action, suit, or proceeding and take all action necessary or proper therein to prevent the obtaining of a judgment against the party providing notice. Section 8: Insurance. Each party shall carry and maintain in full force and effect throughout the term of this Agreement, either liability insurance or a liability self-insurance program to, at a minimum, the limit of liability set forth in Section 768.28, Florida Statutes, as same may from time to time be amended. Section 9: Assiclnments. Neither party shall assign the Agreement nor any interest herein without the prior written consent of the other party, Section10: Headincls. Allarticlesanddescriptiveheadingsofparagraphsinthis Agreement are inserted for convenience only and shall not affect the construction or interpretation hereof. Section11: Termination. This Agreement may be terminated in accordance with Page 6 of 9 the terms and conditions set forth under this Agreement. Section 12: Notice. Whenever either party desires to give notice unto the other, notice may be sent to: For County: J. Kevin Grace, County Manager Seminole County Services Building 1101 East First Street Sanford, FL 32771 For City: Mayor City of Sanford 300 North Park Avenue Sanford, FL 32771 Either of the parties may change, by written notice as provided herein, the addresses or persons for receipt of notice. Section 13: Severability. If anyone or more of the covenants or provisions of the Agreement shall be held to be contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall, for any reason whatsoever, be held invalid, then such covenants or provisions shall be null and void, shall be deemed separable from the remaining covenants or provisions of the Agreement, and shall, in no way, affect the validity of the remaining covenants or provisions of the Agreement. Section 14: Conflict Of Interest. (A) Both parties agree that they will not engage in any action that would create a conflict of interest in the performance of their respective obligations pursuant to this Page 7 of 9 Agreement or which would violate or cause others to violate the provisions of Part Ill, Chapter 112, Florida Statutes, relating to ethics in government. (B) The CITY hereby certifies that no officer, agent or employee of the COUNTY has any material interest (as defined in Section 112,312(15), Florida Statutes, as over five percent (5%)) either directly or indirectly, in the business of the CITY to be conducted here, and that no such person shall have any such interest at any time during the term of this Agreement. (C) Pursuant to Section 216.347, Florida Statutes, each party hereby agrees that monies that may be received from the other party pursuant to this Agreement will not be used for the purpose of lobbying the Legislature or any other State or Federal Agency. Section 15: Entire Agreement / Effect On Prior Aareement, This instrument constitutes the entire agreement between the parties and supersedes all previous discussions, understandings and agreements, if any, between the parties relating to the subject matter of the Agreement. Amendments to and waivers of the provisions herein shall be made by the parties in writing by formal amendment hereto. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day hereinabove first written. ATTEST: CITY OF SAN FORD C-k rC erk N I, IEi'K:- Date Page 8 of 9 ATTEST: BOARD OF COUNTY COMMISSIONERS SEMINOLE COUNTY, FLORIDA I McLain, Chairman County Commissioners of Seminole County, Florida Date For the use and reliance of Seminole As authorized for execution by the Board County only. Approved as to form and of County Commissioners at their __ legal sufficiency. /a_-// ,2001, regular meeting. Coun orn ~ ~ ~ i:~lng%cities%2.001~sanford~shard USe agr-libraW Page 9 of 9 Seminole Cd:, r:y Seminole County;!; ::,!400 :sq- ft. City of Sanford 2000 sq:;?ft, ' i ~, Total:3400:sq..ft,2 . ~ ~ ~ ,, ,, ~- --~ ,,.,, ,',, ,,. "' "Exhibit 'A' Fropoeea Floor Plan 'REQUISITION ON PURCHASING AGENT , ..d~:O.DE.~.~Eo"O,,,.~--.TE.,~'EO.~E,.No. 25001 APPROVED DATE REQUISITIONEF~ ORDERED: ~_////./,../~/~ RO. NO:. ~ ~ ........... i MATTEINI PAINTING 2864 Copper Ridge Court. Lake Mary, FL 32746 (407) 323--8942(407) 221-7982 PROPOSAL SUBMITTED TO: Mr. Dwight (Butch) Willey COMPANY: City of Sanford/Public Works Department ADDR.ESS: 800 W. Fulton Sla'eet/P.O Box 1788 CITY, STATE: Sanford, FL 32772-1788 PI-iONE NO: (:407) 302-1017 FAX NO: (407) 330-3601 We hereby propose to furnish the materials and perform the labor nec.~r:au3t for the completion of 3) Interior prep, painting of all windows domain stairs. 4) Exterior pressure washing of cornpl~e building "', separate p~ice:S~250:00 C %; s> co,~,~t wit, be ~a~ h d~,n ,po, job./~7~ with .. ,: Total price $ ~,300.00 All rnaterit~l is guaranteed to be as specifie~k az~[ the above to b~ performed in accordance with the drawings and specifications submitted for above and completed in a subslam'ial workratantlike rammet for the sum of Dollars. With payments to be made as follows: Deposit required Deposit Total bahnee ACCEPTANCE OF PROPOSAL The above prices specificatio~ and coadit.on ~re sailsfaUlty and h~by acr_,epted. Yea are authorized to do the work as specified. Payment_~ will be made as outlined above. Dare Signature: PROPOSAL NO. Signature: