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#14-6277 (CaterMasters, Inc.) COLLIER COUNTY MUSEUM AGREEMENT 14-6277 Facility Event Coordinator This Facility Use Agreement ("Agreement") is entered into this .23' day of S..e4 , 2014, by and between CaterMasters, Inc., a corporation authorized to do business in the State of Florida, whose business address is 125 Airport Road North, Suite IOTA, Naples, FL 34104 ("Lessee"), and Collier County, a political subdivision of the State of Florida, (the "County" or "Lessor") collectively stated as the "Parties." WITNESSETH: WHEREAS, the County wishes to engage the services of a firm to implement, promote and manage successful Facility Events Coordination for Events during the weekend and after- hours, such as, but not limited to; small private gatherings, business meetings, hotel guests and group visits, luncheons, garden parties, wedding ceremonies, photography classes, and other suitable activities located on the Museum properties owned by the County, hereinafter referred to as the "Events", and more fully described in Exhibit A, Scope of Services, attached hereto, and WHEREAS, the County wishes to engage the services of a firm capable of performing the work related to the Events, hereinafter called the "Facility Events Coordinator" or "Lessee", and WHEREAS, the County desires to be compensated by the Lessee managing the Events and have the Lessee manage the Events; and WHEREAS, the Lessee is agreeable to and desirous of undertaking such services for County in connection with the Events as described herein; NOW, therefore, in consideration of the promises and mutual covenants hereinafter contained, the Lessee hereby agrees to undertake said services in connection with the Events as outlined below, subject to the terms and provisions as hereinafter contained. 1. Commencement: The agreement shall be for a three (3) year period, commencing on Date of Board award and terminating three (3) years from that date. The County may, at its discretion and with the consent of the Lessee, renew the Agreement under all of the terms and conditions contained in this Agreement for five (5) additional one (1) year periods. The County shall give the Lessee written notice of the County's intention to renew the Agreement term not less than ten(10) days prior to the end of the Agreement term then in effect. The County Manager, or his designee,may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The County Manager, or his designee, shall give the Lessee written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. Page 1 of 18 Cir0 2. Facilities: Collier County Museum Locations, including, but not limited to, Naples Depot Museum in downtown Naples, Immokalee Pioneer Museum at Roberts Ranch in Immokalee, and the Collier County Main Museum at the Collier County Government Center, ("Facilities" or "Premises"). 3. Use of Facilities: Lessee shall utilize the Facilities for various Events throughout the year in strict accordance with the attached Exhibit A, Scope of Work and Exhibit B, Terms and Conditions. 4. Permissible Alterations and Additions to Premises: Lessee may not make any alterations or additions to the Premises. 5. Access: Lessee shall have access to the Facilities during the agreed upon dates and times as set forth by the Museum Director, or designee. The time provided beginning and after each Event is for required set-up and clean-up. Clean-up must occur within four (4) hours after the Event or the Lessee will pay the County an additional fee equal to fifty percent (50%) of the rental deposit. 6. Deposit: The Lessee agrees to pay Collier County c/o Director of Museums a deposit when an event is booked in the amount equal to the greater of fifty percent (50%) of the estimated rental fee or one thousand dollars ($1,000.00). Deposits are refundable up to ninety (90) days before an event and afterward fifty (50%) percent of the deposit may be returned up until eleven (11) days prior to an event. When the event is ten (10) days from occurring,the deposit becomes non-refundable. 7. Accounting and Payment: Within ten (10) business days after the close of each event, unless written approval by the Museum Director, or designee, Lessee shall submit to the County a true and correct statement setting forth the Percentage Commission payable to the County, the Gross Revenues received by Lessee, and the applicable Florida State Sales Tax, pursuant to §212.031, Fla. Stat., on the payment to the County. Along with said statement, a copy of the detailed Invoice Lessee submitted to the Client for the event shall be submitted. It is understood that the applicable Florida State Sales Tax, pursuant to §212.031, Fla. Stat., on payments to the County pursuant to this Agreement shall be added to Lessee's payments and forwarded to the County as part of said payments. Along with said statement, Lessee shall remit to the County the "Percentage Commission" in accordance with attached Exhibit C Revenue Schedule. The County is to receive the Percentage Commission net, free and clear of all costs and charges arising from, or related to, Lessee's obligations under this Agreement. As used in this Agreement "Percentage Commission" is derived from each of the following categories 1)the Facility Rental fee charged to the client; and 2)the Additional Fees charged to the client, including but not limited to: catering (food & beverage), event planners, photographers, decorators, florists, boutiques, hair and makeup artists, lighting Page 2 of 18 and stage rentals, chair and equipment rentals, talent, entertainment, and other guest amenities. As used in this Agreement "Gross Revenues" means the sum of all income collected, accrued or derived by Lessee under the privileges granted by this Agreement, including the rental fee, plus additional fees charged to the Client, less all Federal, State or other taxes collected by Lessee from Clients and required by law to be remitted to the taxing authority. The Percentage Commission will be payable to "Collier County Board of County Commissioners"and sent, with the statement,to the County at the following address: Ron Jamro, Director of Museums Collier County Museum 3299 Tamiami Trail East Naples, Florida 34112 Lessee shall also provide the County with a copy of Lessee's Florida State Sales and Use Tax remittance for the Events. In the event the Lessee fails to pay the Percentage Commission by the due date, there shall be a late charge of Fifty Dollars ($50.00) for such late payment, in addition to interest at the rate of 1.5%per month. If the payment of consideration and accumulated daily penalties are not received within thirty (30) days after the normal monthly due date, then the County may terminate this Agreement. 8. Records, Audit: Lessee agrees to establish and maintain such records as now exist and may hereafter be prescribed by the County in the future to provide evidence that all terms of this Agreement have been and are being observed. All financial records are to be maintained during the entire term of this Agreement and for a period of three (3) years following the termination of this Agreement. Lessee grants to the County the right and authority to audit all records, documents, and books pertaining to the Gross Revenues for the Events. Such audit will be conducted at locations and at a frequency determined by the County and communicated to Lessee. Lessee agrees to provide all records for the audit at the designated place within five (5) business days after the County's notice to do so is received. 9. Default: If the Lessee fails to perform a material term of this Agreement, the County may terminate this Agreement by giving ten (10) days prior written notice or such longer period as may be consented to by the parties in writing if the default is not capable of being cured within ten (10) days; provided, further, if the Lessee timely remedies the breach within the cure period, such notice shall be null and void. In the event that the Agreement is terminated, Lessee's recovery against the County shall be limited to that portion of the Gross Revenues earned through the date of termination. Lessee shall not be entitled to any other or further recovery against the County, including, Page 3 of 18 but not limited to, any damages or any anticipated profit on portions of the services not performed or materials not provided. 10. Termination for Convenience: Either party may terminate this Agreement for convenience, at any time, with sixty (60) days prior written notice. 11. Obligation to Maintain Premises and Comply with All Lawful Requirements: Lessee agrees to maintain the Facilities in strict compliance with terms set forth in this Agreement. The Lessee shall accept the Facilities and return the Facilities in the same condition less reasonable wear and tear that may occur, as expected by the County for rental of the Facility. Damage in the extent such as, but not limited to, large floor gouges, structural damage, scorch or burn marks, excessive damage from renter above normal wear and tear shall be repaired to the County's satisfaction at the cost to the Lessee. The Lessee authorizes the County to seek maintenance, cleaning, and/or repair services and seek reimbursement for any cost from the Lessee. 12. Exclusive Use: Lessee shall have the exclusive right to use the Premises during the Events. Except for Event's with a value of less than five hundred dollars ($500), the Lessee releases the County from being bound to the Lessee's Exclusive Use. The County reserves its right to schedule Events, either during normal Museum hours or after hours. 13. Access to Premises: The County shall have the right for its representatives and/or employees to have access to the Facilities during the Events. 14. Assignment: Lessee may not assign this Agreement without the express prior written consent of the County. Any attempt to assign or otherwise transfer this Agreement or any part herein, without the County's consent, shall be void. If Lessee does, with prior written approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Lessee all of the obligations and responsibilities that Lessee has assumed toward the County. 15. Insurance: a. General Commercial Liability: Lessee shall provide and maintain a Commercial General Liability insurance policy approved in writing by Lessor and the Collier County Risk Management Department, for not less than One Million Dollars ($1,000,000) combined single limits during the term of this Agreement. b. Liquor Liability: Lessee shall provide and maintain a Liquor Liability insurance policy, in writing by Lessor and the Collier County Risk Management Department, for not less than Five Hundred Thousand Dollars ($500,000) for events where the Lessee does not transfer of money for alcohol or events where the Lessee charges for alcohol. c. Workers' Compensation: Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government Statutory Limits and Requirements. Page 4 of 18 d. Automobile Liability: $1,000,000 Each Occurrence: Bodily Injury & Property Damage, Owned/Non-owned/Hired: Automobile Included e. Employee Dishonesty Bond: $100,000 Per Occurrence f. Collier County shall be named as an additional insured on the Commercial General Liability insurance policy. Lessor shall also be added as an additional insured on the Property Insurance policy as their interest may appear. The above-described insurance policies shall list and continuously maintain Lessor as an additional insured thereon. Evidence of such insurance shall be provided to Lessor and the Collier County Risk Management Department, 3311 East Tamiami Trail, Naples, Florida, 34112, for approval prior to the commencement of this Agreement; and shall include a provision requiring not less than ten (10) days prior written notice to Lessor in the event of cancellation or changes in policy(s) coverage. If such amounts are less than good insurance practice would require, Lessor reserves the right to reasonably amend their insurance requirements by issuance of notice in writing to Lessee, whereupon receipt of such notice Lessee shall have thirty (30) days in which to obtain such additional insurance. The issuer of any policy must have a Certificate of Authority to transact insurance business in the State of Florida and must be rated "A" or better in the most current edition of Best's Insurance Reports. Each insurer must be responsible and reputable and must have financial capacity consistent with the risks covered. Each policy must contain an endorsement to the effect that the issuer waives any claim or right of subrogation to recover against Lessor, its employees, representatives and agents. The Lessee shall ensure that all subcontractors comply with the same insurance requirements that Lessee is required to meet and provide the County with copies of certificates of insurance meeting the required insurance provisions. 16. Rules and Regulations: Lessee shall comply with the County's published Rules and Regulations for the Facilities,which are on file at the Facilities. 17. Indemnification: To the maximum extent permitted by Florida law, the Lessee shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Lessee or anyone employed or utilized by the Lessee in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. Page 5 of 18 17.1 The duty to defend under this paragraph 17 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Lessee, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Lessee. Lessee's obligation to indemnify and defend under this paragraph 17 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 18. Notices: Except as otherwise provided herein, this Agreement shall only be amended by mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder shall be given to the Parties set forth below and shall be made by hand delivery, facsimile, overnight delivery or by regular mail. If given by regular mail, the notice shall be deemed to have been given within a required time if deposited in the U.S. Mail, postage prepaid, within the time limit. For the purpose of calculating time limits which run from the giving of a particular notice the time shall be calculated from actual receipt of the notice. Notices shall be addressed as follows: If to Lessor: Ron Jamro, Director Museums Collier County Museum 3299 Tamiami Trail East Naples, Florida 34112 If to Lessee: CaterMasters, Inc. Attn: John Phillips, President 125 Airport Road North, Suite 101A Naples, FL 34104 Notice shall be deemed to have been given on the next successive business day to the date of the courier waybill if sent by nationally recognized overnight delivery service. 19. No Partnership or Agency: Lessee is an independent contractor, and is not any agent or representative or employee of Lessor. During the term of this Agreement, neither Lessee, nor anyone acting on behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Lessor. Neither party will have the right or authority to bind the other party without express written authorization of such other party to any obligation to any third party. No third party is intended by the Parties to be a beneficiary of this Agreement or to have any rights to enforce this Agreement against either party hereto or otherwise. Nothing contained in this Agreement will constitute the Parties as partners or joint ventures for any purpose, it being the express intention of the Parties that no such partnership or joint venture exists or will exist. Lessee acknowledges that Lessor is not providing any vacation time, sick pay, or other welfare or retirement benefits normally associated with an employee-employer relationship and that Lessor excludes Lessee and its employees from participation in all health and welfare benefit plans including vacation, sick leave, severance, life, accident, health and disability insurance, deferred compensation,retirement and grievance rights or privileges. Page 6 of 18 0 20. Force Majeure: Neither party to this Agreement will be liable for any delay in the performance of any obligation under this Agreement or of any inability to perform an obligation under this Agreement if and to the extent that such delay in performance or inability to perform is caused by an event or circumstance beyond the reasonable control of and without the fault or negligence of the party claiming Force Majeure. "Force Majeure" shall include an act of God, war (declared or undeclared), sabotage, riot, insurrection, civil unrest or disturbance, military or guerrilla action, economic sanction or embargo, civil strike, work stoppage, slow-down or lock-out, explosion, fire, earthquake, abnormal weather condition, hurricane, flood, lightning, wind, drought, and the binding order of any governmental authority. 21. No Discrimination: The Lessee agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 22. Contract Staffing: The Lessee's personnel and management to be utilized for this agreement shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the agreement. The Lessee shall assign as many people as necessary to complete the required services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the required service delivery dates. 23. Permits, Licenses, Taxes: Lessee agrees to obtain and pay for all permits and licenses necessary for the conducting of business and agrees to comply with all laws governing the responsibility of an employer with respect to persons employed and contracted by Lessee. Lessee shall also be solely responsible for payment of any and all taxes levied on the use of the premises. In addition, Lessee shall comply with all existing and future applicable rules, regulations and laws of Collier County, the State of Florida, or the U.S. Government. 24. No Improper Use: Lessee will not use, nor suffer or permit any person to use in any manner whatsoever, the premises for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, or County law, ordinance, rule, order or regulation, or of any applicable governmental rule or regulation now in effect or hereafter enacted or adopted. 25. Waiver of Interference: Lessee hereby waives all claims for compensation for loss or damage sustained by reason of any interference with the use of the premises by any public agency or official in enforcing their duties or any laws or ordinances. Any such interference shall not relieve the Lessee from any obligation hereunder. 26. No Liens: Lessee agrees that it will not suffer or through its actions or by anyone under its control or supervision, cause to be filed upon the property any lien or encumbrance of any kind. In the event any lien is filed, Lessee agrees to cause such lien to be discharged within ten (10) days of written notice to do so from the County. Page 7 of 18 0 27. No Hazardous Materials: Lessee, without prior permission from the Museum Director, or designee, will not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Materials upon or about the Premises, nor permit employees, representatives, agents, contractors, sub-contractors, sub-sub- contractors, material men and/or suppliers to engage in such activities upon or about the Premises. 28. Additional Items and/or Services: Additional items and/or services may be added to this agreement in compliance with the Purchasing Ordinance and Purchasing Procedures. 29. Governing Law: This Agreement shall be construed by and controlled under the laws of the State of Florida. In the event of a dispute under this Agreement, the Parties shall first use the County's then-current Dispute Resolution Procedure as follows: Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Lessee with full decision-making authority and by County's representative. Following the conclusion of this procedure, either party may file an action in the Circuit Court of Collier County to enforce the terms of this Agreement, which Court the Parties agree to have the sole and exclusive jurisdiction. 30. Entire Agreement: This Agreement contains the entire agreement of the Parties with respect to the matters covered by this Agreement and no other agreement, statement or promise made any party, or to any employee, officer or agent of any party, which is not contained in this Agreement shall be binding or valid. Time is of the essence in the doing, performance and observation of each and every term, covenant and condition of this Agreement by the Parties. 31. Component Parts of this Agreement: This Agreement consists of the following component parts, all of which are as fully a part of the agreement as if herein set out verbatim: Lessee's Proposal, Exhibit A Scope of Services, Exhibit B Terms and Conditions, Exhibit C Revenue Schedule, Insurance Certificate(s), Employee Dishonesty Bond, RFP #14-6277-Facility Event Coordinator Specifications/Scope of Services and Addenda. 32. Order of Precedence: In the event of any conflict between or among the terms of any of the Agreement Documents, the terms of the Request for Proposal (RFP) and/or the Lessee's Proposal,the Agreement Documents shall take precedence. ********************Remainder of Page Intentionally Left Blank********************** Page 8 of 18 �9 IN WITNESS WHEREOF,the Lessee and Collier County have hereto executed this Agreement the day and year first above written. AS TO THE LESSEE: CaterMasters, Inc. By: l rtness (signature) «/// . \ I ` T ) ^, �,Nf—i\\ (Print Name and Title) (Print name CAP* Witness(signature) Ch ✓( v+e,'gor'ia (Print name) AS TO THE LESSOR: Attest: BOARD OF COUNTY COMMISSIONERS DWIGHT E.BROCK,Clerk OF COLLIER COUNTY,FLORIDA, By LA. :�/ ..�`.► 0( • B • a.._ f .._ Attest eal " ":% Clerk TOM HENNING, C ii•IRMAN nature onl App ;iv d s o Fo n Le ality: fa" olleen M. Greene Assistant County Attorney Page 9 of 18 GP EXHIBIT A Scope of Services 14-6277 Facility Event Coordinator The initial focus of this Agreement will be the Collier County Main Museum, the Naples Depot Museum, and the Immokalee Pioneer Museum at Roberts Ranch. In the event the Lessee meets or exceeds the County's revenue expectations, additional Museum facilities may become available as additional rental locations. Additional items and/or services may be added to this agreement in compliance with the Purchasing Ordinance and Purchasing Procedures. Detailed Scope of Work This Agreement is for a Museum Events Coordinator ("Lessee") to implement, promote and manage successful Facility Events Coordination during the weekend and after-hours on site. Examples of these uses may include small private gatherings, business meetings, hotel guests and group visits, luncheons, garden parties, wedding ceremonies, photography classes, and other suitable activities. The rental program should be flexible in design and include effective communication to potential customers to create demand, promote a high degree of customer satisfaction, and deliver services without compromising existing Museum activities or its obligation to its exhibits, collections, historic structures, school or cultural programs. The Lessee represents that he is familiar with, and has experience and expertise in providing these services. It is understood that the services will continue on an on-going basis during the life of this Agreement. The work will consist of planning, implementing, promoting and managing the weekend and after-hours rental of Museum facilities by groups and individuals to increase private sector financial support and provide a stable source of earned revenue for Museum operations. The Primary Scope of Work Lessee will retain the Exclusive Rights to use the Premises during the Events, including the solicitation and management. Except the County reserves its right to schedule Events, either during normal Museum hours or after hours. Lessee will utilize rental spaces in the Collier County Main Museum, the Naples Depot Museum, and the Immokalee Pioneer Museum at Roberts Ranch. Other locations may be added at the written direction of the County. 1. Structure and Authority a. The Museum Director, or designee, will contact the selected Lessee and arrange a meeting to lay the groundwork for the creation and implementation of this program. b. The Lessee shall obtain written approval from the Museum Director, or designee, for all Events scheduled. Approval by the Museum Director, or designee, will be contingent on the Lessee's compliance with all current fire and safety codes, assurance of no interruption to existing or planned Museum events and activities, and protection of the Page 10 of 18 Museum's exhibits, collections and historic structures from theft, damage and excessive wear. 2. Promotion and Marketing The Lessee agrees to: a. Develop and distribute rental information to potential customers to create demand and promote the Museum as an attractive and affordable venue for private after-hours activities. The scope shall include, but not be limited to, design and development of print and electronic marketing tools, production and distribution costs, and managing media relations to maintain a high level of visibility with potential customers. b. Independently source clients and cultivate interest in the Museum's rental program with a comprehensive group of business, professional and social contacts, including the tourism and hospitality industry, visitor's bureau, civic organizations, chambers of commerce, and other attractions in the community. c. Solicit after-hours and weekend business for private gatherings, weddings, hotel off- property tours and functions, artist receptions, guest luncheons, collector's shows, historical and business meetings, private exhibitions, conferences for history and art enthusiasts, and other activities deemed appropriate by the Lessee. d. The Lessee requests Museum cooperation in terms of distribution of information, and that every effort is made to assist in physical locations, where Museum information is posted for public use and on line. e. In addition, Lessee will promote museum rental with or without direct links to the Lessee on the Museum and or County web sites. The Museum agrees to train staff and volunteers about procedures on queries regarding rental space. The Museum agrees to allow Lessee adequate space in prominent Museum areas for the purpose of providing promotional literature. Lessee agrees that no larger than a tri-fold 11'x14' will be used in print collateral literature. 3. Event Management The Lessee agrees to: a. Meet and discuss arrangements with prospective clients to articulate the Museum's image, goals and business practices. b. Plan, schedule and coordinate bookings with event organizers and serve as liaison with the Museum Director, or designee, to keep the County current on plans, activities and results. Page 11 of 18 c. Develop and maintain a working knowledge of all Museum rental spaces, lighting, mechanical, plumbing and air conditioning systems, video and audio-visual components, security systems, exhibits, graphic panels and signage, sufficient to honestly represent and operate these for customer satisfaction. d. Plan and arrange multiple priorities, event details and specific needs with chefs, caterers, restaurants, printers, concessionaires, sound technicians, musicians, photographers, the media and other support services. e. Provide all inventory, decorations, tableware and supplies needed for rental events. f. Organize sufficient custodial, landscape and maintenance staff to ensure efficient set up and take down of seats, tables and equipment, minimize disruption to normal Museum activities, and monitor the grounds, rental spaces and parking areas for visitor safety, maximum presentation and appeal. g. Resolve vendor or scheduling issues. h. Conduct onsite welcome and orientation for clients and inspect grounds and facilities prior to and after events. i. Develop follow-up procedures to monitor customer satisfaction and identify issues to ensure a high-quality visitor experience and cultivate additional rental business and revenue. j. Agree to compensate for any additional museum and non-museum staff(such as actors, re-in actors, etc.) used in any production or specific entertainment event. k. Agree to seek and receive approval for any client, client event or activity prior to scheduling and or receiving associated funds. 1. To arrange for event security using County provided support personnel and to provide compensation for services provided by said personnel. 4. Revenue Management The Lessee agrees to: a. Collect, secure and post receipts. All fees collected will be listed individually by event and summarized as a total dollar amount. b. Agrees to pay Collier County Board of County Commissioners c/o Director of Museums a deposit when an event is booked in the amount equal to the greater of fifty percent (50%) of the estimated rental fee or one thousand dollars ($1,000.00). Deposits are refundable up to ninety (90) days before an event and afterward fifty (50%)percent of Page 12 of 18 the deposit may be returned up until eleven (11) days prior to an event. When the event is ten(10) days from occurring, the deposit becomes non-refundable. c. Within, ten (10) days after the close of the event, payment is payable to the County, unless approved in writing by the Museum Director, or designee. d. All events are based on three (3) hours in length. To modify an event's hours, written approval by the Museum Director, or designee, will be required. e. Provide a written invoice/audit and remit revenues to the County, on a per event basis. f. Agree to seek and receive approval for any client, client event or activity prior to scheduling and or receiving associated funds. 5. Operations Management a. The Lessee will be responsible for obtaining any permits that may be required for rental activities. The County agrees to provide "priority access" to expedite permits within its jurisdiction and will work with other municipalities to help expedite the permit process outside the County's jurisdiction. b. The Museum Director, or designee, reserves the right to review and approve all vendors retained by the Lessee for use in rental activities on Museum premises. c. The Lessee will be required to have an insurance certificate of a minimum of five hundred thousand dollars ($500,000) of liability coverage for each rental activity involving groups of one hundred (100) or more guests and ensure that all subcontractors comply with the same insurance requirements. The Board of County Commissioners must be named as"Additional Insured" on the insurance certificate. d. Designated locations at the Collier County Main Museum facility will be available for private rentals Monday through Friday from 5:00 pm to 10:00 pm (plus two (2) hours pre-event for setup and one (1) hour post event for cleaning), and on Saturday and Sunday from 9:00 am to 10:00 pm (plus one (1) hour for cleaning). The event rental times are subject to standing (previously scheduled) Museum events and programs throughout the year. Requests to modify the available times in the schedule, may be accommodated with written approval by the Museum Director, or designee. e. Designated locations at the Naples Depot Museum will be available for private rentals Monday through Saturday from 5:00 pm to 10:00 pm (plus two (2) hours pre-event for setup and one (1) hour post event for cleaning), and on Sunday from 9:00 am to 10:00 pm (plus one (1) hour for cleaning). Location rentals are subject to standing Museum events and programs throughout the year. Requests to modify the available times in the schedule, may be accommodated with written approval by the Museum Director, or designee. Page 13 of 18 f. Designated locations at the Immokalee Pioneer Museum at Roberts Ranch will be available for private rentals Monday through Friday from 5:00 pm to 9:00 pm, and on Saturday and Sunday from 9:00 am to 9:00 pm, subject to standing Museum events and programs throughout the year. Requests to modify the available times in the schedule, may be made with written approval by the Museum Director, or designee. g. All users of a rented space are expected to clean up after their event within four (4) hours after the event closes, leaving the facility in the same condition as it was received. If, the space is not cleaned and not left in the appropriate condition, an additional charge of fifty percent (50%) of the rental deposit will be assessed to be paid by the renter. h. All rentals are subject to an approval process, unless approved by the Director, or designee. i. All rentals must comply with Collier County codes, laws, ordinances, zoning, permitting, licensing, unless approved by the Museum Director, or designee. j. All events must be completed by 10:00 pm(plus one (1)hour for cleaning) and may not begin before 11:00 am, unless approved by the Museum Director, or designee. k. The Lessor agrees to organize pre-event preparation, such as, cutting of grass prior to an event and ensure the facilities are clean prior to event, including restrooms. A. Summary of Facilities Event Coordinator Responsibilities: a. Client procurement and management for the Rental of Museum Event Spaces. b. All related Rental Event Advertising and Marketing will receive County approval prior to implementation. Reasonable consideration will be given by the County for such activities. c. County branding and logos including for the Museums may be requested to be identified on all or some of the Advertising and Marketing activities related to rental and tour events. d. Advertising and Marketing for clients should include: i. Brochures ii. Press Releases iii. Social Media 1. www.collier/museums.com 2. Virtual tours iv. Naples Chamber Website v. Event Expos vi. Print Advertising vii. Paradise Coast e. Sourcing of clients that are local, regional and national in nature f. Event management: i. Scheduling; Page 14 of 18 ii. Procuring appropriate permits for the events; iii. Sourcing and managing vendors providing goods and services for events; iv. Revenue management at the event; g. Collecting, coordinating and reimbursing to Collier County fees associated with events; h. Processing of payments at the events and to the County; B. Potential Clients that the Lessee agrees to advertise and market so as to rent the museum's spaces include: a. Small private gatherings, business meetings, team-building classes, hotel guest and group visits, luncheons, garden parties, private exhibits, intimate cocktail and dinner parties, wedding ceremonies, annual special events and photography classes are some of the expanded uses and services under consideration. General Operations • Safety and Preservation Essential responsibilities will include effective communication to potential customers to create demand, promoting and delivering services while adjusting to current Museum activities, and providing an honest, high-quality experience without compromising the Museum's obligation to its safety and preservation of exhibits, collections, historic structures, school programs or scholarly activities. Page 15 of 18 Exhibit B Terms and Conditions 14-6277 Facility Event Coordinator In order to protect the Museum's architecture, exhibits, collections and artwork, Lessee must assume full responsibility for damage to any Museum property or equipment, as well as any damage caused by tables, chairs and equipment brought on-site by the Lessee or outside sources for the particular event, in accordance with the following terms and conditions: 1. Museum facilities are only available for use during non-Museum operating hours, unless otherwise approved in writing by the Museum Director, or designate. 2. No Museum furniture, exhibits, displays, or artwork may be moved or removed. The Museum Director, or designee, is only allowed to decide which exhibit is going to be in display, move or change any exhibits. 3. Tables and chairs must have protective plastic or rubber coasters on legs to prevent scratching or damaging wooden floors. 4. No changes or alterations to the building, its accessories, or its fixtures may be made. 5. The Museum is a smoke-free environment and smoking is prohibited in all indoor spaces. 6. All decor and signage must be freestanding and promptly removed after the event. 7. Attachable decorations such as banners, streamers and balloons may not be nailed, stapled, pinned, taped or fixed on walls, exhibit displays, windows, doors or furnishings anywhere on the Museum's property. 8. No confetti, sparklers, rice, glitter, spray paint, feathers, poppers, or loose flower petals may be used. 9. Open flame candles are not permitted. 10. Exceptionally loud music is not permitted. 11. Use of the facilities is limited to the areas specified in the Lessee's agreement. 12. It is the Lessee's responsibility to clean-up immediately after the event, remove all trash, centerpieces, linens and supplies, and return the facility to its original condition. Property left at the Museum will be removed at the Lessee's expense. 13. The County will charge the Lessee a fee for clean-up or damages to walls, floors or exhibits, if the County determines this fee necessary. Page 16 of 18 14. The presence of a member of the Museum staff on the premises is mandatory for all rental events during the duration of the event. Museum staff is not obligated to assist the Lessee with arranging or accepting deliveries, loading or unloading, carrying equipment, event set-up, serving, bussing tables, sweeping or cleaning. 15. Any damages to the Museum shall be reported immediately to the member of the Museum staff present at the Event. 16. Guest parking is available on a first-come, first-serve basis and is not guaranteed. Guests may not block entrances, exits or doorways. Valet parking may be permitted as an option under certain circumstances and would require prior written approval from the Director, or designee. 17. Facility rental does not include a photo session in any space other than the client's rented space within the time frame of the rental. 18. Security (trained staff or County Sheriff) must be utilized for Events with 200 persons or more and in an Event where alcohol is being served. 19. No parking on grass is allowed without permission of the Museum Director, or designee. Page 17 of 18 Exhibit C -Revenue Schedule 14-6277 Facility Event Coordinator Per Event Gross Revenue Category 1 Category 1 Level Percentage Commission from Percentage Commission from Additional Fees the Facility Rental Only Charged to Client,Food& Beverage,etc. $2,000 to$7,500 17.5% 17.5% $7,501 to$15,000 17.5% 17.5% $15,001 to$50,000 17.5% 17.5% $50,001 &above 17.5% 17.5% Each Event will have a transparent and detailed breakdown of facility rental, food, beverage, equipment rentals, and outside services. *Facility rental by County Governmental(County Departments)will receive a discount of twenty percent (20%). Full price will be billed for food, beverage and all other commissions paid as scheduled. Page 18 of 18 AC R® CERTIFICATE OF LIABILITY INSURANCE DATE(('1''1100TYYYY) L.� 05/20/2014 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 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 rights to the certificate holder In lieu of such endorsement(s). PRODUCER CONTACT JACOB TRACHT The Olde Naples Insurance Company LLC PHONE FAX (A/C.No,ExI): 239-529-6496 I(Arc,No):239-529-6498 757 12th Ave South E-MAIL DR ADDRESS: theoldenaplesinsurancecompany @aol.com Naples,FL 34102 INSURER(S)AFFORDING COVERAGE NAIC U INSURERA: MADISON INSURANCE COMPANY INSURED INSURER B: CATERMASTERS,INC INSURER C: 2391 DAVIS BLVD INSURER D: NAPLES,FL 34104 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 CONTRACT OR 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 IN5D Syy Bp POLICY NUMBER POLICY EFF I POLICY EXP LIMITS I (h1h1/DDlYYY1') (hlhifD07YYYYl COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) S MED EXP(My one person) S PERSONAL&ADV INJURY S GENL AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE _S POUCYI I JET LOC PRODUCTS-COMP,OPAGG_S OTHER S AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) _ ANY AUTO BODILY INJURY(Per person) S - ALL OWNED SCHEDULED BODILY INJURY(Per accident) S AUTOS AUTOS -- ------- --- NON-OWNED --_. -_. _ PROPERTY DAMAGE HIRED AUTOS AUTOS (Per accident) ----- 5-------._..-- _— - IS UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAB CLAIMS-MADE AGGREGATE _S I DED I RETENTIONS S WORKERS COMPENSATION X PER I OTH- AND EMPLOYERS'LIABILITY STATUTE ER X—OFFICERJMELIEEREXCLUDED?PROPRIETOR/PARTNER/EXECUTIVE—YN NIA WCV 0010000 00 05/02/2014 .EL_EACHACCIDF�-rr _s 100 000 ___ANY (Mandatory In NH) 05/02/2015 EL DISEASE-EA EMPLOYEE S 500,000 If yes,describe under DESCRIPTION OF OPERATIONS beau EL DISEASE-POLICY LIMIT_S 100.000 DESCRIPTION OF OPERATIONS!LOCATIONS!VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) CERTIFICATE HOLDER CANCELLATION COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 3299 TAMIAMI TRAIL EAST Suite 303 ACCORDANCE WITH THE POLICY PROVISIONS. NAPLES,FL 34112 AUTHORIZED REPRESENTATIVE c C. %w it W175333 ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD �53 DATE AC°R°® CERTIFICATE OF LIABILITY INSURANCE 9/30/2014(MMIDD/YYYY) 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 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 rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME: Certificate Team Acentria, Inc. Ft. Myers Office (A/CC,N o.EX0:239-939-1010 FAX,No): 4091 Colonial Blvd E-MAIL Fort Myers FL 33966 ADDRESS:Certificatesntimshaw.COm INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Ohio Security Insurance Company INSURED 5410 INSURER B:MOUNT VERNON FIRE INSURANCE COMPAN2'6522 CaterMasters, Inc INSURER C:CNA Surety Corporation Group 125 Airport Pulling Rd N INSURER D: Suite 101A Naples FL 34104 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:2145912703 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 CONTRACT OR 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 ADDL SUER POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MMIDD/YYYY) (MMIDD/YYYY) LIMITS A GENERAL LIABILITY Y BLS55867229 12/6/2013 12/6/2014 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES(Ea occurrence) $100,000 CLAIMS-MADE X OCCUR MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE _ $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,000 POLICY PRO- $ $ JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY Per accident $ AUTOS AUTOS ( ) HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ AUTOS (Per accident) _ $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE _ $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY YIN TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N/A E.L.EACH ACCIDENT $ (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT _$ B Liquor Liability CL2653067 12/23/2013 12/23/2014 Each Occurence $1,000,000 BOND 71591135 9/29/2014 9/29/2015 Employee Dishonesty $100,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS IS INCLUDED AS ADDITIONAL INSURED WITH REGARDS TO THE GENERAL LIABILITY COVERAGE SHOWN ABOVE IF REQUIRED BY WRITTEN CONTRACT SUBJECT TO THE TERMS, CONDITIONS AND EXCLUSIONS OF THE POLICY. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN COLLIER COUNTY BOARD OF COUNTY ACCORDANCE WITH THE POLICY PROVISIONS. COMMISSIONERS 3299 I TR E, SUITE 303 AUTHORIZED REPRESENTATIVE NAPLES ES FL FL 34112 I ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD ItIr1 rlfa CERTIFICATE OF INSURANCE fMf VlIN[r SUCH INSURANCE AS RESPECTS THE INTEREST OF THE CERTIFICATE HOLDER NAMED BELOW WILL NOT BE CANCELED OR OTHERWISE TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTICE TO THE CERTIFICATE HOLDER, BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALID MORE THAN 30 DAYS FROM THE DATE WRITTEN. THIS CERTIFICATE OF INSURANCE DOES NOT CHANGE THE COVERAGE PROVIDED BY ANY POLICY DESCRIBED BELOW. This certifies that: Ej STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY of Bloomington, Illinois ❑ STATE FARM FIRE AND CASUALTY COMPANY of Bloomington, Illinois ❑ STATE FARM COUNTY MUTUAL INSURANCE COMPANY OF TEXAS of Dallas, Texas ❑ STATE FARM INDEMNITY COMPANY of Bloomington, Illinois,or ❑ STATE FARM GUARANTY INSURANCE COMPANY of Bloomington, Illinois has coverage in force for the following Named Insured as shown below: NAMED INSURED: CATERMASTERS INC W ± ADDRESS OF NAMED INSURED: 2391 DAVIS BLVD NAPLES, FL 34104-4200 POLICY NUMBER 9422455-BO9-59 948 837e-D26-59 EFFECTIVE DATE OF POLICY 00109/14-08(09/15 02/09/14-02/09/15 06 ISUZU NPR BOX DESCRIPTION OF 02 GMC SAVANA VAN TRK 1GTFG25M821109753 JAL54B16567008685 VEHICLE(Including VIN) LIABILITY COVERAGE ®YES ❑ NO ® YES ❑NO ❑YES ❑ NO ❑YES ❑ NO LIMITS OF LIABILITY a. Bodily Injury Each Person 114 1M Each Accident 1M 1M b.Property Damage Each Accident 1Nt SM c.Bodily Injury& Property Damage Single Limit Each Accident PHYSICAL DAMAGE COVERAGES ®YES ❑ NO ®YES ❑ NO ❑YES ❑ NO ❑YES ❑ NO a.Comprehensive $ 500 Deductible $500 Deductible $ Deductible $ Deductible ®YES ❑ NO ®YES ❑ NO ❑YES ❑ NO ❑YES ❑NO b.Collision $ 1000 Deductible $ 1000 Deductible $ Deductible $ Deductible EMPLOYERS NON-OWNED CAR LIABILITY COVERAGE ❑YES ® NO ❑YES ® NO ❑YES ❑ NO ❑YES ❑NO HIRED CAR COVERAGE LIABILITY ❑YES ® NO ❑YES ® NO ❑ YES ❑ NO ❑ YES ❑NO FLEET•COVERAGE FOR AIL OWNED AND LICENSED MOTOR VEHICLES ❑YES ® NO ❑YES ® NO ❑YES ❑ NO ❑YES ❑NO AGENT 59-2752 10/01/2014 Signal orized Representative Title Agent's Code Number Date Name and Address of Certificate Holder Name and Address of Agent COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS TED BURKHARDT 3299 TAMIAMI TRAIL EAST tf303 7345 DAVIS BLVD STE 7 NAPLES, FL 34112 NAPLES, FL 34104 PH# 239-774-5400 INTERNAL STATE FARM USE ONLY: ®Request permanent Certificate of Insurance for liabalty coverage. D -® Western Surety Company RIDER It is hereby mutually agreed and understood by and between the Insured and Western Surety Company,that instead of as originally written: The definition of Employee found in Section 3 of the bond be amended to read as follows: The owners/officers are hereby excluded from the coverage of the bond. No further changes other than above. Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, limits or conditions of the bond , except as hereinabove set forth. gottttatuoi e`0'o 411E T10 ki,s .:V;14 dbe: ea effective on the 24th day of September , 2014 , at t .6 one Igo'iVclock a.m.,standard time. E in i Ca ' ach to pi miming part of bond No. 71591135 issu +t3y" D ` R N SURETY C O M P A N Y of Sioux Falls, South Dakota, to CaterMasters, Inc. Signed this 24th day of September , 2014 WESTER SURETY COMPANY By C.-/`- 7.-72- ,/-7'- Paul T.Bruflat,Se for Vice President Form F1855 I; •-w COMMERCIAL GENERAL LIABILITY CG 88 10 10 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX - SUBJECT PAGE NON-OWNED AIRCRAFT 2 - NON-OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY - ELEVATORS 2 - EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 3 ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY- ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS- EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 5 WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION - MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 6 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 7 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - 7 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU @2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 7 With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; 2. It is hired, chartered or loaned with a trained paid crew; 3. The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON-OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY - ELEVATORS 1. Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess Insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: 1. Under Paragraph 2. Exclusions of Section I-Coverage A- Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. ©2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 2 of 7 b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III - Limits Of Insurance. 2. Paragraph 6. under Section III - Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to: a. Any one premise: (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) - Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section I - Coverage C- Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS - COVERAGES A AND B 1. Under Supplementary Payments - Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. G. ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2. under Section II - Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement; or @2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 3 of 7 b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Suit under Section IV - Commercial General Liability Condi- tions. 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I-Coverage A-Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: ©2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 7 (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. d. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a part of this policy. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amend- ed as follows: a. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the addi- tional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. I. ADDITIONAL INSUREDS- EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. ©2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 5 of 7 d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a"suit" by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III - Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED- INCIDENTAL MEDICAL ERRORS/MALPRACTICE WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION- MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II -Who Is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of Paragraph (1) (a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1) (a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees' of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section II -Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations or qualifies as an insured under this provision. @2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 6 of 7 L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV - Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV - Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an "occurrence", offense, claim or "suit" by an agent, servant or "employee" of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section ll - Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits" shall have received such notice from the agent, servant or "employee". N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is effective in your state. O. BODILY INJURY REDEFINED Under Section V - Definitions, Definition 3. is replaced by the following: 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. ©2010 Liberty Mutual Insurance Company.All rights reserved. CG 88 10 10 09 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 7 of 7 COMMERCIAL GENERAL LIABILITY CG 88 77 12 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. MEDICAL EXPENSE AT YOUR REQUEST ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to Section I- Coverage C- Medical Payments: If Medical Payments or Medical Expenses are not otherwise excluded from the policy, medical expenses will be paid only if an insured has requested that we pay such expenses. CG 88 77 12 08 Includes Copyrighted Material of ISO Properties,Inc.,with its permission. Page 1 of 1 -\\\y Western S ure Company DISHONESTY BOND (FOR ANY TYPE OF BUSINESS) Bond No. 71591135 In consideration of the agreed premium, Western Surety Company, a South Dakota corporation (the "Surety"), hereby agrees to indemnify CaterMasters, Inc. 125 N. Airport Pullin{ Rd. , , Ste. 101A, Naples, FL 34104 (the"Insured"),against any loss of money or other property which the Insured shall sustain or for which the Insured shall incur liability to any Customer or Subscriber of the Insured through any fraudulent or dishonest act or acts committed by any Employee or Employees of the Insured acting alone or in Collusion with others, the amount of indemnity on each of such Employees being One. Hundred Thousand and 00/100 DOLLARS( $100,000. 00 ). THE FOREGOING AGREEMENT IS SUBJECT TO THE FOLLOWING CONDITIONS AND LIMITATIONS: TERM OF BOND: SECTION 1. The term of this bond begins with the 24th day of September , 2014 standard time, at the address of the Insured above given, and ends at 12:00 o'clock night,standard time,on the effective date of the cancellation of this bond in its entirety. EXCLUSION: SECTION 2. This bond does not apply to loss,or to that part of any loss,as the case may be,the proof of which,either as to its factual existence or as to its amount,is dependent upon an inventory computation or a profit and loss computation. In addition,the policy does not apply to the defense of any legal proceedings brought against the Insured,or to fees,costs or expenses incurred or paid by the Insured in prosecuting or defending any legal proceedings whether or not such proceedings results or would result in a loss to the Insured covered by this policy. In addition,the Company shall not be liable for any costs, fees and other expenses incurred by the Insured in establishing the existence or the amount of loss covered under this policy. DISCOVERY PERIOD: SECTION 3. Loss is covered under this bond only(a)if sustained through any act or acts committed by any Employee of Insured while this bond is in force as to such Employee,and(b)if discovered prior to the expiration or sooner cancellation of this bond in its entirety as provided in Section 10, or from its cancellation or termination in its entirety in any other manner,whichever shall first happen. DEFINITION OF EMPLOYEE: SECTION 4. The word Employee or Employees,as used in this bond,shall be deemed to mean,respectively, one or more of the natural persons (except directors or trustees of the Insured,if a corporation,who are not also officers or employees thereof in some other capacity)while in the regular service of the Insured in the ordinary course of the Insured's business during the term of this bond,and whom the Insured compensates by salary or wages and has the right to govern and direct in the performance of such service,and who are engaged in such service within any of the States of the United States of America,or within the District of Columbia,Puerto Rico, the Virgin Islands,or elsewhere for a limited period,but not to mean brokers, factors, commission merchants, consignees, contractors, or other agents or representatives of the same general character. FRAUDULENT OR DISHONEST ACT: • SECTION 5. A FRAUDULENT OR DISHONEST ACT OF AN EMPLOYEE OF THE INSURED SHALL MEAN AN ACT WHICH IS PUNISHABLE UNDER THE CRIMINAL CODE IN THE JURISDICTION WITHIN WHICH ACT OCCURRED, FOR WHICH SAID EMPLOYEE IS TRIED AND CONVICTED BY A COURT OF PROPER JURISDICTION. - MERGER OR CONSOLIDATION: SECTION 6. If any natural persons shall be taken into the regular service of the Insured through merger or consolidation with some other concern,the Insured shall give the Surety written notice thereof and shall pay an additional premium on any increase in the number of Employees covered under this bond as a result of such merger or consolidation computed pro rata from the date of such merger or consolidation to the end of the current premium period. NON-ACCUMULATION OF LIABILITY: SECTION 7. Regardless of the number of years this bond shall continue in force and the number of premiums which shall be payable or paid,the liability of the Surety under this bond shall not be cumulative in amounts from year to year or from period to period. Form 1432-10-2002