Agreement - Sale of Culinary Kitchen Equipment AGREEMENT FOR THE SALE OF CULINARY KITCHEN EQUIPMENT
This Agreement for the Sale of Culinary Kitchen Equipment (hereinafter referred to as
"Agreement") is entered into thisZZ'"day of April 2025 ("Effective Date"), by and between Core
Health Partners Foundation Incorporated, a corporation duly organized under the laws of Florida,
whose principal and mailing address is 750 S 5th, Suite 100,hereinafter referred to as"Buyer",and
the Board of County Commissioners of Collier County,Florida,with administrative offices located
at 3299 Tamiami Trail East Naples, Florida 34112, hereinafter referred to as "Seller," and
collectively stated as the "Parties."
WHEREAS,on October 22,2024, Seller approved the Selection Committee's ranking for
ITN # 24-8291 for the Immokalee Culinary Accelerator Lease and Equipment Purchase and
authorized staff to begin negotiations with the top-ranked firm, Core Health Partners Foundation
Incorporated(Agenda Item No. 16.A.13); and
WHEREAS, the scope of ITN # 24-8291 included the "[t]ransfer of ownership of the
[kitchen] equipment through a bill of sale upon successful assumption of the lease"; and
WHEREAS, on April 8, 2025, Agenda Item No. 16.G.1, Buyer and Seller entered into a
Lease Agreement for the Immokalee Culinary Accelerator; and
WHEREAS, the Seller agrees to sell, and the Buyer agrees to purchase certain culinary
kitchen equipment as described below and in Exhibit"A"attached hereto and incorporated herein
by reference(the"Equipment"), in fulfillment of the aforementioned obligations and negotiations;
and
WHEREAS, the Buyer has agreed to pay the total amount of$76,875 to purchase the
Equipment described in Exhibit"A".
NOW,THEREFORE,for good and valuable consideration,the receipt and sufficiency of
which is acknowledged,the parties agree as follows:
1. Sale of Equipment
The Seller agrees to sell, and the Buyer agrees to purchase, the culinary kitchen equipment as
detailed in Exhibit "A" of this Agreement. The Equipment shall be transferred in its current
condition as specified in Exhibit "A". Seller's interest in the Equipment, shall be conveyed to
Buyer at closing by Seller's duly executed bill of sale substantially in the form attached hereto as
Exhibit "B". The Seller's County Manager or designee is authorized on behalf of the Seller to
effectuate any and all documents as may be required (including bill of sale)to carry out the intent
of the Parties and this Agreement.
2. Purchase Price and Payment
The total purchase price for the Equipment shall be Seventy-Six Thousand Eight Hundred
Seventy-Five Dollars ($76,875). Payment shall be made in full by the Buyer to the Seller on or
before May 15, 2025 ("Closing Date"), or as otherwise agreed in writing by both parties. Seller's
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County Manager or designee shall be authorized to extend the Closing Date by up to 60 days
without Seller's formal approval.
The date and time of closing and all dates and times specified for performance by Seller and Buyer
under this Agreement are hereby agreed to be of the essence of this Agreement.
3. Delivery and Transfer of Equipment
(a) The Seller shall deliver the Equipment to the Buyer at 170 Airpark Blvd Suite 103 Immokalee,
FL 34142 on or before May 15, 2025.
(b) The Equipment will be considered delivered when payment in full is received, and all
responsibilities related to the Equipment, including any risk of loss or damage, will be transferred
to the Buyer upon delivery.
4. No Warranty
(a) The Equipment is being sold "AS IS" and without any warranty of any kind, whether express
or implied, including but not limited to warranties of merchantability or fitness for a particular
purpose.
(b) The Seller makes no representations or warranties regarding the condition, performance, or
suitability of the Equipment.
(c)The Buyer specifically acknowledges and agrees that it hereby waives,releases, and discharges
any claims it has, might have had, or may have against the Seller with respect to the condition of
the Equipment.
5. Exhibit "A": Description of Equipment
A detailed list of the Equipment being sold is provided in Exhibit "A, attached hereto and
incorporated herein by reference. This exhibit shall serve as an integral part of this Agreement.
6. Indemnification
The Buyer agrees to indemnify, defend, and hold harmless the Seller, its officers, employees, and
agents, from any and all claims, damages, losses, and liabilities, including reasonable attorneys'
fees, arising out of or in connection with the use or operation of the Equipment after delivery.
7. Entire Agreement
This Agreement, including Exhibit "A", constitutes the entire agreement between the parties
regarding the sale of the Equipment and supersedes all prior discussions, negotiations, or
agreements, whether written or oral.
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8. Governing Law; Venue
This Agreement shall be governed by, and construed in accordance with, the laws of the State of
Florida. All dispute arising under this this Agreement shall be brought solely in the courts of
Collier County, Florida, and the Parties hereby agree to said venue.
9. Amendments
Any amendment, modification, or waiver of any provision of this Agreement shall be made in
writing and signed by authorized representatives of both parties.
10. Assignment
The Parties shall not assign any rights or obligations under this Agreement to a third party without
the prior written consent of the other party.
11. Entire Agreement
This Agreement constitutes the entire agreement between the Parties regarding the sale and
purchase of this equipment and supersedes all prior negotiations and agreements.
12. Severability
If any provision of this Agreement is determined to be legally invalid or unenforceable, such
provision shall be severed from this Agreement, and the remaining provisions of this Agreement
shall remain in full force and effect
13. Dispute Resolution
In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, the
parties shall first attempt to resolve the matter through informal negotiation. If a resolution is not
reached,the dispute shall be resolved through mediation or, if necessary, arbitration in accordance
with the rules of the American Arbitration Association.
[Signature Page to Follow]
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IN WITNESS WHEREOF,the Seller and Buyer have hereto executed this Agreement the day and
year first above written.
AS TO THE BUYER: Core Healt Partners Foundation Incorporated
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AS TO THE SELLER:
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ATTEST: , }�?;p; W BOARD OF COUNTY COMMISSIONERS
CRYSTAL I a, Clerk OF COLLIER COUNTY,FLORIDA
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Derek D. Perry Pefo
Assistant County Attorney cPCt"�
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EXHIBIT "A"
Equipment List
Item Description Units Model Number
Custom Soak Sink (Produce Wash) 1 NIA
Spec-Master One Compartment Prep Sink 1 FN2424-1-24R14/3
Winholt Security Enclosure Cage 5 EC-3-3048-2ADJ
Gemm USA Blast Chiller I BCB 05US 230V
Wine() Wire Shelving 60x24 4 VEX-1860
Spec-Master 2 Compartment Wash Sink 1 FN2448-2-24R-14/3
Eagle Group Hand Sink 4 HAS-10-F-1X
Cambro Utility Cart I BC235191
Spec-Master Work Table 6 T3072SE-BS
VacMaster Food Packaging 1 VP680
Winholt Lockers 9 WL-55
Spec-Master l)ishtable with Pot sinks 1 SDIPL-124-14/3
Electrolux Oven with Stand 1 AOS102GCP I
Garland Gas Cooking Range 1 C24-6S
Doyon Baking Proofer Cabinet(Roll-In) I E236T1,0
Cres Cot Pan Rack 2 2071820SD
Menu Master Microwave 1 N/A
Hamilton Beach Bar Blender 1 IIBB908R
KitchenAid Mixer 1 KSM89900B
Hobart Mixer I N50-60
Berkel Food Processor 1 M2000
Hobart Salad/Vegetable Dryer 1 SDPE-I I
Hobart Mixer 1 111,300-ISTD
Spec-Master Food Prep Sink I FN2020-1-24R-1413
Spec-Master Utility Sink 1 2124-1-16/3-1X
Alto-Shaam Smoker 1 1750-SK
True Freezer 1 STA1E-1S-HC
Hobart Mixer 1 IlL200-10STD
Winco Ingredient Bin 1 113-27
Vulcan Gas Range 1 CR36-6
Vulcan Gas Griddle 1 MSA36
Magikitch'n Gas Charbroiler 1 FM-SMB-636
Blodgett Gas Convection Oven 1 DFS-100 DBL
Berkcl Meat Slicer 1 X13-PLUS
Office Furniture N/A N/A
Miscellaneous Kitchen Supplies N/A N/A
Total S76,875.00
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EXHIBIT"B"
BILL OF SALE
FOR CULINARY KITCHEN EQUIPMENT
For valuable consideration,the receipt and sufficiency of which are hereby acknowledged,
the Board of County Commissioners of Collier County,Florida,with administrative offices
located at 3299 Tamiami Trail East Naples, Florida 34112, hereinafter referred to as
"Seller,"
in connection with the sale of certain equipment more particularly described in Exhibit "A",
attached hereto and incorporated herein by reference(hereinafter"Culinary Kitchen Equipment"),
hereby grants, assigns,transfers, conveys, and delivers to
Core Health Partners Foundation Incorporated,a corporation duly organized under the laws
of Florida,whose principal and mailing address is 750 S 5th, Suite 100,hereinafter referred
to as "Buyer",
without any representation or warranty, all of the Seller's right, title, and interest in and to the
Culinary Kitchen Equipment.
This Bill of Sale shall be governed by the laws of the State of Florida and shall be binding on the
parties, successors, and assigns.
IN WITNESS WHEREOF, Seller has executed this Bill of Sale as of this_day of 2025.
BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA
By:
As designee of the County Manager,
pursuant to BCC Agenda Dated April 8,
2025, Item No. 16.A.11.
Approved as to form and legality:
Derek D. Perry
Assistant County Attorney
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EXHIBIT"A"
Equipment List
Item Description Units Model Number
Custom Soak Sink(Produce Wash) 1 N/A
Spec-Master One Compartment Prep Sink 1 FN2424-1-24R14/3
Winholt Security Enclosure Cage 5 EC-3-3048-2ADJ
Genun USA Blast Chiller 1 BCB 05US 230V
Winco Wire Shelving 60x24 4 VEX-1860
Spec-Master 2 Compartment Wash Sink 1 FN2448-2-24R-I4/3
Eagle Group Hand Sink 4 HAS-10-F-1X
Cambro Utility Cart 1 BC235191
Spec-Master Work Table 6 T3072SE-BS
VacMaster Food Packaging I VP680
Winholt Lockers 9 WL-55
Spec-Master Dishtable with Pot sinks 1 SDIPI:124-1413
Electrolux Oven with Stand 1 AOSIO2GCP I
Garland Gas Cooking Range 1 C24-6S
Doyen Baking Proofer Cabinet (Roll-In) 1 E236TLO
Cres Cor Pan Rack 2 2071820SD
Menu Master Microwave 1 N/A
lIamilton Beach Bar Blender 1 IIBB908R
KitchenAid Mixer I KSM8990013
Hobart Mixer I N50-60
Berkel Food Processor 1 M2000
Hobart Salad/Vegetable Dryer 1 SDPE-11
Hobart Mixer I HL300-1STD
Spec-Master Food Prep Sink I FN2020-1-24R-1413
Spec-Master Utility Sink 1 2124-1-16/3-1X
Alto-Shaam Smoker 1 1750-SK
True Freezer 1 STA I F-1S-HC
Hobart Mixer 1 FIL200-10STD
Winco Ingredient Bin 1 1B-27
Vulcan Gas Range 1 CR36-6
Vulcan Gas Griddle 1 MSA36
Magikitch'n (las Charbroiler 1 FM-SMB-636
Blodgett Gas Convection Oven 1 DFS-100 DBL
Berkel Meat Slicer I X13-PLUS
Office Furniture N/A N/A
Miscellaneous Kitchen Supplies N/A N/A
I Total S76,875.00
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