Backup Documents 11/14/2017 Item #11C ORIGINAL DOCUMENTS CHECKLIST&ROUTING SLIP 1 1 C
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW**ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routin_• lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office
1.Jace Kentner Initials Date
Business&Economic JCK 11.28.17
• Development
2.
3. County Attorney Office County Attorney Office JAB
4. BCC Office Q.0," I I) g 1 I)
Board of County \ ,‘,....\
Commissioners `*Z'l\,,
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in`the event one of the
addressees above,may need to contact staff for addit onal or missing information.
Name of Primary Staff Jace Kentner, face of Business&
Contact/ Department Economic De lopment 252-4040
Agenda Date Item was 11/14/17
Approved by the BCC Agenda Item Number 11-C
Type of Document FY 2018 Agreement with Economic Number of Original
Attached Incubators,Inc. Documents Attached
PO number or account n/a
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is
appropriate. Yes N/A(Not
1. Does the document require the chairman's original signature (Initial) Applicable)
2. Does the document need to be sent to another agency for additional sigres f y 19 es, JCK
provide the Contact Information JC�
(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JCK
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's
Office and all other parties except the BCC Chairman and the Clerk to the Board b44,
5. The Chairman's signature line date has been entered as the date of BCC approval of the JCK
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JCK
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip JCK
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The docum t was approved by the BCC on 11/14/17 and all changes made during
•
the meeting ave been incorporated in the attached document. The County (i.C.L1
Attorney's Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the
BCC,all changes directed by the BCC have been made,and the document is ready for th �.
Chairman's signature.
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•
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I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
11C
MEMORANDUM
Date: December 1, 2017
To: Jace Kentner, Division Director
Office of Business & Economic Development
From: Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re: Annual Agreement between Economic Incubators, Inc. and the
Board of County Commissioners to advance Count economic
development efforts
Attached for your records is an original copy document referenced above, (Item #11C)
approved by the Board of County Commissioners on Tuesday, November 14, 2017.
The second original agreement will be held in the Minutes and Records Department
for the Board's Official Record.
If you have any questions, please contact me at 252-8406.
Thank you.
Attachment
1 1C
Cote-le County
Business & Economic
Development
MEMORANDUM
DATE: November 22, 2017
TO: Jace Kentner,Director, Office of Business&Economic Development
FROM: Lincoln Price,Economic Research Analyst
SUBJECT: Review of 2018 EII Agreement,per the Nov. 14,2017,BCC meeting.
I have reviewed the video of the captioned BCC meeting' and compared it to the revised agreement:
"2018 EII Agreement ver 17 BCC Edits.docx."
The instructions from the BCC meeting have been incorporated into the agreement, as summarized
below:
Amendment Timestamp Verification
Amendments to Deliverable 5: Add commitment to"get business 5:03:10 Exhibit A and C
plan no later than second meeting of January 2018"
Amendment to Deliverable 6: Timely submission of a copy of IRS 5:04:07 Exhibit A and C
990 to BCC
Amendment to Deliverable 2: Add"accurate" 5:02:23 Exhibit A and C
Amendment to Deliverable 6: Submit a copy of IRS 990 to the 5:12:48 Exhibit A and C
BCC within a week of filing with the IRS
Amendment to Deliverable 3: Monitoring progress report 5:11:03 Exhibit A and C
quarterly toward the annualized targets, including an action plan to
meet targets.
Amendment to Deliverable 7: Provide quarterly and six-month (5:05:33 and Exhibit A and C
performance reports to the BCC,with a presentation by EII to the 5:13:09)
BCC.
Consistency in terminology: Executive director versus President. 5:04:46 Exhibit H
1 http://collier.granicus.com/MediaPlayer.php?view id=4&clip id=2318 retrieved November 22, 2017
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Office of Business&Economic Development•2800 N.Horseshoe Dr.•Naples,Florida 34104.239-252-8990
11C
AGREEMENT BETWEEN COLLIER COUNTY, FLORIDA
AND
ECONOMIC INCUBATORS, INC.
This AGREEMENT is made and entered into as of this 14th of November,2017,by and between
Collier County, a political subdivision of the State of Florida (the "COUNTY" or "Fiscal Agent") and
Economic Incubators, Inc. ("EII"or"Administrative Entity"), a Florida not-for-profit corporation.
WITNESSETH
WHEREAS, on September 10, 2013, Agenda Item 11.C, the Board of County Commissioners
("BCC") approved the Office of Business & Economic Development's FY14 Business Plan, which
included a goal of developing a Business Accelerator program. Policy direction from the November
26, 2013, and December 10, 2013, BCC meetings culminated in the May 13, 2014, approval of the
Collier County Innovation Accelerator Business Plan, including authorizing its implementation;
WHEREAS,on November 18,2014,Agenda Item 11.C,the BCC approved an agreement between
COUNTY and EII, designating EII as the Administrative Entity for the Collier County soft landing and
Immokalee culinary accelerator development strategy identified in the Collier County Innovation
Accelerator Business Plan ("Accelerator Project"), and maintained the successful public private
partnership for fiscal years 2015, 2016,and 2017(the"Agreement");
WHEREAS, the COUNTY recognizes the advantages of having a not-for-profit entity to
administer the Collier Soft Landing Accelerator Development Strategy, including, but not limited
to, the Naples Accelerator and Florida Culinary Accelerator @ Immokalee (hereinafter referred to
as the"Project"),and the COUNTY finds it is in its best interests to engage EII as the Administrative
Entity pursuant to the terms and conditions set forth below, as EII is an independent not-for-profit
corporation;
WHEREAS, EII will strive to achieve the core objectives and to support the goals and
objectives identified in the Collier County Innovation Accelerators Business Plan;
WHEREAS,the COUNTY has determined that it is in the best interests of Collier County to
continue to support the Accelerator Project efforts that support and further the goals and objectives
identified in the County's Business and Economic Development Business Plan;
WHEREAS, the parties wish to enter into this Agreement to continue the COUNTY's
continued support and funding of the Accelerator Project beginning October 1, 2017, through
September 30, 2018, for fiscal year 2018;
WHEREAS,the COUNTY enjoys broad Home Rule Powers, which include the authority to
enter into agreements to enhance economic development within Collier County;
WHEREAS, Section 125.045, Florida Statutes (County economic development powers)
provides, in part, as follows:
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"(1) The Legislature finds and declares that this state faces increasing competition
from other states and other countries for the location and retention of private
enterprises within its borders. Furthermore, the Legislature finds that there is a need
to enhance and expand economic activity in the counties of this state by attracting
and retaining manufacturing development, business enterprise management, and
other activities conducive to economic promotion, in order to provide a stronger,
more balanced, and stable economy in the state; to enhance and preserve purchasing
power and employment opportunities for the residents of this state; and to improve
the welfare and competitive position of the state. The Legislature declares that it is
necessary and in the public interest to facilitate the growth and creation of business
enterprises in the counties of the state.
(2) The governing body of a county may expend public funds to attract and retain
business enterprises, and the use of public funds toward the achievement of such
economic development goals constitutes a public purpose. The provisions of this
chapter which confer powers and duties on the governing body of a county,including
any powers not specifically prohibited by law which can be exercised by the
governing body of a county, must be liberally construed in order to effectively carry
out the purposes of this section.
(3) For the purposes of this section, it constitutes a public purpose to expend public
funds for economic development activities, including, but not limited to, developing
or improving local infrastructure, issuing bonds to finance or refinance the cost of
capital projects for industrial or manufacturing plants, leasing or conveying real
property, and making grants to private enterprises for the expansion of businesses
existing in the community or the attraction of new businesses to the community";and
WHEREAS, the COUNTY has adopted an Accelerator Project with the specific purpose of
diversifying the economy and enhancing the employment opportunities and careers of Collier
County citizens.
NOW, THEREFORE, in consideration of the mutual covenants, promises and representations
contained herein, and other good and valuable consideration, the COUNTY and EII agree as follows.
ARTICLE I
SCOPE OF SERVICES
AND
ROLES AND RESPONSIBILITIES
EII shall administer the Accelerator Project by performing the roles and
responsibilities described in Exhibit"G" and providing the services and activities described in Exhibit
"A," Scope of Services.Both Exhibits A and G are attached hereto and by reference made a part hereof.
The matrix in Exhibit A guides COUNTY staff's ability to authorize payment for measurable
services performed by EII.
Exhibit "G," which is incorporated herein by this reference, defines the broader
COUNTY economic development relationship with EII, which will be reviewed and monitored
by COUNTY staff. Exhibit H, which is incorporated herein by this reference, defines the roles
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and responsibilities of the Fiscal Agent.
ARTICLE II
TERM OF AGREEMENT
This Agreement shall be effective upon execution by both parties and shall cover services
provided from October 1, 2017, until September 30, 2018, unless otherwise terminated in accordance
with this Agreement or extended by mutual written Agreement of the parties.
ARTICLE III
CONSIDERATION AND LIMITATION
For its performance of the Deliverables in Exhibit A of this Agreement, FM will receive funds
from the COUNTY in the amount of Eight Hundred Thousand Dollars ($800,000).
ARTICLE IV
PAYMENT AND REPORTING REQUIREMENTS
It is intended that the "Personnel Costs," as delineated on Exhibit B1, are to be
construed to ensure maintenance of staffing requirements to include, payment for leased
employees and independent contractors. Funding shall also include salaries, hourly wages,
holiday pay, vacation and paid time off, dental, vision and health benefits, payroll taxes,
cell-phone service allowance up to fifty dollars, Worker's Compensation coverage,
matching 401K contributions up to 5%, service fees associated with third-party payroll
service providers and employment agencies shall be on a cost-reimbursement methodology
for actual eligible expenditures.
EII shall have up to a 90-day grace period in the event of an employee's separation to re-hire
and fill such positions. Upon EII's written request the County Manager may change job titles and
compensation, not to exceed 10 percent per position to fill vacant positions, and report said action
to the Board.
Rent, as delineated on Exhibit B 1, for 3510 Kraft Road, Suite 200,Naples,FL 34105,
shall be paid directly by the County.
Equipment and facility, as delineated on Exhibit B 1, may include, but are not limited
to, culinary utensils, equipment, pots, pans, kitchen items, materials, office furniture,
technology, labels and printers, lab equipment and items used in the laboratory, automated
entry system, software, signage and facility improvements at the Florida Culinary Accelerator
@ Immokalee.
Actual expenditures eligible as a basis for reimbursement can and shall include
Personnel Costs for EII personnel performing services described in Exhibit "A," rent for
3510 Kraft Road, Suite 200, Naples, FL 34105, and equipment and facility expenses. EII
shall be entitled to compensation upon BCC approval of the Agreement, distributed as
requests for reimbursement are submitted for reimbursement of eligible expenses approved
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by the County, beginning October 1, 2017.
All payment requests shall be submitted in accordance with COUNTY procedures and in a
form acceptable to the COUNTY and Ell, as generally outlined in Exhibit"B," Method of Payment
and Budget Detail for Services, and Exhibit "C," Program Performance Report, attached hereto
and by reference made apart hereof. All payment requests by EII to the COUNTY shall be submitted
with a completed Program Performance Report, Exhibit C,and Exhibit"D"Payment Record Chart in a
form acceptable to the COUNTY and EII, as generally outlined and set forth in Exhibit"C," attached
hereto and by reference made a part hereof.
Payments to EII will be made as soon as possible, but in all circumstances within
forty-five (45)days of requests,in compliance with the Florida Prompt Payment Act. If the COUNTY
determines through its inspection or review that EII has performed, or is performing less than the
total agreed upon services, then the COUNTY shall notify EII in writing specifying those services
that it alleges have not been performed or fully performed and EII shall have thirty (30) days from
receipt thereof to submit a then-current Program Performance Report, which shall address such
allegations in detail and/or shall meet with the appropriate representatives of the COUNTY to discuss
resolution thereof and cure or remedy any services not fully performed. Upon failure thereof, the
COUNTY shall be entitled to reduce payment otherwise due for such services not fully performed on
a pro-rata basis.
EII shall submit its Program Performance Reports (Exhibit C) at least monthly
and a year-end analysis, and any other required reports shall be submitted before October 15, 2018,or
earlier termination of this Agreement,or as provided otherwise elsewhere in this Agreement or Exhibits.
If EII fails to comply with the requirements of this Article, the COUNTY may refuse to honor or
be liable for payment of any late request for payment, however the County Manager or his designee
may enlarge said reporting periods or deadlines as necessary.
ARTICLE V
MAINTENANCE OF RECORDS
EII shall maintain such financial records and accounts, including invoices, purchase orders
and backup materials or documents that are reasonably deemed necessary by the Parties to assure a
proper accounting for all COUNTY funds for which the COUNTY is obligated to reimburse EII
under the terms of this Agreement.
The aforesaid records and accounts shall be made available for inspection purposes at
reasonable times and upon reasonable notice during normal business hours and as often as the
COUNTY may deem necessary to verify reimbursements and any other financial records or matters
covered by this Agreement. At the COUNTY's request, a COUNTY representative may review the
Business Income and Private Contributions records. EII also shall provide timely and reasonable
access to EIl's President/CEO at times convenient for the COUNTY for the purpose of questions or
explanations related to such records and accounts.EII shall retain for such inspection all of its records
and supporting documentation applicable to this Agreement for a period of five (5) State of Florida
fiscal years from the date of the COUNTY's Grant Agreement, SL007, with the Florida Department
of Economic Opportunity ("DEO"), when an audit report is issued, or five (5) State of Florida fiscal
4
years after all reporting requirements are satisfied between the COUNTY and the DEO and final
payments have been received, whichever is longer. In addition, if any litigation, claim, negotiation,
audit, or other action involving the records has been started prior to the expiration of the controlling
records retention period, as identified above, and the COUNTY has provided notice to EII of such
action, the records shall be retained until completion of the action and resolution of all issues that
arise from it, or until the end of the controlling period, as identified above, whichever is longer.
EII shall also:
1. Keep and maintain public records required by the public agency to perform the service.
2. Upon request from the public agency's custodian of public records,provide the public agency
with a copy of the requested records or allow the records to be inspected or copied within a
reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise
provided by law.
3. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed,except as authorized by law for the duration of the contract
term and following completion of the contract if the contractor does not transfer the records to the
public agency.
Any exempt or confidential records withheld by EII in a reasonable attempt to comply with
this provision,or excluded from any other section in this Agreement purporting to require disclosure
of such records, is not a breach of this agreement, unless such actions are in direct contradiction to a
written request from the COUNTY.
4. Upon completion of the contract, transfer, at no cost, to the public agency all public records
in possession of the contractor or keep and maintain public records required by the public agency to
perform the service. If the contractor transfers all public records to the public agency upon
completion of the contract,the contractor shall destroy any duplicate public records that are exempt
or confidential and exempt from public records disclosure requirements. If the contractor keeps and
maintains public records upon completion of the contract, the contractor shall meet all applicable
requirements for retaining public records. All records stored electronically, except those exempt
from disclosure under the terms of the Section 3 of this Article V, must be provided to the public
agency upon request from the public agency's custodian of public records in a format compatible
with the information technology systems of the public agency.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS
AT:
Communication and Customer Relations Division
3299 Tamiami Trail East, Suite 102
Naples,FL 34112-5746
Telephone:(239)252-8383
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ARTICLE VI
INDEMNIFICATION
To the extent allowed by Florida law, EII shall indemnify, defend, and hold COUNTY
harmless from all claims, suits, judgments, or damages to the extent the same arise from the
negligence or intentional misconduct of EII in its activity as the Administrative Entity of the Project
pursuant to this Agreement. EII's undertaking pursuant to this Article does not constitute the
COUNTY's consent or waiver of sovereign immunity or consent to be sued by third parties.
To the extent allowed by Florida law, COUNTY shall indemnify, defend, and hold EII
harmless from all claims, suits, judgments or damages to the extent the same arise from the
negligence or intentional misconduct of COUNTY. COUNTY's undertaking pursuant to this Article
does not constitute waiver of sovereign immunity or consent to be sued by third parties.
The Accelerator Project is an important catalyst for economic diversification,job creation
and capital investment in COUNTY's economic development ecosystem. However, obtaining and
providing resources to entrepreneurs creates risks for the Accelerator Project. The management of
the Accelerator Project has been placed upon EII under this Agreement. EII's management of the
Accelerator Project's risks is an integral part of this Agreement. EII agrees to manage risks resulting
from the Accelerator Project operations through oversight, by obtaining a liability insurance policy
approved by COUNTY, and utilizing participant forms approved by the COUNTY, which requires
participants to assume the liability and risk related to their participation in the Accelerator Project's
facilities, equipment, resources and materials. EII shall require all participants of the Florida
Culinary Accelerator @ Immokalee to operate in accordance with all state,local and federal statutes,
regulations and food safety requirements and to indemnify the COUNTY in the same manner
provided herein above.
ARTICLE VII
TERMINATION
Termination at Will: This Agreement may be terminated at will by either party by giving
a minimum of thirty (30) days' prior written notice of such intent, specifying the effective date
thereof to the other party.
Termination for Default: Each of the parties hereto shall give the other party written
notice of default hereunder and shall allow the defaulting party no fewer than five (5) days from
the date of receipt of such default notice to cure said default, or the minimum amount of time
as provided elsewhere in this Agreement,whichever is longer. In the event the defaulting party
fails to timely cure the default, the non-defaulting party may terminate this Agreement by
written notice to the defaulting party.
Upon termination all nonexpendable property,purchased under this Agreement using Project
Funds, shall be returned to COUNTY. The aforesaid termination notices, as well as all other
notices required herein, shall be considered received by EII and the COUNTY if sent by certified
mail, return receipt requested, or by overnight personal delivery service requiring a signature
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for delivery, and addressed as provided for in Article XXVIII of this Agreement.
ARTICLE VIII
EQUAL OPPORTUNITY CLAUSE
EII agrees to abide by the provisions contained in Collier County CMA#5383, as
amended.
ARTICLE IX
STA I BMENT OF ASSURANCE
During the performance of this Agreement, EII assures the COUNTY that EII is in compliance
with Title VII of the 1964 Civil Rights Act, as amended, the Florida Civil Rights Act of 1992, as
amended, and the Collier County Human Rights Ordinance (Ordinance No. 00-37), in that EII does
not, on the grounds of race, color, national origin, religion, sex, age, handicap or marital status,
discriminate in any form or manner against EII' s employees or applicants for employment. Further,
EII assures the COUNTY of EII's compliance with the Americans with Disabilities Act of 1990, as
amended, as applicable. EII understands and agrees that this Agreement is conditioned upon the
veracity of such statements of assurance. Furthermore, EII assures the COUNTY that it will comply
with Title VI of the Civil Rights Act of 1964 when federal grant(s) is/are involved. Other applicable
Federal and State laws, Executive Orders, and regulations prohibiting discrimination as hereinabove
referenced are included by this reference thereto. This statement of assurance shall be interpreted to
include Vietnam-Era Veterans and Disabled Veterans within its protective range of applicability.
ARTICLE X
INSURANCE
EII shall, procure and maintain throughout the period of this Agreement on behalf of itself and
COUNTY, a policy of insurance that shall be approved by the COUNTY and that is consistent with
Exhibit"E." County Manager or designee is authorized to update the insurance requirements, as needed,
and must subsequently provide a report to the BCC of the updates granted.
All insurance shall be obtained from responsible companies duly authorized to do business in the
State of Florida. All liability policies shall provide that the COUNTY is an additional-insured party as to
the action of EII, its employees, agents, assigns, and subcontractors, performing or providing materials
and/or services to EII during the term of this Agreement, and also shall contain a severability of interest
provision. Every insurance policy must provide for up to thirty (30) days' prior written notice to the
COUNTY of any cancellation,intent not to renew, or reduction in the policy coverage. EII shall provide
the COUNTY with a Certificate of Insurance that documents such coverage within thirty (30) days of
execution of the Agreement by the COUNTY.
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ARTICLE XI
CONFLICT OF INTEREST
EII represents that it presently has no interest, and shall acquire no such interest, financial or
otherwise, direct or indirect, or engage in any business transaction or professional activity,or incur any
obligation of any nature that would conflict in any manner with the performance of service required
hereunder.
ARTICLE XII
DRUG FREE WORKPLACE
EII shall administer, in good faith, a policy designed to ensure that EII's employees, agents
and subcontractors are free from the illegal use,possession, or distribution of drugs or alcohol.
ARTICLE XIII
GOVERNING LAW; VENUE
This Agreement shall be governed by the laws, rules, and regulations of the State of Florida,
or the laws, rules, and regulations of the United States if EII is providing services funded by the U.S.
government. Venue shall be in Collier County, Florida, or in the event such claim is a federal cause of
action, in the Federal District Court for the Middle District of Florida,Fort Myers Division
ARTICLE XIV
COMPLIANCE
EII shall comply with the requirements of all federal, state, and local laws, rules, codes,
ordinances and regulations pertaining to this Agreement.
ARTICLE XV
ASSIGNMENT
Neither party may assign or transfer its rights or obligations under this Agreement without
the prior written consent of the other party.
ARTICLE XVI
HEADINGS
Article headings have been included in this Agreement solely for the purpose of convenience
and shall not affect the interpretation of any of the terms of this Agreement.
ARTICLE XVII
WAIVER
A waiver of any performance or default by either party shall not be construed to be a
continuing waiver of other defaults or non-performance of the same provision or operate as a waiver
of any subsequent default or non-performance of any of the same terms, covenants, and conditions
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of this Agreement. The payment or acceptance of funds for any period after a default shall not be
deemed a waiver of any right or acceptance of defective performance.
ARTICLE XVIII
ADDITIONAL RIGHTS AND REMEDIES
Nothing contained herein shall be construed as a limitation on such other rights and remedies
available to the parties at law, or in equity, that may now or in the future be applicable.
ARTICLE XIX
ORDER OF PRECEDENCE
In the event of any conflict between the provisions of the Articles of this Agreement and
the exhibits hereto, the contents of the Articles of this Agreement shall control over the contents
of the exhibits.
ARTICLE XX
SEVERABILITY
In the event any section, sentence, clause, or provision of this Agreement is held to be
invalid or illegal, the remainder of the Agreement shall not be affected by such invalidity or
illegality and shall remain in full force and effect.
ARTICLE XXI
PROJECT PUBLICITY
Any news release pertaining to the services performed by EII pursuant to this Agreement
must recognize the contribution of the BCC as a funding source. A s a not-for-profit corporation
that receives public funding or non-monetary contributions through the COUNTY, EII shall recognize
the COUNTY for its contribution in all promotional materials and at any event or workshop for
which COUNTY funds are allocated. In written materials, the reference to the COUNTY must
appear in the same size letters and font type as the name of any other funding sources.
In addition, any development project announcement, ceremonial business opening, or
publicity event resulting from El I's efforts, and particularly those projects induced with
COUNTY funded financial incentives or other contributions, will be planned in cooperation with
the COUNTY's Office of Business&Economic Development and Communications Departments for
purposes of coordinating the COUNTY's official COUNTY protocol and public recognition. Prior
notification to the two departments for such events will be no less than 15 working days
whenever possible or practicable, and potential prospects will be made aware of the COUNTY's
publicity protocol before final inducement with any incentive packages or contributions.
ARTICLE XXII
SURVIVABILITY
Any term, condition, covenant or obligation which requires performance by either party
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subsequent to termination of this Agreement shall remain enforceable against such party subsequent
to such termination.
ARTICLE XXIII
THIRD PARTY BENEFICIARIES
This Agreement is for the benefit of the COUNTY and EII. No third party is an intended
beneficiary so as to entitle that person to sue for an alleged breach of this Agreement.
ARTICLE XXIV
POLITICAL ACTION
EII shall not engage, participate or intervene in any form of political campaign on behalf of,
or in opposition to, any candidate for political office.
ARTICLE XXV
MERGER; MODIFICATIONS
This writing embodies the entire agreement and understanding between the parties hereto and
there are no other agreements and/or understandings, oral or written,with respect to the subject matter
hereof, that are not merged herein and superseded hereby. This Agreement may not be modified,
amended, extended, or canceled, verbally or by conduct of the parties, but only by a written instrument
executed by the COUNTY and EII. Similarly, no contract that purports to affect the terms of this
Agreement shall be valid, unless in writing and executed by the COUNTY and EII.
ARTICLE XXVI
NOTICES
All notices required or permitted to be given by a party under this Agreement shall be in writing
and sent to the other party by certified mail, return receipt requested, or by overnight personal delivery
service requiring a signature for delivery, and shall be addressed as follows:
If to the COUNTY: Collier County If to EII:
Leo Ochs, County Manager, Collier County Marshall Goodman, Executive Director
3299 Tamiami Trail East, Ste. 201 3510 Kraft Road, Suite 200
Naples, FL 34104 Naples, FL 34105
With a courtesy copy, not itself notice, to:
P. Christopher Wegner
Wegner Law PLLC
3510 Kraft Road, Suite 200
Naples, FL 34105
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ARTICLE XXVII
BUSINESS INCOME
The Accelerator Project is expected to generate Business Income, which includes, income
from service fees, rental fees, usage fees and other miscellaneous revenue generated by the
Accelerator Project's operations. Private contributions (in-kind, cash, services, etc.) will be
excluded from Business Income. Private contributions revenue may be expended by EII for
purposes determined by EII without Board of County Commissioner approval.Private contributions
and matching expenses must be maintained separately from Business Income records and may be
reviewed by the County Manager or his designee upon request. This information is considered
confidential and will not become a part of the public records documentation or County funded
records. Business income will be managed, collected, recorded, reported, and retained by EII within
the Accelerator Project. Business income is considered unrestricted funds and will be used for
program cash flow or allowable program costs as detailed in the budget and Article IV. The use of
business income will require a budget, which shall be reviewed quarterly and approved by the
Executive Committee of EII's Board of Directors, and will be approved by the County Manager or
his designee. Travel allowance or reimbursements shall be paid by EII. Rent for 170 Airpark
Blvd., #103, Immokalee, Florida 34142, shall be paid by EII. At the termination of this
Agreement, any unspent Business Income and private contributions will be returned to the County
or EII's successor.
The establishment of a self-sustaining organization is paramount to the relationship created
by this Agreement. During the term of this Agreement, it is the intent of the parties that COUNTY
funding be used primarily for all expenditures reimbursable under the COUNTY's reimbursement
policies,whereas Business Income may be used or held in reserve until such time as it is required or
carried forward to the Project's next fiscal year. EII's establishment of a Reserve Fund to meet its
future cash flow and capital requirements is authorized.
EII's Board of Directors' Executive Committee shall approve quarterly reports that account
for Business Income and private contributions or in-kind private contribution, and the minutes of
this approval will be provided to the County Manager or his designee. The monthly report on
Business Income and private contributions or in-kind private contribution shall detail EII's progress
toward the budgeted amount identified on Exhibit B 1. The Fiscal Agent is authorized to seek BCC
approval of an adjusted budget, revenue and expense, in response to revenue shortfalls that are 70
percent of the quarterly targeted revenue budget calculated by dividing the Business Income and the
private contributions budget delineated in Exhibit B1 by 4 (fiscal-year quarters).
The USDA Rural Business Development Grant("RBDG")used to purchase equipment at the
Florida Culinary Accelerator @ Immokalee requires that a percentage of business income generated
from grant-funded equipment be used to create an equipment maintenance fund. EII agrees to
account for and segregate the percentage allocated from business income for the equipment
maintenance fund and to submit these funds to the COUNTY monthly.
11
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ARTICLE XXVIII
SUBCONTRACTS
EII shall be responsible for all work performed and all expenses incurred for the Project
subject to reimbursement.
(a)EII may, as appropriate and in compliance with applicable laws, subcontract the delivery
of the services for the Project, provided, however, that EII will be solely liable to the
subcontractor for all expenses and liabilities incurred during the contract subject to
appropriate reimbursement pursuant to this Agreement.
(b) Any and all subcontracts EII executes for the Project shall include provisions whereby
EII and the subcontractor agree to abide by all local, state and federal laws and indemnify
and hold harmless the COUNTY.
ARTICLE XXIX
BUDGET MODIFICATION
Modifications of the EII Budget (Exhibit B) may only be made if approved in advance by
the County Manager or his designee and if such modification to the EII Budget (Exhibit B)exceeds
Fifty Thousand Dollars then it will require an Agreement amendment approved by the Board of
County Commissioners. For purposes of Project Budget of County funding FY 2018 (Exhibit B1)
budgeted fund shifts by EII between budget categories may be up to 20 percent and shall not signify
or be construed as a change in scope if advance approval is obtained in writing by the County
Manager or his designee. Individual Budget Category cumulative changes exceeding 20 percent
will require an Agreement amendment approved by the Board of County Commissioners.
ARTICLE XXX
PROCUREMENT POLICY
EII shall provide the COUNTY with its approved procurement policy, which EII will
maintain in compliance with its grantor agencies.
ARTICLE XXXI
FUNDRAISING PLAN
EII shall provide the COUNTY with its FY 2018 fundraising plan, March 1, 2018, which
contemplates achievement of the budgeted annual private contributions delineated in Exhibit B 1.
SIGNATURE PAGE TO FOLLOW
REMAINDER OF PAGE INTENTIONAL LEFT BLANK.
12
L
IN WITNESS WHEREOF, this Agreement was dated on the day and year first written above.
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E.BROCK,CLERK OF COLL R TY,FLORIDA
By: Cutu t., �,t'- < By:
A' ' �� ;I�� CLERK PennyTa to o ' airman Or
Attest+�5.to �i y
signature et*.
ATTEST: ECONOMIC INCUBATORS, INC.
Approved as to form and legality
By:
Fred Pezesh n, Chairman
By:
Jennifer A. Belpedi%
Assistant County Attorney 9_Qj A
op
.‘\9.
Item#.. .�,`=
AgendaDate 'lk-
' `_�
Date ' 1—301
1
Rec'd
Deputy
13
EXHIBIT A
SCOPE OF SERVICE
ORGANIZATION: Economic Incubators, Inc.
PROJECT: Naples Accelerator&Florida Culinary Accelerator @ Immokalee
OBJECTIVE: Project Administration
Performance Criteria
EII shall only provide the supporting documentation identified herein below to
substantiate the following activities/accomplishments for reimbursement:
Deliverable 1: Maintain staff which shall be comprised of a President/CEO, Chief Operating
Officer, Business Specialist, Culinary Program Manager, Administrative Support Specialist, and
Facility Maintenance Specialist, based on the FY 18 Compensation detail model included with this
Agreement. Progress and completion of this deliverable will be evidenced by providing the
COUNTY with a Request for Payment Form, and Payment Record, Exhibit D which includes
payroll reports and bank transaction reports.
Deliverable 2: Administer the Project as evidenced by generating and providing the COUNTY
with a cover letter prepared monthly by EII's accountant that identifies overall positive and negative
financial conditions. EII's accountant also will provide accurate monthly financial statements,
including a monthly and year-to-date Statement of Activity, monthly Statement of Financial
Position, General Ledger (GL), Statement of Cash Flows, aging reports for Accounts Receivable
(AR), Accounts Payable (AP), and bank statements. Monthly & Quarterly financials are to be
submitted by the 30th of the following month.
Deliverable 3: Demonstrate utilization of accelerator program assets as evidenced by providing
executed Participant User Agreements (PUAs) quarterly. The Naples Accelerator shall meet the
annual revenue target as identified in Exhibit B of$150,000, and Florida Culinary Accelerator @
Immokalee shall meet the annual revenue target as identified in Exhibit B of$50,000. In addition
to the monthly report required by Deliverable 4, a quarterly report of progress toward meeting the
annual revenue target shall be submitted to the COUNTY.
Deliverable 4: Monitor and report progress towards meeting revenue goals as evidenced by
providing a report that compares estimated revenues with actuals and an updated annual projection
to be submitted by the 30th of the following month.
Deliverable 5: Prepare and submit an updated draft business plan for the Accelerator Project. A
draft for review and comment will be provided to Fiscal Agent by December 31,2017,with the final
updated business plan to be submitted no later than one week before the Board's second meeting of
January, 2018.
Deliverable 6: Timely submit IRS Form 990 Return of Organization Exempt from Income Tax to
the IRS with a copy to the COUNTY within one week of filing with the IRS.
Al
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Deliverable 7: Provide a quarterly report of accomplishments to the COUNTY with a biennial
report prepared for the BCC and an annual accomplishment report in compliance with Section
123.045(4) F.S. to COUNTY on an annual basis within forty-five (45) days of the end of the term
of this agreement.
A2
11c
Economic Incubators Inc. --
2018 Budget&Revenue Reuse Plan Including Use of Private Contributions Exhibit B
Ell FY 2018 Budget
Fiscal Year Ending September 30,2018 _______.__. .
Funding Florida Culinary
Category Naples Accelerator@ Total FY
Description (Source) Accelerator Immokalee Woodstock Headquarters 2018
Sources
Membership/Business Income BI/PI/OTH $ 250,000 $ 50,000 $ 20,000 $ - $ 320,000
Private Investment BI/PI/OTH 62,486 17,514 - - 80,000
Interest/Misc. BI/PI/OTH - - - 200 200
Allowance for Doubtful Accounts-3% BI/PI/OTH (7,500) (1,500) - - (9,000)
Rent Promotions-40% BI/PI/OTH (100,000) - - - (100,000)
Sub-total Net Business Income/Private Contributions/Other Sources $ 204,986 $ 66,014 $ 20,000 $ 200 $ 291,200
Collier County Resources
County Contract Reimbursement CC - 191,000 - 381,100 572,100
County Direct Pay(Rent) CC 197,900 - - - 197,900
Other Operating/Facility Costs(Collier County) CC - 30,000 - - 30,000
Sub-total County Contract Amount $ 197,900 $ 221,000 $ - $ 381,100 $ 800,000
Total Sources $ 402,886 $ 287,014 $ 20,000 $ 381,300 $ 1,091,200
Operating Expenses
Compensation,PR Taxes,Benefits,W/C,PR servicing/processing fees CC $ - $ 189,500 $ - $ 379,900 $ 569,400
Compensation Cell Phone($50/per employee/month,2 employees 12
months,3 employee 10 months CC - 1,500 - 1,200 2,700
Rent Expense(3510 Kraft Road) CC 197,900 - - - 197,900
Facilities/Equipment Expense CC - 30,000 - - 30,000
Subtotal-County Contract Paid Expenses $ 197,900 $ 221,000 $ - $ 381,100 $ 800,000
Product Cost of Goods Sold(Woodstock's) BI/PI/0TH - - 14,000 - 14,000
Rent Expense(FL Culinary Accelerator and Woodstock) 131/P1/0TH - 32,200 4,000 - 36,200
Professional Services BI/PI/OTH - - - 58,000 58,000
Utilities(Telephone/Internet/Garb/Misc.) 13I/PI/0TH 6,000 19,000 - - 25,000
Contractual Services(IT,Custodial,contract labor) BI/PI/OTH 20,000 20,000 - - 40,000
Computer/Software Related BI/PI/OTH 10,000 2,000 - - 12,000
Events Sponsorships 131/P1/0TH 10,000 10,000 - - 20,000
USDA Grant Set Aside for Equipment Maintenance(8%estimated) BI/PI/OTH - 4,000 - - 4,000
Office Supplies BI/PI/OTH 5,000 3,000 - - 8,000
Insurance Expense BI/PI/OTH 2,000 5,500 - - 7,500
Copier/Printing Expenses BI/PI/OTH 5,200 1,500 - - 6,700
Travel Allowance:Includes car allowance,additional business related
expense allowances and phone allowance for CEO.Also provided is a
car allowance for the COO. BI/PI/0TH - - - 12,600 12,600
Participant Amenities BI/PI/OTH 12,000 2,500 - - 14,500
Marketing/Advertising BI/PI/OTH 7,000 3,000 - - 10,000
Facilities/Equipment Expense(Naples Accelerator) BI/PI/OTH 5,000 - - - 5,000
Building R&M BI/PI/OTH 2,400 2,400 - - 4,800
Licenses and Permits BI/PI/OTH 1,000 3,000 - - 4,000
Dues-Subscriptions BI/PI/OTH - - - 3,000 3,000
Bank Service Charges BI/PI/OTH - - - 500 500
Square Fees(Credit Card Processing Fees) BI/PI/OTH - - - 500 500
Interest/Misc. BI/PI/OTH - - - 200 200
Additional Compensation(Non-County) BI/PI/OTH - - - - -
Sub-total-Business Income/Private Contributions Funded Expenses $ 85,600 $ 108,100 $ 18,000 $ 74,800 $ 286,500
Total Operating Expenses $ 283,500 $ 329,100 $ 18,000 $ 455,900 $ 1,086,500
Sub-total Surplus/Deficit) $ 119,386 $ (42,086) $ 2,000 $ (74,600)
Headquarters Allocation of Net Surplus/(Deficit):
Percent 62.5% 35.0% 2.5% 100.0%
Amount (46,625) (26,110) (1,865) 74,600 -
Adjusted Operating Margin/Reserves $ 72761. I$ (68,196) I$ 135 I$ - $ 4,700 I
1 Notes:
BI/PI/OTH-Funding Source=Business Income/Private Investment/Contributions and Other Sources i
CC-Funding Source=Collier County Contract
Printed 11/7/17 1:42 PM
Page 1/1
EXHIBIT B 1
Project Budget of County funding FY 2018
ORGANIZATION: Economic Incubators, Inc.
PROJECT: Naples Accelerator&Florida Culinary Accelerator @ Immokalee
Project Budget of County
Budget Category Uses Notes funding FY 2018
Personnel Costs 572,100
Rent(3510 Kraft Road, Suite
200,Naples,FL 34105) 197,900
Equipment&Facility(Florida
Culinary Accelerator @
Immokalee) 30,000
Total County Funding 800,000
Funding source Funding generated by Ell's
Project administration
Business Income 211,000
Private Contributions 80,000
•
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Economic Incubators,Inc. Exhibit 63
FY 2019-2021 Business Plan Ell FY 2018 Budget
Revenue Assumptions
2018
Budget 2019 2020 2021
Naples Accelerator
Year on Year Growth 4.0% 3.8% 3.7%
Business Income $ 250,000 $ 260,000 $ 270,000 $ 280,000
Private Investment-Naples 62,486 70,000 100,000 125,000
Total Naples Accelerator $ 312,486 $ 330,000 $ 370,000 $ 405,000
Woodstock's
Revenue Estimate $ 20,000 $ 37,000 $ 42,550 $ 48,933
Immokalee
Privatelnvestment-Immokalee $ 17,514 $ 60,000 $ 65,000 $ 75,000
Stations: 6 6 6 6
Hours Per Day 8 8 8 8
Days Per Week 5 5 5 5
Total Potential Billable Hours 12,480 12,480 12,480 12,480
Starting Hourly Rate $ 25.00
Price Increase 0.0% 0.0% 5.0% 5.0%
Hourly Rate $ 25.00 $ 25.00 $ 26.00 $ 27.00
Potential Revenue Year $ 312,000 $ 312,000 $ 324,480 $ 336,960
Occupancy Rate 14.9% 45.0% 50.0% 70.0%
Total Stations $ 46,508 $ 140,400 $ 162,240 $ 235,872
Cold Storage Rental Income:
Storage Units 8 8 8 8
Starting Monthly Rental $ 200.00
Price Increase 0.0% 0.0% 10.0% 10.0%
Monthly Rate $ 200.00 $ 200.00 $ 220.00 $ 242.00
Potential Revenue Year $ 19,200 $ 19,200 $ 21,120 $ 23,232
Occupancy Rate 9.0% 45.0% 50.0% 60.0%
Total Cold Storage $ 1,728 $ 8,640 $ 10,560 $ 13,939
Catering Revenue Sharing:
Catering Revenue by Participants $ 100,000 $ 110,000 $ 121,000
Immokalee Share at 10% $ 10,000 $ 11,000 $ 12,100
Distribution Revenue Sharing:
Revenue by Participants $ 75,000 $ 82,500 $ 90,750
Immokalee Share at 5% $ 3,750 $ 4,125 $ 4,538
University of Florida Food Lab:
Number Studies 5 20 25 30
Price Per Study $ 750 $ 750 $ 750 $ 750
Total Revenue $ 3,750 $ 15,000 $ 18,750 $ 22,500
Product Development Package:
Number Studies 5 10 15 20
Price Per Study $ 500 $ 525 $ 551 $ 579
Total Revenue $ 2,500 $ 5,250 $ 8,269 $ 11,576
Master Chef Education:
Number of Classes 2 6 6 6
Participants 10 30 30 30
Price Per Class $ 250 $ 250 $ 250 $ 250
Total Revenue $ 5,000 $ 45,000 $ 45,000 $ 45,000
Specialty Analysis:
Number of Analysis 4 10 15 30
Price Per Analysis $ 750 $ 750 $ 750 $ 750
Total Revenue $ 3,000 $ 7,500 $ 11,250 $ 22,500
Total Immokalee Revenue $ 80,000 $ 295,540 $ 336,194 $ 443,025
Total Revenue Naples,Woodstock's and Immokalee $ 412,486 $ 662,540 $ 748,744 $ 896,957
Printed 11/8/17 12:57 PM Page 1/1 ,,s,
EXHIBIT C
PROGRAM PERFORMANCE REPORT
ORGANIZATION: Economic Incubators, Inc.
PROJECT: Naples Accelerator&Florida Culinary Accelerator @ Immokalee
REPORT PERIOD THROUGH
ACCOMPLISHMENTS:
Deliverables and Supporting Documentation
Deliverable 1: Maintain staff which shall be comprised of a President/CEO, Chief Operating
Officer, Business Specialist, Culinary Program Manager, Administrative Support Specialist,
and Facility Maintenance Specialist, based on the FY 18 Compensation detail model included
with this Agreement. Progress and completion of this deliverable will be evidenced by
providing the COUNTY with a Request for Payment Form, and Payment Record, Exhibit D
which includes payroll reports and bank transaction reports.
Deliverable 2: Administer the Project as evidenced by generating and providing the
COUNTY with a cover letter prepared monthly by EII's accountant that identifies overall
positive and negative financial conditions. EII's accountant also will provide accurate
monthly financial statements, including a monthly and year-to-date Statement of Activity,
monthly Statement of Financial Position, General Ledger (GL), Statement of Cash Flows,
aging reports for Accounts Receivable (AR), Accounts Payable (AP), and bank statements.
Monthly& Quarterly financials are to be submitted by the 30th of the following month.
Deliverable 3: Demonstrate utilization of accelerator program assets as evidenced by
providing executed Participant User Agreements (PUAs) quarterly. The Naples Accelerator
shall meet the annual revenue target as identified in Exhibit B of $150,000, and Florida
Culinary Accelerator @ Immokalee shall meet the annual revenue target as identified in
Exhibit B of$50,000. In addition to the monthly report required by Deliverable 4, a quarterly
report of progress toward meeting the annual revenue target shall be submitted to the
COUNTY.
Deliverable 4: Monitor and report progress towards meeting revenue goals as evidenced by
providing a report that compares estimated revenues with actuals and an updated annual
projection to be submitted by the 30th of the following month.
Deliverable 5: Prepare and submit an updated draft business plan for the Accelerator Project.
A draft for review and comment will be provided to Fiscal Agent by December 31,2017,with
the final updated business plan to be submitted no later than one week before the Board's
second meeting of January 2018.
Deliverable 6: Timely submit IRS Form 990 Return of Organization Exempt from Income
Tax to the IRS with a copy to the COUNTY within one week of filing with the IRS.
Deliverable 7: Provide a quarterly report of accomplishments to the COUNTY with a
biennial report prepared for the BCC and an annual accomplishment report in compliance with
Section 123.045(4)F.S.to COUNTY on an annual basis within forty-five(45)days of the end
of the term of this agreement. t,
Additional submissions of the Program Performance Report may be made to support additional
requests for reimbursement as needed to support the program and budgetary requirements of the
Project.
II. PROBLEMS ENCOUNTERED:
4�� y
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1 1C
EXHIBIT D (Sample)
PAYMENT RECORD CHART FOR EII AGREEMENT
Budget Approved Current Amounts Reimbursement Reimbursement Remaining
Categories Budget Request Requested Submission received date Balance
but not Date
reimbursed
11C
•
EXHIBIT E
INSURANCE REQUIREMENTS
EII's Liability Insurance:
EII shall procure and maintain in force such insurance as will protect it from claims under Workers'
Compensation laws,disability benefit laws, or other similar employee benefit laws from claims for damages
because of bodily injury, occupational sickness or disease, or death of its employees, including claims
insured by usual personal injury liability coverage;claims for damages because of bodily injury, sickness or
disease,or death of any person other than its employees including claims insured by usual personal injury
liability coverage; and claims for injury to or destruction of tangible property, including loss of use resulting
therefrom, any or all of which may arise out of or result from EII's operations under the Agreement,
whether such operations be by EII or by any subcontractor or anyone directly or indirectly employed by any
of them or for whose acts any of them may be legally liable.This insurance shall be written for not less than
any limits of liability specified in the Agreement or required by law,whichever is greater, and shall include
contractual liability insurance. EII will file with COUNTY a certificate of such insurance,acceptable to the
COUNTY. These certificates shall contain a provision for cancellation as found in Paragraph 5 of Section
B immediately below.
Insurance Required:
A. General
EII shall procure and maintain insurance of the types and to the limits specified in paragraphs B(1)through
(4)below. All insurance policies under this Agreement shall include the COUNTY, its officers and
employees as an additional insured. EII's coverage shall be primary to the County's policy. All policies
shall provide for separation of insured's interests, such that the insurance afforded applies separately to each
insured against whom a claim is made or a suit is brought.
B. Coverage
EII shall procure and maintain in force during the life of this Agreement the following types of insurance
coverages written on standard forms and placed with insurance carriers approved by the Insurance
Department of the State of Florida.The amounts and type of insurance shall conform to the following
requirements:
1. Workers' Compensation-EII shall procure and shall maintain during the life of this Agreement the
appropriate types of Workers' Compensation Insurance for all its employees engaged in work under this
Agreement, in accordance with Section 440,Florida Statutes.If any class of employee engaged in
hazardous work under this Agreement is not protected under the Workers' Compensation statute,EII shall
provide employer's liability insurance for all said employees.
EXHIBIT E(CONTINUED)
Employer's Liability
Limit each accident Not Applicable(N/A)
Limit disease aggregate N/A
Limit disease each employee N/A
2. Commercial General Liability-Coverage must be afforded on a form no more restrictive than the
latest edition of the Commercial General Liability Policy filed by the Insurance Service office,with limits
of not less than those listed below, and must include:
General Aggregate/Bodily Injury/Property Damage $1,000,000
Products and completed operations N/A
Personal and advertising injury N/A
Each occurrence 1,000,000
Fire damage(any one fire) N/A
3. Business Automobile Liability- If EII owns an automobile, coverage must be afforded on a form
no more restrictive than the latest edition of the Business Automobile Liability Policy filed by the Insurance
Service office,with limits not less than those listed below,and must include:
Business Auto, hired and non-owned vehicles$500,000.
4. Professional Liability: $_N/A per claim
5. Certificate of Insurance and Copies of Policies-Certificates of Insurance will be furnished by Ell
that evidence the insurance coverage specified in the previous paragraphs B(1)through (4) inclusive, and
upon request of the COUNTY,certified copies of the policies required shall be filed with the Insurance
Claims and Management Department of the COUNTY. The required Certificates of Insurance not only shall
list additional insured described above, for the operations of EII under this Agreement(excluding the
Workers' Compensation and professional liability policies),but shall name the types of policies provided
and shall refer specifically to this Agreement. If the initial insurance expires prior to the expiration of this
Agreement,renewal Certificates of Insurance shall be furnished thirty(30)days prior to the date of their
expiration.
Cancellation- Should any of the above-described policies be canceled or not renewed before the stated
expiration date thereof, insurer will not cancel same until up to thirty(30)days after prior written notice has
been given to the below-named certificate holder. This prior notice provision is a part of each of the above
described policies.
i
EXHIBIT F
COLLIER COUNTY CMA#5383
EQUAL EMPLOYMENT OPPORTUNITY(EEO)
[Effective Date: March 17, 1999 (Revised: October 1,2001; Revised: October 1,2003; Revised: May
1,2009)]
§ 5383-1.Purpose.
The purpose of this Instruction is to provide for the implementation of an equal employment opportunity
(EEO)procedure authorized by the County Manager.
§ 5383-2. Concept.
It is the practice of the County to ensure that all Human Resources procedures are in compliance with state and
federal law. The County prohibits discrimination as defined by state and federal law.
A. All Human Resources practices, including compensation, benefits, discipline, safety, as well as social
and recreational activities will be administered and conducted in compliance with state and federal law.
B. Recruitment, selection, placement, promotion, transfer, training, reduction in force and layoff decisions
will be based on factors including the candidate's/employee's job-related qualifications and abilities.
Seniority may be considered as a factor given other factors are equal.
C. An outreach program may be utilized to recruit, hire and ensure advancement of qualified minority group
members, women, disabled individuals and veterans.
D. Collier County government will take necessary steps to ensure that the work environment is free of
unlawful discrimination or harassment.
E. The County will continue to review its Human Resources procedures to ensure that its supervisors and
managers adhere to its commitment to equal employment opportunity (EEO)principles.
F. Employees who have EEO-related questions, comments or complaints are encouraged to discuss them
with their Supervisor. If they are unable to resolve the situation through their Supervisor,they may discuss
it with their Department Director, Division Administrator or a representative from the Human Resources
Department. The employee may also utilize the Commitment to Fair Treatment Procedure.
§ 5383-3. Currency.
The Human Resources Department is responsible for maintaining the currency of this Instruction.
§ 5383-4.Reference.
Collier County Personnel Ordinance, Ordinance No. 2001-50: Equal Employment Opportunity: It is the policy
of Collier County to ensure that all Human Resources policies and practices are administered without regard to
race, color, religion, sex, age, national origin, physical or mental handicap, or marital status.
EXHIBIT G
ROLE AND RESPONSIBILITIES OF ADMINISTRATIVE ENTITY
The following are delineated for purposes of aligning the respective roles and responsibilities of the parties.
Under no circumstances will these items be considered part of the Scope of Services or Deliverables as
prerequisites for reimbursement,however,the Fiscal Agent is authorized to seek BCC approval of an
adjustment to EII's budget or responsibilities should EII fail to fulfill its role and complete the
responsibilities delineated below:
EII staff shall perform quarterly reviews of Accelerator Project participant job creation or capital
expenditure or venture investment plans. EII shall require attestations and supporting documentation
showing job creation and capital expenditure or venture investment by participants. The COUNTY will
provide the form of attestation and list of acceptable supporting documentation. Providing attestations and
supporting documentation will be required for participants in the Accelerator Project and advised of this
requirement before approval to participate in the Accelerator Project. Ell shall have the following
responsibilities related to attestations and supporting documentation: 1)insure that participant's agreements
clearly articulate the participant's duties to provide job-creation and investment data, attestations and
supporting documents; 2) in coordination with the COUNTY, meet quarterly with participants to gather
job-creation or capital expenditure or venture investment plans,attestations and supporting documentation;
3)timely submit a quarterly report, attestations and supporting documentation on a form provided by the
COUNTY(attestation sample attached).
EII shall achieve and maintain tax-exempt status as a Florida not-for-profit and IRS 501(c)(3). Ell will
maintain good standing with the Florida Secretary of State and corporate formalities under Florida law.
The Board of Directors of EII(serving as the Administrative Entity)shall exercise executive oversight over
the Project President/CEO. EII, as the Administrative Entity, would provide all required administrative
support and management functions collaboratively with the President/CEO, who would generally be
responsible for:managing operations;implementation of the Business Plan;providing Project services;and
maintaining compliance with grant requirements.
EII shall account for the business income from the Florida Culinary Accelerator @ Immokalee. Equipment
for the Florida Culinary Accelerator @ Immokalee was funded by a USDA grant. Ell will retain a
percentage of business income, set aside for equipment maintenance, generated from the Florida Culinary
Accelerator @ Immokalee and the set aside for equipment maintenance,shall be remitted monthly to Fiscal
Agent,consistent with the USDA grant requirements for equipment maintenance. The assets purchased by
the USDA grant shall be used for the RBDG's stated purposes only.
Upon request by the County Manager or his designee, EII's accountant shall provide a quarterly
report of actual-to-budget that identifies budget variances exceeding 10 percent, and their
contributing factors.
EII will maintain an inventory of capital and non-capital equipment and will provide the inventory
when requested by the County Manager or his designee.
tic
EXHIBIT H
ROLE AND RESPONSIBILITIES OF THE FISCAL AGENT
The COUNTY, as a public entity, has responsibilities for funds received by it from State or Federal sources and for
funds dedicated by the COUNTY for economic development.
The Fiscal Agent shall provide the oversight and policy direction for the Project.
The Fiscal Agent shall have final oversight and approval of the Project budget, wherein budgetary advice was
provided by the Administrative Entity based on the President/CEO proposed budget.
In the event that the Administrative Entity commits resources or enters into a contract and the Administrative Entity's
proposed budget or the approved budget has that line item removed or reduced, then the Fiscal Agent shall give at
least thirty (30) days' written notice of said action to prevent a negative fiscal event for the Administrative Entity.
Should a negative fiscal event be created by a line item removal or reduction in the budget, the Fiscal Agent agrees
to be responsible for the negative fiscal impact or reimburse the Administrative Agent for the negative fiscal event.
The Fiscal Agent shall propound the audit requirements for the Agreement.
EXHIBIT I
Sample
COLLIER COUNTY ACCELERATOR PROJECT
PROGRESS REPORT
Contract No.: SL007
Contract Term: July 1, 2017— September 30, 2019
Reporting Period:
Reporting Requirements:
This report is submitted in accordance with the terms and conditions of the SL007 State of Florida
Department of Economic Opportunity Grant Agreement as detailed in Attachment 1 (2)(f) the agreement.
Project Description: (Full description found within Attachment 1.1 Scope of Work)
This project is for the establishment of a soft-landing Accelerator Network(initially consisting of two
Collier County Accelerators one located in Western Collier County that will provide expertise to assist
burgeoning international and domestic businesses with budgeting, business plan development, formulation
of marketing plans and strategies, venture funding, and distribution logistics; and an agribusiness focused
culinary food accelerator located in Eastern Collier County equipped with commercial kitchen equipment,
food product development and testing equipment, cold food storage, and meeting all FDA, USDA, and state
applicable requirements).
Positive Return of Benefits: Full description found within Attachment
( P 1.2.g)
Creation of 208 Job Year Equivalents or demonstration of$12,500,000 of cumulative private sector capital
expenditures or venture investment.
Item Item Progress for the Period
i. The number and types of companies Please see attached"Master Spreadsheet" as of for the
recruited to Florida that have status of each participant. This is current for status through
created high
value employment opportunities
ii. The amount of foreign direct Please see attached"Master Spreadsheet" as of for the
Investment generated by the project; venture investment. This is current for status through
The Accelerator has served members from United Kingdom,
Germany, Finland, Sweden, Hungary, Slovakia, and Ukraine.
iii. The amount and types of export The amount and types of export opportunities are undetermined at
opportunities realized by Florida this time.
Companies
iv The number of entrepreneurs that
i�. P As of there were participants who have stayed
stay in the region and build their in our area or relocated to other areas within the region to operate
own businesses as a direct result of or expand their operations out of Southwest Florida.
accelerator activities
To date,there have been additional business spin-offs
'formed within the Accelerator.
v, Progress made towards completion Please see attached"Master Spreadsheet" as of positive
of the return of benefits described in return of benefits. The totals are current through
Exhibit to this Scope of Work. including
Jobs, $ of capital investment or
in venture investment.
t
STATE OF FLORIDA
COUNTY OF COLLIER
ATTESTATION (SAMPLE)
Accelerator Participant Name (full registered business name):
I, the undersigned, being first duly sworn, do hereby state that the following facts are true:
1. I am over the age of 18.
2. I have personal knowledge of the facts herein.
3. Capital Expenditures. To the best of my knowledge, information and belief, my business has had $ in
capital expenditures for the period of October 1, 2017, to September 30, 2018. This amount is represented on the
documents listed below, which I have attached. A purchase qualifies as a capital expenditure if it has all of the
following: a)the Participant/Accelerator Affiliate Entity owns or controls the asset, which has a measurable future
economic value; b) has an estimated useful life of greater than a minimum of 12 months; c) the item is not used for
resale directly to Participant/Accelerator Affiliated Entity's customers; and d) the item is not purchased for
inventory to be used in production of the Participant/Accelerator Affiliated Entity's products. This amount is
represented on the attached IRS Form 4562 and balance sheet.
IRS Form 4562 and balance sheet
4. Venture Investment. To the best of my knowledge, information and belief, my business has had venture
investment in the amount of$ for the period of October 1, 2017, to September 30, 2018. This
amount is represented on the documents listed below, which I have attached:
Subscription agreements that represent venture investment. Provide the cover page, showing amounts and
parties of an agreement, with the signature page (other pages are not necessary); and
Canceled checks or proof of wire transfer for funds received (account numbers redacted/blacked out); and
Bank account statements (account numbers redacted/blacked out).
6. Jobs. To the best of my knowledge, information and belief, my business created or maintained Florida-
based job(s), including my own, at ANY time during the period of October 1, 2017, to September 30, 2018. I have
attached a list of individuals and their dates of service/work. These jobs and job-year equivalents can be
identified on the attached:
FL UCT 6 Form (redact Social Security numbers and amounts, but NOT the EIN of the employer or
employer's name); or
Form 1099, Miscellaneous Income & Independent Contractors, if you use independent contractors (redact
Social Security numbers and amounts, but NOT the EIN of the employer or employer's name); or
Schedule K-1, Partner's Share of Income, Deductions, Credits, etc., (redact Social Security numbers and
amounts, but NOT the EIN of the employer or employer's name).
Joint-Venture agreements that identify Florida-based jobs arising from joint-venture partners (only
enough of the agreement needs to be provided to identify parties and the number of jobs).
lic
7. Foreign-Direct Investment. To the best of my knowledge, information and belief, my business took advantage
of instances of foreign-direct investment totaling $ from October 1, 2017, to September
30, 2018. Please provide documents to substantiate this.
8. Export Opportunities. To the best of my knowledge, information and belief, my business took advantage of
export opportunities totaling $ for the period of October 1, 2017, to September 30, 2018. Please
provide documents to substantiate this.
The undersigned certifies the information provided in this attestation are true to the best of my knowledge.
Dated:
Company principal
Sworn to or affirmed and signed before me on 12017, by , who is
known to me or produced a Florida Driver's License as identification.
Notary Public
Printed Name:
My Commission Expires:
Commission#
I, Marshall Goodman, certify the information provided herein involving job creation to the best of my knowledge.
Date:
Sworn to or affirmed and signed before me on , 2017, by Marshall Goodman, who is known to
me or produced a Florida Driver's License as identification.
Notary Public
Printed Name:
My Commission Expires:
Commission#
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