Backup Documents 07/28/2009 Item #16E15
ORIGINAL DOCUMENTS CHECKLIST & ROUTING sIJr6 E 15
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. Original documents should be hand delivered to the Board Office. The completed routing slip and original
documents are to be forwarded to the Board Ornce only after the Board has taken action on the item.)
ROUTING SLIP
Complete routing lines # I through #4 as appropriate for additional signatures, dates, and!or information needed. If the document is already complete with the
exce tion of the Chairman's si nature, draw a line throu routin lines # I throu h #4, com lete the checklist, and forward to Executive Mana er on (line #5).
Route to Addressee(s) Office Initials Date
(List in routin order)
1. )
---
2.
3.
4.
5. Executive Manager Board of County Commissioners ~ =r-( t<J Ie')
t l\rJ 'fV\ lTCHELL
6. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
(The primary contact is the holder of the original document pending BCC approvaL 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 need to contact statTfor additional or missing information. All original
documents needin the BCC Chairman's si ature are to be delivered to the BeC ornce onl after the BCe has acted to a rove the item.)
Name of Primary Staff U (cu.,1~ 'b ~Lz.. ~ Phone Number 'K'137J
Contact X '?:J7S""
Agenda Date Item was AgendaGtem Number {(p.C- Ir-
A roved b the BCC { .C, ':5-
Type of Document Number of Original ~
Attached Documents Attached
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark "N/A" in the Not Applicable column, whichever is Yes N/A (Not
a ro riate. (Initial) A licable)
l. Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chairman, with the exception of most letters, must be reviewed and signed J
by the Office of the County Attorney. This includes signature pages from ordinances,
resolutions, etc. signed by the County Attorney's Office and signature pages from _9
contracts, agreements, etc. that have been fully executed by all parties except the BCC
Chairman and Clerk to the Board and ossibl State Officials.)
2. All handwritten strike-through and revisions have been initialed by the County Attorney's I)\.-\ C\
Office and all other arties exce t the BCC Chainnan and the Clerk to the Board
3. The Chairman's signature line date has been entered as the date ofBCC approval of the
document or the final ne otiated contract date whichever is a licable.
4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's
si nature and initials are re uired.
5. In most cases (some contracts are an exception), the original document and this routing slip
should be provided to the Executive Mgr. in the BCC office within 24 hours of BCC
approval. 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 our deadlines!
6. The document was approved by the BCC on "1 '2-' v (enter date) and all changes
made during the meeting have been incorporate in t e attached document. The
Count Attorne 's Office has reviewed the chao es, if a Iicable.
I: Forms! County Forms! BCC Forms! Original Documents Routing Slip WWS Original 9.0304, Revised 1.26.05, Revised 2.24.05
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16E 15
MEMORANDUM
Date: July 30, 2009
To: Diana DeLeon,
Purchasing Department
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Assumption Agreement
Attached, please find one certified copy of the original as referenced
above (Agenda Item #16E15) approved by the Board of County
Commissioners on Tuesday, July 28, 2009.
The Minutes and Records Department has kept one of the original
documents for the Board's permanent records.
If you should have any questions, please contact me at 252-7240.
Thank you.
Enclosures
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16E 15
ASSUMPTION AGREEMENT
This Assumption Agreement is made and entered into as of Ju.. (~ 28 ,2009, by
and between Staples Contract & Commercial, Inc. operating as Business Interiors by Staples
("Staples") or "Contractor", and Collier County, a political subdivision of the State of Florida
("County").
WHEREAS, on May 25, 2006, the Collier County Board of County Commissioners
awarded bid 06-4006 to Corporate Express Business Interiors (CEBI) for Janitorial Supplies for
the Emergency Medical Services (EMS) Department (hereinafter referred to as "Agreement 1 ");
and
WHEREAS, on September 11,2007, the Collier County Board of County Commissioners
awarded bid 07-4127 to CEBI for Office Supplies (hereinafter referred to as "Agreement 2");
and
WHEREAS, on December 16, 2008, the Collier County Board of County Commissioners
awarded bid 09-5158 to CEBI for Systems Furniture for the New Collier County Emergency
Services Center (ESC) (hereinafter referred to as "Agreement 3"); and
WHEREAS, Staples hereby represents to Collier County that by virtue of a tender offer
for all of the outstanding capital stock of Corporate Express N.V., Staples is the successor in
interest to CEBI in relation to Agreements 1, 2 and 3, hereinafter "Collective Agreements"; and
WHEREAS, the parties wish to formalize Staples' assumption of rights and obligations
under the Agreements, effective as of the date first above written.
NOW THEREFORE, IN CONSIDERATION of the mutual promises in this Assumption
Agreement, and for other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by the parties, it is agreed as follows:
1. Staples accepts and assumes all rights, duties, benefits, and obligations of CEBI
under the Collective Agreements, including all existing and future obligations to pay and
perform under the Collective Agreements.
2. Staples has delivered to County evidence of insurance consistent with the
Collective Agreements.
3. Except as expressly stated, no further supplements to, or modifications of, the
Collective Agreements are contemplated by the parties.
4. Notice required under the Collective Agreements to be sent to Contractor shall be
directed to:
CONTRACTOR:
Staples Contract & Commercial, Inc.
12730 Common Wealth Drive, Suite 9
Fort Myers, Florida 33913-8037
Attention: Cindi Carroll
1
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. 16E15
With a copy to:
Staples Contract & Commercial, Inc.
500 Staples Drive
Framingham, MA
Attention: General Counsel
5. The County hereby consents to Staples' assumption of the Collective Agreements.
No waivers of performance or extensions of time to pert"Onn are granted or authorized. The
County will treat Staples as the Contractor tor a.1l purposes under the Agreement.
IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption
Agreement, effective as of the date first above written.
FOR COLLIER COUNTY:
ATTEST..,'" '.~.. i.,.," BOARD OF COUNTY COMMISSIONERS
DW:~~UROC~_~k COLLlifrUNTV. FW:I~A ~
~'.""'.'_~"'-'.'...- ^.f~-~&
" Pcputy Ckat ': ./ DONNA FIALA. CHAIRMAN
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FOR Staples Coatract .. Commerelal, IDe.
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Date: 7/;. J J () ., Date: 'I J t~.I_O,
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Approved as to fonn and legal sufficiency:
By: "\\\~-"\'0 \...:...-~
JennilirB. White
Assistant County Attorney
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16E15
ASSUMPTION AGREEMENT
This Assumption Agreement is made and entered into as of ~ (j 22 , 2009, by
and between Staples Contract & Commercial, Inc. operating as Business Interiors by Staples
("Staples") or "Contractor", and Collier County, a political subdivision of the State of Florida
("County").
WHEREAS, on May 25, 2006, the Collier County Board of County Commissioners
awarded bid 06-4006 to Corporate Express Business Interiors (CEBI) for Janitorial Supplies for
the Emergency Medical Services (EMS) Department (hereinafter referred to as "Agreement I");
and
WHEREAS, on September II, 2007, the Collier County Board of County Commissioners
awarded bid 07-4127 to CEBI for Office Supplies (hereinafter referred to as "Agreement 2");
and
WHEREAS, on December 16, 2008, the Collier County Board of County Commissioners
awarded bid 09-5158 to CEBI for Systems Furniture for the New Collier County Emergency
Services Center (ESC) (hereinafter referred to as "Agreement 3"); and
WHEREAS, Staples hereby represents to Collier County that by virtue of a tender offer
for all of the outstanding capital stock of Corporate Express N.V., Staples is the successor in
interest to CEBI in relation to Agreements 1,2 and 3, hereinafter "Collective Agreements"; and
WHEREAS, the parties wish to formalize Staples' assumption of rights and obligations
under the Agreements, effective as ofthe date first above written.
NOW THEREFORE, IN CONSIDERATION of the mutual promises in this Assumption
Agreement, and for other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by the parties, it is agreed as follows:
I. Staples accepts and assumes all rights, duties, benefits, and obligations .of CEBI
under the Collective Agreements, including all existing and future obligations to pay and
perform under the Collective Agreements.
2. Staples has delivered to County evidence of insurance consistent with the
Collective Agreements.
3. Except as expressly stated, no further supplements to, or modifications of, the
Collective Agreements are contemplated by the parties.
4. Notice required under the Collective Agreements to be sent to Contractor shall be
directed to:
CONTRACTOR:
Staples Contract & Commercial, Inc.
12730 Common Wealth Drive, Suite 9
Fort Myers, Florida 33913-8037
Attention: Cindi Carroll
I
16E15
With a copy to:
Staples Contract &. Commercial, Inc.
SOO Staples Drive
Framingham. MA
Attention: General Counsel
S. The County hereby consents to Staples' assumption oflhe Collective Agreements.
No waivers of performance or extensions of time to perform are glllllted or authorized. The
County will treat Staples as the Contractor tor all purposes under the Asr-nent.
IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption
Asr-nent, effective as oflbe date first above written.
FOR COLLIER ,COUNTY:
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.DWIGHT J;!. BROCK.;9Ierk
BO~AF COUNTY COMMISSIONERS
COL COUNTY,FLO~DA_
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DONNA FIALA, CHAIRMAN
FOR Slap'" Coatraet .. Co_ere..1, IDe.
BY:~ n~
Titl:: t/ r:
Date: ?/;// ~?
Anest:
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Date: *~ O~
Approvod as to ronn and legal sufficiency:
By: "\-6 \,~\~
JenniRi"'B. White
Assistant County Attorney