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HomeMy WebLinkAboutSchrimsher Land Fund Short Form Temporary Lease Agreement - 2004 10 05Received Fax : Ort 14 7.004 4:21PM Fax Station RRGWN. SAl7MAN. WFiSS B GARGANFSF. P.A. ~ n 2 OCT-14-2004 THU 04 26 PM shutts~6owens FRX N0. P, 02/14 SHORT FORM TEMPORARY LEASE AGREEMENT HIS TEMPORARY LEASE is made and entered into as of the ~ day of 2004, between SCHRIMSHER LAND FUND 1986-II, LTD., a Florida Limited Partnership, SCHRIMSHER LAND FUND V, LTD., a Florida Limited Partnership, and SCHRIMSI~ER LAND 1f! UND `VI, LTD., a Florida Limited Partnership with a principal address of 6001a~oio„jai ~~va,z~.~ ioo ~(hereinaftercol]ectivelyreferredtoas"Property0wner'"), T E CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation, with a principal address of 1126 East State Road 434, Winter Springs, FL~~2~ 0 ~~hereinafter referred to as "City"), and GRUBBS EMERGENCY SERVICES, LLC, a Elou~a~~.,imited Liability Company with a principal address of PO Box 12113, Brooksville, Florida 34603 (hereinafter referred to as "Contractor"), in consideration of the mutual covenants herein. contained, the receipt and su fficiency of which is acla~owledged by the parties, and the parties hereby agree as follows: WHEREAS, due to the damage caused by Hurricane Charley, the City, in conjunction with county, state, and federal agencies, is engaged in disaster relief clean-up of vegetative storm related debris; and WHEREAS, the City has retained the services of Contractor to perfot~n disaster relief services including the collection and processing of vegetative storm related debris; and WHEREAS, the City is need of a staging and debris processing area at v~~hicll Contractor can perfoml the disaster relief services mentioned herein; and WHEREAS, Property Owner is the owner of real property located on State Road 434 ~~~itliill the City of Winter Springs which i5 suitable for the staging and processiug of vegetative sto~~n related debris which will be performed by Contractor on the City's behalf; and WHEREAS, the parties desire to enter into this lease agreement for purposes of facilitating the Hurricane Charley disaster relief efforts within the City of Winter Springs. ARTICLE I -DEFINITIONS 1.01 Definitions. The following words shall have the meaning ascribed below unless the content clearly indicates otherwise: A. "Article" means an article of this Lease. B. "Commencement Date" means the first day of the Term of this Lease which shall be August 18, 2004. C. "Lease" means this Lease, exhibits to this Lease, and every properly executed Temporary Lease Agreement City of Winter Springs/Schrimsher/Grubbs Page 1 of 10 Received Fax Oct 14 2004 4:21 PM Fax Station BROIJN SALZFIAN 41FISS R GARGANFSF P.A. 3 OCT-14-2004 THU 04 26 PM shuttsrtibowens . 2004 2:S1PM FAX N0. HROWry,GARGANESE,WEISS ~ D 4074259596 instrument which by its terms amends, modifies or supplements this Lease. P. 03/ 14 P.2 D. "Premises" shall mean the real property described in Article 2.01 which is the subject of this Lease. E. "Rent" means the amount payable by City to Property Owner for the lease of the Premises. F. "Term" means the period of time set out in Article 3,01. ARTICLE II -GRANT OF LEASE 2.01 Grant. Property Owner hereby demises and teases the follow ing premises to City, and City hereby leases and accepts the premises from Property Owner, to have and to hold during the Term, for the public purposes provided herein and subject to the terms and conditions of this Lease. The premises shall consist of a portion of the property identified by the Seminole County Property Appraiser as 26-20-30-SAR-0A00-0070 and 06-21-31-300-0010-OOO~the same is more particularly described and depicted in Esbibit "A," which is attached hereto and incorporated herein by this reference, 2.02 QaietEnlov¢lent. PropertyOwnershallwarrantanddefendtheCityinthequietenjoyment and possession of the Premises during the Term, subject to the terms and conditions o f this Lease. 2.03 Covenants of Property Owner. Ctty, and Contractor. Property Owner covenants that it is seized with fee simple ownership ofthe Premises, that Property Owner will observe and perform atl of the terms and conditions of this Lease, and that the executor of this Lease, on behalf of Property Owner, is duly authorized to execute this Lease. City covenants to pay the Rent when due underthis Lease and to observe and performall ofthe terms and conditions ofthis Lease. Contractor covenants that it will observe and perform a]1 of the terms and conditions of this Lease, and that the executor of the Lease, on behalf ofthe Contractor, is duly authorized to execute the Lease. 2.04 Proaerty Owner's Access to the Premises. The Property Owner shall have access at all reasonable Eames to the Premises, for purposes of accessing adjoining property owned by Property Owner and which is otherwise unaccessible,providedhowever, such access by PropcrtyOwner shall have a minimum impact upon the City's and Contractor's use of the Premises for.the purposes provided herein. ARTICLE QI - TE)~t~,VI AND PQ~S SSIO~I 3.01 Term. The Terns of this Lease shall commence retroactively. on August 18, 2004 ("Commencement Date") and terminate at such time that the C5ty notifies Property Owner, in writing, that they have completed disaster relief efforts due to Hurricane Charley. In no event, however, shall this Lease extend beyond six (6) months after the aforementioned Commencement Date unless mutually agreed to in writingbytheparties. rTotwithetanding~foregoing the ProDCItY - - Temporary Lease Ap~oement Clty of Winter SprlogslSchrlmsHer/Grubbs • Page 2 of 10 Received Fax Ort 74 2004 4:21PPt Fax Station BROWN. SAL114AN. WFISS & GARGANESE. P.A. n 4 OCT-14-2004 THU 0427 Phl shuttsNcbowens FRX N0, P. 04/14 3.02 Condition of Premises. Except as otherwise specifically provided in this Lease, Property Owner disclaims anywarranty regarding the condition ofthe Premises, whether patent or latent, and City and Contractor shall accept the Premises in its "as is" condition, including, without limitation, any defects which exist on the Commencement Date. City and Contractor acknowledge that the Premises are now in suitable condition forthe staging disaster relief efforts including the processing of vegetative storm related debris caused by Hurricane Charley. ARTICLE IV -RENT. OCCUPANCY CO~STSLAND OTHER CHARGES 4.01 Annual Rent. City shall pay to Property Owner, as rent for the Premises, the lump sum of Ten & No/100 Dollars ($10.00) payable in advance. ARTICLE V -USE OF PREMISES 5.01 Generally. The Premises shall be used and occupied by the City and Contractor, and their respective subcontractors and agents, for the establishment, operation and maintenance of a temporary staging area for disaster relief efforts and as a vegetative storm debris collection and processing point for the use and benefit of the citizens and property owners of the City of Winter Springs, Florida. ARTICLE VI -MAINTENANCE REPAIR ALTERATIONS AIVD IMPROVEMENTS BY CITY 6.01 Condition of Premises. City and Contractor shall maintain the Premises and all improvements therein in their condition as they exist on the Commencement Date, less reasonable wear and tear, at City's and Contractor's sole cost and expense. 6.02 Alterations by City. City and/or Contractor may from time to time at flleir respective expense make changes, additions and improvements in the Premises to better adapt the same to be used in accordance with the purposes set forth in Section 5.01 herein, provided that any such change, addition or improvement shall comply with the requirements of any govern.mental authority having jurisdiction. ARTICLE VII -INSURANCE 7.01 General Liability and Other Insurance. The Contractor shall maintain in force, at all times during the term of the Lease, a general liability insurance policy with an occurrence basis policy, with minimum limits of One Million & No/100 Dollars ($1,000,000.00) per occurrence and Three Million & No/100 Dollars ($3,000,000.00) aggregate, combined single limit covering bodily injury and property damage. The City shall maintain the same coverage except the aggregate shall be a minimum of One Million & No/100 Dollars ($1,000,000.00). Temporary Lease Agreement City of'PVinter Springs/Sclbrimsher/Grubbs Page 3 of 10 Received Fax Oct 14 ?_004 4:21PM Fax Station BROWN SAVt4AN WFiSS 8 GARGA SE P.A. 5 OCT-14-2004 THU 04 27 P11 shutts&bowens FAX N0. P, 05/14 ARTICLE VIII -INJURY TO PERSON OR PROPERTY The following Sections 8.01 and 8.02 shall survive the termination of this Lease and shall remain in effect until the applicable statute of limitations have lapsed: 8.01 Indemnity by Contractor. To the extent permitted by law, Contractor shall indemnify and hold harmless Property Owner and the City from and against every demand, claim, cause of action, judgment and expense, including reasonable attorney's fees, and all loss and damage arising from any injury (including death) or damage to the person or property of the Property Owner and City or to the person or property of City's and Property Owner's agents, servants, employees, guests, invitees, or to any other person or property on the Premises where the injury or damage is caused by any act or omission of Contractor, its subcontractors, agents, servants or employees, or of any other person entering upon the Premises for the express or implied purpose of providing the services referenced in Section 5.01 herein. With respect to the City, this indemnity and hold harmless shall be deemed supplemental to the indemnity and hold harmless provisiotl contained in the disaster relief and emergency services agreement between Contractor and the City which was entered into in August of 2004. 8.02 Indemnity by City. To the extent permitted by law, City shall indemnify and hold harmless Property Owner from and against every demand, claim, cause of action, judgment and expense, including reasonable attorney's fees, and all loss and damage arising from any injury (including death) or dan~age to the person or property of the Property Owner or to the person or property of Property Owner's agents, servants, employees, guests, invitees, or to any other person or property on the Premises where the injury or damage is caused by any act or omission of City, its subcontractors, agents, servants or employees, (excluding Contractor and its subcontractors, agents. servants or employees which is covered by Section 8.01) or of any other person entering upon the Premises for the express or implied purpose of providing the services referenced ilt Section 5.01 herein. ARTICLE IX -CITY ASSIGNMENT AIVD SUBLETTIYG 9.01 Assignment or Sublease by City. City shall not assign this Lease or sublet the Premises without the prior written consent of Property Owner. ARTICLE X -TERMINATION 10.01 Removal of Improvements. Upon termination of the Lease, the Contractor shall have fifteen (15) days to remove all improvements made to the Premises, and al] vegetative and other storm related debris brought to the Premises as part of the Hurricane Charley disaster relief effort, by the Contractor, its employees, subcontractors, and agents and restore (less reasonable wear and tear) the affected portion of the Property to the condition that existed at the Commencement Date. If the Contractor fails to complete the removal within this time period, Property Owner shall have the right to remove the improvements and restore the Property, and the Contractor shall reimburse the Property Owner for the actual and reasonable costs incurred in said removal and restoration. The Temporary Lease Agreement City of W(nter Springs/SchrimsherlGrubbs Page 4 of 10 Received Fax Oct 14 2004 4:21PM Fax Station BR041N. SALZMAN. WFiSS 8 GARGA6lESF. P.A. a 6 OCT-14-2004 THU 04 28 PM shut6s&bowens FAX N0. P. 06/14 reimbursement shall be made by the Contractor within ten (10) days of receipt of a written invoice itemizing said costs. In addition, upon termination ofthe Lease, the City shall have fifteen (15) days to remove all improvements made to the Premises by the City, its employees, subcontractors (excluding Contractor), and agents and restore (Less reasonable wear and tear) the affected portion of the Property to the condition that existed at the Commencement Date. If the City fails to complete the removal within this time period, Property Owner shall have the right to remove the improvements and restore the affected portion of the Property, and the City shall reimburse the Property Owner for the actual and reasonable costs incurred in said removal and restoration. The reimbursement shall be made by the City within ten (10) days of receipt of a tivritten im~oice itemizing said costs. ARTICLE XI -TRANSFERS BY PROPERTY OWNER l 1.01 Sale onyevance and Assignment. Nothing in tlus Lease shall restrict the right of the Property Owner to sell, convey, assign, mortgage or otherwise deal with the Premises or the right of Property Owner to assign its interest in this Lease subject only to the rights of City and Contractor udder this Lease. 11.02 Subordination. This Lease is and shall be subject and subordinate in all respects to any and all mortgages and deeds of trust now or hereafter placed on the Premises, and to all renewals, modifications, consolidations, replacements and extensions thereof. ARTICLE XII -NOTICES ] 2.01 Notices. All notices, demands, requests, instructions, approvals, and claims of any type hereunder shall be given by U.S. mail orby hand delivery to an individual authorized to receive mail for the below listed individuals, all to the following individuals at the following locations: TO THE CITY: Mr. Ronald W. McLemore, City Manger City of Winter Springs 1126 East State Road 434 Winter Springs, Fl. 32708-2799 407-327-5957 (Phone) 407-327-6686 (Fax) TO THE Property Owner: SCHRIMSHER LAND FUND, 1986-II, LTD., A Florida Limited Partnership Michael A. Schrimsher, Vice President C S~HRIMSHER LAND FCIND V, LTD., Temporary Lease Agreement City of Winter Springs/SchrimsherlGrubbs Page 5 of 10 OCT-14-2004 THl) 04 28 PM shutts&bowens FAX N0. P. 07/14 A Florida Limited Partnership Michael A. Schrimsher, Vice President SCHRIMSHER LAND FUND, VI, LTD. A Florida Limited Partnership Michael A. Schrimsher, Vice President 600 Eos+ Colo~~~al Dr'~ve, t S~i-k /ov Or 1 a~do~ t=L 32803 407-423-7600 (phone) 407-648-9230 (fax) TO THE Contractor: GRUBBS EMERGENCY SERVICES, LLC Post Office Box 12133 Brooksville, Florida 34603-2113 352-796-7127 (phone) 352-797-7598 (fax) Notice shall be deemed to have been given and received on the date the notice is physically received, if given by hand delivery, or ifnotice is given by first class U.S. mail, postage prepaid, then notice shall be deemed to have been given upon the date said notice was deposited in the U.S. mail addressed in the manner set forth above. Any party hereto, by giving notice in the manner set forth herein, may unilaterally change the name of the person to whom notice is to be given or the address at which notice is to be received. ARTICLE XIII -DEFAULT 13.01 Right of Propert~Owner to Perform Covenants. A. All covenants and agreements to be performed by City under any of the terms of this Lease shall be performed by City, at City's sole cost and expense. If City shall fail to perform any act required by this Lease, and such failure shall continue for seven (7) days after written notice thereof from Property Owner, Property Owner may (but shall not be obligated to) perform such act without waiving or releasing City from any of its obligations relative thereto. All sums paid or costs incurred by Property Owner in so performing such acts under this Article 13.01, together with interest thereon at the highest rate allowable by law from the date each such payment was made or each such cost incurred by Property Owner, shall be payable by City to Property Owner on demand. B. All covenants and agreements to be performed by Contractor under any of the terms of this Lease shall be performed by Contractor, at Contractor's sole cost and expense. If Contractor shall fail to perform any act required by this Lease, and such failure shall continue for seven (7) days after written notice thereof from Property Owner, Property Owner may (but shall not be obligated Temporary Lease Agreement City of Winter Springs/Sehrimsher!Grubbs Page 6 0[ 10 Received Fax Oct 14 2004 4:21PM Fax Station BROIJN SALZPIAN WEiSS & GAR SE P.A. 8 OCT-19-2004 THU 04 28 PM shuns&bowens FAX N0. P, 08/14 to) perform such act without waiving or releasing Contractor from any of its obligations relative thereto. All sums paid or costs incurred by Property Owner in so performing such acts under this Article 13.01, together with interest thereon at the highest rate allowable by law from the date, each such payment was made or each such cost incurred by Property Owner, shall be payable by Contractor to Property Owner on demand. 13.02 Events of Default; Remedies. An event of default shall occur whenever: A, Any party fails to observe, perform and keep each and every one of the material covenants, agreements, provisions, stipulations and conditions herein contained to be observed, performed and kept by the respective party (other than payment of Rent and other charges hereunder) and persists in such failure after seven (7) days notice by the non-breaching party requiring that the breaching party remedy, correct, desist or comply. However, if any such breach would reasonably require more than seven (7) days to rectify, and the breaching party commences rectification within seven (7) days ofsuclr notice and thereafterpromptly and effectively and continuouslyproceeds with the rectifications of the breach, the seven (7) day time period may be extended by mutual written consent of the parties, B. Upon occurrence of any event of default, the non-defaulting party shall ]lave tl~e option, in addition to and not in limitation of any other remedy permitted bylaw or by this Lease, to terminate this Lease, in which event City and Contractor shall irtunediately surrender the Premises to Property Owner and all improvements made by the City and Contractor shall be removed pursuant to Paragraph 10.01 of this Lease. However, if City shall fail to do so, Property Owner may without notice and without prejudice to any other remedy Property Owner may have, enter upon and take possession of the Premises and expel or remove City and Contractor and its effects without being liable to prosecution or any claim for damages. ARTICLE XIV -MISCELLANEOUS 14.01 Relationship of Parties. Nothing contained in this Lease shall create any relationship between the Property Owner and the City or Contractor other than landlord and tenant. It is acknowledged and agreed that Property Owner under this Lease does not in any way or for any purpose become a partner of the City and Contractor iti the operation and maintenance of a staging area for disaster relief efforts and storm debris collection point, or a joint venturer or a member of a joint or common enterprise with the City and Contractor. 14.02 Consent Not Unreasonably Withheld. Except as otherwise specifically provided, whenever consent or approval of Property Owner, City, or Contractor is required under the terms of this Lease, such consent or approval shall not be unreasonably withheld or delayed. If either party withholds any consent or approval, such party shall, on written request, deliver to the other party a written statement giving the reasons therefor. 14.03 Applicable Law and Construction. This Lease shall be governed by and construed under the laws of the State of Florida and its provisions shall be construed as a whole according to their Temporary Lease Agreement City of Winter Springs/Schrimsher/Grubbs Page 7 of 1fl Received Fax : Oct 14 2004 4:21PM Fax Station BR041N SALZMAN WE[SS & GA SE P.A. 9 OCT-14-2004 THU 04 29 Ph1 shutts&bowens FAf{ N0. P. 09/14 common meaning and not strictly for or against Property Owner, City, or Contractor. The words Property Owner, City, and Contractor shall include the plural as well as the singular. 14.04 Entire Agreement. This Lease contains the entire agreement between the parties hereto with respect to the subject matter of this Lease. 14.05 Amendment or Modification. Unless otherwise specifically provided in this Lease, no amendment, modification, or supplement to this Lease shall be valid or bidding unless set out in writing and executed by the parties hereto in the same manner as the execution of this Lease. 14.06 Construed Covenants and Severabilitv. Al.l of the provisions of this Lease are to be construed as covenants and agreements as though the words importing such covenants and agreements were used in each separate Article hereof. Should any provision of this Lease be or become invalid, void, illegal or not enforceable, it shall be considered separate and severable from the Lease aild the remaining provisions shall remain in force and be binding upon the parties hereto as though such provisions had not been inc]uded. 14.07 Successors Bound. Except as otherwise specifically provided, the covenants, terms and conditions contained in this Lease shall apply to artd bind the heirs, successors, executors, administrators and assigns of the parties hereto. 14,08 Aeadines. The Article headings contained in this Lease are for convenience only and shall in no way enlarge or limit the scope or meaning of the various and several Articles hereof. 14.09 Attorney's Fees. in tl~e event of any legal action or suit under this Lease, the prevailing party shall be entitled to recover reasonable attorneys fees and costs, tluough all appellate proceedings. 14.10 Citv and Contractor Not to Allow Liens or Encumbrances. City and Contractor shall not permit to be created nor to remain undischarged any lien, encumbrance, or charge arising out of any work of any contractor, mechanic, laborer, or materialman which might lien or encumber the Premises for work performed on the City's or Contractor's behalf on the Premises. If any lien or notice of lien on the account of any debt of the City or Contractor shall be filed against the Premises and City or Contractor fails to discharge the lien or notice of lien within twenty (20) days of filing, Property Owner, in addition to any other legal rights or remedies, may, but shall not be obligated to, discharge the same by either paying the amounts claimed to be due, or shall be entitled to defend any prosecution of an action for foreclosure of such lien. Any amount paid by Property Owner and all costs and expenses (including reasonable attorneys fees and interest) incurred by Property Owner in comiection therewith shall be paid by City or Contractor depending on who was liable for the debt. 14.11 Time is of Essence. The parties acknowledge and agree that time is of the essence under this Lease. Temporary Lease Agreement City of Winter SpringslSchrimsher/Grubbs Page 8 of 10 ~ Received Fax c Oct 74 ?004 4:77PM ~ Fax Station - BROIdN. SALZMAN. WEISS R GAR~SE P.A. n 10 i OCT-14-2004 THU 04 29 PM shul~s&bowens FAX N0. P, 10/14 14.12 Venue. Venue for any legal actions under this Lease shall be in Seminole County, Florida for state court actions and Orlando, Florida for federal court actions. PROPERTY OWNER: SCHRIMSHER LAND FUND 1986-II, LTD., A Florida Limited Partnership By Schrimsher~IQn~c~.,~ a~FloridCa corporation General Part, e~"C~~Y ~ C~~ gy; -y~V Michael A. Schrimsher, Vice President Date: I 0 - S - ~ y SCHRIMSHER LAND FUND V, LTD., A Florida Limited Partnership By Schrimsher Inc., a Florida corporation General Partn~r~ ~ /~ Q~ y~j By. ~~.tv~m~1i 7 V, C~ ~ `~' Michael A. 5chrimsher, Vice President Date: 1 ~' S -o SCHRIMSHERLAND FUND VI, LTD., A Florida Limited Partnership By Schrimsher Inc., a Florida co~r.;p~oration General rtne ~~~ vim` By: Michael A. Schrimsher, Vice President Date: 1~' S - ~ y Temporary Lease Agreement City of Winter Springs/Schrimsher/Grubbs Page 9 of 10 WITNESSES: WITNESSES: WITNESSES: l Received Fax Oct 14 ?004 4c21PM ~ Fax Station BROb1N. SALIMAN, b1EISS & GAR~SE. P.A. n 11 ~ OCT-14-2004 THU 04 30 PM shu~6s&bouens WITNE GQL WITNESSES: ~,(~li1 FAX N0, P, 11/14 CITY: CITY OF WINTER SPRINGS, FLORIDA ay: w. ~~ onald . McLc~emo , Cit Manager Date: ~ °~~ d/ CONTRACTOR: GRUBBS E GENCY SERVICES, LLC. By: Print: (l JCTv. ~6L./. Date: ~ ~~~~~ G:\Docs\City of Winter SpringsWgreetnents\DisasletRelietT.ease 083104.wpd Temporary Lease Agreement City of Winter Springs/Schrlmsher/Grubbs Pngc 10 of 10 Received Fax Oct 14 2004 4:21Pht Fax Station BROIdN SALZMAN WEiSS 8 GA SE P.A. 12 OCT-14-2004 THU 04 30 PM shutls&bowens FAX N0, P, 12/14 L...,..•._.._,.. _ _ ~,.,~.~•~.... SEP-22-2004 WED 04 52 Pil FAX N0. P, 12/14 LEGAL DE~C~21pT)(ON (Seminole County) PASTURE: PT OF LOTS ~ & 8 DESC AS BEG INT NLY L( LOT 7 & ELY R/W AC L RR RUN SLY ALONG ELY RR R/W TO NLY R/W OVIEDO RD SELY ALOPlG NL' R1W OVIEDO RD TO A PT 660 FT N DR N Ll GARDENA FARMS S 85 DEG E TO E LI ~ ~F LEVY GRANT N 5 DEG E TO NE COR NOT 7 NWLY ALONG NLY LI LOT 7 TO BEG jLK A (LESS ESMT DESC 1N ORB 3988 PG 1075 & P'TS OF LOT 7 N & SE OF ESMT) (ALSO KNOWN AS SEMINOL6 COUNTY PARCEL 117 NUMBER 26.20.30-SAR-OA00- 0070) together with: RAILROAD BED: LEG SEC 06 TWP 21 S RGE 31E SCL RR R/W LYING NLY OF OVIEDO RD (ALSO KNOWN AS SEMINOLE COUNTY PARCEL)D NUMBER 06-21-31-300-0010- 0000). EXHYBIT A Page 1 of 2 ORLOOCS 10269867 I ~ '1 OCT-14-2004 THU 04 30 PM shu~ls&bowens FAX N0, P, 13/14 ~„ SEP-22-2004 WED 04;52 Pii FAX N0, P, 13/14 .~CI'-.;C-GrlCW t1o •'10 Jl.nn~~~~+r~Gn ... _ `~ '`~ ~,. ~~ P o .±, .• •.•• ...~,.. ~v~ ~P~" J ~~ / ~ II I II I ~ `r+ `r7 Q rw ti1 ~'~ 0~0r no a~ o~ Ot` ,~' `°,~F~ '~ot9 ~ ~~~ ~~ ~° Q ~ :~ 4y ti.~ ~ ,a~~` ~,~k ~'~~. ryv EXHIBIT A X49 e, 2 o F Z. .~ ~~ 9 ~ .,~~ ,~> TOTfiL P. 13 •r' . f • . .r~ ;,~~~ , . ' ~~~_ -~ 1 Ilr r ~ .1 r r OCT-14-2004 THU 04;30 PM shuts&bowens FAX N0, P, 14/14 5:P-22-2GG4 ,VED 0232 PIS P. 00? ~.Q~o CERTIFICATE OF LIABILI TY INSURANCE OATE(IANIODIVYYY) PflooucErt (813)229-8021 FAX (613)229-2795 05/05/2004 TH18 CERTIFICATE IS ISSUED A9 A MATTER OF INFORMATION IM. E, Wilson Company, 3.nc , ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 300 West Plat[ Street, Ste 200 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Box 373 P O LT R THE COVERAGE AFFORDED E3Y THE POLICIES BELOW. , . Tampa, FL 33601 INSURERS AFFORDING COVERAGE NAIC q INSl1pFD Grubbs Emer e i S INSURFRA Scottsdale Insurance Company 41297 g ncy erv ces,LLC trauflener Lan ma e A i I P O B 12113 mer r can ns Co , , ox 8r0Dl svill FL IHSUSeat: Fireman's Fund hlcGee l e, 34603-2113 frlbuRERD; INSURER E C(IVFgA~:F4 - ~ ua, cv Dcww IlAVC DttN IsyutU TD THE INSURED NAKED ABOVE FOR TNE± POLICY PERIOD INDICATED. NdTWI7HSTANDIN ANV REDUIREMENT, TERM OR CONDITION OF ANy CONTRACT OA OTHER DOCUMENT W17N RESPECT TO WHICH TH16 CERTI FICATE tAAY BE SS I UED OR MAY PERTAIN. THE INSURANCE AFFORDED SY THE POLICIES DESCRI8E0 HEREIN IS SUBJECT TD ALL THE TEarAS EkcLU51DNS AND cONDmo PO C . nls CF SUCH LI IES, AGGREGATE Liiti)ITS SHOWN MAY IiAV~ BEEN REDUCED BY PAID CLAIMS, INJR DO' TY7E DC INSURANCE POLICY NUrdnGq PDIICY EFFECTVE POp CV R mON , f LIMITS cE X NERaLUnoaITY CM!LIERLIALOEN A BS00006748 10/O1 2003 10/Ol/z004 EACH OCCURRENCE S 1,OD0 000 ER LLIABR.ITY DAr AGE~O ENTEO S e - 100 000 LAlntsrmDE Ooccuq MEDEXPfAn A yorwp/rmn) E Excluded PERSONAL & AOV INJURY f L OOO , OOO G6NERALAOOREO Tf GE K'L AGGREGA IT P LI A / 2,000 000 A TE M PLIES PER; X PDU Y j T P0.ODVC TS•COrLDIOP AGG S 2 000,000 C LOC E AU1 OA10fi1LE UAEILITY ANY AUTO COMBINED SINGLE UtdR 16~ ~myl~nq i ALL OWNED T08 aU S[HEDULED AVTOS fiD01LY INJURY (P•rpvmnl i HIRED A T U 05 NON-OVdVEO AUTOS BGORY INJURr (D~r ace:janl) s PROPERTY DAMAGE S I (P/r ~ocli~nl) GAR AGE LIABILITY + ANY A T AUTO ONLY-EA ACCIDENT S I V O T EA ACC AUTO O n N i F Y AGG s EXC6SSAlMBRELLALIABILITY X LHA022545 10/01/2003 10/01/2004 GACHOCCUgR6NCE i S,000,DOO B OCCUfl ~ CIAIM6 MADE AGGnEGAre 7 5 , 000 , 000 D6DUCne E X LE T 10 00 p ~ , ENTIO\ { E WOpKEgS COM-ENIATION AND ' 0 H• EY DLOYERS LIABILITY ANY PgOPRIETORM1'k9TNER/EXECUTIVE OFFICERIMEMSER EXCLUOEDT E.L. EACH ACCIDEN_T •~ -~~~ E Xyn, mrenle urn~u ~ _ E.L. DISEASE • GA GMPtpYEE S SPEC WI PROIASIDNS l~7ew OTHER E.L. DI6EASE-POLICY OMIT DESCRIPTION 0[ prenntlDNS ~LpCATIQNS I YEhICLCE i E%GLNSIgNS ADDED EIY EnDORDE eNTrorecuu rrtgylelDNa he certT Tcate 0 er Ts recognTZed as an addTttiana~ Insured wTtn respects to ene l li bili g ra a ty. eeonelrAre unl nee (: Nt: iH0U1.0 ANY OF THR AlDVE Pl6tRIDED POLICIC! DE CANCELLED EEROR6 THE EXPIRATION DATE TN EREOF, THE 139UIND INSUnE0. VALL ENDEAVOR TD MAIL lU OAY9 WRITTEN NOTICE Tn TN! CE gTIriCATE HOLOFq NAMED TO tNE LEFT, fiUTFAILURE TO MAIL 6UCH NOVICE 9HpLL IMPOSE N0 oeU0ATI0N OR LIABILITY OR ANY HIND UPON THE INSURE0.1T9 AGENT! OR REP RE! ENTATIVES. AVTNDRHEO RLPRE7ENTA1)VO __ p ,1 • ]effra Liven and CAG~fm/ AC(1gn 9C ronn,rnA~ FAYr f~C~l 7q7-7COP ' ~ ~ ®ACORD CORPORATION 1958