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1220-30-22-10 Surrey City Centre Library Coffee Shop - City of Surrey

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1220-30-22-10 Surrey City Centre Library Coffee Shop - City of Surrey Powered By Docstoc
					                 REQUEST FOR PROPOSALS




Title:            SURREY CITY CENTRE LIBRARY COFFEE SHOP

Reference No.:    1220-30-22-10




                   FOR PROFESSIONAL SERVICES
                                                    TABLE OF CONTENTS


1.     INTRODUCTION................................................................................................................ 3
     1.1       Purpose ....................................................................................................................... 3
     1.2       Definitions .................................................................................................................. 3
INSTRUCTIONS TO PROPONENTS .......................................................................................... 3
     1.3       Closing Time and Address for Proposal Delivery ............................................................. 3
     1.4       Information Meeting ..................................................................................................... 3
     1.5       Number of Copies ........................................................................................................ 4
     1.6       Late Proposals ............................................................................................................. 4
     1.7       Amendments to Proposals ............................................................................................. 4
     1.8       Inquiries...................................................................................................................... 4
     1.9       Addenda ..................................................................................................................... 4
     1.10      Examination of Contract Documents and Site .................................................................. 4
     1.11      Opening of Proposals.................................................................................................... 4
     1.12      Status Inquiries ............................................................................................................ 5
2.     PROPOSAL SUBMISSION FORM AND CONTENTS ......................................................... 5
     2.1       Package ...................................................................................................................... 5
     2.2       Form of Proposal ......................................................................................................... 5
     2.3       Signature..................................................................................................................... 5
3.     EVALUATION AND SELECTION ...................................................................................... 5
     3.1       Evaluation Team .......................................................................................................... 5
     3.2       Evaluation Criteria ....................................................................................................... 5
     3.3       Discrepancies in Proponent's Financial Proposal .............................................................. 6
     3.4       Litigation .................................................................................................................... 6
     3.5       Additional Information ................................................................................................. 6
     3.6       Interviews ................................................................................................................... 6
     3.7       Multiple Preferred Proponents and Changes to the Proponent Team ................................... 7
     3.8       Negotiation of Contract and Award ................................................................................ 7
4.     GENERAL CONDITIONS ................................................................................................... 7
     4.1       No City Obligation ....................................................................................................... 7
     4.2       Proponent’s Expenses ................................................................................................... 7
     4.3       No Contract ................................................................................................................. 7
     4.4       Conflict of Interest ....................................................................................................... 7
     4.5       Solicitation of Council Members and City Staff ............................................................... 7
     4.6       Confidentiality ............................................................................................................. 8


SCHEDULE A – SERVICES ................................................................................................... 10
SCHEDULE A-1 – DIAGRAMS................................................................................................. 14
SCHEDULE B – CONTRACT ................................................................................................... 17
SCHEDULE C – FORM OF PROPOSAL .................................................................................. 31



RFP No. 1220-30-22-10                                                                                                           Page 2 of 33
                                   REQUEST FOR PROPOSALS


1.     INTRODUCTION
1.1    Purpose
       The purpose of this request for proposals is to select a service provider (or service providers) to
       perform the services (“Services”) described in Schedule A.

1.2    Definitions
       In this RFP the following definitions shall apply:
       “City” means the City of Surrey;
       “City Representative” has the meaning set out in section 1.8;
       “City Website” means www.surrey.ca;
       “Closing Time” has the meaning set out in section 1.3;
       “Contract” means a formal written contract between the City and a Preferred Proponent to
       undertake the Services, the preferred form of which is attached as Schedule B;
       “Evaluation Team” means the team appointed by the City;
       “Information Meeting” has the meaning set out in section 1.4;
       “Preferred Proponent(s)” means the Proponent(s) selected by the Evaluation Team to enter into
       negotiations for a Contract;
       “Proponent” means an entity that submits a Proposal;
       “Proposal” means a proposal submitted in response to this RFP;
       “RFP” means this Request for Proposals;
       “Services” has the meaning set out in Schedule A;
       “Site” means the place or places where the Services are to be performed; and
       “Statement of Departures” means Schedule C-1 to the form of Proposal attached as Schedule C.

INSTRUCTIONS TO PROPONENTS
1.3    Closing Time and Address for Proposal Delivery
       Proposals must be received by the office of the:
               Kam Grewal, BBA, CMA
               Acting Purchasing & AP Manager
               Address:       6645 – 148 Street
                              Surrey, BC V3S 3C7
       on or before the following date and time (the “Closing Time”):
                        Time: 3:00 pm local time
                        Date: Monday, July 5, 2010
       Submissions by fax [or email] will not be accepted. There will be no extension to the Closing
       Time for the submission of proposals.




1.4    Information Meeting
       An information meeting may be hosted by the City Representative to discuss the City’s
       requirements under this RFP (the “Information Meeting”). While attendance is at the discretion


RFP No. 1220-30-22-10                                                                        Page 3 of 33
       of Proponents, Proponents who do not attend will be deemed to have attended the Information
       Meeting and to have received all of the information given at the Information Meeting. At the
       time of issuance of this RFP a meeting has not been scheduled.
1.5    Number of Copies
       Proponents should submit the original plus 5 hard copies (6 in total) of their Proposals.
1.6    Late Proposals
       Proposals received after the Closing Time will not be accepted or considered. Delays caused by
       any delivery, courier or mail service(s) will not be grounds for an extension of the Closing Time.
1.7    Amendments to Proposals
       Proposals may be revised by written amendment, delivered to the location set out above, at any
       time before the Closing Time but not after. An amendment must be signed by an authorized
       signatory of the Proponent in the same manner as provided by section 2.3. Fax amendments are
       permitted, but such fax may show only the change to the proposal price(s) and in no event disclose
       the actual proposal price(s). A Proponent bears all risk that the City’s fax equipment functions
       properly so as to facilitate timely delivery of any fax amendment.
1.8    Inquiries
       All inquiries related to this RFP should be directed in writing to the person named below (the
       “City Representative”). Information obtained from any person or source other than the City
       Representative may not be relied upon.
               Kam Grewal, BBA, CMA
               Acting Purchasing & AP Manager
               Address:      City of Surrey – Purchasing
                             6645 – 148 Street
                             Surrey, BC V3S 3C7
               Phone: 604-590-7274
               Fax:          604-599-0956
               Email:        purchasing@surrey.ca
       Inquiries should be made no later than 7 days before Closing Time. The City reserves the right
       not to respond to inquiries made within 7 days of the Closing Time. Inquiries and responses will
       be recorded and may be distributed to all Proponents at the discretion of the City.
       Proponents finding discrepancies or omissions in the Contract or RFP, or having doubts as to the
       meaning or intent of any provision, should immediately notify the City Representative. If the
       City determines that an amendment is required to this RFP, the City Representative will issue an
       addendum in accordance with section 1.9. No oral conversation will affect or modify the terms of
       this RFP or may be relied upon by any Proponent.

1.9    Addenda
       If the City determines that an amendment is required to this RFP, the City will post a written
       addendum on the City website at www.surrey.ca (the "City Website") and upon posting will be
       deemed to form part of this RFP. Upon submitting a Proposal, Proponents will be deemed to
       have received notice of all addenda that are posted on the City Website.
1.10   Examination of Contract Documents and Site
       Proponents will be deemed to have carefully examined the RFP, including all attached Schedules,
       the Contract and the Site (as applicable) prior to preparing and submitting a Proposal with respect
       to any and all facts which may influence a Proposal.
1.11   Opening of Proposals

RFP No. 1220-30-22-10                                                                          Page 4 of 33
       The City intends to open Proposals in private but reserves the right to open Proposals in public at
       its sole discretion.
1.12   Status Inquiries
       All inquiries related to the status of this RFP, including whether or not a Contract has been
       awarded, should be directed to the City Website and not to the City Representative.

2.     PROPOSAL SUBMISSION FORM AND CONTENTS
2.1    Package
       Proposals should be in a sealed package, marked on the outside with the Proponent's name, title
       of the Project and reference number.
2.2    Form of Proposal
       Proponents should complete the form of Proposal attached as Schedule C, including Schedules C-
       1 to C-4. Proponents are encouraged to respond to the items listed in Schedules C-1 to C-4 in the
       order listed. Proponents are encouraged to use the forms provided and attach additional pages as
       necessary.
2.3    Signature
       The legal name of the person or firm submitting the Proposal should be inserted in Schedule C.
       The Proposal should be signed by a person authorized to sign on behalf of the Proponent.
       (a)     If the Proponent is a corporation then the full name of the corporation should be included,
               together with the names of authorized signatories. The Proposal should be executed by
               all of the authorized signatories or by one or more of them provided that a copy of the
               corporate resolution authorizing those persons to execute the Proposal on behalf of the
               corporation is submitted.
       (b)     If the Proponent is a partnership or joint venture then the name of the partnership or joint
               venture and the name of each partner or joint venturer should be included, and each
               partner or joint venturer should sign personally (or, if one or more person(s) have signing
               authority for the partnership or joint venture, the partnership or joint venture should
               provide evidence to the satisfaction of the City that the person(s) signing have signing
               authority for the partnership or joint venture). If a partner or joint venturer is a
               corporation then such corporation should sign as indicated in subsection (a) above.
       (c)     If the Proponent is an individual, including a sole proprietorship, the name of the
               individual should be included.

3.     EVALUATION AND SELECTION
3.1    Evaluation Team
       The evaluation of Proposals will be undertaken on behalf of the City by the Evaluation Team.
       The Evaluation Team may consult with others including City staff members, third party
       consultants and references, as the Evaluation Team may in its discretion decide is required. The
       Evaluation Team will give a written recommendation for the selection of a Preferred Proponent or
       Preferred Proponents to the City.
3.2    Evaluation Criteria
       The Evaluation Team will compare and evaluate all Proposals to determine the Proponent's
       strength and ability to provide the Services in order to determine the Proposal which is most
       advantageous to the City, using the following criteria:
       (a)     Experience, Reputation and Resources


RFP No. 1220-30-22-10                                                                          Page 5 of 33
               The Evaluation Team will consider the Proponent's responses to items in C-2 of
               Schedule C including supplementary information.
       (b)     Technical
               The Evaluation Team will consider the Proponent's responses to items (i) to (vii) in C-3
               of Schedule C.
       (c)     Financial
               The Evaluation Team will consider the Proponent's response to C-4 of Schedule C.
       (d)     Statement of Departures
               The Evaluation Team will consider the Proponent's response to C-1 of Schedule C.
       The Evaluation Team will not be limited to the criteria referred to above, and the Evaluation
       Team may consider other criteria that the team identifies as relevant during the evaluation
       process. The Evaluation Team may apply the evaluation criteria on a comparative basis,
       evaluating the Proposals by comparing one Proponent's Proposal to another Proponent's Proposal.
       All criteria considered will be applied evenly and fairly to all Proposals.
3.3    Discrepancies in Proponent's Financial Proposal
       If there are any obvious discrepancies, errors or omissions in C-4 of a Proposal (Proponent's
       Financial Proposal), then the City shall be entitled to make obvious corrections, but only if, and to
       the extent, the corrections are apparent from the Proposal as submitted, and in particular:
       (a)     if there is a discrepancy between a unit price and the extended total, then the unit prices
               shall be deemed to be correct, and corresponding corrections will be made to the
               extended totals;
       (b)     if a unit price has been given but the corresponding extended total has been omitted, then
               the extended total will be calculated from the unit price and the estimated quantity;
       (c)     if an extended total has been given but the corresponding unit price has been omitted,
               then the unit price will be calculated from the extended total and the estimated quantity.
3.4    Litigation
       In addition to any other provision of this RFP, the City may, in its absolute discretion, reject a
       Proposal if the Proponent, or any officer or director of the Proponent submitting the Proposal, is
       or has been engaged directly or indirectly in a legal action against the City, its elected or
       appointed officers, representatives or employees in relation to any matter.
       In determining whether or not to reject a Proposal under this section, the City will consider
       whether the litigation is likely to affect the Proponent’s ability to work with the City, its
       consultants and representatives and whether the City’s experience with the Proponent indicates
       that there is a risk the City will incur increased staff and legal costs in the administration of the
       Contract if it is awarded to the Proponent.
3.5    Additional Information
       The Evaluation Team may, at its discretion, request clarifications or additional information from
       a Proponent with respect to any Proposal, and the Evaluation Team may make such requests only
       to selected Proponents. The Evaluation Team may consider such clarifications or additional
       information in evaluating a Proposal.
3.6    Interviews
       The Evaluation Team may, at its discretion, may invite some or all of the Proponents to appear
       before the Evaluation Team to provide clarifications of their Proposals. In such event, the
       Evaluation Team will be entitled to consider the answers received in evaluating Proposals.


RFP No. 1220-30-22-10                                                                           Page 6 of 33
3.7    Multiple Preferred Proponents and Changes to the Proponent Team
       The City reserves the right and discretion to divide up the Services, either by scope, geographic
       area, or other basis as the City may decide, and to select one or more Preferred Proponents to
       enter into discussions with the City for one or more Contracts to perform a portion or portions of
       the Services. If the City exercises its discretion to divide up the Services, the City will do so
       reasonably having regard for the RFP and the basis of Proposals. Likewise, the City reserves the
       right to ask for changes in the member/s comprising the Proponent Team as it deems beneficial to
       the overall composition of the Team and without any obligation to justify its preference.
       In addition to any other provision of this RFP, Proposals may be evaluated on the basis of
       advantages and disadvantages to the City that might result or be achieved from the City dividing
       up the Services and entering into one or more Contracts with one or more Proponents.
       NOT APPLICABLE
3.8    Negotiation of Contract and Award
       If the City selects a Preferred Proponent, then it may:
       (a)     enter into a Contract with the Preferred Proponent; or
       (b)     enter into discussions with the Preferred Proponent to clarify any outstanding issues and
               attempt to finalize the terms of the Contract, including financial terms. If discussions are
               successful, the City and the Preferred Proponent will finalize the Contract; or
       (c)     if at any time the City reasonably forms the opinion that a mutually acceptable agreement
               is not likely to be reached within a reasonable time, give the Preferred Proponent written
               notice to terminate discussions, in which event the City may then either open discussions
               with another Proponent or terminate this RFP and retain or obtain the Services in some
               other manner.

4.     GENERAL CONDITIONS
4.1    No City Obligation
       This RFP is not a tender and does not commit the City in any way to select a Preferred Proponent,
       or to proceed to negotiations for a Contract, or to award any Contract, and the City reserves the
       complete right to at any time reject all Proposals, and to terminate this RFP process.
4.2    Proponent’s Expenses
       Proponents are solely responsible for their own expenses in preparing, and submitting Proposals,
       and for any meetings, negotiations or discussions with the City or its representatives and
       consultants, relating to or arising from this RFP. The City and its representatives, agents,
       consultants and advisors will not be liable to any Proponent for any claims, whether for costs,
       expenses, losses or damages, or loss of anticipated profits, or for any other matter whatsoever,
       incurred by the Proponent in preparing and submitting a Proposal, or participating in negotiations
       for a Contract, or other activity related to or arising out of this RFP.
4.3    No Contract
       By submitting a Proposal and participating in the process as outlined in this RFP, Proponents
       expressly agree that no contract of any kind is formed under, or arises from, this RFP, prior to the
       signing of a formal written Contract.
4.4    Conflict of Interest
       A Proponent shall disclose in its Proposal any actual or potential conflicts of interest and existing
       business relationships it may have with the City, its elected or appointed officials or employees.
       The City may rely on such disclosure.
4.5    Solicitation of Council Members and City Staff


RFP No. 1220-30-22-10                                                                           Page 7 of 33
       Proponents and their agents will not contact any member of the City Council or City staff with
       respect to this RFP, other than the City Representative named in section 1.8, at any time prior to
       the award of a contract or the termination of this RFP.



4.6    Confidentiality
       All submissions become the property of the City and will not be returned to the Proponent. All
       submissions will be held in confidence by the City unless otherwise required by law. Proponents
       should be aware the City is a “public body” defined by and subject to the Freedom of Information
       and Protection of Privacy Act of British Columbia.




RFP No. 1220-30-22-10                                                                        Page 8 of 33
                                                 SCHEDULE A
                                                     SERVICES

1.   GENERAL
This RFP is inviting potential Proponents to submit Proposals to act as the tenant and sole vendor for a proposed
coffee shop (the “Coffee Shop”) at the Surrey City Centre Library (the “Library”), currently being constructed at
10350 University Drive, Surrey, BC.
The successful Proponent will be responsible for the managing and daily service of the Coffee Shop located on the
ground floor of the Library. There will be an opportunity for the successful Proponent to provide catering for
meetings and other similar functions, although it is not mandatory for the client to use the Coffee Shop for catering.

2.   BACKGROUND
As part of the Surrey City Centre plan review and update, the Surrey City Council has approved the construction of
a new 5-level library. While the project is currently in the design phase, construction has commenced due to the fast
track nature of the project.
Currently excavation is complete on the basement and the ground floor slab and reinforcement is being set. It will be
poured by Friday June 18, 2010.
The Library is conveniently located near bus loops, transit and SkyTrain. The Library will eventually become part of
a plaza where community celebrations will take place. Once completed it will be Surrey’s largest library at 75,000
square feet.
The City’s new Library will be a unique state of the art environmentally friendly landmark that provides access to
the broadest range of information, learning opportunities, and diverse cultural experiences. The new Library will be:
The centrepiece for Surrey’s City Centre; adorned in architectural excellence for the 21 st century, the library will
contribute to the vitality of the city and put Surrey in a class with other great cities. A foundation for the City’s
future success by boosting economic and cultural activity and attracting visitors from all parts of the country. A
source of pride and a great public space, where the community gathers to celebrate, reflect, connect and share
information, knowledge and culture.

3.   PROJECT GOAL
The goal of this project is to identify a coffee and related food services operator for the Library.

4.   THE COFFEE SHOP
An exciting opportunity exists on the ground floor to operate a commercial Coffee Shop. The Coffee Shop is located
in a high traffic area, between the two main entrances, elevators and new book display. The licence awarded to the
successful Proponent would also include a seating area where customers can sit. The consumption of food within the
Library itself is allowed.
There are several meeting rooms and a large room which can host community events, along with teen areas, study
areas, children’s areas and much more. It is also expected that the Library will be utilised by SFU students on a
constant basis.

5.   LIBRARY HOURS
Library opening hours are:
Monday to Friday        9:30am – 9:00pm
Saturday        10:00am – 5:00pm
Sunday          1:00pm – 5:00pm



6.   2009 PEDESTRIAN TRAFFIC
The following figures represent the estimated visits at all the public library branches for 2009.
 BRANCH               VISITORS


RFP No. 1220-30-22-10                                                                                    Page 9 of 33
 Cloverdale                163,605
 Fleetwood                 262,717
 Guildford                 582,361
 Newton                    357,045
 Ocean Park                193,167
 Port Kells                  7,410
 Semiahmoo                 305,162
 Strawberry Hill           357,166
 Whalley                   276,406

It is estimated that traffic for the Library will mirror that of the Whalley branch, and is expected to increase due to
the development taking place in the area.

7.       EXPECTATIONS OF THE SUCCESSFUL PROPONENT
The City would require the successful Proponent to offer a variety of food and beverage choices that include healthy
and nutritious options for all customers, many of whom are school-aged children. The Surrey Public Library Board
has approved the policy (policy 3.8 Healthy Food Options) that the
Library provides a healthy food option for programs, special events and contests. No alcohol is to be allowed.
There is to be no food smell generation if preparation is required and there is to be no electric grinding (e.g. coffee
beans) on the Coffee Shop floor due to noise levels. All grinding can be done in the storage room, manually or prior
to Library opening hours.
Loading of stock for the Coffee Shop can be done via the west entrance of the ground floor or via the elevators from
the underground parkade.
Persons meeting in the conference rooms are permitted to cater from external companies although there is the
opportunity for the successful Proponent to cater these functions if prior arrangements are made between the two
parties.
The opening date for the Coffee Shop is yet to be determined, however, it is expected to be up and running by early
Summer of 2011.
The Coffee Shop is expected to be operational during Library opening hours. Opening times for the Coffee Shop are
to be from the Library’s opening time to half an hour prior to the Library’s closing. The successful Proponent would
be able to enter the building half an hour prior to the Library’s opening time.
The successful Proponent is to supply any equipment needed for the Coffee Shop to function including, but not
limited to, coffee machines, refrigerator, signage, counter cooler case, etc.
All business licences and food permits are the responsibility of the Proponent.

8.       SUCCESSFUL PROPONENT’S WORK RESPONSIBILITIES
a) Should there be any structural changes which have been reviewed and approved by the City prior to the
   execution of such changes, the tenant is to supply all tenant improvement plans signed and sealed by professional
   engineers or architects to be approved by the City.
b) The tenant is to provide evidence of insurance for the City`s approval as specified in the License Agreement
   (refer to Schedule B – License Agreement).
c) The tenant is expected to supply all equipment needed to sufficiently run the coffee shop including, but not
   limited to, coffee machines and espresso equipment, undercounter refrigerators, shelving in the storage room,
   display cooler case, paper towel dispenser, milk cooler, microwave, cash register and trash bins.

9.       COLD DRINK BEVERAGES
The City has an agreement with The Pepsi Bottling Group (Canada), Co. (“Pepsi”), for the exclusive supply of cold
drink beverages for all City facilities, including the Library. Therefore, the successful Proponent is to work directly
with Pepsi for the supply of cold drink beverages, including:
             Carbonated soft drinks

RFP No. 1220-30-22-10                                                                                   Page 10 of 33
        Teas other than fresh brewed
        Juices
        Juice-based products
        Lemonade
        Isotonics
        Sports drinks
        Energy drinks
        Bottled water
Excluded Beverages:
        Milk
        Flavoured milk
        Cold coffee
        Branded or unbranded fresh brewed coffee or tea
        Hot chocolate
        Unbranded fresh squeezed juices
        Smoothies and milkshakes
The agreement with Pepsi is to expire in 2011.

10. SNACK FOODS
The City has an agreement with Ryan Company Ltd. (“Ryan Vending”), for the exclusive supply of a healthier
snack foods program and vending services for all City facilities, including the Library. Therefore, the successful
Proponent is to work directly with Ryan Vending for the supply of snack foods.

11. CITY’ RESPONSIBILITIES
The City is to complete the Licence Area, as set out in Schedule B, in a good and workmanlike manner, at the City’s
cost, using new materials and to the following extent:
a) Interior wall taped and sanded drywall to code, painted white;
b) Ceiling is to be painted concrete;
c) The floor will be finished with a rubber covering;
d) Counter tops on the horizontal front counter is to be a white laminate;
e) The vertical section of the counters shall be an East Coast maple;
f) The counter at the back of the shop floor containing the sink, and the backsplash, is to be white Corian;
g) There will be an apple ply edging where the vertical edge of the counters meets the horizontal at the front counter;
h) There is to be recessed lighting fixtures above the back counter, surface mounted fixture on painted concrete
   ceiling to light signage and menu and pendant fixtures at the front counter;
i) All signage, including Menu board, must be approved by the City and the design team (Bing Thom Architects).
   The preferred signage for the Coffee Shop is electric flat screens, however, the design team is open to ideas
   regarding electronic signage from Proponents. This will have no impact on the evaluation of the Proponent’
   Proposal;
j) The City will provide the main sink and handwash sink located in the back counter;
k) A 25mm domestic hot and cold water line with backflow preventor will be installed for refrigerator and coffee
   machine; and
l) A 20mm domestic hot and cold water pipe and a 40mm sanitary drain will be installed for each of the two (2)
   sinks.

12. TERM
The Proponent will provide the Services set out in this Schedule A and A-1 for a term not to exceed five years
(including renewal) commencing in the early Summer of 2011 (the "Term").



RFP No. 1220-30-22-10                                                                                   Page 11 of 33
                        SCHEDULE A-1
                          DIAGRAMS




RFP No. 1220-30-22-10                  Page 12 of 33
                         Proposed coffee shop layout plan




                        Proposed coffee shop elevation view




RFP No. 1220-30-22-10                                         Page 13 of 33
                          Proposed Coffee Shop Section




                        Proposed Coffee Shop overall plan




RFP No. 1220-30-22-10                                       Page 14 of 33
                        Proposed Coffee Shop seating area




RFP No. 1220-30-22-10                                       Page 15 of 33
                                 SCHEDULE B
                            CONTRACT (DRAFT)




                        LICENSE AGREEMENT



       Title:           SURREY CITY CENTRE LIBRARY COFFEE SHOP

       Reference No.:   1220-30-22-10




RFP No. 1220-30-22-10                                            Page 16 of 33
THIS LICENSE AGREEMENT dated this ____________ day of __________ 2010.

BETWEEN:
                   CITY OF SURREY
                   14245 – 56 Avenue
                   Surrey, B.C. V3X 3A2
                   (the "Licensor")

                                                                                                 OF THE FIRST PART
AND:

                   _________________________________
                   _________________________________
                   _________________________________
                   _________________________________

                   (the "Licensee")

                                                                                             OF THE SECOND PART

WHEREAS:

A.       The Licensor is the owner of those lands and premises located at 10350 University Blvd within the City of
Surrey, Province of British Columbia, and more particularly known and described as:

                   Parcel Identifier: 028-179-951
                   Parcel 1 Section 27 Block 5 N Range 2 West
                   New Westminster District Plan BCP44240

                   (the "Lands")

on which is located theCity Centre Library.

B.        The Licensee wishes to obtain from the Licensor a licence to use those portions of the building located on
          the Lands as follows:
                   1.        Area A Concession and Storage Room ("Licence Area A") which area is approximately
                             141.9 sq. ft. and shown on the plan attached hereto as Schedule "A"; and
                   2.        Area B Seating Area ("Licence Area B") as shown on the plan attached hereto as
                             Schedule "A"
     (collectively the "Licence Area")

C.       The Licensee intends to use the Licence Area for the retail sale of coffee, tea, and other products as
outlined in this Licence.

D.      Licence Area A shall be for the exclusive use of the Licensee, and Licence Area B shall be for the
non-exclusive use of the Licensee.

NOW THEREFORE in consideration of the sum of ONE DOLLAR paid by each of the parties to each other and
other good and valuable consideration (the receipt and sufficiency of which each party hereby acknowledges) the
parties hereby covenant and agree as follows:

1.        In this License the parties agree that:
          (a)       "Additional Rental" means the moneys payable hereunder, together with all other sums of money,
                    whether or not designated as Additional Rental, to be paid by the Licensee whether to the Licensor or
                    otherwise under this License save and except Minimum Rental and Percentage Rental;



RFP No. 1220-30-22-10                                                                                     Page 17 of 33
       (b)     "Commencement Date of Term" means ______________, 2011;
       (c)      "Gross Revenue" means the entire amount of the sales price, whether wholesale or retail, for cash,
                credit, or otherwise of all sales of merchandise and services, and all other receipts and receivables
                whatsoever of all business conducted at, in, upon, or from the Licence Area, including, without
                limiting the generality of the foregoing, receipts and receivables in respect of any sale effected by the
                Licensee using any computer, electronic, telephone, internet, or like system, where the Product is sent
                via the Licence Area or by the Licensee directly to a consumer, orders taken at or received at the
                Licence Area, although such orders may be filled elsewhere by the Licensee, deposits not refunded to
                customers, the selling price of gift certificates, charges to customers in the nature of interest or
                carrying or financing charges, sums, and credits received, and settlement of claims for loss of or
                damage to goods. No deductions shall be allowed for uncollected or uncollectible credit accounts.
                There shall not be included in Gross Revenue:
               (i)       any sums shown separately from the price and collected and paid out for any direct retail
                         sales tax imposed by any duly constituted governmental authority;
               (ii)      the exchange of goods and merchandise between the stores of the Licensee, if any, where
                         such exchange of goods or merchandise is made solely for the convenient operation of the
                         business of the Licensee and not for the purpose of consummating a sale which has
                         previously been made or agreed to be made at, in, from, or upon the Licence Area or for the
                         purpose of depriving the Licensor of the benefit of a sale which otherwise would be made at,
                         in, from, or upon the Licence Area;
               (iii)     the Licensee’s original cost of returns to suppliers or to manufacturers;
               (iv)      the amount of merchandise sold when such merchandise is thereafter returned by the
                         purchaser and accepted by the Licensee, and a complete credit is given to the purchaser; and
               (v)       the selling price of gift or merchandise certificates or coupons sold other than from the
                         Licence Area, provided that such gift or merchandise certificates or coupons shall be
                         included in the calculation of Gross Revenue at the time of their redemption.
               (vi)      Each sale upon an installment or credit basis shall be treated as a sale for the full price in the
                         month in which that sale is made regardless of the time when the Licensee receives payment,
                         whether full or partial, from its customer;
       (d)     "Lands" means as hereinbefore defined in recital A;
       (e)      "Licence Year" means a 12-month period commencing with the first day of January in one calendar
                year and ending on the last day of December of that year, providing that the first Licence Year shall
                commence on the Commencement Date of Term and end on the last day of December next following
                and the last Licence Year shall end on the last day of the Term and commence on the first day of
                January preceding that date;
       (f)     "Licence Area" means Licence Area A and Licence Area B;
       (g)     "Licence Area A" means those portions of the building located on the Lands shown highlighted in
               pink and marked as Area A. Concession and Area A Storage room, which area is approximately 141.9
               sq. ft.;
       (h)     "Licence Area B" means those portions of the building located on the Lands shown highlighted in
               yellow and marked as Area B. Seating Area;
       (i)      "Minimum Rental" means the minimum annual rental reserved hereunder payable by the Licensee;
       (j)     "Product" means coffee, tea, soft drinks, juices, pastries, sandwiches and related items as
               specified in the menu attached as Schedule "C" which menu may be amended from time to time
               with the agreement of the Licensor and the Licensee;
       (k)      "Percentage Rental" means the percentage rental reserved hereunder and payable by the Licensee;
       (l)      "Real Property Taxes" means all taxes, rates and assessments, whether general or specially levied
                or assessed for municipal, school, general or any other purposes by any lawful government authority
                payable by the Landlord in respect of the Demised Premises and shall include any other taxes payable
                by the Landlord which in the future are levied in lieu of or in addition to such taxes, rates and



RFP No. 1220-30-22-10                                                                                      Page 18 of 33
                  assessments the whole as finally determined for each calendar year as a result of assessment, appeal
                  or judicial review, and shall include any legal fees, or appraisers fees incurred by the Landlord in
                  respect of such final determination.
         (m)      "Rental" means Additional Rental, Percentage Rental, if any, and Minimum Rental; and
         (n)      "Term" means _______ (__) years commencing on the Commencement Date of the Term and
                  ending on the _____ day of ________, 20__.

2.       The Licensor hereby grants to the Licensee a licence to occupy and use Licence Area A on an exclusive
basis and Licence Area B on a non-exclusive basis commencing on the Commencement Date of Term for Term
unless sooner terminated as hereinafter provided.

3.        To use Licence Area for the retail sale of the Products and to use Licence Area B to provide a seating area
for the benefit of visitors to and staff of the City Centre Library and for no other purpose during the Term.

4.       The Licensor covenants and agrees to pay to the Licensor, in lawful money of Canada, on the days and at the
times hereinafter specified, Rental which shall include the aggregate of the sums required to be paid:
         (a)      Minimum Rental and Percentage Rental:
                  The Tenant shall pay the greater of:
                  (i)       Minimum Rental of $________ per month commencing on the Commencement Date of
                            Term and the 1st day of each and every month thereafter throughout the Term; or
                  (ii)     the Percentage Rental which shall be ___% of Gross Revenue per Licence Year;
         (b)      Additional Rental
                  Any sums, costs, expenses or other amounts from time to time due and payable by the Tenant to the
                  Landlord or to any third persons under the provisions of this Licence, including, without limitation, all
                  amounts payable under Section 4.3 and Article 5 and all amounts payable by the Tenant by way of
                  indemnity, whether expressed in this Licence to be Basic Rent or Additional Rent or not shall be
                  treated and deemed to be Rent and the Landlord shall have all remedies for the collection of such
                  sums, costs, expenses or other amounts, when in arrears, as are available to the Landlord for collection
                  of Rent in arrears.


                  The Licensee shall also pay for:
                  (i)      the removal of garbage generated by the Licencee to the main garbage receptacle, cleaning
                           of spills and pick up of litter in Licence Area B, and any other like service rendered to the
                           Licence Area for the benefit of the Licensee and paid by the Licensor.
                  (ii)     the amount of Real Property Taxes applicable to the Licence Area in every Licence Year
                           during the Term or any renewal thereof as and when prescribed by the Landlord.

5.       The Rental shall be paid promptly and punctually by the Licensee as follows:
         (a)      Payment of Minimum Rental
                  Minimum Rental shall be paid on a monthly basis. The first monthly installment of Minimum Rental
                  shall be paid by the Licensee on the Commencement Date of Term. Where such Commencement
                  Date of Term is the first day of a month, such installment shall be in respect of such month.
                  Thereafter, subsequent monthly installments shall each be in advance on the first day of each ensuing
                  calendar month. The Licensor may require the Licensee from time to time to furnish the Licensor
                  with a series of post-dated cheques covering the next 12 installments of monthly Minimum Rental and
                  the Licensee shall, forthwith upon request, deliver such cheques to the Licensor;
         (b)      Additional Rental Payments
                  The amount of Additional Rental to be paid by the Licensee shall be estimated by the Licensor for
                  such period or periods as the Licensor may determine. The Licensee agrees to pay promptly and
                  punctually to the Licensor such amount in advance during such period on the dates and at the times for



RFP No. 1220-30-22-10                                                                                       Page 19 of 33
                  payment of Minimum Rental provided for in this License commencing on the Commencement Date
                  of Term applicable to the payment of Additional Rental. At the end of each period for which such
                  estimated payments have been made the Licensee shall be advised of the actual amount required to be
                  paid as Additional Rental and if necessary an adjustment shall be made between the parties.

6.        On or before the 12th day of each month during the period commencing on the Commencement Date of Term
applicable to the payment of Percentage Rental and during the entire Term and, if applicable, the 12th day of the month
following the end of the Term, the Licensee shall furnish the Licensor with a statement in writing certified by the
Licensee showing in reasonable detail and in such form as the Licensor may require the Gross Revenue for the
immediately preceding month. Where the amount resulting from the application of ___% to the stated Gross Revenue
for the month for which the statement of Gross Revenue is made exceeds the Minimum Rental payable for such month,
then the statement of Gross Revenue for such month shall be accompanied by an additional payment to the Licensor in
the amount of such excess.

7.       Within 60 days after the end of each Licence Year, the Licensee shall furnish a statement in writing (the
"Annual Statement") signed and verified by the Licensee and certified by the accountant of the Licensee, who shall be a
chartered accountant or other accredited public accountant acceptable to the Licensor, setting out the amount of the
Gross Revenue for that Licence Year.

8.        If the Licensee fails to deliver the Annual Statement within such 60-day period, the Licensor shall have the
right to have its auditor examine such books and records as may be necessary to certify the amount of the Licensee's
Gross Revenue for that Licence Year. The Licensor shall deliver such certificate to the Licensee and the Licensee shall
pay to the Licensor the cost of such examination and certification.

9.        If the Gross Revenue for such Licence Year, as reported monthly to the Licensor, is less than the amount
referred to in the Annual Statement or the certificate referred to in the last preceding paragraph, as the case may be, the
Licensee shall pay to the Licensor forthwith the amount by which the Gross Revenue as set out in the Annual Statement
or as certified by the Licensor, as the case may be, multiplied by the ___%, exceeds the amount of Minimum Rental and
Percentage Rental already paid during that Licence Year.

10.       The Licensee shall keep within the Licence Area or at its head office in Canada separate accounting records for
the business carried on, upon, or from the Licence Area, such records consisting of an accurate record of all sales of
merchandise and services and all other revenue derived from the business conducted at, in, from, or upon the Licence
Area and including, without limiting the generality of the foregoing, cash register tapes or records of sales from
computer, electronic, telephone, Internet, or like system, serially numbered sales slips, the original of all mail and
telephone orders, the original records showing that merchandise returned by customers was purchased at the Licence
Area by such customers, receipts, or other records of merchandise taken out on approval, together with such other
supporting or ancillary records and vouchers as will enable an audit of the Licensee’s statement of Gross Revenue to be
conducted. Such records shall be available for the inspection and audit by the Licensor and its agents at all reasonable
times during ordinary business hours. The Licensee shall keep, preserve, and make available to the Licensor for at least
two years after the delivery of the Annual Statement all sales slips, inventory records, and other pertinent records. The
Licensee acknowledges that, notwithstanding the delivery to the Licensor of the Annual Statement and the acceptance
thereof and of additional Percentage Rental shown to be payable thereby, the Licensor may at its instance cause an
independent audit to be undertaken. In the event that such audit discloses that the actual Gross Revenue is greater by 3%
or more than that disclosed by the Annual Statement furnished by the Licensee or if the Licensor’s auditor reports that, in
its opinion, the Licensee’s records are insufficient to permit an accurate determination of Gross Revenue for any period,
the Licensee, in addition to paying the additional Percentage Rental based on the Gross Revenue disclosed by such
independent audit, shall pay the cost of such audit with the next installment of Minimum Rental, and the Licensor, in
addition to its other rights herein contained, may cancel this License upon 30 days written notice to the Licensee. Such
independent audit shall be final and binding upon the Licensor and the Licensee.

11.       If the aggregate of the payments of Percentage Rental paid in respect of any Licence Year exceeds the
Percentage Rental payable for such Licence Year, then the Licensor shall refund to the Licensee the amount of such
excess without interest within 60 days after the delivery of the Annual Statement or within 60 days after the delivery by
the Licensor of the certificate or within 60 days after the completion of the audit by the Licensor, whichever is later. In
the event that Minimum Rental, Percentage Rental, or Additional Rental for the period following such Licence Year
shall then be in arrears, the Licensor shall be entitled to deduct the amount in arrears from such excess. In the event a




RFP No. 1220-30-22-10                                                                                       Page 20 of 33
Licence Year is less than 12 calendar months, the Minimum Rental to be used for the purpose of calculating the rent
payable under paragraph 3 shall be the Minimum Rental payable during such Licence Year.

12.       Within 90 days after the end of each Licence Year, the Licensor shall furnish to the Licensee a statement of the
actual cost during such Licence Year of those items comprised in Additional Rental and the Licensee’s portion thereof,
showing in reasonable detail the information relevant and necessary to the exact calculation of those amounts. The
statement shall be binding upon the Licensee, but the Licensee shall have the right to inspect the books and records of the
Licensor pertaining to such costs upon reasonable notice at reasonable times. If the amount payable by the Licensee as
shown on such statement is greater or less than the Additional Rental paid by the Licensee to the Licensor the adjustment
shall be made within 30 days after delivery of such statement. Any payment made by the Licensor or made by the
Licensee to the Licensor in respect of any adjustment made hereunder, shall be without prejudice to either party to claim
a readjustment provided such claim is made within three months from the date of delivery of such statement. Provided
however, the Licensor’s failure to provide such statement within such 90-day period shall in no way excuse the Licensee
from its obligation or constitute a waiver of the Licensor's right to bill and collect any moneys payable by the Licensee.
13.       The Additional Rental shall be payable by the Licensee and shall not be deductible from or taken into account
in computing the Percentage Rental.

14.       All Rental reserved herein shall be deemed to accrue from day to day, and if for any reason it shall become
necessary to calculate Rental for irregular periods of less than one year an appropriate pro-rata adjustment shall be made
on a daily basis in order to compute Rental for that irregular period.

15.      All payments required to be made to the Licensor under this License shall be made to the Licensor’s agent at
the address referred to herein, unless otherwise directed by the Licensor.

16.      The Licensee covenants and agrees with the Licensor as follows:
         (a)      to observe, abide by and comply with all laws and by-laws of any competent governmental
                  authority in any way affecting the Licence Area or its use and occupation;
         (b)      to peaceably return the Licence Area at the expiration, cancellation or determination of the Term;
         (c)      to not erect, construct or install improvements of any kind within the Licence Area without first
                  having obtained the written consent of the Licensor, which consent may not be arbitrarily withheld
                  or delayed;
         (d)      not to do or omit to do or permit to be done or omitted anything upon or in respect of the Licence
                  Area the doing or omission of which shall be or result in a nuisance or result in injury or damage
                  to the Licence Area;
         (e)      not to assign this Licence or grant a sublicence of the Licence Area or any part thereof;
         (f)      to provide and keep in force for the benefit of the Licensor and the Licensee throughout the Term
                  hereof commercial general liability insurance on an occurrence basis against claims for personal or
                  bodily injury, death or property damage arising in connection with the Licensee's activities related
                  to the construction of the improvements in the Licence Area or out of the operations of the
                  Licensee and its employees, agents, volunteers or those for whom it is responsible in law, in or
                  about the Licence Area including without limitation the maintenance of the Licence Area, to a
                  limit and with a deductible as specified in the Licensor’s Insurance Certificate. In no case shall
                  this limit be less than FIVE MILLION ($5,000,000.00) DOLLARS for any personal or bodily
                  injury, death, property damage or other claims in respect of any one accident or occurrence. Such
                  insurance shall include, but not be limited to:
                           Products and Completed Operations Liability;
                           Owner's and Contractor's Protective Liability;
                           Blanket Written Contractual Liability;
                           Contingent Employer's Liability;
                           Personal Injury Liability;
                           Non-Owned Automobile Liability;
                           Cross Liability;
                           Employees as Additional Insureds; and
                           Broad Form Property Damage.


RFP No. 1220-30-22-10                                                                                       Page 21 of 33
       (g)     all policies of general liability insurance taken out shall contain cross liability/severability of
               interests endorsements so that the policies will protect the Licensor and the Licensee and other
               insureds as if each were alone insured under such policies. The Licensor will be added as an
               additional insured to each general liability policy;
       (h)     to provide the Licensor with evidence of all required insurance prior to the commencement of
               work or occupancy. When requested by the Licensor, the Licensee shall provide certified copies
               of required insurance policies. The Licensee shall produce to the Licensor as soon as reasonably
               feasible, and in any event no later than thirty (30) days prior to the expiry of any policy of
               insurance placed pursuant to this License, evidence of the renewal or replacement of such
               insurance;
       (i)     each of the policies of insurance provided pursuant to this Licence shall contain an agreement by
               the insurer to the effect that it will not cancel or alter or refuse to renew such policy prior to its
               expiration, whether by reason or non-payment of premium, non-fulfillment of condition or
               otherwise, except after thirty (30) days prior written notice to the Licensor;
       (j)     to advise the Licensor of any cancellation or material alteration of any policies of insurance
               required to be provided pursuant to this Licence. If the Licensee fails to effect and keep or cause
               to be kept such insurance in force, or if such insurance is in an amount less than the amount
               required under this Licence, the Licensor shall have the right, upon thirty (30) days notice to the
               Licensee in a non-emergency situation or forthwith in an emergency situation and without
               assuming any obligation in connection therewith, to effect such insurance at the cost of the
               Licensee and all outlays by the Licensor shall be payable by the Licensee to the Licensor forthwith
               upon demand without prejudice to any other rights and recourse of the Licensor hereunder. No
               such insurance taken out by the Licensor shall relieve the Licensee of its obligations to insure
               hereunder and the Licensor shall not be liable for any loss or damage suffered by the Licensee in
               connection therewith;
       (k)     to acknowledge that any requirement or advice by the Licensor as to the amount of coverage under
               any policy of insurance will not constitute a representation by the Licensor that the amount
               required is adequate and the Licensee acknowledges and agrees that it is solely responsible for
               obtaining and maintaining policies of insurance in adequate amounts;
       (l)     to indemnify and save harmless the Licensor its elected and appointed officials, employees and
               agents against all loss, damage, costs, and liabilities, including fees of solicitors and other
               professional advisors, except where caused or contributed to by the willful misconduct or
               negligence of the Licensor or those for whom the Licensor is in law responsible, arising out of:
               (i)      any breach, violation or non-performance of any covenant, condition or agreement in this
                        Licence by the Licensee;
               (ii)     any and all claims, demands, actions, suits and other proceedings by whomsoever made
                        or brought against the Licensor by reason of, or arising out of, the death or injury of any
                        person or persons or the damage or destruction of any property while in, about or near
                        Licence Area A or any part or parts thereof, whether or not such death or injury or
                        damage or destruction was caused or contributed to by any act or omission on the part of
                        the Licensee, its agents, contractors, servants, employees, sub-contractors, invitees or by
                        any use, possession, operation or occupancy of Licence Area A or any part or parts
                        thereof or otherwise, howsoever and notwithstanding that such may give rise in law to an
                        action in negligence or for other tortuous liability; and
               (iii)    personal or consequential injury of any kind whatsoever that may be suffered or sustained
                        by the Licensee, or any employee, contractor, sub-contractor, servant, agent or invitee of
                        the Licensee or any other persons that may be upon the Licence Area or any part or parts
                        thereof, or for any loss, theft, damage or injury to any property upon the Licence Area or
                        any part or parts thereof however caused and the Licensor may add the amount of such
                        loss, damage, costs and liabilities herein reserved and the amount so added shall be
                        payable to the Licensor immediately.
       (m)     not to do or permit anything to be done whereby any policy of insurance on the Lands may
               become void or voidable and at the Licensee's own cost and expense, to promptly comply with



RFP No. 1220-30-22-10                                                                                 Page 22 of 33
               every application, regulation or order of the Canadian Fire Underwriters' Association, or any body
               having similar functions, and of any liability or fire insurance company which the Licensor may be
               insured, and with all the applicable laws, ordinances, and regulations of duly constituted public
               authorities having jurisdiction now or hereafter in any manner affecting the Lands or the use or
               occupation thereof, whether or not such regulations, orders, laws or ordinances which may
               hereafter be promulgated, issued or enacted involve a change of policy or require changes or
               alterations in or about the Lands;
       (n)     to conform to all health and safety laws, by-laws, or regulations of the Province of British
               Columbia including any regulations requiring installation or adoption of safety devices or
               appliances. The Licensor may on twenty-four (24) hours written notice to the Licensee , install
               such devices or rectify any conditions creating an immediate hazard existing that would be likely
               to result in injury to any person. However, in no case shall the Licensor be responsible for
               ascertaining, or discovering through inspections or review of the operations of the Licensee or
               otherwise, such deficiency or immediate hazard;
       (o)     to fulfill all its duties, obligations and responsibilities in such a manner that it ensures the safety of
               the public and in accordance with the safety regulations of the Workers Compensation Board and
               shall install signs and barriers as required to ensure the safety of the public and of its employees in
               Licence Area A;
       (p)     to agree that it shall at its own expense procure and carry or cause to procured and carried and paid
               for, full Workers Compensation Board coverage for itself and all workers, employees, servants
               and others engaged in or upon any work or service which is the subject of this Agreement;
       (q)     to agree that it is the "principal contractor" for the purposes of the Workers Compensation Board
               Industrial Health and Safety Regulations for the Province of British Columbia. The Licensee shall
               have a safety program acceptable to the Workers Compensation Board and shall ensure that all
               Workers Compensation Board safety rules and regulations are observed during performance of
               this Licence, not only by the Licensee, but by all subcontractors, workers, material men and others
               engaged by the Licensee in the performance of this Licence;
       (r)     to provide the Licensor with the Licensee’s Workers Compensation Board registration number and
               a letter from the Workers Compensation Board confirming that the Licensee is registered in good
               standing with the Workers Compensation Board and that all assessments have been paid to the
               date thereof;
       (s)     all of obligations of the Licensee accruing hereunder during the Term and all of the indemnities by
               the Licensee hereunder shall survive the termination of this Licence;
       (t)     to indemnify and save harmless the Licensor from all liabilities, expenses, fines, suits, claims,
               demands and actions of any kind or nature for which the Licensor shall or may become liable or
               suffer by reason of any breach, violation or nonperformance by the Licensee of any covenant
               herein, or by reason of any injury, death or damage occasioned to or suffered by any person or
               persons or any property through any willful act, or the negligence of the Licensee or any of its
               agents or employees, such indemnification in respect of any such breach, violation or
               nonperformance, damage to property, injury, death or damage occurring during the Term of this
               Licence shall survive any termination of this Licence, anything in the Licence to the contrary
               notwithstanding;
       (u)     to keep the Licence Area and every part thereof in neat, safe, clean and sanitary condition and
               shall not allow any refuse or garbage, or loose waste material to accumulate in or about the
               Licence Area. All trash, rubbish, waste material and other garbage shall be kept at all times from
               the view of the general public, and shall be disposed of by the Licensee on a regular basis, as
               determined by the Licensor, but at the Licensee's sole expense. In the event the Licensee fails to
               clean in accordance with this Licence upon written notice from the Licensor so to do, the Licensor
               may clean the same and the cost thereof shall be paid by the Licensee to the Licensor upon
               demand;

       (v)     at all times during the Term, at its own cost and expense, repair, maintain and keep Licence Area
               A, all equipment, fixtures and improvements now or hereafter made to the Licence Area in good
               order and repair as a careful owner would do, reasonable wear and tear only excepted;



RFP No. 1220-30-22-10                                                                                     Page 23 of 33
       (w)      to permit the Licensor at all reasonable times to enter upon and view the state of repair of the
                Licence Area and to comply with all reasonable requirements of the Licensor with regard to the
                care, maintenance and repair thereof, to the extent that the Licensee is responsible under this
                Licence for such care, maintenance and repair;
       (x)      to remedy at its expense any damage caused to adjacent areas by its actions or inaction upon
                Licence Area A. The decision as to whether such damage to adjacent areas is due to the
                Licensee's activities or lack thereof shall be made by the Licensor acting reasonably;
       (y)      to not store, stockpile or produce upon the Licence Area, or bring onto the Lands, any toxic or
                hazardous substances, including spent reactor fuel and other radioactive waste, PCBs and noxious
                gases and indemnifies and holds harmless the Licensor from all liability from whatever source, for
                pollution from any cause whatsoever to or escaping from the Licence Area and this indemnity
                shall survive the termination of this Licence; and
       (z)      to operate the Licence Area in accordance with the following terms:
                (i)       to complete all preparation within one half hour before opening for business;
                (ii)      to complete all clean up prior to the closing of the Library;
                (iii)     to operate the Licence Area continuously from 9:30 a.m. to 8:30 p.m. Monday – Friday,
                          10:00 – 4:30 Saturday, and 1:00 – 4:30 Sunday, with the exception of with the exception
                          of statutory holidays and other scheduled days of closure which the Licensor will provide
                          to the Licensee annually and during such hours as mutually agreed upon from time to
                          time;
                (iv)      to clean the tables and wipe up any spills in Licence Area B during operating hours and
                          to wipe up any spills which occur in Licence Area A;
                (v)       to obtain a current City of Surrey business licence and Workers' Compensation Board
                          coverage as required and to provide written evidence of such coverage to the Licensor
                          upon request by the Licensor; and
                (vi)      to provide janitorial service for Licence Area A.

17.    The Licensor covenants with the Licensee as follows:
       (a)      to provide heat, light, electrical power and water to the Licence Area;
       (b)      to provide and maintain the tables and chairs within Licence Area B;



18.    Provided that this Licence is subject to the limitation that:
       (a)      if the Licensee defaults in the payment of the Rental, or the payment of any other sum payable
                hereunder, and such default continues for 15 days next after the giving of written notice by the
                Licensor to the Licensee;
       (b)      if the Licensee fails to perform or observe any of the covenants, agreements, conditions or
                provisos contained in this Licence on the part of the Licensee to be performed or observed (other
                than the payment of the Rental or other sums of money) and such failure shall continue for, or is
                not remedied within the period of 30 days after the giving of written notice by the Licensor to the
                Licensee of the nature of such failure;

       (c)      if the Term hereby granted is taken in execution or attachment by any person or the Licensee
                commits an act of bankruptcy, becomes insolvent or is petitioned into bankruptcy or voluntarily
                enters into an arrangement with its creditors;
       (d)      if the Licensor discovers that the Licensee either in its application for this Licence or otherwise
                has, in the opinion of the Licensor, misrepresented or withheld any fact material to the application;
                or




RFP No. 1220-30-22-10                                                                                 Page 24 of 33
        (e)       if, in the Licensor's opinion, the Licensee fails to make reasonable and diligent use of the License
                  Area for the purposes permitted herein, and such failure continues for a period of 30 days after the
                  Licensor gives written notice of the failure to the Licensee,
it will then be lawful for the Licensor to terminate this Licence without further notice to the Licensee. If the
condition complained of (other than the payment of the Rental or other sums of money) reasonably requires more
time to cure than 30 days, the Licensee shall be deemed to have complied with the remedying thereof if the Licensee
has commenced remedying or curing the condition within the 30 day period and diligently thereafter completes the
same.

19.      The Licensee has examined the Licence Area and is aware of its present condition and accepts the Licence
Area in its existing condition on an as is where is basis.

20.      The Licensee hereby waives all claims for damages to or loss of any of the Licensee's property caused by
the Licensor re-entering and taking possession of the License Area.

21.       Any notice required or permitted to be given shall be in writing and shall be deemed to have been duly
given if delivered by hand or mailed by prepaid registered mail as follows:

         (i)      To the Licensor:
                 14245 – 56 Avenue
                 Surrey, B.C. V3X 3A2
                 Attention:      Property Manager

         (ii)     To the Licensee:
                 _________________________
                 _________________________
                 Attention:     _____________
or to such other address as the respective parties may in writing advise. Any such notice shall be deemed to have
been given and received, if delivered, when delivered, and if mailed, on the fifth business day after the mailing
thereof in any government post office in the Province of British Columbia provided that if mailed, and after the time
of mailing there is any slowdown, strike or labour dispute which might affect the delivery of such notice, then such
notice shall be effective only if actually delivered.

22.      No term, condition, covenant or other proviso herein shall be considered to have been waived by the
Licensor unless such waiver is expressed in writing by the Licensor of any breach by the Licensee. The waiver by
the Licensor of any breach by the Licensee of any term, condition, covenant or other proviso herein shall be
construed as or constitute a waiver of any further or other breach of the same or any other term, condition, or other
proviso and to the consent or approval of the Licensor to any act by the Licensee requiring the consent or approval
of the Licensor shall not be considered to waive or render unnecessary such consents or approvals to any subsequent
same or similar act by the Licensor.

23.       No remedy conferred upon or reserved to the Licensor is exclusive of any other remedy herein or provided
by law, but such remedy shall be cumulative and shall be in addition to any other remedy herein or hereafter existing
at law, in equity, or by statute.

24.      The terms and provisions of this Licence shall extend to, be binding upon and enure to the benefit of the
parties hereto and their successors and permitted assigns.

25.      Time is of the essence of this Licence.

26.      Nothing herein contained shall be construed as creating the relationship of the principal and agent or of
partners or of joint ventures between the parties hereto, their only relationship being that of Licensor and Licensee.

27.      All matters in dispute in relation to this Licence may be referred to arbitration pursuant to the Commercial
Arbitration Act.




RFP No. 1220-30-22-10                                                                                   Page 25 of 33
28.      In this Licence, unless the context otherwise requires, the singular includes the plural and the masculine
includes the feminine gender and a corporation.

29.      The captions and headings contained in this Licence are for convenience only and are not to be construed
as defining or in any way limiting the scope or intent of the provisions hereof.

30.      This Licence constitutes the entire agreement between the parties and shall not be modified or amended
except by a written document to be executed and delivered by the parties hereto or by their successors or permitted
assigns.

31.      If any section of this Licence or any part of a section is found to be unlawful or unenforceable, that part or
section, as the case may be, shall be considered separate and severable and the remaining parts or sections, as the
case may be, shall not be affected thereby and shall be enforceable to the fullest extent permitted by law.

32.      It is hereby understood and agreed that the Licensor has the right and power to promulgate and enforce
reasonable rules and regulations relating to the Lands and the Licensee agrees that upon written notice of such rules
and regulations it will abide by them; provided however that nothing in this Licence shall be construed to impose
upon the Licensor any duty or obligation to enforce such rules and regulations and the Licensor shall not be liable to
the Licensee for the violation of the same. Such rules and regulations shall be deemed to be incorporated into and
form part of this Licence.


-   END OF PAGE -




33.       It is further understood and agreed that the Licensor shall not be liable for any injury or damage to the
Licensee, any agent or employee of the Licensee, any person visiting or doing business with the Licensee, or any
other person, or to property belonging to the Licensee or any agent or employee of the Licensee, or to any person
visiting or doing business with the Licensee, or to any person, or any such property on or in the Lands, whether such
property has been entrusted to any employee or agent of the Licensor or not.

        IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first
above written.


________________________________
by its authorized signatories



________________________________________

CITY OF SURREY
by its authorized signatories



________________________________________
Dave Mihalech, Manager, Realty Services




RFP No. 1220-30-22-10                                                                                   Page 26 of 33
                               SCHEDULE C

                        FORM OF PROPOSAL
1.   Schedule “C”       Form of Proposal;
2.   Schedule “C-1”     Statement of Departures;
3.   Schedule “C-2”     Proponent’s Experience, Reputation & Resources;
4.   Schedule “C-3”     Proponent’s Technical Proposal (Service); and
5.   Schedule “C-4”     Proponent’s Financial Proposal.




RFP No. 1220-30-22-10                                                     Page 27 of 33
                                                      SCHEDULE C
                                                 FORM OF PROPOSAL
RFP Project Title: SURREY CITY CENTRE LIBRARY COFFEE SHOP
RFP Reference No.:           1220-30-22-10

Legal Name of Proponent:

Contact Person and Title:

Business Address:

Telephone:

Fax:

E-Mail Address:

TO:
ACTING PURCHASING & AP MANAGER
Finance & Technology Department
Purchasing Section,
City of Surrey,
14245 – 56th Avenue,
Surrey, BC, Canada V3X 3A2

Dear Sir:

1.0       I/We, the undersigned duly authorized representative of the Proponent, having received and carefully reviewed all
of the Proposal documents, including the RFP and any issued addenda, and having full knowledge of the Site, and having fully
informed ourselves as to the intent, difficulties, facilities and local conditions attendant to performing the Services, submit this
Proposal in response to the RFP.

2.0         I/We confirm that the following appendices are attached to and form part of this Proposal:

            Schedule C-1 – Statement of Departures;
            Schedule C-2 – Proponent’s Experience, Reputation and Resources;
            Schedule C-3 – Proponent’s Technical Proposal (Services);
            Schedule C-4 – Proponent’s Financial Proposal.

3.0         I/We confirm that this Proposal is accurate and true to best of my/our knowledge.


This Proposal is submitted this _____________________ day of _________________________, 2010.

I/We have the authority to bind the Proponent.

_______________________________________ _______________________________________
(Name of Proponent)                             (Name of Proponent)

_______________________________________ _______________________________________
(Signature of Authorized Signing Officer)       (Signature of Authorized Signing Officer)

_______________________________________ _______________________________________
(Print Name and Position of Authorized  (Print Name and Position of Authorized
Signing Officer)                                 Signing Officer)




                                                    SCHEDULE C-1
                                         STATEMENT OF DEPARTURES
RFP No. 1220-30-22-10                                                                                               Page 28 of 33
1.     I/We have reviewed the proposed Contract attached to the RFP as Schedule “B”. If requested by the City, I/We would
       be prepared to enter into that Contract, amended by the following departures (list departures, if any):

       Section                       Departure / Alternative




2.     The City of Surrey requires that the successful Proponent have the following in place before commencing the
       Services:

       a)        Workers’ Compensation Board coverage in good standing and further, if an “Owner Operator” is involved,
                 personal operator protection (P.O.P.) will be provided,
                 Worker’s Compensation Registration Number _________________________________________;
       b)        A Safety program that meets the WCB standards;
       c)        Insurance coverage for the amounts required in the proposed Contract as a minimum, naming the City as
                 additional insured and generally in compliance with the City’s sample insurance certificate form (available on
                 the City's web site @ www.surrey.ca as City of Surrey Certificate of Insurance Standard Form (search
                 "revenue and risk");
       d)        City of Surrey business license; and
       e)        The company name indicated above is registered with the Registrar of Companies in the Province of British
                 Columbia, Canada, Incorporation Number ___________________.

       As of the date of this Proposal, we advise that we have the ability to meet all of the above requirements except as
       follows (list, if any):

       Section                       Departure / Alternative




3.     I/We offer the following alternates to improve the Services described in the RFP (list, if any):

       Section                       Departure / Alternative




RFP No. 1220-30-22-10                                                                                           Page 29 of 33
                                                     SCHEDULE C-2
                    PROPONENT’S EXPERIENCE, REPUTATION AND RESOURCES
Proponents should provide information on the following (use the spaces provided and attach additional pages, if necessary):

             (i)      Location of branches, background, stability, structure of the Proponent;




             (ii)     Proponent’s relevant experience and qualifications in delivering Services similar to those required by the
                      RFP;




             (iii)    Proponent’s demonstrated ability to provide the Services;




             (iv)     Proponent’s equipment servicing resources, capability and capacity, as relevant;




             (v)      Proponent’s financial strength (with evidence such as financial statements, bank references); and,


Proponents should also provide information on the background and experience of key personnel proposed to undertake the
Services (complete the chart below for all personnel proposed to undertake the Services):

         Key Personnel

         Name:                                                          Name:
         Years of Experience:                                           Years of Experience:
         Project Name:                                                  Project Name:
         Responsibility:                                                Responsibility:


         Name:                                                          Name:
         Years of Experience:                                           Years of Experience:
         Project Name:                                                  Project Name:
         Responsibility:                                                Responsibility:


         Name:                                                          Name:
         Years of Experience:                                           Years of Experience:
         Project Name:                                                  Project Name:
         Responsibility:                                                Responsibility:


References
Proponent to provide three references of recent successful performance where the requirements were similar to the
City’s requirements as set out in the RFP. The City reserves the right to request site visits and demonstrations of
existing Proponent operations. The City reserves the right to contact any person(s), agency(ies) or firm(s) not listed
as part of an independent review.
Sub-Contractors
Proponents should also provide information on the background and experience of sub-contractors proposed to undertake a portion
of the Services (complete the chart below for all sub-consultants proposed to undertake the Services, if any):

RFP No. 1220-30-22-10                                                                                                Page 30 of 33
 DESCRIPTION OF SERVICES   SUB-CONSULTANTS NAME   YEARS   TELEPHONE NUMBER




RFP No. 1220-30-22-10                                             Page 31 of 33
                                                  SCHEDULE C-3
                       PROPONENT’S TECHNICAL PROPOSAL (SERVICES)
Proponents should provide the following (use the spaces provided and attach additional pages, if necessary):

         (i)       a narrative that illustrates an understanding of the City’s requirements and Services;




         (ii)      a description of the general approach and methodology that the Proponent would take in performing the
                   Services including specifications;




         (iii)     a narrative that illustrates Proponent’s philosophy and approach to quality assurance and quality control;




         (iv)      the Proponent team will identify the manager responsible for performing the duties and obligations as defined
                   in the RFP.




RFP No. 1220-30-22-10                                                                                             Page 32 of 33
                                                   SCHEDULE C-4
                                  PROPONENT’S FINANCIAL PROPOSAL

Indicate the Proponent’s proposed monthly rental fee, and the basis of calculation as follows (as applicable):

The greater of:

            Minimum Rental of $____________ per month

            Or

            the Percentage Rental which shall be ___% of Gross Revenue per Licence Year.




RFP No. 1220-30-22-10                                                                                            Page 33 of 33

				
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