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06/20/2007 Agreement CleddThe Circuit Corot Danny L.Kolhage Once(305)295.3130 Fax(305)295-3663 Memoraru M To: Dave Koppel, County Engineer Attn: Judy Clarke, Assistant County Engineer. From: Isabel C.DeSantis, 1�V,Oy1V1./) Deputy Clerk Date: Wednesday, June 27, 2007 At the BOCC meeting on June 20, 2007, the Board granted approval of the following: --- -- - - -- Resolution No. 207-2007 rescinding Resolution No. 032-2007 and the Joint Participation Agreement (WA)between Monroe County and Florida Department of Transportation (FDOT)to provide $750,000 to fund a temporary ferry service to Pigeon Key and granted approval and authorized execution of an amended JPA between Monroe County and FDOT. Enclosed please find four(4)duplicate originals of the above document executed by Monroe County for your handling. Please be sure that the sets marked Monroe County Clerk's Office Original and Monroe County Finance Department's Original are returned to this office as quickly as possible. Should you have any questions, please do not hesitate to contact this office. cc: Finance, memo only County Attorney, memo only ,.-File ~~Ciuf&'lomoo~ Contract #: A~ I I CSFA#: 55.023 JOINT PARTICIPATION AGREEMENT BElWEEN STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION AND MONROE COUNTY THIS AGREEMENT is made and entered into this ,;(. "#-day of \ TUI1 ~ , 2007, between the State of Florida Department of Transportation, a component agency of the State of Florida, hereinafter referred to as the 'DEPARTMENT', and Monroe County, a political subdivision of the State of Florida, hereinafter referred to as the 'COUNTY'. RECITALS: WHEREAS, the DEPARTMENT has jurisdiction over and maintains the State Road 5/ Old Seven-Mile Bridge (hereinafter the 'BRIDGE') from the City of Marathon to Pigeon Key in Monroe County; and WHEREAS, the DEPARTMNENT has deemed the BRIDGE structurally unsafe for pedestrian and vehicular traffic and will close it for upcoming BRIDGE rehabilitation improvements; and WHEREAS, upon BRIDGE closure, access to Pigeon Key will be restricted to water- based methods of transportation; and WHEREAS, Pigeon Key is presently occupied by the Pigeon Key Foundation, a non- profit organization devoted to marine education and historic interpretation of the Florida Keys' heritage; and WHEREAS, in order to maintain traffic between the City of Marathon and Pigeon Key to permit the Pigeon Key Foundation to continue its educational and historic functions without unreasonable interruption throughout BRIDGE rehabilitation, the DEPARTMENT and the COUNTY have agreed to provide temporary ferry services for the waterborne transport of passengers and goods, hereinafter referred to as the 'PROJECT', the individual elements of which are outlined in the attached Exhibit "A", 'Scope of Services', which is herein incorporated by reference; and WHEREAS, the DEPARTMENT has programmed funding for the PROJECT under Financial Project Number 414545-1-58-01, and has agreed to reimburse the COUNTY for eligible PROJECT costs up to a maximum limiting amount, as outlined in the attached Exhibit "B", 'Financial Summary', which is herein incorporated by reference; and Page 1 of 13 Joint Participation Agreement between the F70rida Department ofTran3portation and Monroe County, Financial Project Number 414545- J -58-01 WHEREAS, the COUNTY has agreed to administer, supervise and inspect all aspects of the PROJECT; and WHEREAS, the parties hereto mutually recognize the need for entering into an Agreement designating and setting forth the responsibilities of each party; and WHEREAS, the parties are authorized to enter into this Agreement pursuant to Section 339.08(e) and 339.12, Florida Statutes; NOW, THEREFORE, in consideration of the premises, the mutual covenants and other valuable considerations contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. INCORPORATION OF RECITALS The foregoing recitals are true and correct and are incorporated into the body of this Agreement, as if fully set forth herein. 2. GENERAL REQUIREMENTS a. The COUNTY shall submit this Agreement to its County Commission for ratification or approval by resolution. A copy of said resolution is attached hereto as Exhibit "C", 'Resolution', and is herein incorporated by reference. b. The COUNTY shall advertise for bid, let the contract, administer, supervise and inspect all aspects of the PROJECT until completion, and, as further defined in Exhibit "A", 'Scope of Services'. The COUNTY shall complete the PROJECT on or before June 30, 2011. All aspects of the PROJECT must be performed in compliance with all governing laws and ordinances and are subject to oversight and inspection by the DEPARTMENT, at its sole discretion. c. The DEPARTMENT shall reimburse the COUNTY for eligible PROJECT costs as defined in Exhibit "B", 'Financial Summary', and in accordance with the financial provisions in Section 3 of this Agreement. d. The reimbursement of PROJECT costs is contingent upon the COUNTY maintaining public access to Pigeon Key's Historic District throughout BRIDGE rehabilitation. Pigeon Key's Historic District is described in the National Register of Historic Places nomination form (dated 1990) as follows: "Lot 1 of Section 13 of Township 66, south of Range 31 East, containing 5 31/100 Acres as recorded in OR 15, page 374. Actual acreage will vary as mean high water mark is re-evaluated every twenty years." Page 2 of 13 Joint Participation Agreement between the F70nda Department of Transportation and Monroe County, Financial Project Number 414545- J -58-OJ 3. FINANCIAL PROVISIONS a. Eligible PROJECT costs may not exceed SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000.00), as outlined in Exhibit "B", 'Financial Summary'. If additional funding is required, contingent upon DEPARTMENT approval, a supplemental agreement between the DEPARTMENT and the COUNTY authorizing the additional funding shall be executed prior to such costs being incurred. b. The DEPARTMENT agrees to pay the COUNTY for the herein described services at a compensation as detailed in this Agreement. c. Payment shall be made only after receipt and approval of goods and services unless advance payments are authorized by the State Comptroller under Section 215.422(14), Florida Statutes, or by the Department's Comptroller under Section 334.044(29), Florida Statutes. d. Bills for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper preaudit and postaudit thereof e. Bills for travel expenses specifically authorized in this Agreement shall be submitted on the DEPARTMENT's Travel Form No. 300-000-01, and will be paid in accordance with Section 112.061, Florida Statutes. f Records of costs incurred under the terms of this Agreement shall be maintained and made available upon request to the DEPARTMENT at all times during the period of this Agreement and for three years after final payment is made. Copies of these documents and records shall be furnished to the DEPARTMENT upon request. Records of costs incurred includes the COUNTY's general accounting records and the project records, together with supporting documents and records, of the contractor and all subcontractors performing work on the project, and all other records of the contractor and subcontractors considered necessary by the DEPARTMENT for a proper audit of costs. g. Nothing in this Agreement shall be construed to violate the provisions of Section 339.135 (6) (a), Florida Statutes, which provides as follows: The DEPARTMENT, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The DEPARTMENT shall require a statement from the Comptroller of the DEPARTMENT that such funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods Page 3 of 13 Joint Participation Agreement between the F10rida Department afTransportation and Monroe County, Financial Project Number 414545-1-58-01 exceeding one year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years; and this paragraph shall be incorporated verbatim in all contracts of the DEPARTMENT which are for an amount in excess of TWENTY FIVE THOUSAND DOLLARS ($25,000.00) and which have a term for a period of more than one year. h. The DEPARTMENT's obligation to pay IS contingent upon an annual appropriation by the Florida Legislature. 4. INDEMNIFICATION To the extent permitted by Section 768.28, Florida Statutes, the parties agree to indemnify each other for liability due to any act or omission, neglect or wrongdoing of a party or any of its officers, agents or employees. Further, the parties agree to defend each other against any and all such claims or demands which may be claimed and have arisen as a result of or in connection with the parties' participation in this Agreement. Nothing contained herein shall be construed to contradict the provisions of Section 768.28, Florida Statutes, nor shall this Section be construed to require either party to indemnify the other for the negligent acts of the other. 5. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of Florida. 6. AMENDMENT This Agreement may be amended by mutual agreement of the DEPARTMENT and the COUNTY expressed in writing, executed and delivered by each party. 7. INVALIDITY If any part of this Agreement shall be determined to be invalid or unenforceable, the remainder of this Agreement shall not be affected thereby, if such remainder continues to conform to the terms and requirements of applicable law. 8. COMMUNICATIONS a. All notices, requests, demands, consents, approvals and other communications which are required to be served or given hereunder, shall be in writing and hand-delivered or sent by either registered or certified US. mail, return receipt requested, postage prepaid, addressed to the party to receive such notices as follows: To DEPARTMENT: Florida Department of Transportation Page 4 of 13 Joint Participation Agreement between the F70rida Department of TranspOrtation and Monroe County, Financial Project Number 414545-1-58-01 1000 Northwest III Avenue, Rm. 611 I-A Miami, Florida 33172-5800 Attn: Vilma Croft, P.E., FDOT Project Mgr. Ph: (305) 470-5240; Fax: (305) 470-5205 To COUNTY: Monroe County 1100 Simonton Street Key West, Florida 33040 Attn: Judy Steele, P.E., Asst County Engineer Ph: (305) 295-4329; Fax: (305) 295-4321 b. Either party may, by notice given as aforesaid, change its address for all subsequent notices. Notices given in compliance with this section shall be deemed given when placed in the mail. 9. EXPIRATION OF AGREEMENT The COUNTY agrees to complete the PROJECT on or before June 30, 2011. If the COUNTY does not complete the PROJECT within this time period, this Agreement will expire unless an extension of the time period is requested by the COUNTY and granted in writing by the DEPARTMENT's District Six Secretary or Designee. Expiration of this Agreement will be considered termination of the PROJECT. 10. INVOICING The COUNTY shall submit monthly reimbursement invoices to the DEPARTMENT for review, approval and processing. The COUNTY must submit the final invoice on this PROJECT to the DEPARTMENT no later than 120 days after the expiration of this Agreement (October 28, 2011). Invoices submitted after October 28,2011, will not be paid. 11. AUDITS State of Florida Single Audit Act requirements as outlined in the attached Exhibit "D", 'Audit Reports', are incorporated herein by reference. 12. ENTIRE AGREEMENT This Joint Participation Agreement is the entire Agreement between the parties hereto, and it may be modified or amended only by mutual consent of the parties in writing. -- REMAINDER OF PAGE INTENTIONALLY LEFT BLANK -- Page 5 of 13 Joint Participation Agreement between the PZorida Department of Transportation and Monroe County, Financial Project Number 414545-1-58-01 IN WITNESS WHEREOF, the parties hereto have executed this Agreement, on the day and year above written. STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION: BY: ..' (SEAL) AtTEST: DANNY L. K~LHAGE, CLERK ~ ~~ ! .' ATTEST: EXECU LEGAL REVIEW: COUNTY ATTORNEY ~u.... --;)'\J.L--~ DISTRICT GENERA COUNSEL MONROE COUNTY ATTORNEY . PROVE!;> 1. T F RM: CYNTHIA L. ALL ASSISTANT COUNTY ATTORNEY Date 0(.- 04- 0 '-:j- .,.. a 0 =<<= ):.Bo "J _ C)C"")~:,: n-tr-"'~ -......~-( \,..... 1- (~C""). ~fE -q :..'~ r- C) P ('-j ,..., :g ..... i::: r- , O"l ~ c..> " I\) c..> "TJ .::-::: Page 6 of 13 Joint Participation Agreement between the Florida Department afTransportation and Monroe Cormty, Financial Project Number4/4545-1-58-0J "TJ ':::J "q '.:.) :-'-J .:n i'rJ c) a ::-~") o EXHIBIT "A" SCOPE OF SERVICES To provide temporary ferry services between the City of Marathon and Pigeon Key while the Old Seven-Mile Bridge (SR 5) is closed for rehabilitation improvements, The COUNTY will let, administer, supervise and inspect all aspects of the PROJECT. The attached detailed 'Scope of Services' from the COUNTY's PROJECT Request for Proposals dated May 31,2007, is incorporated herein by reference, PROJECT Limits: SR 5/ Old Seven-Mile Bridge from the City of Marathon to Pigeon Key FDOT Financial Projjlct Number: 414545-1-58-01 County: Monroe FDOT Project Manager: Vilma Croft, PE COUNTY Project M~nager: Judy Steele, PE Page 7 of 13 Joint Participation Agreement between the F10rida Department of Transportation and Monroe County, Financial Project Number 414545-1-58-01 MONROE COUNTY REQUEST FOR PROPOSALS Temporary Ferry Service between Marathon and Pigeon Key MONROE COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS Mayor Mario DiGennaro, District 4 Mayor Pro Tern Dixie Spehar, District I Commissioner George Neugent, District 2 Commissioner Charles "Sonny" McCoy, District 3 Commissioner Sylvia Murphy, District 5 COUNTY ADMINISTRATOR Thomas J. Willi DIRECTOR OF OMB Salvatore Zappulla CLERK OF THE CIRCUIT COURT Danny L. Kolhage May 31, 2007 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key TABLE OF CONTENTS Proposal Section Pal!e Section One - Instruction to Respondents Section Two - Scope of Services Section Three - Sample Contract Section Four - Response Forms 3 12 18 27 2 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key SECTION ONE INSTRUCTION TO RESPONDENTS 1.01 DESCRIPTION The easternmost portion of the historic Old Seven-Mile Bridge is the primary means of access between the City of Marathon, Florida and Pigeon Key. The physical condition of the Old Seven-Mile Bridge has deteriorated and the Florida Department of Transportation (FDOT) anticipates closing the bridge by mid 2007. Rehabilitation of the bridge is not expected to begin before 2009. Pigeon Key Foundation ("Foundation") occupies Pigeon Key. The Foundation is a non-profit organization devoted to marine education and historic interpretation of the Key's heritage. Monroe County Board of County Commissioners ("County") and the Foundation consider these activities as well as other fund raising activities (tourism, festivals, weddings, proms) held at Pigeon Key to be an important means of providing resources for the operation, maintenance, preservation and restoration of the Key's historic structures and other facilities. The County is requesting proposals from qualified respondents to provide temporary ferry service between the City of Marathon and Pigeon Key for passengers and freight so that activities at Pigeon Key may continue without unreasonable interruption until the Old Seven- Mile Bridge connection is restored. 1.02 COPIES OF RFP DOCUMENTS Only complete sets of Request for Proposal ("RFP") Documents will be issued and shall be used in preparing responses. The County does not assume any responsibility for errors or misinterpretations resulting from the use of incomplete sets. Complete sets of RFP Documents may be obtained in the manner and at the location stated in the Notice of Request for Proposals. 1.03 STATEMENT OF PROPOSAL REQUIREMENTS See Notice of Request for Proposals. 1.04 DISQUALIFICATION OF RESPONDENTS A. One Proposal: Only one proposal from an individual, firm, partnership or corporation under the same or under different names will be considered. In the event evidence is discovered which indicates a Respondent has interest in more than one proposal for the work involved, all proposals in which such a Respondent is interested may be rejected. B. NON-COLLUSION AFFIDAVIT: Any person submitting a bid or proposal in response to this invitation must execute the enclosed NON-COLLUSION AFFIDAVIT. If it is discovered that collusion exists among the Respondents, the bid or proposals of all 3 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key participants is such collusion shall be rejected, and no participants in such collusion will be considered in future bids for the same work. C. PUBLIC ENTITY CRIME: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid or proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. Category Two: $25,000.00 D. DRUG-FREE WORKPLACE FORM: Any person submitting a bid or proposal in response to this invitation must execute the enclosed DRUG-FREE WORKPLACE FORM and submit it with his bid or proposal. Failure to complete this form in every detail and submit it with your bid or proposal may result in immediate disqualification of your bid or proposal. E. LOBBYING AND CONFLICT OF INTEREST CLAUSE: Any person submitting a proposal or Bid in response to this invitation must execute the enclosed LOBBYING AND CONFLICT OF INTEREST CLAUSE and submit it with his proposal or Bid. Failure to complete this form in every detail and submit it with the proposal or Bid may result in immediate disqualification of the proposal or Bid. 1.05 EXAMINATION OF RFP DOCUMENTS Each Respondent shall carefully examine the RFP documents, and inform himself thoroughly regarding any and all conditions and requirements that may in any manner affect cost, progress, or performance of the work to be performed under the contract. Ignorance on the part of the Respondent will in no way relieve him of the obligations and responsibilities assumed under the contract. Should a Respondent find discrepancies or ambiguities in, or omissions from, the specifications, or should he be in doubt as to their meaning, he shall at once notify the County. 1.06 INTERPRETATIONS, CLARIFICATIONS, AND ADDENDA No oral interpretations will be made to any Respondent as to the meaning of the contract documents. Any inquiry or request for interpretation received in writing: seven (7) or more days prior to the date fixed for opening of bids will be given consideration. All such answers, changes or interpretations will be made in writing in the form of an addendum and, if issued, will be mailed or sent by available means to all known prospective Respondents prior to the established bid opening date. Each Respondent shall acknowledge receipt of such addenda in the space provided therefore in the bid form. In case any Respondent fails to acknowledge receipt of such addenda or addendum, his bid will nevertheless be construed as though it had been received and acknowledged and the submission of his bid will constitute acknowledgment of the receipt of same. All addenda are a part of the contract documents and each Respondent will be bound by 4 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key such addenda, whether or not received by him. It is the responsibility of each Respondent to verify that he has received all addenda issued before bids are opened. 1.07 GOVERNING LAWS AND REGULATIONS The Respondent is required to be familiar with and shall be responsible for complying with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work. The Respondent shall include in his bid prices all sales, consumer, use, and other taxes required to be paid in accordance with the law of the State of Florida and the County of Monroe. Monroe County Bacc is tax exempt from all local, state, and federal sales taxes. 1.08 PREPARATION OF RESPONSES Signature of the Respondent: The Respondent must sign the Proposal forms in the space provided for the signature. If the Respondent is an individual, the words "doing business as ", or "Sole Proprietor" must appear beneath such signature. In the case of a partnership, the signature of at least one of the partners must follow the firm name and the words "Member of the Firm" should be written beneath such signature. If the Respondent is a corporation, the title of the officer signing the proposal on behalf of the corporation must be stated along with the Corporation Seal Stamp and evidence of his authority to sign the proposal must be submitted. The Respondent shall state in the proposal the name and address of each person interested therein. Basis for Bidding: The price bid for each item shall be according to the proposal form. The bid prices shall remain unchanged for the duration of the contract and no claims for cost escalation during the progress of the work will be considered. 1.09 SUBMISSION OF RESPONSES Two (2) signed originals and six (6) copies of the proposal shall be submitted. The proposal shall be submitted in a sealed envelope, clearly marked on the outside with the Respondent's name and "Proposal Statement - Temporary Ferry Service between the City of Marathon and Pigeon Key". The envelope must be addressed to Monroe County Purchasing Department, 1100 Simonton Street, Room 1-213, Key West, Florida 33040, and must be received on or before 3:00 P.M local time on July 3, 2007. lfsent by mail or by courier, the above-mentioned envelope shall be enclosed in another envelope addressed to the entity and address stated in the Notice of Request for Proposals. Faxed or emailed proposals shall be automatically rejected. Responses will be received until the date and hour stated in the Notice of Request for Proposals. Each Respondent shall submit with his proposal the required evidence of his qualifications and expenence. 1.10 CONTENT OF SUBMISSION Proposals shall be organized as indicated below. The Respondent should not withhold any information from the written response in anticipation of presenting the information orally or in a demonstration. Each Respondent must submit adequate documentation to certify the 5 RFP For Temporary Ferry Service Between the City or Marathon and Pigeon Key Respondent's compliance with the County's requirements. Respondent should focus specifically on the information requested. The following information, at a minimum, shall be included: 1. Cover Page A cover page that states "PROPOSAL STATEMENT - TEMPORARY FERRY SERVICE BETWEEN THE CITY OF MARATHON AND PIGEON KEY". The cover page should contain the Respondent's name, address, telephone number, and the name of the Respondent's contact person. 2. Relevant Experience The Respondent shall provide a project history of the firm that demonstrates its experience performing marine passenger and goods transportation services similar to those described in this RFP. The project history should include descriptions of historical or current services provided, dates and location of services, and ridership numbers on all services cited. a) Describe current and past relevant experience including the number of years the entity has been operating and, if different, the number of years it has been providing the services called for in this RFP; b) The Respondent shall provide a list of past clients that includes the following infonnation: Name and full address Name and telephone number of client contact Date of initiation and completion of contract Summary of the services and area served. c) Credit references. Include sufficient financial information such as audited financial statements for the County to determine that the Respondent has the financial capability to provide the serVIces. 3. Services to be Provided A. Description of Services to Be Provided Include a description of all services to be provided, in accordance with the service requirements detailed in Section Two of this RFP. The Respondent must include an operating plan that documents, in addition to other requirements, the Respondent's ability to safely and reliably operate the required services and containing the following: Vessels: Description of vessel types, seating capacity, number of vessels, vessel speeds, description of passenger amenities on vessels, and vessel specifications demonstrating a capacity to dock at existing landing facilities at Pigeon Key and proposed landing facilities within the City of Marathon. Include an explanation of whether required vessels are currently in the Respondent's possession, their current use, or how they will be acquired. Provide proof that all vessels meet all United States 6 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key Coast Guard and other pennitting requirements. Proposed Landing Facility: Identify the location of the proposed landing facility and the travel time to Pigeon Key. If any modifications to landing facilities would be required, they should be explained in detail. Any modifications would be subject to the County's approval and would be the responsibility of the Respondent. All costs shall be included in this proposal. Service Schedules: Provide schedules for ferry services, demonstrating a commitment to meet service requirements stated in Section Two. Staffing Commitment: Provide number of staff to be committed to providing each service, staff hours, level of experience, and assignments of each staff member. Service Disruption Contingency Plan: Explain how service will be provided in the event of service disruptions, equipment failures, or breakdowns. Passenger Service Plan: Describe capabilities to handle customer relations and complaints, marketing of services, and printing notices announcing service and schedule changes for public distribution. B. Timeframe for Implementing Services Provide a detailed schedule for implementing all services by required Revenue Operations Date (ROD), including acquisition of all vessels, equipment, personnel and training as required. 4. Costs and Revenue Responses shall provide a single estimated monthly cost for the provision of all services described in this RFP. The estimated monthly cost should include all costs necessary to provide all services, including, but not limited to, all vessels, vehicles, operations, supplies, equipment, staffing, insurance, administrative costs and profit. The fee should also include the cost of any required modifications to landing facilities and other start up costs. Respondents shall identify revenue sources to fund the monthly cost identified above. Revenue sources include the funding provided by the Florida Department of Transportation (FDOT) and user fees. User fees shall not apply to educational groups and Foundation staff. The Respondent shall show the revenue in a monthly amount. An example cost/revenue worksheet is attached (pg. 28 of this RFP). 5. Litigation Answer the following questions regarding claims and suits: a). Has the Respondent ever failed to complete work or provide the goods for which it has contracted? (lfyes, provide details.) 7 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key b). Are there any judgments, claims, arbitration proceeding or suits pending or outstanding against the Respondent, or its officers or general partners? (If yes, provide details.) c). Has the Respondent, within the last five (5) years, been a party to any lawsuit or arbitration with regard to a contract for services similar to those requested in the RFP? (If yes, the Respondent shall provide a history of any past or pending claims and litigation in which the Respondent is involved as a result of the provision of the same or similar services which are requested or described herein.) d). Has the Respondent ever initiated litigation against the County or been sued by the County in connection with a contract to provide services? (If yes, provide details.) 6. County Forms and Licenses - Respondent shall complete and execute the following forms: Form Submission Response Form (Including Acknowledgment of Bid Addenda) Lobbying and Conflict ofInterest Clause Non-Collusion Affidavit Drug Free Workplace Form Bidder's Insurance Statement Insurance Agent's Statement Pal!e 27 29 30 31 32 33 Respondent should include copies of all professional licenses, Monroe County Occupational License, evidence of Respondent's qualifications to do business in Monroe County, and any other applicable State, County and/or Local licenses. 1.11 WITHDRAWAL OF BID Any proposal may be withdrawn prior to the time scheduled in the Notice of Request for Proposals for the opening thereof. All other proposals received must remain valid for a period of ninety (90) days. 1.12 MODIFICATION OF PROPOSALS Written proposal modification will be accepted from Respondents if addressed to the entity and address indicated in the Notice of Request for Proposals and received prior to response due date and time. The modification shall be submitted in a sealed envelope clearly marked on the outside, with the Respondent's name and "Modification to Proposal Statement - Temporary Ferry Service between the City of Marathon and Pigeon Key". If sent by mail or by courier, the above-mentioned envelope shall be enclosed in another envelope addressed to the entity and address stated in the Notice of Request for Proposals. Faxed or emailed modifications will be automatically rejected. 1.13 RECEIPT AND OPENING OF PROPOSALS Proposals will be received until the designated time and will be publicly opened and read aloud at the appointed time and place stated in the Notice of Request for Proposals. Monroe County's 8 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key representative authorized to open the proposals will decide when the specified time has arrived and no proposals received thereafter will be considered. No responsibility will be attached to anyone for the premature opening of a proposal not properly addressed and identified. Respondents or their authorized agents are invited to be present. 1.14 AWARDOFCONTRACT The County reserves the right to reject any or all proposals, or any part of any proposals, to waive any informality in any proposal, or to re-advertise for all or part of the work contemplated. Ifproposals are found to be acceptable by the County, written notice will be given to the selected Respondent of the acceptance of his proposal and of the award of the contract to him. [fthe award of the contract is annulled, the County may award the contract to another Respondent or the work may be re-advertised or may be performed by other qualified personnel as the County decides. The contract will be awarded to the Respondent whose proposal and qualifications are deemed to provide the best services, based on qualifications and monetary benefit to the County, and other aspects of the operations related to service to the public. The County also reserves the right to reject the bid of a Respondent who has previously failed to perform properly or to complete contracts of a similar nature on time. All proposals, including the recommendation of the County Administrator and the requesting Department Head, will be presented to the Board of County Commissioners of Monroe County, Florida, for final awarding or otherwise. 1.15 EXECUTION OF CONTRACT The Respondent to whom a contract is awarded will be required to negotiate specific details of a contract incorporating the items in the proposal which are the basis for the award of contract. The Respondent shall return to the County four (4) executed counterparts of the prescribed contract together with the required certificates of insurance. A sample contract is provided herein, but is expected to be modified to correspond to the elements of the selected proposal. 1.16 CERTIFICATE OF INSURANCE The Respondent shall be responsible for all necessary insurance coverage as indicated below. Certificate of Insurance must be provided to Monroe County within fifteen days after award of contract, with Monroe County BOCC, The State of Florida and the Florida Department of Transportation listed as additional insureds on all coverages except Workers Compensation. If the proper insurance forms are not received within the fifteen day period, the contract may be awarded to the next selected Respondent. Policies shall be written by companies licensed to do business in the State of Florida and having an agent for service of process in the State of Florida. Companies shall have an AM Best rating of VI or better. Worker's Compensation Employers' Liability Insurance Statutory Limits $1,000,000 Accident 9 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key $1,000,000 Disease, policy limits $1,000,000 Disease, each employee Jones Act Coverage $1,000,000 per occurrence Vehicle Liability (Owned, non-owned and hired vehicles) $1,000,000 per occurrence $1,000,000 combined single limit General Liability, including Premises/Operations Products and Completed Operations Blanket Contractual Liability Personal Injury Liability Expanded Definition of Property Damage Employee Dishonesty Coverage (Required only if the respondent collects a fee on behalf of the County and is obligated to pass these funds on to the County) $1,000,000 combined single limit $10,000 per Occurrence Garage Keepers Legal Liability (required only if respondent provides valet parking service as part of activities.) $1,000,000 Combined Single Limit Water Craft Liability $1,000,000 times maximum passenger rating (50 passengers - $50,000,000 limit) Pollution Liability Insurance $1,000,000 per occurrence $2,000,000 aggregate 1.17 INDEMNIFICATION The Respondent to whom a contract is awarded shall defend, indemnify and hold hannless the County, the State of Florida and the Florida Department of Transportation as outlined below. The Contractor covenants and agrees to indemnify, hold harmless and defend Monroe County, its commissioners, officers, employees, agents and servants, the State of Florida and the Florida Department of Transportation from any and all claims for bodily injury, including death, personal injury, and property damage, including damage to property owned by Monroe County, the State of Florida and the Florida Department of Transportation and any other losses, damages, and expenses of any kind, including attorney's fees, court costs and expenses, which arise out of, in connection with, or by reason of services provided by the Contractor or any of its Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act or omission of the Contractor, its Subcontractor(s) in any tier, their officers, employees, servants or agents. In the event that the completion of the project (to include the work of others) is delayed or suspended as a result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnify the County from any and all increased expenses resulting from 10 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key such delay. Should any claims be asserted against the County by virtue of any deficiency or ambiguity in the plans and specifications provided by the Contractor, the Contractor agrees and warrants that Contractor shall hold the County harmless and shall indemnity it from all losses occurring thereby and shall further defend any claim or action on the County's behalf. The first ten dollars ($10.00) of remuneration paid to the Contractor is consideration for the indemnification provided for above. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. This indemnification shall survive the expiration or earlier termination of the contract. 11 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key SECTION TWO SCOPE OF SERVICES A summary of key dates associated with this RFP are as follows: June 1,2007 ..............Release of Request for Proposals July 3, 2007 ...............Proposals Due July 18, 2007..............Notice of Award July 23, 2007 .............Notice to Proceed August I, 2007 ........ Start of Revenue Operations (ROD) 2.01 SERVICE TIME FRAME The required start date for revenue operations service is August I, 2007. Service provided shall be for an initial period extending to June 30, 2008, and thenceforth renewing for up to four six- month periods at the County's sole option. At the end of the initial period and each subsequent renewal period, and upon 30 days notice to the Respondent, the County may terminate this service without penalty. 2.02 SERVICE REQUIREMENTS A. Ferry Service Requirements The successful respondent shall enter into an agreement with the County to provide ferry service as well as manage and maintain landside facilities necessary to operate the service. The service shall consist of two components, passenger transport and goods transport, as described below. The Respondent shall be responsible for providing all staffing, vessels, and associated equipment and services necessary to operate the service. I. Passenger Transport The Respondent shall provide for the safe, reliable and comfortable transport of passengers between proposed landing facilities within the City of Marathon, to be identified by the Respondent, and on Pigeon Key consistent with the functional requirements described within this section. Base service will be provided daily between the hours of 10 AM and 4 PM at headways no greater than 90 minutes supplying a functional capacity of 22 passengers per 90 minute interval in each direction (plus two additional round trips operated within 90 minutes before and after the hours of lOAM and 4 PM for staff access, as noted below). Other passenger service will be provided in accordance with the functional requirements of this section. Respondents are encouraged to propose a base service, supplemented by a minimal number of on-demand trips that would consolidate ferry trips in a cost-effective manner and shall not, in the sole opinion of the County, unreasonably disrupt Foundation operations. a. Educational Groups The Foundation provides educational programs year-round on a prearranged basis. There are typically 85 educational groups per year, ranging in size from IS to 70 persons per group. Access to Pigeon Key for educational groups is presently provided by two vans operated as needed and a tram-service operated on a fixed schedule by Foundation staff. At present, many groups are school groups that arrive and depart 12 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key during the school day, while others may arrive and depart outside of school hours (including weekends) and may stay overnight on Pigeon Key. Contractor will move the entire educational group at one time using several vessels if required. Educational groups will not be charged a user fee for ferry service. b. Historic Tours The Foundation provides historic tours for the general public every day of the year. There are on average 16 persons daily on historic tours with a recorded high of 50 persons on one day. Contractor will provide service to Pigeon Key on a 90 minute fixed schedule between 10 am and 4 pm daily. c. Arts Festival The Foundation hosts an annual three-day Arts Festival. The volume of persons traveling to Pigeon Key for historic tours and other functions typically increases during the Festival up to 2,000 daily trips. Scheduled ferry service shall be provided during the Arts Festival with sufficient capacity such that the maximum wait for any individual will be 30 minutes prior to boarding. Methods for regulating traffic and managing crowd control during the Arts Festival, such as timed boarding passes, shall be addressed specifically in the Respondent's operating plan. d. Contracted Functions The Foundation contracts for weddings, proms, retreats and other group use of Pigeon Key facilities on a prearranged basis throughout the year. Retreat groups typically involve 15 to 70 persons. Wedding and proms typically involve 50 to 200 persons. Retreat groups stay overnight on Pigeon Key. Contracted functions may involve transport of equipment (tents, tables, chairs) the day before or the day of the function (caterers), and return on the day after, as well as guest transport the day ofthe function. The contractor will be able to transport up to 200 people within a 90 minute timeframe using several vessels if required. A minimum of30 calendar days advance notice will be provided for contracted functions. e. Guest House Use The Foundation provides overnight use of the Guest House on Pigeon Key on a prearranged basis throughout the year. The Guest House is typically occupied 250 nights a year by groups of up to eight persons. Every effort should be made to accommodate these trips within the base service in a manner that shall not, in the sole opinion of the County, unreasonably disrupt Foundation operations. f. Foundation Staff Staff presently arrive and depart Pigeon Key on irregular schedules. Up to five staff members remain in residence on Pigeon Key. Staff access will be accommodated within the base service in a manner that shall not, in the sole opinion of the County, unreasonably disrupt Foundation operations. The contractor will operate two additional round trips operated within 90 minutes before and after the hours of lOam and 4 pm for staff access. Foundation staff will not be charged a user fee for ferry servIce. 13 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key g. Emergency Access The Respondent will indicate the timeframe in which it can respond to unscheduled, on-demand service for evacuation of up to six persons from Pigeon Key to Marathon whenever people are occupying Pigeon Key. 2. Goods Transport The Respondent shall provide all labor and equipment necessary for the safe, reliable and environmentally secure transport, loading and off-loading of goods between proposed landing facilities in the City of Marathon, to be identified by the Respondent, and the existing landing facilities at Pigeon Key consistent with the functional requirements described within this section. Prospective Respondents will provide for goods movements using the scheduled base service, supplemented by a minimal number of additional trips that would consolidate ferry trips in a cost-effective manner that shall not, in the sole opinion of the County, unreasonably disrupt Foundation operations. a. Consumables Foundation operations require regular delivery of diesel and propane fuel, food, and other consumables to Pigeon Key and the removal of trash, garbage and other rubbish to Marathon on a regular basis. Diesel fuel is presently conveyed to Pigeon Key in 250-gallon increments by pick-up truck as often as three days per week when groups are in residence and no less than twice weekly. The diesel tank located on Pigeon Key is a 500 gallon tank. The Respondent will be responsible for transporting the diesel fuel to Pigeon Key and providing all labor and equipment to offload the fuel from the ferry to the 500 gallon tank. Fuel transport and offloading must be performed in compliance with all local, state and federal laws. Propane is currently delivered once a week in tanks that are off-loaded from a pick up truck. The volume of food delivery varies in proportion to the number of persons/groups occupying Pigeon Key and deliveries are typically required every other day. Pigeon Key Foundation will reimburse the contractor for the cost of diesel fuel and propane, at the actual cost with no mark up. Contractor's monthly cost estimate should include cost for transporting and offloading fuel only. The volume of trash, garbage and other rubbish likewise varies in proportion to the number of persons/groups occupying Pigeon Key and may be required by demand to be removed as often as daily, but no less than weekly. The contractor must provide garbage dumpsters at the Marathon landing facilities. The cost for garbage pick up by a refuse hauler at landside facility will be paid by Pigeon Key and should not be included in monthly ferry costs. Fuel, trash, garbage and rubbish may not be transported on the same ferry trip as passengers. If the Respondent intends to transport fuel, trash, garbage and rubbish on the same vessel used for passengers when passengers are not present, proposed 14 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key methods for effective vermin control and cleaning prior to reuse of the vessel by passengers shall be specifically addressed in the Respondent's operating plan. b. Other Material The Foundation requires delivery of other materials as needed to support operational, maintenance and facility restoration activities. Special delivery requirements associated with the Arts Festival and contracted functions also require delivery of tents, tables, chairs and other similar material and catering supplies on the prior to events and the removal of the same the day after the event. These requirements will be identified to the Respondent by the Foundation no less than 30 days prior to the event. Requests by the Foundation for the transport of other material shall be accommodated by the Respondent in a manner that shall not, in the sole opinion of the County, unreasonably disrupt Foundation operations. c. Special Equipment The Respondent will provide for transport of bobcats and backhoes (I,700 Ibs) to repair island facilities during post-hurricane event periods. B. Vessel Requirements Vessels to be used by the Respondent shall be compatible with the proposed landing facilities in the City of Marathon, which will be identified by the Respondent, and existing facilities on Pigeon Key. If the Respondent chooses to suggest modifications to any landing facilities, those modifications should be explained in detail in the proposal and all associated costs should be included in the cost proposal. Any vessel to be used in passenger and/or goods transport must carry a valid Guard Certificate of Inspection from the United States Coast Guard and comply with all safety and accessibility laws, regulations, and requirements pertaining to the transport of passengers and goods, as applicable to the intended use of each vessel in the Respondent's operating plan. Vessels must be equipped to safely and efficiently operate year round in the navigational and weather environment ofthe Florida Keys, including, but not limited to, dense fog, high wind, squalls, heavy rain, sea state and heavy vessel traffic conditions. The Respondent must, at all times, utilize vessels that offer clean, neatly furnished and heated inside accommodations with clean restroom facilities, good lighting, waste receptacles, and an audible public address system. C. Docking and Operations Requirements The County will provide for access and use to existing landing facilities on Pigeon Key to be used by the Respondent. Respondent will identify landing facilities within the City of Marathon that will be used. If additional landing facilities or modifications to existing landing facilities are deemed necessary by the Respondent to operate the services, they shall be provided by the Respondent and should be included in its proposal. All associated costs should be included in the Respondent's cost proposal. All modifications to landing facilities will be subject to approval by the County. Proposed landing facilities must have parking for a minimum of 15 vehicles to accommodate daily island visitors. Respondents must also identify proposed parking for large 15 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key events such as the Arts Festival. 2.03 OPERATIONAL REQUIREMENTS The Respondent's ferry operation is subject to all regular operating permits and license requirements of the United States Department of Transportation and Coast Guard, as well as the Florida Department of Transportation, including any associated fees. The Respondent is required to prepare and follow an operational plan approved by the County. The vessels and associated equipment to be used in this service, as well as the operational plan, shall be subject to approval by the County. At a minimum, this plan shall address docking, vessel operations, passenger and/or goods boarding and discharge plan, emergency procedures, and a projection for the length of the contract of the Respondent's capability to maintain the vessels and the crew in a satisfactory passenger transportation operational condition. The Respondent shall maintain zero-tolerance policy for drug and alcohol abuse for all employees directly involved in the provision of services under this agreement. The Respondent will provide a program of random drug and alcohol testing for the duration of this agreement consistent with the requirements of the Federal Transit Administration. 2.04 PERFORMANCE MEASURES The Respondent's operating plan shall define a combination of proposed scheduled and unscheduled trips anticipated to be operated in a typical week for the maintenance of traffic. A trip transporting passenger(s) may be considered a minor violation of on-time performance if it either: a) arrives at or departs from Pigeon Key more than 5 minutes late but less than 10 minutes late; or b) arrives at or departs from Marathon more than 5 minutes late but less than 10 minutes late. All other trips may be considered a minor violation of on-time performance if it either a) arrives at or departs from Pigeon Key more than 15 minutes late but less than 30 minutes late; or b) arrives at or departs from Marathon more than 15 minutes late but less than 30 minutes late. Each trip may be considered a major violation of on-time performance if its arrival or departure is in excess of these times up to one hour. Each trip arriving at its destination more than one hour late may be considered a single incident of a missed trip. The Respondent shall provide for the payment of liquidated damages for each instance of violation of on-time performance or a missed trip identified by the County in accordance with the following schedule: . $1,000 per missed trip . $250 per instance of major lateness . $50 per instance of minor lateness · $250 per day per vessel for a violation of the passenger service standards. Violations include, but are not limited to, untidy vessels, inadequate safety appliances, an uncomfortable passenger environment, an inaudible or improperly used public address system, or discourteous crew behavior. The Respondent shall not be liable for liquidated damages for either late or missed trips in instances caused by factors strictly beyond the control of the Respondent, such as docking facility failure, schedule modifications approved by the County, heavy fog, requirements of the Vessel Traffic Service and Coast Guard, law enforcement actions, medical emergencies and 16 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key rescue operations. In any event, every effort should be made to maintain safe on-time performance. However, in no circumstances shall the failure of lack of availability of the Respondent's equipment or crews, or any other such circumstances within the Respondent's control, be an acceptable excuse for late or missed trips. 2.05 REPORTING REQUIREMENTS The Respondent shall provide detailed daily and monthly reports with accurate information on the ridership, departure time, and arrival time for each trip. These reports shall identifY any late or missed trips. Reports shall be submitted by fax and email in a format acceptable to the County. Daily reports are due by noon the following day, and monthly reports are due by the 5th day of the following month. 2.06 SUSPENSION OF SERVICE The Respondent shall suspend all services in the event that the Foundation suspends activities on a temporary or permanent basis. The County, at its sole discretion, will determine which days the Foundation is or is not active. The Respondent shall be compensated only for services actually provides on days which the Foundation is active. The value of days in which service is suspended shall be calculated on a pro-rated basis from an annual accumulation of monthly fees. The Foundation, Department and County are not responsible for Respondent costs incurred or revenues lost by the interruption of service and/or suspension and restart of services. 17 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key SECTION THREE SAMPLE CONTRACT THIS AGREEMENT, made and entered into this day of ,2007, A.D., by and between MONROE COUNTY, FLORIDA (hereinafter sometimes called the "County" and "County"), and (hereinafter called the "Contractor"). WITNESSED: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follow: LOI THE CONTRACT The contract between the County and the contractor, of which this agreement is a part, consists of the contract documents. 1.02 THE CONTRACT DOCUMENTS The contract documents consist of this agreement, the RFP, and any addenda issued hereafter, any other amendments hereto executed by the parties hereafter, together with the bid proposal and all required insurance documentation. 2.0 SCOPE OF THE WORK The Contractor shall provide ferry services between the City of Marathon and Pigeon Key as specified in Exhibit A of this agreement. 3.0 THE CONTRACT SUM The County shall pay to the Contractor for the faithful performance of said service on a per month in arrears basis on or before the last day of the following month in each of six (6) months. The Contractor shall provide the County with documentation to support the income earned by the Contractor from the services provided, to which shall be applied the rates set forth in Exhibit A of this agreement. 4.0 CONTRACTOR'S ACCEPTANCE OF CONDITIONS A. All contract documents have been read and carefully considered by the Contractor, who understands the same and agrees to their sufficiency for the work to be done. Under no circumstances, conditions, or situations shall this Contract be more strongly construed against the County than against the Contractor. B. Any ambiguity or uncertainty in the contract documents shall be interpreted and construed by the County, and his decision shall be final and binding upon all parties. C. The passing, approval, and/or acceptance by the County of any of the services furnished by the Contractor shall not operate as a waiver by the County of strict compliance with the tenns of this Contract and contract documents covering the services. Failure on the part of the Contractor, immediately after Notice to Correct shall entitle the County, ifit sees fit, to correct the same and recover the reasonable cost of such replacement and/or repair from the Contractor, who shall in any event be jointly and severally liable to the County for all damage, loss, and expense caused to the County by reason of the Contractor's breach of this 18 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key Contract and/or his failure to comply strictly and in all things with this Contract and with the contract documents. 5.0 TERM OF CONTRACT/RENEWAL A. This contract shall be for a period of eleven (II) months, commencing terminating , 2008. , 2007 and B. The County shall have the option to renew this agreement after the first term of eleven months, and each succeeding term, for four additional six-month periods. The Contract amount agreed to herein may be adjusted only by written addendum hereto executed by both parties. 6.0 HOLD HARMLESS The Contractor covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners, the State of Florida, and the Florida Department of Transportation from any and all claims for bodily injury (including death), personal injury, and property damage (including property owned by Monroe County) and any other losses, damages, and expenses (including attorney's fees) which arise out of, in connection with, or by reason of services provided by the Contractor or any of its Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act of omission of the Contractor or its Subcontractors in any tier, their employees, or agents. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnifY the County from any and all increased expenses resulting from such delay. The first ten dollars ($10.00) of remuneration paid to the Contractor is for the indemnification provided for above. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. 7.0 INDEPENDENT CONTRACTOR At all times and for all purposes under this agreement the Contractor is an independent contractor and not an employee of the Board of County Commissioners for Monroe County. No statement contained in this agreement shall be construed so as to find the contractor or any of his/her employees, contractors, servants, or agents to be employees of the Board of County Commissioners for Monroe County. 8.0 ASSURANCE AGAINST DISCRIMINATION County and Contractor agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. County or Contractor agree to 19 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: I) Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685- 1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Ch. 13, Art. VI, prohibiting discrimination on the bases of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and II) any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. 9.0 ASSIGNMENT/SUBCONTRACT The Contractor shall not assign or subcontract its obligations under this agreement, except in writing and with the prior written approval of the Board of County Commissioners for Monroe County and Contractor, which approval shall be subject to such conditions and provisions as the Board may deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or subcontractor shall comply with all of the provisions of this agreement. Unless expressly provided for therein, such approval shall in no manner or event be deemed to impose any obligation upon the Board in addition to the total agreed-upon price of the services/goods of the Contractor. 10.0 COMPLIANCE WITH LAW In providing all services/goods pursuant to this agreement, the Contractor shall abide by all statutes, ordinances, rules and regulation pertaining to, or regulating the provisions of, such services, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules and regulations shall constitute a material breach of this agreement and shall entitle the Board to tenninate this contract immediately upon delivery of written notice of termination to the contractor. The Contractor shall possess proper licenses to perform work in accordance with these specifications throughout the term of this contract. 20 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key 11.0 INSURANCE Prior to execution of this agreement, the contractor shall furnish the County Certificates of Insurance indicating the following minimum coverages: Worker's Compensation Employers' Liability Insurance Statutory Limits $1,000,000 Accident $1,000,000 Disease, policy limits $1,000,000 Disease, each employee Jones Act Coverage $1,000,000 per occurrence Vehicle Liability (Owned, non-owned and hired vehicles) $1,000,000 per occurrence $1,000,000 combined single limit General Liability, including Premises/Operations Products and Completed Operations Blanket Contractual Liability Personal Injury Liability Expanded Definition of Property Damage $1,000,000 combined single limit Employee Dishonesty Coverage (Required only if the respondent coHects a fee on behalf of the County and is obligated to pass these funds on to the County) $10,000 per Occurrence Garage Keepers Legal Liability (required only ifrespondent provides valet parking service as part of activities.) $1,000,000 Combined Single Limit Water Craft Liability $1,000,000 times maximum passenger rating (50 passengers - $50,000,000 limit) PoHution Liability Insurance $1,000,000 per occurrence $2,000,000 aggregate 12.0 PROFESSIONAL RESPONSIBILITY The Contractor warrants that it is authorized by law to engage in the performance of the activities encompassed by the project herein described, subject to the terms and conditions set forth in these contract documents The Contractor shaH at aH times exercise independent, professional judgment and shaH assume professional responsibility for the services to be provided. Continued funding by the County is contingent upon retention of appropriate local, state, and/or federal certification and/or licensure of contractor. 21 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key 13.0 NOTICE REQUIREMENT Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the following: For the County: Monroe County Administrator I 100 Simonton Street Key West, FL 33040 and Monroe County Attorney P. O. Box 1026 Key West, FL 33041-1026 F or the Contractor: 14.0 CANCELLATION The County may cancel this contract for cause with thirty (30) days notice to the contractor. Cause shall constitute a breach of the obligations of the Contractor to perform the services enumerated as the Contractor's obligations under this contract. Either of the parties hereto may cancel this agreement without cause by giving the other party ninety (90) days written notice of its intention to do so. 15.0 GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and Contractor agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The County and Contractor agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. a) Severability. If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining tenn, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The County and Contractor agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken prOVISIOn. 22 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key b) Attorney's Fees and Costs. The County and Contractor agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation ofthis Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non-prevailing party, and shall include attorney's fees, courts costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. c) Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, County and Contractor agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. County and Contractor specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 16.0 RECORDS. Contractor shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement. If an auditor employed by the County or Clerk determines that monies paid to Contractor pursuant to this Agreement were spent for purposes not authorized by this Agreement, the Contractor shall repay the monies together with interest calculated pursuant to Sec. 55.03, FS, running from the date the monies were paid to Contractor. 17.0 BINDING EFFECT. The tenns, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and Contractor and their respective legal representatives, successors, and assigns. 18.0 AUTHORITY. Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. 19.0 COVENANT OF NO INTEREST. County and Contractor covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. 20.0 CODE OF ETHICS. County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or 23 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Kev acceptance of gifts; doing business with one's County; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 21.0 NO SOLICIT A TION/PA YMENT. The County and Contractor warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the Contractor agrees that the County shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 22.0 PUBLIC ACCESS. The County and Contractor shall allow and penn it reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and Contractor in conjunction with this Agreement; and the County shall have the right to unilaterally cancel this Agreement upon violation of this provision by Contractor. 23.0 NON-WAIVER OF IMMUNITY. Notwithstanding he provisions of Sec. 768.28, Florida Statutes, the participation of the County and the Contractor in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. 24.0 PRIVILEGES AND IMMUNITIES. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the County, when performing their respective functions under this Agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 25.0 LEGAL OBLIGATIONS AND RESPONSIBILITIES: Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the County, except to the extent pennitted by the Florida constitution, state statute, and case law. 26.0 NON-RELIANCE BY NON-PARTIES. No person or entity shall be entitled to rely upon the tenns, or any of them, of this Agreement to enforce or attempt to enforce any third- party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and the Contractor agree that neither the County nor the Contractor or any agent, 24 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key officer, or employee of either shall have the authority to infonn, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 27.0 ATTESTATIONS. Contractor agrees to execute such documents as the County may reasonably require, including an Ethics Statement, and a Drug-Free Workplace Statement. 28.0 PUBLIC ENTITIES CRIMES. A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on contracts to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017 of the Florida Statutes, for CA TEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. By signing this Agreement, the Contractor represents that the execution of this Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Agreement and recovery of all monies paid hereto, and may result in debannent from County's competitive procurement activities. In addition to the foregoing, Contractor further represents that there has been no determination, based on an audit, that it or any subconsultant has committed an act defined by Section 287.133, Florida Statutes, as a "public entity crime" and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether Contractor has been placed on the convicted vendor list. The Contractor will promptly notify the County if it or any subcontractor or subconsultant is formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. 29.0 NO PERSONAL LIABILITY. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 30.0 EXECUTION IN COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by singing any such counterpart. 31.0 SECTION HEADINGS. Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. 25 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and date first written above in four (4) counterparts, each of which shall, without proof or accounting for the other counterparts, be deemed an original contract. (SEAL) Attest: DANNY L. KOLHAGE, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLOIDA By: By: Deputy Clerk Mayor/Chairman (SEAL) Attest: By: CONTRACTOR By: WITNESS Title: Title: By: WITNESS Title: 26 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key SECTION FOUR: RESPONSE FORMS RESPONSE FORM RESPOND TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS cIa PURCHASING DEPARTMENT GATO BUILDING, ROOM 1-213 1100 SIMONTON STREET KEY WEST, FLORIDA 33040 I have read the RFP and all exhibits hereto, and agree to the terms and conditions set forth. I acknowledge receipt of Addenda No.(s) I have responded to all of the information requested in Section 1.10 Content of Submission o CoverPage_____ o Relevant Experience _ o Services to be Provided o Costs and Revenue o Litigation _____ I have included: o Lobbying and Conflict of Interest Clause _ o Non-Collusion Affidavit o Drug Free Workplace Form _ o Respondent's Insurance and Indemnification Statement _____ o Insurance Agent's Statement_____ o Professional and Occupational Licenses I have included a current copy of the following professional and occupational licenses: (Check mark items above. as a reminder that thev are included.) Mailing Address: Telephone: Fax: Date: Signed: Witness: (Seal) (Name) (Title) 27 COST/REVENUE WORKSHEET RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key MONTHL Y EXPENSES Total Estimated Monthly Cost ANNUAL REVENUE FDOT Grant User Fees: annual users @ annual users @ annual users @ per person per person per person Total Annual Revenue $ Total Estimated Monthly Revenue (Annual Revenue -;- 12 months) $ Note: Total monthly revenue should equal or exceed total monthly cost 28 AMOUNT $ $ $ $ $ $ $ $ $250,000 $ $ $ RFP For Temporary Ferry Seryice Between the City of Marathon and Pigeon Key LOBBYING AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO. 010-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE (Company) warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee". (Signature) Date: STATE OF: COUNTY OF: Subscribed and sworn to (or affirmed) before me on (date) by (name of affiant). He/She is personally known to me or has produced as identification. (type of identification) NOTARY PUBLIC My commission expires: 29 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key NON-COLLUSION AFFIDAVIT I, of the city of according to law on my oath, and under penalty of perjury, depose and say that: 1. lam of the firm of the bidder making the Proposal for the project described in the Request for Qualifications for: and that I executed the said proposal with full authority to do so, 2. The prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; 4. No attempt has been made or will be made b the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; and 5. The statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this affidavit in awarding contracts for said project. (Signature of Respondent) (Date) STATE OF: COUNTY OF: PERSONALLY APPEARED BEFORE ME, the undersigned authority, who, after first being sworn by me, (name of individual signing) affixed his/her signature in the space provided above on this _ day of 20_. NOTARY PUBLIC My Commission Expires: 30 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key DRUG-FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: (Name of Business) 1. Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Informs employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notifies the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Imposes a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Makes a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Respondent's Signature Date NOTARY PUBLIC My Commission Expires: 31 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key Respondent's Insurance and Indemnification Statement Required Coveral!e Worker's Compensation Employers' Liability Insurance Required Limits Statutory Limits $1,000,000 Accident $1,000,000 Disease, policy limits $1,000,000 Disease, each employee Jones Act Coverage $1,000,000 per occurrence Vehicle Liability (Owned, non-owned and hired vehicles) $1,000,000 per occurrence $1,000,000 combined single limit General Liability, including Premises/Operations Products and Completed Operations Blanket Contractual Liability Personal Injury Liability Expanded Definition of Property Damage $1,000,000 combined single limit Employee Dishonesty Coverage (Required only if the respondent collects a fee on behalf of the County and is obligated to pass these funds on to the County) $10,000 per Occurrence Garage Keepers Legal Liability (required only if respondent provides valet parking service as part of activities.) $1,000,000 Combined Single Limit Water Craft Liability $1,000,000 times maximum passenger rating (50 passengers - $50,000,000 limit) Pollution Liability Insurance $1,000,000 per occurrence $2,000,000 aggregate RESPONDENT'S STATEMENT I understand the insurance that will be mandatory if awarded the contract and will comply in full with all the requirements. Respondent Signature 32 RFP For Temporary Ferry Service Between the City of Marathon and Pigeon Key INSURANCE AGENT'S STATEMENT I have reviewed the above requirements with the bidder named below. The following deductibles apply to the corresponding policy. POLICY DEDUCTIBLES Liability policies are _Occurrence Claims Made Insurance Agency Signature Print Name: 33 EXHmIT "B" FINANCIAL SUMMARY PROJECT services detailed in Exhibit "A", 'Scope of Services', are eligible for reimbursement using DEPARTMENT funding as below-defined: The DEPARTMENT's current Adopted Work Program allocates the following funding, programmed under Financial Project Number 414545-1-58-01, for PROJECT completion: Fiscal Year: Amount: Fund Tvoe: 2006/07 $750.000.00 District Dedicated Revenue (DDR) DEPARTMENT Financial Contribution (Maximum Limiting Amount): $750,000.00 Total PROJECT Cost Estimate: $750,000.00 Page 8 of 13 Joint Participation Agreement between the Florida Department ofTransponation and Monroe County, Financial Project Number 414545-1-58-01 RESOLUTION NO. 207 - 2007 "EXHIBIT C" A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, APPROVING THE JOINT PARTICIPATION AGREEMENT BETWEEN FLORIDA DEPARTMENT OF TRANSPORTATION AND MONROE COUNTY, FLORIDA TO PROVIDE TEMPORARY FERRY SERVICES BETWEEN THE CITY OF MARATHON, FLORIDA AND PIGEON KEY DURING THE REHABILITATION OF THE STATE ROAD S/OLD SEVEN-MILE BRIDGE. WHEREAS, the Florida Department of Transportation (the "Department") has jurisdiction and maintains the State Road 5/Old Seven-Mile Bridge (the "Bridge") from the City of Marathon to Pigeon Key in Monroe County, Florida; and WHEREAS, the Department has deemed the bridge structurally unsafe for pedestrian and vehicular traffic and will close it for upcoming bridge rehabilitation improvements (the "Project"); and WHEREAS, upon Bridge closure for rehabilitation, access to Pigeon Key will be restricted to water-based methods of transportation; and WHEREAS, in order to maintain traffic between the City of Marathon and Pigeon Key, the Department and Monroe County (the "County") have agreed to provide temporary ferry services for the waterborne transport of passengers and goods; and WHEREAS, the Department has progranuned funding for the Project and has agreed to reimburse the County for eligible Project costs up to a maximum amount; and WHEREAS, the County has agreed to administer, supervise and inspect all aspects of the Project; and WHEREAS, the parties are authorized to enter into this Agreement pursuant to Section 339.08(e) and 339.12, Florida Statutes; NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Monroe County, Florida, that: SECTION I: The Joint Participation Agreement Between the State of Florida Department of Transportation and Monroe County, Florida is hereby approved. SECTION 2: Upon execution, this Resolution shall be marked as "Exhibit C" and made a part of the Joint Participation Agreement. PASSED AND ADOPTED, by the Board of County Commissioners of Monroe County, Florida at a regular meeting of said Board on the 20th day of June, A.D., 2007. Mayor Mario DiGennaro Mayor Pro Tern Dixie Spehar Commissioner Charles "Sonny" McCoy Commissioner George Neugent Commissioner Sylvia Murphy Yes Yes Yes Yes Yes (SEAL) ATTEST: Danny 1. Kolhage, CLERK. By: J.haJ4C. ~~ Deputy Cle J:::'i C ...:! N '.1. I c:: .. '.:1 -' a - 1.1- <:~~l - " -- ;..":: , , i :z:: -.. , """ ,- .. =:..) r- : u n N c; :z: :iUJ => we> -, ~!.::. c:: ~"" _. .- '-... C3 L'~. = 0 = Z '" MONROE COUNTY ATTORNEY Ar~ROVED 1 T~: ~A L. ALL ASSISTANT COUNTY ATTORNEY Date 0 (,.. c t- <J...OC '7/- ~-'~,,~ "".it(~:~ '. ~"'"'\x."- '!h,,~. - .,', ',,,,, 'Jf'~:,.(:fj.-~ :""'_'f ,.,'~' '-1).,;\. . Q-, 'L~, \(~;f A b b :6 :\];:;' 5&~-l;.;J ....... -. J 6.~, EXHIBIT "D" AUDIT REPORTS The administration of resources awarded by the Department to MONROE COUNTY may be subject to audits and/or monitoring by the Department, as described in this section. For further gnidance, see the Executive Office of the Governor website, which can be found at: www.fssa.state.fl.us. MONITORING In addition to reviews of audits conducted in accordance withOMB Circular A-133 and Section 215.97, F.S., as revised (see "AUDITS" below), monitoring procedures may include, but not be lintited to, on-site visits by Department staff, lintited scope audits as defined by OMB Circular A-133, as revised, and/or other procedures. By entering into this agreement, the recipient agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. In the event the Department deterntines that a lintited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instrnctions provided by the Department staff to MONROE COUNTY regarding such audit. MONROE COUNTY further agrees to comply and coopemte with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer (CFO) or Auditor General. AUDITS PART I: FEDERALLY FUNDED Recipients of federal funds (i.e. state, local government, or non-profit organizations as defined in OMB Circular A- 133, as revised) are to have audits done annually using the following criteria: 1. In the event that the recipient expends $500,000 or more in Federal awards in its fiscal year, the recipient must have a single or progmm-specific audit conducted in accordance with the provisions of OMB Circular A- 133, as revised. EXHIBIT I to this agreement indicates Federal resources awarded through the Department by this agreement. In determining the Fedeml awards expended in its fiscal year, the recipient shall consider all sources of Federal awards, including Federal resources received from the Department. The determination of amounts of Federal awards expended should be in accordance with the gnidelines established by OMB Circular A- 133, as revised. An audit of the recipient conducted by the Auditor General in accordance with the provisions OMB Circular A-133, as revised, will meet the reqnirements of this part. 2. In counection with the audit reqnirements addressed in Part I, paragmph 1., the recipient shall fulfill the reqnirements relative to auditee responsibilities as provided in Subpart C of OMB Circular A- 133, as revised. 3. If the recipient expends less than $500,000 in Federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A-133, as revised, is not reqnired. In the event !bat the recipient expends less than $500,000 in Federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of OMB Circular A- 133, as revised, the cost of the audit must be paid from non-Federal resources (i.e., the cost of such an audit must be paid from recipient resources obtained from other than Federal entities). 4. Federal awards are to be identified nsing the Catalog of Federal Domestic Assistance (CFDA) title and number. award number and year, and name of the awarding federal agency. PART ll: STATE FUNDED Page 10 of 13 Joint Participation Agreement between the Florida Department of Transportation and Monroe County, Financial Project Number 414545-1.58.01 Recipients of state funds (Le. a nonstate entity as defined by Section 215.97(2)(1), Florida Statutes) are to have audits done annually using the following criteria: I. In the event that the recipient expends a total amoWlt of state financial assistance equal to or in excess of $500,000 in any fiscal year of such recipient, the recipient must have a State single or project-specific audit for such fiscal year in accordance with Section 215.97, Florida Statutes; applicable rules of the Executive Office of the Governor and the CFO; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for- profit organizations), Rules of the Auditor General. EXHIBIT I to this agreement indicates state financial assistance awarded through the Departutent by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient sball consider all sources of state financial assistance, including state financial assistance received from the Departutent, other state agencies, and other nonstate entities. State financial assistance does not include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part n, paragraph I, the recipient shall ensure !bat the audit complies with the requirements of Section 215.97(7), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2)(d), Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General. 3. If the recipient expends less than $500,000 in state fmancial assistance in its fiscal year, an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. In the event that the recipient expends less than $500,000 in state financial assistance in its fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the nonstate entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. State awards are to be identified using the Catalog of State Financial Assistance (CSF A) title and number, award number and year, and name of the state agency awarding it. PART ill: OTHER AUDIT REQUIREMENTS The recipient shall follow up and take corrective action on andit findings. Preparation of a summary schedule of prior year audit findings, including corrective action and current status of the audit findings is required. Current year audit findings require corrective action and status of findings. Records related to unresolved audit findings, appeals, or litigation shall be retained Wltil the action is completed or the dispnte is resolved. Access to project records and audit work papers sball be given to the FOOT, the Comptroller, and the Auditor General. This section does not limit the authority of the Departutent to conduct or arrange for the conduct of additioual audits or evaluations of state financial assistance or limit the anthority of any other state official. Page 11 of 13 Joint Participation Agreement between the Florida Department of Transportation and Monroe County, Financial Project Number 414545-1-58-01 PART IV: REPORT SUBMISSION I. Copies of reporting packages for audits conducted in accordance with OMB Circular A-133, as revised, and required by PART I of this agreement shaIl be submitted, when required by Section .320 (d), OMB Circular A- 133, as revised, by or on be\lalf of the recipient directly to each of the following: A. The Department at each of the following addresses: Florida Department of Transportation 1000 Northwest III Avenue Miami, Florida 33172 B. The Federal Audit Clearinghouse designated in OMB Circular A-133, as revised (the number of copies required by Sections .320 (d)(I) and (2), OMB Circular A-133, as revised, should be submitted to the Federal Audit Clearinghouse), at the following address: Federal Audit Clearinghouse Bureau of the Census 1201 East 10th Street Jeffersonville, IN 47132 C. Other Federal agencies and pass-through entities in accordance with Sections .320 (e) and (t), OMB Circular A-133, as revised. 2. In the event that a copy of the reporting package for an audit required by PART I of this agreement and conducted in accordance with OMB Circular A-133, as revised, is not required to be submitted to the Department for reasons pursuant to section .320 (e)(2), OMB CircuJar A-133, as revised, the recipient shall submit the required written notification pursuant to Section .320 (e)(2) and a copy of the recipient's audited schedule of expenditures of Federal awards directlv to each of the following: Florida Department of Transpottation 1000 Northwest III Avenue Miami, Florida 33172 In addition, pursuant to Section .320 (t), OMB Circular A-133, as revised, the recipient shall submit a copy of the reporting package desctibed in Section .320 (c), OMB CircuJar A-133, as revised, and any management letters issued by the auditor, to the Department at each of the following addresses: Florida Department of Transpottation 1000 Northwest III Avenue Miami, Florida 33172 3. Copies of financial reporting packages required by PART IT of this agreement shall be submitted by or on behalf of the recipient directlv to each of the following: A. The Department at each of the following addresses: Florida Department of Transpottation 1000 Northwest III Avenue Miami, Florida 33172 B. The Auditor General's Office at the following address: Page 12 of 13 Joint Participation Agreement between the Florida Department of Transportation and Monroe County, FinancjalProject Number 414545-1-58-01 Auditor General's Office Room 401, Pepper Buildiug III West Madison Street Tallahassee, Florida 32399-1450 4. Copies of reports or the management letter required by PART III of this agreement shall be submitted by or on behalf of the recipient directlv to: A. The Department at each of the following addresses: Florida Department of Transportation 1000 Northwest III Avenue Miami, Florida 33172 5. Any reports, management letter, or other information required to be submitted to the Department pursuant to this agreement shall be submitted timely in accordance with OMB Circular A-133, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable. 6. Recipients, when submitting financial reporting packages to the Department for audits done in accordance with OMB Circular A-133 or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date that the reporting package was delivered to the recipient in correspondence accompanying the reporting package. PART V: RECORD RETENTION I. The recipient shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of at least five years from the date the audit report is issued, and sball allow the Department, or its designee, the state CFO or Auditor General access to such records upon request. The recipient shall ensure that the independent audit workjng papers are made available to the Department, or its designee, the state CFO, or Auditor General upon request for a period of at least five years from the date the audit report is issued, unless extended in writing by the Department. Page 13 of 13 Joint Participation Agreement between the Florida Department afTransportation and Monroe County, Financial Project Number 414545~1.58-OJ