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07/18/2007 Agreement DANNY L. KOLHAGE CLERK OF THE CIRCUIT COURT DATE: September 6, 2007 TO: Dent Pierce, Director Public Works Division ATTN: Beth Leto, Assistant Director Public Works Division FROM: Pamela G, Han~ Deputy Clerk V At the July 18, 2007, Board of County Commissioner's meeting the Board granted approval to award bid and authorized execution of an Agreement between Monroe County and Weathertrol Maintenance Corp, for central air conditioning maintenance and repair for County facilities in the lower keys. Enclosed is a duplicate original of each of the above-mentioned for your handling. Should you have any questions please do not hesitate to contact this office. . cc: COWIty Attorney Finance File.,.;' CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWEFt KEYS FACILITIES, MONROE COUNTY, FLORIDA COPY AGREEMENT FOR CENTRAL AIR CONDITIONING MAINTENANCE ANn REPAIR- LOWER KEYS FACILITIES, MONROE COUNTY, FLORInA ).'f/1 This Agreement is made and entered into this day of , 2007, between MONROE COUNTY, FLORInA ("COUNTY"), a pol" lea bdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and WEATHERTROL MAINTENANCE CORP. ("CONTRACTOR"), a Florida corporation, whose address is 7250 NE 4th Avenue, Miami, Florida 33130. WHEREAS, COUNTY desires to provide central air conditioning maintenance and repair services to COUNTY Lower Keys Facilities;: and WHEREAS, CONTRACTOR desires and is able to provide central air conditioning maintenance and repair services to COUNTY Lower Keys Facilities; and WHEREAS, it serves a legitimate public purpose for CONTRACTOR to provide central air conditioning maintenance and repair services to COUNTY Lower Keys Facilities, now therefore, IN CONSlnERA TlON of the mutual promises and covenants contained herein, it is agreed as follows: 1. THE AGREEMENT The Agreement consists of this document and its exhibits only. 2. SCOPE OF THE WORK B. Routine repairs and maintenance of all county maintained central air conditioning units in the Lower Keys area. Emergency repairs of all county maintained central air conditioning units in the Lower Keys area. The CONTRACTOR shall be available 24 hours per day, 365 days per year. The CONTRACTOR shall be at the site of an air conditioning malfunction within three (3) hours of verbal or written notification by the COUNTY. The CONTRACTOR shall provide an after hours contact person and phone number. The COUNTY, upon award of the contract, shall provide a contact person and phone number for building and equipment access. A. c. The CONTRACTOR shall have access to a supply of all parts and controls normally necessary for the emergency repairs of all county maintained Agreement May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA central air conditioning units so that such emergency repairs will be completed within 48 hours of notification by the COlJNTY. D. The COUNTY shall reimburse the CONTRACTOR for the Manufacturer's invoice cost of all parts and materials, plus percentage indicated in section 4 of the bid form, that are used in the repair of all county maintained central air conditioning units. Manufacturer's invoice must accompany all requests for payment for any part which exceeds $500.00, and may be requested for any part regardless of the cost at the discretion of the Senior Director of Public Facilities Maintenance, or his designee. All parts and materials shall be of equal or greater quality as compared to existing parts and materials in use. On all orders that require shipping or transportation of parts or materials whether the part is under warranty or not, freight invoices exceeding $500 must accompany requests for payment. Freight invoices may be requested for any freight charge, regardless of the cost, at the discretion of the Senior Director, Public Facilities Maintenance, or his designee. E. In the event of a major component failure or system breakdown, the COUNTY, when deemed as an emergency situation, shall have the option to request from the CONTRACTOR a proposal/quote for replacement equipment in an amount that could exceed Five Thousand Dollars ($5,000). Any proposal over $5,000 must be approved and signed by the Division Director and/or the County Administrator. F. The facilities are located throughout the Lower Keys area. Buildings to be serviced shall include, but shall not be limited to, the following: JUDGE JEFFERSON B. BROWNE COURTROOM COMPLEX Jackson Square Complex, 500 Whitehead Street, Key West MONROE COUNTY COURTHOUSE Ac~NEX Jackson Square Complex, 510 Whitehead Street, Key West (including 1986 Jail Addition) J. LANCELOT LESTER JUSTICE BUILDING INCLUDING CLERK'S RECORDS STORAGE FACILITY Jackson Square Complex, 530 Whitehead Street, Key West JUVENILE DETENTION 500 Whitehead Street, Key West KEY WEST LIBRARY (MAY fiLL RUSSELL LIBRARY) 700 Fleming Street, Key West Agreement 2 May 2007 CENTflAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWEI~ KEYS FACILITIES, MONROE COUNTY, FLORIDA GA TO BUILDING 1100 Simonton Street, Key West HARVEY GOVERNMENT CENTER 1200 Truman Avenue, Key West HARVEY CENTER NUTRITION SITE 1200 Truman Avenue, Key West TAX COLLECTORlDMV OFFICES 3439 South Roosevelt Boulevard, Key West MONROE COUNTY DETENTION FACILITY 5501 College Road, Key West SHERIFF'S ADMINISTRATION BUILDING 5525 College Road, Key West STOCK ISLAND FIRE STATION 2nd Street and McDonald Avenue, Stock Island BA YSHORE MA."'OR 5200 College Road, Key West BIG COP PITT FIRE STATION 28 Emerald Drive, Big Coppitt Key SHERIFF'S SUB-STATION US Highway I, Cudjoe Key FIRE STATION Key Deer Boulevard, Big Pine Key BIG PINE OPERATIONS SHOP Stiglitz Property South Street, Big Pine Key BIG PINE KEY LIBRARY (one-story CBS Building) Big Pine Key Shopping Center, Big Pine Key TAX COLLECTOR/SHERIFF'S OFFICE Big Pine Key Shopping Center, Big Pine Key HOUSE AT OLD MARINER'S RESORT Sands Road at Old Mariner's Resort, Big Pine Key 3 May 2007 Agreement CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 3. PAYMENTS TO CONTRACTOR A. COUNTY'S performance and obligation to pay under this agreement, is contingent upon annual appropriation by the Board of County Commissioners. B. COUNTY shall pay in accordance with the Florida Local Government Prompt Payment Act; payment will be made after delivery and inspection by COUNTY and upon submission of invoice by CONTRACTOR. C. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the Clerk, on a monthly schedule in arrears. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. D. The actual cost of parts and materials purchased from the manufacturer plus 20% to fulfill the obligations of the Contract. A manufacturer's invoice must accompany all requests for payment for any part which exceeds $500.00, and may be requested at the discretion of the Senior Director, Public Facilities Maintenance, or his designee, for any part, regardless of the cost. Freight invoices over $500.00 must accompany all orders that require shipping or transportation of parts whether the part is under warranty or not, and may be requested at the discretion of the Senior Director, Public Facilities Maintenance, or his designee, for any freight charge, regardless of the cost associated (see 2.E.). E. The cost of labor used by the contractor to fulfill the obligation of the Contract. The labor costs will be calculated using the unit prices set forth in the Contractor's bid as follows: Labor- Normal working hours of 8:00 a.m. to 5:00 p.m. Monday through Friday, excluding holidays: $ 89.50 $ 169.50 per hour, mechanic per hour, mechanic plus helper Overtime rate for hours other than the normal working hours as stated above, including holidays: $ 134.25 per hour, mechanic $ 354.25 per hour, mechanic plus helper Such costs must be documented for each repair and/or maintenance job and included with all Applications for Payment. 4 May 2007 Agreement CENmAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWEI', KEYS FACILITIES, MONROE COUNTY, FLORIDA F. Freon for recharging systems: R-22 R-12 R-II 134A 408 A 404 A 123 $8.00 $60.00 $70.00 $18.00 $35.00 $25.00 $22.20 per pound per pound per pound per pound per pound per pound per pound Materials: Supplies and Replacement Parts: Manufacturer's Invoice plus 20%. Freon evacuation and disposal shall be a part of the Contractor's rate, and shall not be billed as an additional item. The Contractor shall submit with all invoices the Application for Payment form attached. G. Total Compensation to CONTRACTOR under this Agreement shall not exceed TWENTY-FIVE THOUSAND AND NOll 00 DOLLARS ($25,000.00) unless pre-approved emergency work requiring additional funds is implemented. H. Expenses for travel, lodging, per diem and other authorized expenses shall be paid pursuant to Florida Statute 112.061 and Monroe County Ordinance. 4. TERM OF AGREEMENT This Agreement shall commence on July 30, 2007, and ends upon July 29, 2008, unless terminated earlier under paragraph 18 of this Agreement. The COUNTY shall have the option to renew this Agreement for up to an additional two (2) one year periods at terms and conditions mutually agreeable to the parties, exercisable upon written notice given at least 30 days prior to the end of the initial term. Unless the context clearly indicates otherwise, references to the ,.term" of this Agreement shall mean the initial term of two (2) years. The Contract amount shall be adjusted annually in accordance with the percentage change in the U.S. Department of Commerce Consumer Price Index (CPI-U) for all Urban Consumers as reported by the U.S. Bureau of Labor Statistics and shall be based upon the CPI-U computation at December 31 of the previous year. Agreement 5 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES. MONROE COUNTY. FLORIDA 5. ACCEPT Al'lCE OF CONDITIONS BY CONTRACTOR CONTRACTOR has, and shall maintain throughout the term of this Agreement, appropriate licenses. Proof of such licenses shall be submitted to the COUNTY upon execution of this Agreement. 6. FINANCIAL RECORDS OF CONTRACTOR 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. 7. PUBLIC ACCESS The COUNTY and CONTRACTOR shall allow and permit 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. 8. HOLD HARMLESS AND INSURANCE CONTRACTOR covenants and agrees to indemnifY and hold harmless Monroe County Board of County Commissioners 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 CONTRACTOR occasioned by the negligence, errors, or other wrongful act of omission of CONTRACTOR, its employees, or agents. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. Failure of CONTRACTOR to comply with the requirements of this section shall be cause for immediate termination of this agreement. Prior to execution of this agreement, CONTRACTOR shall furnish the COUNTY Certificates of Insurance indicating the minimum coverage limitations in the following amounts: Agreement 6 May 2007 CENTR.AL AIR CONDITIONING MAINTENANCE AND REPAIR LOWEF~ KEYS FACILITIES, MONROE COUNTY, FLORIDA WORKERS COMPENSATION AND EMPLOYER'S L1ABIL TlY INSURANCE. Where applicable, coverage to apply for all employees at a minimum statutory limits as required by Florida Law, COMPREHENSIVE AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle liability insurance, including applicable no-fault coverage, with limits of liability of nOI: less than $100,000,00 per occurrence, combined single limit for Bodily Injury Liability and Property Damage Liability, Coverage shall include all owned vehicles, all non-owned vehicles, and all hired vehicles. COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with limits of liability of not less than $300,000 00 per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than $100,000 Bodily Injury by Accident, $500,000 Bodily Injury by Disease, policy limits, $100,000 Bodily Injury by Disease, each employee All coverages shall be provided. CERTIFICATES OF INSURANCE. Original Certificates of Insurance shall be provided to the COUNTY at the time of execution of this Agreement and certified copies provided if requested. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days' written notice shall be provided to the COUNTY before any policy or coverage is canceled or restricted. The underwriter of such insurance shall be qualified to do business in the State of Florida, If requested by the County Administrator, the insurance coverage shall be primary insurance with respect to the CO UNTY, its officials, employees, agents and volunteers. 9. NON-WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 286.28, Florida Statutes, the partIcipation of COUNTY and 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 Agreement entered into by the COUNTY be required to contain any provision for waiver. 10. INDEPENDENT CONTRACTOR At all times and for all purposes under this agreement CONTRACTOR is an independent and not an employee of the Board of COUNTY Commissioners of Monroe COIJNTY, No statement contained in this agreement shall be construed so as to find CONTRACTOR or any of his employees, subs, servants, or agents to be employees of the Board of COUNTY Commissioners of Monroe COUNTY. Agreement 7 May 2007 CENTFiAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 11. NONDISCRIMINATION 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 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 Servi,~e 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 patient records; 8) Title VIlI 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) Any other nondiscrimination provisions in any Federal or state statutes which may apply to COUNTY and CONTRACTOR to, or the subject matter of, this Agreement. 12. ASSIGNMENT/SUBCONTRACT CONTRACTOR shall not assign or subcontract its obligations under this agreement to others, except in writing and with the prior written approval of the Board of County Commissioners of 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 sub 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 additional obligation upon the board. 13. COMPLIANCE WITH LAW AND LICENSE REQUlREMMENTS In providing all services/goods pursuant to this agreement, CONTRACTOR shall abide by all laws of the Federal and State government, ordinances, rules and regulations pertaining to, or regulating the provisions of, such services, including those now in effect and hereinafter adopted. Compliance with all laws includes, but is not limited to, the immigration laws of the Federal and State government. Any violation of said statutes, 8 May 2007 Agreernent CENTHAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWEI, KEYS FACILITIES, MONROE COUNTY, FLORIDA ordinances, rules and regulations shall constitute a material breach of this agreement and shall entitle the Board to terminate this Agreement CONTRACTOR shall possess proper licenses to perform work in accordance with these specifications throughout the term "fthis Agreement 14, DISCLOSURE AND CONFLICT OF INTEREST CONTRACTOR represents that it, its directors, principles and employees, presently have no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required by this contract, as provided in Sect 112,311, et seq., Florida Statutes. 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 acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. Upon execution of this contract, and thereafter as changes may require, the CONTRACTOR shall notifY the COUNTY of any financial interest it may have in any and a,lI programs in Monroe County which the CONTRACTOR sponsors, endorses, recommends, supervises, or requires for counseling, assistance, evaluation, or treatment. This provision shall apply whether or not such program is required by statute, as a condition of probation, or is provided on a voluntary basis, COlJl\lTY 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. 15. NO PLEDGE OF CREDIT CONTRACTOR shall not pledge the COUNTY'S credit or make it a guarantor of payment or surety for any contract, debt. obligation, judgment, lien, or any form of indebtedness. CONTRACTOR further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this contract. Agreement 9 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 16. NOTICE REOUlREMENT Any notice required or permitted under this agreement shall be in writing and hand deliv'~red or mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the following: FOR COUNTY: Monroe County Public Facilities Maintenance 3583 South Roosevelt Boulevard Key West, Fl. 33040 FOR CONTRACTOR: Weathertrol Maintenance Attention: Au ClPIO 7250 NE 4th Avenue Miami, Florida 33138 17. TAXES COUNTY is exempt from payment of Florida State Sales and Use taxes. CONTRACTOR shall not be exempted by virtue of the COUNTY'S exemption from paying sales tax to its suppliers for materials used to fulfill its obligations under this contract, nor is CONTRACTOR authorized to use the COUNTY'S Tax Exemption Number in securing such materials. CONTRACTOR shall be responsible for any and all taxes, or payments of withholding, related to services rendered under this agreement. 18. TERJ,\1INATION A, The COUNTY may terminate this Agreement with or without cause prior to the beginning of the manufacture of the furnishings. B, The COUNTY or CONTRACTOR may terminate this Agreement for cause with seven (7) days notice to CONTRACTOR. Cause shall constitute a breach of the obligations of either party to perform the obligations enumerated under this Agreement. C. Either of the parties hereto may cancel this agreement without cause by giving the other party sixty (60) days written notice of its intention to do so. 19. 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 Agreements made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforc:ement 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. Agreemlmt 10 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 20. MEDIATION The COUNTY and CONTRACTOR agree that, in the event of conflicting interpretations of the tenns or a tenn 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. 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. 21. SEVERABILITY If any tenn, 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 tenns, 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 pennitted by law unless the enforcement of the remaining tenns, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and CONTRACTOR agree to refonn 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. ATTORNEY'S FEES AND COSTS 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 of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees and attomey's fees, in appellate proceedings. Each party agre(:s to pay its own court costs, investigative, and out-of-pocket expenses whether it is the prevailing party or not, through all levels of the court system. 23. ADJUDICATION OF DISPUTES OR DISAGREEMENTS COL NTY and CONTRACTOR agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of COLNTY and CONTRACTOR. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of COUNTY and CONTRACTOR, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. 24. COOPERATION [n the event any administrative or legal proceeding is instituted against either party relating to the fonnation, execution, perfonnance, or breach of this Agreement, COUNTY and CONTRACTOR agree to participate, to the extent required by the other Agreement 11 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 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. COU~TY and CONTRACTOR specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 25. BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of COUNTY and CONTRACTOR and their respective legal representatives, successors, and assigns. 26. 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. 27. CLAIMS FOR FEDERAL OR STATE AID CONTRACTOR and COlJNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 28. 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 Agrel~ment 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. 29. LEGAL OBLIGATIONS AND RESPONSIBILITIES 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 permitted by the Florida constitution, state statute, and case law. Agreement 12 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA 30. NON-RELIANCE BY NON-PARTIES No person or entity shall be entitled to rely upon the terms, 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, officer, or employee of either shall have the authority to inform, 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. 31. ATTESTATIONS COl\~TRACTOR agrees to execute such documents as the COUNTY may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. 32. 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. 33. 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 instmment and any of COUNTY and CONTRACTOR hereto may execute this Agreement by singing any such counterpart. 34. 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. Agreement 13 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA eN WITNESS WHEREOF, COUNTY and CONTRACTOR 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. <.,Bkl' '" 'N:.-. "'~;'~h ,. '" ler~Ul 1 8 Z007 BOARD OF COUNTY COMMISSIONERS OFMONROEC~UNT~:IDA ~ By: ~lk ' Mayor Mario Dj.Gerwaj;.o Date: JUl .1 II Z007 , ,Ob- ~7 0 t, ure of on authorized to Coryoratiol) ? I-Lcr ,i t;P '7 /.{( (JL-o t3C9~\J)4 Print Name Address: 7?,jL:> tJE 4Avt' H(.4t).(. n. 33f3Pl Telephone Number .BtJr 10.$ f(!)tP (I j. 2-~ I c:sses forcoNT~ Sign'~ Sigrul ure 06 Date Lf) <C c:. 0 \.!.! -' c'~-:: C:I c:' 8 ~:~,.:~ (--. t.' I :Ie ~'-'C):--_,. e::: '"'" ...........- MONROE COUNTY AHO .'':':'-::) fY. U) . C.) CJ PROVED AS 0 F 0 I _'!,.;Ce) '-'- ... -~-:w CJ a.. ]~~~ L.LJ N TILEENE W CASSEL uJ en ::! <( z ASSISTANT COUNTY ATTORNEY ,.... C> <=> c. Date !Ii JD/v 7 Y.- <=> :::E .... Agreement 14 May 2007 CENTRAL AIR CONDITIONING MAINTENANCE AND REPAIR LOWER KEYS FACILITIES, MONROE COUNTY, FLORIDA APPLICATION FOR PAYMENT DETAILS DATE: ARRIVAL TIME: DEPARTURE TIME: LOCA TION: PARTS AND MATERIALS COSTS * ITEM DESCRIPTION UNIT PRICE QUANTITY SUB-TOTAL 2 3 4 5 PARTS & MATERIALS SUB-TOTAL % INCREASE PARTS & MATERIALS TOTAL LBS OF @ FREON COSTS PER POL1'.'D FREON TOTAL LABOR AND EQUIPMENT COSTS HOURS @ LABOR & EQUIPMENT TOTAL TOTAL DESCRIPTION OF WORK Date Authorized Signature I Title *' Contractor must provide a copy of the Manufacturer's [nvoice for parts over $500.00, and may be requir€:d to provide Manufacturer's [nvoice for all parts provided. Contractor must provide copy of freight invoice for transportation/shipping costs over $500.00, and may be required to provide an invoice for any freight charge, regardless of the cost. Agreement 15 May 2007 I'") 0- co .... 0 r-- 0 0- N 0 0 , I 0 0 I'") .... ~ 0 l- I'") "- UJ Vl o o o o I- Ul 0 ~ Z ~a:<t o ' :::....... (JiJ) oOZ~" >-ZZZ . <r "? U.l :~>~:;:::? fV::~a::~ <I:_:::>~<:::::; ~g~:s~ ;;'<'Q::4 ~~: ~~;: ~3 ~ .:~(f1.W__7Z iiw=>o ..):-~~N '^ I'") LA I'") 0 LA ~ ~ 0- 0 "'N 0 Q O~ - ,..., I-~ N-. U I '" CO UJ- '" 0 -I.... .... 0 -10 .... <-> 01'") '" E ul'") 0 u 0 X-I 0 <u. .... Vl I- - '" "- I- 0 UJ 0 '" Vl '" 0 I- 0 NUJ 0 '" U <-> CO UJ3 0 2 < I'") => 0 0 '" UJ - a>- 0 E I- <-> I'") ~UJ 2 UJ 2 I'") "'''' 0 0 0 < 2 0 u '" 2 UJ , '" CO 2 UJ ~o- I'") 0 -I 0 l- N 0 0 < E 2 .- 0 N u ~ 0- 0 I ~ u. < 0 r-- 2 UJO :E UJ UJX 0 0 < 0 Vl> VlO 0 0 ~ "'>- -10< ~lD N u 21- 0-1 2 0 UJ 02 "''''.... <0 0 E E=> 1-< -I 0"- 0 0 O:::UUJLL 0 0 >-u UJ 2 0 .... I- ~< ~ 0 ~ u I I--....,O~ 0 0 I <0:::1.1'\< 0 I'") 00 WON~ 0 :EO 3a:l1"""':E: 0 '3 ~: .- ::,; ~-: ::~j-I "0: '.~: c r A RD,M CERTIFICATE OF LIABILITY INSURANCE 7/13/2007Y' PRODUCER (305)714-4400 FAX: (305)714-4401 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION HBA INSURANCE GROUP INC. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 2500 NW 79th Avenue ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Suite# 101 Miami FL 33122 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURERA:HartfOrd Insurance Group 38261 Weathertrol Maintenance Corp. INsuRERB:BridgeField Employers Ins 10701 7250 N.E. 4th Avenue INSURERC: • INSURER D: Miami FL 33138 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILT R INSRDADD'L TYPE OF INSURANCE POLICY NUMBER POLICY (MM/DDIYY) POLICY (MMIDDIYY)N LIMITS LTR INSRD , GENERAL LIABILITY EACH OCCURRENCE . $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED 300 000 PREMISES(Ea occurrence) $ A X CLAIMS MADE X OCCUR 21UUNLK1085 11/1/2006 11/1/2007 MED EXP(Any one person) $ 10,000 X Contractual Liab PERSONAL&ADV INJURY $ 1,000,000 Included GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 7 POLICY I C l JECOT fl LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT .X ANY AUTO (Ea accident) $ 1,000,000 A ALL OWNED AUTOS 21UENTS9793 11/1/2006 11/1/2007 BODILY INJURY SCHEDULED AUTOS (Per person) $ X HIRED AUTOS r-.� BODILY INJURY X NON-OWNED AUTOS : _ u', / l 1('uCi':i= 1d (Per accident) $ —': i;(_ r't�I,ti, i , Comp Ded $1,000 _ y 1 1 PROPERTY DAMAGE $ X Coll Ded $1,0 00j` — — � (Per accident) GARAGE LIABILITY ,. $ ❑/ii t AUTO ONLY-EA ACCIDENT ANY AUTO —Y -C --- AUTO ONLY:OTHER THAN EA ACC $ lf�I)•. l G, ill -- AGG $ ' EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ 4,000,000 • X OCCUR CLAIMS MADE AGGREGATE $ 4,000,000 .r $ A DEDUCTIBLE 21XHUIN8629 11/1/2006 11/1/2007 $ -X RETENTION $10,000 FOLLOWING FORM $ B WORKERS COMPENSATION AND TOCMNS X O - EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? 83031010 12/31/2006 12/31/2007 1,000,600 E.L.DISEASE-EA EMPLOYEE$ • If yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000. A OTHER Installation 21UUNLK1085 11/1/2006 11/1/2007 Limit $100,000 Floater Ded $1,000 DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS CERTIFICATE HOLDER IS ALSO NAMED AS ADDITIONAL INSURED IN REGARDS TO THE GENERAL LIABILITY COVERAGE AND AUTO LIABILITY. EXCEPT 10 DAYS NOTICE OF CANCELLATION DUE TO NON-PAYMENT OF PREMIUM. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE MONROE COUNTY BOARD OF COUNTY COMMMISSION EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 50 WHITEHEAD ST. 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT KEY WEST, FL 33040 FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE H INSURANCE GROUP/CIH ' ACORD 25(2001/08) ©ACORD CORPORATION 1988 INS025 miner ne. Peon 1 of 2 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. • • ACORD 25(2001108) Page 2 of 2 INS025(0108).08a