FY2007 09/19/2007
Cleltl DIllie
Cil'Clil coon
Danny L. Kolhage
Office (305) 295-3130 Fax (305) 295-3663
Memorandum
To:
Kathy Peters,
County Attorney's Office
From:
Isabel C. DeSantis,. .d j
Deputy Clerk .J.ft"
Date:
Thursday, October 11,2007
At the BOCC meeting on September 19, 2007, the Board approved the following:
Interlocal Agreement (ILA) between Monroe County and the School Board of
Monroe County to cooperate in support of "Its Just 4 Kids, Inc.", a Florida non-profit
corporation, for Fiscal Year 2006-2007.
Attached hereto are four (4) duplicate originals of the subject document for your
handling. Should you have any questions, please do not hesitate to contact this office.
cc: Finance
/ File
INTERLOCALAGREEMENT
BETWEEN
THE SCHOOL BOARD OF MONROE COUNTY
AND THE
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
19'13
~ ~ This Agreement (Agreement) is made and entered into this day of
. .e, A- by MONROE COUNTY (COUNTY), a political subdivision of the State of Florida,
wh 5gI aaaress is 1100 Simonton Street, Key West, FL 33040, and the SCHOOL BOARD OF
MONROE COUNTY (SCHOOL BOARD), as the contracting agent for the School District of Monroe
County, a public agency of the State of Florida, whose address is 241 Trumbo Road, Key West,
FL 33040.
WITNESSETH:
WHEREAS, COUNTY is authorized by Section 125.01(1)(f),F.S. to provide
recreational and cultural programs; and
WHEREAS, SCHOOL BOARD is authorized by Section 1013.10, F.S. to permit the
use of school grounds for community use centers; and
WHEREAS, the parties are authorized by Section 163.01(4), Florida Statutes, to
enter into an interlocal agreement to carry out their independent powers; and
WHEREAS, SCHOOL BOARD has provided space, communications equipment and
utilities at a local school for the administration of a student-services program entitled "Just 4
Kids"; and
WHEREAS, SCHOOL BOARD is to contract with Its Just 4 Kids, Inc. ("J4K-INC." ) for
the provision of services utilizing the "Just 4 Kids" program; and
WHEREAS, the parties desire to provide for the enhancement of the Just 4 Kids
program;
NOW THEREFORE, IN CONSIDERATION OF the mutual promises and conditions
contained herein, the parties agree as follows:
1.
follows:
SCOPE. The Parties shall cooperate in support of "Just 4 Kids" ("J4K-INC.") as
A. COUNTY RESPONSIBILITY:
COUNTY shall provide SCHOOL BOARD up to a maximum of Sixty-five Thousand
Dollars ($65,000.00) in funding for fiscal year 2006-7 according to the terms of payment in
Paragraph 3.
B. SCHOOL BOARD RESPONSIBILITY:
This Agreement is contingent upon an agreement being executed between SCHOOL
BOARD and J4K-INC., and providing a copy of the executed agreement to COUNTY. SCHOOL
BOARD shall enter into an agreement with J4K-INC. to provide space and support for the J4K
program and its related activities. These include but are not limited to: Keeping Our Kids Fit
outreach service, J4K art classes, Art Against Graffiti, J4K 1st Response Hurricane Relief, PROM
clothing assistance, storage of equipment and supplies, and a small office for the PROGRAM
Director. That agreement shall provide for specific requirements as detailed below including
receiving and processing invoices, verifying the provision of services, and sending invoices with
service verification to the COUNTY for payment.
(1) AGREEMENT PROVISIONS: The agreement between SCHOOL BOARD and J4K-
INC. shall, at a minimum, provide:
(a) J4K-INC. must furnish to the SCHOOL BOARD: evidence of the organization's
non-profit corporate status; a list of the organization's Board of Directors or governing body; an
annual audited financial report; a copy the organization's mission; a copy of the organization's
Corporate Policies and Procedures Manual, if one exists, and if one does not exist, one must be
developed within sixty (60) days of complete execution of the agreement, such Manual including
hiring policies for all staff, drug and alcohol free workplace provisions, and equal employment
opportunity provisions. Additionally, any employer or sub-contractor of the J4K-INC. shall
provide to SCHOOL BOARD and COUNTY semi-annual performance reports, which should
include performance measurements which will demonstrate the level of accomplishment of goals
for which funding has been provided; other reasonable reports and information related to
compliance with applicable laws, contract provisions and the scope of services.
(b) J4K-INC. shall maintain and keep for a period of four (4) years, appropriate
records to insure a proper accounting of all funds and expenditures, and shall provide a clear
financial audit trail to allow for full accountability of funds received from its Board or governing
body. Access to these records shall be prOVided during weekdays, 8 a.m. to 5 p.m., upon
request of the SCHOOL BOARD, the COUNTY, the State of Florida, or their authorized agents and
representatives.
(c) J4K-INC. shall be responsible for repayment of any and all audit exceptions
which are identified by the Auditor General of the State of Florida, the SCHOOL BOARD, the
Clerk of Court for Monroe COUNTY, an independent auditor, or their agents and representatives.
In the event of an audit exception, the current fiscal year contract amount or subsequent fiscal
year contract amounts shall be offset by the amount of the audit exception. In the event this
agreement is not renewed or continued in subsequent years through new or amended contracts,
J4K-INC. shall be billed by the SCHOOL BOARD for the amount of the audit exception and the
J4K-INC. shall promptly repay any audit exception.
(d) J4K-INC. covenants and agrees to indemnify and hold harmless SCHOOL
BOARD and COUNTY 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 J4K-INC., including their employees, agents, volunteers, or
assigns and for those occasioned by the negligence, errors, or other wrongful act or omission of
J4K- INC. employees, agents, or volunteers.
(e) At all times and for all purposes hereunder, J4K-INC. is an independent
contractor and not an employee of the SCHOOL BOARD or COUNTY. No statement contained in
this agreement shall be construed so as to find J4K-INC. or any of its employees, contractors,
servants or agents to be employees of the SCHOOL BOARD or COUNTY.
(f) In providing all services pursuant to this agreement, J4K-INC. shall abide by all
statutes, ordinances, rules and regulations pertaining to or regulating the provision 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 COUNTY to terminate its contract with SCHOOL BOARD immediately upon delivery of
written notice of termination to J4K-INC..
(g) J4K-INC. agrees that it will not discriminate against any employees or
applicants for employment or against persons for any other benefit or service under this
agreement because of their race, color, religion, sex, national origin, gender preference, or
physical or mental handicap where the handicap does not affect the ability of an individual to
perform in a position of employment, and to abide by all federal and state laws regarding non-
discrimination.
(h) J4K-INC. warrants that no person has been employed or retained to solicit or
secure this agreement upon an agreement or understanding for a commission, percentage,
brokerage or contingent fee, and that no employee or officer of the SCHOOL BOARD has any
interest, financially or otherwise, in J4K-INC.. For breach or violation of this warranty, the
SCHOOL BOARD shall have the right to annul this agreement without liability or, in its discretion,
to deduct from the agreement price or consideration, the full amount of such commission,
percentage, brokerage or contingent fee. J4K-INC. acknowledges that it is aware that funding
for this agreement is available through the COUNTY and that violation of this paragraph may
result in the COUNTY withdrawing funding for the Just 4 Kids program and its related services.
(i) J4K-INC. acknowledges that this agreement is funded at least in part by the
COUNTY and agrees to indemnify and hold harmless the COUNTY and any of its officers and
employees from and against any and all claims, liabilities, litigation, causes of action, damages,
costs, expenses (including but not limited to fees and expenses arising from any factual
investigation, discovery or preparation for litigation), and the payment of any and all of the
foregoing or any demands, settlements or judgments (collectively claims) arising directly or
indirectly from any negligence or criminal conduct on the part of J4K-INC. in the performance of
the terms of this agreement. J4K-INC. shall immediately give notice to the COUNTY of any suit,
claim or action made against J4K-INC. that is related to the activity under this agreement, and
will cooperate with the COUNTY in the investigation arising as a result of any suit, action or claim
related this agreement.
(j) J4K-INC. confirms that there is a liability insurance policy, be it provided by
J4K-INC. or the SCHOOL BOARD, which will insure against any suits, claims or actions brought
by any person or persons and from all costs and expenses of litigation brought against J4k-INC.
for such injuries to persons or damage to property occurring during the agreement or thereafter
that results from performance by J4k-INC. of the obligations set forth in this agreement. At all
times during the term of this agreement and for one year after acceptance of the project,
evidence of this insurance shall be maintained on file with the SCHOOL BOARD showing that the
aforesaid coverage is in effect. The following coverage shall specifically be provided:
and
1. Non-Profit Directors and Officers Liability in the amount of $1,000,000.00;
2. Employment Practices Liability in the amount of $1,000,000.00.
The policy shall provide no less than thirty (30) days notice of cancellation, non-
renewal or reduction of coverage.
(k) J4K-INC. shall keep such records for a period of at least four (4) years as are
necessary to document the performance of the agreement and expenses as incurred, and give
access to these records at the request of the SCHOOL BOARD, the COUNTY, the State of Florida
or authorized agents and representatives of said government bodies.
2. TERM.
A. Subject to and upon the terms and conditions set forth herein, this Agreement shall
be effective retroactively to October 1, 2006, and end on September 30, 2007.
B. The parties may extend this agreement after the expiration of the term described
herein according to such terms and conditions as may be agreed to at the time of extension.
3. PAYMENT. No payment shall be made until the agreement referenced in
Paragraph 1. B. has been executed and provided to COUNTY. Payment will be made periodically,
but no more frequently than monthly, as hereinafter set forth. Reimbursement requests will be
submitted to the Board via the Clerk's Finance Office. The COUNTY shall only reimburse, subject
to the funded amounts, those reimbursable expenses which are reviewed and approved as
complying with this Agreement. Evidence of payment by the SCHOOL BOARD shall be in the
form of a letter, summarizing the expenses, with supporting documentation attached. The
letter should contain a certification statement. An example of a reimbursement request cover
letter is included as Attachment A. The SCHOOL BOARD'S final invoice must be received within
sixty days after the termination date of this contract shown in Article 2 above.
After the Clerk of the Board of County Commissioners examines and approves the
request for reimbursement, the COUNTY shall reimburse the SCHOOL BOARD. However, the
total of said reimbursement expense payments in the aggregate sum shall not exceed the total
amount shown in Article 1, above, during the term of this agreement, and shall not exceed the
sum of Five Thousand Four Hundred Sixteen and 66/00 Dollars ($5416.66) per month.
4. AVAILABILITY OF FUNDS. If funds cannot be obtained or cannot be
continued at a level sufficient to allow for continued reimbursement of expenditures for services
specified herein, this agreement may be terminated immediately at the option of the COUNTY by
written notice of termination delivered to the SCHOOL BOARD. The COUNTY shall not be
obligated to pay for any services or goods provided by the SCHOOL BOARD after the SCHOOL
BOARD has received written notice of termination, unless otherwise required by law.
S. CLAIMS FOR FEDERAL OR STATE AID. SCHOOL BOARD and COUNTY
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.
6. 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.
RECORD KEEPING
7. RECORDS SCHOOL BOARD 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 SCHOOL BOARD pursuant to this Agreement were spent for
purposes not authorized by this Agreement, the SCHOOL BOARD shall repay the monies
together with interest calculated pursuant to Sec. 55.03, FS, running from the date the monies
were paid to SCHOOL BOARD.
8. PUBLIC ACCESS. The COUNTY and SCHOOL BOARD 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 SCHOOL BOARD in conjunction with this Agreement; and
the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this
provision by SCHOOL BOARD.
OTHER RESPONSIBILITIES
9. ATTESTATIONS. SCHOOL BOARD 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.
10. SCOPE OF SERVICES. The SCHOOL BOARD, for the consideration named,
covenants and agrees with the COUNTY to substantially and satisfactorily perform and carry out
the duties of the Board in providing services that include but are not limited to the following:
Supplies and personnel expenses for the J4K Keeping Our Kids Fit outreach service, J4K art
classes, J4K Art Against Graffiti, J4K 1st Response Hurricane Relief, and J4K clothing assistance
These services are provided to children in need who are of school age and younger and are living
in Monroe County, Florida. J4K services are usually provided in the child's environment, e.g., in
the home, classroom, or other public meeting place.
11. ATTORNEY'S FEES AND COSTS. The COUNTY and SCHOOL BOARD 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, 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.
12. BINDING EFFECT. The terms, covenants, conditions, and provisions of this
Agreement shall bind and inure to the benefit of the County and SCHOOL BOARD and their
respective legal representatives, successors, and assigns.
13. 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 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.
14. NO SOLICITATION/PAYMENT. The COUNTY and SCHOOL BOARD 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 SCHOOL BOARD 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. INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder,
the SCHOOL BOARD is an independent contractor and not an employee of the COUNTY. No
statement contained in this agreement shall be construed so as to find the SCHOOL BOARD or
any of its employees, contractors, servants or agents to be employees of the COUNTY.
COMPLIANCE ISSUES
16. COMPLIANCE WITH LAW. In providing all services pursuant to this
agreement, the COUNTY and SCHOOL BOARD agree that each shall abide by all statutes,
ordinances, rules and regulations pertaining to or regulating the provision 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 COUNTY or SCHOOL BOARD to terminate this contract immediately upon delivery of
written notice of termination to the other.
17. PROFESSIONAL RESPONSIBILITY AND LICENSING. The SCHOOL BOARD
shall assure that all professionals have current and appropriate professional licenses and
professional liability insurance coverage. Funding by the COUNTY is contingent upon retention of
appropriate local, state and/or federal certification and/or licensure of the SCHOOL BOARD's
program and staff.
18. DISCRIMINATION. COUNTY and SCHOOL BOARD 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 SCHOOL BOARD 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: 1) Title VII 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)
Any other nondiscrimination provisions in any Federal or state statutes which may apply to the
parties to, or the subject matter of, this Agreement.
AMENDMENTS, CHANGES, AND DISPUTES
19. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the
services and/or reimbursement of services shall be accomplished by an amendment, which must
be approved in writing by the COUNTY and SCHOOL BOARD.
20. ADJUDICATION OF DISPUTES OR DISAGREEMENTS. COUNTY and
SCHOOL BOARD agree that all disputes and disagreements shall be attempted to be resolved by
meet and confer sessions between representatives of each of the parties. 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 the parties, then any party shall have the right to seek
such relief or remedy as may be provided by this Agreement or by Florida law.
21. 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 SCHOOL BOARD 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
SCHOOL BOARD specifically agree that no party to this Agreement shall be required to enter into
any arbitration proceedings related to this Agreement.
22. TERMINATION. This Agreement may be terminated by either party upon
forty-five (45) days written notice to the other party.
ASSURANCES
23. COVENANT OF NO INTEREST. COUNTY and SCHOOL BOARD 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.
24. NO ASSIGNMENT. The SCHOOL BOARD shall not assign this agreement
except in writing and with the prior written approval of the COUNTY, which approval shall be
subject to such conditions and provisions as the COUNTY may deem necessary. This agreement
shall be incorporated by reference into any assignment and any assignee shall comply with all of
the provisions herein. Unless expressly provided for therein, such approval shall in no manner
or event be deemed to impose any obligation upon the COUNTY in addition to the total agreed
upon reimbursement amount for the services of the SCHOOL BOARD.
25. NON-WAIVER OF IMMUNITY. Notwithstanding the provIsions of Sec.
768.28, Florida Statutes, the participation of the COUNTY and the SCHOOL BOARD 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.
INDEMNITY ISSUES
26. INDEMNIFICATION AND HOLD HARMLESS. To the extent allowed by law,
the SCHOOL BOARD covenants and agrees to indemnify and hold harmless Monroe County, it
officers, employees, servants and agents 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 SCHOOL BOARD occasioned by the
negligence, errors, or other wrongful act or omission of the SCHOOL BOARD's employees,
agents, or volunteers.
27. 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.
28. 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.
29. 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 permitted by the Florida constitution, state statute, and case law.
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 SCHOOL BOARD agree that neither the COUNTY nor the SCHOOL
BOARD 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. 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 signing any such counterpart.
32. NOTICE. Any notice required or permitted under this agreement shall be in
writing and hand-delivered or mailed, postage pre-paid, by certified mail, return receipt
requested, to the other party as follows:
For COUNTY:
David P. Owens, Grants Administrator and
Gato Building
1100 Simonton Street
Key West:, FL 33040
Monroe County Attorney
PO Box 1026
Key West, FL 33041
For SCHOOL BOARD and
Chairman
Monroe County School Board
241 Trumbo Road
Key West, FI 33040
Superintendent of Schools
241 Trumbo Road
Key West, FI 33040
33. CONSENT TO JURISDICTION. 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. This
Agreement is not subject to arbitration.
In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of this Agreement, the COUNTY and SCHOOL BOARD agree that
venue will lie in the appropriate court or before the appropriate administrative body in Monroe
County, Florida.
34. NON-WAIVER. Any waiver of any breach of covenants herein contained to be
kept and performed by the SCHOOL BOARD shall not be deemed or considered as a continuing
waiver and shall not operate to bar or prevent the COUNTY from declaring a forfeiture for any
succeeding breach, either of the same conditions or covenants or otherwise.
35. 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 term, 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 SCHOOL BOARD
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.
36. ENTIRE AGREEMENT. This agreement constitutes the entire agreement of
the parties hereto with respect to the subject matter hereof and supersedes any and all prior
agreements with respect to such subject matter between the SCHOOL BOARD and the COUNTY.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
executed as of the day and year first written above.
SEAL
DANNY KOLHAGE, CLERK
MONROE COUNTY BOARD OF
COUNTY COMMISSIONERS
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Deputy Clerk
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SUSAN RIMSLEY
ASS~TANT CO NTY ATTORNEY
Date -<,? -0 7
ATTACHMENT A
ORGANIZATION
LETTERHEAD
Monroe County Board of County Commissioners
Finance Department
500 Whitehead Street
Key West, FL 33040
Date
The following is a summary of the expenses for ( Orqanization name) for the time period
of to
Check # Payee Reason
101 Company A Rent
102 Company B Utilities
104 Employee A P/R ending 05/14/01
105 Employee B P/R ending OS/28/01
Amount
$ X,XXX.XX
XXX.XX
XXX.XX
XXX.XX
(A) Total
$ X.XXX.XX
(B) Total prior payments
$ X,XXX.XX
$ X,XXX.XX
$ X,XXX.XX
$ X.XXX.XX
(C) Total requested and paid (A + B)
(D) Total contract amount
Balance of contract (D-C)
I certify that the above checks have been submitted to the vendors as noted and that the
expenses are accurate and in agreement with the records of this organization. Furthermore,
these expenses are in compliance with this organizations_ contract with the Monroe County
Board of County Commissioners and will not be submitted for reimbursement to any other
funding source.
Executive Director
Attachments (supporting documentation)
by
Sworn to and subscribed before me this _ day of
who is personally known to me.
2007
Notary PLlblic
Notary Stamp
CONTRACl'FORM 3-MISC
(REV. 12/06)
DIE SCHOOL DISTRICT OF MONROE COUNTY
Contract for Goods & Services:
THIS AGREEMENT is made by and between THE SCHOOL BOARD OF MONROE
COUNTY, FLORIDA ("School Board" or "MCSB"), as the contracting agent for the School
District of Monroe County, Florida, and ITS JUST 4 KIDS, INC. ("J4K-Inc." or "Contractor").
WIT N E SSE T H:
WHEREAS, School Board is a public entity charged with the education of the children
and students of Monroe County, Florida;
WHEREAS, School Board is authorized by Section 1013.10 of the Florida Statutes to
permit the use of school grounds for community use centers;
WHEREAS, Its Just 4 Kids, Inc., is a duly formed non-profit corporation under the laws
of the State: of Florida and is in good standing with the State of Florida;
WHEREAS, Its Just 4 Kids, Inc., has the authority and power to administer the "Just 4
Kids" programs;
WHEREAS, School Board and Its Just 4 Kids, Inc" desire to enter into an agreement to
obtain the use of those funds available from Monroe County, Florida, in an effort to continue
those beneficial effects on the children and students of Monroe County, Florida; and
WHEREAS, Its Just 4 Kids, Inc., recognizes that its agreement with School Board is
founded upon the availability of funds from Monroe County, Florida.
In consideration of the mutual covenants and benefits hereinafter set forth, the parties herein
covenant and agree as follows:
1. PURPOSE
The purpose of this agreement is to detail the relationship between the parties so as to
improve the: educational welfare of the children and students of Monroe County, Florida, by .
School Board oversight and support of the Just 4 Kids program in cooperation with Its Just 4
Kids, Inc., and further, the continued provision of Just 4 Kids programs.
2. METHOD FOR ACCOMPLISHING PURPOSE
Page I of 14
"
The basic method for accomplishing the purpose of this agreement is:
A. Completing an agreement between the School Board and Its Just 4 Kids,
Inc.;
B. Appointing the Safe Schools Coordinator and the Finance Director ofthe
School District of Monroe County, Florida, as those persons providing oversight on behalf of the
School Board of the administration and financials provided by Monroe County, Florida, to the
School Board for the financial support of the Just 4 Kids program;
c. Working with Monroe County, Florida, to ensure the continued provision
of services under the Just 4 Kids program as administered by Its Just 4 Kids, Inc.
3. TERM
The term of this contract shall be retroactive such that the term covers services and
programs administered by J4K-Inc. from October 1,2006, to the expiration ofthis contract.
Subject to and upon the terms and conditions set forth herein, this contract shall expire on
October 31,2007. However, this contract may be extended at expiration on such terms and
conditions as may be agreed upon at the time of extension.
4. CONTRACTOR'S SERVICES
This contract is for the following services, which are listed below only because of their
being exempt from the competitive solicitation process, as outlined in F .S. 287.057. The
services hereunder are additionally exempt by virtue of F.A.C. 6A-I.0 12 relating to the provision
of educational services.
..x Artistic services
_ Academic program reviews
X Lectures by individuals
_ Auditing services
_ Legal services
_ Family placement services
Voter edw:::ation activities
Prevention Services
X Educational Services
_ Health services (involving examination/diagnosis/treatmentlpreventionlconsultation)
_ Medicaid services (valid for period not exceeding 90 days after delivery)
to eligible recipient by a provider who has not previously applied for and
received a provider number from the Agency for Health Care Administration
_ Services or commodities provided by governmental agency or agencies
_ Training and education services for injured employees
_ Continuing education programs offered to public (fees collected to pay the expenses)
_ Services provided by non~profit company to persons with mental/physical disabilities
_ Based on a state tenn contract (supporting documentation required)
Sp(lcifically, J4K-lnc. agrees to provide the following services:
Numerous educational and artistic programs to the children and students of Monroe County.
Florida. including but not limited to: Keeping Our Kids Fit outreach service. J4K art classes. Art
Against Graffiti. J4K I st Response Hurricane Relief. and PROM clothing assistance.
5. COMPENSATION
School Board shall pay J4K-Inc. in response to invoices presented to School Board by
Page 2 of 14
J4K-Inc. and out of those funds forwarded to School Board by Monroe County, Florida. In this
regard, J4K-Inc. recognizes that School Board cannot be held responsible for making payments
where suc:h funds are not provided by Monroe County, Florida to School Board. The parties
anticipate but are not guaranteed funding from Monroe County, Florida in the amount of Sixty-
Five Thollsand Dollars ($65,000.00), to be paid in monthly payments not to exceed the sum of
Five Thollsand Four Hundred Sixteen Dollars and Sixty-Six Cents ($5,416.66) per month. The
invoices presented by J4K-Inc. to the School Board will be in a format reflected in a form
invoice attached hereto as Exhibit "8"'.
6. CONTRACTOR DUTIES AND OBLIGATIONS
In addition to the other terms provided herein, J4K-Inc. agrees to the following:
A. J4K-Inc. must furnish to School Board, upon written request: evidence ofJ4K-
Inc.' s corporate status, be it non-profit or otherwise, to the extent needed to satisfy the School
Board of proof of such corporate status; a list of the Board of Directors or governing body; an
annual audited financial report; a copy the J4K-Inc.'s mission, if one exists; a copy J4K-
Inc. 's Corporate Policies and Procedures Manual, if one exists, and if one does not exist at
the time of complete execution of this Agreement, one must be developed within sixty (60)
days of any written request by School Board, such Manual including hiring policies for all
staff and ,equal employment opportunity provisions. Additionally, any employer or sub-
contractor of J4K-Inc. shall provide to School Board and Monroe County, Florida, semi-
annual performance reports, which should include performance measurements which will
demonstrate the level ofaccompJishment of goals for which funding has been provided; other
reasonabll: reports and information related to compliance with applicable laws, contract
provisions and the scope of services. A drug-free workplace statement is attached hereto as
Exhibit "C".
B. J4K-Inc. shall maintain and keep for a period of four (4) years, appropriate
records to insure a proper accounting of all funds and expenditures, and shall provide a clear
financial audit trail to allow for full accountability of funds received from its Board or governing
body. Ac(;ess to these records shall be provided during weekdays, 8 a.m. to 5 p.m., upon request
of the School Board, Monroe County, Florida, the State of Florida, or their authorized agents and
representatives.
C. J4k-Inc. shall be responsible for repayment of any and all audit exceptions which
are identifiied by the Auditor General of the State of Florida, the School Board, the Clerk of
Court for Monroe County, Florida, an independent auditor, or their agents and representatives.
In the event of an audit exception, the current fiscal year contract amount or subsequent fiscal
Page 3 of 14
year contract amounts shall be offset by the amount of the audit exception. In the event this
agreement is not renewed or continued in subsequent years through new or amended contracts,
J4K-Inc. shall be billed by the School Board for the amount of the audit exception and the J4k.
Inc. shall promptly repay any audit exception.
D. J4K-Inc. covenants and agrees to indemnify and hold harmless School Board
and Monroe County, Florida, 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 J4K-Inc., including their employees,
agents, volunteers, or assigns and for those occasioned by the negligence, errors, or other
wrongful act or omission of J4K-Inc. employees, agents, or volunteers.
E. At all times and for all purposes hereunder, J4K-Inc. is an independent
contractor and not an employee of School Board or Monroe County, Florida. No statement
contained in this agreement shall be construed so as to find J4K-Inc. or any ofits employees,
contractors, servants or agents to be employees of School Board or Monroe County, Florida.
F. In providing all services pursuant to this agreement, J4K-Inc. shall abide by all
statutes, ordinances, rules and regulations pertaining to or regulating the provision 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 Monroe County, Florida, to terminate its contract with School Board
immediatdy upon delivery of written notice of termination to J4K-Inc. and School Board.
G. J4K-Inc. agrees that it will not discriminate against any employees or
applicants for employment or against persons for any other benefit or service under this
agreement because of their race, color, religion, sex, national origin, gender preference, or
physical or mental handicap where the handicap does not affect the ability of an individual to
perfonn in a position of employment, and to abide by all federal and state laws regarding
non-discrimination.
H. J4K-Inc. warrants that no person has been employed or retained to solicit or
secure this agreement upon an agreement or understanding for a commission, percentage,
brokerage or contingent fee, and that no employee or officer of School Board has any interest,
financially or otherwise, in J4K-Inc.. For breach or violation ofthis warranty, School Board
shall have the right to annul this agreement without liability or, in its discretion, to deduct
from the agreement price or consideration, the full amount of such commission, percentage,
Page 4 of 14
brokerage or contingent fee. J4K.Inc. acknowledges that it is aware that funding for this
agreement is available through Monroe County, Florida, and that violation of this paragraph
may result in Monroe County, Florida, withdrawing funding for the Just 4 Kids program and
its related services.
l. J4K.Inc. acknowledges that this agreement is funded at least in part by
Monroe County, Florida, and agrees to indemnify and hold harmless Monroe County,
Florida, and any of its officers and employees trom and against any and all claims, liabilities,
litigation, causes of action, damages, costs, expenses (including but not limited to fees and
expenses arising from any factual investigation, discovery or preparation for litigation), and
the paymf:nt of any and all of the foregoing or any demands, settlements or judgments
(collective:ly claims) arising directly or indirectly from any negligence or criminal conduct on
the part of J4K.Inc. in the performance of the terms of this agreement. J4K-Inc. shall
immediate:ly give notice to Monroe County, Florida, and School Board, of any suit, claim or
action made against J4K.Inc. that is related to the activity under this agreement, and will
cooperate with Monroe County, Florida, and School Board, in the investigation arising as a
result of any suit, action or claim related this agreement.
J. There shall be, at all times during this contract, a liability insurance policy in
place to cover the act(s) performed by J4K-lnc. hereunder, be it provided by J4K.Inc. or
School Board, at School Board's sole election, which will insure against any suits, claims or
actions brought by any person or persons and from all costs and expenses of litigation
brought against J4K.Inc. for such injuries to persons or damage to property occurring during
the agreement or thereafter that results from performance by J4K.Inc. of the obligations set
forth in this agreement. At all times during the term of this agreement and for one year after
acceptancf: of the project, evidence ofthis insurance shall be maintained on file with School
Board showing that the aforesaid coverage is in effect. The following coverage shall
specifically be provided:
1. Non.Profit Directors and Officers Liability in the ainount of $ I ,000,000.00;
and
2. Employment Practices Liability in the amount of $ I ,000,000.00.
If School Board, pursuant to this paragraph, elects to have J4K.Inc. obtain the
aforementioned liability insurance policy, School Board shall communicate said election in
writing to J4K.Inc., with a copy to Monroe County, Florida, wherefrom receipt of such notice
J4K-Inc. will have thirty (30) days to obtain such coverage and to provide proof of the
retention of such coverage to School Board, J4K.lnc. paying for the cost(s) of such coverage,
unless oth(:rwise agreed in writing by the parties. Failure to obtain such coverage will
constitute grounds for School Board to, in its sole discretion, to immediately terminate this
Agreement. The subject policy shall provide no less than thirty (30) days notice of
cancellation, non.renewal or reduction of coverage.
Page 5 of 14
7. COMPLIANCE WITH LAWS AND POLICIES
Contractor agrees to comply with all current Monroe County School Board policies and
all applicable local, state and federal laws, including laws pertaining to the confidentiality of
student records and public records requests. Contractor agrees that MCSB has the right to
unilaterally and immediately cancel this contract upon refusal by Contractor to allow public
access to all documents, papers, letters, or other material made or received by the Contractor in
conjunction with the contract, unless the records are exempt from s.24(a) of Art. I of the State
Constitution and s.119.07(1). Should cancellation be necessary under this clause, MSCB is
required only to provide written notice to Contractor, effective upon receipt of notice, which
shall be documented.
8. BACKGROUND CHECKS/FINGERPRlNTING
In accordance with the legislative mandate set out in sections 1012.32, 1012.465 and
435.04, Florida Statutes (2005) as well as with the requirements ofHB 1877, The Jessica
Lunsford Act (2005), effective September I, 2005, Contractor agrees that all of its employees
and sub-contractors, including employees of sub-contractors, who provide or may provide
services under this Agreement have completed all background screening requirements through a
Monroe County School Board designee pursuant to the above-referenced statutes. Contractor
agrees to bear any and all costs associated with acquiring the required background screenings.
Contractolr agrees to require all affected employees and sub-contractors to sign a statement, as a
condition of employment with Contractor in relation to performance under this Agreement, that
the employee and/or sub-contractor will abide by the terms and notifY Contractor/Employer of
any arrest or conviction of any offense enumerated in section 435.04, Florida Statutes within
forty-eight (48) hours of their occurrence. Contractor agrees to provide MCSB with a list of all
employees and/or sub-contractors who have completed background screenings as required by the
above-referenced statutes and that meet the statutory requirements contained therein. Contractor
agrees that it has an ongoing duty to maintain and update these lists as new employees and/or
sub-contractors are hired and in the event that any previously screened employee fails to meet
the statutory standards.
Contractor further agrees to notifY MCSB immediately upon becoming aware that one of
its employ,ees or its sub-contractor's employees, who was previously certified as completing the
background check, and meeting the statutory standards, is subsequently arrested or convicted of
any disqualifYing offense. Failure by Contractor to notifY MCSB of such arrest or conviction
within forty-eight (48) hours of being put on notice by the employee/sub-contractor and within 5
days of its occurrence shall constitute grounds for immediate termination of this contract by
MCSB. The parties further agree that failure by Contractor to perform any of the duties
described in their paragraph shall constitute a material breach of the contract entitling MCSB to
terminate this Agreement immediately with no further responsibility to make payment or
Page 6 of 14
perform any other duties under this Agreement.
9. TERMINATION
A. WITHOUT CAUSE
This contract may be terminated for any reason by either party upon sixty (60) days
written notice to the other party at the addresses set forth below. If said contract should
be terminated as provided in this paragraph of the Agreement, School Board will be
rel!ieved of all obligations under said contract and will only be required to pay that
amount of the contract actually performed to the date of termination, so long as funds are
available from Monroe County, Florida, with no payment due for unperformed work or
lost profits.
B. TERMINATION FOR BREACH
Either party may terminate this Agreement upon breach by the other party of any material
provision of this Agreement, provided such breach continues for fifteen (15) days after
rec:eipt by the breaching party of written notice of such breach from the non-breaching
paJlty.
C. IMMEDIATE TERMINA nON BY MCSB
School Board may terminate this Agreement immediately upon written notice to
Contractor (such termination to be effective upon Contractor's/Individual's receipt of
suc:h notice) upon occurrence of any of the following events:
a. the denial, suspension, revocation, termination, restricting, relinquishment
or lapse of any license or certification required to be held by the
Contractor, or of any Company/Individual staffs professional license or
certification in the State of Florida;
b. conduct by Contractor or any Company/Individual staff which affects the
quality of services provided to the School Board or the performance of
duties required hereunder and which would, in the School Board's sole
judgment, be prejudicial to the best interests and welfare of the School
Board and/or its students;
c. breach by Contractor or any Company/Individual staff of the
confidentiality provisions of this Agreement;
d. failure by Contractor to maintain the insurance required by the terms of
this Agreement.
Page 7 ofl4
10. ASSIGNMENT
Neither party may assign or transfer any interest in this Agreement without the prior
written consent of both parties. Should an assignment occur upon mutual written consent, this
Agreement shall inure to the benefit of and be binding upon the parties hereto and their
respective heirs, representatives, successors and assigns.
II. AMENDMENT
This Agreement may be amended only with the mutual consent ofthe parties. All
amendments must be in writing and must be approved by the Monroe County School Board.
12. ADJUDICATION OF DISPUTES OR DISAGREEMENTS.
The parties agree that all disputes and disagreements shall be attempted to be resolved by
meet and (;onfer sessions between representatives of each of the parties. If no resolution can be
agreed upon within thirty (30) days after the first meet and confer session, the issue or issues
shall be discussed at a public Ineeting ofthe School Board. [fthe issue or issues are still not
resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or
remedy as may be provided by this Agreement or by Florida law.
This Agreement shall be construed in accordance with the laws of the State of Florida.
Any dispute arising hereunder is subject to the laws of the State of Florida, with venue in
Monroe County, Florida. The prevailing party shall be entitled to reasonable attorney's fees and
costs incurred as a result of any action or proceeding under this Agreement.
13. REPRESENTATIONS & WARRANTIES
Contractor represents and warrants to the School Board, upon execution and throughout
the term of this Agreement that:
1) Contractor is not bound by any agreement or arrangement which would
preclude it from entering into, or from fully performing the services
required under the Agreement;
2) None of the Contractor's agents, employees or officers has ever had his or
her professional I icense or certification in the State of Florida, or of any
other jurisdiction, denied, suspended, revoked, terminated and/or
voluntarily relinquished under threat of disciplinary action, or restricted in
Page 8 of 14
any way;
3) Contractor has not been convicted of a public entity crime as provided in
F.S. 9287.133, to wit: 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, proposal, or rely on a contract to provide any goods or
services to a public entity, may not submit a bid. proposal, or reply 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, for CATEGORY TWO
for a period of36 months from the date of being placed on the convicted
vendor list; and
4) Contractor and Contractor's agents, employees and officers have, and
shall maintain throughout the term of this Agreement, all appropriate
federal and state licenses and certifications which are required in order for
Contractor to perform the functions, assigned to him or her in connection
with the provisions of the Agreement.
14. CONFIDENTIALITY
Contractor recognizes and acknowledges that by virtue of entering into this Agreement
and providing services hereunder, Contractor, its agents, employees and officers may have
access to certain confidential information, including confidential student information and
personal health information. Contractor agrees that neither it nor any Contractor agent,
employee or officer will at any time, either during or subsequent to the term of this Agreement,
disclose to any third party, except where permitted or required by law or where such disclosure
is expressly approved by the Monroe County School Board in writing, any confidential student
information, personal health information or other confidential information, and Contractor, its
agents, employees and officers shall comply with all Federal and State laws and regulation and
all Monro,: County School Board policies regarding the confidentiality of such information.
15. BILLING
Page 9 of 14
BiBs for fees or compensation under this contract shall be submitted in detail sufficient
for a proper pre-audit and post-audit thereof. Further, bills for any travel expenses shall be
submitted in accordance with s. 112.061 where applicable.
16. THIRD-PARTY BILLING AND PAYMENT
To the extent applicable with regard to the services provided in this contract, the
Contractor shall cooperate with School Board representatives to determine the eligibility of a
referred student for third-party benefits and to bill cooperatively the third-party for services
provided to the referred student. Should the third-party decline to pay for billed services, or
should the third-party only make partial payment for billed services, Contractor shall provide
appropriate documentation to School Board and will assist the School Board in any
administrative or appeals process regarding eligibility or payment as may be requested by the
School Board. Contractor shall not be entitled to bill nor accept third-party payment without
authorization of the School Board and Contractor agrees that School Board shall not be obligated.
to make arty payment that exceeds the rate referred to in the paragraph governing Compensation.
The Contractor shall provide service documentation in accordance with professional standards
and School Board criteria as requested.
17. CONTRACT RECORDS RETENTION
Contactoragrees to comply with all state and federal regulations governing contracts
with publi<; entities, including but not limited to cooperation with public records requests as
provided by law, cooperation with comptrollers and auditors as provided by law, and adherence
to Title 34, section 80.36, which requires the retention of all records concerning a public
entity contract after the School Board makes final payment and all other pending matters
concerning the contract are closed.
18. CONFLICT OF INTEREST
The following provisions shall apply for conflict of interest. Any violation ofthese
provisions by a School Board employee may be grounds for dismissal. No contract for goods or
services may be made with any business organization in which the Superintendent or School
Board member has any material financial interest unless it is a single source or clear
documentation exists to show that, no other supplier can provide the identical/comparable
goods/service, at a lower cost to the Board. No School Board employee may directly or
indirectly purchase or recommend the purchase of goods or services from any business
organization which they or their near relative have a material interest as defined by S 112.313,
Florida Statutes, except as allowed by DOE Interpretative Memorandum No. A-20. School.
Board employees or officials may not receive gifts or any preferential treatment from vendors. A
School Board employee shall not be prohibited from participating in any activity or purchasing
program that is offered to all School Board employees or in District surplus sales, provided there
is no prefe:rential treatment.
19. DEBARMENT CERTIFICATION
Page 10 of 14
A Debarment Certification Form, attached hereto as Exhibit "A", shall be executed by the
Contractor and is incorporated herein as part of this contract. The Contractor certifies that
neither the firm, nor any person associated therewith in the capacity of owner, partner, director,
officer, principal, investigator, project director, manager, auditor, and/or position is involved in
the administration of federal funds.
20. SEVERABILITY
The parties recognize and agree that should any clause(s) herein be held invalid by a
Court of competent jurisdiction, the remaining clauses shall not be affected and shall remain of
full force and effect.
21. COUNTERPARTS
This Agreement may be executed in one or more counterparts, all of which together shall
constitute only one Agreement.
22. WAIVER
A waiver by either party of a breach or failure to perform hereunder shall not constitute a
waiver of any subsequent breach or failure to perform. Any waiver of insurance requirements as
provided by this Agreement and/or the policies of the School Board does not relieve the
Contractor of the indemnification provisions contained within this Agreement.
23. CAPTIONS
The captions contained herein are used solely for convenience and shall not be deemed to
define or limit the provisions of this Agreement.
24. ENTIRE AGREEMENT
The parties hereto agree that this is the final agreement between the parties and
supercedes any and all prior agreements and/or assurances, be it oral or in writing.
25. NOTICES
All notices required by this Contract, unless otherwise provided herein, by either party to
the other shall be in writing, delivered personally, by certified or registered mail, return receipt
requested, or by Federal Express or Express Mail, and shall be deemed to have been duly given
when delivered personally or when deposited in the United States mail, postage prepaid,
addressed as follows:
Monroe County School Board:
Page I ] of 14
Superintendent
Monroe County School District
241 Trumbo Road
Kf:y West, FL 33040
With a COpy to:
Monroe County School District Counsel
Vf:rnis & Bowling of the Florida Keys, P.A.
81990 Overseas Hwy, 3rd Floor
Islamorada, FL 33036
Its Just 4 Kids. Inc.
IN WITNESS WHEREOF, the parties have executed this contract on this 4 day of
~S\ , 'tool
~~ERBONOFTHEBOARD
rIle;;J ~,.~~
GNA OF SUPERINTEND T
<6.\~.\)1
DATE
'6.\L\-.o1
DATE
Etw..la.. ~. a t/tLt(~ ()
SIGNA TIJRE OF CONTRACTORlREPRESENTA TIVE
Pt:J.l1la.. C,avol,ncj
PRINT NAME AND TITLE I
~ 2007
DATE
Presltdeflt ITS JtJST L/ KIDS1 INC
I
Page 12 of 14
THE SCHOOL DISTRICT OF MONROE COUNTY
Debarment Certification Form
(Exhibit "A")
The Contractor certifies that, neither the finn nor any person associated therewith in the capacity
of owner, partner, director, officer, principal, investigator, project director, manager, auditor,
and/or position involving the administration offederal funds:
(a) Is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from covered transactions, as defined in 49 C.F.R. 29.IIO(a), by any federal or state
department/agency;
(b) Has within a three-year period preceding this certification been convicted of or had a civil
judgment rendered against it for: commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain, or performing a federal, state, or local government transaction or
public contract; violation of federal or state antitrust statutes; or commission of embezzlement,
theft, forg1ery, bribery, falsification or destruction of records, making false statements, or
receiving stolen property;
(c) Is presently indicted for or otherwise criminally or civilly charged by a federal, state, or local
Governmental entity with commission of any of the offenses enumerated in 49 C.F.R. 29.800;
and
(d) Has within a three-year period preceding this certification had one or more federal, state, or
local government public transactions terminated for cause or default.
The Contractor certifies that it shall not knowingly enter into any transaction with any
subcontractor, material supplier, or vendor who is debarred, suspended, declared ineligible, or
voluntarily excluded from particip~t in this project by any federal or state agency.
Dated this q - day of 1.1M.J () :; + , 20 0 7..
By: Pau.J t2- ~'a t/ d;' ()
Authorized Signature/ ontractor
Pa.ul a. C,ava",.. 0, President
Typed Name/Title
cQ-(,~73
'10
Page 13 of 14
Form Invoice
(Exhibit "B")
ORGANIZATION LETTERHEAD
School Board of Monroe County, Florida
Finance Department
241 Trumbo Road
Key West, FL 33040
Date:
The following is a summary of the expenses for ( Orqanization name) for the
time period of to
Check #
Payee
Reason
Amount
101
102
104
105
Company A
Company B
Employee A
Employee B
Rent
Utilities
P/R ending 05/14/01
P/R ending OS/28/01
$ X,XXX.XX
XXX. XX
XXX. XX
XXX.XX
(A) Total
$ X.XXX.XX
$ X,XXX.XX
$ X,XXX.XX
$ X,XXX.XX
$ X.XXX.XX
(B) Total prior payments
(C) Total requested and paid (A + B)
(D) Total contract amount
Baiance of contract (D-C)
I certify that the above checks or expenses have been submitted to the
vendors as noted and that the expenses are accurate and in agreement with the
records of this organization. Furthermore, these expenses are in compliance with
this organization's contract with the School Board of Monroe County, Florida, and
will not be submitted for reimbursement to an yother funding source.
Authorized Representative
Attachments (supporting documentation)
by
Sworn to and subscribed before me this _ day of
who is personally known to me.
2007
Notary Public
Notary Stamp
Page 14 of 14
CONtRACT FORM DWS
(REv. 8/07)
THE SCHOOL DISTRICT OF MONROE COUNTY
DRUG-FREE WORKPLACE STATEMENT
{Exhibit "C" to Just 4 Kids Coutract}
In accordance with Florida Statutes 9287.087, ITS \1 c/ s..,. 4 I< I OS I
l.N... C. (Name of Company) certifies that it shall:
(1) Publish 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) Inform 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) Give 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 (I), notify 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 or of any controlled substance law of the United States or
any state, for a violation occurring in the workplace no later than 5 days after such
conviction;
(5) Impose 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 by, any employee who is so convicted; and .
Page 1 of2
(6) Make a good faith effOli to continue to maintain a drug-free workplace
through implementation of this section.
As a person authorized to sign this statement, I certif'y that this company fully complies
with the above requirements.
1k-la C'av~o
Signature of ContractorN endor or Authorized Designee, +
Print Name and Title: Pa.I1/a. CIOVO/U'O, Pres/atll / "'5 JlIsT 4 I<'D~ INC
Dated:
STATE OF f=:16 ri d ().
COUNTY OF f'V\0Y\ ro e
PERSONALLY APPEARED BEFORE ME, the undersigned authority,
2~ rrtihl>llM
, who after being sworn by
me, affixed hislher signature in the space provided above on this ~ day of
fI-~u.st ,20 ()7 .
~~)1.~
My Commission Expires:
~
#.", MARILYNH. SMITH
);;,I~ _ MY COMMISSION # D03298!O
~-# EXPIRES, j""" 26. 2008
~, A............'1)j$COt)flIA:s5oc.C"
1..OO-3-NOTARY "~T
Page 2 of2
ACORO,. CERTIFICATE OF LIABILITY INSURANCE I DATE (MMlDDJYYYY)
10/05/07
PRODUCER 1-561-995-6706 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Arthur J. Gallagher Risk Management Services, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
2255 Glades Road ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Suite 400E.
Boca Raton, FL 334.31
INSURERS AFFORDING COVERAGE NAIC#
INSURED : INSURER A: Underwri tars At Lloyds London 15792
Monroe County District School Board
INSURER B: united Netl Ins Co 13064.
241 Trumbo Rd INSURER C
Key West . FL 33040 INSURER D
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.
INSR DO' ..u__ __ POLICY EFFECTIVE! POLICY EXPIRATION
POLICY NUMBER LIMITS
A ~NERAL LIABILITY J076028 03/01/07 03/01/08 EACH OCCURRENCE $850,000
X COMMERCIAL GENERAL LIABILITY ~~~~~~s lEa occurence\ $
X l CLAIMS MAD!, D OCCUR MED EXP (Anyone person) $
~ Limit is excess of PERSONAL & ADV INJURY $
-"- $150,000 SIR GENERAL AGGREGATE $
~'LAGG:EnE LIMIT APPl PER" PRODUCTS. COMPfOP AGG $
POLICY \~,9.,: lOC
~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $
ANY AUTO (Eaaccidenl)
-
- ALL OWNED AUTOS BODILY INJURY
, (Per person) $
- SCHEDULED AUTOS I4I"C:
- HIRED AUTOS f!l.~f BODILY INJURY
(Per accident) $
- NON-OWNED AUTOS
- -r:- ;......""'.....' PROPERTY DAMAGE $
(Peraccidenl)
=iAGE LIABILITY IV zr-LTJ AUTO ONLY - EA ACCIDENT $
ANY AUTO OTHER THAN EAACC $
AUTO ONLY: AGG $
~ESSlUMBRELLA LIABILITY EACH OCCURRENCE $
OCCUR CI CLAIMS MADE AGGREGATE $
$
==i DEDUCTIBLE $
RETENTION , $
WORKERS COMPENSATION AND I weSTATU-, I 10Jb'-
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $
OFFICER/MEMBER EXCLUDED? E.L. DISEASE EA EMPLOYEE $
~P~~~C~~~~rS4~NS below E.L. DISEASE. POLICY LIMIT $
OTHER
B School Leaders B & 0 BDUBl73S89 03/01/07 03/01/08 $1,000,000 Aggregate
DESCRIPTION OF OPERATIONS f LOCATIONS J VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
RB; Just 4 Kids Contract
CERTIFICATE HOLDER
CANCELLATION *lO-day cancellation notice for non payment
-
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
Board of County Commissioners DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30' DAYS WRITTEN
Monroe County Government NOTICE TO THE CEAT1FlCATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
ATTI" Mari. Slavik
1100 Simonton Street IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
Suite 2-268 REPRESENTATIVES.
Key West, FL 33040 AUTHORIZED REPRESENTATIVE ~
USA ~~-
ACORD 25 (2001108) corwib
7226214
@ACORDCORPORATIONI988
AcbRD~
CERTIFICATE OF LIABILITY INSURANCE
PRODUCER
Arthur J. Gallagher Risk Management Servi~a;:I~c;
1-561-995-6706
DATE (MM/DDfYYYY)
08115/07
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY' AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
2255 Glades
Suite 400E
Boca Raton,
Road
FL 33431
INSURED
Monroe County District School Board
AUG 2~
INSURERS AFFORDING COVERAGE
NAIC#
15792
241 Trumbo Rd
INSURER A: Underwriters At Lloyds London
INsuRER 8;:
~
INSURER C:
INSURER D:
INSURER E:
Key West , FL 33040
COVERAGES
LIMITS
~NERAL L.IABILlTY
X COMMERCIAL GENERAL LIABILITY
XJ CLAIMS MADE [J OCCUR
Limit is excess of
03/01/08
EACH OCCURRENCE
~~~CISES rE~~~~~ncel
x
-
X $150,000 SIR
~.
.S;~'L AGGREGATE LIMIT AP~S PER:
I POLICY n ~~,9.,: I I LOG
MED EXP (Anyone person)
PERSONAL & ADV INJURY
GENERAL AGGREGATE
PRODUCTS - COMP/OP AGG
$850,000
.--
. --
. .-
. ---
r!- ---
.
AUTOMOBILE LIABILITY
~ ALLOWNEDAUTOS
.. ::::::~ED AUTOS
HIRED AUTOS
1-.
r-- NON-OWNED AUTOS
f- -.----
COMBINED SINGLE LIMIT
(Eaaccidenl)
$
--~.~_._--
I
I
EXCESS/UMBRELLA LIABILITY
~J OCCUR CJ Cl.AIMS MADE
,rf\ " MJ.~
\ ,,- ~10;~O I
-""
lAIC: U1~ f)~
vito . /,_
I /~ I : LX{
r.;-L .
"" - ,,1), fYl[~tlC
~ () 1
~-
BODILY INJURY
(Per person)
-----
BODILY INJURY
(Peraccidenl)
.
.
PROPERTY DAMAGE
(Peraccidenl)
GARAGE LIABILITY
r-~_-'j ANY AUTO
i
AUTOONLY-EAACCIDENT $
OTHERTHAN EAACC ~__~__
AUTO ONLY: AGG $
~CHOCC~_RENC~~ rL---.,,--~--.
~9GREGA!~__ $ .____~~._
----~_.._____~___~__._J.___ ___~_ ___..____
,-- - i OEDUCTIBLE
I RETENTION $
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
If yes, describe under
SPECIAL PROVISIONS below
OTHER
e-.~--rL---
.
I T"Ag$T~J#~ I IO~~-
EL EACH ACCIDENT $
EL DISEASE. EA EMPLOYEE $
EL DISEASE - POLICY LIMIT $
--
.-
j
DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
RE: Just 4 Kids Contract
C-Q..
t:\ V\ O-V\C~
CERTIFICATE HOLDER
CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
Board of County Commissioners DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
Monroe County Government NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAlLURE TO DO SO SHALL
ATTN: Maria Slavik
1100 Simonton Street IMPOSE NO OBLIGATION OR lIABlllTY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
Suite 2-268 REPRESENTATIVES.
Key West, FL 33040 AUTHORIZED REPRESENTATIVE ~-7
USA
ACORD 25 (2001/08) corw1b
6835739
@ACORDCORPORATION1988