Item I2BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date:
February 18,
2009
Division: Public Works
Bulk Item: Yes
_ No
X
Department: Wastewater
Staff ContaetPerson� OJudyClarke /295-4329
AGENDA ITEM WORDING: Approval of Second Amendment to the 6/21/06 interlocal agreement
with FKAA that clarifies the ILA restriction of the use of State Revolving Fund (SRF) proceeds for the
Big Coppitt project to allow for future SRF proceeds to fund alternate projects.
ITEM BACKGROUND: The 6/21/06 ILA established the responsibilities of the County and FKAA
for the planning, design, construction and funding of the Big Coppitt wastewater project. The 11/14/07
amendment revised the County's funding obligation and stated that proceeds from the State of Florida
SRF would only be utilized for the Big Coppitt Project. This amendment clarifies previous restrictions
to allow for use of SRF proceeds on other projects as long as the Big Coppitt project is fully funded.
PREVIOUS RELEVANT BOCC ACTION: Approval of 6/21/06 ILA with FKAA. Approval of
I I/14/07 amendment to ILA.
CONTRACT/AGREEMENT CHANGES: Amendment to ILA clarifying restriction on use of SRF
proceeds.
STAFF RECOMMENDATIONS: Approval
TOTAL COST: NA BUDGETED: Yes No
COST TO COUNTY:$ NA SOURCE OF FUNDS:
REVENUE PRODUCING: Yes _ No _ AMOUNT PER MONTH Year
APPROVED BY: County Atty X OMB/Purchasing Risk Management _
DOCUMENTATION: Included X Not Required
DISPOSITION: AGENDA ITEM #
Revised 11/06
SECOND AMENDMEENT TO
INTERLOCAL AGREEMENT
FOR r.
RU, l
THIS SECOND AMENDMENT TO INTERL®CAL AGREEMENT is entered into the
10' day of February, 2009, pursuant to Sec. 163.01, FS, by and between Monroe County, a political
subdivision of the State of Florida, (County), and the Florida Keys Aqueduct Authority, an
independent special district, (FKAA).
WHEREAS, on June 21, 2006, the parties entered into an inter -local agreement (ILA) for the
purpose of funding the costs associated with the administration, planning and development of a
regional wastewater project; and
WHEREAS, on November 14, 2007, that ILA was amended to recognize the County's
authority to seek State Revolving Loan Funds (SRF) and specified that proceeds of such loans would
be applied to the Big Coppitt project; and
WHEREAS, it is necessary to clarify that the ILA restriction of SRF to the Big Coppitt
project was a function of time and that funds received pursuant to applications in 2009 or later may
be applied to other wastewater projects; now, therefore
IN CONSIDERATION of the mutual consideration and ,promises set forth below, the parties agree
as follows:
1. Paragraph 1.1A, County Funding, of the Inter -local Agreement (ILA) dated June 21, 2006,
as previously amended, for the Big Coppitt Regional Wastewater System shall be amended to read as
follows:
1.1.A. In order to insure the FKAA that funds are available to award and proceed with the
remaining construction contracts necessary to complete the Big Coppitt Wastewater Project,
the County states that the proceeds it receives from the State of Florida Revolving Fund
shall be utilized only for the Big Coppitt Wastewater Project,_ except that after January 1
2009proceeds from the State of Florida Revolving Fund ingy be applied to other
wastewater projects_ provided that funding is available to complete the Big Coppitt
Wastewater Project, and further that all assessments collected from the Big Coppitt
Wastewater District shall be utilized on the Big Coppitt Wastewater Project. The County
shall provide any additional funding required to meet its obligation to fund the Big Coppitt
Wastewater Project from any legally available source.
2. All other provisions of the ILA dated June 21, 2006, for the Big Coppitt Regional
Wastewater System, as previously amended, not inconsistent herewith, shall remain in full force and
effect.
Big Connitt 2d Amend
3. This Second Amendment to Agreement will take effect on the 1" day of March, 2009.
EV WITNESS VaIEREOF, the parties hereto have set their hands and seals the day and year
first above written.
James C. Reynolds, Executive Director
DATE
ATTEST:
BY:
DATE
APPROVED AS TO FORM
Kirk C. Zuelch
FKAA General Counsel
Date:
M.
Mayor George Neugent
DATE
ATTEST:
DANNY L. KOLHAGE, CLERK
BY:
DATE
uz e A. Huttdn'
County At or ey
Date: =3 g
Bie Connitt 2d Amend 2
INTERLOCAL AGREEMENT
BETWEEN
MONROE COUNTY
AND
FLORIDA KEYS AQUEDUCT AUTHORITY
FOR THE
BIG COPPITT REGIONAL WASTEWATER SYSTEM
THIS DaERLOCAL AGREEMENT (Agreement) is entered into this of
2006, pursuant to Florida Statute Sec. 163.01, by and between Monroe County
(C nty), a political subdivision of the State of Florida, and the Florida Keys Aqueduct
Authority (FKAA), an independent special district.
WHEREAS, the County is authorized by Florida Statute Sec. 125.01(1) to provide, assist
in providing, and fund centralized wastewater treatment systems; and
WHEREAS, Section 6, Chapter 99-395, Laws of Florida, and the County's
Comprehensive Plan require that certain wastewater treatment levels be achieved by the year
2010, which levels can best be achieved by central wastewater treatment systems; and
WHEREAS, the FKAA is authorized by Chap. 76-441, Laws of Florida, as amended, and
Chapter 98-519, Laws of Florida, to design, construct, and operate, wastewater treatment
systems, and
WHEREAS, the FKAA and the County have entered into previous interlocal agreements
establishing and confirming their ongoing partnership in providing wastewater facilities in the
Florida Keys; and
WHEREAS, the County adopted Ordinance No. 38-2002, authorizing the levy of ad
valorem taxes in the Big Coppitt Municipal Service Taxing Unit, in order to provide an initial
source of funding for the Big Coppitt Regional Wastewater Project (Project); and
WHEREAS, FKAA has initiated planning, design and other services for the Project for
which it may be paid with taxing unit funds; and
WHEREAS, the County by Interlocal Agreement dated September 6, 2005, and by
Master Lease dated as of September 6, 2005, has committed to seek funding through federal and
state grants and loans and the issuance of revenue bonds backed by the pledge of infrastructure
sales tax; and will be providing additional funds to the FKAA for the administration, planning
and construction of future wastewater projects in unincorporated Monroe County; and
WHEREAS, the County may have other funding mechanisms, including but not limited
to infrastructure sales tax, grant and loan funding and ad valorem taxes, available to it for the
provision of sewers and wastewater treatment, and
WHEREAS, on May 16, 2006, the County passed Resolution No. 199-2006 to
appropriate the first Five Million Dollars ($5,000,000.00) for the Project; and
WHEREAS, County and FKAA desire to put in place procedures for the allocation,
expenditure, and reimbursement of funds for the Project;
NOW, THEREFORE, in consideration of the mutual consideration and promises set forth
below, the parties agree as follows:
I . COUNTY FUNDING. The County by resolution of its Board of County Commissioners,
shall appropriate from any lawfully available source, those funds which have been duly approved
for the estimated costs of administration, planning and construction of the Project, which shall
not exceed Fifteen Million Dollars ($15,000,000). These funds are in addition to the Five Million
Dollars ($5,000,000) previously authorized under Resolution No. 199-2006. Municipal Service
Taxing Unit ad valorem tax proceeds collected by County shall be provided to FKAA as part of
the funding under this Agreement and shall be disbursed as described in paragraph 3 below.
Before such disbursement, County may deduct its costs of administration and professional costs
from the MSTU funds collected. As the Project progresses, and estimates are altered to reflect a
combination of actual costs incurred and changes in pricing due to contracts resulting from bid
processes, or other changed conditions, the FKAA shall provide such information to the County.
This Agreement shall be modified as necessary to reflect such changes in the estimates in order
to provide for adequate funding to be available for the timely and efficient construction of the
project. The amount of the funding may be changed by written amendment to this Agreement
approved by the parties.
2. PROJECT. The Project shall consist of a collection system, transmission main and
method of treatment to Advanced Wastewater Treatment standards sufficient to serve the needs
of the residents and businesses in the Big Coppitt Municipal Service Taxing Unit. Both FKAA
and County shall perform their respective obfigations and responsibilities under the Imerlocal
Agreement dated September 6, 2006. Attached are a project area map and project description
(Exhibit A).
3. EXPENDITURE OF FUNDS. The FKAA. shall begin to utilize the Five Million Dollars
($5,000,000.00) originally awarded and described in Paragraph 1 for the administration,
planning, design and complete construction of the Project. Thereafter, during the course of the
Project, the FKAA may request reimbursement for payments made by FKAA upon submission
of documentation of previous expenditures from the Five Million Dollars ($5,000,000.00) until
the total amount allocated by the County is exhausted. The FKAA shall submit this
documentation to the County Senior Administrator (CSA) for Sewer Projects describing the
services performed and stating for which wastewater district/Project the funds were expended.
The submission must be in a form satisfactory to the CSA and Clerk of the Circuit Court (Clerk).
If the CSA approves the submission, she shall forward the same to the Clerk. If the CSA or the
Clerk determine that the submission is unacceptable, either of them shall return it to the FKAA
in writing with a written description of the deficiency(ies).
4. FISCAL CONTROLS AND QUARTERLY REPORTS. The FKAA shall establish fiscal
controls and fund accounting procedures that comply with generally accepted government
accounting principles, satisfactory to the Clerk, in order to assure that the funds provided to the
FKAA are spent for the purposes set forth in this Agreement. All FKAA financial records
pertaining to this Agreement must be made available, upon request, to the Clerk, an auditor
employed by the County or the State of Florida. The records must be retained by the FKAA for
five years following the receipt by the FKAA of its last payment pursuant to this Agreement.
Any funds transferred by the County to the FKAA under this Agreement that are determined by
the Clerk, or an auditor employed by the County or employed by the State to have been spent on
a purpose not contemplated by this Agreement must be paid back to the County with interest
calculated pursuant to Florida Statute Sec. 55.03(1), from the date the auditor determines the
funds were expended for a purpose not authorized by this Agreement. The FKAA agrees to
provide the Clerk with quarterly status reports concerning the expenditure of these funds in
sufficient detail to demonstrate compliance with the provisions of this Agreement.
5. RECORDS — ACCESS AND AUDITS. FKAA shall maintain adequate and complete
records for a period of five years after termination of this Agreement. The State, the County,
their officers, employees, agents and contractors shall have access to FKAA's books, records,
and documents related to this Agreement upon request. The access to and inspection of such
books, records, and documents by the aforementioned government representatives shall occur at
any reasonable time.
6. RELATIONSHIP OF PARTIES. FKAA is, and shall be an independent contractor and
not an agent or servant of the County. FKAA shall exercise control, direction, and supervision
over the means and manner that its personnel, contractors and volunteers perform the work for
the purpose of this Agreement. FKAA shall have no authority whatsoever to act on behalf of or
as agent of the County in any promise, Agreement or representation other than specifically
provided for in this Agreement. The County shall at no time be legally responsible for any
negligence on the part of FKAA, its employees, agents or volunteers resulting in either bodily or
personal injury or property damage to any individual, property or corporation.
7. TAXES. FKAA must pay all taxes and assessments, if any, including any sales or use
tax, levied by any government agency with respect to FKAA's operations related to this
Agreement.
8. INSURANCE.The parties to this Agreement stipulate that each is a state governmental
agency as defined by Florida Statutes and represents to the other that it has purchased suitable
Public Liability, Vehicle Liability, and Workers' Compensation insurance, or is self -insured, in
amounts adequate to respond to any and all claims under federal or state actions for civil rights
violations not limited by Florida Statutes Section 768.28 and Chapter 440, as well as any and all
claims within the limitations of Florida Statutes Section 768.28 and Chapter 440, arising out of
the activities governed by this Agreement.
To the extent allowed by law, each party shall be responsible for any acts of negligence on the
part of its employees, agents, contractors, and subcontractors and shall defend, indemnify and
hold the other party harmless from all claims arising out of such actions.
FKAA agrees to keep in full force and effect the required insurance coverage during the term of
this Agreement. If the insurance policies originally purchased which meet the requirements of
this lease are canceled, terminated or reduced in coverage, then FKAA must immediately
substitute complying policies so that no gap in coverage occurs. Copies of current policy
certificates shall be filed with the County whenever acquired or amended.
9. HQLD HARMLESS. To the extent allowed by law, FKAA is liable for and must fully
defend, release, discharge, indemnify and hold harmless the County, the members of the County
Commission, County officers and employees, County agents and contractors, and the Sheriff's
Office, its officers and employees, from and against any and all claims, demands, causes of
action, losses, costs and expenses of whatever type - including investigation and witness costs
and expenses and attorneys' fees and costs - that arise out of or are attributable to FKAA's
operations in connection with this Agreement except for those claims, demands, damages,
liabilities, actions, causes of action, losses, costs and expenses that are the result of the sole
negligence of the County. FKAA's purchase of the insurance required under this Agreement
does not release or vitiate its obligations under this paragraph. FKAA does not waive any of its
sovereign immunity rights including but not limited to those expressed in Section 768.28, Florida
Statutes.
10. NON-DISCRIMATION. FKAA and County 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. FKAA and County 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 VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis
of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended
(20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3)
Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits
discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended
(42 USC ss. 6101- 6107) which prohibits discrimination on the basis of age; 5) The Drug
Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination
on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention,
Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to
nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act
of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to
confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of
1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or
financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC S. 1201 Note), as
maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10)
Monroe County Code Ch. 13, Art. VI, prohibiting discrimination on the bases of race, color, sex,
religion, disability, national origin, ancestry, sexual orientation, gender identity or expression,
familial status or age; and 11) any other nondiscrimination provisions in any Federal or state
statutes which may apply to the parties to, or the subject matter of, this Agreement.
11. GOVERNING LAW.VENUE. INTERPRETATION. COSTS, AND FEES. This
Agreement shall be governed by and construed in accordance with the laws of the State of
Florida applicable to contracts made and to be performed entirely in the State. In the event that
any cause of action or administrative proceeding is instituted for the enforcement or
interpretation of this Agreement, the County and FKAA agree that venue shall lie in the
appropriate court or before the appropriate administrative body in Monroe County, Florida.
Neither this Agreement nor any of its terms is subject to arbitration. The County and FKAA
agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by
or between any of them the issue shall be submitted to mediation prior to the institution of any
other administrative or legal proceeding. 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. SEVERABILITY. If any term, covenart, 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 extern 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 FKAA 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.
13. ATTORNEY' S FEES AND COSTS The County and FKAA 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.
14. BINDING EFFECT. The terms, covenants, conditions, and provisions of this Agreement
shall bind and inure to the benefit of the County and FKAA and their respective legal
representatives, successors, and assigns.
15. 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.
16. CLAIMS FOR FEDERAL OR STATE AIDFKAA 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.
17. ADJUDICATION OF DISPUTES OR DISAGREEMENTS County and FKAA 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.
18. 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 FKAA 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 FKAA specifically
agree that no party to this Agreement shall be required to enter into any arbitration proceedings
related to this Agreement.
19. COVENANT OF NO INTEREST. County and FKAA covenant that neither presently
has any interest, and shall not acquire any interest, which would conflict in any manner or degree
with its performance under this Agreement, and that only interest of each is to perform and
receive benefits as recited in this Agreement.
20. 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.
21. NO SOLICITATIONIPA)3 ENT The County and FKAA 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 FKAA agrees that the County shall have the right to terminate this
Agreement without liability and, at its discretion, to offset from monies owed, or otherwise
recover, the full amount of such fee, commission, percentage, gift, or consideration.
22. PUBLIC ACCESS. The County and FKAA 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 FKAA in conjunction with this Agreement; and the County shall have the right to
unilaterally cancel this Agreement upon violation of this provision by FKAA.
23. NQN-WAIVER OF IMMUNITY, Notwithstanding the provisions of Sec. 786.28,
Florida Statutes, the participation of the County and the FKAA 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 or the FKAA be
required to contain any provision for waiver.
24. PRWMEGES AND I34MUNITEES. 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 or the FKAA, when performing their respective
functions under this Agreement within the territorial limits of the County shall apply to the same
degree and extent to the performance of such functions and duties of such officers, agents,
volunteers, or employees outside the territorial limits of the County.
25. 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.
26. 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 FKAA agree that neither the County nor the FKAA 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.
27. ATTESTATIONS. FKAA 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.
28, NO PERSQNAL 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 or the FKAA in his or her individual capacity, and no member, officer, agent or
employee of Monroe County or the FKAA 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. EXECUTION IN COUNTERPARTS. This Agreement may be executed in any number
of counterparts, each of which shall be regarded as an original, all of which taken together shall
constitute one and the same instrument and any of the parties hereto may execute this Agreement
by singing any such counterpart.
30. 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.
31. TERMINATION. The County may treat FKAA in default and terminate this
Agreement immediately, without prior notice, upon failure of FKAA to comply with any
provision related to compliance with all laws, rules and regulations. This Agreement may be
terminated by County due to breaches of other provisions of this Agreement if, after written
notice of the breach is delivered to FKAA, FKAA does not cure the breach within 7 days
following delivery of notice of breach. The County may terminate this Agreement upon giving
sixty (60) days prior written notice to FKAA. Any waiver of any breach of covenants herein
contained shall not be deemed to be a continuing waiver and shall not operate to bar either party
from declaring a forfeiture for any succeeding breach either of the same conditions or covenants
or otherwise. Should the Agreement be terminated, County shall pay for reimbursable costs to
the effective date of termination. Termination of this Agreement for this project shall have no
effect on any other agreement between the County and the FKAA.
32, ASSIGNMENT. FKAA may not assign this Agreement or assign or subcontract any of
its obligations under this Agreement without the approval of the County's Board of County
Commissioners. All the obligations of this Agreement will extend to and bind the legal
representatives, successors and assigns of FKAA and the County.
33. SUBORDINATION. This Agreement is subordinate to the laws and regulations of the
United States, the State of Florida, and the County, whether in effect on commencement of this
Agreement or adopted after that date.
34. INCONSISTENCY. If any item, condition or obligation of this Agreement is in conflict
with other items in this Agreement, the inconsistencies shall be construed so as to give meaning
to those terms which limit the County's responsibility and liability.
35. GOVERNING LAWS/VENUE. This Agreement is governed by the laws of the State of
Florida and the United States. Venue for any dispute arising under this Agreement must be in
Monroe County, Florida. In the event of any litigation, the prevailing party is entitled to a
reasonable attomey's fee and costs.
36, ETHICS CLAUSE. FKAA warrants that it has not employed, retained or otherwise had
act on its behalf any former County officer or employee subject to the prohibition of Section 2 of
ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of
Ordinance No. 010-1990. For breach or violation of this provision, the County may, in its
discretion, terminate this Agreement without liability and may also, in its discretion, deduct from
the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission,
percentage, gift or consideration paid to the formers County officer or employee.
37. CONSTRUCTION, This Agreement has been carefully reviewed by FKAA and County.
Therefore, this Agreement is not to be construed against any party on the basis of authorship.
38. NOTICES. Notices in this Agreement, unless otherwise specified, must be sent by
certified mail to the following.
-COUNTY:
County Administrator
1100 Simonton Street
Key West, FL 33040
FKAA
Executive Director
1100 Kennedy Drive
Key West, FL 33040
39. FUL UNDERSTANDING This Agreement is the parties' final mutual understanding.
It replaces any earlier agreements or understandings, whether written or oral. This Agreement
cannot be modified or replaced except by another written and signed agreement.
40. ANNUAL APPROPRIATION Funding by County is subject to an annual appropriation
by the Board of County Commissioners.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and
hove written.
- e, Clerk BOARD OF COUIUTY COMMISSIOgEpa
OF MONROE C Y, FLORIDA T r e
t ` � r-
By: c�r-
-15ePutt' derk Mayor/C son c =�
MC i 4
< o
FLORIDA KEYS AQUEDUCT AUTFFQRfTY a Q
ATTEST:
By
Y
Jerk
MONROE COUNTY ATTORNEY
APPROVED AS TO FORM:
SUStXfi M. GRIMSL �—
AA S IS
ISTAW COUNTY ATTORNEY
EXHIBIT A to
Interlocal Agreement
Between Monroe County
and FKAA for the
Big Coppitt Regional
Wastewater System
June 21, 2006
FIRST AMENDMENT TO INTERLOCAL AGREEMENT
BETWEEN
MONROE COUNTY
AND
THE FLORIDA KEYS AQUEDUCT AUTHORITY
FOR THE
BIG COPPITT REGIONAL WASTEWATER SYSTEM
THI AMENDMENT TO INTERLOCAL AGREEMENT is entered into this eZray
of 2007, pursuant to Sec. 163.01, FS., by and between Monroe County, a political
subdivision of the State of Florida, (County), and the Florida Keys Aqueduct Authority, Inc., an
independent special district, (FKAA).
WHEREAS, on June 21, 2006 the parties entered into an Interlocal Agreement providing
procedures for the allocation, expenditure and reimbursement of funds for the Big Coppitt
Regional Wastewater System (System); and
WHEREAS, the June 21, 2006 Interlocal Agreement provides for a appropriation of
$15,000,000 to be established by a resolution of the BOCC; and
WHEREAS, no resolution for the appropriation of $15,000,000 has been issued by the
BOCC; and
WHEREAS, the Interlocal Agreement provides that the estimated costs of the System
shall be modified to reflect a combination of actual costs incurred and changes in pricing due to
contracts resulting from bid processes or other conditions; and
WHEREAS, the FKAA, in coordination and cooperation with the County, has received
bids for the construction of the System and it is necessary for the Interlocal Agreement to be
modified to reflect such changes in the estimates in order to provide for adequate funding to be
available for the timely and efficient construction of the Systems;
NOW THEREFORE, IN CONSIDERATION of the mutual consideration and premises
set forth below, the parties agree as follows:
t . The parties are entering into this Amendment pursuant to Chapter 163, Florida Statutes.
2. Section 1. of the Interlocal Agreement dated June 21, 2006 between Monroe County and
the Florida Keys Aqueduct authority is herby amended to read:
The County shall immediately appropriate from any lawfully available source, those
funds which have been duly approved for the estimated costs of administration,
planning and construction of the Big Coppitt Regional Wastewater Project, to the
Big Coppitt WW ILA Amend 11-06-07
FKAA, which shall not exceed Thirty -Five Million Dollars ($35,000,000.00). These
funds include the Five Million Dollars ($5,000,000.00) already authorized under
Resolution No. 199-2006, and the Three Million Five Hundred Thousand Dollars
($3,500,000.00) authorized under Resolution No. 353-2007, unless that amount is
changed by amendment to this agreement. Municipal Service taxing Unit ad valorem
tax proceeds collected by County shall be provided to FKAA as part of the funding
under this Agreement and shall be disbursed as described in Paragraph 3 below.
Before such disbursement, County may deduct its cost of administration and
professional costs from the MSTU funds collected. As the project progresses, and
estimates are altered to reflect a combination of actual costs incurred and changes in
pricing due to contracts resulting from bid processes, and other changed conditions,
the FKAA shall provide such information to the County. This Agreement shall be
modified as necessary to reflect such changes in estimates in order to provide for
adequate funding to be available for the timely and efficient construction of the
project. The amount of the funding may be changed by written amendment to this
Agreement approved by the parties.
IA. In order to insure the FKAA that funds are available to award and proceed with the
remaining construction contracts necessary to complete the Big Coppitt Wastewater
Project, the County states that the proceeds it receives from the State of Florida
Revolving Fund shall be utilized only for the Big Coppitt Wastewater Project and
further that all Assessments collected from the Big Coppitt Wastewater District shall
be utilized on the Big Coppitt Wastewater Project, The County shall provide any
additional funding required to meet its obligation to fund the Big Coppitt Wastewater
Project from any legally available source.
3. Monroe County and the Florida Keys Aqueduct Authority agree that this Amendment
shall be deemed to be effective on the date signed by the parties.
4. This Amendment may be executed in any number of counterparts and by different parties
hereto on separate counterparts, each of which when so executed and delivered shall be
an original and all of which shall together constitute one and the same agreement.
Signature pages may be detached from the various counterparts and attached to a single
copy of this document to physically form one document.
5. The foregoing terms and conditions are hereby incorporated into the Interlocal
Agreement. Except as modified herein, the Interlocal Agreement dated June 21, 2006,
remains in full force and effect. In the event of any conflict or ambiguity between the
Interlocal Agreement and this Amendment, this Amendment shall control.
Balance of Page Intentionally Left Blank
Signature Page to Follow
Big Coppitt WW ILA Amend 11-06-07 2
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year
first above written.
(S EAL)
ATTEST:
DANNY L. KOLHAGE, CLERK
By: nLJ A C &4d4dl
Deputy Clerk
BOARD OF COUNTY COMMISSIONERS
OF MONROE C KTY, FLORIDA
By:
Mayor/Chairper on
THE FLORID EDUCT AUTHORITY
By.
,�Kes C. I437nolds, Executive Director
0-1
(SEAL)
ATTEST:
o o
By:
Cler
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o
FKAA Board Approved: November 20, 2007
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Big Coppitt WW ILA Amend 11-06-07 3