12/16/2009 Agreement
CONSULTING CONTRACT
BETWEEN SHAL
AND MONROE COUNTY I __
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THIS AGREEMENT, made and entered into this~ay of Octob~r~ 2009, A.D., by and between
MONROE COUNTY, (hereinafter "County"), a political subdivision of the State of Florida whose
address is 1100 Simonton Street, Key West, Florida, 33040 and the Southernmost Homeless Assistance
League, a Florida Not-For-Profit corporation (hereinafter "SHAL" or "Consultant") whose address is
1100 Simonton Street, Suite 1-192, Key West, Florida, 33040.
WITNESSETH:
WHEREAS, the County received American Recovery and Reinvestment Act of 2009, Homeless
Prevention and Rapid Re-Housing Program (hereinafter "HPRP") funding as outlined in the Grant
Agreement between Monroe County BOCC and the State of Florida, Department of Children and
Families (Grant # KFZ28); and
WHEREAS, the aforementioned grant has reporting requirements related to the Homeless
Management Information System (hereinafter "HMIS) which is a locally administered, electronic data
collection system that stores person-level information about clients who access the homes service system;
and
WHEREAS, SHAL as the local Continuum of Care (CoC) has expertise in complying with HMIS
implementation, requirements, support, data collection and entry, tracking, reporting, and monitoring; and
WHEREAS, the County desires to employ the services of SHAL to ensure the HMIS related
requirements are met; and
WHEREAS, SHAL is willing to provide the HMIS related services now, therefore,
IN CONSIDERATION of the mutual covenants and agreements herein contained, and other
valuable considerations, County and Consultant agree as follows:
1.0 SCOPE OF SERVICES
The Consultant agrees to provide the County with 20 hours of grant reporting and HMIS
implementation, requirements, support, data collection and entry, tracking, reporting, and
monitoring services per week. The position shall be staffed at the Gato building located at 1100
Simonton Street, Key West, Florida and shall not require any driving as part of the Consultant's
responsibilities or services.
A. CONSULANT'S RESPONSIBILITIES
Supervision and Personnel
The Consultant shall supervise and direct the work competently and efficiently, devoting such
attention thereto and applying such skills and expertise as may be necessary to perform the work in
accordance with this agreement.
B. SERVICES
It is expected that the Consultant shall provide the County with 1 (one) person for 20 hours per
week for the purposes of grant reporting and HMIS implementation, requirements, support, data
collection and entry, tracking, reporting, and monitoring services. The Consultant agrees that no
driving shall be required in order to provide the services and all of the services shall be provided
and performed at the Gato Building located at 1100 Simonton Street, Key West Florida.
C. LAWS AND REGULATIONS
The Consultant shall give all notices and comply with all laws and regulations applicable to
furnishing and performance of the work. Except where otherwise expressly required by applicable
laws and regulations, the County shall not be responsible for monitoring the Contractor's
compliance with any laws or regulations.
2.0 THE CONTRACT SUM
The County shall pay the Consultant for the faithful performance of said service on an hourly
basis, not to exceed 20 hours per week. Consultant shall invoice the County on a per month in
arrears basis on or before the 30th day of the following month in each of twelve (12) months. The
Consultant shall invoice the County monthly for services rendered. The amount shall be as
follows: $16.60 per hour.
3.0 TERM OF CONTRACT
A. This contract shall be for a period of one (1) year, commencing October 1, 2009, and
terminating September 30, 2010.
B. The County shall have the option to renew this agreement after the first year, and each
succeeding year, for three additional one year periods or as long as the grant is in effect.
4.0 HOLD HARMLESS
The Consultant covenants and agrees to indemnify and hold harmless Monroe County Board of
County Commissioners from any and all claims for bodily injury (including death), personal injury,
and property damage (including property owned by Monroe County) and any other losses,
damages, and expenses (including attorney's fees) which arise out of, in connection with, or by
reason of services provided by the Consultant or any of its agent(s) in any tier, occasioned by the
negligence, errors, or other wrongful acts or omissions of the Consultant or its agents in any tier,
their employees, or agents.
The first ten dollars ($10.00) of remuneration paid to the Consultant is for the indemnification
provided for above.
The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements
contained elsewhere within this agreement.
5.0 INDEPENDENT CONTRACTOR
At all times and for all purposes under this agreement the Consultant is an independent contractor
and not an employee of the Board of County Commissioners of Monroe County. No statement
contained in this agreement shall be construed so as to find the Consultant or any of hislher
employees, contractors, servants, or agents to be employees of the Board of County Commissioners
of Monroe County.
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6.0 ASSURANCE AGAINST DISCRIMINATION
County and Consultant 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. Consultant agrees 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 SSe 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 SSe 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, SSe 523 and 527 (42 USC SSe 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.
7.0 ASSIGNMENT/SUBCONTRACT
The Consultant shall not assign or subcontract its obligations under this agreement, except in
writing and with the prior written approval of the Board of County Commissioners for Monroe
County and Consultant, which approval shall be subject to such conditions and provisions as the
Board may deem necessary. This paragraph shall be incorporated by reference into any assignment
or subcontract and any assignee or sub-consultant shall comply with all of the provisions of this
agreement. Unless expressly provided for therein, such approval shall in no manner or event be
deemed to impose any obligation upon the board in addition to the total agreed-upon price of the
services of the Consultant.
8.0 COMPLIANCE WITH LAW
In providing all services pursuant to this agreement, the Consultant shall abide by all statutes,
ordinances, rules and regulation pertaining to, or regulating the provisions of, such services,
including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances,
rules and regulations shall constitute a material breach of this agreement and shall entitle the Board
to terminate this contract immediately upon delivery of written notice of termination to the
Consultant. The Consultant shall possess proper licenses to perform work in accordance with these
specifications throughout the term of this contract.
9.0 INSURANCE
Prior to execution of this agreement, the Consultant shall furnish the Owner Certificates of
Insurance indicating the following minimum coverage:
Worker's Compensation in the amount of statutory limits or Proof of Exemption
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General Liability - $300,000 combined single limit
Employee Dishonesty - $10,000.
10.0 FUNDING AVAILABILITY
In the event that funds from the American Recovery and Reinvestment Act of 2009, Homeless
Prevention and Rapid Re-Housing Program are partially reduced or cannot be obtained or cannot
be continued at level sufficient to allow for the payment of the services specified herein, this
agreement may then be terminated immediately at the option of the Board of County
Commissioners by written notice of termination delivered in person or by mail to the Consultant.
The Board shall not be obligated to pay for any services provided by the Consultant after the
Consultant has received written notice of termination.
11.0 PROFESSIONAL RESPONSIBILITY
The Consultant warrants that it is authorized by law to engage in the performance of the activities
encompassed by the project herein described, subject to the terms and conditions set forth in these
contract documents The Consultant shall at all times exercise independent, professional judgment
and shall assume professional responsibility for the services to be provided. Continued funding by
the Owner is contingent upon retention of appropriate local, state, and/or federal certification
and/or licensure of Consultant.
12.0 NOTICE REQUIREMENT
Any notice required or permitted under this agreement shall be in writing and hand delivered or
mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the
following:
FOR COUNTY:
Roman Gastesi
County Administrator
1100 Simonton Street, Suite 2-257
Key West, FL 33040
And
Monroe County Attorneys Office
1111 12th St. Suite 408
Key West, FI. 33040
FOR CONSULTANT:
SHAL
Dr. Wendy Coles, Executive Director
1100 Simonton Street, Suite 1-192
Key West, FI. 33040
13.0 CANCELLATION
The County may cancel this contract for cause with seven (7) days notice to the Consultant. Cause
shall constitute a breach of the obligations of the Consultant or his agent to perform the services
enumerated as the Consultant's obligations under this contract.
Either of the parties hereto may cancel this agreement without cause by giving the other party sixty
(60) days written notice of its intention to do so.
14.0 GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES
This Agreement shall be governed by and construed in accordance with the laws of the State of
Florida applicable to contracts made and to be performed entirely in the State. In the event that
any cause of action or administrative proceeding is instituted for the enforcement or
interpretation of this Agreement, the County and Consultant agree that venue shall lie in the
appropriate court or before the appropriate administrative body in Monroe County, Florida. This
agreement is not subject to arbitration.
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A. Severability. If any term, covenant, condition or provision of this Agreement (or the
application thereof to any circumstance or person) shall be declared invalid or unenforceable to
any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and
provisions of this Agreement, shall not be affected thereby; and each remaining 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 Consultant 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.
B. Attorney's Fees and Costs. The County and Consultant 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.
C. Adjudication of Disputes or Disagreements. County and Consultant 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.
D. 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
Consultant 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.
15.0 CONTINGENCY STATEMENT
Monroe County's performance and obligation to pay under this contract is contingent upon an
annual appropriation by the American Recovery and Reinvestment Act of 2009, Homeless
Prevention and Rapid Re-Housing Program.
16.0 RECORDS
Consultant 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
Consultant pursuant to this Agreement were spent for purposes not authorized by this Agreement,
5
the Consultant shall repay the monies together with interest calculated pursuant to Sec. 55.03, FS,
running from the date the monies were paid to Consultant.
17.0 BINDING EFFECT
The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the
benefit of the County and Consultant and their respective legal representatives, successors, and
assigns.
18.0 AUTHORITY
Each party represents and warrants to the other that the execution, delivery and performance of
this Agreement have been duly authorized by all necessary County and corporate action, as
required by law.
19.0 COVENANT OF NO INTEREST
County and Consultant covenant that neither presently has any interest, and shall not acquire any
interest, which would conflict in any manner or degree with its performance under this Agreement,
and that only interest of each is to perform and receive benefits as recited in this Agreement.
20.0 CODE OF ETHICS
County agrees that officers and employees of the County recognize and will be required to
comply with the standards of conduct for public officers and employees as delineated in Section
112.313, Florida Statutes, regarding, but not limited to, solicitation or 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.
21.0 NO SOLICITATIONIPAYMENT
The County and Consultant 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 Consultant agrees that the County
shall have the right to terminate this Agreement without liability and, at its discretion, to offset
from monies owed, or otherwise recover, the full amount of such fee, commission, percentage,
gift, or consideration.
22.0 PUBLIC ACCESS
The County and Consultant 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 Consultant
in conjunction with this Agreement; and the County shall have the right to unilaterally cancel this
Agreement upon violation of this provision by Consultant.
23.0 NON-WAIVER OF IMMUNITY
Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the County
and the Consultant 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.
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24.0 PRIVILEGES AND IMMUNITIES
All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules
and pensions and relief, disability, workers' compensation, and other benefits which apply to the
activity of officers, agents, or employees of any public agents or employees of the County, when
performing their respective functions under this Agreement within the territorial limits of the
County shall apply to the same degree and extent to the performance of such functions and duties
of such officers, agents, volunteers, or employees outside the territorial limits of the County.
25.0 LEGAL OBLIGATIONS AND RESPONSffiILITIES
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.
26.0 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 Consultant agree that neither the County
nor the Consultant 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.
27.0 ATTESTATIONS
Consultant agrees to execute such documents as the County may reasonably require, to include a
Public Entity Crime Statement, an Ethics Statement, and Drug-Free Workplace Statement.
28.0 NO PERSONAL LIABILITY
No covenant or agreement contained herein shall be deemed to be a covenant or agreement of
any member, officer, agent or employee of Monroe County in his or her individual capacity, and
no member, officer, agent or employee of Monroe County shall be liable personally on this
Agreement or be subject to any personal liability or accountability by reason of the execution of
this Agreement.
29.0 EXECUTION IN COUNTERPARTS
This Agreement may be executed in any number of counterparts, each of which shall be regarded
as an original, all of which taken together shall constitute one and the same instrument and
any of the parties hereto may execute this Agreement by signing any such counterpart.
30.0 SECTION HEADINGS
Section headings have been inserted in this Agreement as a matter of convenience of
reference only, and it is agreed that such section headings are not a part of this Agreement and will
not be used in the interpretation of any provision of this Agreement.
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IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and date
first written above in four (4) counterparts, each of which shall, without proof or accounting for the other
counterparts, be deemed an original contract.
(SEAL)
Attest: DANNY, L~KOLijJ\GE, CLERK
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By. . . :;_..:~. .......... .~..J"jl~t1flUAW
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Date:
BOARD OF COUNTY COMMISSIONERS
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Mayor/Chairman
(SEAL)
Attest:
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SWORN STATEMENT UNDER ORDINANCE NO. 10-1990
MONROE COUNTY.. FLORIDA
ETHICS CLAUSE
5llAl-
warrants that he/it has not employed, retained
or otherwise had act on his/its behalf any former County officer or employee in violation of
Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County
may, in its discretion, terminate this contract without liability and may also, in its discretion,
deduct from the contract or purchase price, or otherwise recover, the full amount of any fee,
commission, percentage, gift, or consideration paid to the former County officer or employee.
~~c:/Jp i1~
(signature)
Date: I / 7 A /J.
I I
STATE OF
~/O'A.~' /t
htovRo~
COUNTY OF
PERSONALLY APPEARED BEFORE ME, the undersigned authority,
~ '. C 1l..t, A- () tI...R.- L
who, after first being sworn by me, affixed his/her
signature (name of individual signing) in the space provided above on this I, ~ day of
/0
My commission expires:
N~~Y POBUe-sTATE OF FLORIDA
!w\ ~y R ARROYO
\~..jComm1Sslon #DD607951
I ~"...,~, Expires: DEC. 30 2010
ONDED 11filu Al'LANrIc BONDING' CO., JNft..
OMB - MCP FORM #4
9
DRUG-FREE WORKPLACE FORM
The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that:
S\-\AL-
(Name of Business)
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 (1), 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 (Florida Statutes)
or of any controlled substance law of the United States or any state, for a violation
occurring in the workplace no later than five (5) days after such conviction.
5. 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, or
any employee who is so convicted.
6. Make a good faith effort to continue to maintain a drug-free workplace through
implementation of this section.
As the person authorized to sign the statement, I certify that this firm complies fully with
the above requirements.
STATE OF F=L
10
COUNTY OF
/n()V;:) D-e
/ --- 7------ /~
Date
PERS~NAL~%PEARED BEFORE ME, the undersigned authority,
W it ~'1 V~ ~~~ f.:e;' -;1;{
I 4,~' , r; who, after first being sworn by me, (name of
individual signing) affixed hislher signature in the space provided above on this
, 200 I ~
N
My commission expires:
N~~Y PUBllC-STATE OF fLORl[;/..
.:-W~ HENRY R ARROYO
\~; Co~missioD # DD607951
"#I,.",,~,' ExpIres: DEC. 30, 2010
BONDED mau ATLANTIc BONDING CO., INe.
11
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2D05 edition
orassiv
MONROE COUNTY, FLORIDA
Request For Waiver
of
Insurance Requirements •
It is requested that the insurance requirements,as specified in the Countys Schedule of Insurance Requirements,be
waived or modified on the following contract
Contractor ,.f��� � t�
�'Qocl'^ss+`�'hvs rF� sSfKSt t.a.
Contract for `0 ,n t�—'1,L x� G 1- I e q i Lc_
Address of Contractor: _1.9 7oK_e19 \D •
Ao++A C11C1 cl pc.t,r
K°T4) F-L 3304S I-1
Phone: %O S a9 a +tro t
Scope of Work: —bc$,joase eAt'1"f1 p d.et tc 5
1
Reason for Waiver: ^' Tv^B-'-^-
o Sc_ tna> ;tiecQ
VI-
Policies Waiver Ai"11S' \ . ,,,,
P licies7y taiv _+p _— —. — _.--
Signature of Contractor:
r.Approve ot Approved _ -
Risk Management _ •
!I L ' — — -
Date — _ _ —
County Administrator appall:
pprovcd: V NotwAppp oved:
Date: _ C C/21rC1� 4 9Ay
Board of County Commissioners appeal: I
Approved: ____ Not Approved: _
Meeting Date:
Administration Instruction
4109.E
104