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12/13/1989CONSULTING AGREEMENT THIS AGREEMENT is made and entered into this 13th day of December , 1989, by and between the BOARD OF COUNTY COMMISSIONERS and MR. MARTIN Avenue, Suite TANT". OF MONROE COUNTY, FLORIDA, hereinafter "CLIENT" E. FIRESTONE, whose address is 1000 Connecticut 500, Washington, D.C. 20036, hereinafter "CONSUL- WITNESSETH- WHEREAS, CLIENT desires to retain a consultant to assist in making proper determinations in network communications matters, including but not limited to assisting with network communica- tions contract negotiations; NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and promises contained herein, the parties agree as follows: RETAINER SERVICES The CONSULTANT agrees to provide professional network commu- nications consulting services to the CLIENT on a retainer basis as requested by the CLIENT. SCOPE OF WORK The CONSULTANT agrees to review and provide a complete analy- sis of bid responses received by CLIENT for a network communica- tions system. The CONSULTANT agrees to provide a written report of the review and analysis to include recommendations with respect to the development of policy and strategy for entering into formal contract negotiations with a successful bidder to be selected by CLIENT. The CONSULTANT agrees to participate in the formal contract negotiations with the selected bidder, and to report to the CLIENT the results of these activities and negotiations in compa- ny with the submission of the proposed contract. COMPENSATION OF CONSULTANT The CONSULTANT shall be compensated for services performed under the terms of this Agreement on the following basis: The CONSULTANT shall submit an invoice showing the hours expended at $180.00 per hour. CLIENT shall be charged for actu- al hours expended, not to exceed a total cost of $3,500.00. Customary out-of-pocket expenses (including but not limited to duplication, printing, long distance calls, postage, FAX, travel and lodging) are included in the hourly rate. AUTHORIZATION FOR SERVICES The CONSULTANT shall perform services under the direction of the CLIENT'S designee. NO CONFLICT OF INTEREST The CONSULTANT assures the CLIENT that, to the best of his knowledge, the signing of this Agreement does not create any conflict of interest. INDEMNIFICATION The CONSULTANT shall indemnify and hold the CLIENT harmless from and against any and all losses, penalties, damages, profes- sional fees, including attorney fees and all costs of litigation and judgements arising out of any willful misconduct or negli- gent act, error or omission of the CONSULTANT arising out of or incidental to the performance of this contract or work performed thereunder. TIME OF PERFORMANCE AND CANCELLATION The term of this Agreement shall execution by CLIENT and shall terminate provided, however, that the Agreement by either party with or without cause written notice. begin with the date of its six months thereafter, may be terminated earlier upon thirty (30) days 2 EXECUTION OF AGREEMENT IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement on the day and year first written above. (SEAL) ATTEST DANNY L. KOLHAGE, Clerk Board of County Commissioners of Monroe County, Florida 0 fell �d. /C � BY C rk Mayor/Chairm n A TO FORM A', VD LF A S F�ICIENCY. Ry Attorney's Offire 3