12/14/2011 AgreementC- ° ' a_' AGREEMENT BETWEEN
o _
C - ' N MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
ct _ AND GEMINI PRINTING, INC.
CD o `TQ gRINT THE PROGRAM FOR THE CLIMATE LEADERSHIP SUMMIT
cThi greement is made and entered into this /yam day of J e "It , 2011,
! ec MiONROE COUNTY, FLORIDA ("COUNTY"), a political subdivision of the State of Florida,
E:whege addtj�ss -`is 1100 Simonton Street, Key e t 33040, and Gemini Printing, Inc.,
( "V%NDOR ") whose address is V0 , Marathon, Florida.
WHEREAS, the COUNTY desires to have the VENDOR print the program for the 3rd Annual Regional
Climate leadership Summit, hereinafter referred to as the "Summit ", held in Key Largo on December 8 -9;
and
WHEREAS, it serves a public purpose for the COUNTY to host the Summit, as a partner of the Four
County Compact "Compact", to protect public infrastructure, property, water resources, natural areas and
native species, and basic quality of life; and
WHEREAS, the VENDOR has agreed to print the programs for the Summit.
NOW THEREFORE, IN CONSIDERDATION of the mutual promises and covenants contained
herein, it is agreed as follows:
1. THE AGREEMENT. The Agreement consists of this document only.
2. SCOPE OF WORK VENDOR agrees to print the Summit program. The program shall be
printed in full color, back and front of each page, size 5.5" x 8" each page, 270 copies. Electronic format
of program to be provided by County to Vendor by November 30. Printing shall be completed by
Vendor by December 6, at 4:00 p.m. Programs to be delivered to the County.
3. COMPENSATION AND PAYMENTS TO VENDOR The COUNTY shall pay the
VENDOR from funds donated to the COUNTY for the purpose of hosting the Summit. COUNTY shall
pay VENDOR the lump sum of $1325.00. There shall be no additional expenses for travel, lodging,
per diem or any other expenses, as they are included in the stated total compensation as full
reimbursement for all of VENDOR's travel expenses.
Payment to the VENDOR shall be made by COUNTY after receipt of an invoice from the VENDOR, and
after the COUNTY has ratified this CONTRACT at its December 16 2011 meeting.
4. TERM OF AGREEMENT. This Agreement shall commence on December 1, 2011 and end
December 9, 2011.
5. HOLD HARMLESS AND INSURANCE. VENDOR 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 VENDOR occasioned by the negligence, errors, or other
wrongful act of omission of VENDOR, its employees, or agents.
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6. INDEPENDENT CONTRACTOR At all times and for all purposes under this agreement
VENDOR 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 fmd VENDOR or any of his employees, subs, servants, or agents to be employees of the Board of
COUNTY Commissioners of Monroe COUNTY.
7. ASSIGNMENT /SUBCONTRACT VENDOR shall not assign or subcontract its obligations
under this agreement to others, except in writing and with the prior written approval of the Board of
County Commissioners of Monroe County and VENDOR, which approval shall be subject to such
conditions and provisions as the Board may deem necessary. This paragraph shall be incorporated by
reference into any assignment or subcontract and any assignee or sub shall comply with all of the
provisions of this agreement. Unless expressly provided for therein, such approval shall in no manner or
event be deemed to impose any additional obligation upon the board.
7. DISCLOSURE AND CONFLICT OF INTEREST VENDOR represents that it, its directors,
principles and employees, presently have no interest and shall acquire no interest, either direct or indirect,
which would conflict in any manner with the performance of services required by this contract, as
provided in Sect. 112.311, et. seq., Florida Statutes. Upon execution of this contract, and thereafter as
changes may require, the VENDOR shall notify the COUNTY of any financial interest it may have in any
and all programs in Monroe County which the VENDOR sponsors, endorses, recommends, supervises, or
requires for counseling, assistance, evaluation, or treatment. This provision shall apply whether or not
such program is required by statute, as a condition of probation, or is provided on a voluntary basis.
COUNTY and VENDOR 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 VENDOR 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.
9. NO PLEDGE OF CREDIT VENDOR shall not pledge the COUNTY'S credit or make it a
guarantor of payment or surety for any contract, debt, obligation, judgment, lien, or any form of
indebtedness. VENDOR further warrants and represents that it has no obligation or indebtedness that
would impair its ability to fulfill the terms of this contract:
11. TERMINATION The COUNTY or VENDOR may terminate this Agreement without cause
with seven (7) days' notice to the other party. If VENDOR terminates prior to the Summit he agrees to
forfeit any and all compensation.
12. 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; the COUNTY and
VENDOR agree that venue will lie in the appropriate court or before the appropriate administrative body
in Monroe COUNTY, Florida.
13. PRIVILEGES AND IlVIl HMnIES. 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 COUN'T'Y shall apply to the same degree and extent to the performance of such
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functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the
COUNTY.
14. ATTESTATIONS. VENDOR agrees to execute such documents as the COUNTY may
reasonably require, including a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free
Workplace Statement.
15. NO PERSONAL LLA BILITY 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.
16. COUNTY OBLIGATION Monroe County's performance and obligation to pay under this contract
is contingent upon an annual appropriation by the Board of County commissioners and the approval of
the Board members at the time of contract initiation and its duration.
17. EXECUTION IN COUNTERPART. 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 COUNTY and VENDOR hereto may execute this Agreement by
singing any such counterpart.
IN WITNESS WHEREOF COUNTY and VENDOR hereto have executed this Agreement on the
day.and.date first written above.
(SEAL)
Attest: ',.DANN�_L. KOLHAGE, CLERK
By:,
`4 :]eputy erk
Date:
BOARD OF COUNTY COMMISSIONERS
OF MONROE C TY, FLORIDA
By:
a or /or County Administrator
Date: X1 I
Witness for VENDOR:
B
Signature
Date: v W
MO ROE COUNTY ATTORNEY
PPROVED AS.�O�FjO
NATILEENE W. CASSEL
ASSISTANT C UNTY ATTORNEY
Date .2- - E -
Sign.Xiure of person authorized to
le ly binO VEN6O
Date:
Print Name I
Address: / U
Telephone Number: 3U� 7�� � ��
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