09/21/2012 Agreement DANNY L. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE: Reptember 25, 2012
TO: Roman Gasle.si
County Adntinistralor
ATT: Connie Cyr
FROM: Isabel C De.Santis, D.C.
At the September 21, 2012, BOCC meeting the following was approved:
Item 02 Board ratified the Agreement between Monroe County Board of County
Commissioners and MW Biodiesel Consulting, Inc. for consulting services related to The
Resources and Ecosystems Sustainability, Tourist Opportunity, and Revived Economies of the
Gulf States Act of 2011 (the RESTORE Act) to include Exhibit A that is reference in the
contract.
Enclosed is a duplicate original of the above-mentioned for your handling. Should you
have any questions, please feel free to contact my office.
cc: County Attorney, w/o doc.
Finance
File
AGREEMENT FOR
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RESTORE ACT "'
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This Agreement ("Agreement") made and entered into this 15th day of Augus4 0
2012, by and between Monroe County, a political subdivision of the State of Florida, and
whose address is 1100 Simonton Street, Key West, Florida, 33040, its successors and
assigns, hereinafter referred to as "COUNTY,' through the Monroe County Board of
County Commissioners("BOCC"),
AND
MW Biodiesel Consulting, Inc., a corporation of the State of Florida, and whose
address is 122 S. Calhoun St., Tallahassee, Fl. 32301, its successors and assigns,
hereinafter referred to as"CONSULTANT",
WITNESSETH:
WHEREAS, COUNTY desires to employ the professional services of
CONSULTANT for representation at Consortium and Council meetings related to the
RESTORE Act, under which funding will be provided to local governments affected both
directly and indirectly by the Deepwater Horizon oil spill; and
WHEREAS, CONSULTANT has agreed to provide professional services which
shall include, but not be limited to, the services outlined in its July 24, 2012 letter
proposing terms of engagement, which shall be called the "Project";
NOW, THEREFORE, in consideration of the mutual promises, covenants and
agreements stated herein, and for other good and valuable consideration, the sufficiency
of which is hereby acknowledged, COUNTY and CONSULTANT agree as follows:
ARTICLE 1
1.1 REPRESENTATIONS AND WARRANTIES
By executing this Agreement, CONSULTANT makes the following express
representations and warranties to the COUNTY:
1.1.1 The CONSULTANT is professionally qualified to act as the CONSULTANT for
the Project and is licensed to provide the designated services by all public
entities having jurisdiction over the CONSULTANT and the Project;
1.1.2 The CONSULTANT shall maintain all necessary licenses, permits or other
authorizations necessary to act as CONSULTANT for the Project until the
CONSULTANT'S duties hereunder have been fully satisfied;
1.1.3 The CONSULTANT has become familiar with the Project.
1.1.4 The CONSULTANT shall prepare all documents required by this Agreement in
such a manner that they shall be accurate, coordinated and adequate for use in
the subsequent implementation phases and shall be in conformity and comply
with all applicable law, codes and regulations. The CONSULTANT warrants that
the documents prepared as a part of this Agreement will be adequate and
sufficient to accomplish the purposes of the Project, therefore, eliminating any
additional cost due to missing or incorrect information;
1.1.5 The CONSULTANT assumes full responsibility to the extent allowed by law with
regards to his performance and those directly under his employ.
1.1.6 The CONSULTANT'S services shall be performed as expeditiously as is
consistent with professional skill and care and the orderly progress of the Project.
The CONSULTANT shall submit, for the COUNTY's and its representative's
information, a schedule for the performance of the CONSULTANT'S services
which may be adjusted as the Project proceeds if approved by the COUNTY, and
shall include allowances for periods of time required for the COUNTY's review,
and for approval of submission by authorities having jurisdiction over the Project.
1.1.7 CONSULTANT is an independent contractor under this Agreement. Services
provided by CONSULTANT shall be subject to the supervision of CONSULTANT.
In providing the services, CONSULTANT and its agents shall not be acting and
shall not be deemed as acting as officers, employees, or agents of the COUNTY,
nor shall they accrue any of the rights or benefits of a COUNTY employee.
ARTICLE II
SCOPE OF CONSULTANT'S BASIC SERVICE
2.1 DEFINITION
CONSULTANT'S services consist of those described in its proposal through a
July 24, 2012 letter of engagement, attached hereto as Exhibit A, and incorporated
herein by reference.
2.2 COMPLETION DATE
The Project must be completed in accordance with the RESTORE Act,
regulations promulgated pursuant thereto, and any deadlines set by the Consortium of
Florida counties established for administration related to RESTORE Act funding in the
State of Florida
Time is of the essence in this regard.
2.3 CORRECTION OF ERRORS, OMISSIONS, DEFICIENCIES
The CONSULTANT shall, without additional compensation, promptly correct any
errors, omissions, deficiencies, or conflicts in the work product of the
CONSULTANT or its sub-consultants, or both.
The County agrees that Consultant's performance rely on the timeliness,
accuracy and completeness of information provided to Consultant by the County
and that Consultant cannot be held liable or responsible for County errors,
omissions or modifications.
2.4 WRITTEN NOTICE
Any notices sent by the parties shall be deemed to have been duly served if
delivered in person to the individuals and addresses listed below, or if delivered
or sent by first class mail, certified, return receipt, or by courier with proof of
delivery.
All written correspondence to the COUNTY shall be dated and signed by an
authorized representative of the CONSULTANT. The correspondence shall be
directed to:
Lisa Tennyson
1100 Simonton Street
Key West, Florida 33040
And: Roman Gastesi
Monroe County Administrator
1100 Simonton Street, Room 2-205
Key West, Florida 33040
Notice to the CONSULTANT shall be delivered to:
Peggy Mathews
122 S. Calhoun St.
Tallahassee, Fl. 32301
ARTICLE III
ADDITONAL SERVICE
3.1 If Additional Services are required, the COUNTY shall issue a letter requesting
and describing the requested services to the CONSULTANT. The
CONSULTANT shall respond with a fee proposal to perform the requested
services. Any amendment shall be approved by the BOCC and executed in
writing.
ARTICLE IV
COUNTY'S RESPONSIBILITIES
4.1 COUNTY shall provide full information as needed for the Project including
objectives, schedule, constraints and criteria.
4.2 COUNTY shall designate a representative to act on the COUNTY's behalf with
respect to the Project. The COUNTY or its representative shall render decisions
in a timely manner pertaining to documents submitted by the CONSULTANT in
order to avoid unreasonable delay in the orderly and sequential progress of the
CONSULTANT'S services.
4.3 Prompt written notice shall be given by COUNTY through its representative to
CONSULTANT if COUNTY becomes aware of any fault or defect in the Project
or non-conformance with the Agreement Documents. Written notice shall be
deemed to have been duly served if sent pursuant to paragraph 2.4.
4.4 The COUNTY shall provide copies of necessary documents required to complete
the work.
4.5 Any information that may be of assistance to the CONSULTANT to which the
COUNTY has immediate access will be provided as requested.
ARTICLE V
INDEMNIFICATION AND HOLD HARMLESS
The CONSULTANT covenants and agrees to indemnify, hold harmless and defend
COUNTY, its commissioners, officers, employees, agents and servants from any and all
claims for bodily injury, including death, personal injury, and property damage, including
damage to property owned by Monroe County, and any other losses, damages, and
expenses of any kind, including attorney's fees, court costs and expenses, which arise
out of, in connection with, or by reason of services provided by CONSULTANT or its
Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act
or omission of the CONSULTANT, its Subcontractor(s) in any tier, their officers,
employees, servants and agents.
In the event that the completion of the project (to include the work of others) is delayed
or suspended as a result of Consultant's failure to purchase or maintain the required
insurance, CONSULTANT shall indemnify COUNTY from any and all increased
expenses resulting from such delay. Should any claims be asserted against COUNTY
by virtue of any deficiency or ambiguity in the plans and specifications provided by the
CONSULTANT, CONSULTANT agrees and warrants that CONSULTANT shall hold the
County harmless and shall indemnify it from all losses occurring thereby and shall
further defend any claim or action on the COUNTY's behalf.
The first ten dollars ($10.00) of remuneration paid to the CONSULTANT is
consideration 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.
This indemnification shall survive the expiration or earlier termination of the Agreement.
ARTICLE VI
PERSONNEL
6.1 PERSONNEL
The CONSULTANT shall assign only qualified personnel to perform any service
concerning the project. At the time of execution of this Agreement, the parties anticipate
that the following named individuals will perform those functions:
NAME
Peggy Mathews
Steven Webster
So long as the individuals named above remain actively employed or retained by the
CONSULTANT, they shall perform the functions indicated next to their names. If they
are replaced CONSULTANT shall notify COUNTY of the change immediately.
ARTICLE VII
COMPENSATION
7.1 CONTRACT SUM
The COUNTY shall pay the CONSULTANT in current funds for the
CONSULTANT'S performance of this Agreement the sum of sixty thousand
dollars ($60,000) per year, payable at the rate of $5,000 per month for each
month's services provided. Payment is contingent upon annual appropriation by
COUNTY.
7.2 PAYMENTS
7.2.1 Unless otherwise provided for in paragraph 7.1 above, for its assumption and
- performances of the duties, obligations and responsibilities set forth herein, the
CONSULTANT shall be paid monthly pursuant to the Florida Prompt Payment
Act, upon County's receipt of an invoice documenting the provision of services.
(A) If the CONSULTANT'S duties, obligations and responsibilities are
materially changed by amendment to this Agreement after execution of
this Agreement, compensation due to the CONSULTANT shall be
equitably adjusted, either upward or downward.
(B) As a condition precedent for any payment due under this Agreement, the
CONSULTANT shall submit monthly, unless otherwise agreed in writing
by the COUNTY, a proper invoice to COUNTY requesting payment for
services properly rendered and reimbursable expenses due hereunder.
The CONSULTANT'S invoice shall describe with reasonable particularity
the service rendered. The CONSULTANT'S invoice shall be
accompanied by such documentation or data in support of expenses for
which payment is sought at the COUNTY may require.
7.3 REIMBURSABLE EXPENSES
7.3.1 Reimbursable expenditures include costs of travel, phone, and copying services,
but no individual expense shall exceed $250 without prior written authorization
from the County Administrator. Any other types of reimbursable shall require
prior written authorization from the County Administrator.
ARTICLE VIII
INSURANCE
8.1 The CONSULTANT shall obtain insurance as specified and maintain the required
insurance at all times that this Agreement is in effect. Professional Liability
Insurance shall also be maintained as specified. In the event the completion of
the project (to include the work of others) is delayed or suspended as a result of
the CONSULTANT'S failure to purchase or maintain the required insurance, the
CONSULTANT shall indemnify the COUNTY from any and all increased
expenses resulting from such delay.
8.2 The coverage provided herein shall be provided by an insurer with an A.M. Best
Rating of VI or better, that is licensed to business in the State of Florida and that
has an agent for service of process within the State of Florida. The coverage
shall contain an endorsement providing sixty(60) days notice to the COUNTY
prior to any cancellation of said coverage. Said coverage shall be written by an
insurer acceptable to the COUNTY and shall be in a form acceptable to the
COUNTY.
8.3 CONSULTANT shall obtain and maintain the following policies:
A. Comprehensive business automobile and vehicle liability insurance covering
claims for injuries to members of the public and/or damages to property of
others arising from use of motor vehicles, including onsite and offsite
operations, and owned, hired or non-owned vehicles, with One Million Dollars
($1,000,000.00) combined single limit and One Million Dollars
($1,000,000.00) annual aggregate.
B. Commercial general liability covering claims for injuries to members of the
public or damage to property of others arising out of any covered act or
omission of the CONSULTANT or any of its employees, agents or
subcontractors or subconsultants, including Premises and/or Operations,
Independent Contractors; Broad Form Property Damage and a Contractual
Liability Endorsement with One Million Dollars ($1,000,000) per occurrence
and annual aggregate.
C. Professional liability insurance of One Million Dollars ($1,000,000.00) per
occurrence and Two Million Dollars ($2,000,000.00) annual aggregate. If the
policy is a "claims made" policy, CONSULTANT shall maintain coverage or
purchase a "tail"to cover claims made after completion of the project to cover
the statutory time limits in Chapter 95 of the Florida Statutes.
D. COUNTY shall be named as an additional insured with respect to
CONSULTANT'S liabilities hereunder in insurance coverages identified in
Paragraphs C and D.
E. CONSULTANT shall require its subconsultants to be adequately insured at
least to the limits prescribed above, and to any increased limits of
CONSULTANT if so required by COUNTY during the term of this Agreement.
COUNTY will not pay for increased limits of insurance for subconsultants.
F. CONSULTANT shall provide to the COUNTY certificates of insurance or a
copy of all insurance policies including those naming the COUNTY as an
additional insured by Section 12.1.3 including any subsection thereunder.
The COUNTY reserves the right to require a certified copy of such policies
upon request.
ARTICLE IX
MISCELLANEOUS
9.1 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.
9.2 OWNERSHIP OF THE PROJECT DOCUMENTS
The documents prepared by the CONSULTANT for this Project belong to the
COUNTY and may be reproduced and copied without acknowledgement or
permission of the CONSULTANT.
9.3 SUCCESSORS AND ASSIGNS
The CONSULTANT shall not assign its right hereunder, except its right to
payment, nor shall it delegate any of its duties hereunder without the written
consent of the COUNTY. Subject to the provisions of the immediately preceding
sentence, each party hereto binds itself, its successors, assigns and legal
representatives to the other and to the successors, assigns and legal
representatives of such other party.
9.4 NO THIRD PARTY BENEFICIARIES
Nothing contained herein shall create any relationship, contractual or otherwise,
with or any rights in favor of, any third party.
9.5 TERMINATION
Either party hereto may terminate this Agreement upon giving seven (15) days
written notice to the other in the event that such other party substantially fails to
perform its material obligations set forth herein. The COUNTY may terminate this
Agreement without cause upon giving seven (15) days written notice to the
CONSULTANT. If the COUNTY utilizes this provision, the termination shall
supersede any obligation under paragraph 9.15. Termination expenses shall be
paid and shall include all expenses until date of termination and any additional
services required in order to stop performance of services, subject to audit for
verification.
9.6 CONTRACT DOCUMENTS
This contract consists of the Agreement, and the CONSULTANT'S July 24, 2012
proposed letter of engagement. In the event of any conflict between any of the
contract documents, the one imposing the greater burden on the CONSULTANT
will control.
9.7 PUBLIC ENTITIES CRIMES
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 on contracts to provide any
goods or services to a public entity, may not submit a bid 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 of the
Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of
being placed on the convicted vendor list.
By signing this Agreement, CONSULTANT represents that the execution of this
Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida
Statutes). Violation of this section shall result in termination of this Agreement
and recovery of all monies paid hereto, and may result in debarment from
COUNTY's competitive procurement activities.
In addition to the foregoing, CONSULTANT further represents that there has
been no determination, based on an audit, that it or any subconsultant has
committed an act defined by Section 287.133, Florida Statutes, as a "public entity
crime' and that it has not been formally charged with committing an act defined
as a "public entity crime" regardless of the amount of money involved or whether
CONUSULTANT has been placed on the convicted vendor list.
CONSULTANT will promptly notify the COUNTY if it or any subcontractor or
subconsultant is formally charged with an act defined as a "public entity
crime" or has been placed on the convicted vendor list.
9.8 MAINTENANCE OF 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 its 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 County
Clerk determines that monies paid to CONSULTANT pursuant to this Agreement
were spent for purposes not authorized by this Agreement, the CONSULTANT
shall repay the monies together with interest calculated pursuant to Sec. 55.03,
of the Florida Statutes, running from the date the monies were paid by the
COUNTY.
9.9 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, COUNTY
and CONSULTANT agree that venue shall lie in Monroe County, Florida, in the
appropriate court or before the appropriate administrative body. The Parties
waive their rights to a trial by jury. The COUNTY and CONSULTANT agree that,
in the event of conflicting interpretations of the terms or a term of this Agreement
by or between any of the parties, the issue shall be submitted to mediation prior
to the institution of any other administrative or legal proceeding.
9.10 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.
9.11 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.
9.12 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.
9.13 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.
9.14 CLAIMS FOR FEDERAL OR STATE AID
CONSULTANT 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.
9.15 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 15 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.
9.16 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. COUNTY and CONSULTANT specifically agree
that no party to this Agreement shall be required to enter into any arbitration
proceedings related to this Agreement.
9.17 NONDISCRIMINATION
CONSULTANT 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. CONSULTANT or COUNTY 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 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 Chapter 13, Article VI, which prohibits
discrimination on the basis of race, color, sex, religion, national origin, ancestry,
sexual orientation, gender identity or expression, familial status or age; 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.
9.18 COVENANT OF NO INTEREST
CONSULTANT and COUNTY 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.
9.19 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.
9.20 NO SOLICITATION/PAYMENT
The CONSULTANT and COUNTY 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.
9.21 PUBLIC ACCESS.
The CONSULTANT and COUNTY 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 CONSULTANT and COUNTY in
connection with this Agreement; and the COUNTY shall have the right to
unilaterally cancel this Agreement upon violation of this provision by
CONSULTANT.
9.22 NON-WAIVER OF IMMUNITY
Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation
of the CONSULTANT and the COUNTY 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.
9.23 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.
9.24 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.
9.25 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
CONSULTANT and the COUNTY agree that neither the CONSULTANT nor the
COUNTY 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.
9.26 ATTESTATIONS AND TRUTH IN NEGOTIATION
CONSULTANT agrees to execute such documents as COUNTY may reasonably
require, including a Public Entity Crime Statement, an Ethics Statement, and a
Drug-Free Workplace Statement. Signature of this Agreement by CONSULTANT
shall act as the execution of a truth in negotiation certificate stating that wage
rates and other factual unit costs supporting the compensation pursuant to the
Agreement are accurate, complete, and current at the time of contracting. The
original contract price and any additions thereto shall be adjusted to exclude any
significant sums by which the agency determines the contract price was
increased due to inaccurate, incomplete, or concurrent wage rates and other
factual unit costs. All such adjustments must be made within one year following
the end of the Agreement.
9.27 NO PERSONAL LIABILITY
No covenantor 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.
9.28 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.
IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its
duly authorized representative on the day and year first above written.
(SEAL) BOARD OF COUNTY
COMISSIONERS OF
Attest: DANNY L. KOLHAGE, Clerk MONROE COUNTY, FLORIDA
•
By�ja €J&?42!Z/F") By:
Deputy Clerk Mgyor/Cha an
(Seal) CONSULTANT
Attest: �` ,�
BY: v6 S b b cah 424-3-3
Title: Title: 2- c)
END OF AGREEMENT
Ed- b A
BOARD OF COUNTY COMMLSSIONFRS
Mayor David Rice,District 4
Mayor Pro Tern Kim Wlgington,District 1
C
Heather Carruthers,Dishict3
KEY WEST I/ROA 33040 George Neugent,District 2
(3051 294-4641 Sylvia].Murphy,District 5
Monroe County
Board of County Commissioners
Office of the County Administrator
The Historic Gato Cigar Factory
1100 Simonton Street,Suite 205
Key West,FL 33040
(305)292-4441 —Phone
(305)292-4544—Fax
Peggy H.Mathews
and
Steven E. Webster
Mathews Webster Consulting pmathews@mwconsult.us
122 S Calhoun St. and
Tallahassee,FL.32301 via email: swebster@mwconsultus
- August 2,2012
RE: RESTORE Funding-Authorization to Act/Proposal for Services
Dear Ms.Mathews and Mr.Webster:
The attorneys and I appreciate your time to discuss your proposal with us on July 31,2012. Recognizing that
time is of the essence and that our County Commission does not meet until August 15, I can provide limited
authority for you to act on behalf of the County in this matter until that date.
This letter of authorization is limited to authorizing you to represent Monroe County in the Florida
Consortium meetings, particularly those regarding the development of the Consortium rules and procedures.
It is expected that during this time frame, you will obtain information related to the RESTORE Act and the
Consortium and relay such information to the County.
It needs to be understood that until we can fully evaluate your proposal in light of the August 6 webinar and
August 13 teleconference mentioned to you on the phone, and obtain County Commission approval of an
agreement with your firm,there is no commitment by the County to pay for your services.
Please do not hesitate to contact me at(305)394-1332 or via e-mail at Gastesi-romanemonroecounty-fl.cov.
Than
realloP
Roman Gastesi
Monroe County Administrator
t1ONROE COGSTY,FLORIDA
Request For Waiver
of
Insurance Requirements
ht a requested that the nwvamc Tprinuenu es unsalted in the CwmtyN Schedule of Insurance Hcmuumvnu be
mused or modified nn the following contract
cwneau«: MNI.Consulting,Inc _. .
Comxlr..-.
namnnofCoa.cmr 122S.Calhoun.St
Tallahassee,FL 32301
phone; 850-391-7674 . .
Scope of Work COUNTY desires to employ the professional senaces of_CONSULTANT for
representation at Consortium and Council meetings related to the RESTORE Act,
under_which.funding.will baproeded-to local governrnentsaffected both directly and
indirectly by the Deepwater Horizon oil spill
Reno.far waver. Contractor will perform lobbying-type activities for COUNTY,primarily in the
Tallahassee area,and thus have no exposure except professional liability.
rchat,Wm.n CO .pea. .t. rSTA apro : liabtlny.cnverageftv-$500.000,with no
win apply m- canceila ei _ ._.
Signature rfContractor �. � �_.s x ,r
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Nick Muagnrcm
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County Msatmm.ure appeal.
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A`ORO" CERTIFICATE OF LIABILITY INSURANCE °"0813112
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
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IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(les) must be endorsed. If SUBROGATION IS WAIVED,subject to
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certificate holder in lieu of such endorsement(s).
PRODUCER 813-935-4440 NAME:
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Tam FL 33828 EMAIL
BRUCEJ SHERWOOD ADDRESS:
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INSURER A:CAPITOL SPECIALTY INSURANCE •
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INSURED MW BIODIESEL L TING INSURER B: _ _
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1225.CALHOUNST INSURERC:
TALLAHASSEE,FL 32301 INSURER 0:
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INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
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EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOVM MAY HAVE BEEN REDUCED BY PAID CLAIMS.
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DESCRIPTION OF OPERATORS I LOCATIONSI VEHICLES (Mach ACOPD 101,Additional Remarks Schedule,M mom space Is required)
CERTIFICATE HOLDER CANCELLATION
MONROEC
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
MONROE COUNTY ACCORDANCE WITH THE POLICY PROVISIONS.
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