02/18/2015 Agreement � .. AMY.
itAMY HEAVILINi CPA
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CLERK OF CIRCUIT COURT & COMPTROLLER
-�: ,,Ji\ MONROE COUNTY, FLORIDA
DATE: March 19, 2015
TO: Kevin Wilson
Director of Engineering
ATTN: Pamela Hancock
FROM: Lindsey Ballard, D.C.-
At the February 18, 2015 Board of County Commissioner's meeting the Board granted approval and
authorized execution of Item C 17 Inter-local Agreement with the School Board of Monroe County for
construction of a Monroe County Library/School Board Adult Education joint use facility in Marathon.
Enclosed is a duplicate original executed on behalf of Monroe County,for your handling. Should you
have any questions,please feel free to contact me.
CC: County Attorney (electronic copy)
Finance (electronic copy)
File
500 Whitehead Street Suite 101,PO Box 1980,Key West,FL 33040 Phone:305-295-3130 Fax:305-295-3663
3117 Overseas Highway,Marathon,FL 33050 Phone:305-289-6027 Fax:305-289-6025
88820 Overseas Highway,Plantation Key,FL 33070 Phone:852-7145 Fax:305-852-7146
MARATHON PUBLIC LIBRARY
INTERLOCAL AGREEMENT
THIS INTERLOCAL AGREEMENT is made and entered into this 18t1 day of
February, 2015 by and between MONROE COUNTY, a political subdivision of the State of
Florida, whose address is 1100 Simonton Street, Key West, FL, 33040, ("County"), and THE
SCHOOL BOARD OF MONROE COUNTY, FLORIDA as contracting agent for the School
District of Monroe County, Florida, whose address is 241 Trumbo Road, Key West, Florida
33040 (the"School District"or"District").
WHEREAS, the School District owns property adjacent to Stanley Switlick Elementary
School in the City of Marathon; and
WHEREAS, said School District property currently has a 2,250 square foot building
located on the property used as an Adult Education Facility; and
WHEREAS, the remainder of said School District property is used for bus, staff and
overflow parking; and
WHEREAS, the County, under its authority pursuant to F.S. 125.01, operates and
maintains public libraries in Monroe County, including a 7,500 square foot library facility in the
City of Marathon; and
WHEREAS, pursuant to the County's Capital Improvement Plan, the County library
facility in the City of Marathon is scheduled to be replaced with a larger facility which will
require moving the facility to a larger parcel; and
WHEREAS, the School District has also determined that the adult education facility is in
need of replacement and is located on a large parcel of land identified as RE#00103500-000000;
and
WHEREAS, the property where the adult education facility is currently located is an
ideal location to construct a joint use facility to house both the expanded County Library and the
replacement School District Adult Education Facility
NOW THEREFORE, in consideration of the mutual promises and conditions contained
herein, the parties agree as follows:
1. Monroe County shall execute an agreement with the School District for a 99 year non-
exclusive lease of the property prior to expending any funds for the design of the new facility,
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with such lease containing a reverter to the School District in the event the property is not used
for a public purpose.
2. Monroe County. shall issue a Request For Qualifications (RFQ) for the design and
construction of the facility.
3. The County and the District shall review and approve the design plans prior to
proceeding to construction of the facility.
4. The County will pay for construction of the facility and will include up to 2,250 square
feet for the Adult Education facility in the county's construction costs with a dedicated space of
no less than 1,500 square feet. One half of all shared use space will be counted towards this
allocation up to 750 square feet for purposes of the Adult Education allocation. Any additional
space required by the School District will be apportioned to the District on a prorated share of
the total construction costs divided by the total square footage of the building in order to obtain a
per-square foot cost. The District shall be fully responsible for its share of the construction costs
allocable to the additional space required. Building costs shall be exclusive of furnishings and
equipment, each party bearing their own costs for furnishing and equipping the facility.
Notwithstanding the forgoing, basic furnishings for common areas will be approved by each
party and a part of the construction cost.
5. Upon completion of construction, payment of the final pay application to the contractor
and acceptance of the facility, the County shall own and be responsible for the maintenance and
repair of the facility. The District will provide custodial service for its dedicated areas. Custodial
services for the joint use areas and County dedicated areas will be provided by the County.
Utilities will be prorated based on the respective dedicated areas without inclusion of common
areas. Common area utilities will be paid for by the County. All utility bills will be processed by
the County and an itemized statement provided to the District for reimbursement.
6. The County shall have sole authority in determining the hours of operation of the library.
7. The District shall have sole authority in scheduling adult education and/or training
classes. •
8. The County will manage scheduling of the common areas with official functions of the
County and District having priority in scheduling.
9. This Agreement shall become effective immediately upon execution.
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10. In the event of any failure of compliance by either party hereto with any of its material
obligations to the other party as provided for herein such action shall constitute a default under
this Agreement.
11. Upon any such default, the non-defaulting party shall provide to the defaulting party a
written Notice of such default, which Notice (a "Default Notice") shall state in reasonable detail
the actions the defaulting party must take to cure the same. The defaulting party shall cure any
such default, within 30 days following the date of the Default Notice.
12. Notwithstanding the provisions. of this Agreement, if any such default by the defaulting
party remains uncured at the conclusion of any specified 30 day cure period, and if the nature of
the defaulting party's obligations are such that more than 30 days is required to effect cure, then
. the defaulting party shall not be in default hereunder and the non-defaulting party shall not have
the right to exercise its termination rights granted herein as a result of any such default, if the
defaulting party commences cure within the applicable cure period and thereafter diligently
pursues cure to completion of performance.
13. In the event the defaulting party fails to affect any required cure as provided for herein,
the defaulting party shall be deemed to be in uncured default hereunder, and the non-defaulting
=party shall have the right, but shall not be obligated, upon written Notice to the defaulting party,
to terminate this Agreement.
14. If such Notice is given, this Agreement shall terminate on the date set forth in the Notice
and the parties shall be relieved-of all rights and obligations hereunder, except for any rights and
obligations that survive termination.
15. To the extent permitted by law and subject to the provisions and monetary limitations of
Section 768.28, Florida Statutes, the District does hereby agree to defend, indemnify and hold
the County, its officers, agents, or employees, harmless from and against any and all liability,
damages, costs or expenses (including reasonable attorneys' fees, costs, and expenses at both the
trial and appellate levels) arising from the acts or omissions of the District or any third party
vendor contracted by the District in connection with this Agreement.
To the extent permitted by law and subject to the provisions and monetary limitations of
Section 768.28, Florida Statutes, the County does hereby agree to defend, indemnify and hold the
District, its officers, agents, or employees, harmless from and against any and all liability,
damages, costs or expenses (including reasonable attorneys' fees, costs, and expenses at both the
trial and appellate levels) arising from the acts or omissions of the County or any third party
vendor contracted by the County in connection with this Agreement.
16. Notices.
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All notices,requests, demands, elections, consents, approvals and other communications
hereunder must be in writing and addressed as follows, or to any other address which either party
may designate to the other party by mail:
If to County:
Roman Gastesi, Jr.
County Administrator
Monroe County Historic Gato Building
1100 Simonton Street
•
Key West, Florida 33040
With a copy to:
Robert Shillinger, Esq.
Monroe County Attorney's Office
1111 12th St. Suite 408
Key West, Florida 33040
If to District:
Patrick Lefere
Executive Director of Operations and Planning
Monroe County School Board
241 Trumbo Road •
Key West, Florida 33040
With a copy to:
Dirk Smits, Esq.
Vernis &Bowling of the Florida Keys,P.A.
81990 Overseas Highway, Third Floor, •
Islamorada, FL 33036
Any Notice required by this Agreement to be given or made within a specified period of time, or
on or before a date certain, shall be deemed to have been duly given if sent by certified mail,
return receipt requested, postage and fees prepaid; hand delivered; or sent by overnight delivery
service.
17. Attorney's Fees and Waiver of Jury Trial.
In the event of any litigation arising out of this Agreement, the prevailing party shall be
entitled to recover its attorneys' fees and costs, including the fees and expenses of any paralegals,
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law clerks and legal assistants, and including fees and expenses charged for representation at
both the trial and appellate levels.
In the event of any litigation arising out of this Agreement, each party hereby knowingly,
irrevocably, voluntarily and intentionally waives its right to trial by jury.
18. Governing Law.
This Agreement shall be construed in accordance with and governed by the laws of the State of
Florida. Exclusive venue for any litigation arising out of this Agreement shall be in Monroe
County, Florida or the Southern District of Florida. This Agreement is not subject to arbitration.
Both parties recognize and agree to abide by the Florida Governmental Conflict Resolution Act,
Chapter 164, Florida Statutes, prior to the institution of any litigation arising from this
Agreement.
19. Public Access.
Pursuant to Florida Statute §119.0701, the City and County shall comply with all public records
laws of the State of Florida, including but not limited to:
(a) Keep and maintain public records that ordinarily and necessarily would be required by
Monroe County in the performance of this Agreement.
(b) Provide the public with access to public records on the same terms and conditions that
Monroe County would provide the records and at a cost that does not exceed the cost provided in
Florida Statutes, Chapter 119 or as otherwise provided by law.
(c) Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law.
(d) Meet all requirements for retaining public records and transfer, at no cost, to Monroe
County all public records in possession of the contractor upon termination of this Agreement and
destroy any duplicate public records that are exempt or confidential and exempt from public
records disclosure requirements. All records stored electronically must be provided to Monroe
County in a format that is compatible with the information technology systems of Monroe
County.
20. Entire Agreement/Modification/Amendment.
This writing contains the entire Agreement of the parties and supersedes any prior oral or written
representations. No representations were made or relied upon by either party, other than those
that are expressly set forth herein.
No agent, employee, or other representative of either party is empowered to modify or
amend the terms of this Agreement, unless executed with the same formality as this document.
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21. Nonassignability.
This Agreement shall not be assignable by either party unless such assignment is first approved
by both parties.
22. Severability.
If any term or provision of this Agreement shall to any extent be held invalid or unenforceable,
the remainder of this Agreement shall not be affected thereby, and each remaining term and
provision of this Agreement shall be valid and be enforceable to the fullest extent permitted by
law.
23. Waiver.
The failure of either party to this Agreement to object to or to take affirmative action with
respect to any conduct of the other which is in violation of the terms of this Agreement shall not
be construed as a waiver of the violation or breach, or of any future violation,breach or wrongful
conduct.
24. Survival of Provisions.
Any terms or conditions of either this Agreement that require acts beyond the date of the term of
the Agreement, shall survive termination of the Agreement, shall remain in full force and effect
unless and until the terms or conditions are completed and shall be fully enforceable by either
party.
25. Counterparts.
This Agreement may be executed in several counterparts, each of which shall be deemed original
and such counterparts shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have set their hands and seal the day and year first
written above.
119
BOARD OF COUNTY COMMISSIONERS
. AMY HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA
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ih iH• -NI100• ,f C •
/erk Mayor Danny Kolhage
(SEAL)
MONROE COUNTY SCHOOL BOARD
ATT T:
B I l I 1`), �(�i't, S By:
Clerk Chairman
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Mr,IRO COON fO JEY
•PR'iVED ! O M
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PEDRO J. ERCADO
ASSISTANT Cr r . -
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