Item J5
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: March 18.2009
Division: Growth Management
Bulk Item: Yes ---X- No
Department:
Staff Contact: Andrew O. Trivette Ex!. 2517
Susan Grimsley Ex!. 2524
AGENDA ITEM WORDING:
Approval of an Interlocal Agreement between Monroe County and the Florida Keys Aqueduct
Authority (FKAA) for coordination and cooperation regarding water supply, re-use, and alternative
water supplies.
ITEM BACKGROUND: On February 26, 2009 the FKAA Board approved the Interlocal Agreement.
Municipalities will have the option to join in the Agreement by Resolution of their boards and
acceptance by the County Administrator and FKAA Chairperson.
Florida Statute Section 163.3177 (6)( c) requires that services and utilities such as potable water be
available to new development. The Comprehensive Plans of the County and Municipalities must
include a coordination element with the supplier of potable water. This document assures such
coordination, and allows the County to proceed with a Comprehensive Plan amendment for potable
water.
PREVIOUS RELEVANT BOCC ACTION:
August 20, 2008 - BOCC approved Interlocal agreement between Monroe County, FKAA and
municipalities.
January 28, 2009 - BOCC rescinded the Interlocal Agreement with the cities and FKAA because the
cities did not opt in.
CONTRACT/AGREEMENTCHANGES: N/A
STAFF RECOMMENDATIONS: Approval
TOTAL COST:
nla
BUDGETED: Yes
No
COST TO COUNTY:
nla
SOURCE OF FUNDS:
REVENUE PRODUCING: Yes
No x
AMOUNTPERMONTH_ Year
APPROVED BY: County Atty ~ OMBlPurchasing _ Risk Management_
Not Required_
DOCUMENTATION:
Included x
DISPOSITION:
AGENDA ITEM #
Revised 11/06
INTERLOCAL AGREEMENT
BETWEEN
MONROE COUNTY
AND
THE FLORIDA KEYS AQUEDUCT AUTHORITY
,2009
TABLE OF CONTENTS
Paee
ARTICLE I DEFINITIONS ..... ................. .... ....................................... ............... 2
SECTION 1.01 WORDS AND TERMS....................................................... .... 2
SECTION 1.02 CORRELATIVE WORDS.............................................. ......... 3
ARTICLE II INTE~OC~ ACJ~ElVIENT..............................................................3
SECTION 2.01 PURPOSE OF INTE~OC~ ACJ~ElVIENT................................ 3
SECTION 2.02 TERM OF INTE~OC~ ACJ~ElVIENT.....................................3
SECTION 2.03 TERMINATION........... .. . . .. .. . .. . .. . .. . .. . . . . . . . .. .. . . .. .. . . .. . ... .. . .. . .. . .. 3
SECTION 2.04 SCOPE OF WORK................................................................3
ARTICLE III COSTS................... ...... ... ....... ...... ............ ...... ....................... ..... ... 4
SECTION 3.01................................................................................... .......4
ARTICLE IV WARRANTIES, ~P~SENTATIONS AND COVENANTS....................... 5
SECTION 4.01 BY FKAA. . . . . .. . .. . .. . .. . .. . .. . .. . . . . .. . .. . . . . . . .. . . .. . .. . .. . .. . .. .. . . .. ... . .. . . . . . 5
SECTION 4.02 BY COUNTY AND lVIUNICIP~ITIES..................................... ...5
SECTION 4.03 FKAA LECJ~ AUTHORIZATION.......... .... ................. ...... .......5
SECTION 4.04 COUNTY AND lVIUNICIP ~ITIES LECJ~
AUTHORIZATION..................................................... ......... ... ........... .... ...6
ARTICLE V DEFAULTS AND ~lVIEDIES.... .... ........ ...... ........................... .............6
SECTION 5.01 EVENTS OF DEFAULT....................................................... ...6
SECTION 5.02 DELAY AND WAIVER.......................................................... 6
ARTICLE VI CJENERAL PROVISIONS....... ...... .......................................... ............ 7
SECTION 6.01 ASSICJNMENT OF RICJHTS UNDER ACJ~ElVIENT. . . .. .. ... . .... . .. . . . . . 7
SECTION 6.02 AM:ENDlVIENT OF ACJ~ElVIENT ................................ ........7
SECTION 6.03 SEVERABILITy................................................................... 7
SECTION 6.04 ATTORNEY'S FEES AND COSTS............................................. 7
SECTION 6.05 ADJUDICATION OF DISPUTES OR DISACJ~ElVIENTS................ 7
SECTION 6.06 NONDISCRTh1INATION................................................. ...........80SECTION 6.07 COOPERATION................................................................ .....8
SECTION 6.08 COVENANT OF NO INTE~ST.......... ..........................................9
~TERLOCALAGREEMENT
BETWEEN
MONROE COUNTY
AND
THE FLORIDA KEYS AQUEDUCT AUTHORITY
,2009
TABLE OF CONTENTS
Paee
ARTICLE I DEFINITIONS ..... ......... .., ................................................. ..............3
SECTION 1.01 WORDS AND TERMS........................... .......... ......... ......... .... 3
SECTION 1.02 CORRELATIVE WORDS... .............. .......................... ... ..... .... 3
ARTICLE II INTERLOCAL AGREEMENT. .................................................... ...... ...3
SECTION 2.01 PURPOSE OF INTERLOCAL AGREEMENT.................. .............. 3
SECTION 2.02 TERM OF INTERLOCAL AGREEMENT.. ........... ............... .........4
SECTION 2.03 TERMINATION.................... ...... ................... .., ............... .... 4
SECTION 2.04 SCOPE OF WORK................................................................ 4
ARTICLE III COSTS... .., ........ .................... ...... ........ ........... .................... ........... 5
SECTION 3.01................................................................................... ....... 5
ARTICLE TV WARRANTIES, REPRESENT A TIONS AND COVENANTS. ... . ... . . .. . .......... 5
SECTION 4.01 BY FK.AA... ...... ...... ..... .............. ..... ... ..... ....... ..................... 5
SECTION 4.02 BY COUNTY AND MUNICIPALITIES........................................6
SECTION 4.03 FKAA LEGAL AUTHORIZATION......... ............... ........... ......... 6
SECTION 4.04 COUNTY LEGAL AUTHORIZATION.................... ................... 6
SECTION 4.05 :v1UNICIPALITlES LEGAL
AUTHORIZATION. ..... .......... .... ......... .... ........... ............. ..... ........ ...... .......7
ARTICLE V DEFAULTS AND REMEDIES........... .... ...................................... ......... 7
SECTION 5.01 EVENTS OF DEFAULT.......................................................... 7
SECTION 5 .02 DELAY AND WAIVER..................... .. ........ ... .. ..... ................. 7
ARTICLE VI GENERAL PROVISIONS................................................................... 8
SECTION 6.01 ASSIGNMENT OF RIGHTS UNDER AGREEMENT....................... 8
SECTION 6.02 AMENDMENT OF AGREEMENT ........................................8
SECTION 6.03 SEVERABILITy........................................ _.. ....................... 8
SECTION 6.04 ATTORNEY'S FEES AND COSTS............................................. 8
SECTION 6.05 ADJUDICATION OF DISPUTES OR DISAGREEMENTS................ 9
SECTION 6.06 NONDISCRIMINATION... ............ ..... ............ .......... .... .., ...........9
SECTION 6.07 COOPERATION.................. .............................................. .....10
TABLE OF CONTENTS
SECTION 6.08 COVENANT OF NO INTEREST..................... ........... ......................10
SECTION 6.09 CODE OF ETHICS..... ........... .......................... .................... .....10
SECTION 6.10 NO SOLICITATION/PAyMENT...... .......... ............. .................10
SECTION 6. II PUBLIC ACCESS TO RECORDS....... ....... ............. ..... ......... ...... .JI
SECTION 6.12 NON-WAIVER OF IMMUNITy............. ................. .... .. .... ...... ....11
SECTION 6.13 LEGAL OBLIGATIONS;
NON-DELEGATION OF DUTIES...................................................... 11
SECTION 6.14 NON-RELIANCE BY NON-PARTIES.. ....... .............................. 11
SECTION 6.15 NO PERSONAL LIABILITY.................................................... 12
SECTION 6.16 SECTION HEADINGS.................. ................................... ....... 12
SECTION 6.17 GOVERNING LAW; VENUE................................................... 12
SECTION 6.18 CONSTRUCTION. .... ...... .... ......... ...... ..... ..... ......... .... ..... .... ....12
ARTICLE VU EXECUTION OF AGREEMENT... ........ ............ .......... ..... ........................12
SECTION 7.01 JOINDER. ......... ...... ...... .... .... ........... .... ...... ............. ........ .....12
SECTION 7.02 COUNTERPARTS........................ .......... ....................... ..........13
SECTION 7.03 SUPERSEDES OTHER AGREEMENT.......... ................... ........... .13
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INTERLOCAL AGREEMENT
BETWEEN
MONROE COUNTY
AND
FLORIDA KEYS AQUEDUCT AUTHORITY
THIS INTERLOCAL AGREEMENT (Agreement) is entered into this _ day of
, 2009, pursuant to Florida Statute Sec. 163.01, by and between Monroe County
(County) a political subdivision of the state of Florida, and the Florida Keys Aqueduct Authority
(FKAA), an independent special district of the State of Florida.
WITNESSETH:
WHEREAS, Chapter 163 of the Florida Statutes requires the County of Monroe and all
municipalities located in Monroe County to adopt a comprehensive plan which shall include a
local water supply plan; and
WHEREAS, the Florida Keys Aqueduct Authority was recreated in 1976 by the
legislature of the State of Florida, Chapter 76-441 Laws of Florida, said law having been
amended from time to time, for the purposes of obtaining, supplying and distributing an adequate
supply of water to the Florida Keys and to purchase, construct, acquire, operate, manage and
control wastewater systems including the provision of alternative water supplies; and
WHEREAS, FKAA provides a water supply directly to the residents of the County and
municipalities within the County; and
WHEREAS, the State of Florida Department of Community Affairs is assisting and
coordinating with local governments in the preparation of 10 year water supply facilities work
plans; and
WHEREAS, the FKAA has adopted a 20-Year Water System Capital Improvement
Master Plan and is the sole provider of potable water to the Florida Keys; and
WHEREAS, the FKAA maintains records and information regarding the potable water
supplied to the County and the municipalities located within Monroe County, and in coordination
with the County and the municipalities as required by F.S. Sec. 163.3180 reviews and approves
requests for additional water service in Monroe County and is able to track and measure water
usage and its availability within all of Monroe County; and
WHEREAS, the Florida Legislature recognizes the importance of multijurisdictional
coordination over more narrow approaches to concurrency management as identified in Florida
Statute F.S. Sec. 163.3177(6)( c) which states that "Local governments, public and private
utilities, regional water supply authorities, special districts, and water management districts are
encouraged to cooperatively plan for the development of multijurisdictional water supply
facilities that are sufficient to meet projected demands for established planning periods,
including the development of alternative water sources to supplement traditional sources of
groundwater and surface water supplies; and
WHEREAS, Florida Statute Sec. 163.01 Florida Statutes permits and encourages local
governmental units to make the most efficient use of their powers by enabling them to cooperate
with other localities on a basis of mutual advantage and thereby to provide services and facilities
in a manner and pursuant to forms of governmental organization that will accord best with
geographic, economic, population, and other factors influencing the needs and development of
local communities;
WHEREAS, this Agreement is between FKAA and County with the expectation that
some or all of the municipalities within Monroe County will join as parties to this Agreement;
NOW, THEREFORE, in consideration of the mutual covenants, representations and
promises set forth in this Agreement and for other good and valuable consideration each to the
2
other, receipt of which is hereby acknowledged by each party, the Parties hereby agree, stipulate,
and covenant as follows:
ARTICLE I
DEFINITIONS
SECTION 1.01 WORDS AND TERMS. Words and terms used herein shall have the
meanings set forth below:
"Agreement" means this Interlocal Agreement.
"FKAA" means the Florida Keys Aqueduct Authority.
"Authorized Representative" means the official of the FKAA the County or the
municipalities authorized by ordinance or resolution to sign documents of the nature identified in
this Agreement.
"County" means the Board of County Commissioners of the County of Monroe.
"Monroe County" means the area comprising the geographical boundaries of Monroe
County, Florida.
"Municipalities" means the Cities of Islamorada, Key Colony Beach, Key West, Layton
and Marathon, as those municipal corporations exist in Monroe County.
SECTION 1.02 CORRELATIVE WORDS. Words of the masculine gender shall be
understood to include correlative words of the feminine and neuter genders. Unless the context
shall otherwise indicate, the singular shall include the plural and the word "person" shall include
corporations and associations, including public bodies, as well as natural persons.
ARTICLE II
INTERLOCAL AGREEMENT
SECTION 2.01 PURPOSE OF INTERLOCAL AGREEMENT. The purpose of this
Agreement is to establish a mechanism whereby the FKAA, the County and any of the
Municipalities desiring to join in this agreement identify the water supply needed in the
community to serve existing and new development, monitor the utilization of the water supply
and implement such alternative water supply projects, traditional water supply projects,
conservation projects and reuse necessary to meet Monroe County's water supply needs.
3
SECTION 2.02 TERM OF INTERLOCAL AGREEMENT. The term of this
Agreement shall be for a period often (10) years (the "Term"), and shall be renewed on the same
terms and conditions automatically at the conclusion of the Term and any renewal period for an
additional term of ten years.
SECTION 2.03 TERMINATION.
(1) A party may terminate this Agreement without cause upon written notice to the
other parties. The FKAA, however, shall provide notice of termination of not less than one
hundred eighty (180) days.
SECTION 2.04 SCOPE OF WORK. The Parties will perform the following services
to carry out the Purpose of this Agreement:
A. The FKAA shall;
(1) Establish, maintain and monitor current water usage consumptions within the
jurisdictional borders of Monroe County and the municipalities desiring to join in this agreement.
(2) Provide an annual county-wide water supply report to the County and the
municipalities joining in this agreement documenting water usage and water supply per
jurisdiction.
(3) Shall coordinate with municipalities and the county on development application
by providing a letter of supply guarantee to applicants for development approval based on FKAA
usage projections.
(4) Provide periodic updates of its Twenty Year Water Supply Plan to the County and
the municipalities joining in this agreement.
(5) Prepare an Alternative Water Supply Plan regarding the status of alternative water
supply programs, coordinating with the County and cities in the development of water reuse and
other alternative water supply initiatives.
B. The County and each of the Municipalities who may become parties to this agreement
shall:
(1) Coordinate with the FKAA in the development and updating of the FKAA's water
supply plan.
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(2) Issue building permits only when the FKAA has certified that a sufficient water
supply is available to serve new development.
(3) Notify FKAA at least monthly with the list of the following permits issued:
a. New single family construction
b. New and redeveloped commercial construction
c. New and redeveloped multifamily construction
(4) Coordinate with the FKAA on the development of an alternative water supply plan
for all of Monroe County.
(5) Provide information to the FKAA regarding the reuse water that may be available
from County owned wastewater plants and cooperate with the FKAA in the development of
distribution lines to provide reuse water as part of the FKAA's alternative water supply plan.
Any municipality joining in this agreement shall provide such information.
(6) Ensure that all subdivision plats are brought to the FKAA for approval.
ARTICLE III
COSTS
SECTION 3.01 The parties will each bear their own costs associated with complying
with the terms of this Agreement.
ARTICLE IV
WARRANTIES, REPRESENTATIONS AND COVENANTS
SECTION 4.01 BY FKAA. The FKAA warrants, represents, and covenants that:
(1) The FKAA has full power and authority to enter into this Agreement and to
comply with the provisions hereof.
(2) The FKAA currently IS not the subject of bankruptcy, insolvency. or
reorganization proceedings and is not in default of, or otherwise subject to, any agreement or any
law, administrative regulation, judgment, decree, note, resolution, charter or ordinance which
would currently restrain or enjoin it from entering into, or complying with, this Agreement.
(3) There is no material action, suit, proceeding, inquiry or investigation, at law or in
equity, before any court or public body, pending or, to the best of the FKAA's knowledge,
5
threatened, which seeks to restrain or enjoin the FKAA from entering into or complying with this
Agreement.
(4) The FKAA shall exercise reasonable care and diligence to advise the County and
the Municipalities of any problems encountered by the Authority in implementing the
requirements of this Agreement.
SECTION 4.02 BY COUNTY AND ANY MUNICIPALITY JOINlNG IN THIS
AGREEMENT. The County and any municipality joining in this Agreement warrants,
represents, and covenants that:
(1) It has full power and authority to enter into this Agreement and to comply with
the provisions hereof.
(2) It is currently not the subject of bankruptcy, insolvency, or reorganizatIon
proceedings and is not in default of, or otherwise subject to, any agreement or any law,
administrative regulation, judgment, decree, note, resolution, charter or ordinance which would
currently restrain or enjoin it from entering into, or complying with, this Agreement.
(3) There is no material action, suit, proceeding, inquiry or investigation, at law or in
equity, before any court or public body, pending or, to the best of its knowledge, threatened,
which seeks to restrain or enjoin it from entering into or complying with this Agreement.
(4) It shall exercise reasonable care and diligence to ensure that the FKAA is advised
on a timely basis of all applicable information that is necessary for the FKAA to provide and
assist in carrying out the purpose of this Agreement.
SECTION 4.03 FKAA LEGAL AUTHORIZATION. Upon signing this Agreement, the
FKAA's legal counsel hereby expresses the opinion, generally, that this Agreement has been
duly authorized by the FKAA and shall constitute a valid and binding legal obligation of the
FKAA enforceable in accordance with its terms upon execution by both parties.
SECTION 4.04 COUNTY LEGAL AUTHORIZATION. Upon signing this Agreement,
the County's legal counsel hereby expresses the opinion, generally, that this Agreement has been
duly authorized by the County and shall constitute a valid and binding legal obligation,
enforceable in accordance with its terms upon execution by both parties.
6
SECTION 4.05 MUNICIPALITY LEGAL AUTHORlZATION. Upon execution of the
resolution joining in this Agreement, the individual municipality's legal counsel agrees that this
Agreement has been duly authorized by the municipality and shall constitute a valid and binding
legal obligation, enforceable n accordance with its terms upon execution by it and by the
authorized representatives of County and FKAA.
ARTICLE V
DEFAULTS AND REMEDIES
SECTION 5.01 EVENTS OF DEFAULT. Each of the following events is hereby
declared an event of default:
(1) Failure by the Parties to comply substantially with the provisions of this
Agreement or failure in the perfonnance or observance of any of the covenants or actions
required by this Agreement if such failure shall continue for a period of thirty (30) days after
written notice thereof to the defaulting party.
(2) Any warranty, representation or other statement by, or on behalf of, the County or
a municipality joining in this Agreement, any information furnished by the FKAA or the County
or municipality in compliance with, or in reference to, this Agreement, is proven to be materially
false or misleading.
(3) An order or decree entered, with the acquiescence of the Authority or a City,
appointing a receiver for the FKAA or a municipality; or if such order or decree, having been
entered without the consent or acquiescence of the FK.AA or a municipality, shall not be vacated,
discharged or stayed on appeal within sixty (60) days after the entry thereof.
(4) Any bankruptcy, insolvency or other similar proceeding instituted by, or against,
the FKAA or a municipality under federal or state bankruptcy or insolvency law now or hereafter
in effect and, if instituted against the FKAA or a Municipality, is not dismissed within sixty (60)
days after filing.
SECTION 5.02 DELAY AND WAIVER. No delay or omission by the FKAA or the
County or Municipalities to exercise any right or power accruing upon an event of default shall
impair any such right or power nor shall be construed to be a waiver of any such default or
7
acquiescence therein, and every such right and power may be exercised as often as may be
deemed expedient. No waiver of any default under this Agreement shall extend to or affect any
subsequent event of default, whether concerning the same or different provision of this
Agreement, nor shall such waiver impair consequent rights or remedies of the Patties hereunder.
ARTICLE VI
GENERAL PROVISIONS
SECTION 6.01 ASSIGNMENT OF RlGHTS UNDER AGREEMENT. Neither the
FKAA nor the County or Municipalities shall have the power to assign rights or obligations
creatcd by this Agreement to any third party without the prior written consent of the other party.
SECTION 6.02 AMENDMENT OF AGREEMENT. This Agreement may be amended
in only in a writing signed by representatives of the parties with authority to bind them.
SECTION 6.03 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 pennitted 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 FKAA, the County and Municipalities agree to reform
the Agreement to replace any stricken provision with a valid provision that comes as close as
possible to thc intent of the stricken provision.
SECTION 6.04 ATTORNEY'S FEES AND COSTS. The FKAA, the County and
Municipalities agree that in the event any cause of action or administrative proceeding is initiated
or defended by atlY party rclative to the enforcement or interpretation of this Agreement, the
prevailing party shall be entitled to reasonable attorneys' fees, court costs, investigative, and out-
of-pocket expenses, as an award against the non-prevailing party, and shall include attorney's
fees, court costs, investigative, and out-of-pocket expenses in appellate proccedings. Mediation
8
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.
SECTION 6.05 ADJUDICATION OF DISPUTES OR DISAGREEMENTS. The
parties 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 thirty (30) days after the first meet and confer session, the issue or issues shall be
discussed at a joint public meeting of the governing bodies of the parties. If the issue or issues
are still not resolved to the satisfaction of both parties, then either shall have the right to seek
such relief or remedy as may be provided by this Agreement or by Florida law; provided,
however, the unresolved issue or issues shall be submitted to mediation prior to the institution of
any administrative or legal proceeding.
SECTION 6.06 NONDISCRIMINATION. The Parties 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
temlinates without any further action on the part of any party, effective the date of the court
order. The Parties agree 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 (P.L. 88-352) which prohibits discrimination on the basis of race,
color or national origin; (2) Section 504 of the Rehabilitation Act of 1973, as amended (20
U.S.C. s. 794), which prohibits discrimination on the basis of handicap; (3) The Age
Discrimination Act of 1975, as amended (42 V.S.C. ss. 6101-6107), which prohibits
discrimination on the basis of age; (4) The Drug Abuse Office And Treatment Act of 1972 (P.L.
92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (5) The
Comprehensive Alcohol Abuse And Alcoholism Prevention, Treatment and Rehabilitation Act
of 1970 (P.L. 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; (6) The Public Health Service Act of 1912, ss. 523 and 527, (42 u.s.c. 290 dd-3 and
290 ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (7)
The Americans With Disabilities Act of 1990 (42 US.C. s. 1201 Note), as may be amended from
9
time to time, relating to nondiscrimination on the basis of disability; (8) The Florida Civil Rights
Act of 1992, (Chapter 760, Florida Statutes, and Section 509.092, Florida Statutes), as may be
amended from time to time, relating to nondiscrimination; and (9) any other nondiscrimination
provisions in any federal or state statutes or local ordinances which may apply to the parties to,
or the subject matter of, this Agreement.
SECTION 6.07 COOPERATION. 1.n the event any administrative or legal proceeding
is instituted against either party relating to the formation, execution, performance, or breach of
this Agreement, the parties agree to participate, to the extent reasonably 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. The Parties
specifically agree that no party to this Agreement shall be required to enter into any arbitration
proceedings related to this Agreement or any Attachment or Addendum to this Agreement.
SECTION 6.08 COVENANT OF NO INTEREST. The Parties covenant that neither
presently has any interest, and shall not acquire any interest, which would conflict in any manner
or degree with its perfol1nance under this Agreement, and that only interest of each is to perform
and receive benefits as recited in this Agreement.
SECTION 6.09 CODE OF ETHICS. The parties agree that their officers and employees
recognize and will be required to comply with the standards of conduct relating to 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 one1s agency; unauthorized compensation;
misuse of public position, conflicting employment or contractual relationship; and disclosure or
use of certain information.
SECTION 6.10 NO SOLICITATION/PAYMENT. The Parties warrant thaL, 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, oLher than a bona fide
employee working solely for it, any fee, commission, percentage, gift, or other consideration
10
contingent upon or resulting from the award or making of this Agreement. For the breach or
violation of this provision, the each party agrees that the other party 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.
SECTION 6.11 PUBLIC ACCESS TO RECORDS. The Parties shall allow and permit
members of the public reasonable access to, and inspection of, all documents, papers, letters, or
other materials subject to the provisions of Chapter 119, Florida Statutes, and made or received
by the parties in conjunction with this Agreement.
SECTION 6.12 NON- WAIVER OF IMMUNITY. Notwithstanding the provisions of
Sec. 768.28, Florida Statutes, the participation of the Parties in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or local
govemment 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 a party be required to contain
any provision for waiver.
SECTION 6.13 LEGAL OBLIGATIONS; NON-DELEGATION OF 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 tbereofby any other participating entity, in which case the perforn1ance 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 either party, except to the extent permitted by law.
SECTION 6.14 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 parties agree that neither the FKAA nor the County and Municipalities or any
agent, officer, or employee of each shall have the authority to inform, counsel, or otherwise
indicate that any particular individual or group of individuals, entity or entities, have entitlements
11
Of benefits under this Agreement separate and apart, inferior to, or superior to the community in
general or for the purposes contemplated in this Agreement.
SECTION 6.15 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 a party in his or her individual capacity, and no member, officer, agent or employee of a patty
shall be liable personally on this Agreement or be subject to any personal liability or
accountability by reason of the execution of this Agreement.
SECTION 6.16 SECTION HEADINGS. Section headings have been inserted in this
Agreement as a matter of convenience for feference 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.
SECTION 6.17 GOVERNING LAW; VENUE. 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 Patties agree
that venue will lie in the appropriate court or before the appropriate administrative body in
Monroe County, Florida.
SECTION 6.18 CONSTRUCTION. This Agreement has been carefully reviewed by
the FK.AA, the COlmty and any Municipalities adopting it. Therefore, this Agreement is not to be
construed against any Party on the basis of authorship.
ARTICLE VII
EXECUTION OF AGREEMENT
SECTION 7.01 JOINDER. The Municipalities listed herein may adopt this Agreement
and become a party hereto, upon proper adoption by resolution of theif respective boards,
commissions or councils. The original resolution or a certified copy shall be sent to the Director
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ARTICLE VII
EXECUTION OF AGREEMENT
SECTION 7.01 COmrfERPARTS. This Agreement shall be executed in three or more
counterparts, any of which shall be regarded as an original and an of which shall constitute but one and
the same instrument.
SECTION 7.02 SUPERSEDES OTHER AGREEMENTS. The Parties agree that Ihis
Agreement represents their mutual agreement and replaces and supersedes any prior agreements,
understandings, or communications on the subject of the Agreement, whether written or oral.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on their
behalf by the FKAA Board of Directors Chairman and the Board of County Commissioners Mayor.
FKAA Board Approved: Februal"Y 26, 2009
(SEAL)
THE FLORIDA KEYS AQUEDUCT
AUTHORITY
ATTEST:
By:
David C. Ritz, Chairman
Clerk
(SEAL)
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY
By:
ATTEST:
DANNY L. KOLHAGE, CLERK
Mayor George Neugent
Deputy Clerk
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