2. 1st Amendment 09/05/2017First Amendment to Agreement for
FEMA Consulting Services
This First Amendment to Agreement ( "Amendment") is made and entered into this 27th
day of September, 2017 by and between Monroe County, a political subdivision of the State of
Florida, 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 Adjusters International, Inc., a foreign profit corporation under
the State of Florida, whose principal place of business and mailing address is 126 Business
Park Drive, Utica, NY 13502 its successors and assigns, hereinafter referred to as
"CONTRACTOR" or "CONSULTANT".
WITNESSETH:
WHEREAS, on September 5, 2017, the County entered into an agreement with
CONSULTANT for professional consulting services relating to Hurricane Irma, a declared state
of emergency event ( "Agreement's; and
WHEREAS, as per 2 CFR 200.320(f)(2), the public exigency or emergency exception,
and as outlined in FEMA's June 21, 2016 Field Procurement Manual and in accordance with the
extended grace period for implementation of 2 CFR 200, the County continues to need the
services of the CONSULTANT during this trying period; and
WHEREAS, the Agreement contained a price cap of $49,999.99; and
WHEREAS, the parties agree that the spending cap in the Agreement need to be
increased to cover the 90-day time period in the Agreement; and
WHEREAS, CONSULTANT has agreed to provide the professional services listed in the
Agreement during the term of the Agreement, which services shall collectively be referred to as
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:
Section 1. Paragraph 7.1.1 in the Agreement is revised in its entirety to read as follows:
7.1.1 The COUNTY shall pay the CONSULTANT in current funds for the
CONSULTANT'S performance of this Agreement, based on rates negotiated and
agreed upon and shown in Attachment A, in a not to exceed amount of three
hundred and twenty thousand dollars and no cents ($320,000.00). Under the
COUNTY's Purchasing Policy, this Agreement is subject to ratification by the
Board of County Commissioners. This Agreement is also subject to annual
appropriation by the Board of County Commissioners.
Section 2. A new paragraph 9.5 (C) is added to the Agreement to paragraph 9.5
(Termination) to read as follows:
(C) Termination for Cause and Remedies: In the event of breach of any contract
terms, the COUNTY retains the right to terminate this Agreement. The COUNTY
may also terminate this agreement for cause with CONSULTANT should
CONSULTANT fail to perform the covenants herein contained at the time and in
the manner herein provided. In the event of such termination, prior to termination,
the COUNTY shall provide CONSULTANT with five (5) calendar days' notice and
provide the CONSULTANT with an opportunity to cure the breach that has
occurred. If the breach is not cured, the Agreement will be terminated for cause.
If the COUNTY terminates this agreement with the CONSULTANT, COUNTY
shall pay CONSULTANT the sum due the CONSULTANT under this agreement
prior to termination, unless the cost of completion to the COUNTY exceeds the
funds remaining in the contract; however, the COUNTY reserves the right to
assert and seek an offset for damages caused by the breach. The maximum
amount due to CONSULTANT shall not in any event exceed the spending cap in
this Agreement. In addition, the COUNTY reserves all rights available to recoup
monies paid under this Agreement, including the right to sue for breach of
contract and including the right to pursue a claim for violation of the COUNTY's
False Claims Ordinance, located at Section 2 -721 et al. of the Monroe County
Code.
Section 3. A new paragraph 9.5 (D) is added to the Agreement to paragraph 9.5
(Termination for Convenience) to read as follows:
(D) Termination for Convenience: The COUNTY may terminate this Agreement for
convenience, at any time, upon one (1) weeks' notice to CONSULTANT. The
COUNTY may also terminate this agreement for cause with CONSULTANT
should CONSULTANT fail to perform the covenants herein contained at the time
and in the manner herein provided. In the event of such termination, prior to
termination, the COUNTY shall provide CONSULTANT with five (5) calendar
days' notice and provide the CONSULTANT with an opportunity to cure the
breach that has occurred. If the breach is not cured, the Agreement will be
terminated for cause. If the COUNTY terminates this agreement with the
CONSULTANT, COUNTY shall pay CONSULTANT the sum due the
CONSULTANT under this agreement prior to termination, unless the cost of
completion to the COUNTY exceeds the funds remaining in the contract. The
maximum amount due to CONSULTANT shall not exceed the spending cap in
this Agreement. In addition, the COUNTY reserves all rights available to recoup
monies paid under this Agreement, including the right to sue for breach of
contract and including the right to pursue a claim for violation of the COUNTY's
False Claims Ordinance, located at Section 2 -721 et al. of the Monroe County
Code.
Section 4: The following language is added to paragraph 9.17 (Nondiscrimination):
During the performance of this Agreement, the CONTRACTOR agrees as
follows:
(1) The contractor will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, sexual orientation, gender
identity, or national origin. The contractor will take affirmative action to ensure
that applicants are employed, and that employees are treated during
employment, without regard to their race, color, religion, sex, sexual orientation,
gender identity, or national origin. Such action shall include, but not be limited to
the following: Employment, upgrading, demotion, or transfer, recruitment or
recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship. The contractor
agrees to post in conspicuous places, available to employees and applicants for
employment, notices to be provided by the contracting officer setting forth the
provisions of this nondiscrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by
or on behalf of the contractor, state that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex, sexual
orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any
employee or applicant for employment because such employee or applicant has
inquired about, discussed, or disclosed the compensation of the employee or
applicant or another employee or applicant. This provision shall not apply to
instances in which an employee who has access to the compensation
information of other employees or applicants as a part of such employee's
essential job functions discloses the compensation of such other employees or
applicants to individuals who do not otherwise have access to such information,
unless such disclosure is in response to a formal complaint or charge, in
furtherance of an investigation, proceeding, hearing, or action, including an
investigation conducted by the employer, or is consistent with the contractor's
legal duty to furnish information.
(4) The contractor will send to each labor union or representative of workers with
which it has a collective bargaining agreement or other contract or
understanding, a notice to be provided by the agency contracting officer, advising
the labor union or workers' representative of the contractor's commitments under
section 202 of Executive Order 11246 of September 24, 1965, and shall post
copies of the notice in conspicuous places available to employees and applicants
for employment.
(5) The contractor will comply with all provisions of Executive Order 11246 of
September 24, 1965, and of the rules, regulations, and relevant orders of the
Secretary of Labor.
(6) The contractor will furnish all information and reports required by Executive Order
11246 of September 24, 1965, and by the rules, regulations, and orders of the
Secretary of Labor, or pursuant thereto, and will permit access to his books,
records, and accounts by the contracting agency and the Secretary of Labor for
purposes of investigation to ascertain compliance with such rules, regulations,
and orders.
Section 5.
(7) In the event of the contractor's non - compliance with the nondiscrimination
clauses of this contract or with any of such rules, regulations, or orders, this
contract may be canceled, terminated or suspended in whole or in part and the
contractor may be declared ineligible for further Government contracts in
accordance with procedures authorized in Executive Order 11246 of September
24, 1965, and such other sanctions may be imposed and remedies invoked as
provided in Executive Order 11246 of September 24, 1965, or by rule, regulation,
or order of the Secretary of Labor, or as otherwise provided by law.
Paragraph 9.29.1 is replaced in its entirety with the following:
9.29.1 Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671q) and
the Federal Water Pollution Control Act as amended (33 U.S.C. 1251 -1387)
and will reports violations to FEMA and the Regional Office of the
Environmental Protection Agency (EPA).
Section 6. In all other respects, the Agreement remains unchanged and in full force and
effect.
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 ,COMMISSIONERS
ATTEST: KEVIN MADOK, Clerk OF MONR COUNTY, FLORIDA
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