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02/21/2018 Agreement� coogr� ;yCWO`Fr Kevin Madok,. m 4 R a Clerk of the Circuit Court & Comptroller — Monroe County, Florida DATE: February 28, 2018 TO: Tammy Sweeting Executive Assistant FROM: Pamela G. Hanc ck . . SUBJECT: February 21 BOCC Meeting Enclosed are the following items for your handling: C9 (Ray Sanders) Fourth Amendment to the Agreement for Professional Services with Currie Sowards Aguila Architects, Inc. for the design through construction administration of the Plantation Key Judicial Courthouse and Detention Facility, in the amount of $57,750.00. This is funded by the one -cent infrastructure tax. C17 (Chris Rivera) Interlocal Agreement (ILA) between the Village of Islamorada and Monroe County. The purpose of the ILA is to establish the division of responsibilities, capital and operating costs of the Sanitary Wastewater Connection of the County's Public Library which is shared with the Village fire station and park system. C24 (Alice Steryou) Agreement with the Monroe County Sheriff's Office to provide 320 square feet of office space at the Murray E. Nelson Government and Cultural Center in Key Largo, Florida. Should you have any questions, please feel free to contact me at extension 3550. cc: County Attorney Finance File KEY WEST 500 Whitehead Street Key West, Florida 33040 305- 294 -4641 MARATHON 3117 Overseas Highway Marathon, Florida 33050 305 - 289 -6027 PLANTATION KEY 88820 Overseas Highway Plantation Key, Florida 33070 305- 852 -7145 PK/ROTH BUILDING 50 High Point Road Plantation Key, Florida 33070 305- 852 -7145 INTERLOCAL AGREEMENT BETWEEN MONROE COUNTY AND ISLAMORADA, VILLAGE OF ISLANDS FOR INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN THIS INTERLOCAL AGREEMENT is entered into thi4 day ofT , 2018, pursuant to Section 163.01, F.S., by and between Monroe County, a political subdivision of the State of Florida, (the "County "), and the Islamorada, Village of Islands, a municipal corporation of the State of Florida (the "Village "). WHEREAS, the County is authorized by Section 125.01(1)(c), F.S., to provide and maintain County buildings and facilities; and WHEREAS, the County and the Village are authorized to enter into this Agreement and implement its provisions pursuant to Section 163.01, F.S., as amended, which permits local government units to make the most efficient use of their powers by enabling them to cooperate with each other for mutual advantage and to provide services and facilities in a manner and pursuant to forms of governmental organization that accords best with geographic, economic, and other factors influencing the needs and development of local communities; and WHEREAS, the Village purchased, permitted and contracted for the installation of lateral piping connections, sanitary lift station with associated electrical supply and controls, low pressure piping and connection to the Village wastewater collection system that services (a) the County's Public Library located at 81830 Overseas Highway, Islamorada, FL 33036 ( "County Public Library "); (b) the Village's Fire Station 20 located at 81850 Overseas Highway, Islamorada, FL 33036 ( "Village's Fire Station "); and (c) the Library Beach Park located at 84 Johnson Ave. Islamorada, FL 33036 ( "Library Beach Park ") at a cost of Twenty One Thousand Nine Hundred Thirty Dollars and No Cents ($21,930.00); and WHEREAS, the County Public Library is connected to the Village wastewater collection system; and WHEREAS, the County will fund one third of the cost of the wastewater collection system installation in an amount of Seven Thousand Three Hundred and Ten Dollars and No Cents ($7,310.00); and WHEREAS, the Village will be responsible for the ownership, control, maintenance and operation of the sanitary lift station part of the wastewater collection system for a projected and estimated annual cost of Six Hundred Dollars and No Cents ($600.00); and WHEREAS, the projected annual operating cost of Six Hundred Dollars and No Cents ($600.00) will be divided equally between the County Public Library, Village's Fire Station, and Library Beach Park, so the County Public Library annual wastewater collection system cost is Two Hundred Dollars and No Cents ($200.00) to be paid on October 1 of each year, effective for Fiscal Year 2017 -2018 beginning October 1, 2017 to the Village Finance Department, Village Administrative Center, 86800 Overseas Hwy, Islamorada, Florida 33036 and continue through the life of the agreement; and ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 1 WHEREAS, the County will be responsible for the maintenance and operation of the lateral piping connections from the sanitary lift station to the County's Public Library, and all costs associated with such maintenance and operation; and 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 other, receipt of which is hereby acknowledged by each party, the County and the Village hereby agree, stipulate, and covenant as follows: PURPOSE OF INTERLOCAL AGREEMENT. The purpose of this Agreement is to establish the division of responsibilities, capital and operating costs of the Sanitary Wastewater Connection of the County's Public Library to the Islamorada Wastewater Collection System. TERM OF INTERLOCAL AGREEMENT. The term of this Agreement shall be for ninety - nine (99) years from the date of final execution, or until such time as the parties otherwise agree by a fully executed amendment to this Agreement. The Village and County shall review the operating costs of the Sanitary Wastewater Connection every five (5) years after final execution and may amend this Agreement accordingly to reflect any changes to and division of the operating costs. RELATIONSHIP OF PARTIES. The Village is a municipal corporation of the State of Florida and not an agent, contractor, or servant of the County. The Village shall have no authority whatsoever to act on behalf of or as agent of the County in any promise, agreement or representation other than as specifically provided for in this Agreement. The County shall have no obligation to the Village with respect to the Sanitary Lift Station and associated piping and electrical devices other than as specifically provided for in this Agreement. The County shall at no time be legally responsible for any negligence on the part of the Village, its employees, agents or contractors resulting in either bodily or personal injury or property damage to any individual, property or corporation. The Village shall at no time be legally responsible for any negligence on the part of the County, its employees, agents or contractors resulting in either bodily or personal injury or property damage to any individual, property or corporation. WARRANTIES, REPRESENTATIONS, AND COVENANTS. The Village and the County warrant, represent, and covenant that: (a) They have the full power to enter into this Agreement and to comply with the provisions hereof. (b) The Village is the owner of the Sanitary Lift Station System. INSURANCE. The parties to this Agreement stipulate that each is a state governmental agency as defined by Florida Statutes. To the extent allowed by law, each party shall be responsible for any acts, or omissions, of negligence on the part of its own employees, agents, contractors, and subcontractors and shall defend, indemnify and hold the other party, its officers, and employees, agents and contractors, harmless from all claims, demands, causes of action, losses, costs and expenses, that arise out of or are attributable to arising out of such actions or omissions as it relates to and in connection with the terms and provisions of this Agreement and the parties herein. The parties agree to keep in full force and effect the required insurance coverage during the term of this Agreement. If the insurance policies originally purchased which meet the requirements of this lease Agreement are canceled, terminated or reduced in coverage, then the parties must immediately substitute complying policies so that no gap in coverage occurs. ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 2 HOLD HARMLESS. To the extent allowed by law, the parties are liable for and must fully defend, release, discharge, indemnify and hold harmless the other, its members, elected officials, officers, employees, agents and contractors, from and against any and all claims, demands, causes of action, losses, costs and expenses of whatever type that arise out of or are attributable to their own operations, omissions, or acts of negligence in connection with this Agreement. The County's and the Village's purchase of the insurance required under this Agreement does not release or vitiate their obligations under this paragraph. The County and the Village do not waive any of its sovereign immunity rights including but not limited to those expressed in Section 768.28, F.S. ADJUDICATION OF DISPUTES OR DISAGREEMENTS. The County and the Village 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 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Boards of Commissioners for each entity. 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. 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 Village 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 Village specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 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 performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. FLORIDA CODE OF ETHICS. The parties agree that their officers and employees will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, F.S., 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. NO SOLICITATION/PAYMENT. The County and the Village 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 this provision, the parties agree that they 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. ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO - SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 3 NON - WAIVER OF IMMUNITY. Notwithstanding the provisions of Section 786.28, F.S., the participation of the County and the Village 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 or the Village be required to contain any provision for waiver. 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 or the Village, 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. LEGAL OBLIGATIONS AND RESPONSIBILITIES. 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 either party, except to the extent permitted by law. 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 County and the Village agree that neither the County nor the Village 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. 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 singing any such counterpart. TERMINATION. This Agreement may be terminated by either party due to a breach of any provisions of this Agreement if, after written notice of the breach is delivered to the other party, the other party does not cure the breach within ten (10) days following delivery of notice of breach. The parties may terminate this Agreement upon giving sixty (60) days prior written notice to the other party. Any waiver of any breach of covenants herein contained shall not be deemed to be a continuing waiver and shall not operate to bar either party from declaring a forfeiture for any succeeding breach either of the same conditions or covenants or otherwise. Termination of this Agreement for this project shall have no effect on any other agreement between the County and the Village. ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 4 ASSIGNMENT. Neither the Village nor the County shall have the power to assign rights or obligations created by this Agreement to any third party without the prior written consent of the other party. All of the obligations of this Agreement will extend to and bind the legal representatives, successors and assigns of the Village and the County. AMENDMENT OF AGREEMENT. This Agreement may be amended only in a writing signed by an Authorized Representative of each of the parties hereto. NOTICES. Notices in this Agreement, unless otherwise specified, must be sent by certified mail to the following: For the County: For Village: County Administrator Village Manager Monroe County Islamorada, Village H- Jslands 1100 Simonton St. 86800 Overseas Hwy - .3s�- Key West, FL 33040 Islamorada, Florida C3 pp G and C� and x County Attorney's Office Village Attorney 7<.--4 - n o 1111 12th Street Islamorada, Village 91slands c 4th Floor, Suite 408 86800 Overseas Hwy Key West, FL 33040 Islamorada, Florida 33036 FULL UNDERSTANDING. This Agreement constitutes the parties' final mutual understanding. It replaces any earlier agreements or understandings, whether written or oral. This Agreement cannot be modified or replaced except by another written and signed agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on their r` , behalf by tl e ;'Village Mayor and the County Mayor. ( SEAAL) :,` ,r ; BOARD OF COUNTY COMMISSIONERS Kevin MAdok OF MONROE COUNTY, FLORIDA By: By: CLERK 6 <ayor Date: z!� Zo S (SEAL) ATTEST MONROE COUNTY ATTORNEY'S OFFICE 0 APPROVED �S TO OR r A U A PATRICIA EABLES ( SEAL) ASSISTANT COUNTY AjT,f,�RNEY DATE: 2 L ``' \'b ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 5 ISLAMORADA, VILLAGE OF ISLANDS, FLORIDA BY: Chris Sante, Mayor Date: '� O-r\. � � , 2-0( e) ATTEST: ,:.' �J��-Z Keky Toth, plage Clerk W 4 (Village Seal) a fir= APPROVED AS TO FOR FOR THE USE AND BET VILLAGE OF ISLANDS, Roget V. Bryan, Village Attorney ILA FOR THE INSTALLATION, CONTROL, OPERATION AND MAINTENANCE OF THE SEWER LIFT STATION TO SERVICE THE COUNTY PUBLIC LIBRARY IN ISLAMORADA Page 6