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07/18/2018 Agreement
0°UR \1I ° °�'' Kevin Madok, CPA `` c= C lerk of the Circuit Court & Comptroller — Monroe County, Florida DATE: August 3, 2018 TO: Rich Jones, Sr. Administrator Marine Resources A r FROM: Pamela HancoTUP .C. SUBJECT: July 18 BOCC Meeting Attached are electronic copies of the following items for your handling: Item J9Contract with Arnold's Auto & Marine Repair, Inc. for Removal, Refloating and /or Demolition and Disposal of Derelict Vessels, Floating Structures and Marine Debris. Item J10 Contract with Coffin Marine Services, Inc. for Removal, Refloating and /or Demolition and Disposal of Derelict Vessels, Floating Structures and Marine Debris. Item J11 Contract with Lower Keys Marine Towing and Salvage, Inc. for Removal, Refloating and /or Demolition and Disposal of Derelict Vessels, Floating Structures and Marine Debris. I am returning the following two items to you to obtain original signatures from the contractors. Once you have them originally signed, please return them to me for follow through (no need to re -route them through the County Attorney's Office): Item J12 Contract with Coral Construction Company, Inc. for Removal, Refloating and/or Demolition and Disposal of Derelict Vessels, Floating Structures and Marine Debris. Item J13 Contract with American Underwater Contractors, Inc. for Removal, Refloating and/or Demolition and Disposal of Derelict Vessels, Floating Structures and Marine Debris. Should you have any questions, please feel free to contact me at extension 3130. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070 Plantation Key, Florida 33070 305 - 294 -4641 305 - 289 - 6027 305- 852 -7145 305 - 852 -7145 MONROE COUNTY CONTRACT FOR REMOVAL, REFLOATING AND /OR DEMOLITION AND DISPOSAL OF DERELICT VESSELS, FLOATING STRUCTURES AND MARINE DEBRIS This Contract is made and entered into this (P day of a k , by the MONROE COUNTY BOARD OF COUNTY COMMISSIONERS ( "cIOUNTY "), a political subdivision of the State of Florida, whose address is the Marathon Government Center, 2798 Overseas Highway, Marathon, Florida, 33050, and ARNOLD'S AUTO & MARINE REPAIR, INC. ( "CONTRACTOR "), whose address is 5540 3 Avenue, Key West, FL 33040. Article 1.1.0 Representations and Warranties and Term of Contract By executing this Contract, CONTRACTOR makes the following express representations and warranties to the COUNTY: 1.1.1 The CONTRACTOR shall maintain all necessary licenses, permits, or other authorizations necessary to act as CONTRACTOR for the COUNTY until the CONTRACTOR'S duties hereunder have been fully satisfied. 1.1.2 The CONTRACTOR shall prepare all documentation required by this Contract in such a manner that they will be accurate, coordinated, and adequate for use in verifying work completed and associated costs and shall be in conformity and comply with all applicable law, codes, and regulations. The CONTRACTOR warrants that the documents prepared as part of this Contract will be adequate and sufficient to document costs in a manner that is acceptable for reimbursement by government agencies, therefore eliminating any additional cost due to missing or incorrect information. 1.1.3 The CONTRACTOR assumes full responsibility to the extent allowed by law with regards to his performance and those directly under his employ. 1.1.4 The CONTRACTOR's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of Tasks expressly assigned by the COUNTY. In providing all services pursuant to this Contract, the CONTRACTOR shall abide by all statutes, ordinances, rules and regulations pertaining to, or regulating the provisions of such services, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules and regulations shall constitute a material breach of this Contract and shall entitle the COUNTY to terminate this contract immediately upon delivery of written notice of termination to the CONTRACTOR. 1.1.5 At all times and for all purposes under this Contract the CONTRACTOR is an independent contractor and not an employee of the COUNTY. No statement contained in this Contract shall be construed so as to find the CONTRACTOR or any of his /her employees, subcontractors, servants, or agents to be employees 1 of 23 of the COUNTY. As an independent contractor the CONTRACTOR shall provide independent, professional judgment and comply with all federal, state, and local statutes, ordinances, rules and regulations applicable to the services to be provided. 1.1.6 The CONTRACTOR shall not discriminate against any person on the basis of race, creed, color, national origin, sex, age, or any other characteristic or aspect which is not job related, in its recruiting, hiring, promoting, terminating, or any other area affecting employment under this Contract or with the provision of services or goods under this Contract. 1.1.7 The effective date of this Contract shall be the last day on which this Contract is signed by both of the parties. 1.1.8 Term of Contract. This Contract shall commence on July 1, 2018, and terminate on June 30, 2021, unless terminated earlier under the terms of this Contract. The COUNTY and CONTRACTOR shall have the option to renew this Contract for one additional 2 -year term under the same terms and conditions as this Contract, exercisable by mutual agreement upon written notice given at least thirty (30) days prior to the end of the initial term. The services to be rendered by the CONTRACTOR for each individual Task Order shall be commenced upon written notice from the COUNTY and the work shall be completed in accordance with the schedule mutually agreed to by the COUNTY and CONTRACTOR, unless modified in a signed document, by the mutual consent of the COUNTY and CONTRACTOR. Subsequent services shall be performed in accordance with schedules of performance which shall be mutually agreed to by COUNTY and CONTRACTOR. At no time shall the CONTRACTOR commence work without written authority from the COUNTY. Article 2.0 Scope of Services. The CONTRACTOR shall do, perform, and carry out in a professional and proper manner the Scope of Services described below. SCOPE OF SERVICES Duties consist of retrieval, removal, refloating and /or demolition and disposal of derelict vessels, floating structures and marine debris. Duties may also include al Removal and disposal of non - derelict vessels, as applicable, and al To cover, remove and /or dismantle off - premises marine signs from vessels or floating structures, and, or to remove and dispose of, or relocate and store off- premises marine signs, or vessels or floating structures with off - premises marine signs, as applicable. This includes proper reclamation and disposal of associated hazardous waste and cooperation with law enforcement where needed to properly preserve evidence using photographs and other methods of preservation as directed by law enforcement. The project will be made up of individual jobs authorized by task order consisting of retrieval, removal, demolition and disposal of a vessel(s), floating structure(s) or marine debris located on the land or in 2 of 23 the waters of Monroe County, or adjacent thereto, as requested by the COUNTY. The CONTRACTOR will be responsible for supervision of each job from beginning to end including the scheduling, labor, monitoring, providing necessary equipment and reporting progress to the County designee in the Marine Resources Office. When a vessel, off - premises marine sign, derelict vessel, floating structure or marine debris is identified, the COUNTY will contact CONTRACTOR(s) in the applicable geographic area and provide the details of the job; details shall include, but not be limited to the location of the job, the nature of the debris, the size of the vessel or floating structure, whether the vessel or floating structure is constructed of wood, fiberglass, concrete, metal, and whether any hazardous materials are known to be aboard. The CONTRACTOR will then contact the COUNTY in writing with a price for the cost of the job, and the time in which the CONTRACTOR is able to respond, a description of the job and the time needed to complete the job. The COUNTY will promptly choose a CONTRACTOR and assign the particular job. In the event of a tie on the low quote, the County may, not accept the quotes received and issue another Invitation for Quotes, or 21 communicate with the respective quote- responding contractors to see if any would allow a tying contractor to be awarded the job. At no time will any CONTRACTOR be authorized to undertake a job without the express authorization of the COUNTY, in the form of a Task Order. In the event of an emergency job, such as a fuel leak or hazard to navigation, the CONTRACTOR will provide a quote via e-mail as soon as possible, and the COUNTY may choose a CONTRACTOR the same day as the pricing request in order to expedite the job. The CONTRACTOR will provide all necessary and adequate equipment to complete the task including vessels, vehicles, personnel and protective equipment. The CONTRACTOR will provide all materials needed to accomplish the assigned job, including necessary equipment for proper handling of hazardous materials and will strictly adhere to all precautionary and safety requirements. CONTRACTOR shall be responsible for the job site at all times during the work. CONTRACTOR is required to have active licenses required to fulfill the requirements of each particular job. The CONTRACTOR is required to be familiar with, and shall be responsible for, complying with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work and the marine environment. CONTRACTOR agrees to immediately abide by the orders to stand down or stop work if advised to do so by any county, state or federal agency. If required to stand down by any state or federal agency the CONTRACTOR shall notify the COUNTY as soon as possible. It is the CONTRACTOR's responsibility to ensure that he removes the correct vessel, floating structure, or marine debris. Prior to any work on the vessel, floating structure or marine debris, the CONTRACTOR shall take representative photographs including the exterior (capturing any unique or identifying features such as registration numbers or name) and interior (if applicable) at 3 of 23 the initial site. Representative photographs shall be taken during the removal and again at the dump site prior to demolition. The CONTRACTOR shall not be required to take interior photos of the vessel if, in the best judgment of the CONTRACTOR, it is not safe to do so. Photographs should be properly dated, indicate the name of the person taking the photographs, and a complete set of the photographs shall be provided to the COUNTY with invoicing. Photographs are considered to be an integral part of the work. CONTRACTOR shall remain responsible for supervision of all employees and shall ensure compliance with all applicable safety procedures. Any drinking of alcoholic beverages before or during the job is strictly prohibited. Violation of safety procedures, federal, state, and local laws, ordinances, rules, and regulations, or drinking of alcoholic beverages before or during the job will constitute cause for immediate termination of the contract. 2.1 Correction of Errors, Omissions, Deficiencies. The CONTRACTOR shall, without additional compensation, promptly correct any errors, omissions, deficiencies, or conflicts in the work product of the CONTRACTOR. 2.2 Notice Requirement. All written correspondence to the COUNTY shall be dated and signed by an authorized representative of the CONTRACTOR. Any notice required or permitted under this Contract shall be in writing and hand delivered or mailed, postage pre -paid, to the COUNTY by certified mail, return receipt requested, to the following: To the COUNTY: Monroe County Board of County Commissioners Marine Resources Office Attn: Senior Administrator - Marine Resources 2798 Overseas Highway, Suite 410 Marathon, FL 33050 For the CONTRACTOR: Doris Arnold Arnold's Auto & Marine Repair, Inc. 5540 3 Avenue Key West, FL 33040 However, if COUNTY requests a price quotation(s) from the CONTRACTOR the request and response thereto may be accomplished by electronic mail ( "e- mail "). Selection of the CONTRACTOR by the COUNTY and the terms of the individual job may be accomplished by e-mail notification with a Task Order authorizing the work to be completed, and f signed by the COUNTY prior to the commencement of the work. 4 of 23 Furthermore, a Notice of Termination may be accomplished by e-mail, but shall be immediately formalized in writing by the party seeking to terminate and sent to the other party by certified mail, return receipt requested. Article 3.0 County's Responsibilities 3.1 The COUNTY shall provide full information regarding requirements for the fulfillment of authorized Task Order(s) issued to the CONTRACTOR, with the understanding that the site conditions to which such information pertain or relate may be subject to change. 3.2 The COUNTY shall designate a representative to act on its behalf with respect to said issued Task Order(s). 3.3 Approve a schedule for the completion of individual Task Order(s) mutually - agreeable to both the CONTRACTOR and the COUNTY. 3.4 Prompt written notice shall be given by the COUNTY and its representative to the CONTRACTOR if they become aware of any fault or defect in the work performed or non - conformance with this Contract. Written notice shall be deemed to have been duly served if sent pursuant to Paragraph 2.3. 3.5 The COUNTY's review of any documents prepared by the CONTRACTOR shall be solely for the purpose of determining whether such documents are generally consistent with the COUNTY's criteria, as, and if, modified. No review of such documents shall relieve the CONTRACTOR of responsibility for the accuracy, adequacy, fitness, suitability, or coordination of its work product. Article 4.0 Authorization of Work Assignments, Subcontractors 4.1 All assignments of work shall be authorized in a signed Task Order in accordance with the COUNTY'S policy prior to any work being conducted by the CONTRACTOR. 4.2 Additional authorizations may contain additional instructions or provisions specific to the authorized work for the purpose of clarifying certain aspects of the work to be undertaken. Such supplemental instruction or provisions shall not be construed as a modification of this Contract. Authorizations shall be dated, numbered and clearly relate to the specific job assignment so that they can easily be related to the specific assignment. Where available, the authorization shall refer to the name of the vessel, and its location. 4.3 The CONTRACTOR shall not assign, or transfer any rights under or interest in (including, but not without limitations, moneys that may become due or moneys that are due) this Contract without the written consent of the County, except to the extent that any assignment, subletting, or transfer is mandated by law or the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written 5 of 23 consent to any assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Contract. CONTRACTOR may subcontract a particular Task Order or portion of a Task Order only with the specific written consent of the COUNTY'S representative. If subcontractors are approved it is the responsibility of CONTRACTOR to inform the subcontractors that they must carry the same amount of insurance as the CONTRACTOR. The CONTRACTOR shall provide the COUNTY with proof of coverage before allowing a Subcontractor to do any work on the job. Article 5.0 Indemnification and Hold Harmless 5.1 The CONTRACTOR covenants and agrees to hold harmless the COUNTY /Monroe County and Monroe County Board of County Commissioners, and its officers and employees, from liabilities, damages, losses, and costs, including but not limited to, all fines, suits, claims, demands, actions, costs, obligations, and attorney's fees, or liability of any kind Lll arising out of, related to, or in connection with the negligence, recklessness, or intentional wrongful conduct of the CONTRACTOR, subcontractor(s), and other persons employed or utilized by the CONTRACTOR in the performance of the CONTRACT, or fai arising out of, related to, or in connection with the willful non - performance of the CONTRACTOR. The CONTRACTOR shall be solely responsible and answerable for any and all accidents or injuries to persons or property arising out of its performance of the Contract, including those of any subcontractors. 5.2 The first ten dollars ($10.00) of remuneration paid to the CONTRACTOR is 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 Contract. Should any claims be asserted against the COUNTY by virtue of any deficiency or ambiguity in the plans and specifications provided by the CONTRACTOR, the CONTRACTOR agrees and warrants that he shall hold the COUNTY harmless and shall indemnify him from all losses occurring thereby and shall further defend any claim or action on the COUNTY's behalf. 5.3 In the event completion of the work assigned (to include the work of others) is delayed or suspended as a result of the CONTRACTOR's failure to purchase or maintain the required insurance, the CONTRACTOR shall indemnify the COUNTY from any and all increased expenses resulting from such delays. Should any claims be asserted against the COUNTY by virtue of any deficiencies or ambiguity in the plans and specifications provided by the COUNTY or CONTRACTOR, the CONTRACTOR agrees and warrants that the CONTRACTOR shall hold the COUNTY harmless and shall indemnify it from all losses occurring thereby and shall further defend any claims or action on the COUNTY's behalf. 5.4 The CONTRACTOR agrees that no charges or claims for damages shall be made by it for any delays or hindrances attributable to the COUNTY, for whatever cause, during the progress of any portion of the services specified in this Contract. The CONTRACTOR agrees that it shall not be entitled to damages for delay 6 of 23 5.5 The CONTRACTOR shall be responsible for the completeness and accuracy of its work, plan, supporting data, and other documents prepared or compiled under its obligation for this project, and shall correct at its expense all significant errors or omissions therein which may be disclosed. The cost of the work necessary to correct those errors attributable to the CONTRACTOR and any damage incurred by the COUNTY as a result of additional costs caused by such errors shall be chargeable to the CONTRACTOR. 5.6 The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere in this Contract. 5.7 This indemnification shall survive the expiration or early termination of the Contract. Article 6.0 Compensation 6.1 Payments. The compensation available to the CONTRACTOR under this Contract shall be determined by the COUNTY on the basis of price quotations received from approved CONTRACTORS and the necessities of the individual job(s). The CONTRACTOR is responsible for evaluating the request for removal and responding in writing with a quotation for the job, a description of the job, the amount of time by which the CONTRACTOR can begin the particular job, and the time necessary to complete that particular job. 6.2 For its assumption and performances of the duties, obligations, and responsibilities set forth herein, the CONTRACTOR shall be paid in accordance with assigned Tasks and completion of Tasks, based on submitted invoices. All invoices must meet NRCS standards and requirements. (A) If the CONTRACTOR's duties, obligations, and responsibilities are materially changed by amendment to this Contract after execution of this Contract, compensation due to the CONTRACTOR shall be equitably adjusted, either upward or downward; (B) As a condition precedent for any payment due under this Contract, the CONTRACTOR shall timely submit proper invoices for services and work properly rendered and reimbursable expenses due hereunder. The CONTRACTOR's invoice shall describe with reasonable particularity the service rendered. The CONTRACTOR's invoice shall be accompanied by such documentation or data in support of expenses for which payment is sought at which the COUNTY may require. 6.3 It shall be the CONTRACTOR's responsibility to pay any and all disposal fees at a transfer station(s) or other licensed disposal facility or recycling center. In addition to the foregoing invoice requirements, the CONTRACTOR is required to provide the COUNTY with a disposal receipt along with any invoice(s) for associated or otherwise 7of23 • related specified work. 6.4 The billing rates of the CONTRACTOR for a particular job shall be determined and mutually agreed upon in writing, by and between the CONTRACTOR and the COUNTY, in a written Task Order prior to COUNTY authorization for the CONTRACTOR to commence the work. 6.5 Payment Sum. The COUNTY shall pay the CONTRACTOR in current funds for the CONTRACTOR's performance of such work. 6.6 Local Government Prompt Payment Act. Payment will be made according to the Local Government Prompt Payment Act. Any request for payment must be in a form satisfactory to the Monroe County Clerk of Court. The request must describe in detail the services performed, the payment amount requested, and supporting documentation, including copies of receipts from the transfer station. 6.7 Reimbursable Expenses. Expenses potentially reimbursable by /from non - County federal and /or state government agencies, incurred by the CONTRACTOR in the interest of the work include the following expenses: (A) Reimbursable expenses including transportation (excluding airfare), lodging, meals and incidentals are included in hourly rates shown approved by the COUNTY and CONTRACTOR for each discretely identified position. (B) Cost of reproducing maps or drawings or other materials used in performing the scope of services. (C) Postage and handling of reports. (D)AII other expenses are non - reimbursable. 6.8 Budget. The CONTRACTOR may not be entitled to receive, and the COUNTY is not obligated to pay, any fees or expenses in excess of the amount budgeted for this Contract in each fiscal year (October 1 - September 30) by the COUNTY's Board of County Commissioners. The budgeted amount may only be modified by an affirmative act of the COUNTY's Board of County Commissioners. The COUNTY's performance and obligation to pay under this Contract is contingent upon an annual appropriation by the Board of County Commissioners and the approval of the Board members at the time of Contract initiation, and its duration, and its duration and approval of NRCS and receipt of funds by NRCS. Article 7.1.0 Insurance 7.1.1 The CONTRACTOR shall obtain insurance as specified and maintain the required insurance at all times that this Contract is in effect. In the event the completion of authorized work is delayed or suspended as a result of the CONTRACTOR's failure 8 of 23 to purchase or maintain the required insurance, the CONTRACTOR shall indemnify the COUNTY from any and all increased expenses resulting from such delay. 7.1.2 Failure to maintain coverage shall be considered a valid reason for the COUNTY to terminate this Contract. 7.1.3 The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this Contract. 7.1.4 Delays in the commencement of work, resulting from the failure of the CONTRACTOR to provide satisfactory evidence of the insurance required under this Contract, shall not extend deadlines specified in this Contract, and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time. 7.1.5 The acceptance and /or approval of the CONTRACTOR'S insurance shall not be construed as relieving the CONTRACTOR from any liability or obligation assumed under this contract or imposed by law. 7.1.6 The Monroe County Board of County Commissioners shall be named as Additional Insured on all of the Contractor's insurance policies issued to satisfy this Contract's requirements, except for Workers' Compensation. 7.1.7 All insurance policies must specify that they are not subject to cancellation, non - renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the County by the insurer. 7.2.0 General Liability Insurance 7.2.1 As a pre- requisite of the work governed, or other goods supplied under this Contract (including the pre- staging of personnel and material), the CONTRACTOR shall obtain, at his /her own expense, insurance as specified in the attached schedules, which are made part of this Contract. The CONTRACTOR shall require all subcontractors to obtain insurance consistent with the attached schedules. 7.2.2 The CONTRACTOR will not be permitted to commence work governed by this Contract (including pre- staging of personnel and material) until satisfactory evidence of the insurance required by this Contract has been furnished to the COUNTY as specified herein, and where applicable the CONTRACTOR shall provide proof of insurance for all approved subcontractors. 7.2.3 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 9 of 23 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. 7.2.4 Prior to the commencement of work governed by this Contract, the CONTRACTOR shall obtain and maintain General Liability insurance. Coverage shall be continuously maintained and include, at a minimum: (A) Premises Operations (B) Bodily Injury Liability (C) Expanded Definition of Property Damage The minimum limits acceptable shall be: • $300,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: (A) $200,000 per Person (B) $300,000 per Occurrence (C) $200,000 Property Damage An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this Contract. In addition, the period for which claims may be reported should extend for a minimum of twelve months (12) following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. The CONTRACTOR shall maintain the insurance required by this Contract throughout the entire term of the Contract and any extensions specified in the attached schedules. Failure to comply with these provisions may result in the immediate suspension of all work until the required insurance has been reinstated or replaced. The CONTRACTOR shall provide, to the COUNTY, as satisfactory evidence of the required insurance, either: • Certificate of Insurance or • A certified copy of the actual insurance policy. 10 of 23 The CONTRACTOR may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the CONTRACTOR'S Excess Insurance Program. If the CONTRACTOR participates in a self - insurance fund, a Certificate of Insurance will be required. In addition, the CONTRACTOR may be required to submit updated financial statements from the fund upon request from the County. 7.3.0 Vehicle Liability Insurance Requirements 7.3.1 Recognizing that the work governed by this Contract requires the use of vehicles, the CONTRACTOR, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum, liability coverage for: • Owned, Non - Owned, and Hired Vehicles The minimum limits acceptable shall be: • $300,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: (A) $200,000 per Person (B) $300,000 per Occurrence (C) $200,000 Property Damage The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies issued to satisfy the above requirements. 7.4.0 Workers' Compensation Insurance Requirements 7.4.1 Prior to commencement of work governed by this contract, the CONTRACTOR shall obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable state statutes. 7.4.2 In addition, the CONTRACTOR shall obtain Employers' Liability Insurance with limits of not less than: (A) $100,000 Bodily Injury by Accident (B) $500,000 Bodily Injury by Disease, policy limits (C)$100,000 Bodily Injury by Disease, each employee (D) Employer's Liability- Statutory limits 7.4.3 Coverage shall be maintained throughout the entire term of the contract. 11 of 23 • 7.4.4 Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. 7.4.5 If the CONTRACTOR has been approved by the Florida's Department of Labor as an authorized self- insurer, the COUNTY shall recognize and honor the CONTRACTOR'S status. The CONTRACTOR may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the CONTRACTOR'S Excess Insurance Program. 7.4.6 If the CONTRACTOR participates in a self- insurance fund, a Certificate of Insurance will be required. In addition, the CONTRACTOR may be required to submit updated financial statements from the fund upon request from the County. 7.5.0 Jones Act or Watercraft Coverage is Required 7.5.1 Prior to commencement of work governed by this Contract, the CONTRACTOR shall obtain Jones Act and /or Longshoremen and Harbor Workers Compensation Insurance with limits sufficient to respond to the applicable state and /or Federal statutes. • Pollution Liability Coverage with minimum limits of $1,000,000. The COUNTY shall be named as an additional insured with respect to the CONTRACTOR's liabilities hereunder. 7.5.2 The CONTRACTOR shall require its subcontractors to be adequately insured at least to the limits prescribed above, and to any increased limits of the CONTRACTOR if so required by the COUNTY during the term of this Contract. The COUNTY will not pay for increased limits of insurance for subcontractors. 7.5.3 The CONTRACTOR shall provide to the COUNTY certificates of insurance or a copy of all insurance policies including those naming the COUNTY as an additional insured. The COUNTY reserves the right to require a certified copy of such policies upon request. Article 8. Termination. Either party may terminate this contract because of the failure of the other party to perform its obligations under the Contract. COUNTY may terminate this contract for any reason upon fifteen days' (15) notice to the CONTRACTOR. Article 9. Maintenance of Records. CONTRACTOR shall maintain all books, records, and documents directly pertinent to performance under this Contract in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of 7 -years from the termination of this Contract or for a period of 3 years from the date of submission of the final expenditure report in accordance with 2 CFR § 200.333, whichever is greater. Each party to this Contract or its authorized representatives shall have reasonable and timely access to such records of each other 12 of 23 party to this Contract for public records purposes during the term of the Contract and for four years following the termination of this Contract. If an auditor employed by the COUNTY or Monroe County Clerk of Court determines that monies paid to CONTRACTOR pursuant to this Contractor were spent for purposes not authorized by this Contractor, or were wrongfully retained by the CONTRACTOR, the CONTRACTOR 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. Article 10. Public Access and Public Records Compliance. CONTRACTOR must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of Article I of the Florida Constitution. The COUNTY and CONTRACTOR shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters, or other "public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the COUNTY and CONTRACTOR in conjunction with and in connection with this Contract and related to Contract performance. The COUNTY shall have the right to unilaterally cancel this Contract upon violation of this provision by the CONTRACTOR. Failure of the CONTRACTOR to abide by the terms of this provision shall be deemed a material breach of this Contract and the COUNTY may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the Contract. The CONTRACTOR is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the CONTRACTOR is required to: (1) Keep and maintain public records that would be required by the COUNTY to perform the service. (2) Upon receipt from the COUNTY's custodian of records, provide the COUNTY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if the CONTRACTOR does not transfer the records to the COUNTY. (4) Upon completion of the Contract, transfer, at no cost, to the COUNTY all public records in possession of the CONTRACTOR or keep and maintain public records that would be required by the COUNTY to perform the service. If the CONTRACTOR transfers all public records to the COUNTY upon completion of the contract, the CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the CONTRACTOR keeps and maintains public records upon completion of the Contract, the CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically must be 13 of 23 provided to the COUNTY, upon request from the COUNTY's custodian of records, in a format that is compatible with the information technology systems of the COUNTY. (5) A request to inspect or copy public records relating to a COUNTY Contract must be made directly to the COUNTY, but if the COUNTY does not possess the requested records, the COUNTY shall immediately notify the CONTRACTOR of the request, and the CONTRACTOR must provide the records to the COUNTY or allow the records to be inspected or copied within a reasonable time. If the CONTRACTOR does not comply with the COUNTY's request for records, the COUNTY shall enforce the public records Contract provisions in accordance with the Contract, notwithstanding the COUNTY's option and right to unilaterally cancel this Contract upon violation of this provision by the CONTRACTOR. A CONTRACTOR who fails to provide the public records to the COUNTY or pursuant to a valid public records request within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. The CONTRACTOR shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY AT PHONE# 305 - 292 -3470 BRADLEY- BRIANc MONROECOUNTY- FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE 1111 12TH Street, SUITE 408, KEY WEST, FL 33040. Article 11.1.0 Miscellaneous 11.1.1 Successors and Assigns. The CONTRACTOR shall not assign or subcontract its obligations under this Contract, except in writing and with the prior written approval of the COUNTY and consistent with the Contract, which approval shall be subject to such conditions and provisions as the COUNTY may deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or subcontractor shall comply with all of the provisions of this Contract. 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. 11.1.2 No Third -Party Beneficiaries. Nothing contained herein shall create any 14 of 23 relationship, contractual or otherwise, with or any rights in favor of, any third party. 11.1.3 Termination. (A) In the event the CONTRACTOR shall be found to be negligent in any aspect of the service or work, the COUNTY shall have the right to terminate the Contract after five (5) days' written notification to the CONTRACTOR. (B) The COUNTY may cancel this Contract without cause by giving the CONTRACTOR sixty (60) days' written notice of its intention to do so. 11.1.4 Public Entities Crimes /Convicted Vendor. 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 Contract, CONTRACTOR represents that the execution of this Contract will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Contract and recovery of all monies paid hereto, and may result in debarment from COUNTY's competitive procurement activities. In addition to the foregoing, CONTRACTOR further represents that there has been no determination, based on an audit, that it or any subcontractor 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 CONTRACTOR has been placed on the convicted vendor list. CONTRACTOR 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. 11.1.5 Claims for Federal Aid. CONTRACTOR 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 Contract; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 15 of 23 11.1.6 Non - Discrimination. CONTRACTOR 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 Contract automatically terminates without any further action on the part of any party, effective the date of the court order. CONTRACTOR 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 patient 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 may be 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 Contract. 11.1.7 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. 11.1.8 No Solicitation /Payment. The CONTRACTOR 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 Contract 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 16 of 23 or resulting from the award or making of this Contract. For the breach or violation of the provision, the CONTRACTOR agrees that the COUNTY shall have the right to terminate this Contract 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. 11.1.9 Employees Subject to County Ordinance Nos. 010 -1990 and 020 -1990. The CONTRACTOR warrants that it has not employed, retained or otherwise had act on its behalf any former COUNTY officer or employee subject to the prohibition of Section 2 of Ordinance No. 010 -1990 or any COUNTY officer or employee in violation of Section 3 of Ordinance No. 020 -1990. For breach or violation of this provision the COUNTY may, in its discretion, terminate this Contract without liability and may also, in its discretion, deduct from the Contract or purchase price, or otherwise recover the full amount of any fee, commission, percentage, gift, or consideration paid to the former COUNTY officer or employee. 11.2.0 Covenant of No Interest. CONTRACTOR 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 Contract, and that only interest of each is to perform and receive benefits as recited in this Contract. 11.2.1 Federal Contract Requirements. The CONTRACTOR and its subcontractors must follow the provisions as set forth in Appendix II to Part 200, as amended, including but not limited to: 11.2.2 Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60 -1.3 must include the equal opportunity clause provided under 41 CFR 60- 1.4(b). 11.2.3 Davis -Bacon Act, as Amended (40 U.S.C. 3141 - 3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non - Federal entities must comply with the Davis -Bacon Act (40 U.S.C. 3141 -3144, and 3146 -3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction "). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The COUNTY must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The COUNTY must report all suspected or reported violations to the Federal awarding agency. The contractors must also comply with the Copeland "Anti- Kickback" Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole 17of23 or in Part by Loans or Grants from the United States "). As required by the Act, each contractor or subrecipient is prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The COUNTY must report all suspected or reported violations to the Federal awarding agency. 11.2.4 Contract Work Hours and Safety Standards Act (40 U.S.C. 3701 - 3708). Where applicable, all contracts awarded by the COUNTY in excess of $100,000 that involve the employment of mechanics or laborers must comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard workweek is permissible provided that the worker is compensated at a rate of not Tess than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 11.2.5 Rights to inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. 11.2.6 Clean Air Act (42 U.S.C. 7401 -7671 q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251 -1387, as Amended). Contracts and subgrants of amounts in excess of $150,000 must comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401 -7671 q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251 - 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). 11.2.7 Debarment and Suspension (Executive Orders 12549 and 12689). A contract award (see 2 CFR 180.220) must not be made to parties listed on the government -wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or 18 of 23 regulatory authority other than Executive Order 12549. 11.2.8 Byrd Anti - Lobbying Amendment (31 U.S.C. 1352). Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non - Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non - Federal award. 11.2.9 Procurement of recovered materials as set forth in 2 CFR § 200.322. 11.3.0 Other Federal Requirements. 11.3.1 Americans with Disabilities Act of 1990 (ADA). The CONTRACTOR will comply with all the requirements as imposed by the ADA, the regulations of the Federal government issued thereunder, and the assurance by the CONTRACTOR pursuant thereto. 11.3.2 Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the COUNTY that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with COUNTY funds under this Contract. The DBE requirements of applicable federal and state laws and regulations apply to this Contract. The COUNTY and its CONTRACTOR agree to ensure that DBE's have the opportunity to participate in the performance of this Contract. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBE's have the opportunity to compete for and perform contracts. The COUNTY and the CONTRACTOR and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Contract. 11.3.3 The CONTRACTOR shall utilize the U.S. Department of Homeland Security's E- Verify system to verify the employment eligibility of all new employees hired by the CONTRACTOR during the term of the Contract and shall expressly require any subcontractors or subconsultants performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E- Verify system to verify the employment eligibility of all new employees hired by the subcontractor or subconsultant during the Contract term. 11.3.4 NRCS Regulations. NRCS administers the EWP program through the following authorities: • Section 216, Public Law 81 -516 (33 U.S.C. Section 701b); 19 of 23 • Section 403 of Title IV of the Agricultural Credit Act of 1978, Public Law 95 -334; and • Section 382, Title III, of the 1996 Farm Bill Public Law 104 -127; and • Codified rules for administration of the EWP program are set forth in 7 CFR 624. Article 12. Non - Waiver of Immunity. Notwithstanding the provisions of Section 768.28, Florida Statutes, the participation of the CONTRACTOR and the COUNTY in this Contract 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. Article 13. 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 Contract 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. Article 14. Legal Obligations and Responsibilities - Non - Delegation of Constitutional or Statutory Duties. This Contract 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 Contract 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. Article 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 Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Contract or be subject to any personal liability or accountability by reason of the execution of this Contract. Article 16. Non - Reliance by Non - Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Contract to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the CONTRACTOR and the COUNTY agree that neither the CONTRACTOR 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 Contract separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Contract. 20 of 23 Article 17. Governing Law, Venue, Interpretation, Costs and Fees. This Contract 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. Contract, COUNTY and CONTRACT agree that venue shall lie in the 16th Judicial Circuit, Monroe County, Florida, in the appropriate court or before the appropriate administrative body. This Contract shall not be subject to arbitration. Mediation proceedings initiated and conducted pursuant to this Contract shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. Article 18. Attorney's Fees and Costs. The COUNTY and CONTRACTOR 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 Contract, 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. Article 19. Adjudication of Disputes or Disagreements. The COUNTY and CONTRACTOR 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 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 Contract or by Florida law. This provision does not negate or waive the preceding provisions of this Contract concerning termination or cancellation. Article 20. Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Contract, COUNTY and CONTRACTOR 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 Contract or provision of the services under this Contract. COUNTY and CONTRACTOR specifically agree that no party to this Contract shall be required to enter into any arbitration proceedings related to this Contract. Article 21. Severability. If any term, covenant, condition or provision of this Contract (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 Contract, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Contract 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 Contract would prevent the accomplishment of the original intent of this Contract. The COUNTY and 21 of 23 CONTRACTOR agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. Article 22. Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Contract have been duly authorized by all necessary County and corporate action, as required by law. Article 23. Binding Effect. The terms, covenants, conditions, and provisions of this Contract shall bind and inure to the benefit of the COUNTY and CONTRACTOR and subcontractors and their respective legal representatives, successors, and assigns Article 24. Attestations and Truth in Negotiation. CONTRACTOR 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 Contract by CONTRACTOR 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 Contract 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 Contract. Article 25. Section Headings. Section headings have been inserted in this Contract as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Contract and will not be used in the interpretation of any provision of this Contract. Article 26. Execution in Counterparts. This Contract 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 Contract by signing any such counterpart. In Witness Whereof, the parties have executed this contract as indicated below. 3 a. - .- `,v. 0 . a2m crr A . w -) 0 Ss = +C7 : = BOARD OF COUNTY COMMISSIgMER .; o `� r � • LERK MONROE COUNTY r p'. your tG cot UNTV .,„ Deputy Clerk David Rice, Mayor 22 of 23 M • NROE COUNTY ATTORNEY • - QVgl1S ' FO - .or / >.•9 • By: L.- By: /0-1VA // nes t'nature) By: —S1A 1 Print name and title: n Witn - : (Pri ame) 9-y--15.-Arioid e5) 016111 By: i / On behalf of: Arnold's Auto & Marine Repair, Inc. fitness (Signature) V \ By: V t f Witness 'T int Name) STATE OF F1,o c COUNTY OF U"`O nO9& he foregoing instrument was ckn wledged and attested before me this " 'day of (.L 2018, by DO/'1 j , who is, personally known to me or produced as proof identification and did take an oath. .4)4 4, Nota ' ublic� - ►y,, MELINDA OVIEDO _,. • :.: Commission # FF 919024 Expires September 16, 2019 - /f 1 / ` Bonded TNuTtg m�w Fein ►`-'� P.I �l?��(C� �l( PO Print Name 23 of 23 • DATE (MMIDD/YYTY) A D CERTIFICATE OF LIABILITY INSURANCE 6/25/2018 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 BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this cerdflcate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER CONTACT Gretchen Hapney American Transportation Insurance Group WC. No. Est): (407)472 -9600 1irkg, No, (407)472 -9605 9565 S. Kingston Ct. A E-MAIL Gretchen @atiginc.com Suite 110 INSURER(S)AFFORDINGCOVERAGE .- NAIC# Englewood CO 80112 INSURER A ;Cat lin Specialty Insurance Company 15989 INSURED INSURER B: Arnold's Auto & Marine Repair, Inc INSURER C: DBA: Arnold'a Towing; Florida Reys Recovery INSURERD 5540 3rd Avenue INSURERE: • Key West FL 33040 INSURERF: COVERAGES CERTIFICATE NUMBER:18 -19 Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR T YPE OF INSURANCE ADM SUBR POLICY EFF POLICY EXP W LIMITS LTR INSD VD POLICY NUMBER IMMIDDIYYYY) IMM/DDIYYYYI X COMMERCIAL GENERAL LIABIUTY EACH OCCURRENCE S 1,000,000 DAMAGE TO RENTED A I CLAIMS -MADE e OCCUR PREMISES (Ea occurrence) $ 50, 000 X UM00023537MA18A 7/2/2018 7/2/2019 MED EXP (Any one person) $ 5, 000 PERSONAL 8 ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMITAPPLIESPER: GENERAL AGGREGATE $ 2,000,000 X POCKY ❑ PRO n LOC PRODUCTS- COMP /OPAGG $ 2,000,000 JECT OTHER: $ AUTOMOBILE UABIUTY COMBINED SINGLE LIMIT $ (Ea accident ANY AUTO BODILY INJURY (Per person) $ ALL OWNED SCHEDULED BODILY INJURY (Per accident) $ A _AUTOS NON- 7 PROPERTY DAMAGE $ UT O WNED O (Per accident) HIRED AUTOS _AUTOS $ UMBRELLA I.IAB OCCUR EACH OCCURRENCE $ EXCESS MB CLAIMS -MADE . AGGREGATE $ • DED 1 I RETENTION $ $ WORKERS COMPENSATION • I P E A TUTE I I OT ER AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE n N / A E.L EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) - EL DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTION OF O PERATIONS below EL DISEASE - POLICY LIMIT $ A MARINE PACKAGE POLICY UM00023537MA18A 7/2/2018 7/2/2019 P81 :$1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS 1 VEHICLES (ACORD 101, Addltlonal Remarks Schedule, may be attached If more space Is required) Maritime Employers Liability: $1,000,000 Limit. Jones Act is provided. Protection & Indemnity is proof of Jones Act coverage required by law. Blanket Additional Assured /Waiver of Subrogation required by contract. Certificate holder is additional insured as respects general liablity as per form GAI2298 (01 /01) Vessels: 1996 Parker 26' & 2008 Wellcraft 30'; P &I, USL, & H coverage z. %'n5,, =$SR A.' EMENT CERTIFICATE HOLDER CANCELLATION A R ~ /A ' S.__. UU Jones- Rich @MonroeCounty -FL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE MONROE BOARD OF COUNTY COMMISSIONERS THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1100 SIMONTON STREET ACCORDANCE WITH THE POLICY PROVISIONS. KEY WEST, FL 33040 AUTHORIZED REPRESENTATIVE O O C Thompson /GRETCH e" °"› @ 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 (201401) AC RO CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 8/1/2018 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 BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Gretchen Hapney NAME: p y American Transportation Insurance Group (A / /C. No. Ext): (407)472 -9600 (A /C, No): (407)472 -9605 9565 S. Kingston Ct. E- MAIL5. Gretchen @atiginc. Suite 110 INSURER(S) AFFORDING COVERAGE NAIC # Englewood CO 80112 INSURERA:FirSt National Insurance Company 24724 INSURED INSURER B : Arnold's Auto & Marine Repair, Inc INSURER C : DBA: Arnold's Towing; Florida Keys Recovery INSURERD: 5540 3rd Avenue INSURERE: Key West FL 33040 INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MM /DD/YYYY) (MM /DD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1, 000, 000 DAMAGE RENTED A CLAIMS -MADE X OCCUR PREMISES O (Ea occurrence) $ 1, 000, 000 X 25 CC 396712 20 4/28/2018 4/28/2019 MED EXP (Any one person) $ 10,000 PERSONAL &ADVINJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000,000 X POLICY PRO JECT LOC PRODUCTS - COMP /OPAGG $ 3,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1, 000, 000 (Ea accident) ANY AUTO BODILY INJURY (Per person) $ A ALL OWNED SCHEDULED AUTOS X AUTOS 25 CC 396712 20 4/28/2018 4/28/2019 BODILYINJURY(Peraccident) $ X HIRED AUTOS X NON -OWNED PROPERTY DAMAGE AUTOS (Per accident) UNINSURED MOTORIST $ 100, 000 UMBRELLA LIAB — OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY Y / N STATUTE ER ANY PROPRIETOR/PARTNER /EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ A ON HOOK 25 CC 396712 20 4/28/2018 4/28/2019 $120,000 W $500 DED A GARAGE KEEPERS 25 CC 396712 20 4/28/2018 4/28/2019 $120,000 W $500/$2,500 DED LEGAL LIAB DESCRIPTION OF OPERATIONS/LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER IS LISTED AS ADDITIONAL INSURED gpPROV r BY RI MANAGEM�NN' DATE V1 *max WAIVER N • I' Y CERTIFICATE HOLDER CANCELLATION Jones - Rich @MonroeCounty -FL SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE MONROE COUNTY BOARD OF COMMISSIONERS THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1111 12TH STREET ACCORDANCE WITH THE POLICY PROVISIONS. SUITE 408 KEY WEST, FL 33040 AUTHORIZED REPRESENTATIVE C Thompson /GRETCH © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 (201401)