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Item G32 • BOARD OF COUNTY COMMISSIONERS County ®f Monroe ,� 4 Mayor David Rice,District 4 .� ;;y Mayor Pro Tem Sylvia J. Murphy, District 5 The Florida Keys ' Danny L.Kolhage,District 1 �� / George Neugent,District 2 Mayor David Rice N Heather Carruthers,District 3 9400 Overseas Highway Suite 210 Marathon International Airport Terminal Marathon,FL 33050 305.289.6000 Boccdis4@monroecounty-fl.gov Interoffice Memorandum Date: November 15,2018 To: Kevin Madok, Clerk of the Court County Clerk's Office Avt3e2;____ From: Commissioner David Rice,District 4 RE: NOTICE OF VOTING CONFLICT Per Florida Statute 112.3143, I hereby disclose by written memorandum that I will abstain from the vote on certain issues brought before the Monroe County Board of Commissioners with entities with which I am involved. I will abstain from the vote on issues concerning the following entities: Guidance Care Center,Inc., a private, not-for-profit entity,which receives some of its operational funding from the County, as I currently sit on the Board of Directors of the Guidance Care Center. I am also a member of the Board of the Historic Florida Keys (. Foundation,Inc. At the November 20,2018 BOCC meeting,I will abstain from the vote on item(s): #G32 Copy of agenda item listing from the Revised Agenda for each of the referenced item(s)is included for documentation. ATT:• State Form 8B Memorandum of Voting Conflict for County,Municipal, and Other Local Elected Officers FORM 8B MEMORANDUM OF VOTING CONFLICT FOR COUNTY, MUNICIPAL, AND OTHER LOCAL PUBLIC OFFICERS LAST NAME—FIRST NAME—MIDDLE NAME NAME OF BOARD,COUNCIL,C MMISSION,AUTHORI7.,,0 COMMITE (ZtC-E OAvio PAY W E MOntva -COQ Soar-cL o` TEQnnAAnr esrvfi MAILING ADDRESS THE BOARD,COUNCIL,COMMISr�ION,AUTHORITY OR COMMITTEE ON ---WHICH-I-SERVE-IS-A-UNIT F:- �33-- Moct�c >�� r� �n .- - g CITY COUNTY ❑CITY OUNTY 0 OTHER LOCALAGENCY rn a-a9-)o n /1/�0 n ro NAMEf OF POLITICAL SUU,BDIVISII N:` DATE ON WHICH VOTE OCCURRED a e r Ono n ON IS �-VU MY POSITION IS: 1ELECTIVE ❑ APPOINTIVE WHO MUST FILE FORM 8B • This form is for use by any person serving at the county, city, or other local level of government on an appointed or elected board, council, commission, authority, or committee. It applies to members of advisory and non-advisory bodies who are presented with a voting conflict of interest under Section 112.3143, Florida Statutes. Your responsibilities under the law when faced with voting on a measure in which you have a conflict of interest will vary greatly depending on whether you hold an elective or appointive position. For this reason, please pay close attention to the instructions on this form before completing and filing the form. INSTRUCTIONS FOR COMPLIANCE WITH SECTION 112.3143, FLORIDA STATUTES A person holding elective or appointive county, municipal, or other local public office MUST ABSTAIN from voting on a measure which would inure to his or her special private gain or loss. Each elected or appointed local officer also MUST ABSTAIN from knowingly voting on a measure which would inure to the special gain or loss of a principal (other than a government agency) by whom he or she is retained (including the parent, subsidiary, or sibling organization of a principal by which he or she is retained);to the special private gain or loss of a relative; or to the special private gain or loss of a business associate. Commissioners of community redevelopment agencies(CRAs) under Sec. 163.356 or 163.357, F.S., and officers of independent special tax districts elected on a one-acre, one-vote basis are not prohibited from voting in that capacity. • For purposes of this law, a "relative" includes only the officer's father, mother, son, daughter, husband, wife, brother, sister, father-in-law, mother-in-law, son-in-law, and daughter-in-law.A"business associate" means any person or entity engaged in or carrying on a business enterprise with the officer as a partner, joint venturer, coowner of property, or corporate shareholder(where the shares of the corporation are not listed on any national or regional stock exchange). ELECTED OFFICERS: In addition to abstaining from voting in the situations described above, you must disclose the conflict: PRIOR TO THE VOTE BEING TAKEN by publicly stating to the assembly the nature of your interest in the measure on which you are abstaining from voting; and WITHIN 15 DAYS AFTER THE VOTE OCCURS by completing and filing this form with the person responsible for recording the minutes of the meeting,who should incorporate the form in the minutes. * * * * * * * * * * * * * * * * APPOINTED OFFICERS: Although you must abstain from voting in the situations described above, you are not prohibited by Section 112.3143 from otherwise participating in these matters. However, you must disclose the nature of the conflict before making any attempt to influence the decision, whether orally or in writing and whether made by you or at your direction. _LE YO-UIDLTFND TO MAKE-ANY_ATf-EMPT-TO-1NFLU-ENCE_THE D-EGIISION-RRIOR-TO_THE—MEETI-NG..AT WHICH Tkl-E—VOTE'^"WILLBE TAKENYou must complete and file this form (before making any attempt to influence the decision)with the person responsible for recording the minutes of the meeting,who will incorporate the form in the minutes. (Continued on page 2) CE FORM 8B-EFF. 11/2013 PAGE 1 Adopted by reference in Rule 34-7.010(1)(f),F.A.C. • • APPOINTED OFFICERS (continued) • A copy of the form must be provided immediately to the other members of the agency. • The form must be read publicly at the next meeting after the form is filed. - IF YOU MARE NO ATTEMPT TO INFLUENCE THE DECISION EXCEPT BY DISCUSSION AT THE MEETING: • • You must disclose orally the nature of your conflict in the measure before participating. • You must complete the form and file it.within 15 days after the vote occurs with the person responsible for recording the minutes of-the meeting,who must incorporate the form in the minutes.A copy of the form must be provided immediately to the other members of the agency, and the form must be read publicly at the next meeting after the form is filed. IIO� DISCLOSURE OF LOCAL OFFICER'S INTEREST • I, .Dav( d P- Y�I �..Q� , hereby disclose that on nW,2M l%?_U 20 , 20 ( (a)A measure came or will come before my agency which(check one or more) Af �� inured to my special private gain or loss; inured to the special gain or loss of my business associate, inured to the special gain or loss of my relative, inured to the special gain or loss of , by whom I am retained; or inured to the special gain or loss of ,which - is the parent subsidiary,or sibling organization or subsidiary of a principal which has retained me. he measure before my agency and the nature of my conflicting interest in the measure is as follows: I currently sit on the Board of Directors of the Guidance Care Center, Inc. I am also a member of the Board of the Historic Florida Keys Foundation,Inc. SEE ATTACHED AGENDA ITEM SUMMARY G32 • If disclosure of specific information would violate confidentiality or privilege pursuant to law or rules governing attorneys, a public officer, who is also an attorney, may comply with the disclosure requirements of this section by disclosing the nature of the interest in such a way as to provide the public with notice of the conflict. novarn 6.12,r (S 20( g- - - Date Filed ' / Signature NOTICE: UNDER PRO-VISIONS-OF-FLORIDA-STATUTES §112.3 i=7; A FAILURE-TO NLAKE AN-Y—REQUIRED DISCLOSURE— CONSTITUTES GROUNDS FOR AND MAY BE PUNISHED BY ONE OR MORE OF THE FOLLOWING: IMPEACHMENT, REMOVAL OR SUSPENSION FROM OFFICE OR EMPLOYMENT, DEMOTION, REDUCTION IN SALARY, REPRIMAND, OR A CIVIL PENALTY NOT TO EXCEED $10,000. CE FORM 8B-EFF. 11/2013 PAGE 2 Adopted by reference in Rule 34-7.010(1)(f),F.A.C. G.32 BOARD OF COUNTY COMMISSIONERS C ounty of M onroe Mayor David Rice, District 4 Mayor Pro Tem Sylvia J. Murphy, District 5 TheFloridaKeys Danny L. Kolhage, District 1 George Neugent, District 2 Heather Carruthers, District 3 County Commission Meeting November 20, 2018 Agenda Item Number: G.32 Agenda Item Summary #4910 BULK ITEM: Yes DEPARTMENT: Emergency Management TIME APPROXIMATE: STAFF CONTACT: Jeff Manning (305) 289-6325 N/A AGENDA ITEM WORDING: Approval to submit an application on behalf of Westcare / Guidance Care Center, Inc., to Florida Division of Emergency Management for a Pre-Disaster Mitigation Grant in the amount of $93,240.83. Monroe County will not provide funding for this project. The project, if awarded, would provide installation of a redundant generator system, to help ensure operability during a severe weather or other emergency event. ITEM BACKGROUND: Westcare / Guidance Care Center is seeking a Pre-Disaster Mitigation grant in the amount of $93,240.83 from FEMA and Florida Division of Emergency Management (with a 75% / 25% cost share) to install a generator at its Marathon facility. This is a reimbursement grant, therefore the project would be financed by Westcare, who will be responsible for the 25% non-federal match portion. This facility has been added to the Monroe County Emergency Management list of critical facilities, as it was utilized as an intermediate-term shelter for survivors of Hurricane Irma who were displaced from their homes, prior to FEMA and other resources becoming available. This project would have no budget impact on Monroe County BOCC. PREVIOUS RELEVANT BOCC ACTION: N/A CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATION: Approval DOCUMENTATION: Exhibit A SAMPLE - DEM Federally Funded SubGrant Agreement Sample Attachment A - Generator Project Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN Packet Pg. 716 G.32 FINANCIAL IMPACT: Effective Date: TBD Expiration Date: Total Dollar Value of Contract: $93,240.83 Total Cost to County: 0 Current Year Portion: Budgeted: Source of Funds: CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: N/A If yes, amount: 0 Grant: County Match: None Insurance Required: Additional Details: N/A REVIEWED BY: Shannon Weiner Completed 11/05/2018 11:19 AM James Callahan Completed 11/05/2018 12:00 PM Martin Senterfitt Skipped 10/31/2018 3:47 PM Pedro Mercado Completed 11/05/2018 12:17 PM Budget and Finance Completed 11/05/2018 2:11 PM Maria Slavik Completed 11/05/2018 2:30 PM Kathy Peters Completed 11/05/2018 3:25 PM Board of County Commissioners Pending 11/20/2018 9:00 AM Packet Pg. 717 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 718 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 719 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 720 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 721 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 722 G.32.b Florida Statutes, Section 872.05 Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 723 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 724 G.32.b Attachment: Sample Attachment A - Generator Project (Westcare /Guidance Care Center Mitigation Grant Application) Packet Pg. 725 G.32.c AGREEMENT FOR ENHANCED HAZARD MITIGATION MONROE COUNTY WESTCAREHOSPITAL INC. THISAGREEMENTis made and entered this __day of _______-,2019by and between the BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, a political subdivision of the State of Florida(hereafter“County”), whose address is1100 Simonton Street, Key West, Florida, 33040, andWESTCAREHOSPITAL, INC., a Florida Not For Profit Corporation (hereafter “Westcare”), whose address is 3301 Overseas Highway, Marathon, Florida, 33050. WHEREAS, Westcarehas applied to the Florida Department of Emergency Management (FDEM) for a FEMA Pre-Disaster Mitigation (PDM) Grant; and WHEREAS, FEMA awardsPDM grant funds to State, U.S. Territory, and Federally recognized tribal Applicants, who in-turn provide sub-awards to local government sub- applicants; and WHEREAS,individual homeowners,businesses,and private non-profits may apply for funding through eligible local government sub-applicants; and WHEREAS, theCounty, as an eligible local government sub-applicant, has applied for a FDEM PDM grant on behalf of Westcare; and WHEREAS,County and Westcaredesire to set forth each parties duties, rights and obligations; NOW THEREFORE,in consideration of the mutual promises and conditions contained herein, the parties agree as follows: 1.AGREEMENT PERIOD. This agreement is for the period of ___________, 2019through _____________, 201_. This agreement shall remain in effect for the stated period unless one party gives to the other written notification of termination pursuant to and in compliance with paragraphs _______ below. The project work described in Exhibit A must commence within _____ days. 2.AMOUNT OF AGREEMENT,PAYMENTAND PROCUREMENT PROCESS. Payment for expenditures, to the extent provided for in this Agreement,permissible by law and County policies shall be made through reimbursement to WestcareThe Countyshall provide an amount not to exceed $69,930.62toWestcare.The County shall reimburse Westcare upon Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 726 G.32.c presentation of Application for Payment Summary, invoices, canceled checks, before and after pictures, County Representative signature of inspection and other documentation necessary to support a claim for reimbursement. Payment will be made after delivery and inspection by County and upon submission of invoice and documentation acceptable to the Clerk of Courts. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk’s disbursal of funds.It shall be necessary for the Westcareto contact the CountyEmergency Management Department(Jeff Manning –phone: Manning-Jeff@monroecounty-fl.gov and to arrange for inspection upon (305) 289-6325, e-mail: the completion of work for which Westcareseeks reimbursement. It shall be the responsibility of the project managerfor Westcareto initiate the communication with the Monroe County Emergency Management Departmentto facilitate the inspection of the work. The application for payment document must be certified through a statement signed by an officer of theWestcare organization andnotarized, declaring that representations in the invoice are true and factual. All work for which grant funds are to be expended must be completed by the stated termination date of _____________________ and all invoices pertaining to this project shall be submitted to the Finance Department of Monroe County no later than September 30, 20__ to be considered for payment. Procurement of all goods and services funded under this agreement shall comply with Article 18 of Exhibit Aand Monroe County Purchasing Policies and Procedures. Allinitial costs associated with the procurement of the goods and services including, but not limited to, design, purchase and installation of the Enhanced Mitigation Equipment shall be paid by Westcare. Westcare shall be solely responsible for any and all costs for which reimbursement is denied by the Clerk of Courts. Westcare shall be solely responsible for any and all costs which exceed the sub-grant award amount of $69,930.62. Uponthe completion of installation and successful final inspection, the generator and all associated equipment immediately becomes the property of Westcare, Thereafter, Westcare shall be solely responsible for all maintenance, repair and warranty work. 3.RECORDS AND REPORTS. Westcareshall keep such records as are necessary to document the performance of the agreement and expenses as incurred, and give access to these records at the request of the County, the State of Florida,the Florida Department of Emergency Managementor authorized agents and representatives of said government bodies. Westcareshall also provide such access to the personal Property and equipment purchased under this agreement. It is the responsibility of Westcareto maintain appropriate records in accordance withgenerally accepted accounting principles consistently applied to insure a proper accounting of all funds and expenditures. Westcareunderstands that it shall be responsible for repayment of any and all audit exceptions which are identified by the AuditorGeneral for the State of Florida, the Florida Department of Emergency Management,the Clerk of Court for Monroe County, the Board of County Commissioners for Monroe County, or their agents and representatives. If an audit Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 727 G.32.c determines that monies paid to Westcarepursuant to this agreement were spent for purposes not authorized by this agreement, Westcareshall repay the monies together with interest calculated pursuant to Sec. 55.03, F.S. running from the date the monies were paid to Westcare. 4.PUBLIC ACCESS. The County and Westcareshall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made orreceived by the County and Westcarein conjunction with this agreement; and the County shall have the right to unilaterally cancel this agreement upon violation of this provision by Westcare. 5.MODIFICATIONS AND AMENDMENTS. Any and all modifications ofthe terms of this agreement shall be only amended in writing and approved by the Board of County Commissioners for Monroe County. The terms, covenants, conditions, and provisions of this agreement shall bind and inure to the benefit of the County and Westcareand their respective legal representatives, successors, and assigns. 6.INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder, Westcareis an independent contractor.No statement contained in this agreement shall be construed as to find Westcareor any of itsofficers,employees, contractors, servants or agents to beemployees of the Board of County Commissioners of Monroe County, and they shall be entitled to none ofthe rights, privileges or benefits of employees of Monroe County. 7.NOPERSONALLIABILITY. 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 agreement or be subject to any personal liability or accountability by reason of the execution of this agreement. 8.COMPLIANCE WITH LAW. In carrying out its obligations under this agreement, Westcareshall abide by all statutes, ordinances, rules and regulations pertaining to or regulating the provisions of this agreement, including those now in effect and hereafter adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a material breach of this agreement and shall entitle the Countyto terminate this agreement immediately upon delivery of written notice of termination to Westcare. 9.NON-WAIVER OFIMMUNITY. Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the County and Westcarein 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 Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 728 G.32.c extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. 10.PRIVILEGES ANDIMMUNITIES. 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 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. 11.TERMINATION FOR BREACH. The Countymay immediately terminate this agreement for any breach of the terms contained herein. Such termination shall take place immediately upon receipt of written notice of said termination. Any waiver of any breach of covenants herein contained to be kept and performed by Westcareshall not be deemed or considered as a continuing waiver and shall not operate to bar or prevent the Countyfrom declaring a forfeiture for any succeeding breach either of the same conditions or of any other conditions. Failure to provide Countywith certification of use of matching funds or matching in- kind services at or above the rate of request for reimbursement or payment is a breach of agreement, for which the Countymay terminate this agreement upon giving written notification of termination. 12.ENTIRE AGREEMENT. This agreement constitutes the entire agreement of the parties hereto with respect to the subject matter hereof and supersedes any and all prior agreements with respect to such subject matter between the Westcareand the County. 13.GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES. This agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the state. This agreement is not subject to arbitration. Mediation proceedings initiated and conducted pursuant to this agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of MonroeCounty. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this agreement, the County and Westcareagree that venue shall lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. If any term, covenant, condition or provision of this agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this agreement, shall not be affected thereby; and each remaining term, covenant, condition and Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 729 G.32.c provision of this agreement 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 agreement would prevent the accomplishment of the original intent of this agreement. The County and Westcareagree to reform the agreement to replace anystricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The County and Westcareagree 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 agreement, 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, court costs, investigative, and out-of-pocket expenses in appellate proceedings. 14.ADJUDICATION OF DISPUTESORDISAGREEMENTS. County and Westcareagree that all disputes and disagreements shall be attempted to be resolved by meet and confersessions 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 agreement or by Florida law. This agreement shall not be subject to arbitration. 15.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 andWestcareagree 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 Westcarespecifically agree that no party to this agreement shall be required to enter into any arbitration proceedings related to this agreement. 16. ETHICS CLAUSE: Westcarewarrants that ithas not employed, retained or otherwise had act on itsbehalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of the provision the Countymay, at its discretion terminate this agreement without liability and may also, at its discretion, deduct from the agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former or present County officer or employee. The County and Westcarewarrant 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 the provision, Westcareagrees that the County shall have the right to terminate this agreement without liability and, at its discretion, to offset Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 730 G.32.c from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 17.COVENANAT OF NOINTEREST. County and Westcarecovenant 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. 18.CODE OFETHICS. 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. 19. PUBLIC ENTITY CRIME STATEMENT: A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crimemay not submit a bid on an agreement to provide any goods or services to a public entity, may not submit a bid on an agreement 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, sub-contractor, or consultant under an agreement with any public entity, and may not transact business with any public entity in excess of the threshold amount providedin Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. Byexecuting this document Westcarewarrants that it is in compliance with this paragraph. 20. AUTHORITY:Westcarewarrants that it is authorized by law to engage in the performance of the activities encompassed by the project herein described. Each of the signatories for Westcarebelow certifies and warrants that Westcarename in this agreement is the fullname as designated in its corporate charter (if a corporation); they are empowered to act and contract for Westcare; and this agreement has been approved by the Board of Directors of Westcareor other appropriate authority. 21. INSURANCE: Westcareagrees that it maintains in force at its own expense a liability insurance policy which will insure and indemnify Westcareand the Countyfrom any suits, claims or actions brought by any person or persons and from all costs and expenses of litigation brought against Westcarefor such injuries to persons or damage to property occurring during the agreement or thereafter that results from performance by Westcareof the obligations set forth in this agreement. At all times during the term of this agreement and for one year after Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 731 G.32.c acceptance of the project, Westcareshall maintain on file with the Countya certificate of the insurance of the carriers showing that the aforesaid insurance policy is in effect. The following coverage’s shall be provided: A.Workers’ Compensation insurance as required by Florida Statutes. B.Commercial General Liability Insurance with minimum limits of $500,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be $250,000 per Person $500,000 per occurrence $50,000 property damage. C. Comprehensive Auto Liability Insurance with minimum limits of $300,000 combined single limit per occurrence. Florida Department of Emergency Management and the County shall be named as additional insured, except workers’ compensation. The policies shall provide no less than 30 days’ noticeof cancellation, non-renewal orreduction of coverage. Westcareshall provide to the County, as satisfactory evidence of the required insurance, including the insurance policy application and either: •Original Certificate of Insurance, OR •Certified copy of the actual insurance policy, OR •Certificate of Insurance e-mailed fromInsurance Agent/Company to County Risk Management -Telephone Maria Slavik at (305) 295-3178 for details (Certificates can be e- mailed directly from the insurance agency to: Slavik-Maria@MonroeCounty-FL.Gov) An original certificate or a certified copy of any or all insurance policies required by this contract shall be filed with the Clerk of the BOCC prior to the contract being executed by the Clerk’s office. The Insurance policy must state that the Monroe County BOCC and FEMA Florida Department of Emergency Management is the Certificate Holder and additional Insured for this contract (certificate only for workers’ compensation coverage). Insurance information should be mailed to: Monroe County Board of County Commissioners c/o Risk Management P.O. Box 1026 Key West, FL 33041 22.HOLD HARMLESS/INDEMNIFICATION. Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Westcareshall defend, Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 732 G.32.c indemnify and hold the County and the County’s elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Westcareorany of its employees, agents, contractors or other invitees during the term of this Agreement, (B) the negligence or willful misconduct of Westcareor any of its employees, agents, sub-contractors or other invitees, or (C) Westcaredefault in respect of any of the obligations that it undertakes under the terms of this Agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than Westcare). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. Westcareshall immediately give notice to the County of any suit, claim or action brought against Westcarethat is related to the activity under this agreement, and will cooperate with the County in the investigation arising as a result of any suit, action or claim related to this agreement. 23.NOTICE. Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage prepaid, to the other party by certified mail, returned receipt requested to the following: For Westcare:_________________________ _________________________ _________________________ _________________________ For County:Monroe County Emergency Management Attn: Jeff Manning rd St Ocean Suite 150 490 63 Marathon, FL 33050 And Monroe County Attorney’s Office th 1111 12Street, Suite 408 Key West, Florida 33040 Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 733 G.32.c 24.CLAIMS FOR FEDERAL OR STATE AID. Westcareand 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 agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 25.NON-DELEGATION OF CONSTITUTIONAL OR STATUTORY DUTIES. This agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligationor 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 the County, except to the extent permitted by the Florida constitution, state statute, and case law. 26.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 andagree that neither the County nor Westcareor 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. 27.ATTESTATIONS. Westcareagrees to execute such documents as the County may reasonably require, toinclude a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. 28.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 agreement or be subject to any personal liability or accountability by reason of the execution of this agreement. 29.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 mayexecute this agreement by signing any such counterpart. 30.SECTION HEADINGS. Section headings have been inserted in this agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 734 G.32.c part of this agreement and will not be used in the interpretation of any provision of this agreement. 31.FEDERAL CONTRACTING REQUIREMENTS. All of the terms and conditions of the agreement between Monroe County and the State of Florida, Division of Emergency Management dated ___________, 201_are incorporated herein as if set out fully. All of the requirements in said agreement applicable to “sub-recipient” shall apply to Westcare as if set out fully herein.Saidagreement between Monroe County and the State of Florida, Division of Emergency Management dated ________ ___, 201_is attached hereto asExhibit A. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and date first written abovein four (4) counterparts, each of which shall, without proof or accounting for the other counterparts, be deemed and original contract. (SEAL)BOARD OF COUNTY COMMISSIONERS ATTEST: KEVIN MADOK, CLERKOF MONROE COUNTY, FLORIDA By___________________________By _____________________________________ Deputy ClerkMayor/Chairman Witness:WESTCAREGUIDANCE/CARE CENTER, INC. ____________________________________________________________________ Signature Signature of person authorized to legally bind Corporation ____________________________ Print Name Date:________________________ Attachment: Emergency Management - Westcare - Enhanced Hazard Mitigation MOU CLEAN (Westcare /Guidance Care Center Mitigation Grant Packet Pg. 735