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Item J2J.2 G BOARD OF COUNTY COMMISSIONERS County of Monroe Mayor Sylvia Murphy, District 5 The Florida Keys l'U � Mayor Pro Tern Danny Kolhage, District 1 �pw° Michelle Coldiron, District 2 Heather Carruthers, District 3 David Rice, District 4 County Commission Meeting August 21, 2019 Agenda Item Number: J.2 Agenda Item Summary #5808 BULK ITEM: Yes DEPARTMENT: Planning/Environmental Resources TIME APPROXIMATE: STAFF CONTACT: Rich Jones (305) 289-2805 n/a AGENDA ITEM WORDING: Approval of an Inter -Local Agreement (ILA) between Monroe County (County) and the Village of Islamorada (City) reimbursing the City in an amount up to $10,000 from Boating Improvement Funds (BIF) for costs to be incurred by the City during FY'20 for regulatory buoy maintenance. ITEM BACKGROUND: Monroe County provides BIF funding to the various municipalities for boating and waterways related projects through an annual application and selection process. The Monroe County Marine Resources Office received a BIF funding application from the Village of Islamorada in the amount of $10,000 in March 2018 for costs anticipated to be incurred by the Village in FY'20 for regulatory buoy maintenance. The Board approved the selection of the Village for BIF funding at its May 22, 2019 BOCC meeting, providing funding of $10,000, and directed staff to prepare an Inter -Local Agreement (ILA). The attached ILA provides for BIF reimbursement funding to the Village subsequent to the performance of services and payment for those services in FY'20, and submittal of required documentation. PREVIOUS RELEVANT BOCC ACTION: February 2012 - Approval of Resolution No. 080-2012 revising policy for the application, selection and award of BIF funding to municipalities throughout the county. May 2012 - Approval of selection of BIF funding requests including $30,000 to the Village of Islamorada, $30,992 to the City of Marathon and $34,700 to the City of Key West, and direction to draft ILAs to award said funding. July 2012 - Approval of ILAs between the County and the Village of Islamorada, the City of Marathon, and the City of Key West. June 2013 - Approval of selection of BIF funding requests including $25,000 to the City of Marathon, and $20,000 to the Village of Islamorada, and direction to draft ILAs to award said funding. July 2013 - Approval of ILAs between the County and the City of Marathon and Village of Islamorada. May 2014 - Approval of selection of BIF funding requests including $22,500 to the Village of Packet Pg. 1320 J.2 Islamorada and $24,000 to the City of Marathon, and direction to draft ILAs to award said funding. July 2014 - Approval of ILAs between the County and the Village of Islamorada and City of Marathon. May 2015 - Approval of selection of BIF funding requests including $25,000 to the Village of Islamorada and $5,896 to the City of Key Colony Beach, and direction to draft ILAs to award said funding. July 2015 - Approval of ILAs between the County and the Village of Islamorada and City of Key Colony Beach. July 2015 - Approval of Amendment No. 1 to ILA between Monroe County and the City of Marathon to provide for an additional year to complete project. May 2016 - Approval of selection of BIF funding request from the Village of Islamorada for $18,000, and direction to draft an ILA to award said funding. July 2016 - Approval of ILA between the County and the Village of Islamorada. May 2017 - Approval of selection of BIF funding requests from the Village of Islamorada for $10,000 (partial funding) and the City of Marathon for $30,000 (partial funding), and direction to draft ILAs to award said funding. September 2017 - Approval of ILA between the County and the Village of Islamorada for $10,000. May 2018 - Approval of selection of BIF funding requests from the Village of Islamorada for $10,000 (partial funding) and the City of Key West for ($30,000), and direction to draft ILAs to award said funding. July 2018- Approval of ILA between the County and the Village of Islamorada for $10,000. May 2019- Approval of selection of BIF funding request from the Village of Islamorada for $10,000, and direction to draft an ILA to award said funding. CONTRACT/AGREEMENT CHANGES: n/a STAFF RECOMMENDATION: Approval DOCUMENTATION: Interlocal Agreement with Village of Islamorada FINANCIAL IMPACT: Effective Date: 10/1/2019 Expiration Date: 9/30/2020 Total Dollar Value of Contract: $10,000 Total Cost to County: $10,000 Current Year Portion: none Budgeted: Yes Source of Funds: 157-62520-530340 CPI: N/A Indirect Costs: None Estimated Ongoing Costs Not Included in above dollar amounts: N/A Packet Pg. 1321 J.2 Revenue Producing: No Grant: N/A County Match: N/A Insurance Required: N/A Additional Details: If yes, amount: 10/01/18 157-62520 - BOATING IMPROVEMENT from FY'20 budget h]MA1of11:I16 Cheryl Cioffari Completed Steve Williams Completed Assistant County Administrator Christine Hurley 07/29/2019 4:19 PM Budget and Finance Completed Maria Slavik Completed Peter Morris Skipped Kathy Peters Completed Board of County Commissioners Pending $10,000.00 07/25/2019 2:04 PM 07/26/2019 11:30 AM Completed 08/01/2019 10:08 AM 08/02/2019 11:23 AM 07/31/2019 8:09 AM 08/02/2019 12:39 PM 08/21/2019 9:00 AM Packet Pg. 1322 INTERLOCALAGREEM ENT .......... E THIS Ill TERLOCAL AGREEMENT(Agreement) is entered into as of this - day of >% 0 2019, between the Board of County COTTIMissionC ers of Monroe ounty, Florida, a, political subdivision of the State of Florida (the "COUNTY" or "BOCC") and Islarnorada, Cb Village of Islands, a municipal corporation organized and existing under tlie laws of the State of Florida (the "CITY" or the "CONTRACTOR"), WITNESSETH: WHEREAS, the COUNTY routinely uses State Boating Improvernent FUnds (BIF) for recreational boating related projects within the various rriunicipalities; and WHEREAS, the CITY has requested that the COU'NN'Y provide reimbursement funding in the arnount of $ 10,000 from BIF for., costs to be incurred duririg FY'20 for regulatory buoy maintenance; and WHEREAS, the above expenditures are qualified expenditures frorn the State 13117; and WHEREAS, at the ME�y 22, 2019, regular BOCC rnecting the Board of County Commissioners of Monroe County, Florida, approved the selection of the BII- funding request submitted by the CITY and to provide funding in the amount of" S10,000 and directed staff to prepare an Inter-L,ocal Agreement-, NOW THEREFOR.111 , in consideration of the mutual promises and covenants herein contained, it is agreed bctween the COUN FY and the CITY as follows: Section 1. Payment. "I'he COUNTY agrees to reimburse the CITY for costs incurred in FY'20 as follows: 1.1 The foregoing recitals are true and correct and are hereby incorj:)orated as if fully stated herein. 1.2 Paynnent in an amount riot to exceed $10,000 for regulatory buoy Maintenance. 13 To receive payrnent, the CITY shall. submit all requests for payment arid applic6ble invoices to th.e Senior Administrator of the COUNTY's Marine Resources Office by September 1, 2020. The invoices niust describe the sex -vices perforrned, together with proof that payMent has been made to the CITY'S sub-contractor(s), All documentation shall be forwarded to the County (..,'Ierk for payment. Any other documentatioin requested by the Clerk shall be provided. LA 13y submitting a request for payrnent the CITY represents that it has complied with all of its purchasing requirements, MWMI I Packet Pg. 1323 1 L5 Funding of this Agreement is contingent upon an annual appropriation by the COUT141-Y. E Section 2. Terin. 0 2.1 This Agreement shall becorne effective upon execution by both parties 12 If' such Notice of Termination as specified in Section 3 is given, this Agreement shall tenninate within five (5) days diereof. Section 3. Termination and Default. 3A In the event of any failure of compliance by either party hereto with any of its material obligations to the other party as provided for herein such action shall constitute a default under this Agreement. 12 Upon. any such default, the nori-defaulting party shall provide to the defaulting party a written Noticc of such default, which Notice (Dcflault Notice) shall state in reasonable detail the actions the defaulting party must take to cure the same. 3.3 The defaulting party shall cure any such default, within 30 days following the date of the Default Notice. 3.4 Notwithstanding the provisions of' this Section, if any such default by the defaulting party rernairis uncured at the conclusion of any specified 30 day cure period, and if the nature of the defaulting party's obligations are such that more tfian 30 days is required to effect cure, then the defaulting party shall not be in default hereunder and the non -defaulting party shall not have the right to exercise its terinination rights granted herein as a result of any such default, if the defaulting party commences cure within the applicable cure period and thereafter diligently pursues cure to conipletion of perfomiance,, 3,5 In the event the deflaulting party fails to affect any required cure as provided for herein, the defaulting party shall be deemed to be in uncured default hereunder, and the non -defaulting party shall have the right, but shall not be obligated, upon written Notice to the defaulting parly, to terniinate t1tis Agreement. 16 If such Notice is given, this Agreement shall terminate on the date set forth in the Notice and the parties shall be relieved of all rights and obligations hereunder, except for any rights and obligations that expressly survive termination. I Packet Pg. 1324 1 Section 4. Indeynnification. 4.1 1'o the extent permitted by law and subject to the provisions and monetary limitations of Section 768,28, Florida Statutes, the CITY', to the extent of the COUNTY'S potential liability pursuant to section 768.28, Florida Statutes, does hereby agree to defend, indemnify and hold tlie COUNTY, its officers, agents, or employees, harrriless from and against any and all liability, darnages, costs or expenses (including reasonable attorneys' fees, costs, and expenses at: both the trial and appellate levels) arising from the acts or omissions of the ury or any third party vendor contracted by the CITY irl connection with this.Agreement, Section 5. Notices. 5.1 All notices, requests, demzuids, elections, consents, approvals and other communications hereunder inUst be in writing and addressed as follows, or, to any other address which either party may designate to the other party by TnaH.- If to Monroe Coi Roman Gastesi, Jr. County Administrator Monroe County Historic Mateo Building I 100 Simonton Street Key West, Florida 33040 Wigll a c y_tp: Robert B. Shillinger, Esq, . ....... . .... Nionroe County Attorney's Office I I I I 12'h Street, Suite 408 R0. Box 1026 Key West, Florida 33041-1026 !L 11 Seth L awless Y` Village Manager Islar-norada, Village of Ishaids 86800 Overseas Highway Islarnorada, FI, 33036 Wit6n a.lcovxig: Roger V. Bryan, Esq. Village Attomey Ishu-norada, Village of Islands 86800 Over -seas High way Islarnorada, FL 33036 Any Notice required by this Agreement to be given or made within a specified period of time, or on or before a date certain, shall be deem ed to lixve been duly given if sent by Umm I Packet Pg. 1325 1 certified mail, return receipt requested, postage arid fees prepaid; hand delivered; or sent by overnight delivery sex -vice. E Section for. Regulatory Powers. 0 6.1. Nothing COTItairied herein shall be construed as waiv I i I ng either party's regulatory approval or enforcement riglas or obligations as it may relate to regulations of gerieral al,,.)plicability, w1dch may govern the Agreement, 6,2 Nothing herein shall be deerned to create an affirmative duty of either party to abrogate its sovereign right to exercise its police powers and governmental powers by approvirig or disapproving or taking any other action in accordance with ordinances:, rules arid regulations, fiederal laws arid regulations and state laws and regulations, Section 7. Attorneys Fees and Waiver of Jury Trial. 7.1 In the event of any litigation arising out of this Agreerrient, the prevailing party shall be entitled to recover its attomeys' fees and costs, including the fees and expenses of any paralegals, law clerks and legal assistants, and including fees and expenses charged for representation at both tire trial and appellate levels. 7.2 In the event of any litigation arising out of this Agreement, each party hereby knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury. Section 8. Governing Law. 8.1 'This Agreement shall be construed in accordance with and governed by the laws of the State of Florida. Exclusive venue for any litigation (' .)r mediation arising out of this Agreement shall be in the 16"' Judicial Circuit in and for Monroe County, Florida. This Agreeaient is not subject to arbitration. Section 9. Access to Records and Audits. U The crry shall comply with all public records and records retention req-uirernents mandated by Section 24, Article 1, of the Florida Constitution, and Chapter 119, Florida Statutes, and shall keep such records as are necessary to document the perforimince of the Ag.,Teenient arid expenses as incurred, arid give access to these records at the request of COUNTY, the State of Florida, the Federal Government, or authorized agents and representatives of said government bodies. CITY shall also provide access to the personal property reports, permits, and equipment purchased or utilized under this Agreement,. It is the responsibility ofCITY to maintain appropriate records in accordance with generally accepted accounting principles consistently applied to insure a proper accounting of all funds and expenditures,. Records shall be kept firer a. period of five (5) years following 4 of 10 I Packet Pg. 1326 1 execution of this Agreement, CITY understands that it shall. be responsible .S for repar�nent of any anau d all dit exceptions which are identified by the M E Auditor General for the State of Florida, the Clerk of Court for Monroe >% 0 County, the Board of County Commissioners for Monroe County, or their agents and representatives,, COLJNTY shall bill CITY flor the an-lount of the audit exception and CITY shall promptly repay any audit exception, Flowever, COUNTY warrants and represents that it has full authority to fund 0 4- the Project under the tenns and conditions specified herein. The COL)NTY CD CD and CITY shall allow and permit reasonable access to, and inspect ion oaf', all 1=� dourneras, papers, letters or- other materials in its possession or under its 610- control subject to th.e provisions of Chapter 119, Florida, Statutes, and made &M 0 or received by the COU"N"I'Y and CITY in C011jUnction with this Agreement,,, and the COshall have the right to unilaterally cancel this Agreement upon violation of" this provision by CITY. 92 The COUNTY may cancel this Agreement for refusal by the CITY, or the CITY'sLil:)contractor, to allow access by the County Administrator or his designee to any Records pertaining to work performed. under this Agreement that are sub,ject to the provisions of Chapter 119, Florida Statutes. 93 'The term "public records" and "irecords" shall be the sarne as such teirn has been defined in Chapter 119, Florida Statutes, including but not linlited to any documerits, books, data (electronic or hard copy), papers and financial records that result frorn the CITY or its subcontractors performance of the Services provided in this Agreement. 9.4 If the inspection or audit discloses that, COLINTY funds paid to the CITY' under this Agreemerit were used for an purpose not authorized by this Agreement, then the CITYmust refund the ffinds improperly spent with interest calculated pursuant to Section 55.03, Florida Statutes, with interest running from the date the COUNTY paid the improl:)erly spent funds to the CITY. This paragrapwill survive the terinination of this Agreement. 9.5 The COUNTY and CONTI?,ACTOR. 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 sub ' jet ion the provisions of Chapter 119, Florida Statutes, and made or received by the COUNTY arid CONTR-ACTOR in conJunction with and in connection with this Agreernent and related to Al.-;reement performance. The COUNTY shall have the right to unilaterally cancel this Agreement 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 Agreement and the COLINTY may enforce the terms of this provision in the fbrm of a court proceeding and shall, as as prevailing party, be entitled. to reirnbursernent of all attorney's f6es and costs associated with that proceeding. This provision shall survive any ten-nination or expiration of the Agreement. 5 of 10 I Packet Pg. 1327 1 1-: 9.6 The CONTRACTOR is encouraged to consult with its advisors about Florida r- Public IE cords Law in order to comply with this provision. Pursuant to F.S. E E 119.0701 and the terryis and. conditions of this Agreement, t.be >% 0 CONTRACTOR is required to: (1) Keep and maintain public records that would be required by the COUNTY to peribrni 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 Agreement terrn and following completion of the Agreement if the CONTRACTOR does nor transfer the records to the COUNTY. (4) Upon completion, of the Agreement, transfer, at no cost, to the COUNTY all public records in possession of the CONTRLAC"MR or keep and maintain public records that would be required by the COUNTY to perffirm, the service. Ifthe CONTRACTOR transfers all ptiblic records to the COUN"IY upon completion of due Agreement, the CONTRACTOR shall destroy any duplicate public records that are exempt or, confidential and exempt frorri public records disclosure requirements. If' the CONTRAC'FOR keeps and maintains public records upon completion of the Agreement, the CONTRACTOR shall meo, all applicable requirerrients for retaining public records. All records stored electronically inust be provided to the C01JNTY, upon. request ftorn the COLTN".1'Y's custodian of records, in a format that is compatible with the information technology systems of the Clot.. ry. (5) A request to inspect or copy public records relating to a COUNTY Agreement must be ma,de directly to the COUNTY, but if the COUN FY 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 reasoriable flans. If the CONTRACTOR does not comply with the COUNTY's request for records, the COUNTY shall enforce the public records Agreement provisions in accordance with the Agreement, notwithstanding the COUN'll'Y's option and fight to unilaterally cancel this Agreement 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 MMM I Packet Pg. 1328 1 request within an reasonable time may be sub ect to penalties under Chapter J r_ I 19, Horida Statutes, M E 0 "rhe CONTRAC"FOR. 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. I.F THE CONTRACTOR HAS QUESTIONS REGARDING "I"HE APPLI(.-'ATION OF CHAPTER 119 FLORMA s"i"ArfliTE TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGR,EEMENT.,EA(.J THE CUSTODIAN 0F.M.]IBLIC __ xxroxnI RECORDS BRIAN BRADI. EY AT' P110NE# 305-292-3470 minim 111,nn­­ . . . . ....... . . ......... BRAI)I.,,EY-BRIANk,�NION'ROECOUN'I'Y-FL.('�OV ...... ........ . .................... MONROE COUNTY ATToRNEY'S OFFICE' 111.1. 12TH . . . . .. . . ......... S�E29 ll E S 'Ut'8 FL 33040. Section 10. Non- Assignalbility 10.1 This Agreement shall not be assigmable by either party unless such assignment is first approved by both parties. Section 11. No Third._ arty Beneficiaries. 11, Nothing contained herein shall create any relationship, contractual or otherwise, with or, any rights in favor of, any third party. No person or entity shall be entided to rely upon the terrns, or am any of the, of this Agreement to enforce or attenipt to enf6rce any third -party, clairn or entitlement to or benefit of any service or program contemplated hereunder, and the CITY and the COUNTY agree that neither the CITY nor the COUNTY or any agent, officer, or employee of either shall have the authority to inforni, counsel.,, or otherwise indicate that'. any particular individual or groul:) of' individuals, entity or, entities, have entitlements or benefits under this Agreement separate and apart., inflerior to, or superior to the community in general or for the purposes contemplated in this.Agreernent. Section 12. Non -Waiver of Immunity. 12A Notwithstanding the provisions of Section 768.28, Florida Statutes, the participation of the CF1`Y and the COUN"FY in this Agreement and the acquisition of any commercial liability insurance coverage, self insurance coverage, or local govemyrient fiability 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 CITY or COUNTY be required to contain any provision for waiver. No= I Packet Pg. 1329 1 Section 13. Privileges and Itnmunifies. 111 All of the privileges and immunities from liability, exemptions from laws, E ordinances, and rules and pensions and relief, disability, workers' 0 compensation, and other lbenefits which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when perfon,ning their respective ftinctions wider this Agreement within the 0 territorial lin-fits of the CC LN"ry shall apply to the sarric degree and extent to CD CD the perforrnance of such functioris and duties of such officers, agents, 1=� CD volunteers, or employees outside the territorial lirnits ofthe C01JNTY, It - Section 14. Independent Contractor. 14.1 The CITY and its employees, volunteers, agents, vendors and subcontractors shall be and remain independent contractor and n(.:)t agents or employees of the COUNTY with respect to all of the acts and services perfon-ned by and under the terms of this Agreement. This Agreement shall not in any way be constinied to create a partnershil:), association or any other kind of joint undertaking, enteiprise or venture between the parties. Section 15. Severability. 15,1 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 t1iis Agreernent, shall riot be affected 0-iereby; and each remaining tenn, covenant, condition and provision ofthis Agreement shall be valid and shall be enfbrceable to the fullest extent pen -nutted by law unless the enforcement of the remaining terins, covenants, conditions and provisions of this Agreement would prevent the accornplishment of the original intent of this Agreement, The COUNTY and CITY agree to reform the Agi-eernent to replace any stricken provision with a valid provision that comes as close as possible to tiie intent of the stricken provision. Section 16. Survival of'Provisions, 16. 1 Any terms or conditions of either this Agreement that require acts beyond the date of the terrn of the Agreement, shall survive ternfination of the Agreement, shall remain in full force and effect unless and until the terrris or conditions are completed and shall befully enforceable by either party, Section 17 Waiver. IT 1 The failure of either party to this Agreement to obJect to or to take affirrnative action with respect to any conduct of the other which is in violation of the terms of this Agreernent shall not be construed as a waiver of I Packet Pg. 1330 1 the violation or breach, or of arty future violation, breach or wrongful conduct. E Section 18. Funding. 0 cm I & I The parties agree that the COUNIY's responsibility under this Agreement is to provide funding only. Section 19. Authority. 19.1 Each party represents and warrants to the other that the execution, delivery and performaTice of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. Section 20. Section Headings. 20° 1 Section headings have been inserted in this Agreetnent as a matter, of' convenience of reference only, and it is agreed that such section headings are not a part of this Agreernent and wifl not be used in the interpretation ofany provision of this Agreement. Section 21. Execution in Counterparts. 21 .l This Agreernent 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 tlie sarne instrument and any of the parties hereto may execute this Agireernen t by signing any such counteilmt-t- Section 22. Entire Agree mentfModif"ication/Amendirent. 22,1 This writing contains the entire Agreement of the parties and supersedes any prior oral or written representations. No representations were made or relied upon by either party, other than those that are expressly set forth herein. 212 No agent, eiriployee, or other representative of either party is empowered to modify or amend the terms of this Agyreement, unless executed with the sarline formality as the parties' preceding duly executed Agreement, [THE REMAINDER OF THIS PAGE INTENTIONALLY LEVIF BLANK.] 9 of 10 I Packet Pg. 1331 1 IN WITNESS WHEREOF', the parties hereto have executed this, Agreement as indicated beow, E 0 BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA p A111"Sl' Kevin Ma.dok,, Clerk, BY: Sylvia Murphy, Mayor APPROVED ASTO F(.".)RM ANF) LEGAI ST.JFFICIENCY BY: Deputy Clerk Ir Assistant Monroe County Attorney MONROE COUNTY ATTORNEY APPROVW AS TO FORM P R MORRIS ASSISTANT CollTY TTORNEY .. . . ...... Date ATTEST: Kelly 'Foth, Village Clerk Cleric ISI..,AMOI, V]1,.,LAGE OF ISLANDS, F1,0RIDA . . .. ....... I Seth LaWless, City Manager Date: bw APPROVII::"D AS TO FORMAND LEGA11TYFOR THE USE AND RELIANCE OF ISLAMORADA., V11.1...AGE OF ISLANDS, Fl..,ORIDA ONLY" 261 BY: Roget V. J,3r'V'au­­ mzmul I Packet Pg. 1332 1