Item F15 F.15
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
October 16, 2019
Agenda Item Number: F.15
Agenda Item Summary #5906
BULK ITEM: Yes DEPARTMENT: Tourist Development Council
TIME APPROXIMATE: STAFF CONTACT: Ammie Machan (305) 296-1552
N/A
AGENDA ITEM WORDING: Approval of an Agreement with Islamorada, Village of Islands for
the Founders Park Pickleball Complex project in an amount not to exceed $96,000 DAC IV FY 2020
Capital Resources
ITEM BACKGROUND:
DAC IV approved same at their meeting of June 25, 2019
TDC approved same at their meeting of July 30, 2019
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
New Agreement
STAFF RECOMMENDATION: Approval
DOCUMENTATION:
Village of Islamorada Pickle Ball Complex Agreement and Insurance Check List
FINANCIAL IMPACT:
Effective Date: October 16, 2019
Expiration Date: September 30, 2020
Total Dollar Value of Contract: $96,000
Total Cost to County: No Cost to County
Current Year Portion: $96,000
Budgeted: Yes
Source of Funds: TDC
CPI:
Packet Pg. 1595
F.15
Indirect Costs:
Estimated Ongoing Costs Not Included in above dollar amounts:
Revenue Producing: No If yes, amount:
Grant:
County Match:
Insurance Required: Yes —Insurance Check List Attached
Additional Details:
10/16/19 120-70040 - TDC BRICKS & MORTAR 120 $96,000.00
REVIEWED BY:
Maxine Pacini Completed 08/15/2019 4:10 PM
Christine Limbert Completed 08/16/2019 9:59 AM
Budget and Finance Completed 08/27/2019 7:55 AM
Maria Slavik Completed 08/27/2019 8:57 AM
Kathy Peters Completed 08/28/2019 11:33 AM
Board of County Commissioners Pending 10/16/2019 9:00 AM
Packet Pg. 1596
Grant Award Agreement
THIS AGREEMENT (agreement) is entered into this day of
2019 by and between MONROE COUNTY (County or Grantor), a political
subdivision of the State of Florida and Islamorada, Village of Islands (Grantee) a
Government organized and operating under the laws of the State of Florida.
WHEREAS, the district pennies of Tourist Development Tax may be used
for the following purposes only: To acquire, construct, extend, enlarge, remodel, repair,
improve, maintain, one or more a. Publicly owned and operated convention, centers, sports
stadiums, sports arenas, coliseums, or auditoriums within the boundaries of the county or
subcounty special taxing district in which the tax is levied; or b. Auditoriums that are publicly
owned but are operated by organizations that are exempt from federal taxation pursuant to
26 U.S.C. s. 501(c)(3) and open to the, public; c. Aquariums or museums that are publicly
owned and operated or owned and operated! by not-for-profit organizations and open to the
public, within the boundaries of the county or subcounty special taxing district in which the
tax is levied; or 5. To finance beach park facilities or beach, channel, estuary, or lagoon
improvement, maintenance, re-nourishment, restoration, and erosion control; or 6. public
facilities if needed to increase tourist related business activities and in accordance with F.S.
125.0104(5)(a)(6.) and (b) zoologiical parks, fishing piers or nature centers which are public
owned and operated or owned andl operated by not-for-profit organizations and open to the
public; and
WHEREAS, Grantee has applied to TDC District IV for funding for the
Founders, Park Pickleball Complex capital project; and
WHEREAS, the Grantor and Tourist Development Council (TDC) have
determined that it is in the best interest of the County, for purposes of promoting tourism and
preserving the heritage of the community, to attract tourists, and improve the property for
use as an beachlb,each park facility open to the public;
NOW, THEREFORE, in consideration of the mutual covenants and payments
contained', herein, the Grantee and the Grantor have entered into this agreement on the
terms and conditions as set forth below.
1. GRANT AGREEMENT PERIOD. This agreement is, for the period of October 16,
2019 through to September 30, 2020, 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 7, 12 or 13 below. The project work described in Exhibit
A must commence within the fiscal year funded which is October 1, 2019 to
September 30, 2020. Proof that,the project commenced within the fiscal year funded
may be requested by the TDC administrative office.
2. SCOPE OF AGREEMENT. The representations made by the Grantee in its proposal
submitted to the TDC are incorporated herein by reference. The Grantee shall provide the
following scope of services., Materials and Labor required to complete the above mentioned
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
Contract ID#2318
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project. Segment(s) of the work is/are more particularly described in Exhibit A, detailing the
work and the cost allocable, to each segment, attached hereto, and incorporated herein by
reference. Anything not referenced within Exhibit A will not be reimbursed. All work
for which grant funds are to be expended must be completed by the stated termination date
of September 30, 2020 and all invoices pertaining to this project shall be submitted to the
Finance Department of Monroe County no later than September 30, 2020 to be considered
for payment. Acknowledgement: Grantee shall be required to permanently display and
maintain at Grantee's expense, public acknowledgement of the support of the Monroe
County Tourist Development Council in a publicly prominent area of their facility in the
folllowing form: "This project was made possible with the financial support of the Monroe
County Tourist Development Council." If the Grantee has already complied with this
reqluiirement through previous funding, said acknowledgement fulfills this condition. A
photograph of said acknowledgment shall be provided, with the final reqluest for
reimbursement outlined in Exhibit A of this agreement.
a.) There shall be a project manager to acknowledge receipt of goods or work
performed. This Project Manager shall be Ana Hernandez (Email,
ana.hernandez@islamorada.fl.us; clerk@islamiorada.fl.us; Phone: (3,05) 664-6453).
Should there be a change in the project manager specified in the Grantee's
application, a new project manager shall be designated, and notice with new contact
information shall be provided in writing to the TDC administrative office.
b.) If, and to the extent that, Grantee contracts for any of the work funded under
this agreement to be performed or completed, Grantee shall give notice to County of
the, contractual relationship, provide County with a copy of any and all contracts and
shall require the contractor(s) to comply with all the terms of this contract. Should
Grantee contract the work and then decrease the scope of work to be performed by
a contractor, Grantee shall provide County with an amended contract executed by
Grantee andl its contractor.
(i) A Grantee which is a governmental entity shall comply with the procurement
regulations and policies to which it is subject, and shall provide Grantor
documentation of the procurement requirements applicable to the project and
compliance therewith.
(ii) A Grantee which is a not-for-profit entity shalll use procurement processes
for those parts of the project to be contracted (not performed) by the entity's
employees) as follows. For work expected to be under $50,000, the not-for-
profit shall document in the file, three written quotes or a notarized statement
as to why such written quotes were not feasible, for the goods or services. For
work expected to be $50,000 or more, a competitive bid process must be
performed following Monroe County's procurement policies and procedures,
unless the commodities or services will be provided by a "sole source"
provider, in which case the not-for-profit must submit a notarized statement
with its request for payment explaining why the vendor is the only source for
the commodities or services. Refer to: hftps,://www.monroecounty-
fll.gov/DocumentCenterNiew/l 6004/P U RC HAS I NG-PO L I CY-,--U pdate-09-04-
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Founders Park PicklebaH Complex
FY 2020 Capital Project Funding
Contract I D#2 318
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c.) Grantee shall exercise good internal controls to assure that the project as
described in the fundlinig application shall be coimpletedl on a timely basis within, the
proposed budget and shall provide to County any certifications, including those by
the architect, engineer, contractor or an, independent consultant if necessary,
required to establish that materials which are purported to be applied to the, project
are in fact so applied). Further verification shall be required to show that equipment
and other fixtures and personal property covered by this agreement are delivered to
and installed in the project site. When any permit is reqluired by any governmental
agency, copies of plans and other documents which are submitted to the applicable
agency shall be submitted to the County Engineeringi Division to enable verification
that the scope of services under this agreement has been provided.
3. AMO�UNIT OF AGREEMENT AND PAYMENT, The Grantor shall provide an amount
not to exceed $96,0100 (Ninety Six Thousand Dollars TDC District IV funding) for materials
and services used to improve the property. Reimbursement request must show that Grantee
has paid in full for materials and services relating to the segment prior to seeking the 100%
(one hundred percent) reimbursement from Grantor. Payment shall be 1010% (one hundred
percent) reimbursement of the total cost of the segment, subject to the cap on expenditures
for that segment asset forth in Exhibit A. Reimbursement can be sought after each segment
of the agreement is completed and signed by the Monroe County Engineering Department
as outlined in 3.a. The Board of County Commissioners and the Tourist Development
Council assume no (liability to fund this agreement for an amount in excess of this award.
Monroe County's performance and obligation to pay under this agreement is contingent
upon an annual appropriation by the BOCC.
a.) Payment shall be made upon the completion of a specific segment as, outlined
in the Scope of Services and Exhibit A. Payment for expenditures permissible by
law and County policies shall be made through, reimbursement to Grantee upon
presentation of Application for Payment Summary, invoices, canceled checks, before
and after pictures, County Project Manager signature of inspection and other
documentation necessary to support a claim for reimbursement. Included in said
documentation shall be proof that the Grantee has, received the property, real or
�personal, for each segment of agreement as outlined in Exhibit A and paid an amount
equal to or greater than the amount invoiced to the Grantor. It shall be necessary for
the Grantee to contact the County Engineering Division (Stephen Sanders- phone:
305-295-4338 email): Sanders-Stephen@MonroeCoulinty-F'I.gov or Cary Knight-
phone: 305-292-4416 email: Knight-Cary@MonroeCounty-lFl.gov) and to arrange for
inspection upon the completion of each segment. It shall be the responsibility of the
project manager to initiate the communication with the Monroe County Engineering
Division to facilitate the inspection of the segment of the project. The application for
payment document must be certified through, a statement signed by an officer of the
organization and notarized, declaring that representations in, the invoice are true and
factual.
All payment requests must be submitted no later than September 30, 2020. Invoices
received after September 30, 2020 will not be considered for payment.
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
Contract ID#:2318
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b.) If in,-kind services were noted within your application, and you are applying
them to this project, documentation shall be submitted to the TDC Administrative
Office to show the receipt and application of in-kind donations of goods, professional
services, and materials. Said documentation should include invoices, bills of lading,
etc., and be verified as received and applied to the project througih a notarized
statement of the project manager and said documentation submitted to the TDC
Administrative Office, Alll submissions shall identify the items included in Exhibit A
and Grantee shall complete the Application for Payment form which is provided within
the Ipayment/reimbursement packet. This document should be signed by the project
manager.
The Project Manager shall certify delivery to the project site and installation therein
of any goods or services provided other than through an architect, engineer or
contractor. All work performed and goods received on site and incorporated into the
project shall be verified by one of the foregoing. Submission of any documentation
which is untrue, falsified, or otherwise misrepresents the work which has been
completed, paid, or donated shall constitute a breach of agreement, for which the
contract may be immediately terminated at the discretion of the County, whose
decision shall be final.
c.) At any time that the documentation requirement policies of Monroe County are
revised, such as to require annual inventory reports for equipment purchased under
a TDC capital project grant, Grantee shall comply thereafter with such increased
requirements, or further funding under the agreement may be terminated by County.
d.) Upon successful completion of this Grant agreement, the Grantee may retain
ownership of the real and personal property acquired and/or improved with funding
under this Grant agreement. However, the Grantee shall maintain, preserve, and
operate the property which was acquired or improved under this agreement for the
uses and purposes which qualified the Grantee for tourist development tax funding.
Grantee shall complete and sigin a Property Reporting Form upon request for
personal property and forward said completed form to the TDC Administrative Office.
Real property acquired or improved through funding under this agreement shall
remain dedicated for the purposes set forth herein or for other purposes which
promote tourism and ownership of said property shall be retained by the Grantee.
The following terms shall apply.
(i) The Grantee shall have the use of the property, including both real and
personal, acquired with funding under this agreement, at the project site for so
long as the facility is operated by Grantee, open to the public, and has a
primary purpose of promoting tourism. At such time as any of the conditions
in the preceding sentence shall cease to exist, the Grantee shall transfer
ownership and possession of equipment and personal property to a local
government or another not-for-profit organization which is a facility for which
tourist development taxes may be used pursuant to Florida Statute 125.01'04
with prior approval from TDC and BOCC.
Founders Park Pickleball Comiplex
FY 2020 Capital Project Funding
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(ii) At any time that the Grantee: (a) elects to stop the project or otherwise
decide not to place into service for tourist-related purposes the facillity
acquired, constructed, or renovated with tourist development tax funding, (b)
demolishes the project facility or divests itself of ownership or possession of
the real property, or (c) ceases the use of the property with a primary purpose
of promoting tourism,, Grantee shall, pursuant to the formula set forth
hereafter, refund to the County the Tourist Development fundlin!g. This
provision shall survive the termination date of all other provisions of this
contract for a period of ten years. Should the demolition, transfer of ownership,
or change to a non-tourist related purpose occur, the amount of refund shall
be pro-rated based on a useful life of ten (110) years.
(iii) The Grantee is responsible for the implementation of adequate
maintenance procedures to keep the real and personal property in good
operating condition,
(iv) The Grantee is responsible for any loss, damage, or theft of, and any
loss, damage or injury caused by the use of, real or personal property or
equiiipment purchased through funding under this agreement,
4. RECORDS AND REPORTS. The Grantee shall 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 TDC, the County, the State of Florida or authorized
agents and representatives of said government bodies. The Grantee shall also provide
such access to the personal Property and equipment purchased under this agreement. It is
the responsibility of the Grantee to maintain appropriate records in accordance with
generally accepted accounting principles consistently applied to insure a proper accounting
of all funds and expenditures. The Grantee understands that it shall be responsible for
repayment of any and all audit exceptions which are identified Iby the Auditor General for the
State of Florida, the Clerk of Court for Monroe County, the Board of County Commissioners
for Monroe County, or their agents and representatives. If an audit determines that monies
paid to the Grantee pursuant to this agireement were spent for purposes not authorized by
this agreement, the Grantee shall!, repay the monies together with interest calculated
pursuant to See. 55.03, F.S. running from the date the monies, were paid to Grantee. In the
event of an audit exception, the current fiscal year grant award or subsequent grant awards
will be offset by the amount of the audit exception. In the event the grant is not renewed or
supplemented in future years, the Grantee will be billed by the Grantor for the amouint of'the
audit exception and shall promptly repay any audit exception.
a.) Public Access. The County and Grantee shall 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 or received by the County and Grantee in conjunction with this
agreement; and the County shall have the right to unilaterally cancel this agreement
upon violation of this provision by Grantee,
5. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the terms of
this agreement shall be only amended in writing and approved by the Board of County
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
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Commissioners for Monroe, County. The terms, covenants, conditions, and provisions of
this agreement shall bind and inure to the benefit of the County and Grantee and their
respective legal representatives, successors, and assigns.
6. INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder, the
Grantee is an independent contractor and not an employee of the Board of Couinty
Commissioners of Monroe County. No statement contained in this agreement shall be
construed as to find the Grantee or any of its employees, contractors, servants or agents to
the employees of the Board of County Commissioners of Monroe County, and they shall be
entitled to none of the rights, privileges or benefits of employees of Monroe, County.
a.) 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.
7. COMPLIANCE 'hJ"tiP`ITHI LAW. In carrying out its obligations under this agreement, the
Grantee shall 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 Grantor to terminate this agreement
immediately upon delivery of written notice of termination to the Grantee.
8. RESTRICTIONS ON AGREEMENTS ENTERED PURSUANT TO THIS
AGREEMENT. The Grantee shall include in all agreements funded under this agreement
the following terms:
a.) Anti-discrimination. Contractor agrees that it will not discriminate against any
employees or applicants for employment or against persons for any other benefit or
service under this agreement because of their race, color, religion, sex, national
origin, or physical or mental handicap where the handicap does not affect the ability
of an individual to perform in a position of employment, and to abide, by all federal
and state laws, regarding none-discrimination.
b.) Anti-kickback. Contractor warrants that no person has been employed or
retained to solicit or secure this agreement upon an agreement or understanding for
a commission, percentage, brokerage or contingent fee, and that no employee or
officer of the Contractor has any interest, financially or otherwise, in the County. For
breach or violation of this warranty, the County shalll have the right to annul this
agreement without Viability or, in its discretion, to deduct from the agreement price or
consideration, the full amount of such commission, percentagie, brokerage or
contingent fee. Contractor acknowledges that it is aware that funding for this
agreement is available at least in part through the County and that violation of this
paragraph may result in the County withdrawing funding for the project.
c.) Hold harmless/indemnification, Contractor acknowledges that this agreement
is funded at least in part by the County and agrees to indemnify and hold harmless
Founders Park Pickleball Complex
FY 2020,Capital Project Funding
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the County and any of its officers and employees from and against any and all claims,
liabilities, litigation, causes of action, damages, costs, expenses (including but not
limited to fees and expenses arising from any factual investigation, discovery or
preparation for litigation), and the payment of any and alll of the foregoing or any
demands, settlements or judgments (collectively claims) arising directly or indirectly
from any negligence, wrongful acts or omissions or criminal conduct on the part of
contractor in the performance of the terms of this agreement. The contractor shall
immediately give notice to the County of any suit, claim or action made against the
contractor that 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 thiis agreement.
d.) Insurance. Contractor agrees that it maintains in force at its own expense a
liability insurance policy which will insure and indemnify the contractor and the County
from any suits, claims or actions brought by any person or persons and from all costs
and expenses of litigation brought against the contractor for such injuries to persons
or damage to property occurring diuringthe agreement or thereafter that results from
performance by contractor of the obligations set forth in this agreement. The
following coverage's shall be provided:
1. Workers' Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits. of $500,000
per occurrence for bodily injury, personal injury and property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $3010,000
combined single limit per occurrence.
The contractor, the County and the TDC shall be named as additional insured on
insurance policies, except workers' compensation. The policies shall provide no less
than 30 days' notice of cancellation, non-renewal or reduction of coverage.
At all times during the term of this agreement and for one year after acceptance of
the project, contractor shall maintain on file with the County a certificate of insurance
showing that the aforesaid insurance coverage are in effect.
e.) Licensing and Permits. Contractor warrants that it shall have, prior to
commencement of work under this agreement and at all times during said work, all
required licenses and permits whether federal, state, county or city.
f.) Right to Audit. The contractor shall 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 TDC, the County, the State of Florida
or authorized agents and representatives of said government bodies.
9. HOLD HARM LESS/1 NDEM N I FI CATION. The Grantee hereby agirees, to indemnify
and hold harmless the BOCC/TDC and the 3406 North Roosevelt Blvd, Corporation or any
of its officers and employees from and against any and all claims, liabilities, litigation, causes
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of action, damages, costs, expenses (including but not limited to fees and expenses, arising
from any factual investigation, discovery or preparation for litigation), and the payment of
any and all of the foregoing or any demands, settlements or judgments arising directly or
indirectly under this agreement. The Grantee shall immediately give notice to the Grantor
of any suit, claim or action made against the Grantor that is related to the activity under this
agreement, and will cooperate with the Grantor in the investigation arising as a result of any
suit, action, or claim related to this agreement.
a.) Non-Waiver of Immunity. Notwithstanding the provisions of Sec. 768.28,,
Florida Statutes, the participation of the County and the Grantee in this agreement
and the acquisition of any commercial liability insurance coverage, self-insurance
coverage, or local government liability insurance pool coverage shall not be deemed
a waiver of immunity to the extent of liability coverage', nor shall any contract entered
into by the County be required to contain any provision for waiver.
b.) Privileges and Immunities. All of the privileges and immuinities from liability,
exemptions from laws, ordinances, and rules and pensions and relief, dlilsability,
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 shalll apply to the same degree and extent to the performance of such
functions and diuti:es of such officers, agents, volunteers, or employees outside the
territorial limits of'the County.
10. N:ON�DISC RIM]NATION. County and Grantee agree that there willl be no
discrimination against any person, and it is expressly understood that upon a determination
by a court of competent jurisdiction that d i�scrim i nation has o'ccurredl, this Agreement
automatically terminates without any further action on the part of any party, effective the date
of the court order. County or Grantee agree to comply with alll Federal and Florida statutes,
and alll local ordilinances, as applicable, relating to nondiscrimination. These include but are
not limited'! to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-35,2) which p,rohib'its
di,iscrim i nation on the basis of race, color or national origin; 2) Title IX of the IEdiucation
Amendment of 11972, as amended (20 USC ss. 1681-1683, and Il 685-1686), which prohibits
discrimination on the basis of sex; 3') Section 5014 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 no,nd iscri m i nation on the basis of drug abuse; 6) The
Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation
Act of 1970 (PL 911-616), 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. 690dd1-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse
patient records; 8) Title VI III of the Civil Rights Act of 1968 (42 USC s. et seq.)', as amended,
relating to nondiscrimination in the sale, rentals or financing of housing; 9) The Americans
with Diisabillities Act of 1990 (42 USC s. 12101 Note), as maybe amended from time to time,
relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 14,
Article 11, 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)
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any other nondiscrimination provisions in any Federal or state statutes which may, apply to
the parties to, or the subject matter of, this Agreement.
11. ANTI-KICKBACK. The Grantee warrants that no person has been employed or
retained to solicit or secure this agreement upon an agreement or understanding for a
commissions, perceintage, brokerage or contingent fee, and that no employee or officer of the
County or TDC has any interest, financially or otherwise, in the said fuinded project, except
for general membership. For breach or violation of this warranty, the Grantor shall have the
right to annul this agreement without liability or, in its discretion, to deduct from the
agreement price or consideration, the full amount of such commission, percentage,
brokerage or contingent fee.
12. TERMINATION. This agreement shall terminate, on September 30, 2020.
Termination prior thereto shall occur whenever funds cannot be obtained or cannot be
continued at a level sufficient to allow for the continuation of this agreement pursuant to the
terms herein. In the event that funds cannot be continued at a level sufficient to allow the,
continuation of this agreement pursuant to the terms specified herein, this agreement may
then be terminated immediately by written notice of termination delivered in Iperson or by
mail to Grantee. The Grantor may terminate this agreement without cause upon giving
written notice of termination to Grantee. The Grantor shall not be obligated to pay for any
services or goods provided by Grantee after Grantee has received written notice of
termination.
13. TERMINATION FOR BREACH. The Grantor may 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 Grantee shall not be deemed or
considered as a continuing waiver and shall not operate to bar or prevent the Grantor from
declaring a forfeiture for any succeeding breach either of the same conditions or of any other
conditions. Failure to provide Grantor with 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 Grantor may terminate this agreement upon giving written
notification of termination.
14. 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 Grantee and the Grantor.
15. 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 andl 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 Monroe County.
a.), Venue. In the event that any cause of action or administrative proceeding is
instituted for the enforcement or interpretation of this agreement, the County and
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Grantee agree that venue shall lie in the appropriate court or before the appropriate
administrative body in Monroe County, Florida.
b.) Severabillity. 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, covenanit, condition and 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 thiis
agreement would prevent the accomplishment of the original intent of this agreement.
The County and Grantee agree to reform the agreement to replace any stricken
provision with a valid provision that comes as close as possible to the intent of the
stricken provision.
c.) Attorney's Fees and Costs. The County and Grantee 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 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
proceed:ings,
d.) Adjudication of Disputes or IDisagreements. County andl Grantee 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 agreement or by Florida
law. This agreement shall not be subject to arbitration.
e) Cooperation. In the event any administrative or legal proceeding is instituted
against either party relating to the formation, execution, performance, or Ibreach of
this agreement, County and Grantee agree to participate, to the extent required by
the other party, in all proceedings, hearings, processes, meetings, and other activities
related to the substance of this agreement or provision of the services under this
agreement. County and: Grantee specifically agree that no Iparty to this agreement
shall be required to enter into any arbitration proceedings related to this agreement.
16,. ETHICS CLAUSE: Grantee warrants, that he has not employed, retained or
otherwise had act on his behalf 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 Grantor may, at its
d:iiscretion 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 Grantee warrant that, in respect to itself, it has neither
employed nor retained any company or person, other than a bona fide employee working!
Founders Park PicklelbalA Complex
FY 2020 Capital Project Funding
Contract I D#2318
10
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
provisions, the Grantee agrees that the County shall have the right to terminate thiis
agreement without liability and, at its discretion, to offset from monies owed, or otherwise
recover, the full amount of such fee, commission, percentage, gift, or consideration.
i
a.) Covenant of No Interest. County and Grantee covenant that neither presently
has any interest, and shall not acquire any interest, which would conflict in any
manner or degree with its performance under this agreement, and that only interest
of each is to perform and receive benefits as recited in this agreement.
b.) 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 1112.313, Florida Statutes, regarding,
but not limited to, solicitation or acceptance of gifts; doings business with one's agency;
unauthorized compensation; misuse of public position; conflicting employment or
contractual relationship; and disclosure or use of certain information.
17. PUBLIC ENTITY CRIME STATEMENT: 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 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 provided in 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. By executing this document grantee warrants that it is in compliance with this
paragraph.
18. AUTHORITY: Grantee warrants 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 the, Grantee below certifies and warrants that the Grantee's name in this
agreement is the full name as designated in its corporate charter (if a corporation); they are
empowered to act and contract for the Grantee; and this agreement has been approved by
the Board of Directors of Grantee or other appropriate authority,
19. LICENSING AND PERMITS: Grantee warrants that it shall have, prior to
commencement of work under this agreement and at all times during said work, all reqluired
licenses and permits whether federal, state, county or city.
20. INSURANCE- Grantee agrees that it maintains in force at its own expense a liability
insurance policy which will insure and indemnify the Grantee and the Grantor from any suits,
claims or actions brought by any person or persons, and from all costs and expenses of
litigation brought against the Grantee for such injuries to persons or damage to property
occurring during the agreement or thereafter that results from performance by Grantee of
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
Contract ID#2318
11
the obligations set forth in this agreement. At,all times,during the term of this agreement and
for one year after acceptance of the project, Grantee shall maintain on file with the Grantor
a certificate of the insurance of the carriers showing that the aforesaid insurance policy is in
effect. The following coverage's shall be provided:
1. Workers' Compensation insurance as required by Florida Statutes.
2. 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 $5001,000 per occurrence
$501,000 property damage.
3. Comprehensive Business Auto Liability Insurance with minimum limits of
$300,000 combined single limit Iper occurrence.
The Grantee, the Grantor and the TDC shall be named as additional insured, except
workers' compensation. The pollicies shall provide no less than 30 dlays' notice of
cancelllation, non-renewal or reduction of coverage. Grantee shall 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
0 Certificate of Insurance e-mailed from Insurance 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:
The e-mail must state that this, is
a certificate for a TDC project and should be forwarded to Ammie Machan
at the TDC administrative offiice)
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 Monroe
County TDC is the Certificate Holdler 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 10,26
Key West, FL 33041
21. 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 Grantee: Ana Hernandez
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
Contract 1D#2318
12
Islamorada, Village of Islands
86800 Overseas Highway, 3rd Floor
Islamorada, FL 33036
For Grantor: Maxine Pacini
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
and
Ms. Christine Limbert-Barrows, Asst, County Attorney
P.O. Box 1026
Key West, FL 3,3041-1026
22. CLAIMS FOR FEDERAL OR STATE AID. Grantee andl County agree that each shall
be, and is, empowered to apply for, seek, andl obtain federal and state funds to further the
purpose of this agreement. Any conditions imposed as a result of funding that effect the
Project will be provided to each party.
23. NON-DELEGATION OF CONSTITUTIONAL OR STATUTORY DUTIES, This
agreement is not intended to, nor shall it be construed as, relieving any participatingi 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 responisibiility. Further, this
agreement is not intended to, nor shall it be construed as, auithiorizin,g 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.
24. NON-RELIANCE BY NON-PARTIES. No person or entity shall be entitled to rely
upon the terms, or any of them, of thus agreement to enforce or attempt to enforce any third'-
party claim or entitlement to or benefit of any service or program contemplated hereunder,
and the County and the Grantee agree that neither the County nor the Grantee or any agent,
officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate
that any particular individual or group of individuals, entity or entities, have entitlements or
benefits under this agreement separate and apart, inferior to, or superior to the community
in general or for the purposes contemplated in this agreement.
25. ATTESTATIONS.ESTATIONS. Grantee agrees to execute such documents as the County may
reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a
Drug-Free Workplace Statement.
2& FORCE MAJEURE. The Grantee shall not be liable for delay in performance or
failure to complete the project, in whole or in part, due to the occurrence of any contingency
beyond its control or the control of its contractors and subcontractors, including war or act
of war whether an actual declaration thereof is made or not, act of terrorism impacting travel
in the United States, insurrection,, riot or civil commotion, act of public enemy, epidemic,
quarantine restriction, storm, flood, drought or other act of God, or act of nature (including
Founders Park Pickleball Complex
FY 2020,Capital Project Funding
Contract ID#2318
13
presence of endangered animal species which cannot be timely removed in a safe manner)
or any act of any governmental authority which prohibits the project from proceeding as
described in the scope of services and incorporated references and which the Grantee has
exercised reasonable care in the prevention thereof. However, lack of planning for normal
and expected weather conditions for the time of year the project is to be executed shall not
constitute an, act of God excusing a delay. Any delay or failure due to the causes stated
shall not constitute a breach of the agreement; however, the Grantor shall have the right to
determine if there will be any reduction to the amount of funds due to the Grantee after
consideration of all relevant facts and circumstances surrounding the delay in performance
or failure to complete the project within the contract period. Upon demand of TDC or
Grantor, the Grantee must furnish evidence of the causes of such delay or failure. Grantor
shall not pay for any goods received or services provided after the date(s) described in
paragraph 1 and Scope of Services.
27. EXECUTION IN COUNTERPARTS, This agreement may be executed in any number
of counterparts, each of which shall be regarded as an original, alll of which taken together
shall constitute one and the same instrument and any of the parties hereto may execute,this
agreement by signing any such counterpart.
28. SECTION HEADINGS. Section, headings have been inserted in this agreement as a
matter of convenience of reference only, andl it is agreed that such section headings are not
a part of this agreement and will not be used in the interpretation of any provision of this
agreement.
29. MISCELLANEOUS: As used herein, the terms "contract" and "agreement" shall be
read interchangeably.
Founders Park Pickleball Complex
FY 2020 Capital Project Funding
Contract ID#2318
14
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed
the day and year first above written.
(SEAL) Board of County Commissioners,
Attest: Kevin Madok, Clerk of Monroe County
Deputy Clerk Mayor/Chairman
............I I................ ................................. ............................ ........
Islamorada, Village of Islands
Aftest:
B By:
Village"'Clerk Mayor
Print Nar e Print Name
Crate: . 9 Date: 9-ell el)
MONROE COUNTY ATTORNEY
nPR(PEP.AST KRM:
CHRISTINE LIMBER BARROWS
ASSISTANT, OUN A tToRny
DA,m:
Founders Park Picklebaill Complex
FY 20,20 Caplital Project Funding
Contract I D#2,318
15
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101 i Edition
INSURANCE CHECKLIST FOR VENDORS SUBMITTING PROPOSALS OR BIDS
FOR WORK
To assist in the development of your proposal,the insurance coverages marked with an "X" will
be required in the event an award is made to your firm.Please review this form with your insurance
agent and have him/her sign it in the place provided. It is also required that the bidder sign the
requiste form reflecting coverage and submit it with the proposal.
WORKERS' COMPENSATION
AND
EMPLOYERS' LIABILITY
X Workere'Compe_. -
nsatton Sfatutary Limits
Bodily Injury by Accident/Bodily
Injury by Disease, policy
limits/Bodily Injury by Disease
each employee
WCI Employers Liability $100,000/$500,000/$100,000
WC2 Employers Liability $500,000/$500,000/$500,000
WC3 Employers Liability $1,000,000/$1,000,0w$1,000,000
WCUSLH US Longshoremen& $1,000,000
Harbor Workers Act
WCJ A Federal Jones Act $1,000,000
Adminislrahic:Inslrudion 7500.7
6
2018 Eddion
(-d'NJ,jJAL LIALIjj,,lTX
As a minimum,the required general liability coverages will ij,jcju(je:
. Premises Operations 6 Products, and Completed Operations
. Bkinket Contracnial 0 Perms al Injury
ReqUired Limits:
(";u $300,000 Combined Single Limit
GI,2 X $500,000 Cotiibined Single Limit
(3L3 $1,4'oo,000combined Single, Limit
CALLA $2,000,000(",omhincd Single UmO
GLS $3,000,000 Combined Single Limit
(JI-6 $4,000,000 Combined Single Limit
GL7 S5,000,000 Combined Single Limit
Required l"Indorsemenr
GLLIQ Liquor Lkability
CA 's Security Services
All endorsemems arc required to have the Same limit's ,is the basic policy.
INSCKLST
Adminislt,mvk lvs'lruoion '7500 7
20 B Edition
As a mininunn, coverage should extend to liabifily, far.
Owned, M:m-owncd; and Hired Vellicies
Required Limits;
VLI S50,000 pct• Person:$100,000 per-Occun,clice
S25,000 Property Damagc
01.
S'100,000 Combined Single Limit
(The use Of VLJ Should be litililed to special IwoJects that involve
other governniental entities or"Not foi, Prcflit"organizations. Risk
Management must approve the use of this
VL2 $200,000 per Person; $300,000 per Occurrence
$200,000 Property`Damagc
or
$300,000 Combined Single Liniit
VI-3 S500,000 per Person; $1 000,000 per Occut rence
S100,00() Property Dallinge
or
S1,000,00() Combined Single Limit
VI-4 S5,000,000 Combined Single Limit
13111 Builders' Limits equal to the
Risk Ft.111 Replacement Valuc of tile Completed
pl-oJect.
CLI Cyber Liability S 1,()0(),()()()
MVC Motor TI-LICk Limits equzil to the maximum
Cargo Value of ally olle shipment,
1)R 0 1 Pm6essional $ 300,000 pet,Occut-i-ence S 500,000 Agg,
FIR02 Liability S 500,000 per Occurrence/S 1,000,000 Agg,
PR03 $1,000,000 per OccurrenceiS2,000,000 Agg.
P(M] S 500,000 per Occurrence/S(,000,000 Agg.
P01.2 Liability S I M00,000 Im,(,,)cciii,i'eiiee/S2,00(.),00(,) Agg.
S3,000,000 per Occurrence S6,000,000 Agg.
POIA S5,000,0010 PCr OCCUMVICC/S10,000,000
EDt Eniployee S 10,000
E,1)2 Dishonesty $100,0010,
GKI Garage S 300,000 (S 25,0,00 per Vehicle,)
GlK2 Keepers S 500,000($100,000 per Vehicle)
GK3 S1,000,000 ($250,000 per Vehicle)
AdiEmmimmv Insnuclion 7.%0,7
2018 Edith n
MEDI Medical $ 300,0001'$ 750,000 Agg.
MED2 Professional $ 500,000/$ 1,000,000 Agg.
MED3 $1,000,000/$ 3,000,000 Agg.
MED4 $5,000,000510,000,000 Agg.
IF Installation Maximum value of Equipment
Floater Installed
VLPI Hazardous $ 300,000 (Requires MCS-90)
VLP2 Cargo $ 500,000(Requires MCS-90)
VLP3 Transporter $1,000,000 (Requires MCS-90)
BLL Bailee Liab. Maximum Value of County Property that
will be in the Bailee's posession.
HK.LI Hangar keepers $ 300,000
HK.L2 Liability $ 500,000
HK13 $ 1,000,000
HK.L4 $ 5,000,000
AIRI Aircraft $ 1,000,000
AIR2 Liability $ 5,000,000
AIRS $50,000,000
AE01 Architects Errors $ 250,000 per Occurrence/$ 500,000 Agg.
AE02 & Omissions $ 500,000 per Occurrencel$1,000,000 Agg.
AE03 $ 1,000,000 per Occurrence/$3,000,000 Agg.
AE04 $ 3,000,000 per Occurrencel$5,000,000 Agg.
ARP All Risk Property Full Replacement Value ofStmcture
EO1 Engineers Errors $ 250,000 per Occurrence/$ 500,000 Agg.
E02 & Omissions $ 500,000 per OccurrenceS!,000,000 Agg.
E03 $ I,000,000 per Occurrence/$2,000,000 Agg.
E04 $ 5,000,000 per Occurrencv$10,000,000 Agg.
WLl Water Craft $ 500,000 per Occurrence
WL2 Liability $ 1,000,000 per Occurrence
Administrative Instruction 7500.7
i 9
20H Fdiwm
INSI-RANCE AGENTS STA'FEWNT
I Nive reviewe(] the above requirements with the bi(Wer naTned below,'I'lic l"ollowing (leducObles
apply to the corresponding policy,
Policy Deductibles
-W-6-rVe—ris C—ojiiiJ5'ensation
General Li a-137N fy-
-A—Li4fi-i-UT, il"It
..............-.-. Y
Liabilily policies are __L Occurrence El lain Via&
Florida Municipal Insurance Trust
....................
lfi" UFTnce Agency =ignatUre
BIDDERS
STATEMENT
I Lfllderstand the instirance that will be mandatory it'"awarded the contnact and
will, comply in ftill with all the requirements.
Seth Laifless, Village Alanager
Bidder's Narne and "Fitle
Company Name: Islamoi-ada, Village of Islands
Adminirahve Inhudion 7500 7