PACE Funding Group, LLC AGREEMENT BETWEEN
MONROE COUNTY, FLORIDA
AND
PACE Funding Group, LLC
AS AN ADMINISTRATOR FOR THE FLORIDA RESILIENCY
AND ENERGY DISTRICT,AND MONROE COUNTY
This Agreement (the "Agreement") is entered into this day of
20119 by and between Monroe County, a political subdivision of the State of Florida (the
"Monroe County") and PACE Funding Group, LLC , a California Limited Liability company
(" PACE Funding Group, LLC "), as a third-party administrator for the Florida Resiliency
and Energy District (the"District")(collectively,the"Parties").
WHEREAS, Monroe County and the District have previously entered into that certain
Non-Exclusive Interlocal Agreement dated , 201?(the "Interlocal Agreement") which
authorizes the District to operate within the unincorporated area of Monroe County, for the
purposes of providing a Property Assessed Clean Energy("PACE")program; and
WHEREAS, PACE Funding Group, is a third party administrator for the District,
and will be operating on behalf of the District within unincorporated Monroe County; and
WHEREAS, PACE Funding Group has s agreed to provide the County with a
separate indemnification agreement for the benefit of the County.
NOW,THEREFORE,the County and PACE Funding Groi hereby agree as follows:
1. The foregoing recitals are incorporated into this Agreement and approved.
2. PACE Funding Group, shall indemnify and hold harmless the County and its
officers, employees, agents and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the County or its officers,
employees, agents or instrumentalities may incur as a result of claims, demands, suits,
causes of actions or proceedings of any kind or nature arising out of, relating to or
resulting from the performance of this Agreement by PACE Funding Group, LL( or its
employees, agents, servants, partners, principals, administrators, subcontractors, or agents
PACE Funding Group, I shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name of the
County, where applicable, including appellate proceedings, and shall pay all costs, judgments,
and attorney's fees which may issue thereon. PACE Funding Group expressly understands and
agrees that any insurance protection shall in no way limit the responsibility to indemnify, keep
and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
3. This Agreement shall be interpreted and construed in accordance with and
governed by the laws of the state of Florida. The Parties agree that the exclusive venue for any
lawsuit arising from, related to, or in connection with this Agreement shall be in the state courts
of Monroe County, Florida, the United States District Court for the Southern District of Florida
or United States Bankruptcy Court for the Southern District of Florida, as appropriate.
[Signature Pages Follow]
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[Signature Page to Indemnification Agreement with PACE Funding Group, LLC.
IN WITNESS WHEREOF,the Parties have executed this Agreement as of the date first
written above.
MONROE CO TY
3i/ap/9
By: c 7 oun uus ra
Roman Gastesi, County Administrator
(SEAL)
Attest: Approved as to form:
Kevin Madok, Clerk and Comptroller Pedro Mercado Assistant County Attorney
O ROE COU ATTO NEY
PPFIOVED A M
rA
PEDRO J ERC
ASSISTA ATT N
s-i
J
[Signature Page to Indemnification Agreement with PACE Funding Group, LLC
By: -�
Name: ��r� 6(-�J
Title: 0 G
Date: 76/3—y` f cv
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