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Item O7 0.7 � � �, BOARD OF COUNTY COMMISSIONERS County of Monroe � ��r�i �r � s�� Mayor Heather Carruthers,District 3 The Florida.Keys Mayor Pro Tem Michelle Coldiron,District 2 Craig Cates,District 1 David Rice,District 4 Sylvia J.Murphy,District 5 County Commission Meeting April 15, 2020 Agenda Item Number: 0.7 Agenda Item Summary #6699 BULK ITEM: Yes DEPARTMENT: Sustainability TIME APPROXIMATE: STAFF CONTACT: Rhonda Haag (305) 453-8774 None AGENDA ITEM WORDING: Approval to enter into Amendment No. 1 to an interlocal agreement with Broward County for financial support to the Southeast Florida Regional Climate Change Compact to increase the amount from $50,000 to $75,000 for year three, totaling $175,000 over 3 years; and to authorize Office of County Attorney to make minor non-substantive edits to the subject agreement with review and approval as to form, in case minor edits or clarifications become necessary. ITEM BACKGROUND: This item is to authorize an Amendment No. 1 to the Interlocal Agreement between Broward, Palm Beach, Miami-Dade, and Monroe Counties for cost share support of services for the Southeast Florida Regional Climate Change Compact (Compact), and contract management by Broward County. The original contribution of $150,000 per County over the three-year period has been increased to $175,000, with the $25,000 increase occurring in this final year three. Summary Explanation/Background This amendment allows for the four Compact Counties to pool $175,000 each in funds over three years to support the continued engagement of the Institute for Sustainable Communities (ISC) in facilitating and coordinating Compact activities, and for Broward County to act on behalf of all the Compact Counties in contracting with ISC for these services. The success of the Southeast Florida Regional Climate Change Compact has been underpinned since its inception by the coordination and facilitation services provided by the Institute for Sustainable Communities and/or staff currently employed by ISC. These efforts have included coordinating and facilitating meetings of the Compact Staff Steering Committee and workshops with stakeholders; preparing a four-county regional greenhouse gas emissions inventory and assessment; participating in the planning and execution of each of the seven annual Regional Climate Leadership Summits convened to date; creating and managing the Compact website; developing the Regional Climate Action Plan (RCAP); coordinating the RCAP implementation workshops; writing and editing grant proposals; conducting a municipal implementation survey; facilitating communication Packet Pg. 2382 0.7 among Compact partners; providing a webinar platform for Compact use, providing remote and on- site support for various Compact activities, and participating in many other activities. Broward County continues to serve as the fiscal agent for the other three Compact counties to contract with ISC from the appropriated funds described above. PREVIOUS RELEVANT BOCC ACTION: January 20, 2010: BOCC approved the Southeast Florida Regional Climate Compact by Resolution 022-2010. June 15, 2016: Approval to enter into an interlocal agreement with Broward County to provide two years of financial support to the Southeast Florida Regional Climate Change Compact in an amount of$100,000. March 21, 2018: Approval to enter into an interlocal agreement with Broward County to provide three years of financial support to the Southeast Florida Regional Climate Change Compact in an amount of$50,000 per year, totaling $150,000 over 3 years; and to authorize Office of County Attorney to make minor non-substantive edits to the subject agreement with review and approval as to form, in case minor edits or clarifications become necessary. CONTRACT/AGREEMENT CHANGES: Increase in Year Three Funding STAFF RECOMMENDATION: Approval DOCUMENTATION: Compact ILA Amendment 1 03/31/2018 Agreement FINANCIAL IMPACT: Effective Date: March 1, 2020 Expiration Date: February 28, 2021 Total Dollar Value of Contract: $700,000 (Includes contributions from all 4 counties) Total Cost to County: $175,000 Current Year Portion: $ 75,000 Budgeted: Yes Source of Funds: Sustainability CPI: No Indirect Costs: No Estimated Ongoing Costs Not Included in above dollar amounts: Staff Time for Support of Compact Activities Revenue Producing: No If yes, amount: Grant: No County Match: N/A Insurance Required: No Additional Details: Packet Pg. 2383 0.7 03/20/19 001-05008 - SUSTAINABILITY $75,000.00 SE FL Climate Change Compact Support REVIEWED BY: Rhonda Haag Completed 03/04/2020 3:28 PM Pedro Mercado Completed 03/31/2020 7:59 AM Budget and Finance Completed 03/31/2020 8:24 AM Maria Slavik Completed 03/31/2020 8:24 AM Kathy Peters Completed 03/31/2020 12:11 PM Board of County Commissioners Pending 04/15/2020 9:00 AM Packet Pg. 2384 0.7.a FIRST AMENDMENT TO INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY, AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT 0 0. This is a First Amendment("First Amendment")to the agreement among the counties of Broward, Miami-Dade, Monroe, and Palm Beach, political subdivisions of the State of Florida, for cost- share support services for the Southeast Florida Regional Climate Change Compact ("Interlocal Agreement"). The counties are collectively referred to as the "Parties," and, when excluding Broward, the"Contributing Counties." c Recitals A. The Parties entered into the Interlocal Agreement on July 18, 2018, and agreed to share the costs associated with the Institute for Sustainable Communities' ("ISC") coordination and facilitation of services for the Southeast Florida Regional Climate Change Compact. 0 U B. The Parties desire to increase their respective 2020 calendar year contributions to Eighteen Thousand Seven Hundred Fifty Dollars ($18,750) per quarter for a total payment of Seventy Five Thousand Dollars ($75,000) in 2020 by each of the Parties and a total not-to- c 0 exceed amount of One Hundred Seventy Five Thousand Dollars ($175,000) by each of the Parties. C. The Parties agree that it would be beneficial to have a more formal Compact Leadership Committee tasked with providing unified advice and recommendations to the Parties' governing bodies with respect to climate change and resilience issues. D. The Parties desire to update the contact information for Palm Beach County. a NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: l. Section 1.6 of the Interlocal Agreement is hereby created as follows: 1.6 Compact Leadership Committee. Each Party agrees to participate in a four-County Compact Leadership Committee, which will provide formal, unified advice and recommendations on climate change and resilience issues to the Parties' governing bodies. Each Party will select one representative to serve on the Compact Leadership Committee, which representative must have experience and knowledge c U in the area of resilience and climate change and must have a leadership position related to the area of resilience and climate change in the respective County's government. Each Party may designate an alternate to the Compact Leadership Committee, but such alternate must meet the same qualifications as each Party's representative. The initial representatives from each County are: • The Chief Resilience Officer of Broward County. 1 of 11 Packet Pg. 2385 0.7.a • The Deputy Resilience Officer of Miami-Dade County. • The Sustainability and Projects Director of Monroe County. • The Director of the Office of Resilience of Palm Beach County. The Compact Leadership Committee will seek input from stakeholders and technical and scientific experts, and it may invite and hear from experts and representatives of other local governments and stakeholders, including but not limited to local municipalities, the South Florida Water Management District, the Florida Climate Institute,The Nature Conservancy, and the South Florida Regional Planning Council. The Compact Leadership Committee will serve in an advisory capacity to the Parties' governing bodies and lacks the power or authority to commit the Parties or any of their agencies or instrumentalities to any policies, incur any financial obligations, or to create any liability, contractual or otherwise, on behalf of the Parties or any of their agencies or instrumentalities. All proceedings of the Compact Leadership Committee must be conducted in accordance with the Government in the Sunshine Law, § 286.011, F.S., and the c Florida Public Records Act, Ch. 119, F.S. Members of the Compact Leadership ca Committee must also comply with all applicable ethics laws. Three members of the Compact Leadership Committee constitute a quorum. The Compact Leadership Committee will hold regular meetings and will aim to meet at least once a month. The Compact Leadership Committee may create its own rules of procedure, as needed, provided that such rules are consistent with this Agreement and applicable laws. 2. Section 2.1 of the Interlocal Agreement is hereby replaced in its entirety as follows: 2.1 Upon receipt of an invoice from Broward, the Contributing Counties agree to each remit up to $175,000 to Broward as their respective share of costs. Broward will use any funds remitted from the Contributing Counties to fulfill any payment obligations under the agreement between Broward County and the Institute for Sustainable Communities for Coordination and Facilitation Services for the Southeast Florida Regional Climate Change Compact. Broward agrees to also remit up to $175,000 to ISC and, on behalf of the Parties, to retain and supervise ISC's performance of the ISC Scope of Services, attached as Exhibit A. All Parties agree to contribute equal amounts, within the dollar limits of this Agreement. 0 . Section 4.1 of the Interlocal Agreement is hereby amended to read as follows: 4.1 For the Term, Contributing Counties will pay Broward up to a maximum amount as follows: .....- ._ ........................ _... Services/Goods Not-To-Exceed Amount Miami-Dade $175,000 2of11 Packet P0. 2386 0.7.a Monroe , $175�000 Palm Beach &4-50-,M$175,000 TOTAL NOT TO EXCEED , $525,000 3. Section 4.2.2 of the Interlocal Agreement is hereby amended to read as follows: 4.2.2 Broward may invoice each of the Contributing Counties in the amounts set forth as follows: 2018: Calendar Quarter 2 $25,000 for services provided by ISC in Calendar Quarters 1 and 2 2018: Calendar Quarter 3 $12,500 2018: Calendar Quarter 4 $12,500 0 2019: Calendar Quarter 1 $12,500 2019: Calendar Quarter 2 $12,500 2019: Calendar Quarter 3 $12,500 2019: Calendar Quarter 4 $12,500 0 2020: Calendar Quarter 1 $18,750 2020: Calendar Quarter 2 $12,500 $18 750 2020: Calendar Quarter 3 $18,750 2020: Calendar Quarter 4 &k'L14W$18,750 0 4. Section 9.7 of the Interlocal Agreement is hereby replaced in its entirety as follows: 9.7 Notices. For a notice to a party to be effective under this Agreement, notice must be sent via U.S. first-class mail with a contemporaneous copy via e-mail to the addresses listed below. Notice will be effective upon mailing. The addresses for W notice will remain as set forth herein unless and until changed by providing notice of such change in accordance with the provisions of this section. FOR BROARD: Broward County Environmental Planning and Community Resilience Division Attn: Jennifer Jurado, PhD, Director and Chief Resilience Officer Governmental Center, Room 329 115 South Andrews Avenue Fort Lauderdale, Florida 33301 Email address:jjurado@broward.org FOR MIAMI-DADE: E Miami-Dade Office of Resilience, Regulatory & Economic Resources Department Attn: James F. Murley, Chief Resilience Officer Stephen P. Clark Center 111 NW 1st Street, 12th Floor Miami, Florida 33128 3ofII Packet Pg. 2387 0.7.a Email address: MURLEYJ@miaidade.gov FOR MONROE: Monroe County Administration Attn: Rhonda Haag, Sustainability and Projects Director 102050 Overseas Highway, Ste. 246 Key Largo, FL 33037 Email address: Haag- onda@MonroeCounty-FL.Gov FOR PALM BEACH: Palm Beach County Office of Resilience Attn: Megan Houston, Director 2300 North Jog Road, 4th Floor West Palm Beach, FL 33411 Email address: SHouston@pbcgov.org 5. "Exhibit A— ISC Scope of Services" of the Interlocal Agreement is hereby replaced with "Amended Exhibit A—Scope of Services," attached hereto and made a part hereof 0 6. Except as amended herein, all other terms and conditions of the Interlocal Agreement ca remain in full force and effect. 7. In the event of any conflict or ambiguity between the terms and provisions of this First _ Amendment and the Interlocal Agreement, the terms and provisions of this First Amendment will c control to the extent of any such conflict or ambiguity. [Remainder of page intentionally left blank] c 0 c 4ofII Packet Pg. 2388 0.7.a IN WITNESS WHEREOF, the Parties hereto have made and executed this First Amendment to the Interlocal Agreement Among Broward County, Miami-Dade County, Monroe County, and Palm Beach County for Cost Share Support of Services for the Southeast Florida Regional Climate Change Compact: BROWARD COUNTY through its BOARD OF COUNTY COMMISSIONERS,signing by and through its Mayor or Vice-Mayor,authorized to execute same by Board action on the day of , 20®, and Contributing Counties, signing by and through their officials, duly authorized to execute same. e BROWARD 0 ATTEST: BROWARD COUNTY, by and through its Board of County Commissioners By: Broward County Administrator, as ex officio Clerk of the Broward County day of , 20 Board of County Commissioners Approved as to form by Andrew J. Meyers P Broward County Attorney Governmental Center, Suite 423 115 South Andrews Avenue Fort Lauderdale, Florida 33301 Telephone: (954) 357-7600 e Telecopier: (954) 357-7641 By: F_ Rocio Blanco Garcia (Date) Assistant County Attorney By: E aite Azcoitia (Date) Deputy County Attorney e 0 e 5ofII Packet Pg. 2389 0.7.a FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY,AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT 0 MIAMI-DADE WITNESSES: MIAMI-DADE COUNTY 0 By. Signature Authorized Signor 0 Print Name of Witness above Print Name and Title day of , 20 Signature 0 ATTEST: ca .........._.._ Print Name of Witness above Corporate Secretary or other person authorized to attest c (CORPORATE SEAL OR NOTARY) 0 6of11 Packet Pg. 2390 0.7.a FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIA I-DADE COUNTY, MONROE COUNTY, AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT 0 MONROE WITNESSES: MONROE COUNTY 0 By ............................................_ . . Signature Authorized Signor 0 Print Name of Witness above Print Name and Title _._.............._.._._._._. day of 120 Signature 0 ATTEST: ca Print Name of Witness above Corporate Secretary or other person authorized to attest (CORPORATE SEAL OR NOTARY) E E _ A RNEY P � � PEDRO .M ASSISTANT ATTO EY Dade 0 7ofll Packet Pg. 2391 0.7.a FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY,AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT 0 PALM BEACH WITNESSES: PALM BEACH COUNTY 0 By: _______________ _ Signature Mayor 0 Print Name of Witness above Print Name 0 day of , 20 ca Signature 0 ca Print Name of Witness above _ ATTEST: Sharon R. Bock Clerk and Comptroller Approved as to Form and Legal Sufficiency By:_ By: Deputy Cleric County Attorney (CORPORATE SEAL OR NOTARY) W APPROVED AS TO TERMS AND CONDITIONS E By Department Director 0 8 of 11 Packet Pg. 2392 0.7.a Amended Exhibit A—Scope of Services Support for the Southeast Florida Regional Climate Change Compact Statement of Work for 2018—2020 0 During the contracted period, the Institute for Sustainable Communities ("ISC") must provide a level of effort and time per year that will not be less than the equivalent of two and a half(2.5) full-time employees.This level of effort will combine the time and expertise of ISC staff to provide services to the South Florida Regional Climate Change Compact("Climate Compact"), including governance process facilitation and support, strategic and technical assistance, communications c U delivery and support, and assistance in identifying additional financial resources from federal, state, and private philanthropic sources to support the growth and expansion of Compact service delivery. With respect to the Compact Leadership Committee, as well as working groups and advisory groups, ISC must conduct all tasks in accordance with the Sunshine Law, the Public Records Act, and all other applicable law. The details of the services ISC must perform are articulated in the tasks and deliverables set forth below. 0 Task 1: Provide Secretariat Services for the Climate Compact 0 Task 1.1. Compact Leadership Committee Meeting Support CO Representative tasks include: Coordinating a minimum of monthly meetings of the Compact Leadership Committee and providing meeting support, identifying key strategic and management issues for the ongoing success of the Climate Compact;developing meeting agendas in partnership with the Compact Leadership Committee and chairperson, as appropriate; compiling hot topics for discussion with the Climate Compact; facilitating communications by Climate Compact partners; assembling requests for Climate Compact support and engagement; and conducting tasks in accordance with all applicable laws. Task 1.2: Biannual (2x annually) Climate Compact Retreats W Representative tasks include: Identifying key strategic and management issues for the ongoing success of the Climate Compact; providing strategic advice to the Compact Leadership Committee and associated resilience staff from the Parties; developing the retreat agenda with input by Compact Leadership Committee and resilience staff from the Parties; conducting the retreat in accordance with all applicable laws, and paying for various retreat-related expenses, including venue and audiovisual equipment costs, if applicable, ISC staff travel costs, breakfast and lunch, printing, and other miscellaneous costs. e Task 1.3: General Climate Compact Support—Priority Tasks Representative tasks include: Providing support on short and longer-term tasks as prioritized and assigned by the Compact Leadership Committee or the Contract Administrator, as appropriate, on an annual basis with the ability to make adjustments on a quarterly basis as issues, challenges, and 0) opportunities arise in furthering the interests of the Climate Compact partners; developing an e annual Climate Compact work plan in collaboration with the Climate Compact Leadership Committee and the Contract Administrator, as appropriate, to guide Climate Compact's annual work priorities and deliverables; maintaining a timeline; and developing processes to achieve deliverables. 9of11 Packet Pg. 2393 0.7.a Task IA: Annual Regional Climate Leadership Summit("Summit") Support Representative tasks include: Participating on Summit planning team calls; assisting with the development of Summit themes, panels, and deliverables; assisting with the identification and engagement of speakers for the Summit; traveling to and participating in the Summit. Task 1.5: General Fundraising Support Representative tasks include: Identifying new grant resources for the Climate Compact (federal, state, or private philanthropy) and coordinating the development of proposals and budgets in partnership with the Compact Leadership Committee and Contract Administrator, as appropriate. Task 1.6: Climate Compact Working Group Coordination and Support Representative tasks include: Identifying key issues and annual priorities in collaboration with working groups; developing agendas for participants; scheduling meetings and, upon request, providing facilitation during the meetings;taking meeting notes, and tracking action items through completion; providing research, analysis, and specific Climate Compact-branded guidance products, tools, and reports, as requested by the working groups; and conducting all tasks in U compliance with all applicable laws. 0 Task 2: Provide implementation support for the Regional Climate Action Plan ("RCAP") CO Task 2.1: RCAP Implementation Workshops (three per year) Representative tasks include: Designing the workshop and agenda; managing logistics; and producing the guidance materials from the RCAP for the Climate Compact website. ISC must pay for all workshop event costs, including ISC staff travel costs, venue, audiovisual equipment, catering, printing, and other miscellaneous costs. Task 2.2: Conduct a regional Greenhouse Gas Inventory Representative tasks include: Developing inventory scope in collaboration with guidance from the W Climate Compact Leadership Committee and Contract Administrator, as appropriate; obtaining data from all relevant sources across the region;analyzing data;writing,formatting,and publishing a report. Task 2.3: Sea Level Rise ("SLR") Ad Hoc Technical Advisory Group Coordination and Support Representative tasks include: Developing and administering SLR projection survey; synthesizing and reporting on survey data; developing agendas; scheduling meetings and, upon request, providing facilitation; taking meeting minutes, and tracking action items through completion; providing research to support group activity, as requested by the SLR Ad Hoc Technical Advisory Group, resilience staff from the Parties, and the Contract Administrator, as appropriate; and conducting all meetings in accordance with applicable law. e 10 of 11 Packet Pg. 2394 0.7.a Task 3: Climate Compact Communications Support Task 3.1: Climate Compact Website and Climate Compact Currents Representative tasks include: Providing ongoing support and maintenance to the Climate Compact website; developing new content and pages on the Climate Compact site; developing and delivering the Climate Compact's quarterly e-newsletter. Task 3.2: Press/Media Relations and External Inquiries Support Representative tasks include: Fielding and responding to media requests on behalf of the Climate Compact when appropriate; directing reporters to relevant Compact Leadership Committee o members or Parties' resilience staff; speaking to reporters on background; developing talking points for Climate Parties with press; tracking all relevant press; and responding to Climate Compact email inquiries, as requested by resilience staff from the Parties and the Contract Administrator, as appropriate. Task 3.3: CIiate Compact Communication Collateral Development and Maintenance Representative tasks include: Developing and updating template Climate Compact presentations U for each Party's use; developing and updating Climate Compact fact sheet and other communication pieces as requested by the Parties, or as required by the circumstances. o ca Deliverables _ ISC must provide a quarterly narrative report detailing activities across these three key tasks, including an ISC accounting of staff time and expenses for review and approval by the Contract Administrator. Personnel and Fringe Benefits—salaries are budgeted as gross wages and reflect current or comparable rates from ISC's current projects. ISC fringe benefits are based on each employee's salary, timesheet allocations, and its Negotiated Indirect Cost Rate Agreement ("NICRA") (included as Attachment A), which is approved by United States Agency for International W Development, ISC's cognizant audit agency. Travel—ISC requires travelers to take reasonable steps to lower travel costs and air travel is based E on economy or coach class fares. ISC pays for actual hotel costs and provides per diem rates for meals and incidental expenses that do not exceed US (government rates. Other Direct Costs—ISC's estimates include communication and photocopying expenses and a portion of ISC's A-133 audit expense. These expenses have been budgeted for this program based on ISC's overall program cost and budget. 0 U Indirect Costs—ISC's indirect cost calculation methodology uses a modified total direct cost base consisting of total direct costs, less grant agreement amounts that exceed $25,000. ISC's NICRA is currently 28 percent of its modified total direct cost base. c 11 of 11 Packet Pg. 2395 ° Kevin Madok, CPA t o Clerk of the Circuit Court&Comptroller—Monroe County, Florida DATE: April 9, 2018 TO: Rhonda Haag, Director Sustainability THRU: Lindsey Ballard Aide to the County Administrator 0 FROM: Pamela G. Hanco .C. SUBJECT: March 21"BOCC Meetings 0 Attached is a duplicate original of Item Q3, Interlocal Agreement with Broward County to provide three years of financial support to the Southeast Florida Regional Climate Change Compact in an amount of.$50,000.00 per year,totaling$150,000.00 over 3 years. Also attached are four additional signature pages for Monroe County. 0 Once the other parties have executed their portion of the agreement,please forward me a fully executed duplicate original. Should you have any questions,please feel free to contact me at ext. 3130. Thank you. 0 cc: County Attorney Finance File co - CD cv CD KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070 305-294-4641 305-289-6027 305-852-7145 305- Packet Pg. 2396 O.7.b tU T° INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY, AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT This Agreement ("Agreement") is made and entered into by and among Broward County ("Broward"), Miami-Dade County ("Miami-Dade"), Monroe County ("Monroe"), and Palm Beach County ("Palm Beach"), political subdivisions of the State of Florida, (collectively referred to as the "Parties" and, when excluding Broward, the "Contributing Counties"). Recitals c A. WHEREAS, Southeast Florida is one of the most vulnerable areas in the country to the impacts of climate change; and — 0 B. WHEREAS, the Parties adopted the Southeast Florida Regional Climate Change Compact ("Compact") in 2009; and 0 C. WHEREAS, since adopting the Compact, the Parties have worked with one another and numerous other stakeholders to address climate change at the regional level; and c 0 D. WHEREAS, in the eight years since the Compact was adopted, the Parties and other stakeholders successfully completed a 110 recommendation Regional Climate Action Plan and a significant update to this plan after a five-year implementation period, a unified sea level rise projection for Southeast Florida, a regional greenhouse gas emissions inventory, a regional vulnerability analysis, joint annual state and federal legislative programs, planning and execution .of nine Regional Climate Leadership Summits, and other joint activities, earning significant national and international attention; and E. WHEREAS, the Parties have recognized the benefits of regional coordination since the adoption of the Compact; and F. WHEREAS, the Institute for Sustainable Communities, a Vermont not-for-profit co corporation registered to do business in the State of Florida ("ISC), has providedCD coordination and facilitation services to the Parties since 2011 to advance the aims of the Compact; and G. WHEREAS, the Kresge Foundation ("Kresge") has committed to contribute $500,000 to E ISC for coordination and facilitation services for the Compact for calendar years 2018 through 2020,to further augment Compact implementation; and H. WHEREAS, the Parties desire to continue to engage ISC to provide coordination and facilitation services; and Page 1 of 15 Packet Pg. 2397 0.7.b I. WHEREAS, the Parties acknowledge that a contract for services with ISC would be most efficiently retained and supervised by one county; and J. WHEREAS,the Parties desire to enter into this Agreement for cost-sharing support of ISC. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the Parties agree as follows: ARTICLE 1. DEFINITIONS 0 1.1 Board.The Board of County Commissioners of Broward County, Florida. 1.2 Contract Administrator.The Director of the Broward County Environmental Planning and Community Resilience Division. 0 1.3 County Administrator.The administrative head of Broward appointed by the Board. 1.4 County Attorney.The chief legal counsel for Broward appointed by the Board. 0 1.5 Services. All work required of ISC by Broward on behalf of the Parties under an agreement ca between Broward and ISC, including without limitation all deliverables, consulting, training, project management, payments, and other services specified in Exhibit A. 0 ARTICLE 2. OBLIGATIONS OF PARTIES 2.1 Contributing Counties agree to each remit up to $150,000 to Broward as their share of costs based on an invoice from Broward, which Broward shall pay to ISC pursuant to the Agreement between Broward County and Institute for Sustainable Communities for Coordination and Facilitation Services for the Southeast Florida Regional Climate Change Compact. The money remitted to Broward will be used to pay ISC as coordinator and facilitator of the Compact. Broward agrees to also remit up to $150,000 to ISC and, on behalf of the Parties, to retain and supervise ISC's performance of the ISC Scope of Services, attached as Exhibit A. All parties agree to contribute equal amounts, within the co dollar limits of this agreement. ARTICLE 3. TERM AND TIME OF PERFORMANCE 3.1 The term of this Agreement shall begin on March 1, 2018, and shall end at 11:59 PM on February 28, 2021 ("Term"). The continuation of this Agreement beyond the end of any of the Parties'fiscal years is subject to both the appropriation and the availability of funds. in accordance with Chapter 129, Florida Statutes. The failure of any party to budget or appropriate sufficient funds for this Agreement shall constitute additional grounds for any other party to terminate this Agreement pursuant to the procedures in Sections 7.3 and 7.4 of this Agreement. Any extensions of time beyond the Term shall require an Page 2 of 15 Packet Pg. 2398 0.7.b amendment to this Agreement, pursuant to the requirements for amendments stated herein. 3.2 Unless otherwise agreed by the Parties in writing, all duties, obligations, and responsibilities of the Parties required by this Agreement shall be completed no later than February 28; 2021. Time is of the essence in performing the duties, obligations, and responsibilities required by this Agreement. ARTICLE 4. COMPENSATION 0 4.1 For the Term, Contributing Counties will pay Broward up to a maximum amount as follows: Servge /Goods Not=.To-Exceed Amount Miami-Dade $150,000 Monroe $150,000 Palm Beach $150,000 TOTAL NOT TO EXCEED $450,000 0 4.2 METHOD OF BILLING AND PAYMENT ca 4.2.1 Broward may submit invoices for compensation to Contributing Counties no more often than quarterly, but only after the Services for which the invoices are submitted have been completed by ISC. Contributing Counties agree to pay Broward by check or electronic funds transfer no later than thirty (30) days from receipt of Broward's invoices at: Broward County Board of County Commissioners Attn: Jennifer Jurado, PhD, Director, Environmental Planning and Resilience Division, and Chief Resilience Officer Governmental Center, Suite 329H CD 2 115 South Andrews Avenue Fort Lauderdale, Florida 33301 co co CD cv 4.2.2 Broward may invoice each of the Contributing Counties in the amounts set forth as follows: 2018: Calendar Quarter 2 $25,000 for services provided by ISC in Calendar Quarters 1 and 2 2018: Calendar Quarter 3 $12,500 2018: Calendar Quarter 4 $12,500 2019: Calendar Quarter 1 $12,500 2019: Calendar Quarter 2 $12,500 Page 3 of 15 Packet Pg. 2399 0.7.b 2019: Calendar Quarter 3 $12,500 2019: Calendar Quarter 4 $12,500 2020: Calendar Quarter 1 $12,500 2020: Calendar Quarter 2 $12,500 2020: Calendar Quarter 3 $12,500 2020: Calendar Quarter 4 $12,500 ARTICLE 5. GOVERNMENTAL IMMUNITY 0 Nothing herein shall constitute a waiver of Section 768.28 of the Florida Statutes by any of the Parties or shall be construed as impacting or modifying the protections set forth therein except to the extent otherwise required under applicable Florida law. In addition, nothing herein shall be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. The Parties are political subdivisions as defined in Section 768.28, Florida Statutes, and each party shall be fully responsible for the acts and omissions of its agents or employees to the extent permitted by law. ARTICLE 6. INSURANCE c ca Parties are entities subject to Section 768.28, Florida Statutes, and shall furnish the other Parties with written verification of liability protection in accordance with state law upon request by a party subject to this Agreement. 0 ARTICLE 7. TERMINATION 7.1 This Agreement may be terminated for cause by an aggrieved party if a party in breach has not corrected the breach within ten (10) days after receipt of written notice from the aggrieved party identifying the breach. This.Agreement may also be terminated for convenience by the Board. Termination for convenience by the Board shall be effective on the termination date stated in the written notice provided by Broward, which termination date shall be not less than thirty (30) days after the date of such written notice. This Agreement may also be terminated by Broward's County Administrator upon co such notice as Broward's County Administrator deems appropriate under the circumstances in the event Broward's County Administrator determines that termination is necessary to protect the public health, safety, or welfare. If Broward erroneously, improperly, or unjustifiably terminates for cause, such termination shall, at Broward's sole election, be deemed a termination for convenience, which shall be effective thirty E (30) days after such notice of termination for cause is provided. 7.2 This Agreement may be terminated for cause for reasons including, but not limited to, submission for payment of false or incorrect bills or invoices or failure to promptly make payment pursuant to invoices. This Agreement may be terminated for convenience by any party to this Agreement if ISC is placed on the Scrutinized Companies with Activities Page 4 of 15 Packet Pg. 2400 O.7.b in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List created pursuant to Section 215.473, Florida Statutes, or if ISC provides a false certification submitted pursuant to Section 287.135, Florida Statutes. 7.3 Notice of termination shall be provided in accordance with the "NOTICES" section of this Agreement except that notice of termination by Broward's County Administrator, which 0. Broward's County Administrator deems necessary to protect the public health, safety, or welfare, may be verbal notice that shall be promptly confirmed in writing in accordance with the "NOTICES" section of this Agreement. 0 7.4 In the event this Agreement is terminated by any party pursuant to the provisions of this Agreement, Broward shall be paid in accordance with Article 4 for any Services performed under the agreement with ISC so that Broward may pay ISC through the termination date — G specified in the written notice of termination. Broward shall notify ISC to refrain from performing further Services or incurring additional expenses under the terms of its agreement with ISC. In the event that Broward, in its sole discretion, determines ISC is not entitled to payment for Services and elects to not pay ISC for particular Services, Broward shall refund each Contributing County its pro rasa share of money received by Broward that will not be paid to ISC. Contributing Counties acknowledge that they have a received good, valuable, and sufficient consideration from Broward, the receipt and ca adequacy of which are hereby acknowledged by Contributing Counties, for Broward's right to terminate this Agreement for convenience. 0 ARTICLE 8. EEO COMPLIANCE 8.1 No party to this Agreement may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Failure by any party to carry out any of the requirements of this section shall constitute a material breach of this Agreement, which shall permit any other party to terminate this Agreement or to exercise any other remedy provided under applicable law, all such remedies being cumulative. co T_ ARTICLE 9. MISCELLANEOUS CD r9 9.1 Rights in Documents and Work. Any and all reports, photographs,surveys,and other data and documents provided or created in connection with this Agreement are and shall remain the property of Broward and, if ISC has claimed a copyright, ISC has agreed to E grant Broward a non-exclusive license to use the copyrighted item(s) indefinitely, to prepare derivative works, and to make and distribute copies to the public, which license Broward agrees to grant to and share with Contributing Counties. 9.2 Public Records. The Parties are public agencies subject to Chapter 119, Florida Statutes. To the extent ISC is a subcontractor acting on behalf of the Parties pursuant to Section Page 5 of 15 Packet Pg. 2401 119.0701, Florida Statutes, Broward's agreement with ISC shall contain any language required pursuant to Section 119.0701, Florida Statutes. 9.3 Truth-In-Negotiation Representation. This Agreement is based upon representations supplied by the Parties to each other and the Parties certify that the information supplied, including without limitation in the negotiation of this Agreement, is accurate, complete, and current at the time of contracting. 9.4 Public Entity Crime Act. Each of the Parties represents that it is familiar with the requirements and prohibitions under the Public Entity Crime Act,Section 287.133, Florida c Statutes, and represents that its entry into this Agreement will not violate that Act. In addition to the foregoing, each of the Parties further represents that there has been no determination that it committed a "public entity crime" as defined by Section 287.133, Florida Statutes, and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether it has been placed on the convicted vendor list. Notwithstanding any provision in this Agreement to the contrary, if any representation made by a party pursuant to this paragraph is false, each of the Parties shall have the right to immediately terminate this Agreement. c CO 9.5 Independent Contractor. Parties are independent contractors under this Agreement. In providing services under this Agreement, neither Broward nor its agents shall act as officers, servants, employees, or agents of Contributing Counties. Contributing Counties 0 and each entity's agents shall not act as officers, servants, employees, or agents of Broward. Broward shall have control of the work performed by Broward in accordance with the terms of this Agreement and of all persons performing the same, and Broward shall be responsible for the acts and omissions of its officers, agents, servants, and employees, if any. None of the Parties shall have the right to bind any other party to any obligation not expressly undertaken under this Agreement. ISC is an independent contractor under its agreement with Broward. The agreement for Services between ISC and Broward provides that'neither ISC nor its agents shall act as officers, employees, or agents of Parties. Contributing Counties recognize that ISC shall CO not have the right to bind Parties to any obligation. Broward shall not be responsible to Contributing Counties for any adverse actions taken by ISC, unless caused by the sole negligence of Broward or Broward's employees. 9.6 Third Party Beneficiaries. Neither Contributing Counties nor Broward intends to directly E or substantially benefit a third party by this Agreement. Therefore, the Parties acknowledge that there are no third party beneficiaries to this Agreement and that no third party shall be entitled to assert a right or claim against any party based upon this Agreement. Nothing in this Agreement, express or implied, is intended to (i) confer upon any entity or person other than the Parties and their successors or assigns any rights or remedies under or by reason of this Agreement as a third party beneficiary or otherwise, Page 6 of 15 Packet Pg. 2402 O.7.b except as specifically provided in this Agreement; or (ii) authorize anyone not a party to this Agreement to maintain an action pursuant to or based upon this Agreement. 9.7 Notices. In order for a notice to a party to be effective under this Agreement, notice must be sent via U.S. first-class mail with a contemporaneous copy via e-mail to the addresses listed below and shall be effective upon mailing. The addresses for notice shall remain as set forth herein unless and until changed by providing notice of such change in accordance with the provisions of this section. FOR BROWARD: c Broward County Environmental Planning and Community Resilience Division Attn: Jennifer Jurado, PhD, Director and Chief Resilience Officer Governmental Center, Room 329H — 115 South Andrews Avenue f; Fort Lauderdale, Florida 33301 Email address: jjurado@broward.org c FOR MIAMI-DADE: Miami-Dade Office of Resilience, Regulatory& Economic Resources Department c Attn: James F. Murley, Chief Resilience Officer ca Stephen P. Clark Center 111 NW 1st Street, 12th Floor Miami, Florida 33128 c Email address: MURLEYJ@miamidade.gov FOR MONROE: E Monroe County Administration Attn: Rhonda Haag, Sustainability and Projects Director 102050 Overseas Highway, Ste. 246 Key Largo, FL 33037 Email address: Haag-Rhonda@MonroeCounty-FL.Gov CD 2 FOR PALM BEACH: co Palm Beach County Administration Attn: Director, Office of Resilience Board of County Commissioners, Palm Beach County 301 N. Olive Avenue West Palm Beach, FL 33401 E Email address: ResilientPBC@pbcgov.org 9.8 Assignment and Performance. Except for the ISC subcontracting approved in writing by the Parties at the time of its execution of this Agreement or any written amendment hereto, neither this Agreement nor any right or interest herein may be assigned, transferred, subcontracted, or encumbered without the prior written consent of the Page 7 of 15 Packet Pg. 2403 O.7.b Parties. If any party violates this provision, any other party shall have the right to immediately terminate this Agreement. 9.9 Materiality and Waiver of Breach. Each requirement,duty,and obligation set forth herein was bargained for at arm's-length and is agreed to by the Parties. Each requirement, duty, and obligation set forth herein is substantial and important to the formation of this Agreement, and each is,therefore, a material term hereof. Each of the Parties'failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement shall not be deemed a waiver of any subsequent breach and shall not be c construed to be a modification of the terms of this Agreement. 9.10 Compliance with Laws. The Parties shall comply with all applicable federal, state, and local laws, codes, ordinances, rules, and regulations in performing its duties, responsibilities, and obligations pursuant to this Agreement. 9.11 Severability. In the event any part of this Agreement is found to be unenforceable by any court of competent jurisdiction, that part shall be deemed severed from this Agreement and the balance of this Agreement shall remain in full force and effect. c CO 9.12 Joint Preparation. This Agreement has been jointly prepared by the Parties hereto, and shall not be construed more strictly against any party. 0 9.13 Interpretation. The headings contained in this Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement. All personal pronouns used in this Agreement shall include the other gender,and the singular shall include the plural, and vice versa, unless the context otherwise requires. Terms such as "herein," "hereof," "hereunder," and "hereinafter" refer to this Agreement as a whole and not to any particular sentence, paragraph, or section where they appear, unless the context otherwise requires. Whenever reference is made to a section or article of this Agreement, such reference is to the section or article as a whole, including all of the subsections of such section, unless the reference is made to a particular subsection or subparagraph of such section or article. CO T_ CD 9.14 Priority of Provisions. If there is a conflict or inconsistency between any term, statement, T_, requirement, or provision of any document or exhibit attached hereto or referenced or incorporated herein and any provision of Articles 1 through 9 of this Agreement, the provisions contained in Articles 1 through 9 shall prevail and be given effect. 9.15 Law, Jurisdiction, Venue, Waiver of Jury Trial. 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 the Seventeenth'Judicial Circuit in and for Broward County, Florida. If any claim arising from, related to, or in connection with Page 8 of 15 Packet Pg. 2404 0.7.b this Agreement must be litigated in federal court, the Parties agree that the exclusive venue for any such lawsuit shall be in the United States District Court or United States Bankruptcy Court for the Southern District of Florida. BY ENTERING INTO THIS AGREEMENT, THE PARTIES HEREBY EXPRESSLY WAIVE ANY RIGHTS THE PARTIES MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT. IF A PARTY FAILS TO WITHDRAW A REQUEST FOR A JURY TRIAL IN A LAWSUIT ARISING OUT OF THIS AGREEMENT AFTER WRITTEN NOTICE BY ANY OTHER PARTY OF VIOLATION OF THIS SECTION,THE PARTY MAKING THE REQUEST FOR JURY TRIAL SHALL BE LIABLE FOR THE REASONABLE ATTORNEYS' FEES AND COSTS OF ALL OTHER PARTIES IN CONTESTING THE REQUEST FOR JURY TRIAL,AND SUCH AMOUNTS SHALL BE AWARDED c BY THE COURT IN ADJUDICATING THE MOTION. 9.16 Amendments. No modification, amendment, or alteration in the terms or conditions contained herein,shall be effective unless contained in a written document prepared with the same or similar formality as this Agreement and executed by the Board and Contributing Counties or others delegated authority or otherwise authorized to execute same on their behalf. c 9.17 Prior Agreements. This Agreement represents the final and complete understanding of c the Parties regarding the subject matter hereof and supersedes all prior and ca contemporaneous negotiations and discussions regarding that subject matter. There is no commitment, agreement, or understanding concerning the subject matter of this Agreement that is not contained in this written document. 0 9.18 Payable Interest 9.18.1 Payment of Interest. Each of the Parties shall not be liable to pay any interest to any of the other Parties for any reason, whether as prejudgment interest or for any other purpose, and in,furtherance thereof each of the Parties waive, reject, disclaim, and surrender any and all entitlement it has or may have to receive interest in connection with a dispute or claim arising from, related to, or in connection with this Agreement. This paragraph shall not apply to any claim for interest, including for post-judgment interest, if such application would be co contrary to applicable law. 9.18.2 Rate of Interest. If, for whatever reason, the preceding subsection is determined to be invalid or unenforceable by a court of competent jurisdiction, the annual rate of interest payable by any of the Parties under this Agreement, whether as E prejudgment interest or for any other purpose, shall be, to the full extent permissible under applicable law, 0.25% (one quarter of one percent) simple interest (uncompounded). Page 9 of 15 Packet Pg. 2405 0.7.b 9.19 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated herein by reference. The attached Exhibits are incorporated into and made a part of this Agreement. 9.20 Representation of Authority. Each individual executing this Agreement on behalf of a party hereto hereby represents and warrants that he or she is,on the date he or she signs 0. this Agreement, duly authorized by all necessary and appropriate action to execute this Agreement on behalf of such party and does so with full legal authority. 9.21 Counterparts and Multiple Originals. This Agreement may be executed in multiple c originals, and may be executed in counterparts, each of which shall be deemed to be an original, but all of which,taken together, shall constitute one and the same agreement. G 9.22 Contingency Fee. Each of the Parties represents that it has not paid or agreed to pay any person or entity, other than a bona fide employee working solely for a party, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. 9.23 Use of Broward Logo. Contributing Counties shall not use Broward's name, logo, or c otherwise refer to this Agreement in any marketing or publicity materials without the CO prior written consent of Broward. Broward consents to use of its name and logo in marketing and publicity materials related to the Compact by the Contributing Counties. 0 9.24 Force Maieure. If the performance of this Agreement, or any obligation hereunder, is prevented by reason of hurricane, earthquake, or other casualty caused by nature, or by labor strike, war, or by a law, order, proclamation, regulation, or ordinance of any governmental agency,the party so affected,upon giving prompt notice to the other party, shall be excused from such performance to the extent of such prevention, provided that the party so affected shall first have taken reasonable steps to avoid and remove such cause of non-performance and shall continue to take reasonable steps to avoid and remove such cause, and shall promptly notify the other Parties in writing and resume performance hereunder whenever such causes are removed; provided, however, that if such non-performance exceeds sixty (60) days, the party that is not prevented from CO performance by the force majeure event shall have the right to terminate this Agreement upon written notice to the Parties. This section shall not supersede or prevent the exercise of any right the Parties may otherwise have to terminate this Agreement. (The remainder of this page is intentionally left blank.) Page 10 of 15 Packet Pg. 2406 0.7.b IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: BROWARD COUNTY through its BOARD OF COUNTY COMMISSIONERS, signing by and through its Mayor or Vice-Mayor, authorized to execute same by Board action on the aQ day of 1!/ACdL , 20)1�'and Contributing Counties,signing by and through their officials,duly authorized to execute same. E 0 BROWARD ATTEST BROWARD COUNTY, by and through its Boar County Corn ers iy Bro. and County Administrator, as ------' �� fEx-officio Clerk of the Broward Count dayof , 201 b . 0 Board of County Commissioners Approved as to form by Andrew J. Meyers Insurance requirements approved by Broward County Attorney Broward County Governmental Center, Suite 423 Risk Management Division: 115 South Andrews Avenue Fort Lauderdale, Florida 33301 ca Telephone: (954) 357-7600 By: Telecopier: (954) 357-7641 Name: By: A7 i ?o?ore Title: 81)'Wltltv Ad Benjamin D. Crego (Date) Assistant County Attorney /aI/zz Maite Azcoitia (Date) Deputy County Attorney CREATED • �P =O cD OCT 1st 4: ;0 co v '� 1915 ;r co a �/lllilllllll° � Page 11 of 15 Packet Pg. 2407 0.7.b INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY,AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT MIAMI-DADE WITNESSES: MIAMI-DADE COU TY c By: Signature V Authorized Signor Print ame of itne s above Print Name and Title day of 20A Si ature �V EST: ca Print Name of Witness above - INGRID BETHU MY COMMISSION#GG154420 ecretary 06Aer person EXPIRES:February 21,2022 SondedThru Notary PpblcUndernriters a th rized to attest '�►!"!!%'••. INGRID BETHUNE ., MY COMMISSION#GG 154420 oe`,.r EXPIRES:February 21,2022 CORPORATE SEAL OR NOTARY ?►^;• Bonded Thor Notary Public Underwriters ( ) co T_ CD -r. M -r. M CD Page 12 of 15 Packet Pg. 2408 INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY,AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT 1 Q0. PALM BEACH R 2 ® 1 U 0201 WITNESSES: PALM BEACH COUNTY LAO U Si mature Mayor I lGu 4CON Melissa McKinla y Print Name of Witness above Print Name MAR 1 3 2016 day of 20_ gnatu #OAT to Print Nam of Witness above i1T y ri°I,,�' ATTEST: G V..••. .... 1.of It,,i Sharon R. Bock �yA 8F •. `'�, I g Cler nd mptrc� Approved as to Form and Legal Sufficie cy By: r Ot By: Deputy Cle�i' :;�2 03 County Attorney (CORPORATE SEAL OR NOTARY) APP VED S TO TERMS AND CONDITIONS E 2 By co CD �cc��/ mar-�IGJrrt CD r9 Page 14 of 15 Packet Pg. 2409 0.7.b INTERLOCAL AGREEMENT AMONG BROWARD COUNTY, MIAMI-DADE COUNTY, MONROE COUNTY,AND PALM BEACH COUNTY FOR COST SHARE SUPPORT OF SERVICES FOR THE SOUTHEAST FLORIDA REGIONAL CLIMATE CHANGE COMPACT E 0 MONROE WITNESSES: MONROE COUNTY By: Signature Authorized ignor E David Rice, Mayor Print Name of Witness above Print Name and Title 0 114day oQM,,t,- , 20 �8 Signature 0 ca ATTEST: KEVIN MADOK, CLERK Print Name of Witness above Corporate Secretary or other person authorized to attest Deputy Clerk (CORP.ORATE:SE'AL ORNOTARY) CD LLJ Crk na r C) 1 i.SC U O ROE CO TY ATT HNEY o dim to P ROV S T IFRM PEDR J.AA ASSIS NTY ATTOR EY Date Page 13 of 15 Packet Pg. 2410 0.7.b Exhibit A—ISC Scope of Services INSTITUTETOR Sustainable Communities Support for the Southeast Florida Regional Climate Change Compact Statement of Work for 2018-2020 c The Institute for Sustainable Communities ("ISC") shall provide a level of effort and time per year that will not be less than the equivalent of two (2) full-time employees during the contracted period. This level of effort will combine the time and expertise of ISC staff to provide services to the Compact including governance process facilitation and support, strategic and technical assistance, communications delivery and support, and assistance in identifying additional financial resources from federal, state, and private philanthropic sources to support the growth and expansion of Compact service delivery. The details of the services ISC shall perform are articulated in the tasks and deliverables set forth below. c 0 Task 1: Provide Secretariat Services for the Compact Task 1.1: Bi-weekly Staff Steering Committee Call Support Representative tasks include: Identifying key strategic and management issues for the ongoing c success of the Compact, developing the bi-weekly agenda in partnership with the Staff Steering Committee ("SSC"), compiling hot topics for discussion with the Compact, facilitating E communications between Compact partners, and assembling requests for Compact support and engagement. Task 1.2: Biannual (2x annually) Staff Steering Committee Retreats Representative tasks include: Identifying key strategic and management issues for the ongoing 0) success of the Compact; providing strategic advice to the SSC; developing the retreat agenda in 2 partnership with the SSC. Co T_ CD Task 1.3: General Compact Support—Priority Tasks: Representative tasks include: Providing support on short and longer-term tasks as prioritized and assigned by the SSC on an annual basis with the ability to make adjustments on a quarterly basis as issues,challenges, and opportunities arise in furthering the interests of the Compact partners. E Institute for Sustainable Communities I Page 15 Packet Pg. 2411 O.7.b Task 1.4: Annual Regional Climate Leadership Summit ("Summit")Support Representative tasks include: Participating on Summit planning team calls; assisting with the development of Summit themes, panels, and deliverables; assisting with the identification and engagement of speakers for the Summit;traveling to and participating in the Summit. Task 1.5: General Fundraising Support Representative tasks include: Identifying new grant resources for the Compact (federal, state, or private philanthropy) and coordinating the development of proposals and budgets in partnership with the SSC. 0 Task 2: Provide implementation support for the Regional Climate Action Plan ("RCAP")2.0 Task 2.1: RCAP Implementation Workshops (two per year) Representative tasks include: Designing the workshop and agenda; managing logistics; and producing the guidance materials from the RCAP for the Compact website. Task 3: Compact Communications Support Task 3.1: Compact Website and Compact Currents c Representative tasks include: Providing ongoing support and maintenance to the Compact ca website; developing new content and pages on the Compact site; developing and delivering the Compact's quarterly e-newsletter. Deliverables c ISC shall provide a quarterly narrative report detailing activities across these three key tasks, including an ISC accounting of staff time and expenses, for review and approval by the SSC. Personnel and Fringe Benefits—salaries are budgeted as gross wages and reflect current or comparable rates from ISC's current projects ISC fringe benefits are based on each employee's salary, timesheet allocations, and its Negotiated Indirect Cost Rate Agreement ("NICRA") (included as Attachment A), which is approved by United States Agency for International Development, ISC's cognizant audit agency.' Co Travel—ISC requires travelers to take reasonable steps to lower travel costs, and air travel is based on economy or coach class fares. ISC pays for actual hotel costs and provides per diem rates for meals and incidental expenses that do not exceed US Government rates. Other Direct Costs—ISC's estimates include communication and photocopying expenses and a E portion of ISC's A-133 audit expense. These expenses have been budgeted for this program based on ISC's overall program cost and budget. Institute for Sustainable Communities I Page 16 Packet Pg. 2412 O.7.b Indirect Costs—ISC's indirect cost calculation methodology uses a modified total direct cost base consisting of total direct costs, less grant agreement amounts that exceed $25,000. ISC's NICRA is currently 28 percent of its modified total direct cost base. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 0 0 c 0 ca co T- CD . cv CD Institute for Sustainable Communities I Page 17 Packet Pg. 2413 0.7.b Attachment A—ISC Negotiated Indirect Cost Rate Agreement �f • U UD E FROM THE AMERICAN PEOPLE NEGOTIATED INDIRECT COST RATE AGREEMENT O U September 29,2017 ORGANIZATION Institute for Sustainable Communities 535 Stone Cutters Way Montpelier,Vermont 05602 O U The rates approved in this Agreement are for use on grants,contracts and other agreements with 1 the Federal Government to which OMB Circular A-122 applies, subject to the conditions in section ILA, below. The rate(s) were negotiated by the U.S. Agency for International Development in accordance with the authority contained in Attachment A,Section E.2.(a),of the Circular. Effective December 26,2014,the authority contained in Appendix IV,Section C.2.a., of 2 Code of Federal Regulations(CFR)200 applies. E Secriox I:NEGOTIATED INDIRECT COST RATES o _' i EFFECTIVE PERIOD INDIRECT,COST:RATES x FRINGEBEAIEFITS= OVERDE�All^ TYPE FROM.' THROUGIi : a.. ... , Final 10-01-14 09-30-15 30.93% 29.14% E Final 10-01-15 09-30-16 30.97% 29.66% Provisional 10-01-16 1 Until Amended 35.00% 28.00% Base of Application i (a) Total labor dollars excluding national in-country staff salaries, expatriate allowances, relocation allowances and temporary staff (b) Total costs excluding overhead expenses,donated services and subawards in excess of $25,000 per each subaward CD cv r9 CD r9 U.&Agenayforlrftmational Davelopmwd 13WPennsyh=1sAvenue,NW U WashIP&n,DC 20523 mmumm.gov I Institute for Sustainable Communities I Page 18 Packet Pg. 2414 0.7.b SECTION II:GENERAL A. LIMITATIONS: Use of the rate(s)contained in this Agreement is subject to all statutory or administrative limitations and is applicable to a given grant,contract or other agreement only to the extent that funds are available. Acceptance of the rate(s)agreed to herein is predicated upon the following conditions: 0 1. That no costs other than those incurred by the granteelcontractor or allocated to the grantee/contractor via an approved central service cost allocation plan were included in its indirect cost rate proposal and that such incurred costs are legal obligations of the grantee/contractor and allowable under the governing cost principles, 2. That the information provided by the granteelcontractor which was used as a basis for acceptance of the rate(s)to herein is not subsequently found to be materially inaccurate, 3. That the same costs that have been treated as indirect costs have not been claimed as direct costs,and 4. That similar types of costs have been accorded consistent treatment. 0 B. ACCOUNTING CHANGES: The grantee/contractor is required to provide written notification to the indirect cost negotiator prior to implementing any changes which could affect the applicability of the approved rates. Any changes in accounting practice to include changes in the method of charging a particular type of cost as direct or indirect and changes _ in the indirect cost allocation base or allocation methodology require the prior approval of the Office of Overhead,Special Cost and Closeout(OCC). Failure to obtain such prior written approval may result in cost disallowance. C. NOTIFICATION TO FEDERAL AGENCIES:A copy of this document is to be provided by this organization to other Federal funding sources as a means of notifying them of the Agreement contained herein. D. PROVISIONAL-FINAL RATES:The granteelcontractor must submit a proposal to establish a final indirect cost rate within nine months after its fiscal year end. Billings and charges to E Federal awards must be adjusted if the food rate varies from the provisional rate. If the final rate is greater than the provisional rate and there are no funds available to cover the additional indirect costs,the organization may not recover all indirect costs. Conversely,if 00 the final rate is less than the provisional rate,the organization will be required to pay back T- the difference to the funding agency. c® r r9 r9 I Institute for Sustainable Communities Page 19 Packet Pg. 2415 0.7.b E. SPECIAL REMARKS: 0 1. Indirect costs charged to Federal grants/contracts by means other than the rate(s)cited in the agreement should be adjusted to the applicable rates)cited herein which should be applied to the appropriate base to identify the proper amount of indirect costs allocable to the program. M 2. Grants/contracts providing for ceilings as to the indirect cost ratc(s)or amount(s),which are ' indicated in Section I above,will be subject to the ceilings stipulated in the grant,contract or other agreement. The ceiling rate(s) or the rate(s) cited in this Agreement, whichever is lower, will be used to determine the maximum allowable indirect cost on the grant or contract agreement. 3. The rates hereby approved are subject to periodic review by the Government at any time their use is deemed improper or unreasonable. You are requested to advise the Government promptly of any circumstances,which could affect the applicability of the approved rates. 4. You are directed to submit adjustment or final financial expenditure reports(SF-425)for all flexibly priced grants and other agreements;or adjustment or final vouchers for all flexibly priced contracts within 120 days after settlement of the final annual indirect cost rates. Audit adjustments should be clearly delineated so as to be readily identifiable for verification by this office. Care should be taken that amounts claimed do not exceed award limitations or e indirect cost rate ceilings. USAID will deobligate any remaining funds if the required financial expenditure reports or vouchers are not submitted within 120 days. Once the money is de-obligated,it will not be reinstated. 0 ACCE D:Insti or Su Communities m Signature —Eug6ffia L.Brown ¢° Agreement Officer � Overhead,Special Cost and Closeout Branch Printed or Typed Name Cost,Audit and Support Division E V P . T, [�tP� 7 DI?r.WITO�J OlriceofAcquisition and Assistance � r v t U.S.Agency for Intemational Development CD tt llcAA to ® T' l Date r" CD r M !v U Institute for Sustainable Communities Page 20 Packet Pg. 2416