Assignment of Contract 03/19/2014 SCANNED
E ` . AMY NEA VILIN CPA
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CLERK OF CIRCUIT COURT & COMPTROLLER
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C MONROEC COUNTY,FLORIDA
DATE: April2, 2014
TO: Roman Gastesi, County Administrator
ATTN: Connie Cyr
FROM: Vitia Fernandez, D.C.
At the March 19, 2014, Board of County Commissioner's meeting the Board granted approval
and authorized execution of Item P3 Approval of Assignment of Contract with Cardenas Partners, LLC
to Squire Sanders Public Advocacy, LLC through September 30, 2014, for federal lobbying services.
Enclosed is a duplicate original of the above-mentioned for your handling. Should you have any
questions,please feel free to contact me.
cc: County Attorney (w/o documents)
Finance (w/o documents)
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500 Whitehead Street Suite 101,PO Box 1980,Key West,FL 33040 Phone:305-295-3130 Fox:305-295-3663
3117 Overseas Highway,Marathon,FL 33050 Phone:305-289-6027 Fax..305-289-6025
88820 Overseas Highway,Plantation Key,FL 33070 Phone:852-7145 Fax:305-852-7146
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Assignment and Second Amendment to Agreement
for Consultant Services
Between Monroe County and
Squire Sanders Public Advocacy, LLC
This Assignment ("Assignment) and Second Amendment is made and entered
into this iteday of March,2014,by and between Monroe County, a political subdivision of the
State of Florida, and whose address is 1100 Simonton Street, Key West, Florida, 33040, its
successors and assigns, hereinafter referred to as"COUNTY,"through the Monroe County
Board of County Commissioners ("BOCC"),
AND
Squire Sanders Public Advocacy, LLC, with an address of 1200 19th Street N.W., Suite
300,Washington, DC 20036, its successors and assigns, hereinafter referred to as
"CONSULTANT".
WHEREAS, COUNTY desires to employ the professional services of CONSULTANT for
representation involving general issues of interest and importance to Monroe County and
includes services as designated by the County Administrator and agreed to by CONSULTANT;
and
WHEREAS, it is in the public interest of the citizens of Monroe County to have a
consultant to advocate and educate for their interests at the State and Federal legislative levels;
and
WHEREAS,the COUNTY had entered Into an AGREEMENT with the firm of Cardenas
Partners, LLC on January 16, 2013, as Amended on January 16, 2014; and
WHEREAS, the County has been notified that the firm of Cardenas Partners, LLC has
been dissolved; and members of the former Cardenas Partners, LLC have joined the firm of
Squire Sanders Public Advocacy, LLC; and
WHEREAS, the COUNTY wishes to hire the firm of Squire Sanders Public Advocacy,
LLC as its CONSULTANT; and
WHEREAS, Squire Sanders Public Advocacy, LLC has agreed to accept the assignment
of the Agreement and its amendment between Cardenas Partners, LLC and Monroe County
and to accept the Second Amendment to that agreement in order to provide the professional
services involving general issues of Interest and importance to Monroe County.
NOW,THEREFORE, in consideration of the mutual promises, covenants and
agreements stated herein, and for other good and valuable consideration,the sufficiency of
which is hereby acknowledged, COUNTY and CONSULTANT agree as follows:
1
1. The AGREEMENT dated January 16, 2013 and the First Amendment thereto dated
January 2014 between MONROE COUNTY and Cardenas Partners, LLC, (which is
attached hereto and made a part hereof as Exhibit°A'), is hereby assigned to the
firm of Squire Sanders Public Advocacy, LLC.
2. In addition,the CONSULTANT agrees to the following SECOND AMENDMENT to
the January 16, 2013 Agreement:
A)CONSULTANT agrees to follow the requirements from Florida Statute
119.0701 (2) related to public records requests which require the CONSULTANT
to:
(i) Keep and maintain public records that ordinarily and necessarily would
be required by the public agency in order to perform the service.\
(ii) Provide the public with access to public records on the same terms
and conditions that the public agency would provide the records and at a
cost that does not exceed the cost provided in this chapter or as
otherwise provided by law.
(iii) Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as
authorized by law.
(Iv) Meet all requirements for retaining public records and transfer, at no
cost,to the public agency all public records in possession of the
contractor upon termination of the contract and destroy any duplicate
public records that are exempt or confidential and exempt from public
records disclosure requirements. All records stored electronically must
be provided to the public agency in a format that is compatible with the
information technology systems of the public agency.
B)To assign only qualified personnel to perform any service concerning the
scope of work.At the time of execution of this Agreement,the parties
anticipate that the following named individuals will perform those functions:
(i) Alberto Cardenas
(ii) Emily Zammit
If they are replaced or others are added, CONSULTANT shall notify COUNTY of
the change immediately,so that an amendment to the Agreement can be
approved.
3. This ASSIGNMENT and SECOND AMENDMENT is effective upon execution by
CONSULTANT and acceptance and approval by COUNTY in accordance with COUNTY'S
policies, ordinances, or governing statutes, at which time all prior agreements are revoked in
favor of this Agreement.
2
4. This ASSIGNMENT and SECOND AMENDMENT shall be retroactive to March 1,
2014 and shall terminate on September 30, 2014,unless extended by written amendment.The
CONSULTANT shall be paid the amount Five Thousand Dollars ($5,500.00) per month for
seven (7) months, a total of Thirty-Eight Thousand Five Hundred Dollars ($38,500.00).
5. This ASSIGNMENT and SECOND AMENDMENT may be executed in any
number of counterparts, each of which shall be regarded as an original, all of which taken
together shall constitute one and the same instrument and any of the parties hereto may
execute this Agreement by signing any such counterpart.
6. In all other respects,the original AGREEMENT and FIRST AMENDMENT
thereto remain unchanged.
IN WITNESS WHEREOF, each party has caused this ASSIGNMENT and SECOND
„4,, .ENDMENT to be executed by its duly authorized representative.
ip� 'l� BOARD OF COUNTY COMMISSIONERS OF
rt ,MY HEAVILIN, Clerk ad. tedm MONROE COUNTY, FLORIDA
N 1
�i��!l.l .Ll_J By:
uty Clerk Mayo Chairt �
�1+I ' Date: 4/2IIL/-
Witness for Squire Sanders: S re rn� ers: (�
BY: C.��T .---- ---4By: V.tISL ------
Print Name:A :IL L-1(4O OC Print Name: ,4arSa rkS
Dater 2 1//'1 Title : N' cilL .cM.Q&
Date: 3 e2 k '% .4
MONROE COUNTY ATTORNEY
PROVED AS TO F F M:
t VD
r' NAn LEENE INCa55EL
a-
J 3 — SSIS TANT COUNTY ATTORNEY
Date
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Form W-9 Request for Taxpayer Give Form to the
(Rev
August
°") Identification Number and Certification requester. Do not
Department of the Treasury send to the IRS.
Inernei Re enue Service
Name(as shown on your income tax return)
Squire Sanders Public Advocacy LLC
e usin ass namelmaregarded entity name.if different from above
Q. Check appropriate box for federal tax tlassmeation: I Exemptions(see INWctons):
• lmtlividuausble proprietor I c corporation 5 corporation Partnership Trmbestate
a=' Exempt payee code Of any)
x l Limited liab Jny Company.Enter the tax classbcatlon(C-C corporation.5=S corporation.P=paMership) ► P Exemption from FATCA repotting
code Of any)
•
Other pee Instructions) ►
-5,▪ Address(number,street,and apt or suite no) Requester's name and address(optional)
m 1200 19th Street, NW, Suite 300
• City.state and ZIP°We
t13 Washington DC 20036
List account number(s)here(optional)
Taxpayer Identification Number(TIN)
Enter your TIN in the appropriate box.The TIN provided must match the name given on the"Name"line Social security number
to avoid backup withholding.For individuals, this is your social security number(SSN).However,for a
resident alien,sole proprietor.or disregarded entity,see the Pact I instructions on page 3.For other
entities. it is your employer identification number(EIN).If you do not have a number,see How to get a
TIN on page 3 Employer Identification number
Note,If the account is in more than one name, see the chart on page 6 for guidelines on whose P yer
number to enter. 20-8313363
Part II Certification
Under penalties of perjury,I certify that.
1 The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me),and
n not subject to backup withholding because (a) I am exempt from backup withholding.or(b)I have not been notified by the Internal Revenue
Servicee (IRS)that backup
at h backup, withholding Be a result of a failure to report allinterest or dividends,or(c)the IRS has notified me that am
no longer subject to backup withholding,and
3 I am a U.S. citizen or other U S.person(defined below),and
4 The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct.
Certification instructions.You must cross out Item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage
interest paid,acquisition or abando ent of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and
generally, payments other than int est and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the
Instructions on page 3.
Sign Signature \ r
Here U.S.person le /) Date ► February 24, 2014
General Instructions exe
tax on foreign partners'share of effectively connected income.and
. 4 rely that FATCA code(s)entered on this form(if any)indicating that you are
Section references are to the Internal Revenue Code unless d ee e pt from the FATCA reporting.is erect
Future developments The IRS has created a page on IRS gov for information Note.If you are a U.S.person and a requester gives you a form other Pan Form
about coil W-9,a weer rs govM4 information about any future developments W.9 to request you,TIN.you must use the requester's form if it s substantially
affecting Form W-9 l such as legislation enacted alter we release rt)will oe posted Srrnref to this Form Wi
Mat .
on at page Definition or a U.S.penon or federal tax purposes you are Considered all
Purpose of Form person rt you are
A Porter who'a equ rec to rule an information return with me IRS must obtain An imiwauai who is a u S o ores nament axan.
correct taxpayer identification number(TIN)to report for example Income oaid to •A partnership corporation company.or association
or organized in the
You.payments made to you in settlement Of payment card and third party network united sidled or under the lawn of the unites States
transactions,rtransactions.real estate transacims mortgage interest You pale.acquisition or •An estate tether Man a foreign estate) or
abandonment of secured property,cancdlaton of debt,w contributions you node •A domestic trust has defined in Regulations section 301 7701-71
to an IRA Special rules for partnerships.Partnerships That conduct a trade or business in
Use Form W 9 only if you are a U.5.person enduing a resident alien).to the United Slates are generally required to pay a withholding tax under section
provide your orrect TIN to tne person requesting it(the requester)and.when 1440 on any foreign partners'share of effectively connected taxable Income from
appbcable to h business Further.in certain cases where a Form'N-9 nes not been received.
Caney that the TIN you are giving is corrector you are wait¢g for a number tne rules under section 1ea6 require a partnership to presume that a partner is a
to be issued). foreign person,and pay the section 1446 withholding tax Therefore a you art a
2 Certify that yea.are not sublecl to backup entbno!ding or U.S person that is a partner in a partnership con0u0ting a trade of business in the
] Claim exemption from backupwiithholdmp if you Brea u S ei<em pt payee If United States.provide Form W-9 to the partnership Io establish your U S status
applicable,you are also certifying that as a U S.person your eimeable snare of and avoid section 1446 withholding on your share of partnership income
any partnership income from a U S.trade or business is not subject to the
Pont,W-9(Rev 0.70131
!SA
31,905O 2 000