Item D1 BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: AUGUST 20, 2014 Division: TDC
Bulk Item: Yes X No Department:
Staff Contact Person/Phone#:- Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of an agreement with Key West Business Guild, Inc. to provide visitor information
services which promote gay and lesbian tourism. Agreement will commence on October 1,
2014 and terminate on September 30, 2017 with an option to extend for one additional two-
year period.
ITEM BACKGROUND:
Due to the unique professional consultant services provided by the Key West Business Guild for the
Visitor Information Services provided to promote gay and lesbian tourism, and because the current
Monroe County Purchasing policy and Section 2-347(e)(5)(a) of the Monroe County Code allows for a
professional consultant service to be exempted from competitive bidding when "price may only be a
minor concern compared to qualitative considerations" the TDC recommends requesting a waiver
from the Monroe County Board of County Commissioners to advertise a Request for Proposals for
these services, and to enter directly into an agreement with the Key West Business Guild for this
service.
TDC approved same at their meeting of July 29, 2014.
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
New Agreement
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $50,000 per year BUDGETED: Yes X No
COST TO COUNTY: NO COST SOURCE OF FUNDS: TDC
REVENUE PRODUCING: Yes X No AMOUNT PER MONTH Year
APPROVED BY: County Atty X OA�/Purc&ing X Risk Management' X
DOCUMENTATION: Included X Not Required_
DISPOSITION• AGENDA ITEM#
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Key West Business Guild, Contract# 1340
Inc.
Effective Date: 10/1/14
Expiration Date: 9/30/17
Contract Purpose/Description:
Approval of an agreement with Key West Business Guild, Inc. to provide visitor
information services which Promote gay and lesbian tourism. Agreement will
commence on October 1, 2014 and terminate on September 30, 2017 with an
option to extend for one additional two-year period.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext.) (Department/Stop
for BOCC meeting on 8/20/14 ----------- Apnda Deadline 8/5/14
CONTRACT COSTS
Total Dollar Value of Contract: $ 50,000 per Current Year Portion:
year
Budgeted? YcsZ No Fj Account Codes : 117-77010-530340-TV57399-X-5-30340
Grant: $
County Match: $
ADDITIONAL COSTS
Estimated Ongoing Costs: $-----jyr For:
(Not included in dollar value above) (eg.maintenance,utilities,janitorial,salaries,etc.—)
CONTRACT REVIEW
Changes Date Out
Date In Needed Reviewr
Division Director 41301)44' Yes NoE] Is It,
Risk Management YcsFj Not' 4
O.M.B./Purchasing -300 1Y Yes❑Nod -7 Iq
:7 L E
County Attorney5K Yes[] NoR"� C. Limbert-Barrows I
Comments:
OMB Form Revised 2/27/01 MCP#2
KEY WEST BUSINESS GUILD — GAY & LESBIAN VIS AGREEMENT
THIS AGREEMENT (Agreement), made and entered into this day of _, 2014,
A.D., by and between MONROE COUNTY, FLORIDA, (hereinafter called the County), and
Key West Business Guild, Inc., (hereinafter called the Contractor).
WHEREAS, Contractor has successfully provided Visitor Information Services which promote
gay and lesbian tourism for the County and Tourist Development Council (TDC) since April 1,
2001; and
WHEREAS, TDC has recommended to the County that Contractor be awarded an Agreement
for Visitor Information Services which promote gay and lesbian tourism;
NOW THEREFORE, in consideration of the mutual covenants and provisions contained herein
and for the consideration hereinafter set forth, the parties mutually agree as follows:
1. The Ag
reement:: This Agreement constitutes the entire Agreement between the County
and the Contractor for the services contemplated herein. Any amendments or revisions to this
Agreement must be in writing and be executed in the same manner as this Agreement.
2. Scope of Work: Contractor shall provide Gay & Lesbian Visitor Information Services for
the County as described below:
A. The County will provide and maintain at least one (1) toll free phone number at their
own cost which may be used as a call to action number for TDC gay and lesbian
marketing, and to field visitor phone inquiries. Contractor shall respond to all telephone
inquiries from said toll free number with general information about the destination and
Monroe County.
B. The Contractor will respond to all visitor inquiries (telephone, email/web and in-
person walk-ins) for the benefit of the destination as a whole, and not just for the benefit
of the Contractor or members of the Contractor's organization, nor discriminate against
non-members.
C. The Contractor will use an approved standard template when responding to visitor
emails/web inquiries. Said template shall include a link to visit the TDC official website
(www.fla-key com), a link to sign up for a Gay & Lesbian eNewsletter via the
Contractor's website, and a link to download an electronic version of the brochure used
in VIS mail fulfillment via the Contractor's website (if mail fulfillment is provided). The
template may also include Contractor's logo and a link to Contractor's website.
D. The Contractor will give the TDC official website address: www.fla-keys.com, or its
Gay and Lesbian info page: www.fla-keys.com/gay, as the first response for a
destination website and shall introduce the official TDC website to all caller and email
enquirers as a source for further information on the destination. This provision shall not
preclude Contractor from introducing its own website as a secondary source of
information.
Key West Business Guild
Gay&Lesbian VIS
ID#: 1340
E. The Contractor will provide Visitor Information Services to visitors or enquirers
calling into, emailing or walking into the facility Monday through Saturday, 9:00 a.m. to
5:00 p.m., with the exception of Christmas Eve afternoon, Christmas Day; New Year's
Day; President's Day, Memorial Day; Easter, July 4 th Day; Labor Day and Thanksgiving
Day.
F. The Contractor will provide voice mail, answering machine or similar procedures to
capture visitor inquiries during off hour operations or call overflow.
G. The Contractor will provide and maintain a website at their own cost for gay and
lesbian visitor information; including gay and lesbian accommodations and attractions
within the destination, a link to the TDC website. The website shall be available 24
hours a day, Monday through Sunday, with the exception of required outages for site
maintenance and upgrades.
H. The Contractor will maintain an online survey of website visitors. A link to the survey
shall be placed on the homepage. The survey shall record and capture visitor market
research data; including visitor state or county of origin, gender, age, education,
income, length of stay, month of planned visit, type of accommodation desired,
accommodation cost range sought, planned activities, planned travel group, travel
method, past visitation to Key West and other destinations in consideration. Contractor
shall provide TDC with a monthly report of aggregate visitor response to online survey
questions.
I. The Contractor will provide email addresses to the TDC on a monthly basis.
J. The Contractor will provide tracking data on visitation to the website; including total
sessions, total page views, top pages viewed, top referral pages and top referral search
engines. Contractor shall provide these website visitation statistics to the TDC on a
monthly basis.
K. The Contractor will produce collateral material for gay and lesbian visitors and
provide mail fulfillment of said material internally or via subcontract. The Contractor shall
retrieve and record all information required for callers or email inquiries resulting in mail
fulfillment requests; which includes the name, address, ZIP code and telephone number
or email address (when provided) of the caller.
L. The Contractor will prepare labels, place labels on envelopes, place approved
collateral material in envelopes, place first class postage and deliver fulfillment to the
post office. The Contractor shall use its own collateral material and/or local gay/lesbian
industry materials as mail fulfillment. Contractor shall provide the TDC with a copy of
any collateral materials used for mail fulfillment for their records.
M. The Contractor will provide its own (305) telephone line(s), collateral material, mail
fulfillment envelopes/packaging, postage, postage equipment, computer equipment and
Key West Business Guild 2
Gay&Lesbian VIS
ID#: 1340
staff to provide said service. No additional funding shall be provided by the TDC for
fulfillment of these contractual services. Contractor shall provide said within the agreed
upon annual administrative fee or provide at own cost.
N. The Contractor is prohibited from distributing visitor name and address information
recorded via visitor collateral requests to third parties without the express verbal or
written consent of the visitors. Contractor shall at all times comply with the
Telecommunications Act, relevant Postal Regulations or other regulations regarding
third party mail distribution. The Contractor shall have and maintain a binding
agreement to hold harmless and indemnify the County from any claims of liability,
identify theft, bodily harm, loss of life, losses and causes of action which may arise out
of or as a result of the distribution of visitor information by the Contractor to a third party.
O. The Visitor Information Service program is subject to review and periodic change by
the Monroe County TDC. Any significant change resulting in substantial costs and/or
time in the scope of services requires the written and signed consent of both parties.
3. Compensation: Contractor shall charge Fifty Thousand ($50,000) dollars as an
annual administration fee to cover costs outlined in scope of services. Payment will be made
in eleven (111) monthly installments of four thousand, one hundred and sixty-six dollars
($4,166) and one (1) monthly installment of four thousand, one hundred and seventy four
dollars ($4,174). The BOCC and the TDC assume no liability to fund this agreement for an
amount in excess of this award. Payment for expenditures permissible by law and County
policies shall be made through reimbursement to Contractor upon presentation of invoices,
and other documentation necessary to support a claim for reimbursement. Monroe County's
performance and obligation to pay under this agreement is contingent upon an annual
appropriation by the BOCC.
4. Term of Agreement: The term of the Agreement is for three years, commencing on the
1s' day of October, 2014, and ending on the 30th day of September, 2017. In addition, the
County shall have the option to extend the Agreement for one additional two-year period.
5. Contractor's Acceptance of Conditions: The Contractor hereby agrees to carefully
examine the scope of services and assumes full responsibility therefore. Under no
circumstances, conditions or situations shall this Agreement be more strongly construed
against the County than against the Contractor.
A. Any ambiguity or uncertainty in the scope of services shall be interpreted and
construed by the County, and the County's decision shall be final and binding upon all
parties.
B. The passing, approval and/or acceptance by the County of any of the services
furnished by the Contractor shall not operate as a waiver by the County of strict
compliance with the terms of this Agreement. Failure on the part of the Contractor,
immediately after Notice to Correct a default, shall entitle the County, if it sees fit, to
correct the same and recover the reasonable cost of such replacement and/or repair
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Gay&Lesbian VIS
ID#: 1340
from the Contractor, who in any event shall be jointly and severely liable to the County
for all damage, loss and expense caused to the County by reason of the Contractor's
breach of this Agreement and/or his failure to comply strictly and in all things with this
Agreement and with the specifications.
C. The Contractor agrees that the TDC may designate representatives to visit the
Contractor's facility (ies) periodically to conduct random open file evaluations during the
Contractor's normal business hours.
D. The Contractor warrants that it has, and shall maintain throughout the term of this
Agreement, appropriate licenses and permits required to conduct its business, and that
it will at all times conduct its business activities in a reputable manner. Proof of such
licenses and permits shall be submitted to the County upon request.
6. Contractor's Financial Records: Contractor shall maintain all books, records and
documents directly pertinent to performance under this Agreement in accordance with
generally accepted accounting principles consistently applied. Each party to this Agreement or
their authorized representatives shall have reasonable and timely access to such records of
each other party to this Agreement for public records purposes during the term of the
Agreement and for four years following the termination of this Agreement.
7. Public Access: The County and Contractor 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 Contractor in conjunction with this Agreement; and the County
shall have the right to unilaterally cancel this Agreement upon violation of this provision by
Contractor.
Pursuant to F.S. 119.0701, Contractor and its subcontractors shall comply with all public
records laws of the State of Florida, including but not limited to:
(a) Keep and maintain public records that ordinarily and necessarily would be required
by Monroe County in order to perform the service.
(b) Provide the public with access to public records on the terms and conditions that
Monroe County would provide the records and at a cost that does not exceed the cost
provided in Florida Statutes, Chapter 119 or as otherwise provided by law.
(c) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law.
(d) Meet all requirements for retaining public records and transfer, at no cost, to
Monroe County all public records in possession of the Contractor upon termination of
the Agreement and destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements. All records stored
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electronically must be provided to Monroe County in a format that is compatible with the
information technology systems of Monroe County.
8. Hold Harmless: The Contractor covenants and agrees to indemnify and hold harmless
Monroe County BOCC and the TDC from any and all claims for bodily injury (including death),
personal injury and property damage (including property owned by Monroe County) and any
other losses, damages and expenses (including attorney's fees) which arise out of, in
connection with, or by reason of services provided by the Contractor or any of its
Subcontractor(s) in any tier, occasioned by the negligence, errors or other wrongful act of
omission of the Contractor or its subcontractors in any tier, their employees or agents.
9. Independent Contractor: At all times and for all purposes under this Agreement the
Contractor is an independent Contractor and not an employee of the BOCC. No statement
contained in this Agreement shall be construed so as to find the Contractor or any of its
employees, contractors, servants or agents to be employees of the BOCC.
10. Nondiscrimination: The parties agree that there will be no discrimination against any
person, and it is expressly understood that upon a determination by a court of competent
jurisdiction that discrimination has occurred, this Agreement automatically terminates without
any further action on the part of any party, effective the date of the court order. The parties
agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable,
relating to nondiscrimination. These include but are not limited to: 1) Title Vil of the Civil
Rights Act of 1964 (PL 88-352), which prohibit discrimination in employment on the basis of
race, color, religion, sex and national origin; 2) Title IX of the Education Amendment of 1972,
as amended (20 USC §§ 1681-1683, and 1685-1686), which prohibits discrimination on the
basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC § 794),
which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of
1975, as amended (42 USC §§ 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
nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and
Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended,
relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health
Service Act of 1912, §§ 523 and 527 (42 USC §§ 690dd-3 and 290ee-3), as amended, relating
to confidentiality of alcohol and drug abuse patent records; 8) Title Vill of the Civil Rights Act of
1968 (42 USC §§ 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental
or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC §§ 1201), as
amended from time to time, relating to nondiscrimination in employment on the basis of
disability; 10) Monroe County Code Chapter 13, Article V1, which prohibits discrimination on
the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender
identity or expression, familial status or age; and 11) 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. Assignment/Subcontract: The Contractor shall not assign or subcontract its obligations
under this Agreement, except in writing and with the prior written approval of the BOCC and
Contractor, which approval shall be subject to such conditions and provisions as the BOCC
may deem necessary. This paragraph shall be incorporated by reference into any assignment
Key West Business Guild 5
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or subcontract and any assignee or subcontractor shall comply with all of the provisions of this
Agreement.
12. Compliance with Law: In providing all services/goods pursuant to this Agreement, the
Contractor shall abide by all statutes, ordinances, rules and regulations pertaining to, or
regulating the provisions of, such services, including those now in effect and hereinafter
adopted. Any violation of said statutes, ordinances, rules and regulations shall constitute a
material breach of this Agreement and shall entitle the BOCC to terminate this Agreement
immediately upon delivery of written notice of termination to the Contractor, The Contractor
shall possess proper licenses to perform work in accordance with these specifications
throughout the term of this Agreement.
13, Disclosure and Conflict of Interest: The Contractor represents that it, its directors,
principles and employees, presently have no interest and shall acquire no interest, either direct
or indirect, which would conflict in any manner with the performance of services required by
this Agreement, as provided in Sect. 112.311, et seq., Florida Statutes. 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 112.313,
Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business
with one's agency; unauthorized compensation; misuse of public position, conflicting
employment or contractual relationship; and disclosure or use of certain information.
Upon execution of this Agreement, and thereafter as changes may require, the Contractor
shall notify the County of any financial interest it may have in any and all programs in Monroe
County which the Contractor sponsors, endorses, recommends, supervises or requires for
counseling, assistance, evaluation or treatment. This provision shall apply whether or not such
program is required by statute, as a condition of probation, or is provided on a voluntary basis.
The County and Contractor warrant that, in respect to itself, it has neither employed nor
retained any company or person, other than a bona fide employee working 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 provision, the
Contractor agrees that the County shall have the right to terminate this 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.
14. Arrears: The Contractor shall not pledge the County's credit or make it a guarantor of
payment or surety for any Agreement, debt, obligation, judgment, lien or any form of
indebtedness. The Contractor further warrants and represents that it has no obligation or
indebtedness that would impair its ability to fulfill the terms of this Agreement.
15. Notice Requirement: 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:
Key West Business Guild 6
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FOR TDC: Maxine Pacini
Monroe County TDC
1201 White Street, Suite 102
Key West, FL 33040
FOR COUNTY: Christine Limbert-Barrows, Assistant County Attorney
PO Box 1026
Key West, FL 33041-1026
FOR CONTRACTOR: Guy Ross
Key West Business Guild, Inc.
513 Truman Avenue
Key West, FL 33040
16. Taxes: The County is exempt from payment of Florida State Sales and Use taxes. The
Contractor shall not be exempted by virtue of the County's exemption from paying sales tax to
its suppliers for materials used to fulfill its obligations under this Agreement, nor is the
Contractor authorized to use the County's Tax Exemption Number in securing such materials.
The Contractor shall be responsible for any and all taxes, or payments of withholding, related
to services rendered under this Agreement.
17. Termination:
A. The County may terminate this Agreement for cause with seven (7) days notice to
the Contractor. Cause shall constitute a breach of the obligations of the Contractor to
perform the services enumerated as the Contractor's obligations under this Agreement.
B. Either of the parties hereto may terminate this Agreement without cause by giving
the other party sixty (60) days written notice of its intention to do so.
18. Governing Law, Venue, Interpretation, Costs and Fees:
A. This Agreement shall be governed by and construed in accordance with the laws of
the State of Florida applicable to Agreements made and to be performed entirely in the
State.
B. In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of this Agreement, the County and Contractor agree that
venue will lie in the appropriate court or before the appropriate administrative body in
Monroe County, Florida.
C. The County and Contractor agree that, in the event of conflicting interpretations of
the terms or a term of this Agreement by or between any of them the issue shall be
Key West Business Guild 7
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submitted to mediation prior to the institution of any other administrative or legal
proceeding.
D. Severability. 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, covenant, 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 this
Agreement would prevent the accomplishment of the original intent of this Agreement.
The County and Contractor 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.
E. Attorney's Fees and Costs. The County and Contractor 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, courts costs, investigative and out-of-pocket expenses in appellate proceedings.
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.
F. Adjudication of Disputes or Disagreements. County and Contractor 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.
G. Cooperation. In the event any administrative or legal proceeding is instituted against
either party relating to the formation, execution, performance or breach of this
Agreement, County and Contractor 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 Contractor specifically agree that no party to this Agreement
shall be required to enter into any arbitration proceedings related to this Agreement.
19. Binding Effect: The terms, covenants, conditions, and provisions of this Agreement
shall bind and inure to the benefit of the County and Contractor and their respective legal
representatives, successors, and assigns.
20. Authority: Each party represents and warrants to the other that the execution, delivery
and performance of this Agreement have been duly authorized by all necessary County and
corporate action, as required by law.
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21. Claims for Federal or State Aid: Contractor and County agree that each shall be, and
is, empowered to apply for, seek and obtain Federal and State funds to further the purpose of
this Agreement; provided that all applications, requests, grant proposals and funding
solicitations shall be approved by each party prior to submission.
22. Privileges and Immunities: All of the privileges and immunities from liability, exemptions
from laws, ordinances and rules, and pensions and relief, disability, 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 shall apply to the same degree and extent
to the performance of such functions and duties of such officers, agents, volunteers or
employees outside the territorial limits of the County.
23. Legal Obligations and Responsibilities: Non-Delegation of Constitutional or Statutory
Duties. This Agreement is not intended to, nor shall it be construed as, relieving any
participating 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 responsibility. Further, this
Agreement is not intended to, nor shall it be construed as, authorizing 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 this 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 Contractor agree that neither the County nor the Contractor 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: Contractor agrees to execute such documents as the County may
reasonably require, including a Public Entity Crime Statement, an Ethics Statement and a
Drug-Free Workplace Statement. 1
26. 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.
27. Execution in Counterparts: This Agreement 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 singing any such counterpart.
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28. won Heading: Section headings have been Inserted in this Agreement as a matter
of convenience of reference only, and 1110 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.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the
day and Yew first above written.
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MONROE COUNTY ATTORNEY
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