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Item P2 P.2 County �� � .�� �y,4 ' �, "tr, BOARD OF COUNTY COMMISSIONERS Mayor Michelle Coldiron,District 2 �1 nff `ll Mayor Pro Tem David Rice,District 4 -Ile Florida.Keys Craig Cates,District 1 Eddie Martinez,District 3 w Mike Forster,District 5 County Commission Meeting June 16, 2021 Agenda Item Number: P.2 Agenda Item Summary #8 129 BULK ITEM: Yes DEPARTMENT: County Attorney's Office TIME APPROXIMATE: STAFF CONTACT: Cynthia Hall (305) 292-3470 No AGENDA ITEM WORDING: Approval of Second Amendment to Professional Services Agreement with law firm, to update name of firm to Barnett Kirkwood Koche Long & Foster, P.A. and to add language authorizing County Attorney to approve changes in timekeepers. The law firm provides advice and representation on tax matters. ITEM BACKGROUND: On March 26, 2015, the County entered into a Professional Services Agreement with the law firm of Barnett, Bolt, Kirkwood, Long & Koche, P.A., for tax advice and representation, up to a maximum of fifty thousand dollars ($50,000). The name of the firm recently changed, to Barnett Kirkwood Koche Long & Foster, P.A. This amendment updates the name of the firm. The amendment also adds language stating that the County Attorney can approve changes to names of timekeepers without the need for Board approval. PREVIOUS RELEVANT BOCC ACTION: 4/15/2015, item N.2 —approval of Professional Services Agreement 3/21/2018, item R.3 — approval of First Amendment, to update names of timekeepers CONTRACT/AGREEMENT CHANGES: Updates name of firm STAFF RECOMMENDATION: Approval. DOCUMENTATION: Second Amendment to Professional Services Agreement(Monroe County) signed-1309991 Barnett, Bolt, Kirkwood, Long & Koche 041515 1st Amendment 03/21/2018 FINANCIAL IMPACT: Effective Date of Amendment: March 1, 2021 Packet Pg. 1927 P.2 Expiration Date: None Total Dollar Value of Contract: Maximum of$50,000 Total Cost to County: Maximum of$50,000 Current Year Portion: Budgeted: Yes Source of Funds: Primarily ad valorem. CPI: No Indirect Costs: None Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: No If yes, amount: Grant: County Match: Insurance Required: As specified in original Agreement Additional Details: No fiscal impact. REVIEWED BY: Cynthia Hall Completed 05/19/2021 2:33 PM Bob Shillinger Completed 05/27/2021 2:47 PM Budget and Finance Completed 05/28/2021 3:16 PM Maria Slavik Completed 05/28/2021 3:20 PM Liz Yongue Completed 06/01/2021 10:42 AM Board of County Commissioners Pending 06/16/2021 9:00 AM Packet Pg. 1928 P.2.ai SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT THIS SECOND AMENDMENT ("Amendment") to the Professional Services Agreement between MONROE COUNTY, hereinafter referred to as Client, and BARNETT, BOLT, KIRKWOOD, LONG & KOCHE, P.A., hereinafter referred to as Firm (collectively, "the Parties"), is made and entered into as of June 16, 2021. c WHEREAS, Client uses the legal services of the Firm for tax advice and representation; and WHEREAS, on March 26, 2015, the Parties entered into a Professional Services Agreement ("Agreement") for the provision of the legal services; and WHEREAS, on December 13, 2017, the Parties entered into a First Amendment to the 0 Agreement, to increase the hourly rates for three timekeepers; and WHEREAS, the Firm's name has changed, to Barnett Kirkwood Koche Long & Foster, P.A.; and WHEREAS, the Parties wish to revise the Agreement in order to update the name of the Firm; and WHEREAS, the Parties wish to amend Article 3 of the Agreement (Compensation) to update the list of approved time-keepers, and to add language making it possible to add/subtract/amend names of time-keepers upon approval of the County Attorney's Office, without the need for an amendment approved by the Board of County Commissioners. NOW THEREFORE, in consideration of the promises contained herein, the parties hereto agree as follows: 1. The name of the Firm is revised to the following wherever it appears in the Agreement: Barnett Kirkwood Koche Long & Foster, P.A. a) 2. Article 3 (Compensation) is revised in its entirety to read as follows: 2 ARTICLE 3 — COMPENSATION FEES: The following are approved time-keepers and their hourly rates: Name Hourly Rate David L. Koche $525.00 0 In addition to the above, the hourly fee in the range of $200 to $275 will be paid for the services of any associates and the hourly fee of $165 will be paid for the services of any W paralegal. Hourly rates may be redetermined in the Firm's sole discretion as of January 1 of each year. Initial time-keepers approved by the County are listed above. This list of time-keepers may be amended (including for the addition or deletion of names, or promotion of a time- 0 keeper from Associate to Partner) upon the prior written approval of the Monroe County 0) Attorney's Office. In the event that time-keepers are added, their billing rates shall be as shown above, as may be amended from time to time. 1 Packet Pg. 1929 P.2.ai 3. The changes listed in paragraphs 1 and 2 are made retroactive to March 1, 2021. 4. In all other respects the Agreement between the Parties remains unchanged, and in full force and effect. 0 IN WITNESS WHEREOF, the Client and the Firm have executed this Amendment as of the day and year first above written. BARNETT KIRKWOO CHE, MONROE COUNTY BOARD OF COUNTY LONG & FOSTER, P. COMMISSIONERS 0 By: By: ) Name: David L. Koche Name: Michelle Coldiron Title: Shareholder Title: Mayor 0 C 0 0) Approved as to form and content Monroe County Attorney's Office 5-19-2021 76 0 CL 0 2 Packet Pg. 1930 AMY NEAVILIN, CPA ,. l jy, ink ul CLERK OF CIRCUIT COURT & COMPTROLLER / MONROE COUNTY]FLORIDA y "�ORtaa,, T E DATE: April24, 2015 RE W TO: Bob Shillinger, APR 3 0 2015 County Attorney MONROE COUNTY ATrORNEY CD ATTN.- Kathy Peters 2 FROM.• Lindsey Ballard, D.C c 0 At the April 15, 2015, Board of County Commissioner's meeting the Board granted approval and W authorized execution of Item N2 Professional Services Agreement with the law firm of Barnett, Bolt, Kirkwood, Long & Koche, P.A. for advice and representation of the County in connection with employment tax issues. c Enclosed is a duplicate original of the above-mentioned for your handling. Should you have any LO questions,please feel free to contact my office. LO CD 06 0 0 cc: County Attorney (electronic copy) Finance (electronic copy) ca File E M r. 500 Whitehead Street Suite 101,PO Box 1980,Key West,FL 33040 Phone:305-295-3130 Fax.305-295-3663 31170verseas 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 Packet Pg. 1931 P.2.b COPY PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into this 26th day of March, 2015 by and between MONROE COUNTY, hereinafter referred to as Client, and BARNETT, BOLT, KIRKWOOD, LONG & KOCHE, P.A., hereinafter referred to as Firm. WHEREAS, the Client requires certain professional legal services; and, WHEREAS, the Firm represents that it is capable of providing such Services: E NOW THEREFORE, in consideration of the promises contained herein, the parties hereto agree as follows: ARTICLE 1 - EFFECTIVE DATE AND TERM The effective date of this Agreement shall be April 15, 2015. The Agreement shall continue in full force and effect until terminated either by the Firm or by the Client. Monroe County's obligation to pay is contingent upon annual appropriation by the Monroe County Board of County Commissioners. ARTICLE 2-SERVICE TO BE PERFORMED The Firm shall provide advice and legal representation with regard to taxation matters as requested by Monroe County and subject to the prior approval of the Firm, up to a maximum of fifty thousand dollars ($50,000.00). The Firm has conducted a thorough investigation and determined that neither the Firm nor its LO attorneys has any ethical impediment, real or potential, to representing the County. If any such LO impediment arises, the Firm shall immediately take steps required by Florida Bar rules to resolve the conflict or withdraw from representation. If a conflict of interest arises that cannot be avoided or mitigated under the Rules of Professional Conduct of the Florida Bar, the County may, in its discretion, (a) obtain reimbursement from the Firm for all fees and costs paid to the Firm in this matter; and (b) obtain cancellation of all further amounts allegedly owed by the 06 County to the Firm. 0 ARTICLE 3 -COMPENSATION i FEES: The following are approved time-keepers and their hourly rates: Name Hourly Rate David L. Koche $435.00 Micah G. Fogarty $250.00 Chris Dingman $215.00 In addition to the above, the hourly fee in the range of$200 to $275 will be paid for the services of any associates and the hourly fee of $145 will be paid for the services of any paralegal. Hourly rates may be redetermined in the Firm's sole discretion as of January of each year. 1 Packet Pg. 1932 P.2.b COSTS: 1. Travel expenses will be reimbursed in accordance with and at the rate set forth in the applicable provisions for "approved travelers" in the Monroe County Code, and will be summarized on the Monroe County Travel Form with all applicable receipts attached. 2. Other reimbursable expenses will include court filing fees and costs, witness fees (including experts and consultants) and court reporter fees. 0 3. All other costs will be non-reimbursable, including but not limited to postage (including overnight mail), photocopies, facsimiles, telephone charges, courier charges, and computerized research. RETAINER A retainer will not be required. BILLING All bills shall be sent to the Client on a monthly basis. All bills shall be paid in accordance with Florida Local Government Prompt Payment Act unless there are disputed charges. All billing shall be done in .10 hour increments. Each bill will include a total to date figure on individual cases. The bills will list the names of the attorneys or paralegals working on the matter. Each entry will delineate who has done the work via initials or some other method. 0 The Client will receive early and frequent evaluation of all cases. If the client is not likely to prevail in the litigation, in the Firm's reasonable estimation, the Client will be advised in order to -- minimize litigation costs, and settle the case. LO LO ARTICLE 4 -STANDARD OF CARE The Firm shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by Attorneys under similar circumstances and the Firm shall, at no additional cost to the Client, re-perform services which fail to satisfy the foregoing 06 standard of care. 0 ARTICLE 5 -COMPLIANCE WITH LAWS id 0 In performance of the Services, the Firm will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. ARTICLE 6 - INSURANCE During the performance of the Services under this Agreement, the Firm shall maintain Professional Liability Insurance, which shall be written by an insurance company authorized to F do business in Florida. This insurance shall provide coverage against such liability resulting from this Contract. The minimum limits of coverage shall be $3,000,000 per claim and $3,000,000 aggregate with a deductible of$25,000. ARTICLE 7— MODIFICATION and TERMINATION OF AGREEMENT Any modification to this Agreement requires the express written consent of both parties. 2 Packet Pg. 1933 P.2.b Client shall have the right to terminate this Agreement or suspend performance thereof without cause for the Client's convenience upon written notice to the Firm, and the Firm shall have the right to terminate or suspend performance of Services upon written notice to the Client and upon terms consistent with the Rules Regulating the Florida Bar and the State and Federal Rules of Civil Procedure. ARTICLE 8 - UNCONTROLLABLE FORCES Neither the Client nor the Firm shall be considered to be in default of this Agreement if delays in c or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non-performing party could not avoid. The term E "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the _ reasonable control of the non-performing party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions (unless such governmental action is the nonpayment of legal fees). Neither party shall, however, be excused from performance if nonperformance is due to forces which are preventable, removable, or remediable and which the non-performing party could c have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The non-performing party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. ARTICLE 9— DISPUTE RESOLUTION This Agreement shall be governed by and construed in accordance with the laws of the State of W Florida. The prevailing party in any proceeding to resolve a dispute under this Agreement shall LO be entitled to recover reasonable expenses, including attorney's fees and costs. LO ARTICLE 10— NOTICE Any notice required to be given under this Agreement shall be in writing and delivered by c certified mail, return receipt requested, to the other party as follows: For Monroe County: For the Firm: Monroe County Attorney's Office David L. Koche, Esq. 1111 12"' St. Suite 408 Barnett, Bolt, Kirkwood, Long & Koche, P.A. c 0 Key West, FL 33040 601 Bayshore Boulevard, Suite 700 Tel.: (305) 292-3470 Tampa, FL 33606 Fax: (305) 292-3516 Tel.: (813) 253-2020 ext. 111 Fax: (813)251-6711 ARTICLE 11 — ETHICS CLAUSE E The Firm warrants that it has not employed, retained or otherwise had acts on its behalf any former Monroe County Code officer or employee in violation of Section 2 of Ordinance 10-1990 or any current County officer or employee in violation of Section 3 of Monroe County Ordinance 10-1990. For breach or violation of this provision, the County may, at its discretion, terminate this Agreement without liability and may also deduct from the amount owed the full amount of any fee, commission, percentage, gift or consideration paid to the former or present County officer or employee. 3 Packet Pg. 1934 P.2.b ARTICLE 12—GOVERNING LAW This Agreement shall be governed and construed by and in accordance with the laws of the State of Florida. 0 IN WITNESS WHEREOF, the Client and the Firm have executed this Agreement as of the day and year first above written. E BARN_ ETT, BOLT, KIRKWOOD, MONROE COUNTY BOARD OF COUNTY LO KOCHE, P.A. COMMISSIONERS f By' By: E I 0 Name: David L. Koche Name: Danny L. Kolhage Title: Shareholder Title: Mayor ISM) ATTEST:AMy HEA1AUK CLERK � By, 2 LO YL ? r3EPUYY l LO A 06 i 0 0 6 ca MONROE COUNTY ATTORNEY M A OV D.AS O 0 a� NTHIA L. HALL ASSIST T COUNTY ATTORNEY Date..___ 4 Packet Pg. 1935 ya p Kevin Maldolk, CPA Clerk of the Circuit Court& Comptroller c Monroe County, Florida DATE: March 26, 2018 TO: Kathy Peters, CP County Attorney's Office 0 1013 FROM: Pamela G. Hancock, D.C. T E SUBJECT: March 21"BOCC Meeting Attached are electronic copies of the following for your handling: R2 5th Amendment to Agreement with Johnson, Anselmo, Murdock, Burke, Piper& Hochman, PA to E increase partner billing rates. m R3 ls`Amendment to Agreement with Barnett, Bolt, Kirkwood, Long & Koche to correct the hourly 0 rate for one attorney. E Should you have any questions,please feel free to contact me at ext. 3130. Thank you. E r- 0 co - CD cv cc: Finance File KEY WEST MARATHON PLANTATION KEY PKlROTH 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 305-294-4641 305-289-6027 305-852-7145 305-8 Packet Pg. 1936 FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT THIS FIRST AMENDMENT ("Amendment") to the Professional Services Agreement between MONROE COUNTY, hereinafter referred to as Client, and BARNETT, BOLT, KIRKWOOD, LONG & KOCHE, P.A., hereinafter referred to as Firm (collectively, "the Parties"), is made and entered into as of-DeeembeF -Ja P01 WHEREAS, Client uses the legal services of the Firm for tax advice and representation; and WHEREAS, on March 26, 2015, the Parties entered into a Professional Services Agreement ("Agreement") for the provision of the legal services; and ca c T WHEREAS, on April 1, 2017, the Firm notified the Client that the hourly rates of the Firm's attorneys performing work for the County were being raised; and WHEREAS, the Parties wish to revise the Agreement in order to update the hourly rates to be charged; NOW THEREFORE, in consideration of the promises contained herein, the parties hereto agree E as follows: 2 1. The hourly fees shown in Article 3 (Compensation) of the Agreement are revised to read c as follows: ARTICLE 3 - COMPENSATION FEES: The following are approved time-keepers and their hourly rates: Name Hourly Rate U) David L. Koche $450.00 co Micah G. Fogarty $275.00 Christopher R. Dingman $250.00 In addition to the above, the hourly fee in the range of $200 to $275 will be paid for the services of any associates and the hourly fee of$165 will be paid for the services of any paralegal. Hourly rates may be redetermined in the Firm's sole discretion as of January of each year. 2. The changes listed in paragraph 1 hereto are retroactive to April 1, 2017. 3. In all other respects the Agreement between the Parties remains unchanged, and in full force and effect. 1 Packet Pg. 1937 IN WITNESS WHEREOF, the Client and the Firm have executed this Agreement as of the day and year first above written. BARNETT, BOLT, KIRKWOOD, MONROE COUNTY BOARD OF COUNTY LONG & KOCHE, P.Pq COMMISSIONERS By: By. 0 Name: David L. Koche Name: pawl�G T Title: Shareholder Title: Mayor E ' uN CiLERK co CD vu �vv a�.:6U � q V r. 1 ➢ x(o r i tr-n tV C7►%� Q� `C cv C)n C.— c<;-4 p MONROE COUNTY ATTORNEY AP ROEQS �TFO YNTHIA L. HALL ASSIS ANT COU TY ATE O NEB' Date 11- � 3 -�O -- 2 Packet Pg. 1938 BARNE-1 OP ID: SC ACORO� DATE(MMIDDIYYYY) CERTIFICATE OF LIABILITY INSURANCE 11/13/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 813-251-2580 CoMNT CT Aaron Kane Shea Barclay(Tampa) PHONE 813-251-2580 FAX 813-251-2585 Mike Shea (AIC'No,Ext): (A/C,No): 501 E.Kennedy Blvd,#1000 E-MAIL Tampa,FL 33602 ADDRESS: Jack Compton INSURERS AFFORDING COVERAGE NAIC# INSURER A:Argonaut Insurance Co. O INSURED Barnett Bolt Kirkwood Long& INSURER B: ¢' Koche,P.A. W 601 Bayshore Blvd.,Suite 700 INSURERC: Tampa,FL 33606 INSURER D: t8 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE DDL UBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MM DD MM DD COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ O CLAIMS-MADE OCCUR DAMAGE TO RENTED ¢ PREMISES Ea occurrence $ ¢' MED EXP(Any oneperson) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY❑wof LOC PRODUCTS-COMP/OP AGG $ OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ ANY AUTO BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-pyyNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ $ r UMBRELLA LIAB OCCUR EACH OCCURRENCE $ CV P' EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE I I ER ANY OFFICERIMEM ER EXCLUDED?ECUTIVE ❑ N/A E.L.EACH ACCIDENT $ (Mandatory In NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ W A Prof.Liab. LPL409096-2 06108/2017 06/08/2018 Per Claim 3,000,00( Deductible $25,000 PER CLAIM Aggregate 3,000,00( r DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 161,Additional Remarks Schedule,may be attached If more space is required) PR E O *'15 MENT D E WAN CERTIFICATE HOLDER CANCELLATION MONROEC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Monroe Count Board THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Y ACCORDANCE WITH THE POLICY PROVISIONS. of County Commissioners AUTHORIZED REPRESENTATIVE ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Packet Pg. 1939 '