Item R2
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: July 20, 2005 Division: Administration
Bulk Item: Yes X No - Department: Administration
Staff Contact Person: Tom Willi
AGENDA ITEM WORDING:
Approval of retainer agreement with TPC Governmental Consulting for provision of strategic
governmental consulting services.
ITEM BACKGROUND:
The county presently uses the firm of Moody and Reyes to perform lobbying services on behalf of the
BOCC. This proposed contract would replace the relationship with Mr. Reyes.
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
STAFF RECOMMENDATIONS:
Recommend agreement approval
TOTAL COST: $66,000 BUDGETED: Yes X No -
COST TO COUNTY: SOURCE OF FUNDS:
REVENUE PRODUCING: Yes - No X AMOUNT PER MONTH - Year
-
APPROVED BY: County Atty _ OMBIPurchasing _ Risk Management _
DIVISION DIRECTOR APPROVAL: g~ J. Willi
(TYPE NAME HERE)
DOCUMENTA TION: Included X Not Required_
DISPOSITION: AGENDA ITEM #
Revised 2/05
TPC
GOVERNMENTAL CONSULTING
rVilliam R. Pfeiffer, Esq. P.o. Box 10528
Tallahassee, Florida 32302
850-212-5941
Web: tpcgc.com
Email: bill@tpcgc.com
-25-05
homas J. Willi
:ounty Administrator
Ilonroe County Florida
100 Simonton Street
uite 2-205
:ey West, Florida 33040
~e: Retainer Agreement between Monroe County and TPCGC
)ear Mr. Willi,
hank you for your interest in The Pfeiffer Company Government Consulting (TPCGC). I appreciate the opportunity to
erve Monroe County and provide it with strategic governmental consulting services. TPCGC is committed to providing
he highest level of service in furtherance of your goals. This agreement outlines the terms under which that
epresentation will occur.
'ou have requested, and TPCGC has agreed to represent Monroe County before the Legislative and Executive branches in
'lorida concerning issues relevant to Monroe County. In addition, TPCGC will occasionally provide you relevant articles,
nalyses, and important governmental announcements.
tl addition, TPCGC will always be available to advance Monroe County's interests. You may review in detail the
ualifications of TPCGC at www.tpcgc.com. TPCGC contact information is reflected above and includes my email
ddress and direct phone line.
tl exchange for these services, Monroe County agrees to pay TPCGC $5,000.00 per month beginning July I, 2005. TPCGC
vill send an invoice on the first of each month and Monroe County agrees to make full payment by the end of each
tlonth. This agreement will proceed on a quarterly basis and may be terminated by either party with 90 days written
lotice. Any costs, including travel, entertainment, and other expenses incurred on Monroe County's behalf directly
ttributable to the performance of this work will also be billed in addition to the monthly retainer. However, TPCGC
grees to secure prior authority from Thomas Willi prior to incurring more than $500.00 in expenses in any given month.
tl addition, Monroe County agrees to complete any and all forms necessary to comply with lobbyist registration and gift
,r expenditure disclosure requirements under Florida law that may arise as a result of TPCGC's representation during the
:>rm of this contract or after its termination if two reporting periods overlap.
he above reflects the complete agreement between TPCGC and Monroe County. Inasmuch, please sign the two originals
,f this agreement and return one for our files. Also, please sign the enclosed client information form and lobbyist
uthorization forms and return those with the original of this agreement. I appreciate your attention to this matter and
Jok forward to working with you. Please never hesitate to contact me at any time if I can assist Monroe County in any
tlanner.
incerely,
Villiam R. Pfeiffer
'resident
'PCGC
'or Monroe County Date
:nclosures
Curriculum Vitae
WILLIAM R. PFEIFFER, Esq.
P.O. Box 10528, Tallahassee, Florida 32302, (850) 212-5941, bi11@tpcgc.com
SUMMARY: Highly strategic, respected and seasoned attorney and governmental consultant with extensive
experience achieving in the Legislative, Executive and Judicial branches of Florida government. Focused experience
in high-level procurement activities, legislative issues and litigation. Trusted relationships with key decision-makers
at all levels of Florida government.
EDUCATION: Florida State University College of Law, J.D. 1988 - 1991
- Recipient of prestigious Book A wards in Trial Practice and Labor law
- Several Mock Trial Awards
University of North Carolina,(Asheville), B.S. 1984 - 1988
- Student-body Vice President
- Collegiate baseball player
- Numerous awards and honors
PROFESSIONAL TPC Governmental Consulting - President 2004 - current
EXPERIENCE:
Actively engaged in the strategic representation of many diverse clients before the Legislative
and Executive branches including Sprint, Verizon, Equitas, Convergys, Tenet Health Care,
Aegis Corp., Griffin Holdings, City of Delray Beach, City of North Lauderdale, International
Speedway Corp., Val-Pak, and Crowder-Gulf Inc. Key policy and political strategist for various
elected officials. Maintain trusted and seasoned relationships with Legislative and Executive
branch leadership and staff with over 10 years experience negotiating, procuring and lobbying
various issues in Florida and Washington, D. C.
Administrative Law Judge and Chief of Operations 2000 - 2004
Florida Division of Administrative Hearings (DOAH) Presided state-wide as an Administrative
Law Judge over complex litigation between various governmental agencies, local governments
and the private sector involving procurement, health care, environmental and general regulatory
matters pursuant to Chapter 120, Florida Statutes. Assisted with the management and operations
of the Division and served as the key lobbyist and liaison to the legislative and executive
branches regarding funding and legislation.
Assistant Secretary of State to Katherine Harris 1998 - 2000
Served as the Secretary's appointed Assistant Secretary of State and directly managed the
Department of State's $150 million budget, 1200 employees and 7 Divisions including
International Affairs, Elections, Corporations, Cultural Affairs, Licensing, Libraries and Historic
Preservation. Key lobbyist and, negotiator for the Department and served as the liaison to all
federal, state and local governments.
Executive Director, Florida Senate 1996 - 1998
Director and policy advisor to Florida Senate President Toni Jennings. Formulated, negotiated
and shepherd hundreds of significant legislative issues through the process. Managed executive
staff.
Staff Director, Florida Senate Rules Committee 1994 - 1996
Policy advisor to Senate President Jim Scott and Senator Toni Jennings. Formulated legislative
policy, drafted and analyzed legislation and managed staff.
Special Master, The Florida Senate 1995 - 1998
Presided as the Senate's Special Master over legislative claim bills.
Private-Practice Attorney 1991 - 1994
Law Offices of William R. Pfeiffer - Operated and managed a successful private-practice law
firm specializing in federal and state litigation, administrative law, civil forfeiture and criminal
law. Approximately 50 jury trials.
OTHER Taylor, Selvey and Blow, P.A. 01/89 - 04/91
EXPERIENCE:
Law Clerk - Assisted law firm partners with research and legal writing.
Miami-Dade County State Attorney's Office 04/90 - 09/90
Prosecutor - Prosecuted drug and violent crime cases as an intern.
Public Employee Relations' Commission 08/89 - 04/90
Chief Law Clerk - Assisted Commission Chairman with drafting, researching case law and
special projects relating to public labor law.
Florida Attorney General's Office (Civil Division) 01/89 - 07/89
Law Clerk - Assisted with defending the State of Florida in civil suits.
TEACHING Adjunct Professor and Guest Lecturer 1996 - 2001
EXPERIENCE:
Florida State University (FSU) Taught upper-level, diverse courses including Legislative
Policy, Introduction to Law, Political Speech and Florida Government
Harvard University (Kennedy School) guest lecturer 07/99
Tallahassee Community College guest lecturer routinely
ADMITTED: Florida Bar (1991)
U.S. District Court (11th Circuit, Middle and Northern District 1991)
U.S. District Court of Appeals (11th Circuit 1993)
U.S. Supreme Court (1997)
IMPORTANT: Please draft the language below on your letterhead, sign it and RETURN
IT to Bill Pfeiffer at P.O. Box 10528, Tallahassee, FL 32302 along with the client information
form. If you have any questions, please call me at (850) 212-5941. If Bill Pfeiffer has been
retained to represent you before both the Legislative and Executive branches, please send
two originals.
Thank you.
SAMPLE LETTER
Today's Date
Lobbyist Registration
Room G-68, Claude Pepper Building
111 West Madison
Tallahassee, FL 32399
Re. Designation and Authorization of Lobbyist William R. Pfeiffer
Dear Sir or Madam:
By this letter, I hereby authorize Mr. William R. Pfeiffer to be a designated lobbyist on behalf
of (your entity) before the Executive Branch/Legislative Branch for the State of Florida. (note
- circle either Executive or Legislative)
Sincerely,
Your Signature
IMPORTANT - PLEASE, DO NOT MAIL THIS LETTER OR THE AUTHORIZATION
FORMS DIRECTLY TO THE LOBBYIST REGISTRATION OFFICE ADDRESS SINCE
ALL FORMS MUST ARRIVE SIMULTANEOUSLY. I WILL FORWARD THEM ALL OF
THE FORMS.
TPC
GOVERNMENTAL CONSULTING
William R. Pfeiffer, Esq. P.o. Box 10528
Tallahassee, Florida 32302
850-212-5941
Web: tpcgc.com
Email: bill@tpcgc.com
Client Information Form
Client Name:
Contact Information:
Primary Contact:
Address:
Telephone Number (Office):
Telephone Number (Cell):
Facsimile N urn ber:
E-mail Address:
Assistant's Name:
Telephone Number:
E-mail Address:
Billing Information:
Contact Name for Invoices:
Address:
Telephone Number:
E-mail Address:
Additional Information:
Please designate the name(s) and e-mail address(es) of individuals who will receive regular
information, updates, and/ or newsclips.
Notes:
EXECUTIVE BRANCH LOBBYIST REGISTRATION
CALENDAR YEAR 2005/2006
FORM 20
Type or print clearly For Office Use: Check No. #
DL ATL ATS
Name of Lobbyist: William R. Pfeiffer
Name of Principal Represented:
Principal's Legal Business Address:
Lobbyist's Mailing Address: P.O. Box 10528 Tallahassee, FL 32302
Lobbyist's Business Phone: 850-212-5941
Lobbyist's Area of Interest: Local Government
Do you have any direct or indirect business association, partnership, or financial relationship
with any employee of an agency before which you are registering to lobby? NO
Agency Registration: ALL
(Leave blank to lobby before ALL executive branch Agencies.)
I do solemnly swear that all the foregoing facts are true and correct.
(Original Signature of Lobbyist)
NOTARY STATE OF FLORIDA, COUNTY OF
Sworn to (or affirmed) and subscribed before me this _ day of , 20------,
by
(Notary Signature)
(seal or stamp) (Print, Type or Stamp Name of Notary)
Personally known _ OR Produced Identification_
Type of Identification Produced
LEGISLATIVE BRANCH LOBBYIST REGISTRATION
CALENDAR YEAR 2005/2006
Type or print clearly For Office Use: Check No. #
DL ATL ATS
Name of Lobbyist: William R. Pfeiffer
Lobbyist's Business Address: P.O. Box 10528 Tallahassee, FL 32302
Lobbyist's Business Phone: 850-212-5941
Lobbyist's Area of Interest: Government, Health Care, Business, Insurance
Lobbyist's DL # and State: P160-936-66-3880
Name of Principal Represented:
Principal's Legal Business Address:
State the name and the extent of any direct business association or partnership you have with
any member of the Legislature: NONE.
I do solemnly swear that all the foregoing facts are true and correct.
(Original Signature of Lobbyist)
NOTARY STATE OF FLORIDA, COUNTY OF
Sworn to (or affirmed) and subscribed before me this _ day of , 20------,
by
(Notary Signature)
(seal or stamp) (Print, Type or Stamp Name of Notary)
Personally known _ OR Produced Identification_
Type of Identification Produced
INSTRUCTIONS FOR FILING FORMS
· A separate form for each principal must be submitted.
· A separate statement signed by the principal or the principal's representative authorizing
the lobbyist to represent the principal must be submitted before
registration is complete.
· The annual registration of $25 per principal must be paid at the time of registration. Make
checks payable to E.B.L.R.T.F. (Executive Branch Lobbyist Registration Trust Fund)
· All of the information must be complete or forms will be returned. Do not use
abbreviations.
· Registration is required BEFORE lobbying an agency or agency personnel.
· If a principal has one lobbyist registered, another lobbyist for that principal shall not be
allowed to register until the principal appoints one of the lobbyists as the Designated
Lobbyist for the purpose of reporting expenditures. The principal must appoint the
designated lobbyist in writing.
· Any changes to the information provided on the registration form must be reported in
writing to Lobbyist Registration within 15 days.
· Additional forms may be obtained from the Lobbyist Registration office.
· Photocopies of CE Form 20 may be submitted for registration but only with original
signatures and notarization.
· The lobbyist or principal may cancel the lobbyist's registration for that principal by written
notification to the Lobbyist Registration office. This cancellation must be provided promptly
and, until received, the lobbyist will continue to be responsible for filing all required
expenditure reports.
· Please refer to Section 112.3215, F.S., and Chapter 3412, F.A.C., for the registration and
reporting requirements for persons who register to lobby the Executive Branch. Return
Completed Forms to:
TPCGC LOBBYIST REGISTRATION and DESIGNATION FORMS
P.O. BOX 10528
TALLAHASSEE, FL 32302
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT, made and entered into this 20th day of July, 2005.
by and between The Monroe Country Board of County Commissioners,
(hereafter referred to as the County) and The Pfeiffer Company. a Florida
corporation doing business as TPC Governmental Consulting, Whose Federal
Identification Number is (hereinafter called Itlobbyist").
WHEREAS, it has been determined in the best interest of the County to
obtain lobbying services to enhance the County's representation in Tallahassee;
now therefore
IN CONSIDERATION OF the mutual promises and covenants of this
Agreement, the Parties agree as follows:
1. TERM OF AGREEMENT
This Agreement shall begin on the date first above written, and shall end
on July 19, 2006, subject to early termination as specified below. The County
shall have an option to extend this agreement for two additional one-year terms
upon the same terms and conditions, upon giving at least thirty days notice to the
lobbyist of its intention to exercise the option.
2. SCOPE OF SERVICES
The scope of services will include meeting with government officials and
advocating the County's position in all aspects of County governance Which is
affected by State action, in both the legislative and executive branches of State
government, . and participation in and facilitation of meetings between County
officials and State officials on the subject of the Florida Keys. The scope will also
include occasional meetings in the Florida Keys with County officials and staff to
educate and/or strategize. Services shall only be provided as directed by the
County Commission and communicated by the County Administrator or his
designee, which communication may be in writing or orally transmitted. Lobbyist
shall keep abreast of legislative and executive activities at the State level and
keep County informed via communications to the County Administrator. Lobbyist
may, from time to time, transmit to appropriate County officials such articles,
analyses, and governmental announcements as lobbyist deems relevant to the
operations of County government.
3. THE CONTRACT SUM
The County shall pay to the Lobbyist, pursuant to the Florida Prompt
Payment Act, upon receiving a proper invoice from the lobbyist for the faithful
performance of said service on an arrears basis. Invoicing shall be submitted in
twelve monthly installments. Documentation in support of said invoice shall
deScribe the services rendered during the month covered by the invoice. The
total Contract price shall not exceed $60,000.00, and is subject to annual
appropriation by the County Commission. The cost of any travel authorized by
P'u(
the County Administrator or his designee shall be reimbursed pursuant to rules
and regulations governing travel reimbursement and shall be in addition to the
Contract price.
4. ASSIGNMENT/SUBCONTRACT
The Lobbyist shall not assign or subcontract it obligations under this
agre&ment, except in writing and with the prior written approval of the Board of
County Commissioners for Monroe County and Lobbyist, which approval shall be
subject to such conditions and provisions as the Board may deem necessary.
This paragraph shall be incorporated by reference into any assignment or
subcontract and any assignee or subcontractor shall comply with all of the
provisions of this agreement. Unless expressly provided for therein, such
approval shall in no manner or event be deemed to impose any obligation upon
the board in addition to the total agreed-upon price of the services/goods of the
Lobbyist.
5. HOLD HARMLE~S
The Lobbyist covenants and agrees to indemnify and hold harmless
Monroe County Board of County Commissioners 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 lobbyist or any of its Subcontractor(s) in any
tier, occasioned by the negligence, errors, or other wrongful act of omission of
the lobbyist or its Subcontractors in any tier, their employees, or agents.
In the event the completion of the project (to include the work of others) is
delayed or suspended as a result of the Lobbyist's failure to purchase or maintain
the required insurance, the Lobbyist shall indemnify the County from any and all
increased expenses resulting from such delay.
The first ten dollars ($10.00) of remuneration paid to the lobbyist is for the
indemnification provided for above.
The extent of liability is in no way limited to, reduced, or lessened by the
insurance requirements contained elsewhere within this agreement.
6. INDEPENDENT CONTRACTOR
At all times and for all purposes under this agreement the Lobbyist is an
independent contractor and not an employee of the Board of County
Commissioners for Monroe County. No statement contained in this agreement
shall be construed so as to find the lobbyist or any of hislher employees,
contractors, servants, or agents to be employees of the Board of County
Commissioners for Monroe County.
7. ASSURANCE AGAINST DISCRIMINATION
County and Lobbyist 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. County or Lobbyist 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 VI of the Civil
Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of
race, color or national origin; 2) Title IX of the Education Amendment of 1972, as
amended (20 USC ss. 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 s. 794), which prohibits discrimination on the basis
of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss.
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, ss. 523 and 527 (42
USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol
and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42
USC s. 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 s.
1201 Note), as maybe amended from time to time, relating to nondiscrimination
on the basis of disability; 10) Monroe County Code Ch. 13, Art. VI, prohibiting
discrimination on the bases of race, color, sex, religion, disability, 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.
8. COMPUANCE WITH LAW
In providing all services/goods pursuant to this agreement, the Lobbyist
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 Board to terminate this contract immediately upon delivery of written note of
termination to the Lobbyist. The Lobbyist shall possess proper licenses to
perform work in accordance with these specifications throughout the term of this
contract.
9. INSURANCE
Lobbyist shall provide documentation of insurance coverage required for
those individuals or firms that perform work for or on behalf of the County, as
specified in the Monroe County Risk Management Policy and Procedures Manual
as follows:
A) General Liability Insurance. Coverage shall be maintained
throughout the life of the contract and include, as a minimum:
. Premises Operations
. Products and Completed Operations
. Blanket Contractual Liability
. Personal Injury Liability
. Expanded Definition of Property Damage
The minimum limits acceptable shall be:
$300,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$100,000 per Person
$300,000 per Occurrence
$ 50,000 Property Damage
An Occurrence Form policy is preferred. If coverage is provided on a Claims
Made policy, its provisions should include coverage for claims filed on or after the
effective date of this contract. In addition, the period for which claims may be
reported should extend for a minimum of twelve (12) months following the
acceptance of work by the County.
The Monroe County Board of County Commissioners shall be named as
Additional Insured on all policies issued to satisfy the above requirements.
B) Recognizing that the work governed by this contract requires the
use of vehicles, the Lobbyist, prior to the commencement of work, shall obtain
Vehicle Liability Insurance. Coverage shall be maintained throughout the life of
the contract and include, as a minimum, liability coverage for:
. Owned, Non-Owned, and Hired Vehicles
The minimum limits acceptable shall be:
$100,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 50,000 per Person
$100,000 per Occurrence
$ 25,000 Property Damage
The Monroe County Board of County Commissioners shaU be named as
additional Insured on all policies issued to satisfy the above requirements.
C) Prior to the commencement of work governed by this contract, the
Lobbyist shall obtain Workers' Compensation Insurance with limits sufficient to
respond to Florida Statute 440.
In addition, the Lobbyist shall obtain Employers' Liability Insurance with
limits of not less than:
$100,000 Bodily Injury by Accident
$500,000 Bodily Injury by Disease, policy limits
$100,000 Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the contract.
Coverage shall be provided by a company or companies authorized to
transact business in the state of Florida.
If the Lobbyist has been approved by the Florida's Department of Labor,
as an authorized self-insurer, the County shall recognize and honor the
Lobbyist's status. The Lobbyist may be required to submit a Letter of
Authorization issued by the Department of Labor and a Certificate of Insurance,
providing details on the Lobbyist's Excess Insurance Program.
If the Lobbyist participates in a self-insurance fund, a Certificate of
Insurance will be required. In addition, the Lobbyist may be required to submit
updated financial statements from the fund upon request from the County.
10. FUNDING AVAILABILITY
In the event that funds are partially reduced or cannot be obtained or
cannot be continued at a level sufficient to aUow for the provision of the
services/goods specified herein, this agreement may then be terminated
immediately at the option of the Board of County Commissioners by written
notice of termination delivered in person or by mail to the Lobbyist. The Board
shaU not be obligated to pay for any services provided by the Lobbyist after the
Lobbyist has received written notice of termination.
11. PROFESSIONAL RESPONSIBILITY
The Lobbyist warrants that it is authorized by law to engage in the
performance of the activities encompassed by the project herein desaibed,
subject to the terms and conditions set forth in these contract documents. The
Lobbyist shall at all times exercise independent, professional judgment and shall
assume professional responsibility for the services to be provided.
12. 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 be certified
mail, returned receipt requested, to the following:
FOR COUNlY: FOR LOBBYIST
Thomas Willi William R. Pfeiffer, Esq.
1100 Simonton Street PO Box 10528
Key West, Fl. 33040 Tallahassee, FI. 32302
13. EARLY TERMINATION
A) In the event that the Lobbyist shall be found to be negligent in any
aspect of completion of the Scope of Work, the County shall have the right to
terminate this agreement after five days written notification to the Lobbyist.
B) Either of the parties hereto may cancel this agreement without
cause by giving the other party thirty days written notice of its intention to do so.
14. GOVERNING LAWSNENUE
This Agreement shall be governed by and construed in accordance with
the laws of the State of Florida applicable to contracts made and to be performed
entirely in the State.
In the event that any cause of action or administrative proceeding is
instituted for the enforcement or interpretation of the Agreement, the County and
Lobbyist agree that venue will lie in the appropriate court or before the
appropriate administrative body in Monroe County, Florida.
The County and Lobbyist 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 submitted to mediation prior to the institution of any other
administrative or legal proceeding.
15. RECORDKEEPING
Lobbyist 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. If an auditor employed by the County or Clerk
determines that monies paid to Lobbyist pursuant to this Agreement were spent
for purposes not authorized by this Agreement, the Lobbyist shall repay the
monies together with interest calculated pursuant to Sec. 55.03, FS, running from
the date the monies were paid to Lobbyist.
16. SEVERABIUTY
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 Lobbyist 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.
17. ATTORNEY'S FEES AND COSTS
The County and Lobbyist 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.
18. BINDING EFFECT
The terms, covenants, conditions, and provisions of this Agreement shall
bind and inure to the benefit of the County and Lobbyist and their respective legal
representatives, successors, and assigns.
19. 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.
20. CLAIMS FOR FEDERAL OR STATE AID
Lobbyist 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.
21. ADJUDICATION OF OISPUTES OR DISAGREEMENTS
County and Lobbyist 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 no resolution can be agreed upon within 30 days after
.
the first meet and confer session, the issue or issues shall be discussed at a
public meeting of the Board of County Commissioners. 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.
22. 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 Lobbyist 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 Lobbyist specifically agree that no party to
this Agreement shall be required to enter into any arbitration proceedings related
to this Agreement.
23. COVENANT OF NO INTEREST
County and Lobbyist covenant that neither presently has any interest, and
shall not acquire any interest, which would conflict in any manner or degree with
its performance under this Agreement, and that only interest of each is to perform
and receive benefits as recited in this Agreement.
24. CODE OF ETHICS
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 n Section 112.313, Florida StaMes, regarding, but not
Umited 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.
25. NO SOLICIT A TIONlPA YMENT
The County and Lobbyist 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 Lobbyist 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.
26. PUBLIC ACCESS
The County and Lobbyist 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 Lobbyist in conjunction with this Agreement;
and the County shall have the right to unilaterally cancel this Agreement upon
violation of this provision by Lobbyist.
27. NON-WAIVER OF IMMUNITY
Notwithstanding the provisions of Sec. 286.28, Florida Statutes, the
participation of the County and the Lobbyist in this Agreement and the acquisition
of any commercial liability insurance coverage, self-insurance coverage, or local
government liability insurance pool coverage shall not be deemed a waiver of
immunity to the extent of liability coverage, nor shall any contract entered into by
the County be required to contain any provision for waiver.
28. PRIVILEGES AND IMMUNITIES
All of the privileges and immunities from liability, exemptions from laws,
ordinances, and ruJes 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.
29. LEGAL OBUGATIONS AND RESPONSIBIUTIES.
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 and
participating entity, in whim 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.
30. NON-REUANCE 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 Lobbyist agree that neither the County nor the Lobbyist 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.
31. A TTESTA TIONS
lobbyist agrees to execute such documents as the County may
reasonably require, to include a Public Entity Crime Statement, An Ethics
Statement, and a Drug-Free Workplace Statement.
32. NO PERSONAL LIABILITY
No covenant or agreement contained herein shall be deemed to be a
covenant or agreement of any member, officer, agent or empJoyee 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.
33. EXECUTION ON 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 signing any such counterpart.
34. SECTION HEADINGS
Section headings have been inserted in this Agreement as a matter of
convenience of reference only, and it is 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 executed this
Agreement on the day and date first written above in four (4) counterparts, each
of which shall, without proof or accounting for the other counterparts, be deemed
an original contract.
TPC Governmental Consulting
By:
William R. Pfeiffer, Esq.
AttestDANNY L. KOLHAGE. CLERK BOARDOF COUNTY
COMMISSIONERS
OF MONROE COUNTY. FLORIDA
By: By:
Deputy Clerk or Dixie Spehar