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Item Q09 �S Q..7 I`� County of Monroe �y,4 ' �, "tr, BOARD OF COUNTY COMMISSIONERS County �a� Mayor Michelle Coldiron,District 2 �1 `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 September 15, 2021 Agenda Item Number: Q.9 Agenda Item Summary #9651 BULK ITEM: No DEPARTMENT: County Attorney's Office TIME APPROXIMATE: STAFF CONTACT: Bob Shillinger(305) 292-3470 n/a AGENDA ITEM WORDING: Approval of an agreement for legal services with the Vose Law Firm, LLP to represent the County in Code Compliance lien collection litigation and direction to deposit a portion of the amounts received by the County as a result of the firm's efforts to the fund 148-67504 in the amount equal to the amounts paid to the firm. ITEM BACKGROUND: The County has several dozen code liens on file that are ripe for collection. The current volume exceeds the current workload capacity of the County Attorney's Office. The Vose Law Firm is a firm that represents many local governments in the state. The firm has extensive experience in representing Orange County in the collection of that jurisdiction's code liens. The firm bills at a rate of$250/hour. The County Attorney intends to assign matters to the Firm that have warrant immediate attention for liens on properties with sufficient enough value to more than adequately cover the expenditure of funds to pay the firm. The firms bill will be paid out of fund 148-67504. The County Attorney seeks Board direction to the Clerk and staff to replenish that fund with the proceeds received as a result of the Firm's efforts in amounts equal to the amount paid to the firm for its collection efforts on behalf of the County. PREVIOUS RELEVANT BOCC ACTION: n/a CONTRACT/AGREEMENT CHANGES: n/a STAFF RECOMMENDATION: Approval DOCUMENTATION: Vose Firm agreement September 2021 FINANCIAL IMPACT: Packet Pg. 3260 Q.9 Effective Date: 9/15/21 Expiration Date: TBD Total Dollar Value of Contract: TBD Total Cost to County: TBD Current Year Portion: TBD Budgeted: Yes Source of Funds: Ad valorem unincorporated area CPI: No Indirect Costs: Unknown Estimated Ongoing Costs Not Included in above dollar amounts: $10,000/month Revenue Producing: Yes If yes, amount: unknown Grant: n/a County Match: n/a Insurance Required: n/a Additional Details: n/a $250 per hour. Total amount to be determined 09/15/21 NEW COST CENTER ADDED $100,000.00 148-67504 REVIEWED BY: Bob Shillinger Completed 08/26/2021 10:45 PM Abra Campo Completed 08/27/2021 9:01 AM Bob Shillinger Completed 08/31/2021 12:56 PM Purchasing Completed 08/31/2021 12:59 PM Budget and Finance Completed 08/31/2021 4:09 PM Maria Slavik Completed 08/31/2021 4:36 PM Liz Yongue Completed 08/31/2021 5:15 PM Board of County Commissioners Pending 09/15/2021 9:00 AM Packet Pg. 3261 Q.9.a PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into this 15`h day of September 2021, by and between MONROE COUNTY, hereinafter referred to as Client, and the firm of Vase Law Firm LLP, hereinafter referred to as the Firm and/or the Attorney and/or Contractor. WHEREAS, the Client requires certain professional legal services; and, WHEREAS, the Firm represents that it is capable of providing such Services: NOW THEREFORE, in consideration of the promises contained herein, the parties hereto agree as follows: 0 U ARTICLE 1 - EFFECTIVE DATE AND TERM The effective date of this Agreement shall be September 15 2021. 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. This agreement shall replace the prior agreement between the parties plus all of its amendments. E ARTICLE 2— THE PARTIES The Client is Monroe County, acting by and through its duly elected and appointed officers and its employees. N The Firm is a business entity licensed to do business within the State of Florida. The individual timekeepers named below are licensed to practice law within the State of Florida. The Firm may not outsource the work covered by this Agreement without full written disclosure and prior written E approval from the County acting through the County Attorney. The primary attorney providing services under this Agreement shall be Wade Vase. Other timekeepers may be assigned, as provided for in Article 4. 0) ARTICLE 3 -- SERVICES TO BE PERFORMED 2 The Firm shall provide advice and legal representation to the Client with regard to the following E subject matter areas as requested by Monroe County and subject to the prior approval of the Firm: n 0 Code Enforcement Lien Foreclosures and related matters. Additional matters as assigned in writing by the County Attorney and accepted in writing by the Firm may be billed under this agreement. 3.1 No Conflicts. The Firm has conducted a thorough investigation and determined that neither the Firm nor its attorneys have any ethical impediment, real or potential, to representing the County. If any such 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 1 Packet Pg. 3262 Q.9.a 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 County to the Firm. The Firm and County acknowledge that Ralf Brookes, who is of counsel with the Firm, is presently adverse to County through another law firm on a matter in which the Firm is not involved, and the Firm and County agree that Ralf Brookes shall not work on matters for the Firm relating to the County, and shall be segregated from all Firm work and work product related to the County. 3.2 Professional Ability to Perform Work; Contract Manager. The Firm warrants that it, he or she is authorized by law to engage in the performance of the work described herein, subject to the terms and conditions set forth in this Agreement. The Firm shall designate Wade Vose as the contract manager, who at all times shall exercise independent professional judgment and shall assume professional responsibility for the services to be 0 provided. The Firm warrants that the authorized timekeepers are authorized by law and by the Rules and Regulations of the Florida Bar to engage in the performance of the activities encompassed by the Agreement. 3.3 Management of Timekeepers. The Firm is responsible for managing the matter cost-effectively and competently. The Firm shall ensure that additional timekeepers are competent, properly supervised, efficient, and in compliance with the terms of this Agreement as well as with all ethical obligations set forth in the Rules of Professional Responsibility of the Florida Bar. ARTICLE 4 - COMPENSATION y 0 4.1 FEES: `-' T_ N CD The following are approved timekeepers and their hourly rates: cV Name Hourly Rate Wade Vose $250 Gretchen R. H. Vose $250 John Cary $250 Nancy Stuparich $250 0) In addition to the above, associates and paralegals may be assigned by the Firm to work on 2 CD Monroe County matters at the rates of$200 (associates) and $120 (paralegals), respectively. E The initial timekeepers approved by the County are listed above. This list of timekeepers may be amended from time to time (including for the addition or deletion of names, or promotion of a y timekeeper from Associate to Partner) upon the prior written approval of the Monroe County Attorney. In the event that timekeepers are added, their billing rates shall be shown above, as may be amended from time to time. 4.2 COSTS: a. Travel expenses for timekeeper travel in excess of 50 miles from the timekeeper's office 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. b. Other reimbursable expenses will include court filing fees and costs, witness fees (including experts and consultants), transcripts, and court reporter fees. Pre-approval from the County must be obtained for these items. The Firm shall attach copies of 2 Packet Pg. 3263 Q.9.a statements or receipts showing that payment has been made together with any and all backup documentation to substantiate the expense to the invoice. c. Travel expenses and other reimbursable expenses outlined above must be passed through without markup. d. 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. 4.3 RETAINER A retainer will not be required. U 4.4 BILLING a All invoices shall be sent to the Client on a monthly basis. All invoices shall be paid in accordance y with Florida Local Government Prompt Payment Act unless there are disputed charges. All billing shall be done in .10 hour increments. Each invoice shall list the names of the attorneys or paralegals working on each matter and the amount of time expended on the matter by each attorney or paralegal, on a daily basis, with a short description of the work performed for that billing entry. Each invoice will be submitted with supporting documentation in a form acceptable to the Clerk of Courts, based on generally E accepted accounting principles, and such laws, rules and regulations as may govern the Clerk's disbursal of funds. The Firm will bill the County only for time reasonably and necessarily incurred to render professional services on the County's behalf in accordance with this Agreement. Time attributable to resolving billing questions is not billable. Time expended by timekeepers who have not been approved by the County is not billable. The Client will receive early and frequent evaluation of all cases. If the client is not likely to prevail in litigation, in the Firm's reasonable estimation, the Client will be advised in order to minimize litigation costs, and settle the case. ARTICLE 5 - 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 standard of care. ARTICLE 6 - COMPLIANCE WITH LAWS 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 7 - 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 do business in Florida. This insurance shall provide coverage against such liability resulting from this Contract. The minimum limits of coverage shall be $2,000,000.00 per claim and $2,000,000.00 aggregate. 3 Packet Pg. 3264 Q.9.a Certificates of insurance showing coverage in the amounts shown above is in force shall be submitted at the time of initial execution of the Agreement by both parties. The Firm shall maintain coverage in force at all times. Thereafter, the Firm shall supply new certificates of insurance, showing coverage in force, whenever the policy lapses or is replaced by another policy. ARTICLE 8— MODIFICATION and TERMINATION OF AGREEMENT Any modification or amendment to this Agreement requires the prior express written consent of both parties. 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 0 terms consistent with the Rules Regulating the Florida Bar and the State and Federal Rules of Civil Procedure. Upon termination, the Firm agrees to return copies of all documents in its possession of any n nature related to the Firm's representation of the County that have not previously been provided to the County. ARTICLE 9 - UNCONTROLLABLE FORCES N Neither the Client nor the Firm shall be considered to be in default of this Agreement if delays in 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 "Uncontrollable y 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 °' 0. which are preventable, removable, or remediable and which the non-performing party could have, 0) 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 0) 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. E ARTICLE 10— DISPUTE RESOLUTION _ 0 This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. The prevailing party in any proceeding to resolve a dispute under this Agreement shall be entitled to recover reasonable expenses, including attorney's fees and costs. E ARTICLE 11 — NOTICE Any notice required to be given under this Agreement shall be in writing and delivered by certified mail, return receipt requested, to the other party as follows: For Monroe County: For the Firm: Robert B. Shillinger, Esq. Wade C. Vose, Esq. Monroe County Attorney Vose Law Firm LLP 1111 12t" St. Suite 408 324 W. Morse Blvd. 4 Packet Pg. 3265 Q.9.a Key West, FL 33040 Winter Park, FL 32789 Tel.: (305) 292-3470 Tel: (407) 645-3735 Fax: (305) 292-3516 Fax: (407)628-5670 ARTICLE 12- ETHICS CLAUSE 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 U employee. The parties recognize and agree 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. E ARTICLE 13- GOVERNING LAW This Agreement shall be governed and construed by and in accordance with the laws of the State of Florida. Venue for any legal action which may arise out of or under this agreement N shall be in Monroe County, Florida. ARTICLE 14- RECORDS The Firm shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. If an auditor employed by the County or the Clerk of Courts determines that monies paid to the Firm were spent for purposes not authorized by this Agreement, the Firm shall repay the monies E together with interest calculated pursuant to Section 55.03, F.S., running from the date the monies 2 were paid to the Firm. ARTICLE 15- FLORIDA PUBLIC RECORDS LAW Per F.S. 119.0701, the Firm shall: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the public agency. 5 Packet Pg. 3266 Q.9.a 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. A contractor who fails to provide public records to Monroe County or pursuant to a valid public records request within a reasonable time may be subject to penalties under section 119.10, Florida Statutes. The County shall have the right to unilaterally cancel this contract upon violation U of this provision by the Contractor. Failure of the Contractor to abide by the terms of this provision shall be deemed a material breach of this contract and the Contractor may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to a, reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Firm shall not transfer custody, release, alter, destroy, or otherwise dispose of any public records except as provided in this provision or as otherwise provided by law. 0 IF THE CONTRACTOR HAS QUESTIONS REGARDING THE E APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE y CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: BRIAN BRADLEY, C/O MONROE COUNTY ATTORNEY'S OFFICE, CD 1111 12TH ST., SUITE 408, KEY WEST FL 33040, bradley- E Tian onr ec unty- 1. , (305) 292-3470. ARTICLE 16 — MISCELLANEOUS ) A. F.S. 287.135: This contract is terminable at the option of the County if the firm is E found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel. E B. Public Entity Crime Statement: A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid, proposal, y or reply on a contract to provide any goods or services to a public entity, may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. By signing this Agreement, CONTRACTOR represents that the execution of this Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of terms of this contract shall result in termination of this Agreement and recovery of all monies paid hereto, suspension of the ability to bid on and perform County contracts, and may result in debarment from COUNTY's competitive procurement activities. 6 Packet Pg. 3267 Q.9.a In addition to the foregoing, CONTRACTOR further represents that there has been no determination, based on an audit, that it or any subcontractor has committed an act defined by Section 287.133, Florida Statutes, as a "public entity crime" and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether CONTRACTOR has been placed on the convicted vendor list. CONTRACTOR will promptly notify the COUNTY if it or any subcontractor or CONTRACTOR is formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. C. Ethics Clause: The Firm warrants that it has not employed, retained, or otherwise had act on its behalf, any former County officer or employee subject to the prohibition y of Monroe County Ordinance No. 010-1990 or any current County officer or employee in violation of Section 3 of Ordinance No. 020-1990. For breach or reviolation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of a, any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. 0 D. No Solicitation 1 No Payment: The CONTRACTOR and COUNTY warrant that, in E 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 N 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. E. Non-Discrimination. CONTRACTOR and COUNTY agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a 0) court of competent jurisdiction that discrimination has occurred, this Agreement automatically 2 terminates without any further action on the part of any party, effective the date of the court order. FIRM and COUNTY 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 VII of the Civil Rights Act of 1964 (PL 88-352)which prohibits 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 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 E (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 patient records; 8) Title Vill of the Civil Rights Act of 1968 (42 USC s.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 7 Packet Pg. 3268 Q.9.a s. 12101 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code, Chapter 14, Article ll, which prohibits discrimination on the basis of race, color, sexual orientation, 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 hereto, or the subject matter of, this Agreement. F. E-Verify System. In accordance with F.S. 448.095, the Contractor and any subcontractor shall register with and shall utilize the U.S. Department of Homeland Security's E- Verify system to verify the work authorization status of all new employees hired by the Contractor during the term of the Contract and shall expressly require any subcontractors performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the work authorization status of all 0 new employees hired by the subcontractor during the Contract term. Any subcontractor shall provide an affidavit stating that the subcontractor does not employ, contract with, or subcontract 2 with an unauthorized alien. The Contractor shall comply with and be subject to the provisions of F.S. 448.095. E IN WITNESS WHEREOF, the Client and the Firm have executed this Agreement as of the day and year first above written. T- N Vose Law Firm LLP MONROE COUNTY BOARD OF COUNTY cCD v COMMISSIONERS u E By.�, .:... . .._. _. .. By: Name: Wade C. Vose, Esq. Name: Michelle Coldiron Title: Partner Title: Mayor Date: Date: 0 Approved for form and legal sufficiency: Robert B Digitally signed by Robert B.Shillinger DN:cn=Robert B.Shillinger,o=Monroe Counto BOCC,ou=Monroe County Attorney, emai=shShillinger Date:202'11i08.31 b1254:33 0400'unty-fl.gov,c=US Monroe County Attorney 8 Packet Pg. 3269