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Item G2BOARD OF GOVERNORS OF FIRE AND AMBULANCE DISTRICT 1 AGENDA ITEM SUMMARY Meeting Date: September 21, 2012 Bulk Item: Yes X No Division: Emergency Services Department: Fire Rescue Staff Contact Person: Mary Napoli ext. 6010 AGENDA ITEM WORDING: Approval of the second Renewal Agreement effective from October 1, 2012 through September 30, 2013, with Gila LLC d/b/a Municipal Services Bureau (MSB) for collections of outstanding account receivables from ground and air ambulance transports. ITEM BACKGROUND: On October 1, 2010 the Board entered into an Agreement between the Monroe County Board of County Commissioners and the Board of Governors Fire and Ambulance District 1 of Monroe County with Gila LLC d/b/a Municipal Services Bureau (MSB). The original agreement provides for two additional one (1) year terms, with approval of the District's governing Board. We are requesting approval to exercise the second renewal option, commencing on October 1, 2012 and ending on September 30, 2013. PREVIOUS RELEVANT BOCC ACTION: On October 1, 2010 the Board entered into a new service agreement between Gila LLC d/b/a Municipal Services Bureau (MSB) and Monroe County Board of County Commissioners and Monroe County Board of Governors Fire and Ambulance District 1 effective October 1, 2010 for the collection of outstanding ground and air ambulance account receivable balances. On September 21, 2011 the Board of County Commissioners and Monroe County Board of Governors Fire and Ambulance District 1 approved the first renewal option effective from October 1, 2011 through September 30, 2012 with Gila LLC d/b/a Municipal Services Bureau (MSB). CONTRACT/AGREEMENT CHANGES: Contract will be extended and the new expiration date will be September 30, 2013. STAFF RECOMMENDATIONS: All conditions of the contract have been met and services provided have been satisfactory. Staff recommends renewal of the contract. TOTAL COST: $4,300.00/.year INDIRECT COST: BUDGETED: Yes X No _ *Estimate based on average amount paid over the past year to the current collection agency for ground ambulance collections. COST TO COUNTY: See above SOURCE OF FUNDS: 13001-530-340 and 11001 530 340 REVENUE PRODUCING: Yes —No X AM UNT PER MONTH Year APPROVED BY: County Atty O /Purc sing Risk Management (tL< DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM # Revised 1/09 MONROE COUNTY BOARD OF GOVERNORS OF FIRE AND AMBUALNCE DISTRICT 1 CONTRACT SUMMARY Contract with: Gila LLC d/b/a Contract # Municipal Services Effective Date: 10/01/2012 Bureau (MSB) Expiration Date: 09/30/2013 Contract Purpose/Description: Second Renewal of agreement dated 10/1/12 for collections of outstanding account receivables from ground and air ambulance transport. Contract Manager: Mary Napoli 6010 Emergency Services / Stop 14 (Name) (Ext.) (Department/Stop #) for BOCC meeting on 09/19/2012 Total Dollar Value of Contract: $ Budgeted? Yes® No ❑ Grant: $ County Match: $ Deadline: 09/04/2012 CONTRACT COSTS $4,300.00/ year Current Year Account Codes: Portion: $ 13001-530-340 -_ 11001-530-340 - ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar value above) (eg. maintenance, CONTRACT REVIEW utilities, janitorial, salaries, etc Changes Date Out Date In Needed i r Division Director � -- Yes[:] No , -- j't Risk Management 'Yes ❑ No �•• �"ry O.M.B./Purch"asingy—t Z—�es❑ No County Attorney Yes❑ No Comments: uMb Corm KeviSeCi 111VU1 MUF #Z This AGREEMENT dated the day of 2012, by and between the Board of County Commissioners and the Board of Governors of Fire and Ambulance District I of Monroe County, Florida, hereinafter called the "County" and Gila LLC d/b/a Municipal Services Bureau, hereinafter called MSB, WITNESSETH WHEREAS, said agreement provided an option to the County to renew the contract for two additional ine (1) year terms, not to exceed two (2) renewals; and liable') IM"ROANWei 5,910 111,111101 ill I I I W"INWHIMIRM110 11 1 0 1 4 , 1 4 IN CONSIDERATION of the mutual convenants and obligations contained herein, the parties agree as follows: 1. The County elects to renew the contract for an additional year pursuant to paragraph 3 of the agreement entered into on October 1, 2010. 2. The effective date of this amendment is October 1, 2012 and shall extend through September 30, 2013, under the same terms and conditions of the contract dated October 1, 2010. 3. All other terms and conditions of the contract dated October 1, 2010 shall remain in full force and effect. gTwn amil'u'd a K11 4 . r..Tqo Me 0 am—U-0, Kyj Lei 0 INGREK411ito b 9 to M. /AuthoriYed Signature ............ . . ........... . . ............... . . . ......... 02 . I I - , I kneIR-leo17 . O", CERTIFICATE OF LIABILITYINSURANCE1 1 ' 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(les) must 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 NAME: ., . Wortham Insurance & Risk Mgt ' 11 1F+ 221 West 6th St 1f :Austin, TX 78701 COVERAGEADDRESS: INSURER(S) AFFORDING 512 '. 453-0031 INSURER A: Hartford Insurance Cz. ( Gila, LLC da: Municipal Service Bureau & Gila Group 325 Tuscany Way, Building 4 Austin, TX 7754 CERTIFICATE 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 CONTRACTOR 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 LTR TYPE OF INSURANCE ADDL INSR SUB WVO POLICY NUMBER POLICY EFF MM/DDIYYYY POLICY EXP MM/DDIYYYY LIMITS A GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE ® OCCUR 65UUNJ 4586 0310112012 0310112013 EACH OCCURRENCE $1 000000 PREMISS Ea occurrence)$300 OOO MED EXP (Any one person) $1 O 000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GE N'L AGGREGATE LIMIT APPLIES PER POLICY PRO LOC JECT PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS X HIRED AUTOS X NON-OW AUTOS 65UUNJ 4586 0310112012 0310112013 COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ $ A X UMBRELLA LIAR EXCESS LIAB OCCUR CLAIMS -MADE 65 HUJ 1423 3/01/2012 03/01/201 EACH OCCURRENCE $5 000 000 AGGREGATE $5 OOO 000 DIED I X1 RETENTION $1 O 000 S A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN N OFFICER/MEMBER EXCLUDED? E (Mandatory In NHI If yes, describe under DESCRIPTION OF OPERATIONS below N / A 65 EZU1313 3/01/2012 03/01/201 OTH- � STATU- IER E L EACH ACCIDENT $1,000,000 E L DISEASE - EA EMPLOYEE S1,000,000 E L DISEASE - POLICY LIMIT $1,000,000 EndorsementsForms and Commercial General Liability Coverage Form #HG0001 0605 r.onmerclal Automobile Broad Form Endorsement0910 Monroe County Board of County EXPIRATIONTHE #NOTICE ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 0 198 .-D trr of I The ACORD name and logo are registered marks of ACORD 'Cl�1y� RENEWAL AGREEMENT This AGREEMENT dated the2fday of 2011, by and between the Board of County Conunissioners and the Board of Governors of Fire and Ambulance District I of Monroe County, Florida, hereinafter called the "County" and Gila LLC d/b/a Municipal Services Bureau, hereinafter called MSB, gwfk-► ►"� WHEREAS, the parties hereto did enter into an agreement dated October 1, 2010 for collections of outstanding account receivables from ground and air ambulance transports; and WHEREAS, said agreement provided an option to the County to renew the contract for two additional one (1) year terms, not to exceed two (2) renewals; and WHEREAS, the County has elected to exercise said first one (1) year renewal option for the continuation of collections of outstanding account receivables from ground and air transports; now therefore IN CONSIDERATION of the mutual convenants and obligations contained herein, the parties agree as follows: 1. The County elects to renew the contract for an additional year pursuant to paragraph 3 of the agreement entered into on October 1, 2010. 2. The effective date of this amendment is October 1, 2011 and shall extend through September 30, 2012, under the same terms and conditions of the contract dated October 1, 2010. 3. All other terms and conditions of the contract dated October 1, 2010 shall remain in full force and effect. ttest,-DANNY L. KOLHAGE CLERK By: Deputy Clerk UNINI'm Au . onpd Signature Print Name & Title Contract with: Gila LLC d1b/a Contract # Municipal Services Effective D. 10/01/2011 Bureau (MSB) Expiration D. 09/30/2012 Contract Purpose/Description: First Renewal of agEeement dated I Q/ I / I I for collections of outstanding account receivables from tzround and air ambulance transport. Contract Manager: Camille Dubroff (Name) gn, a -.IgLojEgg' •� blow I pill I M.W. 1 "W13 Budgeted? YesfR, ,A Grant: $ County MOR Estimated Ongoing Costs: "41gagi "i-i i,• — 6010 Emergency Services / S. (Department/stop genda Deadline: $4,300.00/ year Current Year Portion: $ Account Codes: 13001-530-340 11001-530-340 ADDITIONAL COSTS _/yr For: E6 IV, Changes Date Out Date In Division Director E,: Z Needed V' YesD No/D' Risk Manag nt YesEl NoO-' O.M.B. /PurdVasing YesEl No 9 411—fl IV�` f 4.4 County Attorney YesE] NoERIPjdu,� le Comments: nmu��; mran 0 kyj Lei "A Client#: 84884 14GILACOR DATEIMMIoomYY) 3/07/2011 THIS CERTIFICATE BS ISSUED AS A MATTER OF INFORVATION ONLY AND CONFERS NO RIGHT UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIMLY BELOW. HIS CERTIFICATE OF INSURANCE DOES NOTSIT T C Ni O ER THE C ERAGE AFFORDED BY THE POLICIES EEN E ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFIC TE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL I SURED, the oil Bes mu a endorse . If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies m y require tatement n this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). RISK %1ANAG1 MF •B7 PRODUCER kAWCT ortham Insurance &Risk Mgt LAICNN E,1. 512 453-0031 tAIIC No) 512 453-0041 221 West 6th St #1400 ADDRESS wpage@wortham-austin.com Austin, TX 78701 INSURER(Sl AFFORDING COVERAGE NAIC a 512 453-0031 INSURER Hartford underwriters ins Co 30104 INSURED INSURERB Sentinel Insurance Co Ltd 11000 Gila, LLC dba: INSURER : Hartford Casualty Insurance Co 29424 Municipal Service Bureau & Gila Group INSURER 6505 Airport Boulevard, Suite 100 : INSURER E Austin, TX 78752 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 CONTRACTOR 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 ADOL SUB POLICY EFF POLICY EXP LTR_ TYPE OF INSURANCE NSR IWVO POLICY NUMBER 'MMIDDIYYYYI MMIDDIYYYY LIMITS A GENERAL LIABILITY 65UUNJW4586 3/01/2011 0310112012 EACH OCCURRENCE 51.000.000 X COMMERCIAL GENERAL LIABILITY PRpEMISES EeEuE7Den a s300 000 CLAIMS -MADE X OCCUR MED EXP Any ans pars n S10,000 PERSONAL & ADV INJURY s 1.000 000 GENERAL AGGREGATE s2 000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS COMP OP AGG s 2 000,OOO POLICY PRO- LOC S B AUTOMOBILE LIABILITY 65UUNJW4586 0310112011 03/01/201 COMBINED SINGLE LIMIT — IEa accidentS; ,000,000 ANY AUTO BODILY INJURY Per pens S ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Para c dent S NON OWNED PROPERTY DAMAGE 5 X HIRED AUTOS X AUTOS (Per $ C X UMBRELLA UAB OCCUR 65RHUJ 1423 3/01/2011 0310112012 EACH OCCURRENCE s4.000000 EXCESS LIAR CLAIMS -MADE AGGREGATE s4 000 000 DED I X RETENTIONs10000 $ OTH- C WORKERS COMPENSATION 6 EZU1313 3/0112011 03/011201 X TO Y LIMITS I rR AND EMPLOYERS' LIABILITY — — ANY PROPRIETORIPARTNERIEXECUTIVE:Y.I.N "; EL EACH ACCIDENT 51 000,()00 OFFICERIMEMBER EXCLUDED? N N I A (Mandatory In NH) `�., E L DISEASE EA EMPLOYEE 51000000 If qes, describe under DESCRIPTION OF OPERATIONS be ow } _ E L DISEASE POLICY LIMIT S1 ,0001000 k l DESCRIPTION OF OPERATIONS 1 LOCATIONS 1-VEHICLES (Atiaeh ACORD 101. Additional Remarks Schedule, if more space Is required) General Liability, Auto Liability, and Umbrella include blanket additional insured and blanket waiver of subrogation when required by written contract. Workers Compensation includes blanket waiver of subrogation when required by written contract. Insurer cannot change or cancel coverage without the insurer first giving 30 days written notice to Certificate Holder of such change, cancellation or termination. Subject to policy terms, conditions and exclusions. Monroe County Board of County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Commissioners ACCORDANCE WITH THE POLICY PROVISIONS 490 63rd Street Ocean Marathon, FL 33050 AUTHORIZED REPRESENTATIVE r ® f m 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010!05) 1 Of 1 The ACORD name and logo are registered marks of ACORD #S214384/214323 14LJT AGREEMENT BETWEEN THE BOARD OF COUNTY COMMISSIONERS '4 THE i••,"1 OF GOVERNORS FIRE AND AMBULANCE DISTRICT OF MONROE COUNTY, FLORIDA GILA CORPORATION •MUNICIPAL THIS AGREEMENT, ("AGREEMENT") is made and entered into this 15`I' day of September 2010, by and between the Board of County Commissioners and the Board of Governors of Fire and Ambulance District 1 of Monroe County, Florida, (herein referred to collectively as the "COUNTY") and Gila Corporation d/b/a Municipal Services Bureau (herein referred to as "MSB"). WITNESSETH: WHEREAS, MSB represents that it wishes to provide services as hereinafter more specifically enumerated to the COUNTY for collections of said outstanding accounts receivables from ground and air ambulance transports; and WHEREAS, the COUNTY wishes to enter into an Agreement with MSB for collecting various uncollected ground and air ambulance accounts receivables; NOW, THERFORE, in consideration of the promises contained herein, the parties agree as follows: 1. DEBT COLLECTION SERVICES — MSB will mail notices, telephone or otherwise contact debtors with outstanding accounts with the COUNTY in order to attempt to collect those monies owed by the Debtors. Demand for payment of each collection item will be in a non -threatening manner and will comply with all applicable Federal, State and local laws, rules and regulations. As payment of collection items are collected by MSB, it shall be remitted to the COUNTY by the fifteenth of the month for the previous month's activity. Each remittance shall include a statement for the commission due and shall be accompanied by a dated report which, as to each collection time included in the remittance, shall state the name of the person from whom it was collected, the amount remitted and identifying account number. 2. RESPONSIBILITY OF THE COUNTY — The COUNTY will provide, in addition to the names and last known addresses of the Debtors, all information regarding the date(s) of the alleged debt(s), the amount of such debt(s) and the date the judgment was entered against the debtor, if applicable. The information supplied to MSB by the COUNTY must be in an ANSI file format which is acceptable to MSB and shall be provided not less frequently than monthly. The COUNTY will update and correct any information it has provided MSB as soon as it is practicable. The COUNTY will notify MSB of any payment of other satisfaction of judgment made directly to the COUNTY. The COUNTY may provide this information in either hard copy or electronically. 3. CONTRACT PERIOD AND RENEWAL - The effective date of this Agreement shall be October 1, 2010 through September 30, 2011. This Agreement may be renewed annually for one (1) year terms, not to exceed two (2) renewals, subject to approval of the Fire Chief of Monroe County Fire Rescue, the Office of Management and Budget and the Monroe County Board of County Commissioners and the Monroe County Board of Governors Fire and Ambulance Districtl. 4. CONTRACT TERMINATION — Either party may terminate this agreement by providing ninety (90) days written notice. Upon notice of termination MSB shall take all steps necessary to close out any accounts with an open balance and will be responsible for complying with all provisions of this contract until the termination date. MSB will not assume new accounts after such notice of termination. MSB will be paid for its services through the termination date and MSB will not incur any expenses after notice of termination except those necessary to properly wind up its obligations under this contract and properly perform this contract. All money received on accounts, by MSB, after the termination date will be forwarded to the COUNTY without regular compensation being paid to MSB. MSB will further cooperate with any successor, debt collection service provider by turning over all records and any other documents or equipment in hard copy to useable electronic format to the COUNTY or the debt collection service provider. MSB will pay the COUNTY all funds due and owing to it as of the termination date of this contract. The provision for MSB to turn over documents and to provide all funds due and owing the COUNTY will survive the termination of this contract. 5. CAPABILITY TO PROVIDE SERVICE — MSB represents that it is an established debt collection service provider licensed to do business in the State of Florida and capable of providing all services required pursuant to this contract and that MSB has all necessary pen -nits, occupational licenses or any other license or permits required to provide services under this agreement required by any local, state, government or the federal government. MSB further represents that it has experience with debt collection practices and it has the requisite financial resources, personnel and experience to perform all services required under this agreement. 6. REPORTS -- MSB shall provide the COUNTY with monthly aging reports by the twenty-first day of the following month reflecting the status of all accounts that are currently active and MSB*s collection results as of the last day of the previous month. This report NN ill include the following information: a. Debtor's Name b. Debtor's Account Number c. Amount paid on the account during the preceding month including amounts received by COUNTY as reported to MSB. d. Unpaid balance of account e. Amount of commission due Agency. The COUNTY has the absolute right to audit any and all financial records of MSB pertaining to the collection activities carried on by MSB, pursuant to this contract. MSB shall retain such records not provided to the COUNTY for a period of three (3) years after the termination of this contract unless such records are required for pending litigation then such records shall be maintained until at least ninety (90) days after the conclusion of litigation including appeals. 7. VALID DEBTS - The COUNTY agrees that accounts placed with MSB for collection are valid and legally enforceable debts and are not disputed or subject to any bankruptcy proceedings, unless otherwise disclosed in writing by the COUNTY. WIN as , 4 We1111-1. wa; IN MIN MINE] IN III 1101111011161�� WIN, • -IffV%—_WVITrf7 M727), rate on the gross amount collected. TO M. associated with the services. lyre "T V ;Tfq,-5Cr1 —_ - . PJLrJt7J7drfr+ I'M lingual collection notices and staff, letter creation and distribution, background checks/fingerprints scans for all current and future MSB employees, National Skip tracking services, toll -free telephone numbers for debtors, independent security audit, and electronic interface (in-house programmers). The COUNTY will not be responsible to MSB for any commissions or fees for payments returned to the COUNTY or MSB for insufficient funds. the COUNTY whenever that payment or dispute occurs. MSB agrees that once an account is placed, that the COUNTY is to receive all commission due in the event that monies are collected. By the fifteenth of each month, MSB will provide a detailed reporting to the COUNTY to identify all accounts known to be collected during the prior month and to remit monies collected on the County's behalf. MSB is required to invoice the COUNTY for commissions due; the COUNTY agrees to review the invoice and forward payment to MSB in accordance with the Florida Local Government Prompt Payment Act. of MSB will be to forward any funds collected to the COUNTY subjected to MSB collecting its commission amount. twed without prior approval of the COUNTY. MSB may not affect any debtor's credit history as a result of unsuccessful collection efforts. MSB will place accounts for litigation only with prior written consent of County. • COUNTY or if suit is seriously threatened or filed, the COUNTY may request, in writing, the ii-F-ff ediate re'uff, of t�e account. TEMPrE =tWX57TfS5-,r'in noL cloliect anj LEc37iT=,PY =4411"ri— have been withdrawn fro COUNTY: Monroe County Emergency Services 490 63d Street Ocean Marathon, Fl 33050 MSB: Municipal Services Bureau 6505 Airport Blvd., Suite I (:f, Austin, TX 78752 WA 10 NJ 919:1 a 0001110OW103 0 ST- W-,T, action taken or made by MSB its* employees, agents or subcontractors. regulations pursuant to Public Law 104-191 of August 21, 1996, known as the Health Insurance Portability and Accountability Act of 1996, Subtitle F — Administrative Simplification, Section 261, el seq., as amended ("HIPAA'*), to protect the privacy of any personally identifiable protected health infon-nation (PHI) that is collected, processed or learned as a result of the Collection services provided hereunder. ees that it will: b. Use appropriate safeguards to prevent use or disclosure of PHI except as permitted by this contract; c. To mitigate, to the extent practicable, any harmful effect this is known to MSB of a use or disclosure of PHI by MSB in violation of this contract; d. Report to Monroe County any use or disclosure of PHI not provided for by this contract of which MSB becomes aware; e. Ensure that any agents or subcontractors to whom MSB provides PHI, or who have access to PHI, agree to the sarne restrictions and conditions that apply to MSB with respect to such PHI; f. Make PHI available to Monroe County and to the individual who has a right to access as required under HIPAA within 30 days of the request by Monroe County regarding the individual; g. Incorporate any amendments to PHI when noted to do so by Monroe County; HIPAA privacy rule within sixty (60) days; i. Make their interrial practices, books and records relating to the use and disclosure of PHI 00141 w. 1; 6-aw"I lWili. 11 1144, aT Services for nurooses of j. At the termination of the contract, return or destroy all PHI received from, or created or received by MSB on behalf of Monroe County, and if return is infeasible, the protections of this contract will extend to such PHI. If MSB has been approved by the Florida's Department of Labor, as an authorized self -insurer, the CO1111ty shall recognize and honor MSB*s status. MSB may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on MSBs Excess Insurance Program. If MSB participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, MSB may be required to submit updated financial statements from the fund upon request from the County. 111'rX.19'ri e obtain 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 The minimum limits acceptable shall be: If split limits are provided, the minimum limits acceptable shall be: of fit to off 0 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. policies issued to satisfy the above requirements. Professional Liability Insurance — Recognizing that the work governed by this contract involves the furnishing of advice or services of a professional nature, MSB shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of MSB arising out of work governed by this contract. The minimum limits of liability shall be: 111111illm, "Tom WITIrI.M1171 16. PAYMENTS - Payments shall be made by the COUNTY pursuant to the Florida Local Government Prompt Payment Act after the completion of the rendered services and proper invoicing by MSB. 17. CONTINGENCY- Monroe County's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Board of County Commissioners. 18. SECTION HEADINGS - Section headings have been inserted in this Agreement as a matter of this Agreement and will not be used in the interpretation of any provision of this Agreement. 19. OWNERSHIP OF THE PROJECT DOCUMENTS - The documents prepared by MSB for this Project belong to the COUNTY and may be reproduced and copied without acknowledgement or permission of MSB. off7slil• payment, nor shall it delegate any of its duties hereunder without the written consent of the COUNTY. MSB will not employ any subcontractor to perform any duties under this agreement unless such fact is made known to the COUNTY and prior written permission is granted. The COUNTY shall have the right to prohibit a subcontractor from performing any part of the contract; such right shall be reasonable exercised. Subject to the provisions of the immediately 1j§ I e t t ves _1dig jj*ul"je, ig a : hhere o �bbinds itsel I its successors, assigns and lega r I resen a i i IN110111,11110M unt ramer, I Keliffell I Eq awmdwa to I K41 dl-j IVAl J!_1 OWN 110 f-A1141 66) IL-1 IVAI I 0#0211111"Le"ININVI OWN 1011 WOMEN entity for the construction or repair of a public building or public work, may not submit bids on lea��es of real LcroLcerto toke:ublic entit magi not be awarded ori:ierform work as a MSB-auwWr.=1ier- subcontractor, or MSB 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 of the Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). k u� k4�� - , paid hereto, and may result in debarment from COUNTIES competitive procurement activities. In addition to the foregoing, MSB further represents that there has been no determination, based Statutes, as a "public entity crime" and that it has not been fon-nally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether CONUSULTANT has been placed on the convicted vendor list. defined as a"public entity crime" or has been placed on the convicted vendor list. NNOVINI'Ll OWNING ffi , a I IF-1 �m tA Q CW14 11 V I I LILWI&I I Imot - -- -11N 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 County Clerk deterinines that monies paid to MSB pursuant to this Agreement were spent for purposes riot authorized by this Agreement, the MSB shall repay the monies together with interest calculated pursuant to Sec. 55.03, of the Florida Statutes, running from the date the monies weri paid by the COUNTY. to contracts made and to be performed entirely in the State. firliX Jf41GX01h_1g is-h-r3d=ei fii4re eirfim-emcitt or interpretation of this Agreement, COUNTY and MSB agree that venue shall lie in Monroe County, Florida, in the appropriate court or before the appropriate administrative body. The Parties waive their rights to a trial byjury. This Agreement is not subject to arbitration. 25. SEVERABILITY - If any term, covenant, condition or provision of this Agreement (or the application thereof to any circurnstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terrns, 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 'WoA-Jo and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and MSB 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. 26. ATTORNEY'S FEES AND COSTS - The COUNTY and MSB agree that in the event an cause of action or administrative proceeding is initiated or defended by any party relative to th - enforcement or interpretation of this Agreement, the prevailing party shall be entitled t* I reasonable attorney*s fees, court costs, investigative, and out-of-pocket expenses, as an awar. ,v out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducte pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure an usual and customary procedures required by the circuit court of Monroe County. 27. BINDING EFFECT - The terms, covenants, conditions, and provisions of this Agreeme shall bind and inure to the benefit of the COUNTY and MSB and their respective leg representatives, successors, and assigns. e 28. AUTHORITY - Each party represents and warrants to the other that the execution, deliv e and performance of this Agreement have been duly authorized by all necessary County an corporate action, as required by law. 3 29. CLAIMS FOR FEDERAL OR STATE AID - MSB and COUNTY agree that each shall b and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose shall be approved by each party prior to submission. 30. ADJUDICATION OF DISPUTES OR DISAGREEMENTS - COUNTY and MSB agree th all disputes and disagreements shall be attempted to be resolved by meet and confer sessio between representatives of each of the parties. If no resolution can be agreed upon within 15 da after the first meet and confer session, the issue or issues shall be discussed at a public meeting I by this Agreement or by Florida law. 31. COOPERATION - In the event any administrative or legal proceeding is instituted againm either party relating to the formation, execution, performance, or breach of this Agreeme COUNTY and MSB agree to participate, to the extent required by the other party, in proceedings, hearings, processes, meetings, and other activities related to the substance of th Agreement or provision of the services under this Agreement. COUNTY and MSB specifical agree that no party to this Agreement shall be required to enter into any arbitration proceedin related to this Agreement. I 32. NONDISCRIMINATION - MSB and COUNTY agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competentjurisdiction 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. MSB or COUNTY agrees 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 an mena a, reiating to conticien L t6im Title Vill of the Civil Rights Act of 1968 (42 USC s. et seq.), as arnended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Ainericans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe amended frorn tirne to time, relating to nondiscrimination 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; 11) Any other n*&fiscrii-ninat4,n 1,r+*ms in ?my Fefer2lir st2te st2tytes v.Aick i-A?y 21,Tly t,* tke Jr2rties t*, +21 the subject matter of, this Agreement. 33. COVENANT OF NO INTEREST - MSB and COUNTY covenant that neither presently has 2ny 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. 34. CODE OF ETHICS - COUNTY agrees that officers and employees of the COUNT1 recognize and will be required to comply with the standards of conduct for public officers a employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited t solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensatio misuse of public position, conflicting employment or contractual relationship; and disclosure use of certain information. (Attachment D). 35. NO SOLICITATION/PAYMENT - MSB and COUNTY 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, MSB 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. 36. PUBLIC ACCESS - MSB and COUNTY 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 MSB and COUNTY in connection with this Agreement; and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by MSB. 37. NON -WAIVER OF IMMUNITY - Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of MSB and the COUNTY 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. 38. 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. 39. LEGAL OBLIGATIONS AND RESPONSIBILITIES — no 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. 40. 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 MSB and the COUNTY agree that neither MSB nor the COUNTY 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. 41. ATTESTATIONS AND TRUTH IN NEGOTIATION — Coincident with execution of this Agreement, MSB agrees to execute a Public Entity Crime Statement, Ethics Statement, and a Drug -Free Workplace Statement (Attachments C-E). ,42. NO PERSONAL LIABILITY - No covenant or agreement contained herein shall be deem to be a covenant greernent of any member, officer, agent or employee of Monroe County or a L X) nuee n onroe oun s reason of the execution of this Agreement. 43. 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 by signing any such counterpart. —each party hereto has caused this Agreement to be executea .y, S iuly authorized representative. .UC. kL6�— Deputy Clerk Deputy Clerk W ITN E S S: Print Name: i chael E. Epstein, CFO Print Name and Title COMMISSIONERS +Mayor hairman V pamelm TAW sim-PIRN Moto W0 Mayor/Chairman By: Date: 7.29.2010 Title: CEO Las 'I I immu W. .10.0m Indemnification and Hold Harmless for Other Contractors The Contractor covenants and agrees to indemnify, hold harinless and defend the Monroe County Board of County Commissioners and the Monroe County Board f Governors District 1, its coin mi ss ioners, officers, employees, agents and servants from any and all claims for bodily injury, including death, personal injury, and property damage, including damage to property owned by Monroe County, and any other losses, damages, and expenses of any kind, including attorney's fees, court costs and expenses, which arise out of, in connection with, or by reason of services provided by the contractor or any of its Subcontractors in any tier, occasioned by the negligence, errors, or other wrongful act or --UVMMM" ftwWoUrFROIJIffeld . I P i AFROR"Aw.YW-ierip 0i&,Gf ftco-a—ernj�il , �ee , �ervants �or agents. In the event that the service is delayed or suspended as a result of the contractor failure to purchase or maintain the required insurance, MSB shall indemnify the County from any and all increased expenses resulting from such delay. III ' ' T o- reduced- or 1eqse-red bv 6e iTSurance reauirements WIwitili'A w1i Ilia 1 0-1 W 1110.0 .70019 III I ��illi I IT! fim {2 uJolum"'KMA-Ditum FOR CONTRACT BETWEEN 1 Gila Corporation d/b/a Municipal Services Bureau Prior to the commencement of work governed by this contract, the Contractor shall obtain Workers' Compensation Insurance with limits sufficient to respond to Florida Statute 440. In addition, the Contractor 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 Contractor has been approved by the Florida's Department of Labor, as an authorized self -insurer, the County shall recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Contractor's Excess Insurance Program. If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated financial statements from the fund upon request from the County. X (I qf 3) GENERAL LIABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Gila Corporation d/b/a Municipal Services Bureau Prior to the commencement of work governed by this contract, the Contractor shall obtain 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. 14 (2 of 3) PROFESSIONAL LIABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Gila Corporation d/b/a Municipal Services Bureau Recognizing that the work governed by this contract involves the furnishing of advice or services of a professional nature, the Contractor shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of the Contractor arising out of work governed by this contract. The minimum limits of liability shall be: folio ... --.- 15 PUBLIC ENTITY CRIME STATEMENT person or affiliate who has been placed on the convicted bidder list folloNN ing a action 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 bidder, supplier, subbidder, or contractor 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 i-�seriod of 36 months from the date of bein J-V, Vrimel on the convicted bidder list." By executing this forrn, I acknowledge that I/my company is in compliance with the above. COUNTY OF Travis Date 7.29.2010 Bruce Cummings • after first being swom by me, (name individual signing) affixed his/her signature in the space provided above on this •: 29th day of 'Tuly I - Am" My cbmmission expireg-/ NOTARY PUBLIC 120 10 ADO SY&JEOF 16 S71; rW All-s-twM1W it 7-fy:of MONROE COUNTY, FLORIDA ETHICS CLAUSE Gila Corporation d/b/a Municipal Services Bureau warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10- 1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10- 1990. For breach or violation 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 any fee, commission, percentage, gift, or consideration paid tolk, the fon7ue�r ficer oremployee. (Signaftm�e�� :110maze "'llaki5i =TI-mmT.W== Bruce Cummings who, after first being sworn by me, affixed his/her signature (name of individual signing) in the space provided above on this 29th day of July 20 , "-'� L 41,A NOTARY PUBLIC L' My commission expires: 10 "MMIMMWE a DRUG -FREE WORKPLACE FORM The undersigned contractor in accordance with Florida Statute 287.087 hereby certifi that: i Gila Corporation d/b/a Municipal Services Bu r e a u (Name of Business) r7f= es a s it 7TFT-LMf-LffE= -_ - ZLTIt' 17MIT1,75717 dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Informs employees about the dangers of drug abuse in the workplace, tile business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation. and em!21oyee assistance pro ams-. and the -penalties that -may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notifies the employees that, as a condition flr 1 J11 V .11, Lokix !•cc cwatractual sewices ajam=j& le eng ovee WMINN ani, Tutiatilin *1 CnapMr65'37? 6=1 4�,T7ULT-7 U1, UP PlUd U1 gLIILJ'UF 11MU UUMU111fre or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Imposes a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Makes a good faith effort to continue to maintain a drug -free workplace through implementation of this section. NSA= person e lu-g6rr- C L the above reauirementAdI101fikki.- ffuyrsji��� Attachment E K vua,rca air ervaun Ut Lw I eU MLLUW HAVt UUN 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID Ct AIMS TYPE OF INSURANCE POUCYNUMBER _.61SBQRS8500 GENERAL LIABILITY 1000000 ' COMMERCIAL .. 1 1 : 1 l 1 r- . ■ 110110 . • .r - _ w t• r�.MIJIL41111 f �. 111 ■ + ■ • ■ AUTOMOBILE LIABILITY ■ANY AUTO 61SBQRSBSOO ■ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GARAGE LIABILITY ANY AUTO EA ACC OTHER THAN EXCESSIUM:. LIABILITY ... ' ■ OCCUR CLMMS MADE 61SBQRS8500 RETENTION $10000 WORKERSDEDUCTIBLE . • .EMPLOYERS. ©■�. LIABILITY ANY r 1 1 1 1EACH ACCIDENT OFFICERIMEMBER EXCLUDED7 • describe .. 11 lI 1 1. PROVISIONS "bet • ife•:: ;: - a. I = ., '.. 1'1 1 000000 = 1 1 1' 1 l 1 1 1 1 1 000000 Certificate holder is named as Additional Insured with respects on all r7solicies as required by written contract. This certificate replaces any ant all previously issue certificateds for the certificate holder as pertains. Subject to policy terms, conditions and exclusions. Monroe County Board of Coun Commissioners •,1 63rd Street Ocean Marathon FL 33050 DATE THEREOF, THE ISSUING INSURER MLL ENDEAVOR TO MAIL 1 DAYS WRITTEN s ST OBLIGATIONIMPOSE NO OR LIABILITY OF ANY KIND UPON THE INSUREP, ITS AGENTS OR RFPRESENTATL—FS. I ACORD 25 (2001108) 0