4. 07/20/2022 Agreement GV�S COURTq c
o: A Kevin Madok, CPA
-
�o ........ � Clerk of the Circuit Court& Comptroller Monroe County, Florida
�z cooN
DATE: August 1, 2022
TO: Brittany Burtner, Sr. Administrator
Marine Resources
FROM: Liz Yongue, Deputy Clerk
SUBJECT: July 20th BOCC Meeting
Attached is an electronic copy of the following executed item,which has been added to the
record:
M3 Interlocal Agreement between Monroe County and the City of Key Colony Beach
(City) reitubursing the City in an amount of up to $7,468.00 from Boating Improvement Funds for
costs to be incurred by the City during Fiscal Year 2023 for Regulatory Buoy and Sign
Replacement.
Should you have any questions please feel free to contact me at (305) 292-3550.
cc: County Attorney
Finance
File
KEY WEST MARATHON PLANTATION KEY
500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway
Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070
INTERLOCAL AGREEMENT 20th
THIS INTERLOCAL AGREEMENT (Agreement) is entered into as of this 9-?7 day of
July-:2�4�z , 2022, between the Board of County Commissioners of Monroe County, Florida, a
(,.-pDlitical subdivision of the State of Florida (the '*COUNTY" or "BOCC") and the City of Key
Colony Beach, a municipal corporation organized and existing under the laws of' the State of
Florida (the "CITY" or the "CONTRACTOR").
WITNESSETH:
WHEREAS, the COUNTY routinely uses State Boating Improvement Funds (BIF) for
recreational boating related projects within the various municipalities; and
WHEREAS, the CITY has requested that the COUNTY provide reimbursement funding
in the amount of$8,298.00 from BIF for costs to be incurred during FY23 for buoy/marker sign
replacement; and
WHEREAS, the above expenditures are qualified expenditures from the State BIF,- and
WHEREAS, at the May 18, 2022, regular BOCC meeting the Board of County
Commissioners of Monroe County, Florida, approved the selection of the BIF funding request
submitted by the CITY and to provide funding in the amount of$7,468.00,-
NOW THEREFORE, in consideration of the mutual promises and covenants herein
contained,,, it is agreed between the COUNTY and the CITY as follows:
Section I. Payment. The COUNTY agrees to reimburse the CITY for costs incurred in
FY'23 as follows:
1.1 The foregoing recitals are true and Correct and are hereby incorporated as if
fully stated herein.
1.2 Payn-lent in an amount not to exceed $7,468.00 for buoy/ marker sign
replacement.
1.3 To receive payment, the CITY shall submit all requests for payment and
applicable invoices to the Senior Administrator of the COUNTY's Marine
Resources Office by September 1, 2023. The invoices must describe the
services performed, together with proof that payment has been made to the
CITY'S sub-contractor(s).All documentation shall be forwarded to the County
Clerk for payment. Any other documentation requested by the Clerk shall be
provided.
1 A By submitting a request for payrnent the CITY represents that it has complied
with all of its purchasing requirements.
1.5 Funding of this Agreement is contingent upon an annual appropriation by the
COUNTY.
I of 10
Section 2. Tenn.
2.1 This Agreement shall become effective upon execution by both parties.
2.2 If such Notice of Termination as specified in Section 3 is given,this Agreement
shall terminate within five(5)days thereof
Section 3. Termination and Default.
3.1 In the event of any failure of compliance by either party hereto with any of its
material obligations to the other party as provided for herein such action shall
constitute a default under this Agreement.
12 Upon any such default,the non-defaulting party shall provide to the defaulting
party a written Notice of such default,which Notice(Default Notice)shall state
in reasonable detail the actions the defaulting party must take to cure the same.
33 The defaulting party shall cure any such default, within 30 days following the:
date of the Default Notice.
3.4 Notwithstanding the provisions of this Section, if any such default by the
defaulting party remains uncured at the conclusion of any specified 30 day
cure period,and if the nature of the defaulting party's obligations are such that
more than 30 days is required to effect cure,then the defaulting party shall not
be in default hereunder and the non-defaulting party shall not have the right to
exercise its termination rights granted herein as a result of any such default, if
the defaulting party commences cure within the applicable cure period and
thereafter diligently pursues cure to completion of performance.
3.5 In the event the defaulting party fails to affect any required cure as provided
for herein, the defaulting party shall be deemed to be in uncured default
hereunder, and the non-defaulting party shall have the right, but shall not be
obligated, upon written Notice to the defaulting party, to, terminate this
Agreement.
3.6 If such Notice is given,this Agreement shall terminate on the date set forth in
the Notice and the parties shall be relieved of all rights and obligations
hereunder, except for any rights and obligations, that expressly survive
termination.
Section 4. Indemnification.
4.1 To the extent permitted by law and subject to the provisions and monetary
limitations of Section 768.28, Florida Statutes, the CITY, to the extent of the
COUNTY'S potential liability pursuant to section 768.28, Florida Statutes,
does hereby agree to defend, indemnify and hold the COUNTY, its officers,
agents,or employees,harmless from and against any and all liability,damages,
costs or expenses (including reasonable attorneys' fees, costs, and expenses at
2 of 114
both the trial and appellate levels)arising from the acts or omissions of the CITY
or any third party vendor contracted by the CITY in connection with this
Agreement.
Section 5,. Notices.
5.1 All notices, requests, demands, elections, consents, approvals and other
communications hereunder must be in writing and addressed as follows,or to any
other address which either party may designate to the other party by mail:
If to Monroe C'ogpty: Roman Gastesi,Jr.
County Administrator
Monroe County
Historic Gato Building
1100 Simonton Street
Key West,Florida 33040
With a cow to Robert B. Shillinger, Esq.
Monroe County Attorneys Office
1111 12'j'Street, Suite 408
RO. Box 1026
Key West,Florida 33041-1026
If to city. David Turner
City Administrator
City of Key Colony Beach
600 West Ocean Drive
Key Colony Beach, FL 33051
With a copy to- Dirk Smits,Esq.
City Attorney
City of Key Colony Beach
60:0 West Ocean Drive
Key Colony Beach,FL 330 1
Any Notice required by this Agreement to be given or made within a specified period of
time, or on or before a date certain, shall be deemed to have been duly given if sent by
certified mad, return receipt requested,postage:and fees prepaid; band delivered,- or sent by
overnight delivery service,
Section 6. it Powers.
.1 Nothing contained herein shall be construed as waiving either party's
regulatory approval or enforcement rights, or obligations as it may relate to
regulations of general applicability,which may govern the Agreement,
3 of 10
6.2 Nothing herein shall be deemed to create an affirmative duty of either party to
abrogate its sovereign right to exercise: its police powers and governmental
powers by approving or disapproving,or taking any other action in accordance
with ordinances, rules and regulations,, federal laws and regulations and state
laws and regulations.
Section 7. Attorneys Fees and Waiver of Jury Trial,
7.1 In the event,of any litigation arising out of this Agreement,the prevailing party
shall be entitled to recover its attorneys"fees and costs,including the fees and
expenses of any paralegals, law clerks,and legal assistants, and including fees
and expenses charged for representation at both the trial and appellate levels.
72 In the event of any litigation arising out of this Agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its, right to trial
by jury.
Section 8. Governing Law.
8.1 This Agreement shall be construed in accordance with and governed by the
laws of the State of Florida. Exclusive venue for any litigation or mediation
arising out of this Agreement shall be in the 16' Judicial Circuit in and for
Monroe County, Florida, This Agreement is not subject to arbitration.
Section 9. Access to Records and Audits.
91 The CITY shall comply with all public records and records retention
requirements mandated by Section 24, Article 1, of the Florida Constitution,
and Chapter 119,,Florida Statutes,and shall keep such records as are necessary
to document the performance of the Agreement and expenses as incurred,and
give:access to these records at the request of COUNTY, the State of Florida,
the Federal Government,, or authorized agents and representatives of said
government bodies. CITY shall also provide access to the personal property
reports,permits,, and equipment purchased or utilized under this Agreement. It
is the responsibility of CITY to maintain appropriate records in accordance
with generally accepted accounting principles consistently applied to insure a
proper accounting of all funds and expenditures. Records shall be kept for a
period of five (5) years following execution of this Agreement CITY
understands that it shall be responsible for repayment of any and all audit
exceptions which are identified by the Auditor General for the State of Florida,
the Clerk of Court for Monroe County, the Board of County Commissioners
for Monroe:County, or their agents and representatives. COUNTY shall bill
CITY for the amount of the audit exception and CITY shall promptly repay
any audit exception. However, COUNTY warrants and represents that it has
Bull authority to fund the Project under the terms and conditions, specified
herein.The COUNTY and CITY shall allow and permit reasonable access to,
and inspection of, all documents, papers, letters or other materials in its
4 of 10
possession or under its control subject to the provisions of Chapter 119',Florida
Statutes,and made or received by the COUNTY and CITY in conjunction with
this,Agreement; and the COUNTY shall have the right to unilaterally cancel
this Agreement upon violation of this provision by CITY.
9.2 The COUNTY may cancel this Agreement for refusal by the CITY, or the
CITY's subcontractor, to allow access, by the County Administrator or his
designee to any Records pertaining to work performed under this Agreement
that are subject to the provisions of Chapter 119, Florida Statutes.
93 The term, "public records" and "records" shall be: the same as such term has
been defined in Chapter 119,Florida Statutes, including but not limited to any
documents,books,data(electronic or hard copy),papers and financial records
that result from the CITY or its subcontractors, performance of the Services
provided in this Agreement.
9.4 If the inspection or audit discloses that COUNTY funds paid to the CITY under
this Agreement were used for a purpose not authorized by this Agreement,then
the CITY must refund the funds improperly spent with interest calculated
pursuant to Section 55,0�3,Florida Statutes,with interest running from the date
the COUNTY paid the improperly spent funds to the CITY. This paragraph
will survive the termination of this Agreement.
9.5 The COUNTY and CONTRACTOR shall allow and permit reasonable access,
to, and inspection of, all, documents, records, papers, letters, or other "public
record"materials in its possession or under its control subject to the provisions
of Chapter 119, Florida Statutes, and made or received by the COUNTY and
CONTRACTOR in conjunction with and in connection with this Agreement
and related to Agreement performance. The COUNTY shall have the right to
unilaterally cancel this Agreement upon violation 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 Agreement and the
COUNTY may enforce the terms of this provision in the form of a court
proceeding,and shall,as a prevailing party,be entitled to reimbursement of all
attorney's fees and costs associated with that proceeding. This provision shall
survive any termination or expiration of the Agreement.
9.6 The CONTRACTOR is encouraged to consult with its advisors about Florida
Public Records Law in order to comply with this provision. Pursuant to F.S.
119.0701 and the terms and conditions of this Agreement,the CONTRACTOR
is required to:
(1) Keep and maintain public records that would be required by the COUNTY
to perform the service.
(2,) Upon receipt from the COLNTY's custodian of records, provide the
COUNTY with a copy of the requested records,or allow the records to be
5 of 10
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 Agreement term and following,
completion of the Agreement if the CONTRACTOR does,not transfer the
records to the COUNTY.
(4) Upon completion of the Agreement, transfer, at no cost, to the COUNTY
all public records in possession of the CONTRACTOR or keep and
maintain public records that would be required by the CC► to
perform the service. If the CONTRACTOR transfers all public records to
the COUNTY upon completion of the Agreement,, 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 Agreement,the CONTRACTOR shall meet all applicable requirements
for retaining public records. All records stored electronically must be
provided to the COUNTY, upon request from the COUNTY's custodian
of records, in a format that is compatible with the information technology
systems of the COUNTY.
(5) A request to inspect or copy public records relating to a COUNTY
Agreement must be made directly to the COLTNTY, but if the COUNTY
does not possess the requested records, the COUNTY shall immediately
notify the CONTRACTOR of the request, and the:CONTRACTOR must
provide the records to the COUNTY or allow the records to be inspected
or copied within a reasonable time,
If the CONTRACTOR does not comply with the COUNTY's request for
records, the COUNTY shall enforce the public records Agreement provisions
in accordance with the Agreement, notwithstanding the COUNTY's option
and right to unilaterally cancel this Agreement upon violation of this provision
by the CONTRACTOR, A CONTRACTOR who fails to provide the public
records to the COUNTY or pursuant to a valid public records request within a
reasonable time may be subject to penalties under Chapter 119, Florida
Statutes.
The CONTRACTOR shall not transfer custody, release, alter, destroy or
otherwise dispose of any public records unless or otherwise provided in this
provision or as otherwise provided by law.
6 of 10
IF THE CONTRACTOR HAS QUESTIONS REGARDING
THE APPLICATION OF CHAPTER 119, FLQRIDA
STATUTES, TO THE CONTRACTOR'S DUTY TO
PROVIDE P LIC RECORDS RELATING TO THIS
AGREEMENT,CONTACT THE CUSTODIAN OF PUBLIC
RECORDS2 BRIAN BRADLEY AT PHONE# 305-292-3470
BRADLE,Y-BRIAN@,MONROECOUNTY-FfL.GOV,
MONROE COUNTY ATTORNEYS OFFICE 1111 12,TH
Street, SUITE 40 'WEST, FL 33040!.
Section 10. Non-Assignability
10.1 This Agreement shall not be assignable by either party unless,such assignment
is,first approved by both parties.
Section 11. No Third-Party Beneficiaries.
11.1 Nothing contained herein shall, create any relationship, contractual or
otherwise, with or any rights in favor of, any third party. 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 CITY and the
COUNTY agree that neither the CITY 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.
Section 12. Non-Waiver of Immunity.
12.1 Notwithstanding the provisions, of Section 768.28, Florida Statutes, the
participation of the CITY 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 CITY or COUNTY be required to contain any
provision for waiver.
Section 13. Privileges and Immunities.
13.1 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,
7 of 10
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 fimctions, and duties of such officers, agents,
volunteers,or employees outside the territorial limits of the COUNTY.
Section 14. Independent Contractor.
14.1 The CITY and its employees, volunteers, agents, vendors and subcontractor's
shall be and remain independent contractor and not agents or employees,of the
COUNTY with respect to all of the acts and services perform.ed by and under
the terms of this Agreement. This Agreement shall not in any way be
construed to create a partnership, association or any other kind of jloint
undertaking,enterprise or venture between the parties.
Section 15. Severability.
15.1 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 competentjurisdiction,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
CITY 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,
Section 16. Survival of Provisions.
16.1 Any terms or conditions of either this Agreement that require acts beyond the
date of the term of the Agreement,shall survive termination of the Agreement,
shall remain in full force and effect unless and until the terms or conditions are
completed and shall be fully enforceable by either party,
Section 17. Waiver.,
17,1 The failure of either party to this Agreement to object to or to take affirmative
action with respect to any conduct of the other which is in violation of the
terms of this Agreement shall not be construed as a waiver of the violation or
breach, or of any future violation,breach or wrongful conduct,
Section I S. Funding.
1 .1 The parties agree that the COUNTY's responsibility under this Agreement is
to provide ftmding only.
8 of 10
Section 19, Authority.
1 .1 Each party represents and wan-ants to the other that the execution,delivery.and
performance of this Agreement have been duly authored by all necessary
County and corporate action,as required by law.
Section 20. Section Headings..
20.1 Section headings have been inserted in this Agreement as a smatter of
convenience of reference only, and it is agreed that such section headings are
not a mart of this Agreement and will not be used in the interpretation of any
provision of this Agreement..
Section 21. Execution in Counterparts..
21.1 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 a instrument and any of the parties hereto may execute this
Agreement by signing any such counterpart..
Section 22. Entire Agreemen oniifvcation/Amerrdment.
211 This writing contains the entire Agreement of the parties and supersedes any
prior oral or written representations. No representations were made or relied
upon by either party,other than those that are expressly set Barth herein.
22.2 No agent, employee,, or other representative of either party is empowered to
modify or amend the terms of this Agreement,unless executed with the same
formality as the parties' preceding duly-executed Agreement.
[THE REMAINDER OF THIS PAGE INTENTIONALLY NAL,t Y LEFT LANK.]
of 10
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as indicated
below.
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY,FLORIDA
eio.*„.....„.....--
18 23 A-nt By:
4 David Rice,Mayor .
9y1. �eel
•
e.
00. �n
,'11,00 Kevin Madok, Clerk APPROVED AS TO FORM AND
LEGAL SUFFICIENCY BY:
BY: f /t�'W1r!�
�As Depu Clerlli
v' MONROE COUNTY ATTORNEY
A VE§a:FORM
Data:
Assistant County Attorney
. CITY OF KEY COLONY BEACH,
FLO A
David Tu rn�e , City Administrator
- - /
Date: �D �2?)
APPROVED AS TO FORM AND
(SEAL) LEGALITY FOR THE USE AND
RELIANCE OF CITY OF KEY COLONY
BEACH,FL NLY:
ATTES : Silvia Gransee,City Clerk // j
=- BY: BY: /
o` erl �
;a = �? Panted Name:i�.k( KV A. J,1(
L 5
c� C D ALL-j=:
c: -
c-z.
10 of 10