07/15/2003 Agreement
DANNY L. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE:
September 5, 2003
TO:
Timothy McGarry, Director
Growth Management Division
ATTN:
Colleen Gardner
Executive Assistant
FROM:
Pamela G. Hanco9ltti-
Deputy Clerk U
At the July 15, 2003, Board of County Commissioner's Meeting the Board granted
approval and authorized execution of a Joint Participation Agreement between Monroe County
and the State of Florida Department of Transportation (FDOT) to complete boat ramp repairs on
FDOT ramps located on U.S. I.
Enclosed are three duplicate originals of the above-mentioned, executed on behalf of
Monroe County, for your handling. Please forward the fully executed "Monroe County
Clerk's Original" and the "Monroe County Finance Division's Original" to our office as
soon as possible.
At the August 20, 2003, BOCC Meeting the Board adopted Resolution No. 341-2003
stating its intention to challenge amendments to the Miami-Dade Comprehensive Development
Plan that will allow for the widening of Krome Avenue and authorize appropriate pleadings or
legal briefs to be submitted supporting the challenge.
Enclosed is a certified copy of the subject Resolution for your handling. Should you have
any questions please do not hesitate to contact this office.
cc: County Administrator-Res. 341-2003
Finance w/o documents
County Attorney
File ./
M.... CouMy CIerk'1J Office Ori~
JOINT PARTICIPATION AGREEMENT
THIS J~T PARTICIPATION AGREEMENT (this "Agreement") is made and entered
into on this ~ day of~, 2003, between MONROE COUNTY, a political subdivision of
the State of Florida, existing under the Laws of the State of Florida, herein after called the
COUNTY, and the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION a
component agency of the State of Florida, hereinafter called the DEPARTMENT.
WITNESSETH
WHEREAS, the COUNTY expects to undertake the permitting, design, and construction
of several boat ramps in the COUNTY over several years, and
WHEREAS, the DEPARTMENT desires to improve the boat ramps in MONROE
COUNTY which are within DEPARTMENT rights-of-way as shown on Attachment A, and
WHEREAS, the DEPARTMENT and the COUNTY desire to pool resources in order to
gain efficiencies and economies and in order to pursue certain grants for such work, and
WHEREAS, the DEPARTMENT agrees to participate in the costs of work performed on
the State Roadways, and
WHEREAS, the parties hereto mutually recognIZe the need for entering into an
agreement designating and setting forth the responsibilities of each party;
NOW THEREFORE, the parties hereto, in consideration of the mutual covenants and
l;'
benefits set forth and other good and valuable consideration, receipt of which is hereby
acknowledged, hereby agree as follows:
1. Representations by the Department. The DEPARTMENT makes the following
representations as the basis for the undertakings on its part herein contained:
(a) The DEPARTMENT has been duly created and is validly existing as a public
agency under the laws of the State. The DEPARTMENT has all necessary power
to enter into the transactions contemplated by this Agreement and to carry out its
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obligations hereunder. The obligations of the DEPARTMENT under this
Agreement are valid and enforceable in accordance with their terms, except to the
extent that such enforceability may be subject to bankruptcy, insolvency,
moratorium, and other laws affecting creditors' rights generally and to general
principles of equity (regardless of whether such enforceability is considered in a
proceeding in equity or at law).
(b) There is no litigation pending or, to the knowledge of the DEPARTMENT,
threatened with respect to the future development of the ramps which are a part of
this Agreement which will affect the performance by the DEPARTMENT of its
obligations under this Agreement.
(c) No default exists with respect to the obligations of the DEPARTMENT under-this
Agreement, and the execution and delivery of this Agreement by the
DEPARTMENT do not constitute a violation of applicable law or regulations or a
breach of a default under any other agreement to which the DEPARTMENT is a
party or an event that, with the passage of time, would become a breach of or
default under any such agreement.
(d) All consents, waivers, approvals and other governmental actions required to be
taken in order for the DEPARTMENT to enter into and fully comply with this
Agreement have been received and obtained by the DEPARTMENT.
2. Representations by the County. The COUNTY makes the following representations
as the basis for the undertakings on its part herein contained:
(a) The COUNTY has been duly created and is validly existing as a body politic and
corporate, a public instrumentality and an agency of the State existing under the
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Act. The COUNTY has all necessary power to enter into the transactions
contemplated by this Agreement and to carry out its obligations hereunder. By
proper corporate action the COUNTY has been duly authorized to execute and
deliver this Agreement. The obligations of the COUNTY under this Agreement
are valid and enforceable in accordance with their terms, except to the extent that
such enforceability may be subject to bankruptcy, insolvency, moratorium, and
other laws affecting creditors' rights generally and to general principles of equity
(regardless of whether such enforceability is considered in a proceeding in equity
or at law).
(b) No litigation is pending, or to the knowledge of the COUNTY, threatened with
respect to the future development of the ramps which are a part of this Agreement
which will affect the performance by the COUNTY of its obligations under this
Agreement.
(c) No default exists with respect to the obligations of the COUNTY under this
Agreement, and the execution and delivery by the COUNTY of this Agreement
do not constitute a violation of applicable law or regulations or a breach of or
default under any other agreement to which the COUNTY is a party or an event
that, with the passage of time, would become a breach of or default under any
such agreement.
(d) All consents, waivers, approvals and other governmental actions required to be
taken in order for the COUNTY to enter into and fully comply with this
Agreement have been received or obtained by the COUNTY.
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3. Recitals. The Recitals to this Agreement are true and correct and are hereby
incorporated herein by reference and made a part hereof.
4. Funding of Permitting and Design Work.
(a) The DEPARTMENT covenants and agrees to undertake the Permitting and
Design Work of the Key Haven Boat Ramp at its sole cost and expense as set
forth in this Agreement and in accordance with the time frames set forth herein.
The Permitting and Design Work shall be performed in a manner that conforms to
the requirements of the work programs and design standards of the
DEPARTMENT and the COUNTY as in effect on the date of this Agreement.
(b) The COUNTY covenants and agrees to undertake the Permitting and Design
Work of the following ramps on the DEPARTMENT rights-of-way.
1. Marathon, (Quay),
2. Little Duck Key,
3. West Summerland Key,
4. Shark Key;
at its sole cost and expense as set forth in this Agreement and in accordance with
the time frames set forth therein. The Permitting and Design Work will be
performed in a manner that conforms to the requirements of the work programs
and design standards of the DEPARTMENT and the COUNTY as in effect on the
date of this Agreement.
5. Funding of Construction.
(a) The COUNTY covenants and agrees to undertake the construction of the Boat
Ramps which are a part of this Agreement as part of an overall, multi-year plan to
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improve various Boat Ramps in Monroe County both on and off DEPARTMENT
rights-of-way.
(b) The DEPARTMENT covenants and agrees to reimburse the COUNTY for the
construction costs of various Boat Ramps on the DEPARTMENT rights-of-way
as follows:
1. Half of total cost of construction for the Marathon (Quay) Boat Ramp
estimated to be $180,000;
2. The total cost of construction of the Little Duck Key Boat Ramp which is
estimated to be $150,000;
3. The total cost of construction of the West Summerland Key Boat Ramp
which is estimated to be $150,000;
4. The total cost of construction of the Shark Key Boat Ramp which is
estimated to be $100,000;
5. The total cost of construction of the Key Haven Boat Ramp which is
estimated to be $780,000.
(c) The DEPARTMENT will encumber the funds for Fiscal Year 03 / 04 in
accordance with this agreement. Funding and encumbrances for future fiscal
years will be established by amendments to this Agreement in accordance with
the timetable in Attachment A.
(d) The DEPARTMENT will reimburse the COUNTY for its share of the work when
invoiced by the COUNTY in accordance with the Standard Financial Provisions
of this agreement.
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(e) The COUNTY covenants and agrees to schedule the construction of the Boat
Ramps on the DEPARTMENT rights-of-way in accordance with the availability
of funds set forth on Attachment A of this agreement and future Amendments to
this Agreement. Upon completion of the work, the COUNTY will certify to the
DEPARTMENT that all work was performed in accordance with applicable
DEPARTMENT standards.
6. Standard Financial Provisions.
1. The Department agrees to pay the COUNTY for the herein described
services at a compensation as detailed in this Agreement.
2. Payment shall be made only after receipt and approval of goods and
services unless advance payments are authorized by the State Comptroller
under Section 215.422(14), Florida Statutes, or by the Department's
Comptroller under Section 334.044(29), Florida Statutes.
3. If this Agreement involves units of deliverables, then such units must be
received and accepted in writing by the Contract Manager prior to
payments.
4. Bills for fees or other compensation for services or expenses shall be
submitted in detail sufficient for a proper preaudit and postaudit thereof.
5. Bills for travel expenses specifically authorized in this Agreement shall be
submitted on the Department's Travel Form No. 300-000-01 and will be
paid in accordance with Section 112.061, Florida Statutes.
6. Participants providing goods and services to the Department should be
aware of the following time frames. Upon receipt, the Department has (5)
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five working days to inspect and approve the goods and services. The
Department has 20 days to deliver a request for payment (voucher) to the
Department of Banking and Finance. The 20 days are measured from the
latter of the date the invoice is received or the goods or services are
received, inspected and approved.
7. If a payment is not available within 40 days, a separate interest penalty at
a rate as established pursuant to Section 55.03(1), Florida Statutes, will be
due and payable, in addition to the invoice amount, to the Participant.
Interest penalties of less than one (1) dollar will not be enforced unless the
Participant requests payment. Invoices that have to be returned to a
Participant because of Participant preparation errors will result in a delay
in the payment. The invoice payment requirements do not start until a
properly completed invoice is provided to the Department.
8. A Vendor Ombudsman has been established within the Department of
Banking and Finance. The duties of this individual include acting as an
advocate for contractors/vendors who may be experiencing problems in
obtaining timely payment(s) from a state agency. The Vendor
Ombudsman may be contacted at (850) 410-9724 or by calling the State
Comptroller's Hotline, 1-800-848-3792.
9. Records of costs incurred under the terms of this Agreement shall be
maintained and made available upon request to the Department at all times
during the period of this Agreement and for three years after final payment
is made. Copies of these documents and records shall be furnished to the
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Department upon request. Records of costs incurred includes the
Participant's general accounting records, of the contractor and all
subcontractors performing work on the project, and all other records of the
Contractor and subcontractors considered necessary by the Department for
a proper audit of costs.
10. In the event this contract is for services in excess of TWENTY FIVE
THOUSAND DOLLARS ($25,000.00) and a term for a period of more
than one year, the provisions of Section 339.135(6)(a), Florida Statutes,
are hereby incorporated.
"The Department, during any fiscal year, shall not expend money, incur
any liability, or enter into any contract which, by its terms, involves the
expenditure of money in excess of the amounts budgeted as available for
expenditure during such fiscal year. Any contract, verbal or written, made
in violation of this subsection is null and void, and no money may be paid
on such contract. The Department shall require a statement from the
Comptroller of the Department that such funds are available prior to
entering into any such contract or other binding commitment of funds.
Nothing herein contained shall prevent the making of contracts for periods
exceeding one year, but any contract so made shall be executory only for
the value of the services to be rendered or agreed to be paid for in
succeeding fiscal years; and this paragraph shall be incorporated verbatim
in all contracts of the Department which are for an amount in excess of
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TWENTY FIVE THOUSAND DOLLARS ($25,000.00) and which have a
term for a period of more than one year."
11. The Department's obligation to pay is contingent upon an annual
appropriation by the Florida Legislature.
7. Effective Date of this Agreement. This Agreement shall become effective on the date
hereof.
8. Provisions Separable. The provisions of this Agreement are independent of and
separable from each other, and no provision shall be affected or rendered invalid or
unenforceable by virtue of the fact that for any reason any other or others of them may be
invalid or unenforceable in whole or in part.
9. Amendment of Agreement. This agreement may be amended by mutual agreement of
the DEPARTMENT and the COUNTY expressed in writing and executed and delivered by each.
10. Notices. All notices, requests, demands and other communications required or permitted
under this Agreement shall be in writing and shall be deemed to have been duly given, made and
received when delivered (personally, by courier service such as Federal Express, or by other
messenger) against receipt or upon actual receipt of registered or certified mail, postage prepaid,
return receipt requested, addressed as set forth below:
(a) If to the County: Monroe County
1100 Simonton Street, Room 2-205
Key West, Florida 33040
Attention: County Administrator
(b) If to the Department: Florida Department of Transportation
1000 NW 111 th Avenue, Room 6231
Miami, Florida 33172
Attention: District Secretary
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Any party may alter the address to which communications or copies are to be sent
by giving notice of such change of address in conformity with the provisions of this paragraph
for the giving of notice.
11. Entire Agreement. This Agreement, including the Attachment to this Agreement,
contain the sole and entire agreement between the parties with respect to such subject matter and
supersede any and all other prior written or oral agreements between them with respect to such
subject matter.
12. Binding Effect. This Agreement shall be binding upon the parties and their respective
representatives, successors and assigns.
13. Waiver. Waiver by either party of any breach of any provision of this Agreement shall
not be considered as or constitute a continuing waiver or a waiver of any other breach of the
same or any other provision of this Agreement.
14. Captions. The captions contained in this Agreement are inserted only as a matter of
convenience or reference and in no way define, limit, extend or describe the scope of this
Agreement or the intent of any of its provisions.
15. Absence of Third Party Beneficiaries. Nothing in this Agreement, express or implied,
is intended to (a) confer upon any entity or person other than the parties and their permitted
successors and assigns any rights or remedies under or by reason of this Agreement as a third
party beneficiary or otherwise except as specifically provided in this Agreement; or (b) authorize
anyone not a party to this Agreement to maintain an action pursuant to or based upon this
Agreement.
16. Other Documents. The parties shall take all such actions and execute all such
documents which may be reasonably necessary to carry out the purposes of this Agreement,
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whether or not specifically provided for in this Agreement; provided that the parties further
acknowledge that certain additional actions by the COUNTY may require approval by the Board
of the COUNTY, and, to the extent such approval is required by applicable law, obtaining such
approval shall be a condition to the obligations of the COUNTY under this Section.
17. Governing Law. This Agreement and the interpretation of its terms shall be
governed by the laws of the State of Florida, without application of conflicts of law
principles. Venue for any judicial, administrative or other action to enforce or
construe any term of this Agreement or arising from or relating to this Agreement
shall lie exclusively in Monroe, County, Florida.
18. Indemnify and Hold Harmless. The Contractor covenants and agrees to indemnify
and hold harmless Monroe County Board of County Commissioners from any and all
claims for bodily injury (including death), personal injury, and property damage
(including property owned by Monroe County) and any other losses, damages, and
expenses (including attorney's fees) which arise out of, in connection with, or by
reason of services provided by the Contractor or any of its subcontractor(s)
occasioned by the negligence, errors, or other wrongful act or omission of the
Contractor or its sub Contractor(s), their employees, or agents. In the event the
completion of the project (to include the work of others) is delayed or suspended as a
result of the Contractor's failure to purchase or maintain the required insurance, the
Contractor shall indemnify the County from any and all increased expenses resulting
from such delay. The first $10.00 of remuneration paid to the Contractor is for the
indemnification provided for above. The extent of liability is in no way limited to,
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reduced, or lessened by the insurance requirements contained elsewhere within this
agreement.
[BALANCE OF PAGE INTENTIONALLY BLANK]
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IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement,
MONROE COUNTY, signing by and through its Chairman, and the STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION, signing by and through its District Secretary, each
MONROE COUNTY
"_,,::\_ T.:.....,
7. IS: 2.003
BY:
.//t;u >n ~MJ
[SEAL]
ATIEST:
Approved as to form and legal
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A.PPROVED AS TO FORM
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STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY:
[SEAL]
ATTEST:
~/~1~
Margaret Higgins
Executive Secretary
Approved as to form and legal
Sufficiency
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D. Michael Schloss
General Counsel
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STATE OF FLORIDA
)
) SS:
)
COUNTY OF MONROE
I,
, a Notary Public in and for the said unty in the State
aforesaid, do hereby certify that
and
personally known to me to be the same persons whose names are, s Chairman and Secretary,
respectively, of the COUNTY, subscribed to the foregoing ins ment, appeared before me this
day in person and severally acknowledged that they, bei thereunto duly authorized, signed,
sealed with the seal of said Authority, and delivered the aid instrument as the free and voluntary
act of said Authority and as their own free and volu tary act, for the uses and purposes therein as
set forth.
Given under my hand and notarial se
/
I
;1
Notary Public
Seal of Office
/
/
!
/
/
NOTARY PUBLIC
State of Florida
,2003.
Personally known to me, or
Produced Identification:
Did take an oath
Did not take an oath
My Commission Expires:
15
COUNTY OF MONROE
)
) SS:
)
STATE OF FLORIDA
I,
, a Notary Public in and for th said County in the State
I Secretary of the STATE OF
aforesaid, do hereby certify that
FLORIDA DEPARTMENT OF TRANSPORTATION, su cribed to the foregoing instrument,
appeared before me this day in person and severally knowledged that they, being thereunto
duly authorized, signed, sealed with the seal 0 said Department, and delivered the said
instrument as the free and voluntary act of sai epartment and as their own free and voluntary
act, for the uses and purposes therein as set orth.
Given under my hand and nota . I seal this _ day
,2003.
Notary Public
Seal of Office
NOTARY PUBLIC
State of Florida
Personally known to me, or
Produced Identification:
/
Did take an oath
Did not take an oath
My Commission Expires:
/
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ATIACHMENT A
State Boat Ramps to be Improved Under this Agreement
Estimated Expected
Mile Construction Funds
Marker Island Name/Location Cost Available
53.9 Marathon MM 54 Public $180,000 FY 03/04
(Quay) Boat Ramp
40 Little Duck Little Duck Key $150,000 FY 05/06
Key Public Park &
Ramp
34 West Spanish Harbor $150,000 FY 04/05
Summerland Wayside Park
Key
11 Shark Key Shark Key $100,000 FY 05/06
Boat Ramp
6 Key Haven Stock Island $780,000 FY 03/04
Boat Ramp
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