Item K04BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: August 19. 2009 Division: BOCC
Bulk Item: Yes _ No s Department: George Neugent
Staff Contact Person/Phone #: T. Marble 4512
AGENDA ITEM WORDING:
Discussion on moving forward on legislation and providing direction to the County Attorney to
negotiate a contract with Grey Robinson Law Firm for purposes of lobbying the Florida State
Legislation to support a Bill entitled Area of Critical State Concern Wastewater and Storrnwater
Assistance Program,
ITEM BACKGROUND:
PREVIOUS RELEVANT BOCC ACTION:
CONTRACTIAGREEMENT CHANGES:
STAFF RECOMMENDATIONS:
TOTAL COST: INDIRECT COST: BUDGETED: Yes No
DIFFERENTIAL OF LOCAL PREFERENCE:
COST TO COUNTY: SOURCE OF .FUNDS:
REVENUE PRODUCING: Yes No AMOUNT PER MONTH Year
APPROVED BY: County Atty OMB/Purchasing Risk Management
DOCUMENTATION: Included Not Required
DISPOSITION:
Revised 7/09
AGENDA ITEM # K-4
* REVISED BACK—UP *
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Option A SH 7-31-09 Post Discussion DCA
A bill to be entitled
An act relating to the Areas of Critical State Concern Wastewater & Stormwater
Assistance program; amending Section 212,055, F.S. adding subsection (8) allowing a
county in an Area of Critical State Concern with requirements for advanced wastewater
treatment to levy a voter -approved surtax of one -cent for wastewater and stormwater,
requiring a voter referendum., providing requirements for the ordinance imposing the
surtax, providing purposes for which the proceeds of the surtax may be used; providing
for the investment of proceeds collected from the surtax, providing for the automatic
expiration of such a surtax unless it is approved by a sub eq` u t,Yreferendum; amending
Section 215.619 (b�, F.5_, �providiaaie.ahfunding obligation
and fulfillment criteria; amending subsection 6(4) of Gh. 99-395, Uw& of Florida, to
allow for an extension of the wastewater rna'iiafe.deaclline generalIv ths`cli TnnP in
2011 and thereafter through administrative rule,
such an extension from the Administration t
consideration for grantingsuch a etitiQna ? o.;�-.ind. to adopt rules extending the wastewaterrnan.da
such extension to
State Concern; prc
Be It Enacted=byt
Seeti�pn 1..
read: :. =,1_
within
an effedtive date.
the'State of Florida;
for a process of petition for
i, establishing a scope of
3+upon direction to agencies
stablishing eligibility for
arida Keys Area of Critical i
of section 212,054, Florida Statutes, is added to
/ICY 7
tJ A V l\lYl Y Y L"i 1. LA% 0 IJIh I ZAL a^"""'
a A coupV designated as an area of critical state concern and which has had
listed below ,. may levy a
rr; used by .law the treatme . , standards ,
discretionary sales surtax of 1 percent pursuant to an ordinance that is enacted by a
majority of the members of the count.v governing_ authority and is conditioned, to take
effect only upon approval by a majority vote of the electors of the count votin in a
referendum.
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Option A SH 7-31-09 Post Discussion DCA
i Those sewage treatment re uirernents which shall have been imposed
by state or federal law and which qualify a coup with an area desi nated as an area of
critical state concern to qualify for the ACSC Assistance authorized under this Section
are:
1. Sewage facilities with design capacities greater than or equal to
100,000 gallons Rer da that do not discharge to surface waters shall provide basic
treattent that will moduce_ an effluent__diat contains not more, on a nerrnitted averaa-e
amoral basis. than the following concentrations:
A. Biochemical Ox en Demand CBODS of 10 mg .
B. Suspended Solids of 10 mWL
C. Total Nitrogen, expressed as N, of 10 mgAl
D. Total Phosphorus, expressed as P, of 1 rnUl.
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Option A SH 7-31-09 Post Discussion DCA
b The referendum to be placed on the ballot must include a statement that
rovides a brief and general description of the RuIRoses for which the proceeds of the
surtax may be used. The statement must conform to the requirements of s 101.161 and
shall be placed on the ballot by the governing body of the county. The following
question shall be placed on the ballot:
For the one -cent sales tax
Aaaincf Shp. nnP-rPnf calPc !aY
associated with the construction u _ ade. reconstruction, renovation, mansion or
im rovement of wastewater and stormwater facilities which has a useful life expectancy
of a least 5years;-land acquisition, land improvement, design. and engineering costs
related thereto. The. proceeds of the surtax must be set aside and invested. as permitted by
law. with the PrinciVal and income to be used for the purposps provided in this
subsection. Counties and munigilloities receiving proceeds under the rovisions of this
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Option A SH 7-31-09 Post Discussion DCA
subsection mgy plede such roceeds for the pulpose of servicing new bond or state
revolving loan indebtedness incurred pursuant to law. Countiesand municipalities may
use the services of the Division of Bond Finance of the State Board of Administration
pursuant to the State Bond Act to issue any bonds through the provisions of this
subsection. Counties and munici alities may join to ether for the issuance of bonds
authorized by this subsection.
the
Section 2. Subsection (1) (b) of Seal
to read:
(b) The Legislature authorizes an ad
Florida Keys Arca,of Czitical Stake Concern
. 5••!!we 4n�,.H
read:
Florida Statutes -is amended I
a°`airaount of bonds totaling $200
$50 Ql h per fiscal year fade
for the purpose of funding the
program.
Laws of Florida, shall be amended to
paragraph fa) .below, B e ting sewage facilities that discharge to other than surface
waters and existin ,jonsite;;sewage treatment and disposal systems shall cease discharge or
comply with the applicable treatment requirements of subsection (6) by July 1, 2011,
and with the rules of the Department of Environmental Protection or the Department of
Health, as applicable
(a) Any local governmental entity in the Florida Keys Area of Critical State
Concern aving, authority to own and/or construct wastewater collection and treatment
facilities and which is set forth in paragraph (c)below, may petition the „Administration
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Option A SH 7-31-09 Post Discussion DCA
Commission for an extension of the July 1 ?0482011 deadline set_ forth above, or any
extension mated pursuant to this paragaph.
i The Administration Commission shall consider factors such as7but not
limited to ro-ress achieved on the same or other wastewater ro'ects funding provided
for the same or other pLojects including projects of other entities and transfer of property
to be used for wastewater facilities to other entities at no cost or at less than the cost of
Section 4. This act shall take effect when it becomes law.
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LOBBYING AGREEMENT
BETWEEN MONROE COUNTY AND
GRAY/ROBINSON, P.A.
THIS AGREEMENT, made and entered into this day of , 2009, by and between
the BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA,
("COUNTY"), a political subdivision of the State of Florida whose address is 1100 Simonton
Street, Key West, Florida 33040, and GRAY/ROBINSON, P.A. ("FIRM").
WHEREAS, Chapter 99-395, Laws of Florida, requires that onsite sewage treatment and
disposal systems be compliant with regulations for effluent discharge by July 1, 2010; and
WHEREAS, Monroe County, independent special districts, private utilities, and
municipalities (the wastewater authorities) are engaged in efforts to provide centralized
wastewater treatment plants and collection systems throughout the Florida Keys or are
upgrading their treatment systems to meet the 2010 requirements; and
WHEREAS, Chapter 2008-49, Laws of Florida (the "Act"), effective July 1, 2008,
authorizes the issuance of bonds, and authorizes the provision of funds from the Save Our
Everglades Trust Fund over a four-year period for the Keys Wastewater Plan starting in July
2009; and
WHEREAS, it is critical to the development and construction of wastewater treatment
and collection systems at costs that the local property owners can afford to obtain the full
amount of the State bond monies authorized; and
WHEREAS, some of the wastewater authorities have indicated an interest in sharing the
costs of a contract between the County and the Attorney to lobby the State to issue bonds and
appropriate $50,000,000 per year to the wastewater entities in the Florida Keys, as well as any
other efforts to obtain federal or state funding for wastewater and infrastructure projects in the
Florida Keys, and to lobby State regulatory agencies to relax or amend their rules to allow
property owners to come into delayed compliance with Ch. 99-395 if their wastewater authority
has one or more projects scheduled but not completed by July 1, 2010; and
WHEREAS, in mid -April, 2009, lobbyists and legislators in Tallahassee indicated some
interest in tacking an amendment for an additional one -cent sales tax for wastewater and storm
water infrastructure and related debt servicing in counties in areas of critical state concern ("the
tax") onto other legislation proposed for an additional one -cent sales tax for community colleges
in charter counties; and
WHEREAS, the County wishes to enlist the lobbying services of GRAY/ROBINSON, P.A.
to advance legislation in either a Special Legislative Session or in the 2010 Regular Legislative
Session, which legislation would authorize the imposition of the tax; and
WHEREAS, it is desired to commemorate such engagement in a formal agreement;
NOW THEREFORE, in consideration of the mutual covenants and provisions contained
herein, the parties agree as follows:
Gray/Robinson Lobbying Ag. 1
THE CLIENT
The Client is the COUNTY. The services provided under this agreement shall be provided for the
collective benefit of the COUNTY.
i��ll:l�ll:7T1
FIRM is the individual or professional association named above and whose legally authorized signature
appears at the bottom of this Agreement. FIRM has been retained specifically because FIRM is
understood by COUNTY to be able to handle this matter. If FIRM practices with others who
may also provide services to COUNTY, he or she understands that COUNTY expects that FIRM
will be responsible for managing the representation, assuring compliance of others with the terms of
this Agreement and ethical requirements, preparing and substantiating all bills, and communicating
with COUNTY. FIRM may not delegate or outsource this work without full written disclosure to,
and prior written approval from, the COUNTY.
3. TERM OF AGREEMENT
This Agreement and representation by FIRM is effective upon execution by FIRM and
acceptance and approval by COUNTY in accordance with COUNTY' S policies, ordinances, or
governing statutes. Upon execution by FIRM and acceptance and approval by COUNTY, this
Agreement will begin August 19, 2009. The representation shall continue for one year unless
earlier terminated by either the COUNTY, or by the FIRM in accordance with ethical
requirements and/or the terms of this Agreement.
4. SCOPE OF THE WORK
This Agreement for services is in addition to the agreement currently held under a Professional
Services Agreement entered July 19, 2006, and amended on June 20, 2007, for the purpose of
litigation., appellate works and legal advice regarding employee benefits.
The scope of services will include lobbying services related to the Monroe County legislative
program. Specifically, the FIRM shall lobby for the passage of legislation to authorize the
Monroe County Commission to place a referendum on the November 2010 ballot to allow the
voters to implement the tax. The FIRM (LOBBYIST) shall work closely with the County
Administrator or his designee, or in the absence of either, the County Attorney, and will provide,
at a minimum, the following services:
(A) Regularly provide County staff and the Board of County Commissioners with any
new information, and actively seek opportunities to enhance the County's State and federal
legislative program and provide options as to legislative strategy when necessary;
(B) During the legislative session., provide the County Administrator with regular
reports of legislative activities related to this Agreement;
(C) Draft legislation, appropriations requests, and amendments as necessary;
Gray/Robinson Lobbying Ag, 2
(D) Lobby for Monroe County's position on the tax including lobbying officials and
agency representatives, and legislators and staff, and testify on behalf of Monroe County at
hearings before legislative committees;
(E) Maintain close working relationships with Monroe County staff;
(F) Provide regular briefing reports to the Board of County Commissioners on the tax
issues as requested by the Board;
(G) At the conclusion of the legislative session, prepare a final report of the tax.
4.1 Professional ability to 2erform work appointment of contract manager
FIRM warrants that he or she is authorized by law to engage in the performance of the activities
herein described, subject to the terms and conditions set forth in these contract documents.
FIRM shall designate an individual to be the contract manager for each matter and the contract
manager shall at all times exercise independent, professional judgment and shall assume
professional responsibility for the services to be provided. FIRM warrants that he or she and the
authorized time keepers are authorized by law and the Rules and Regulations of The Florida Bar
to engage in the performance of the activities encompassed by this Agreement. If FIRM is a law
firm, FIRM warrants that he or she is authorized to enter into this Agreement on behalf of the
FIRM. The FIRM's contract manager shall be Henry Dean.
5. REVIEW OF ETHICAL OBLIGATIONS AND POTENTIAL CONFLICTS OF
INTEREST BEFORE INITIATING REPRESENTATION
FIRM has conducted a thorough investigation and determined that neither FIRM nor his or her
representatives has any ethical impediment, real or potential, including but not limited to conflicts
of interest, to representing COUNTY. To the extent that any ethical impediment, real or potential,
is discovered or ever arises, FIRM shall immediately inform COUNTY in writing of the impediment
(regardless of whether FIRM believes he or she has taken all steps necessary to avoid the
impediment and regardless of whether FIRM believes that the impediment is insubstantial or
questionable), make full disclosure of the situation to COUNTY, obtain COUNTY'S express, written
consent to continue the representation of the other client, and take all steps requested by COUNTY to
avoid or mitigate the impediment. FIRM understands that, if a direct or indirect conflict of interest
arises which, in the opinion of the COUNTY, cannot be avoided or mitigated under the Rules of
Professional Conduct of The Florida Bar, COUNTY may, in its discretion, (a) obtain reimbursement
from FIRM for all fees and expenses paid to FIRM in this matter; (b) obtain cancellation of all
amounts allegedly owed by COUNTY to FIRM; and (c) obtain reimbursement for consequential
expenses incurred by COUNTY, including the cost of replacement counsel.
6. PAYMENTS TO FIRM
6.1 MONTHLY FEE. The FIRM will be paid the sum of $5,000 per month, pursuant to
the Florida Local Government Prompt Payment Act, after receipt of an invoice issued monthly
by FIRM within fifteen (15) days after the close of each month. FIRM understands that
COUNTY requires prompt bills in part to facilitate effective management of the representation
Gray/Robinson Lobbying Ag.
and fees. Due to the need for flexibility and adaptability in meeting with State and/or Federal
officials and diversity of situations in which lobbying services are provided, the fee shall not be
based on an hourly rate. For any partial month of services, the fee shall be pro -rated to the
fraction of the month during which services are rendered.
6.2 SUBMISSION OF INVOICES. The FIRM shall submit to COUNTY invoices with
supporting documentation acceptable to the Clerk. Acceptability to the Clerk is based on
generally accepted accounting principles and such laws, rules and regulations as may govern the
Clerk's disbursal of funds.
The FIRM may only use qualified personnel to perform the services required of it under the
contract. It is understood that the COUNTY's selection of the FIRM for this contract is based in
part on the abilities of the persons who are expected to provide services under this agreement.
The parties expect that the following individuals will perform those services, but the FIRM may
use any qualified personnel deemed appropriate by the FIRM to conduct the services
contemplated hereunder:
A. Henry Dean
B. Ed Scales
C. Jason Unger
D. Chris Hanson
If any of these individuals leave the FIRM's employ, he or she must be promptly replaced with a
similarly qualified individual. The replacement individual is also subject to the written approval
of the BOCC, whose approval will not be unreasonably withheld.
6.3. MONTHLY FEE ENCOMPASSES EXPENSES. The monthly fee of $5,000 is
inclusive of costs and expenses of the FIRM, unless the COUNTY, through the County
Administrator or the County Attorney, pre -authorizes the expenses such as out -of -area travel. It
is contemplated that Ed Scales will have to travel from Key West to Tallahassee at least one or
two times during the term of this Agreement. In the event such expenses are pre -approved,
reimbursement is contingent upon submission of original documentation, including but not
limited to boarding passes and receipts, in connection with travel authorized by the COUNTY,
but only to the extent authorized by State statute and County Ordinance.
6.4. BILLING AFTER TERMINATION. Upon termination of the representation,
FIRM shall promptly bill COUNTY for any remaining reimbursable expenses and fees.
COUNTY may refuse to pay any fees or expenses not billed within 45 days of termination of the
representation. FIRM is also expected to cooperate promptly with all aspects of termination and,
if applicable, transition to other counsel. Payment for fees and expenses is contingent upon
prompt, full cooperation.
7. PAYMENT TERMS
FIRM' S request for payments and reimbursements may be made in either the FIRM' S name or
the name of the FIRM' S representative, as appropriate. FIRM bills complying with this
Agreement are due and payable according to the Prompt Payment Act. If the bill materially fails
to comply with the requirements of this Agreement, then it is not due and payable until FIRM
remedies its deficiencies.
Gray/Robinson Lobbying Ag. 4
8. MATTER MANAGEMENT
8.1. BILLING MATTERS. All billing by FIRM, and additional timekeepers, will be
reviewed by FIRM and FIRM will serve as the point of contact for this matter, including billing
questions. The COUNTY contact for billing issues shall be:
County Attorney Suzanne Hutton
1111 ffh Street, Suite 408
Key West, Florida 33040
(305) 292-3470
(305)797-3977 (cell)
(305) 292-3516 (facsimile)
8.2. LEGISLATIVE MATTERS. All communications between COUNTY and FIRM
regarding legislative matters shall be communicated to the County Administrator, or in his
absence, to the County Attorney. The primary COUNTY contact for these purposes shall be:
County Administrator Roman Gastesi
1100 Simonton Street, Room 2-205
Key West, Florida 33040
(305) 292-4644
(305)394-1332 (cell)
(305) 292-4544 (facsimile)
8.3. FIRM cooperation
FIRM will cooperate with COUNTY or COUNTY'S representatives to promptly provide all
information COUNTY requests or needs about the subject matter of this Agreement and
FIRM' S bills and handling of the matter.
8.4. COUNTY cooperation
FIRM should consult with COUNTY about all opportunities for COUNTY to save money or
make use of COUNTY'S expertise to assist in, e.g., meetings with State officials and drafting of
documents. COUNTY may also have personnel and facilities available to reduce the expenses
related to the subject matter of this Agreement.
9. CONFIDENTIALITY AND PUBLIC RELATIONS
FIRM is not authorized to waive or release any privilege or other protection of information ---
confidential, secret, or otherwise — obtained from or on behalf of COUNTY. FIRM is to keep all
confidential, privileged, or secret information confidential. This requirement is perpetual, i.e., it
will continue even after the termination of the relationship and this Agreement.
9.1 PROHIBITION AGAINST USE OF INFORMATION
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This requirement is also intended to prohibit FIRM from using information obtained from or on
behalf of COUNTY, including work product prepared at COUNTY' S expense, for other client's
of FIRM or his or her Attorney, without COUNTY' S advance written approval.
9.2 NO USE OF COUNTY FOR MARKETING PURPOSES
FIRM is not authorized to identify COUNTY as a COUNTY, e.g., for purposes of marketing or
advertising, without COUNTY' S prior approval.
10. OWNERSHIP OF FIRM FILES AND WORK PRODUCT
FIRM understands that all files and work product prepared by FIRM or his or her FIRM at the
expense of COUNTY (or for which COUNTY is otherwise billed) is the property of COUNTY.
Without COUNTY' S prior written approval, this work product may not be used by FIRM or his
or her representative nor disclosed by FIRM or his or her representative to others, except in the
normal course of FIRM' S representation of COUNTY in this matter. FIRM agrees that
COUNTY owns all rights, including copyrights, to materials prepared by COUNTY or by FIRM
on behalf of COUNTY. FIRM shall notify COUNTY in writing at least 60 days in advance of
destroying any such records and, in the event that COUNTY requests that they be preserved,
shall preserve them at least one additional year (with COUNTY responsible for paying the actual
cost of storage). FIRM shall provide COUNTY with prompt access to (including the ability to
make copies of) all FIRM files and work product, regardless of whether the representation or
matter is ongoing and whether FIRM fees and expenses have been paid in full.
11. DISPUTE RESOLUTION
FIRM and COUNTY agree that if a dispute arises between them that neither shall be required to
enter into any arbitration proceedings related to this Agreement.
11.1. DISPUTES REGARDING FEES OR EXPENSES
FIRM and COUNTY agree that all disputes regarding FIRM' S fees or expenses are to be
resolved pursuant to the procedures and practices for mediation by the Attorney Consumer
Assistance Program of the Florida Bar.
11.2. DISPUTES REGARDING INTERPRETATION
COUNTY and FIRM agree that all disputes and disagreements between them regarding
interpretation of the Agreement shall be attempted to be resolved by a meet and confer session
between representatives of COUNTY and FIRM. If the issue or issues are still not resolved to
the satisfaction of both within thirty (30) days after the meet and confer session, then either shall
have the right to terminate the Agreement upon ten (10) business days notice in writing to the
other party.
11.3 LEGAL OR ADMINISTRATIVE PROCEDURES
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In the event any administrative or legal proceeding is instituted against either the COUNTY or
FIRM relating to the formation, execution, performance, or breach of this Agreement, the
COUNTY and FIRM each agree to participate, to the extent required by the other, in all
proceedings, hearings, processes, meetings, and other activities related to the substance of this
Agreement; institution of any administrative or legal proceeding shall constitute immediate
termination of this Agreement. FIRM agrees to forward copies of all documents in his or her
possession related to the matter, which is the subject of this Agreement to COUNTY at the time
of filing any administrative or legal proceeding.
11.4 FEES AND COSTS
In the event any administrative proceeding or cause of action is initiated or defended by the
COUNTY or FIRM relative to the enforcement or interpretation of this Agreement, the
prevailing party shall be entitled to an award of reasonable attorney's fees, and court costs, as an
award against the non -prevailing party, and shall include reasonable attorney's fees, and court
costs in appellate proceedings.
Mediation proceedings initiated and conducted pursuant to this Agreement or as may be required
by a court of competent jurisdiction shall be conducted in accordance with the Florida Rules of
Civil Procedure and the usual and customary procedures required by the circuit court of Monroe
County and shall take place in Monroe County.
12. NOTICE REQUIREMENT
Any notice required or permitted under this agreement shall be in writing and hand delivered or
mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the
following:
FOR COUNTY
County Administrator and
1100 Simonton Street
Key West, FL. 33040
FOR FIRM
Henry Dean, Esquire and
GRAYROBINSON, P.A.
201 Owens Avenue
St. Augustine, FL 32080
County Attorney
1111 121h Street, Suite 408
Key West, FL 33040
13. GOVERNING LAW AND VENUE
Jason Unger, Esquire
GRAYRoBINsoN, P.A.
301 South Bronough Street
Suite 600
Tallahassee, FL 32301
This Agreement shall be governed by and construed in accordance with the laws of the State of
Florida applicable to contracts made and to be performed entirely in the State. Venue for any
legal action which may arise out of or under this agreement shall be in Monroe County, Florida.
14. FLORIDA GOVERNMENT -IN -THE -SUNSHINE LAW
Gray/Robinson Lobbying Ag.
FIRM agrees that, unless specifically exempted or excepted by Florida law, the provisions of
Chapter 120, Florida Statutes, generally require full and public discussion of matters to be voted
upon by the Board of County Commissioners. FIRM agrees to consult with the COUNTY
Attorney's office concerning the application of the Sunshine Law from time to time concerning
specific circumstances that may arise during the term of this Agreement.
15. FLORIDA PUBLIC RECORDS LAW
FIRM agrees that, unless specifically exempted or excepted by Florida law or Rules and
Regulations of The Florida Bar, the provisions of Chapter 119, Florida Statutes, generally
require public access to all records and documents which may be made or received under this
Agreement. FIRM agrees to consult with the County Attorney's office concerning the
application of the Public Records Law from time to time concerning specific circumstances that
may arise during the term of this Agreement.
16. NO ASSIGNMENTS
FIRM shall not assign or subcontract its obligations under this agreement, except in writing and
with the prior written approval of the Board of County Commissioners of Monroe County,
which approval shall be subject to such conditions and provisions as the Board may deem
necessary. This paragraph shall be incorporated by reference into any assignment or subcontract
and any assignee or subcontractor shall comply with all of the provisions of this Agreement.
Unless expressly provided for therein, such approval shall in no manner or event be deemed to
impose any additional obligation upon the Board.
17. TERMINATION
Either of the parties hereto may terminate this contract without cause by giving the other party
thirty (30) business days written notice of its intention to do so.
17.1 DOCUMENTS FORWARDED TO COUNTY
FIRM agrees to forward to COUNTY along with Notice of Termination or upon receipt of
Notice of Termination, depending upon which party terminates the Agreement, copies of all
documents in his or her possession of any nature whatsoever related to the FIRM' S representation
of COUNTY or obtained due to FIRM' S representation of COUNTY.
17.2 RESTRICTION ON COMMUNICATIONS
FIRM agrees not to communicate with the public, including the press, about COUNTY or about
this matter without the prior approval of either the County Attorney or County Administrator.
18. SEVERABILITY
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If a term, covenant, condition or provision of this Agreement shall be declared invalid or
unenforceable to any extent by a court of competent jurisdiction, the remaining terms,
covenants, conditions and provisions of this Agreement shall not be affected thereby; and each
remaining term, covenant, condition and provision of this Agreement shall be valid and shall be
enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms,
covenants, conditions and provision of this Agreement would prevent the accomplishment of the
original intent of this Agreement. The COUNTY and FIRM 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.
19. CAPTIONS
The captions set forth herein are for convenience of reference only and shall not define,
modify, or limit any of the terms hereof.
20. LEGAL OBLIGATIONS AND RESPONSIBILITIES, NON -DELEGATION
OF CONSTITUTIONAL OR STATUTORY DUTIES
This Agreement is not intended to relieve, nor shall it be construed as relieving, either the
COUNTY or FIRM from any obligation or responsibility imposed upon each by law except to
the extent of actual and timely performance thereof by the other, in which case the performance
may be offered in satisfaction of the obligation or responsibility. Further this Agreement is not
intended to authorize, 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 statutes, case law, and, specifically, the provisions of Chapter 125, Florida Statutes.
21. RECORDS
FIRM shall maintain all books, records, and documents directly pertinent to performance under
this Agreement, including the documents referred to in this Agreement, in accordance with
generally accepted accounting principles, consistently applied. Upon ten (10) business days
written notice to the other, representatives of either the COUNTY or FIRM shall have access, at
all reasonable times, to all the other party's books, records, correspondence, instructions,
receipts, vouchers and memoranda (excluding computer software) pertaining to work under this
Agreement for the purpose of conducting a complete independent fiscal audit. FIRM shall retain
all records required to be kept under this Agreement for a minimum of five years, and for at least
four years after the termination of this agreement. FIRM 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 the COUNTY, the State of Florida or authorized agents
and representatives of said government bodies. It is the responsibility of FIRM to maintain
appropriate records to insure a proper accounting of all collections and remittances. FIRM 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.
22. PUBLIC ACCESS
Gray/Robinson Lobbying Ag.
The COUNTY and FIRM shall allow and permit reasonable access to and inspection of, all
documents, papers, letters, or other materials subject to the Florida Public Records Law, as
provided in Chapter 119, Florida Statutes, and made or received by the them, unless specifically
exempted by State Statute, Rules and Regulations of The Florida Bar, or case law. COUNTY
shall have the right to cancel this agreement upon violation of this provision by FIRM.
23. MONROE COUNTY CODE ETHICS PROVISION
FIRM warrants that he or she has not employed, retained or otherwise had act on his 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, at its discretion, terminate this Agreement
without liability and may also, at its discretion, deduct from the sums owed under the
Agreement, or otherwise recover, the full amount of any fee, commission, percentage, gift, or
consideration paid to the former or present COUNTY officer or employee. COUNTY
employees and officers are required to comply with the standards of conduct delineated in
Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of
gifts, doing business with one's agency, unauthorized compensation., and misuse of public
position, conflicting employment or contractual relationship, and disclosure of certain
information.
24. PUBLIC ENTITY CRIME STATEMENT
Florida law provides that person or affiliate who has been placed on the convicted vendor list
following a conviction for public entity crime may not submit a bid on an agreement to provide
any goods or services to a public entity, may not submit a bid on a agreement with a public
entity for the construction or repair of a public building or public work, may not submit bids on
leases of real property to public entity, may not be awarded or perform work as a contractor,
supplier, sub contractor, or consultant under a agreement with any public entity, and may not
transact business with any public entity in excess of the threshold amount provided in Section
287.017, for CATEGORY TWO for a period of thirty-six (36) months from the date of being
placed on the convicted vendor list. FIRM warrants the neither FIRM nor any authorized time
keeper has been named to the convicted vendor list.
25. ANTI -KICKBACK
FIRM warrants that no person has been employed or retained to solicit or secure this Agreement
upon any contract or understanding for a commission, percentage, brokerage or contingent fee,
and that no employee or officer of the COUNTY has any interest, financially or otherwise, in
this Agreement, except as expressly stated herein. For breach or violation of this warranty, the
COUNTY shall have the right to annul this agreement without liability or, in its discretion, to
deduct any sums to be paid by COUNTY under this Agreement, or otherwise recover, the full
amount of such commission, percentage, brokerage or contingent fee.
26. MODIFICATIONS AND AMENDMENTS
This Agreement may not be modified in any way without the express, written consent of both
parties. Any and all modifications and Amendments of the terms of this Agreement shall be in
Gray/Robinson Lobbying Ag. 10
writing and executed by the Board of County Commissioners for Monroe County and by FIRM
in the same manner as this Agreement.
27. INDEPENDENT CONTRACTOR
At all times and for all purposes hereunder, FIRM is an independent contractor and not an
employee of the Board of County Commissioners of Monroe County. No statement contained in
this Agreement shall be construed so as to find FIRM or any of the authorized time keepers, to
be the employees of the Board of County Commissioners of Monroe County, and they shall be
entitled to none of the rights, privileges or benefits of employees of Monroe County.
28. COMPLIANCE WITH LAW
In carrying out FIRM' S obligations under this Agreement, FIRM shall abide by all statutes,
ordinances, rules and regulations pertaining to or regulating the provisions of this Agreement,
including those now in effect and hereafter adopted. Any violation of said statutes, ordinances,
rules or regulations shall constitute a material breach of this Agreement and shall entitle
COUNTY to terminate this Agreement immediately upon delivery of written notice of
termination to FIRM.
29. LICENSING
FIRM warrants that FIRM and additional timekeepers do presently have, shall have prior to
commencement of work under this Agreement, and at all times during said work, all required
licenses and permits whether federal, state, County or City.
30. NON-DISCRIMINATION
FIRM agrees that he or she will not discriminate against any person, and it is expressly
understood that upon a determination by a court of competent jurisdiction that discrimination
has occurred, this Agreement automatically terminates without any further action on the part of
any party, effective the date of the court order. FIRM 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 Civil Rights Act of 1964 (PL 88-352) which
prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the
Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which
prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as
amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age
Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination
on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as
amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive
Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-
616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7)
The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as
amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the
Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the
Gray/Robinson Lobbying Ag. 11
sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s.
1201 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of
disability; 10) Monroe County Code Chapter 13, Article VI, 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 nondiscrimination provisions in any Federal
or state statutes which may apply to the parties to, or the subject matter of, this Agreement.
31. 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 the COUNTY and FIRM agree that neither the COUNTY
nor FIRM or any officer, agent, or employee of each 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 under this Agreement.
32. ATTESTATIONS
FIRM agrees to execute such documents as the COUNTY may reasonable require, including a
Drug -Free Workplace Statement, and a Public Entity Crime Statement.
33. COUNTY AUTHORITY
This Agreement has been duly noticed at a legally held public meeting conducted in Monroe
County, Florida. COUNTY' S performance and obligation to pay under this contract, is
contingent upon annual appropriation by the Board of County Commissioners.
34. HOLD HARMLESS AND INSURANCE
Prior to execution of this Agreement, FIRM shall furnish COUNTY Certificates of Insurance
indicating the minimum professional liability coverage for FIRM and additional time -keepers in
the amount of $250,000 per Occurrence/$500,000 Aggregate. FIRM agrees to keep the same
amount of coverage or more at all times and to provide proof of said coverage to COUNTY at
COUNTY' S request at any time during the term of the Agreement.
35. NO PERSONAL LIABILITY
No covenant or obligation contained in this Agreement shall be deemed to be a covenant or
obligation of any member, officer, agent or employee of the Board of County Commissioners of
Monroe County in his or her individual capacity and no member, officer, agent or employee of
the Board of County Commissioners of Monroe County shall be liable personally on this
Gray/Robinson Lobbying Ag. 12
Agreement or be subject to any personal liability or accountability by reason of the execution of
this Agreement.
36. 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 constitute one and the same instrument
and the COUNTY and FIRM may execute this Agreement by signing any such counterpart.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day
and date first written above.
Attest:
Danny L. Kohlage, Clerk
By:
Deputy Clerk
Witness to FIRM:
Signature
Print Name
Address: _
DATE:
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY
Mayor
GRAY/ROBINSON, P.A.:
Signature
Print Name
DATE:
fliONROE'COUNTY ATTORNEY
AP-0; �/ED As T F �i�l
,UZA W* A. NUT TON
Gray/Robinson Lobbying Ag. 13