Item M7BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: Wed., May 21, 2008
Bulk Item: Yes No XX
Division: BOCC
Department: Comm. Di Gennaro, District 4
Staff Contact Person: Tamara Lundstrom
(305 289-6000)
AGENDA ITEM WORDING: Approval of an Amendment extending the Inter -Local $2 Million
Capital Project funding agreement between Monroe County and the City of Key West for the
Vandenberg Project for one year to September 30, 2009.
ITEM BACKGROUND: The Inter -local Agreement between the County and the City of Key
West will expire on September 30, 2008. The planned sinking date of May 15, 2008, is being
postponed with a new target date in December 2008. The Amendment will be reviewed by the
TDC at its meeting on May 13, 2008.
PREVIOUS RELEVANT BOCC ACTION:
BOCC approved the Inter -local funding agreement at their meeting of December 8, 2006.
CONTRACT/AGREEMENT CHANGES: No other changes beyond agreement expiration date.
STAFF RECOMMENDATIONS: Approval.
TOTAL COST: Per Previous AgEeement
COST TO COUNTY: Per Previous Agreement
BUDGETED: Yes V No
SOURCE OF FUNDS: 304 Capital Proiect Fund
REVENUE PRODUCING: Yes No AMOUNT PER MONTH Year
APPROVED BY: County Atty V" O rchasing Risk Management
DOCUMENTATION: Included XX Not Required
DISPOSITION: AGENDA ITEM ##
Revised 2105
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: City of Key West
Contract #
Effective Date: May 21, 2008
Expiration Date: September 30, 2009
Contract Purpose/Description:
Amendment extending the Inter -local $2 Million Capital Project funding agreement
between Monroe County and the City of Key
West for the Vandenberg Proiect fora period
of one year to September 30, 2009.
(No change in funding, term extension only.)
Contract Manager: Cynthia Hall
3174 County Attome 's Office
(Name)
(Ext.) (Department/Stop #)
for BOCC meeting on May 21, 2008
Agenda Deadline: May 6, 2008
CONTRACT COSTS
Total Dollar Value of Contract: $ 0 Current Year Portion: $
Budgeted? Yes❑ No ❑ Account Codes: - - - -
Grant: $ - - - -
County Match: $ - - - -
ADDITIONAL COSTS
Estimated Ongoing Costs: $ /yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Changes
Date Out
Date In
Needed Reviewer
Division Director
Yes[:] No❑
Risk Mana eme't
5��-1
Yes❑ N&
Q1
O.M.B./Pu hosing
5-2 --OW
Yes[:]No2
County Attorney
S
Yes[:] No x❑ A
Comments: pv ��,
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OMB Form Revised 2/27/01 MCP 42
AMENDMENT TO INTER -LOCAL AGREEMENT BETWEEN MONROE
COUNTY AND THE CITY OF KEY WEST FOR THE SINKING OF THE U.S.S.
VANDENBERG
This Amendment is made and entered into this day of May 2008,
by and between Monroe County, a political subdivision of the State of Florida
("County"), and the City of Key West, a municipal corporation of the State of
Florida ("City").
WHEREAS, an agreement was entered into on December 14, 2006,
whereby Monroe County agreed to allocate $2,000,000.00 for the sinking of the
Vandenberg (the "Vandenberg Project"); and
WHEREAS, the Agreement provided that the sinking would be completed
and all invoices would be submitted by the City by September 30, 2008, and that
the Agreement would expire on September 30, 2008; and
WHEREAS, it has become necessary to extend the contract by one (1)
year, to September 30, 2009, in order to complete the Vandenberg Project.
NOW, THEREFORE, in consideration of the mutual covenants contained
herein the parties agree to an amendment of the Agreement as follows:
1. The termination date expressed in Paragraphs 2 and 13 of the
Agreement is hereby extended to September 30, 2009.
2. The date by which the City must submit all final documentation for
payment expressed in Paragraph 4 of the Agreement is hereby extended to
September 30, 2009.
3. The third sentence of Paragraph 5 is hereby amended to read as
follows: "Records shall be kept for a period of five (5) years following September
30, 2009."
4. All remaining provisions of the Agreement dated December 14,
2006 remain in force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day
and year first above written.
(SEAL)
ATTEST:
City Clerk
(SEAL)
ATTEST: DANNY L. KOLHAGE, CLERK
Deputy Clerk
CITY OF KEY WEST
Mayor/Chairman
BOARD OF COUNTY
COMMISSIONERS OF
MONROE COUNTY, FLORIDA
Mayor/Chairman
MONROE COUNTY ATTORNEY
�PR VED AS RM:
CYNTHIA L. HALL
ASSISTANT COUNTY ATTORNEY
Date_ 7-1 ^7.Oy!b --
Inter -local Agreernenj between MgIlroe gounty
and
the City of Key West
forthe
Sinking of the US§,Gen. H.S. Vandenberg
This AGREEMENT ("Agreement') dated the_/:t day of C'c 200 , is entered into by and
between MONROE COUNTY, a political'subdivision of the state of Florida, ("County ") and the
City of Key West ("City"), a municipal corporation of the State of Florida
WITNESSETH:
NOW, THEREFORE, in consideration of the mutual covenants and payments contained herein,
the City and the County have entered into this Agreement on the terms and conditions as set
forth below.
1. RECITALS.
(A) Chapter 163, Florida Statutes, known as the "Florida Interlocal Cooperation
Act Of 1969" ("the Act"), specifically provides that its' purpose is to permit local governmental
units to make the most efficient use of their powers by enabling them to cooperate with other
localities on a basis of mutual advantage and thereby to provide services and facilities in a
manner and pursuant to forms of governmental organization that will accord best with
geographic, economic, population, and other factors influencing the needs and development of
the local community. (Sec. 163.01(2), F.S.).
(B) The Act further provides that "a public agency of this state may exercise
jointly with any other public agency of the state ... any power, privilege, or authority which such
agencies share in common and which each might exercise separately." (Sec. 161.01(4).)
(C) The Act's definition of "public agency" includes a county government and a
municipality. (Sec. 163.01(3)(b).
(D) The County and City, pursuant to this Act, desire to enter into this Interlocal
Agreement ("the Agreement") for the purposes, and upon the terms and conditions, described
below, believing that this Agreement will allow each agency to make more efficient use of
facilities, personnel, and services necessary to, common to, or available to each agency.
(E) City has permits which enable it to sink the USS Gen. H. S. Vandenberg
("Vandenberg") in County waters within the Florida Keys National Marine Sanctuary.
(F) The City has entered into an agreement with Artificial Reefs of the Keys, Inc.
(the "Contractor'), approved in City of Key West Resolution No. 01-174, whereby the Contractor
has agreed to assume all responsibilities in the sinking and operating of the Vandenberg.
(G) The parties have a mutual goal of providing an artificial reef which is
accessible to residents and visitors of City and County and which will benefit the waters and
aquatic habitat surrounding City and County.
(H) County has funds designated to assist City with its efforts, among other
sources of funds available to City.
City of Key West — Vandenberg Project
Capital Project Funding FY 2007
(1) City assumes no liability to complete the Project, funding of which under this
agreement requires completion.
2. TERM AND "l-ERMINATION DATE. This Agreement is effective upon execution by both
parties and expires September 30, 2008. This Agreement shall remain in effect for the stated
period unless one party gives to the other written notification of termination pursuant to and in
compliance with paragraphs 8,13 and 14 below.
3. SCOPE OF AGREEMENT. City shall sink the Vandenberg jthe Projectl on the ocean
bottom as an artificial reef within County's boundaries, in waters approximately 7 miles south of
Key West, Florida. The sinking of the vessel must be completed before payment is made and
by the stated Agreement termination date of September 30, 2008. Prior to payment,
documentation showing proof of permitting (ACOE, FDEP, FKNMS; Vessel preparation — all
cleaning and reef preparation; and Transportation — Towing to yard and reef site) and
completion of the Project shall be submitted to the Finance Department of Monroe County no
later than September 30, 2008.
4. AMOUNT OF AGREEMENT AND PAYMENT. County agrees to fund the sinking in an
amount of Two Million Dollars ($2,000,000.00). Upon the legal and appropriate placement of the
Vandenberg on the ocean bottom approximately 7 miles south of Key West, Florida, City shall
submit to the County Finance Department an invoice verifying that the vessel was sunk
according to the scope of services in paragraph 2 of this Agreement. This verification must be
approved by the Monroe County Engineering Department. The County assumes no liability to
fund this Agreement for an amount in excess of this award. Monroe County's performance and
obligation to pay under this Agreement is contingent upon an annual appropriation by its Board
of County Commissioners. County shall make no payments prior to the vessel's sinking.
City must submit all documentation for final payment on or before September 30, 2008.
However, payment will be made by County prior to that date if the sinking occurs and the
appropriate documentation is furnished to County. Upon the receipt of all required
documentation, the County shall issue payment pursuant to the Local Government Prompt
Payment Act.
5. RECORDS AND REPORTS. City 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, engineering studies, 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
September 30, 2008. 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
full 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 possession or under its control subject to the
City of Key West — Vandenberg Project
2M 20061203
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.
6. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the terms of this
Agreement shall be in writing and approved by the City and County. The terms, covenants,
conditions, and provisions of this Agreement shall bind and inure to the benefit of the County
and City and their respective legal representatives, successors, and assigns.
7. RELATIONSHIP OF THE PARTIES. At all times and for all purposes hereunder, the City is
an independent contractor and not an employee or agent of the Board of County
Commissioners of Monroe County. No statement contained in this Agreement shall be
construed as to find the City or any of its employees, contractors, servants or agents to 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. No covenant or
Agreement contained herein shall be deemed to be a covenant or Agreement of any member,
officer, agent or employee of Monroe County in his or her individual capacity, and no member,
officer, agent or employee of Monroe County shall be liable personally on this Agreement or be
subject to any personal liability or accountability by reason of the execution of this Agreement.
This Agreement is for the partial assistance with funding the sinking of the Vandenberg and
shall not be construed as a joint venture.
8. COMPLIANCE WITH LAW. In carrying out its obligations under this Agreement, each Party
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 the non -breaching Party to terminate this Agreement immediately
upon delivery of written notice of termination to the other Party.
9. RESTRICTIONS ON AGREEMENTS ENTERED PURSUANT TO THIS AGREEMENT. The
City shall include in all Agreements funded under this Agreement the following terms:
a) Anti -discrimination. Contractor agrees that it will not discriminate against any employees or
applicants for employment or against persons for any other benefit or service under this
Agreement because of their race, color, religion, sex, national origin, or physical or mental
handicap where the handicap does not affect the ability of an individual to perform in a position
of employment, and to abide by all federal and state laws regarding non-discrimination.
b) Anti -kickback. Contractor warrants that no person has been employed or retained to solicit
or secure this Agreement upon an Agreement or understanding for a commission, percentage,
brokerage or contingent fee, and that no employee or officer of the Contractor has any interest,
financially or otherwise, in contractor. For breach or violation of this warranty, the Contractor
shall have the right to annul this Agreement without liability or, in its discretion, to deduct from
the Agreement price or consideration, the full amount of such commission, percentage,
brokerage or contingent fee. Contractor acknowledges that it is aware that funding for this
Agreement its available at least in part through the County and that violation of this paragraph
may result in the County withdrawing funding for the Project.
c) Hold harmless/indemnification. Contractor acknowledges that this Agreement is funded at
least in part by the County and agrees to indemnify and hold harmless the County and any of its
City of Key West— Vandenberg Project
2M 20061203
officers and employees from and against any and all claims, liabilities, litigation, causes of
action, damages, costs, expenses (including but not limited to fees and expenses arising from
any factual investigation, discovery or preparation for litigation), and the payment of any and ail
of the foregoing or any demands, settlements or judgments (collectively claims) arising directly
or indirectly from any negligence or criminal conduct on the part of Contractor in the
performance of the terms of this Agreement. The Contractor shall immediately give notice to
the County of any suit, claim or action made against the Contractor that is related to the activity
under this Agreement, and will cooperate with the County in the investigation arising as a result
of any suit, action or claim related this Agreement.
d) Insurance. Contractor agrees that it maintains in force at its own expense a liability
insurance policy which will insure and indemnity the Contractor and the County from any suits,
claims or actions brought by any person or persons and from all costs and expenses of litigation
brought against the Contractor for such injuries to persons or damage to property occurring
during the Agreement or thereafter that results from performance by Contractor of the
obligations :set forth in this Agreement. At all times during the term of this Agreement and for
one year after acceptance of the project, Contractor shall maintain on file with the County a
certificate of the insurance of the carriers showing that the aforesaid insurance policy is in
effect. The following coverage's shall be provided:
Workers Compensation insurance as required by Florida Statutes, and $1 Million for coverage
for employees affected by the Jones Act.
Commercial General Liability Insurance with minimum limits of $500,000 per occurrence for
bodily injury, personal injury and property damage.
Environmental Impairment Liability in the amount of $500,000.
Watercraft Liability in an amount sufficient to cover the vessel.
Comprehensive Auto Liability Insurance with minimum limits of $300,000 combined single limit
per occurrence.
The City and the County shall be named as additional insured, except for workers
compensation. The policies shall provide no less than 30 days notice of cancellation, non -
renewal or reduction of coverage.
At all times during the term of this Agreement and for one year after acceptance of the project,
Contractor shall maintain on file with the County a certificate of insurance showing that the
aforesaid insurance coverages are in effect.
e) Licensing and Permits. Contractor warrants that it 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.
f) Right to Audit. The Contractor 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 City, the County, the State of Florida or authorized agents and
representatives of said government bodies.
City of Key West — Vandenberg Project
2M 20061203
10. HOLD HARMLESS/INDEMNIFICATION. To the extent allowed by law, each Party hereby
agrees to indemnify and hold harmless the other Party and any of its officers and employees
from and against any and alt claims, liabilities, litigation, causes of action, damages, costs,
expenses (including but not limited to fees and expenses arising from any factual investigation,
discovery or preparation for litigation), for acts or omissions of the indemnifying Party and its
officers and employees, and the payment of any and all of the foregoing or any demands,
settlements or judgments arising directly or indirectly under this Agreement. The parties agree
to immediately give notice to the other of any suit, claim or action made against it that is related
to the activity under this Agreement, and will cooperate with each other in the investigation
arising as a result of any suit, action or claim related to this Agreement.
(a) Non -Waiver of Immunity. Notwithstanding the provisions of Sec. 768.28, Florida Statutes,
the participation of County and City 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.
(b) 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.
11. NONDISCRIMINATION. County and City agree that there will be no discrimination 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. City 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 811-352) 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 197:1, 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 9-1-616), 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 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) Any other nondiscrimination provisions in
any Federal or state statutes which may apply to the parties to, or the subject matter of, this
Agreement.
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12. ANTI -KICKBACK. City warrants that no person has been employed or retained to solicit or
secure this Agreement upon an agreement 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 the procurement or sinking of the Vandenberg. 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 from the Agreement price or consideration, the full amount of such
commission, percentage, brokerage or contingent fee.
13.-rERMINATION. This Agreement shall terminate on September 30, 2008. Termination
prior thereto shall occur whenever funds cannot be obtained or cannot be continued at a level
sufficient to allow for the continuation of this Agreement pursuant to the terms herein. In the
event that funds cannot be continued at a level sufficient to allow the continuation of this
Agreement pursuant to the terms specified herein, this Agreement may then be terminated
immediately, by written notice of termination delivered in person or by mail to City. The City may
terminate this Agreement without cause upon giving written notice of termination to Applicant.
The County shall not be obligated to pay for any services or goods provided by City after City
has received written notice of termination.
14. TERMINATION FOR BREACH. The County may immediately terminate this Agreement
for any breach of the terms contained herein. Such termination shall take place immediately
upon receipt of written notice of said termination. Any waiver of any breach of covenants herein
contained to be kept and performed by City shall not be deemed or considered as a continuing
waiver and shall not operate to bar or prevent the County from declaring a forfeiture for any
succeeding breach either of the same conditions or of any other conditions.
15. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the parties
hereto with respect to the subject matter hereof. .
16. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES.
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. This Agreement
is not subject to arbitration.
(a) Venue. In the event that any cause of action or administrative proceeding is instituted
for the enforcement or interpretation of this Agreement, the County and City agree that venue
shall lie in the appropriate court or before the appropriate administrative body in Monroe County,
Florida. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in
accordance with the Florida Rules of Civil Procedure and usual and customary procedures
required by the circuit court of Monroe County.
(b) Severability. 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 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 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.
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(c) Attorney's Fees and Costs. The County and City agree that in the event any cause of
action or administrative proceeding is initiated or defended by any party relative to the
enforcement or interpretation of this Agreement, the prevailing party shall be entitled to
reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award
against the non -prevailing party, and shall include attorney's fees, courts costs, investigative,
and out-of-pocket expenses in appellate proceedings.
(d) Adjudication of Disputes or Disagreements. County and City agree that all disputes and
disagreements shall be attempted to be resolved by meet and confer sessions between
representatives of each of the parties. If no resolution can be agreed upon within 30 days after
the first meet and confer session, the issue or issues shall be discussed at a public meeting of
the Board of County Commissioners. If the issue or issues are still not resolved to the
satisfaction of the parties, then any party shall have the right to seek such relief or remedy as
may be provided by this Agreement or by Florida law.
(e) Cooperation. In the event any administrative or legal proceeding is instituted against
either party relaiing to the formation, execution, performance, or breach of this Agreement,
County and City agree to participate, to the extent required by the other party, in all
proceedings, hearings, processes, meetings, and other activities related to the substance of this
Agreement -or provision of the services under this Agreement.
17. ETHICS CLAUSE: City warrants that it has not employed, retained or otherwise had act
on his behalf any former County officer or employee in violation of Section 2 or 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 the provision the County may, at its discretion terminate this
Agreement without liability and may also, at its discretion, deduct from the Agreement or
purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift,
or consideration paid to the former or present County officer or employee. The County and City
warrant that:, in respect to itself, it has neither employed nor retained any company or person,
other than a bona fide employee worming 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, the City 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,
(a) Covenant of No Interest. County and City covenant that neither presently has any
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.
(b) Code of Ethics. County agrees that officers and employees of the County
recognize and will be required to comply with the standards of conduct for public
officers and employees as delineated in Section 112.313, Florida Statutes,
regarding, but not limited to, solicitation or acceptance of gifts; doing business with
one's agency; unauthorized compensation; misuse of public position, conflicting
employment or contractual relationship; and disclosure or use of certain information.
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18. PLI13LIC ENTITY CRIME STATEMENT: A person or affiliate who has been placed on
the convicted vendor list following a conviction for public Entity crime may not submit a bid 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 36 months from the date of
being placed on the convicted vendor list. By execution of this Agreement, City agrees that it will
not employ any person in violation of this provision.
19. AUTHORITY: City warrants that it is authorized by law to engage in the performance of
the activities encompassed by the project herein described. Each of the signatories for the City
below certifies and warrants that the City's name in this Agreement is the full name as
designated in its corporate charter (if a corporation); they are empowered to act and contract for
the City, and this Agreement has been approved by the City Commission.
20. LICENSING AND PERMITS: City warrants that it 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.
21. INSURANCE. The parties to this agreement stipulate that each is a state governmental
agency as defined by Florida Statutes and represents to the other that it has purchased
suitable Public Liability, Vehicle Liability, and Workers' Compensation insurance, or is self -
insured, in amounts adequate to respond to any and all claims under federal or state actions
for civil rights violations, which are not limited by Florida Statutes Section 768.28 and Chapter
440, as well as any and all claims within the limitations of Florida Statutes Section 768.28 and
Chapter 440, arising out of the activities governed by this agreement.
To the extent allowed by law, each party shall be responsible for any acts of negligence on the
part of its employees, agents, contractors, and subcontractors and shall defend, indemnify
and hold the other party harmless from all claims arising out of such actions.
City agrees to keep in full force and effect the required insurance coverage during the term of
this Agreement. If the insurance policies originally purchased which meet the requirements of
this Agreement are canceled, terminated or reduced in coverage, then City must immediately
substitute complying policies so that no gap in coverage occurs. Copies of current policy
certificates shall be filed with the County whenever acquired or amended.
22. NOTICE. Any written notice to be given to either party under this Agreement or related
hereto shall be addressed and delivered as follows:
For City: BY COURIER BY MAIL
City Manager, City of Key West City Manager, Key West
525 Angela Street PO Box 1409
Key West, FL 33040 Key West, Ft_ 33041
For County: BY COURIER BY MAIL
County Administrator County Administrator
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1100 Simonton Street PO Box 1026
Key West, FL 33040 Key West, FL 33041
23, CLAIMS FOR FEDERAL OR STATE AID. Contractor and County agree
that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to
further the purpose of this Agreement; provided that all applications, requests, grant proposals,
and funding solicitations shall be approved by each party prior to submission.
24. NON -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.
25. 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 the City agree that neither the County nor the City 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.
26. ATTESTATIONS, City agrees to execute such documents as the County may
reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a
Drug -Free Workplace Statement.
27. NO PERSONAL LIABILITY. No covenant or Agreement contained herein shall be
deemed to be a covenant or Agreement of any member, officer, agent or employee of either
Party in his or her individual capacity, and no member, officer, agent or employee of either Party
shall be liable personally on this Agreement or be subject to any personal liability or
accountability by reason of the execution of this Agreement,
28, 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 any of the parties hereto may execute this
Agreement by singing any such counterpart.
29. SECTION HEADINGS. Section headings have been inserted in this Agreement as a
matter of convenience of reference only, and it is agreed that such section headings are not a
part of this Agreement and will not be used in the interpretation of any provision of this
Agreement.
BALANCE OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGE TO FOLLOW
City of Key West — Vandenberg Project
2M 20061203
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the
day and year first above written.
•a
y L�i P.01hage, Clerk
Clerk DEC _ 8 2006
(CORPORATE SEAL)
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City of Key West— Vandenberg Project
2M 20061203
Board of County Commissioners
of Monroe County
Mayor/Chairman
City of Key West
By
Mayor
Print Ndine
MONROE COUNTY ATTORNEY
OVER AS T
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