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Item F24 F24 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE �� i Mayor Holly Merrill Raschein,District 5 The Florida Keys Mayor Pro Tern James K.Scholl,District 3 Craig Cates,District 1 Michelle Lincoln,District 2 ' David Rice,District 4 Board of County Commissioners Meeting November 19, 2024 Agenda Item Number: F24 2023-3287 BULK ITEM: Yes DEPARTMENT: Social Services TIME APPROXIMATE: STAFF CONTACT: Sheryl Graham N/A AGENDA ITEM WORDING: Approval of a new Agreement for Disposal of Remains between CMJP Operations Inc., d/b/a Key West Mortuary, and Monroe County that provides for a term of one (1)year commencing upon execution by all parties, with the option to renew for four(4) additional one (1)-year extension terms. ITEM BACKGROUND: Three (3) local funeral homes throughout Monroe County currently provide cremation and/or burial services for the County. This is a new agreement between Monroe County BOCC and CMJP Operations Inc., d/b/a Key West Mortuary, for a contract period of one(1)year, with four(4) optional extension terms. This Agreement represents a $300 rate increase per service from $1200 to $1500 and is the first rate increase in eleven (11)years. The history of the rate increases is as follows: Prior to 2001, the rate was $450.00. That was the established rate for more than 20 years. In 2001, the rate increased to $900.00 and remained at that level for 12.5 years until it was raised to $1200.00 in 2013. In 2014, new agreement was signed by the parties, and has since been extended by one (1)-year or two (2)-year intervals. This new Agreement supersedes all prior agreements, and amendments thereto, and sets forth the current understanding between the parties. PREVIOUS RELEVANT BOCC ACTION: Most recently, BOCC approved Amendment#7 on 11/08/2023. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: New one (1)year Agreement(with four(4) optional one (1)-year extensions). STAFF RECOMMENDATION: Approval 1812 DOCUMENTATION: 7th Amendment I I—08—2023.pdf Agreement w. CMJP Operations Inc. (dba Key West Mortuary) for Disposal of Remains-2024- 2025(FINAL)Legal Apprvd.pdf Scan 110624 14-05_37.pdf FINANCIAL IMPACT: Need $6,900.00 extra added to Social Services CC61502, SC00072 Paupers, to cover this increase. 23 X $300 = $6,900 1813 GVS COURTq° o: A Kevin Madok, CPA - �o ........ � Clerk of the Circuit Court& Comptroller Monroe County, Florida �z cooN DATE: December 4, 2023 TO: Sheryl Graham, Director Social Services ATTN: Lourdes Francis, Administrator Social Services Kim Wilkes Wean, Sr. Administrator Social Services FROM: Liz Yongue, Deputy Clerk SUBJECT: November 8, 2023 BOCC Meeting The following items have been executed and added to the record: F 19 6th Amendment to the Agreement for Disposal of Remains between Dean-Lopez Funeral Home and Monroe County BOCC/Monroe County Social Services to extend the term of the agreement by two years to a contract period of 10/16/2023-10/15/2025. F20 6th Amendment to the Agreement for Disposal of Remains between Allen Funeral Directors, LLC., d/b/a Allen-Beyer Funeral Home and Monroe County BOCC/Monroe County Social Services to extend the term of the agreement by one year to a contract period of 10/16/2023-10/15/2024. F21 7th Amendment to the Agreement for Disposal of Remains between Florida Keys Funeral Services, LLC., d/b/a Key West Mortuary and Monroe County BOCC/Monroe County Social Services to extend the term of the agreement by two years to a contract period of 10/16/2023 - 10/15/2025. Should you have any questions please feel free to contact me at(305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY 500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070 1814 #71 AMENDMENT TO AGREEMENT FOR DISPOSAL OF REMAINS FLORIDA KEYS FUNERAL SERVICES, LLC., KEY WEST MORTUARY MONROE COUNTY THIS 7th AMENDMENT to Agreement for Disposal of Remains is made and entered into this 8th day of November, 2023, by and between Monroe County, a political subdivision of the State of Florida, whose address is The Historic Gato Building, 1100 Simonton Street, Suite 2-257, Key West, Florida 33040 (hereafter, "County"), and Florida Keys Funeral Services, LLC., d/b/a Key West Mortuary, a Florida business whose address is 328 Truman Avenue, Key West, Florida 33040 (hereafter "Contractor"). WHEREAS, on the 171h of September 2014 the County and the Contractor entered into an Agreement for disposal of remains (hereafter"Original Agreement"); and WHEREAS, Florida Keys Funeral Services, LLC., d/b/a Key West Mortuary is willing and able to provide for disposal of remains and perform related services; and WHEREAS, Florida Keys Funeral Services, LLC., d/b/a Key West Mortuary is now owned by Peter E. Batty; however, Aaron Castillo is still remaining on staff and operating in a key role as primary mortician; and WHEREAS, the parties have found the original agreement to be mutually beneficial now therefore, IN CONSIDERATION of the following mutual promises and benefits,the parties agree as follows: Section 1. Paragraph 1 of the Original Agreement is amended to read as follows: 1. TERM. The term of this Amendment is two years beginning October 16, 2023, and terminating on October 15, 2025. Section 2. All other provisions of the September 17, 2014 Original Agreement not inconsistent herewith, shall remain in full force and effect. WITNESS WHEROF County and Contractor have executed this Agreement as of the date first en above. .J&�' BOARD OF CO Y COMMISSIONERS KEVIN MADOK, Clerk OF MONRO ;TY,ZFI?D G By As Depudy Clerk U Mayor/Chairman c= D : � 1�t�( 3 Date: 4�)ZG23 �i :w WITNESSES CONTRACTOR By: Date: 10.24.23 _ Sfg'rature Peter E. Batty . Approved as to form and legal sufficiency Nionroe County Attorneys Office Christina Corv,Assistant County Attorney 1815 AGREEMENT between MONROE COUNTY,FL and CMJP OPERATIONS INC. d/b/a KEY WEST MORTUARY for Disposal of Remains THIS AGREEMENT is made and entered into this day of , 202 , by and between the Monroe County, Florida, a political subdivision of the State of Florida, with principal offices located at 1100 Simonton Street,Key West,FL 33040 (the "County")and Florida CMJP Operations Inc., d/b/a Key West Mortuary, a Florida corporation with principal offices located at 418 Simonton Street, Key West, FL 33040 (the "Contractor") to provide disposal of remains and associated services. WHEREAS, funeral homes throughout the County provide storage refrigerated facilities, and occasionally provide for disposal of remains at County's cost; and WHEREAS, the County and CMJP Operations Inc., d/b/a Key West Mortuary, have had an active contract for disposal of remains in effective since 2013, through a succession by merger under a different business entity name,with the operative term of services commencing on October 16, 2014 ("2014 Contract") and subsequently extended by amendments thereafter; and WHEREAS, the parties mutually agree to terminate the 2014 Contract between Monroe County and Florida Keys Funeral Services, LLC d/b/a Castillo & Thurston's Key West Mortuary, including the amendments thereto, and enter into this new Agreement in order to update terms and conditions related to the provision of Contractor's services, to wit: disposal of remains services, rendered for the benefit of the County; and WHEREAS, the parties find and determine this Agreement is in their best interests, respectively. Now therefore,in exchange for good and sufficient consideration, the parties hereby agree to the following terms and conditions: 1) The Recitals & Termination of Prior Agreement The parties expressly incorporate the above recitals as true and accurate representations, and mutually agree to terminate the parties' 2014 Contract with neither party having any further rights or obligations thereunder. 2) The Work/Services The Contractor must perform all work for the County required by this Agreement, and as set forth below: a. Contractor shall provide at Contractor's place of business refrigerated storage of deceased individuals transferred to their possession and disposal services as described herein. b. The services shall be limited to unclaimed bodies or those for which the County has made a determination of indigency. Bodies which are claimed by no one,but for which there are assets to cover the cost of cremation or burial are not covered by this Agreement. If the County has determined that there was no indigency,but the funeral home processes through a court of competent jurisdiction a request for Page 1 of 14 1816 disposal of assets without administration and,as a result, is paid the full amount of known assets, which is less than $1,500.00,the County shall reirnbLtrse the funeral horne the difference between $1,500.00 and the amount received throngh the relevant Court proceeding. Court costs may be reimbursed at the discretion of the County Administrator, or designee. No funeral service shall be atithorized by County for any deceased individual processed Under this Agreement. c. Contractor shall provide to County an original accurate Death Certificate prior to payment for services. Disposal may be by cremation or delivery of casket to the Key West Cernetery, or other cemetery designated by the County, for vault interment. (7reniation set-vices include: the statutorily required approval by the Monroe County Medical I"Aaininer for cremation, and disposal of remains, including placement in a temporary container, unless otherwise directed by the (."OUnty. ('ounty shall direct Contractor as to the means of disposal, whether cremation or burial. County represents that for each body it directs Contractor to process and dispose under this Agreement,County has anatomical board authority, if applicable, Under Section 406.52, F.S. to dispose. d. Contractor must supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor Must Comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. e. Conti-actor must comply with any and all Federal, State, and local laws and regulations now in effect,or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or Subcontractors, if any, with respect to the work and services described herein. Contractor shall maintain throughout the term of this Agreement, appropriate licenses and insurance as required for the operation of a funeral home. In addition, Contractor shall obtain burial transit permits and any other legally required permits for disposal or cremation of; or transfer of, a deceased individual. proof of any such license(s) shall be provided to the County upon request. f. Contractor agrees to complete such forms as County deems necessary in furtherance of its ordinances and policies, and any relevant state- and/or federal- mandates. The forms may include, but are not limited to: Certification Regarding Debarments, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Federally Funded Transactions, etc. 3) Costs County shall pay Contractor for each "unclaimed" or indigent body processed either through cremation or for interment, in the arnount of$1,500.00. In the event the County has received only partial remains or the remains of an infant(or under the age of three (3) years old), County shall pay $900.00. ']'his cost shall encompass burials of identified bodies, and all other services necessary for the disposal for remains by cremation or interment, including but not limited to removal and transfer of remains to funeral home,to crematory,to cemetery, or to Monroe County Social Services Department. Specifically for unidenti tied bodies or remains,or bodies that need to be buried for medical,forensic, legal, or other reasons, additional costs of Lip to $800.00 may need to be added 1.,()r a Ziegler casket.The County will be responsible for transfer of crernated rernains to family members or others as appropriate and shall ensure the most economical and secure delivery service possible in each set ofeircurnstances. a) County is exempt from payment of Florida State Sales and Use taxes. Contractor shall not be exempted by virtue of the County's exemption from paying sales tax to its suppliers for materials used to fulfill its obligations under this contract, not* is Contractor authorized to use the County's Tax Exemption Number in seCUring Page 2 of 14 1817 Such materials. Contractor shall be responsible for any and all taxes, or payments of withholding, related to services rendered under this Agreement. b) Contractor shall submit, in arrears, invoices to County with supporting documentation acceptable to the Monroe County Office of'Clerk and Comptroller (County Clerk). Acceptability to the County Clerk is based upon generally accepted accounting principles and such laws,rules and regulations as may govern the disbUrsal of funds by the County Clerk. c) The contract amount agreed to herein may be adjusted annually, on the renewal date of each contract year, by a percentage equal to the percentage increase in the CPI for urban Consumers for the preceding calendar year. 4) Agreement Subject to Funding The C,011nty's performance and obligation to pay under this contract is contingent upon all annual appropriation by the Board of County Commissioners. In the event that the County funds on which this Agreement is dependent are withdrawn,this Agreement is terminated, and the County has no further obligation under the terms of this Agreement to the Contractor beyond that already incurred by the termination date, 5) Contract Term The initial contract period is for one (1) year commencing on tile date written on the first page of this Agreement.'file term ofthis Agreement may be extended by mutual agreement for four(4)one(I)-year extension terms. Consensus of the parties to exercise an extension may be done administratively prior the current term's expiration date, and must be done in writing. 6) Contract Extension Beyond the Term In the event services are scheduled to end because of the expiration of this contract, the Contractor must,continue the service Up011 the request of the County Administrator. The extension period will not.extend for iriore than ninety (90)days beyond the expiration date of"the existing contract. The Contractor will be compensated for the service at the rate(s) in effect when the County invokes this extension clause. 7) Independent Contractor This Agreement does not create all ernployee/ernployer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the County's employee for any purposes, including but not limited to, the application of"the Fair Labor Standards Act minimum wage and overtime payrnents, Federal Insurance Contribution Act, the Social SeCUrity Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Lhiernployrnent Insurance law. The Contractor will retain sole and absolute discretion in theJUdgment of the manner and means ol"carrying Out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement will be those of Contractor, which policies of Contractor will not conflict with County, State, or United States policies, rules or regulations relating to the use ofContractor's funds provided for herein. The Contractor agrees that it is a. separate and independent enterprise frorn the County, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work, This Agreement Must not be construed as creating any.jo int employment relationship between the Contractor and the (..'OUrlty and the County Will not be liable for any obligation incurred by Contractor, including but not lirnited to unpaid rninimurn wages and/or overtime prerniUrns. Page 3 of"14 1818 8) Assignment and Subcontracting Contractor Must not transfer or assign the performance required by this Agreement without the prior written consent of the Board of County Commissioners. This Agreement, or any portion thereof-, must not be subcontracted without the prior written consent of the County nor may the Conti-actor assign any monies due or to become due to him or her, Without the previous written consent. 9) Termination In the event that the Conti-actor is found to be negligent in any aspect of service,the County shall have the right to terminate this Agreement after seven (7) days' written notification to the Contractor. a) Termination for Cause and Remedies: In the event of breach of ally contract terrns, the County retains the right to terminate this Agreement. The County may also terminate this Agreement for cause with Contractor should Contractor fail to perform the covenants herein contained at the time and in the manner herein provided. In the event of such termination, prior to termination, the County shall provide Contractor with seven (7) calendar days' written notice and provide the Contractor with all opportunity to cure the breach that has Occurred. Ifthe breach is not cured,the Agreement will be terminated for cause. Ifthe County terminates this Agreement with the Contractor, County shall pay Contractor the sum due the Contractor Linder this Agreement prior to termination, unless the cost of" completion to the County exceeds the funds remaining in the contract; however, the County reserves the right to assert and seek all offset for damages caused by the breach. The maximum amount due to Contractor shall not in any event exceed the spending cap in this Agreement. In addition, the County reserves all rights available to recuperate monies paid under this Agreement, including the right to sue for breach of contract and including the right to pursue a claim for violation of the COUntys False Claims Ordinance,located at Section 2-721 et a].of tile Monroe County Code. b) Termination for Convenience: The County may terminate this Agreement for convenience, at any time, upon ninety (90) days' written notice to Contractor, If the County terminates this Agreement with the Contractor, County shall pay Conti-actor the sure due as of the appointed termination date, unless the cost of completion of the remaining work under tile Agreement exceeds the funds remaining in the contract. The inaximurn clMOUnt due to Contractor shall not exceed the spending cap in this Agreement. 10) Indemnification & Hold Harmless a) The parties agree that one percent (1%) of the total compensation paid to Contractor for the work or services Linder this Agreement constitutes specific consideration to Contractor for the indemnification to be provided Linder the Agreement. Notwithstanding ally minimum insurance requirements prescribed elsewhere in this Agreement,the Contractor shall defend, indemnify,and hold the COUnty, and the County's elected and appointed officers and employees,harmless from and against any claims, actions or causes of action, any litigation, administrative proceedings,appellate proceedings,or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with: (A)any activity of the Contractor or any of its employees,agents,contractors or other invitees during the term of this Agreement; (13) the negligence or recklessness, intentional wrongful misconduct, errors or other wrongful act or Page 4 of 14 1819 omission of the Con tractor or any of its employees,agents,sub-contractors or other invitees'- or(C) the Contractor's default in respect of any of the obligations that it undertakes under the terms of this Agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than the Contractor). The rnonefary limitation of liability under this Agreement shall be equal to the dollar Value of the contract and not less than $1 million per occurrence pursuant to Section 725.06, Florida Statutes. The lirnits of liability shall be as set forth in the insurance requirements included in the "Insurance Requirements," provisions herein, b) In the event that the completion of file set-vices (to include the work of others) is delayed or suspended as a result ofthe Contractor's failure to purchase or maintain the required insurance,the Contractor shall indemnify the County from any and all increased expenses resulting front Site],) delay. c) Nothing contained herein is intended, nor may it be construed, to waive County's rights and immunities under the common law or Section 768.28, Florida Statutes, as amended from time to time; nor will anything included herein be construed as consent to be stied by rmy third parties in any matter arising out of this Agreement. To the extent considered necessary by the County,any Sums due Contractor under this Agreement may be retained by the County until all of the County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld is not subject to payment of interest by the County. Insofar as the claims, actions, Causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. 11) Discriminatory Vendor List Contractor hereby acknowledges its Continuous duty to disclose to the County if the Contractor or any of its affiliates,as defined by Section 287.1 34(l)(a),F'lorida.Statutes,are placed on the Discriminatory Vendor L.,ist. Pursuant to Section 287.134(2)(a),Floi-ida Statutes: "All entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid, proposal, or reply oil a contract to provide any goods or set-vices to a public entity;may not submit a bid, proposal,or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perforril work as a contractor, Supplier, subcontractor, or consultant Under a contract with any public entity; and may not transact business with any public entity." 1.2) County Suspended Vendor List The eligibility of persons to bid For an award Of County contract(s),or enter into a contract, may be suspended pursuant to sec. 2-347(l) of the Monroe County Code of Ordinances. In the event art eligible person is suspended by the County after the contract is awarded, or a suspended person is employed to perform work (e.g. subcontractor in a bid or contract) pursuant to a County contract, same shall constitute a material breach of the contract. The County, in its sole discretion, may terminate the contract with no further liability to the contractor beyond payment of the portion of the contract price that may be due for work satisfactorily completed Lip to the date oftennination, and hereby reserves all other rights and remedies available at law or in equity. 13) Prohibition on Conflict of Interest,Gratuities, Kickbacks, and Collusion Page 5 of 14 1820 The statements contained in this paragraph are true and correct., and made with the full knowledge that Monroe County relies upon the truth ofthe statements contained herein in awarding the contract for this service. a) Conflict of Interest. Contractor covenants that it presently has no interest and will not acquire any interest that would conflict in any manner or degree with the performance of services required. Each party hereto covenants that there is no conflict of interest or any other prohibited relationship between the County and itself. b) Gratuities. Contractor hereby certifies that it has riot offered, given, or agreed to give any Monroe County employee a gratuity, favor, or anything of monetary Value in connection with any decision, approval, disapproval, recommendation, preparation of any part of the service or award of this contract. c) Kickbacks. Contractor certifies that it has not given payment, gratuity, or offer of employment to be made by or on behalf of a Sub-contractor under a contract to Contractor or higher tier sub-contractor or any person associated therewith, as an inducement of the award Of a subcontract or order, d) Non-Collusion Statement. By signing this Agreement, Contractor certifies under penalty of'perjury that the price proposed by Contractor was arrived at independently without collusion, consultation, or communication for the purpose of restricting competition;and no attempt has been made to induce another person or entity to SUbmit a proposal,or not submit, for the purpose of restricting competition in the award of this contract. e) Contract Clause. The prohibitions on conflict of interest, gratuities, kickbacks, and Collusion prescribed in this paragraph must be Conspicuously set forth in every contract and subcontract and solicitation initiated by Contractor in its performance of this Agreement. 14) Ethics Clause pursuant to Monroe County Ordinance No. 010-1990 By signing this Agreement, the Contractor warrants that lie/she/it has not employed, retained or otherwise had act on his/her/its behalf any former County officer or employee in violation of'Section 2-149, Monroe County Code of'Ordinances, or any County officer or employee in violation of Section 2-150, Monroe County Code of Ordinances. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount ofany fee, commission, percentage, gift,or consideration paid to the former County officer or employee pursuant to Subsection 2-152(b), Monroe County Code of Ordinances. 15) Prompt Disclosure of Litigation, Investigations,Arbitration, or Admin. Proceedings Throughout the term of"this Agreement,the Contractor has a continuing duty to promptly disclose to the County, in writing, upon Occurrence, all civil or criminal litigation, investigations, arbitration, or administrative proceedings relating to or affecting Contractor's ability to perform under this Agreement. If the existence of Such causes the County concern that the Contractor's ability or willingness to perform the Agreement is jeopardized, the Contractor may be required to provide the County with reasonable assurances to demonstrate its ability to perform as required hereunder, and that its employees/agents have not or will not,engage in conduct similar in nature to the conduct alleged in Such proceeding, 16) Notice All written correspondence to the County shall be dated and signed by all authorized representative of the Conti-actor. Any written notices or correspondence required or contemplated under this Agreement shall be sent by U.S. Mail, certified, return receipt Page 6 of 14 1821 requested,postage pre-paid,or by courier with proof of delivery.Notice is deemed received by Contractor when hand delivered by national Courier with proof of delivery or by U.S. Mail upon verified receipt or upon the date of refusal or non-acceptance of delivery. Notice shall be sent to the following persons: FOR COUNTY: f,'QR CONTRACTOR: County Administrator Key West Mortuary Monroe County ­418 Simonton St. 1100 Simonton Street, Room 2-205 They West, Ft., --- Key West, Fl- 33040 f"i-nail: Deanlovezf`ft 11 mho 0-C Iml 11 And (with copy to) Monroe County Attorney's Office I I I I 12th Street, Suite 408 Key West, FL, 33040 17) Choice of Law and Venue The parties hereby agree that the only laws that apply to this Agreement are those of the State of Florida and United States of America. The parties waive the privilege of venue and agree that all litigation between them in the state courts will take place exclusively in the Sixteenth Judicial Circuit in and for Monroe County, f,'lorida, and that all litigation between them in the federal courts will take place exclusively in the United States District Court in and for the Southern District of Florida,or United States Bankruptcy Court for the Southern District of F'lorida, whenever applicable. 18) WAIVER OF JURY TRIAL& MANDATORY PRE-SUIT MEDIATION BY ENTERING INTO THIS CONTRACT, EACH OF CONTRACTOR AND THE COUNTY HEREBY EXPRESSLY WAIVE ANY RIGHTS EACH, MAY HAVE TO A TRIAL BY JURY RELATED TO THIS CONTRACT. IF A PARTY FAILS TO WITHDRAW A REQUEST FOR AJURY TRIAL IN A LAWSUIT"ARISING OUT OF THIS CONTRACTOR SOLICITATION AFTER WRITTEN NOTICE BY THE OTHER PARTY OF VIOLATION OF THIS SECTION, THE PARTY MAKING THE REQUEST FOR JURY TRIAL WILL BE LIABI..,E FOR THE REASONABLE ATTORNEY'S FEES AND COSTS OF THE OTHER PARTY CONTESTING THE, REQUEST" FORJURYTRIAL,AND SUCH AMOUNTS MUST BE AWARDED 13Y THE COURT IN ADJUDICATING THE MOTION. THE COUNTY AND CONTRACTOR AGREE THAT, IN THE EVENT OF CONFLICTING INTERPRETATIONS OF THE TERMS OR A TERM OF THIS AGREEMENT BY OR BETWEEN ANY OF THEM THE ISSUE SHALL BE SUBMITTED TO MEDIATION PRIOR TO THE INSTITUTION OF ANY OTHER ADMINISTRATIVE OR LEGAL PROCEEDING. MEDIATION PROCEEDINGS INITIATED AND CONDUCTED PURSUANT TO THIS AGREEMENT SHALL 13E IN ACCORDANCE WITH THE FLORIDA RULES OF CIVIL PROCEDURE AND USUAL AND CUSTOMARY PROCEDURES REQUIRED BY THE CIRCI,JIT COURT" OF MONROE COUNTY. .19) Attorney's Fees and Costs County and C,ontractor 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, at all levels of the court system, including in appellate proceedings. Page 7(&]4 1822 20) Cooperation in Claims for Federal or State Aid & In General Contractor and County agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to I'Lirther the purpose of this Agreement; provided that all applications, requests,grant proposals,and funding solicitations shall be approved by each party prior to submission. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, County and Contractor agree to participate,to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance ofthis Agreement or provision of the services under this Agreement. County and Contractor specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 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 aunty shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution OfthiS Agreement. 21) Public Records County is a public agency subject to Chapter 119, I'lorida Statutes, as amended frotri time to time. To the extent Contractor is a Contractor acting on behalf of the County pursuant to Section 119.0701, Florida Statutes, as amended from time to time, Contractor must comply with all public records laws in accordance with Chapter 119, I"Jorida Statutes. In accordance with state law, Contractor agrees to: a) Keep and maintain all records that ordinarily and necessarily would be required by the County in order to perform the services. b) Upon request from the County's custodian of public records, provide the County with a copy of the requested records or allow the records to be inspected or copies within a reasonable time at a. cost that does not exceed the costs provided in C I hapter 119, Florida Statutes, or as otherwise provided by law. C) FIAISUre that public records that are exempt,or confidential and exempt,frorn public records disclosure are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Contractor does not transfer the records to the County. d) (Jpon completion of the services within this Agreement, at no cost, either transfer to the County all public records in possession of the Contractor or keep and maintain public records required by the County to per6orm the services. If the Contractor transfers all public records to the County upon completion of the services,the Contractor must destroy any duplicate public records that are exempt, or confidential and exempt, frorn public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the services, the Contractor must;meet all applicable requirements for retaining public records. All records stored electronically must be provided to the C,01,111ty, upon request froin the County's Custodian Of public records, in a format that is compatible with the information technology systems ofthe County. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE COUNTY'S CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT PHONE NO. 305-292-3470, BRADLEY-BRIAN(a),MONROECOUNTY- I)age 8 of 14 1823 FL.GOV, MONROE COUNTY ATTORNEY9S OFFICE, 11.11 12TH STREET, SUITE 408, KEY WEST, FL 33040. If Contractor does not comply with this section, the County will enforce the Agreement provisions in accordance herewith and May unilaterally cancel this Agreement in accordance with state law. 22) Audit Rights The Contractor must maintain accurate books,records,documents and other evidence that. sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement, in accordance with generally accepted accounting principles. County reserves the right to audit the records of the Contractor for the connnodities and/or services provided under the contract at ally tittle during the perl'orniance and term of the contract and for a period of rive (5) State of Florida fiscal years after completion and acceptance of the Work by the County. Such records must be retained by Contractor for a minimum of five(5) State of Florda.fiscal years following the close of the Agreement, or the period required for this particular type of set-vice by the General Records Schedules maintained by the Department of State, whichever is longer. The Conti-actor agrees to cooperate with the County, and if relevant, the State Inspector General pursuant to Section 20.055(5), as amended, in any investigation and facilitate the duplication and transfer Of Such records upon the County's request. Contractor agrees to Submit to an audit as required by the County, Florida Fish and Wildlife Conversation Commission,the Chief Financial Officer of the State of Florida,the Auditor General of the State of Florida, the Florida Office of Program Policy Analysis and Government Accountability,or other authorized representative(s)of the State of Florida.The Contractor must allow the County or such other auditing agency to have access to and inspect the complete records of the Contractor in relation to this Agreement at any and all times during normal business hOL1rS for the purposes of conducting audits or examinations or making excerpts or transcriptions. Such requirements will survive the termination of this Agreement. 23) No Third Party Benericiaries Neither Contractor nor County intends to directly or Substantially benefit a third party by this Agreement. Therefore, the Parties acknowledge that there are no third-party beneficiaries to this Agreement and that no third party is or will be entitled to assert a right or claim against either of them based upon this Agreement. 24) Uncontrollable Circumstances ("Force Majeture") AS used herein,"Force Majeure"tneans the Occurrence of any event that prevents or delays the performance by either party of its obligations hereunder which are beyond the reasonable control ofthe non-perforin i jig party. Examples of"Force MaV1,11-C" include,but are not limited to, acts of God, natural disasters, or emergency governmental action. 'To invoke this paragraph, immediate written notice, consistent with the "Notice" provisions of this Agreement,runs(be sent by the non-performing party describing the circurnstances constituting force majeure and proof that the note-performance or delay ofFierformance is a direct and reasonable result of Such event(s). Any claim for extension of' time by Contractor pursuant to this paragraph will be made not more than Seventy-two (72) hours after the commencement of the delay. Otherwise, it shall be waived. The Contractor shall immediately report the termination of the cause for the delay within seventy-two(72)hours after Such termination 'The County reserves its right to challenge the invocation by the Contractor within five(5)calendar days of receipt of said notice,in such case uninterrupted performance in required. However, in the event the invocation is accepted by the County, Page 9 of 14 1824 the Contractor must take all reasonable measures to mitigate any and all resulting damages, costs, delays, or disruptions to the Contractor's performance requirements under this Agreement. All obligations must resume when the Circumstances of such event(s) have subsided, or other arrangernents are made pursuant to a written amendment to this Agreement. 25) Conditions for Emergency/Hurricane or Disaster It is hereby made a part of this agreement that before,during and after a public emergency, disaster, hurricane, flood, pandemic or other Substantial loss that the Monroe County will require a"first priority" basis for goods an(] services. It is vital and imperative that the majority of citizens are protected from any emergency situation which threatens public safety and health, as determined by the County Administrator. Contractor agrees to perform services for the County Or Other governmental entities, as opposed to a private citizen or corporation, on a first priority basis. The County expects to pay a fair and reasonable price for all products/services in the event of a disaster, pandemic, emergency or hurricane. Contractor must furnish a twenty-fOUr (24) hour telephone number in the event of such an emergency. 26) Public Entity Crimes Statement Pursuant to Section 287.133(2)(a), I'lorida Statutes, as amended from tune to time, Contractor hereby certifies that neither it nor its affiliate(s) have been placed on the convicted vendor list following a conviction for a.public entity crime. If placed on that list, Contractor agrees: to immediately notify the (,',OLtllty and is prohibited from providing any goods or services to a public entity; it may 1101 submit a bid on a contract with a public entity for the construction or repair of a.public building or public work; it may not Sillirnit bids oil leases of real property to a public entity; it may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any Public entity; and, it may not transact business with any public entity in excess of the threshold aniOUIlt provided in Section 287.017, Florida Statutes, for Category TWO ($35,000), as may be amended, for a.period ofthirty-six (36) months from the date of being placed on the convicted vendor list. 27) Foreign Goifts and Contracts The Contractor must comply with any applicable disclosure requirements in Section 286.101, Florida Statutes. Pursuant t(7 Section 286.10 1(7)(b),Florida Statutes: "In addition to any fine assessed Linder [§ 28Ci.10 1(7)(a), Florida Statutes], a final order determining a third or Subsequent violation by an entity other than a state agency or political subdivision Must automatically disqualify the entity frorn eligibility for any grant or contract funded by a state agency or any political subdivision until Such ineligibility is lifted by the Administration Commission [Governor and Cabinet per §14.202, Florida Statutes] for good cause." 28) Scrutinized Companies and Countries of Concern per Sections 287.135, 215.473, & 287.138, Florida Statutes Contractor hereby certifies that it: a) has not been placed on the Scrutinized Companies that Boycott Israel List, nor is engaged in a boycott of Israel; b)has not been placed on the Scrutinized Companies with Activities in Sudan List nor the Scrutinized Companies with Activities in the Iran Terrorism Sectors List (formerly the Iran Petroleum energy Sector List); and c) has not been engage(] in business operations in Cuba or Syria. If Coulity determines that Contractor has falsely certified ]`acts under this paragraph, or if Contractor is f6mid to have been placed oil a list created pursuant to Section 215.473,Florida Statutes, as amended, or is engaged in a boycott of Israel after the execution of'this Agreement, Page 10 of 14 1825 County will have all rights and remedies to terminate this Agreement consistent with Section 287.135, Florida Statutes, as amended. The County reserves all rights to waive certain requirements of this paragraph on a case-by-case exception basis pursuant to Section 287,135, Florida Statutes, as amended. Beginning January 1, 2024, the County Must not enter into a contract that grants access to all individual's personal identifying information to any Foreign Country Of Concern Such as: People's Republic of China, the Russian Federation, the Islamic Republic of Iran, the Democratic People's Republic of Korea, the Republic Of Cuba, the Venezuelan regime of Nicolds Madero, or the Syrian Arab Republic, unless the Contractor provides the County with an affidavit signed by all authorized representative of the Contractor, under penalty of perjury, attesting that the Contractor does not meet any of the criteria in subparagraphs(2)(a)-(c)ot'Section 287.138, Florida Statutes, as may be amended. Beginning January 1, 2025, the County must not extend or renew any contract that grants access to an individual's personal identifying information unless the Contractor provides the County with an affidavit signed by an authorized representative of the Contractor, under penalty of perjury, attesting that the Contractor does not meet any of the criteria in SUbparagraphs(2)(a)-(c)of"Section 287.138, Florida Statutes, as may be amended. Violations of this Section will result in termination of this Agreement and may result in administrative sanctions and penalties by the Office of the Attorney General of the State of Florida, ­__ ................_­­­--------- .......................... CMJP Operations Inc., d/b/a Key West Mortuary, is not owned by the government of a Foreign COLIntry of Concern, is not organized under the laws of nor has its Principal Place of Business in a Foreign Country of Concern, and the government.of Foreign Country of Concern does not have a Controlling Interest in the entity. Under penalties of perjury, I declare that I have read the foregoing statement and that the facts stated in it are true. Printed Name: Title: Signature: Date W04 --------------------- ......._'­­`­_, 29) Noncoercive Conduct for Labor or Services As a nongovernmental entity submitting a proposal, executing, renewing, or extending a contract with a government entity, Contractor is required to provide all affidavit under penalty of perjury attesting that. Contractor does not use coercion for labor or set-vices in accordance with Section 787.06, Florida Statutes. As an authorized representative of Contractor, I certify under penalties of perjury that Contractor does not use coercion for labor or services as prohibited by Section 787.06. Additionally, C,ontractor has reviewed Section 787,06, Florida Statutes, and agrees to abide by same. 30) Nondiscrimination Covenant The Contractor and County agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a Court of' competent jurisdiction that discrimination has Occurred, this Agreement autornatically terminates without any further action oil the part of any party, effective the date of the Court order. Contractor agrees to comply with all Federal and Florida statutes,and all local ordinances, ,,.is applicable, relating to nondiscrimination. These include but are not limited to: I) Title VII of the Civil Rights Act of 1964 (PL, 88-352) which prohibits discrimination in ei-riployment oil the basis of race, color, religion, sex or national origin; 2) Title IX of the Page I I of 14 1826 Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination off the basis of sex; 3) Section 504 ofthe Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of disability; 4) The Age Discrimination Act of 1975, as amended (42 1 JSC ss. 6101-6107) which prohibits discrimination off the basis of age; 5) The Drug Abuse (M-ice 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 off the basis of alcohol abuse or alcoholism; 7) The Public flealth 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 patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. 3601 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. 12 101 Note), as may be amended frorn time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County (lode Chapter 14, Article 11, 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) The Pregnant Workers Fairness Act (PWFA) pursuant to 42 U.S.C. 2000gg et seq.;and 12)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) E-Verify Requirements Effective January 1, 2021, public and private employers, contractors and subcontractors must require registration with, and use ofthe E-verity system in order to verify the work. authorization status of all newly hired employees. Contractor acknowledges and agrees to utilize the U.S. Department of f-lonieland Security's E-Verify System to verify the employment eligibility of: All persons employed by Contractor to perform employment duties within Florida during the term of the contract; and b) All persons (including SLibveiidors/sLibcoristiltants/sLibcontractors) assigned by Contractor to perform work pursuant to the contract with the County. The Contractor acknowledges and agrees that,use of the U.S. Department of]lonfeland Security's E-Verify System during the terra of the contract is a condition of the contract with the County. By entering into this Agreement, the Contractor becomes obligated to comply with the provisions of Section 448.095, Florida Statutes, "[`rnployment Eligibility," as amended from,time to time. This includes, but is not limited to, utilization of the E-Verify Systern to verify the work. authorization status of' all newly hired employees, and requiring all subcontractors to provide an affidavit to Contractor attesting that the subcontractor does not employ,contract with,of-subcontract with,an unauthorized alien. Contractor agrees to maintain a copy of such affidavit for the duration of this Agreement. Failure to comply with this paragraph will result in the termination ofthis Agreement as provided in Section 448.095, Florida Statutes, as amended, and (.7ontractor may not be awarded, a public contract for at least one (1) year after the date off which the Agreement was terminated. Contractor will also be liable fo)r any additional costs to County incurred as a result of the termination of this Agreement in accordance with this Section. L.Jpon executing this Agreement, Contractor will provide proof of enrollment in E-verify to the County. 32) Antitrust Violations; Denial or Revocation under Section 287.137,Florida Statutes Pursuant to Section 287.137, Florida Statutes, as may be amended, a person or an affiliate who has been placed on the antitrust violator vendor list (electronically published and updated quarterly by the State of Florida)following a conviction or being held civilly liable Page 12 of 14 1827 for an antitrust violation may not submit a bid, proposal, or reply fior any new contract to provide any goods or services to a public entity; may not subunit a bid, proposal, or reply for a.new contract with a public entity for the construction or repair of public building or public work.; may not submit a bid, proposal, or reply on new leases of real property to a public entity; may not be awarded or perform work as a contractor,supplier, subcontractor, or Consultant under a new contract with a public entity; and rnay not transact.new business with a public entity, By entering this Agreement, Contractor certifies neither it nor its ffi aliate(s) are on the antitrust violator vendor list at the time of entering this Agreenient. False certification under this paragraph or being Subsequently added to that list will result in termination of this Agreement, at the option Of the County consistent with Section 287.137, Florida Statutes, as amended. 33) Environmental and Social Government and Corporate Activism Pursuant to Section 287.05701, Florida Statutes, as may be amended, the County cannot give preference to a.contractor based on social, political or ideological interests as defined in the statute. Contractor is also prohibited from giving preference to any of its Subcontractors based on the above referenced factors. Violations of this Section will result. in termination of this Agreement and may result in administrative sanctions and penalties by the Office of the Attorney General of the State of Florida. 34) Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the County, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and authorized designees of the County. 35) Interpretation T'he titles and headings contained in this Agreement are for reference purposes only and will not in any way affect the meaning or interpretation of this Agreement. All personal pronouns used in this Agreement include the other gender, and the Singular includes the Plural, and vice versa, unless the context otherwise requires. Terrors such as"herein"refer to this Agreement as a whole and riot to any particular sentence, paragraph, or section where they appear, unless the context otherwise requires, Whenever reference is made to a section or article of this Agreement, such reference is to the section or article as a whole, including all subsections thereof, unless the reference is rnade to a particular Subsection or subparagraph 01"such section or article. Any reference to "days" means calendar days, unless otherwise expressly stated. 36) Joint Preparation It is acknowledged that each party to this Agreement had the Opportunity to be represented by counsel in the preparation of this Agreement and accordingly the rule that a contract will be interpreted strictly against the party preparing same does not apply herein due to the joint contributions of both parties. 37) Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction will, as to that. jurisdiction, be ineffective to the extent of Such prohibition or Unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability ofsuch provisions in any other jurisdiction.The noti-enforcement of any provision by either party will not constitute a waiver of that provision nor will it affect the enforceability of that provision or of the remainder of this Agreement. Page 13 of 14 1828 38) Signatory Authority Upon request, the Contractor must provide the County with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. 39) Counterparts and Multiple Originals. This Agreement may be executed in multiple originals, and may be executed in counterparts, each of which is hereby deemed to be an original, but all of which, taken together, constitutes one and the same agreement. IN WITNESS WHEREOF, County and Contractor have executed this Agreement as of the date first written above. CONTRACTOR: CMJP OPERATIONS INC.d/b/a KEY WEST MORTUARY Signing through its Sole Manager, (.,M.JP Holdings Inc., Signing through its President, Peter E. Batty By' .._.......__...... ...... Signature 7- STATE OF Fl-,OR]f)A Print Name 'I rtle COtJN'I'Y OF Monroe .................... The foregoing instrument was sworn to/affirmed and acknowledged before me by means of 19-f5fiysical presence or 0 online notarization,this 5th day ofNovember 2024 , by Peter F. Batty, President of CMJP Holdings Inc., Sole Manager of CMJP Operations Inc., d/b/a Key West Mortuary, a l7lorida corporation. He/She is personally known to me/or has produced (type of idea ification) as identification. wp �FL STEVEN REEVES Signature o, ar Ublic W COMMISSION#HH 573487 EXPIRES,July 30,2028 Steven Reeves ...... (Print& Stamp Commissioned Name of Notary Public) BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY,FLORIDA: Mayor (Seal) Attest: Kevin Madok, Clerk ...........---..................................... As Deputy Clerk Approved as to legal I'orrn & sufficiency: ............1---------- .......................................—........- Eve M. Lewis, Assistant County Attorney Page 14 of 14 1829 0 M 00 Date: 11/6/24 To: Purchasing Office From: Sheryl L. Grah° ' Sr. Director, Monroe County Social Services Subject: Sole Source Procurement for Agreement for Disposal of Remains Chapter 7, Item A of the Monroe County Purchasing Policy defines sole source procurement which is exempted from formal competition or price quote requirements. The Sr. Director of Monroe County Social Services Department does hereby certify that this procurement qualifies as sole source. There are three (3) agreements the County seeks to enter into with each of the funeral homes in Monroe County that are owned by two (2) different individuals: Allen Beyer Funeral Home (Tony Allen); Dean Lopez Funeral Home (Peter E. Batty), and Key West Mortuary (Peter E. Batty). These three (3) agreements were entered into with the only operational funeral homes in the County. Due to the statutory nature of the service, local funeral homes are needed, therefore, quotes for the service would not be sought outside the County.