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Home My WebLink AboutItem P6 P6 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE Mayor James K.Scholl,District 3 The Florida Keys Mayor Pro Tern Michelle Lincoln,District 2 Craig Cates,District 1 David Rice,District 4 Holly Merrill Raschein,District 5 Board of County Commissioners Meeting September 10, 2025 Agenda Item Number: P6 2023-4517 BULK ITEM: No DEPARTMENT: County Attorney TIME APPROXIMATE: STAFF CONTACT: Bob Shillinger n.a. AGENDA ITEM WORDING: Ratification of a contract for legal services with Cynthia Hall, P.A. to provide legal services to the County dated August 25, 2025 entered into by the County Attorney on behalf of the County. ITEM BACKGROUND: The County Code authorizes the County Attorney to enter into the contracts for legal services with outside counsel subject to ratification of the County Commission. The County Attorney entered into such an agreement with Cynthia Hall, P.A. to handle assignments mutually agreed upon in writing. The agreement calls for the County to pay Ms. Hall at an hourly rate of$175/hour. Ms. Hall retired from the County Attorney's Office as a Senior Assistant County Attorney in early January of 2025. During her roughly 18-year tenure with the County, she handled a variety of complex matters. She is Board Certified by the Florida Bar as a Specialist in City, County, and Local Government Law. PREVIOUS RELEVANT BOCC ACTION: None. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: n/a STAFF RECOMMENDATION: Approval. DOCUMENTATION: Cynthia Hall Legal Services Agreement 8.25.25.pdf 7430 2025 08 COI Cynthia Hall PL exp 8.26.26 signed Redacted2.pdf FINANCIAL IMPACT: To be determined; $175/hour. 7431 AGREEMENT BE'rWEEN NIONROE COUNI"'YAND C"'YNTHIA L. HALL, P.A, T HIS AGRE"'EME NJ' k made and entered in'to this day of August 2025 ("FlTective Date"), by and betwecti the BOARD OFCOUNTY(.70NIMISSIONERS OF MONO" OE COUNTY, FLORIDA, ("(70L.INTY...), LL r)0hfiCIl SUbdivision, of the State of Florida, and CYN"I"HIA L ALL, P.A. (-ATT(tRNEY') rcgarding Lhc remition of'ATIOR.M.N by C'(..)I-JN'TY Io prcMde legal advice and services, WHEREAS,, it is ill the PUbhc interest of COUNT'Y to have legal representatk,:)n on ccrUdll matters sct l"orth below, and WHEREAS, the AITORNI""Y is ClUalffied to provide thc legal services and has agrecd to provide legal represeritation to the ('()LJNTY as sel ('01-th hercin NOW THEREFORE, in consideration of the nit.itual covenatits and provisions contained herein, 1he parfics aigree as ((Alcfxvs I J'HE CLIEN r r Thc C.'Hent is the ("OLN]"),% acting by and thrmtgh its dUly clectedin(itf,)poiiited(.)fiiccrs,,.tiict itS LIIIj)I0yeCS,, 1 I TH 1, ATTO R N E V A T'T(-)R N E Y is a p ro i'cs s i o r i,,,t I A s so c iat i o n that is re g i s(e red as,.a H o ri da P ro I i t o q)o ra fi o n n at I I ed above and w'hosc legal Iy,'MIh01-iZCd Sigllaftll-C appears w the bottorn Agreernerd, ATTORNEY is licensed to practice l,nv rri I-Iorikla. A"I"I'01MEN" has heen retained f6r the task ol'providing legal scrvices as rcquested by IhC COLInty Attorricy and preparing (10CLIII-M-11S as, rcqLICStCd ("LlIC MaLter"). 3. TERM OFAGREEMENT I'l-tis Agreen'ient and represcrillation by ATT'ORNEY is effective LIP011 CXCCUtI MI I)y ATTORNEY and acceptance and approval by COUNTY in accordance v,vlth COUNTY'S pofi(,ics,, ordirian(xs, or governing stattiles, The representation shall confillUe until termitiated by either the C�OLJNIY or,by the AT'roRNEY in accordance Nv'ith ethical requirements and/or the terms ofthis Agrec.rnent. 4. SCOPE OFTHE '"',"ORK Tju c-,.()L)NT"Y is engaging A'FT'(')RNF,-Y to advise on (lie Matt,cr ancl any other matters as approved by d-w Gmmty Attorney which arc jointly agreed to in writing. 4,1 -Prof sslorud abiLity op r6orm vo�L kij -�L(Ifflol-lent ol"Contrad mama I, AT"F'ORNE"Y wirranls dial IIC Of She is aL.111101"Ized by law to engage in the perflorn-lance of the acti0lics, hercin described, suh.Ject tcp the Lerms, and conditions set forth in these contnict CIOCUments. AT"r(-)RNEY shall at all tirnes, exercise Independent, prc)i'cssl(:)iiatlJLicigii,iciit and shall 7432 assurne proressional responsibility for the set-vices, to be provided, A] TO] NFY W,11T.1111S that the authori/ed tinie kcepers are cWthori/ed by law, to engage in thc performance of the activities Ln enconipassed by this Agreen-terfl, 42 1�1 as r cr1. ti1-ne.j cc L 1 ATTORNFY is,resporisble Cor nianaging the rnatler.cast-effectiveiy Lind competently, e. g., ; by 61SLU-I11-Ig [hat lCgF,11 Sel-vices Ltre provided in it manner that is comP S elent, properly Upervised, etficient, and in con-q)IIance NrTith the terins of this Agreemerit ris weH as with all ethica.] obligations, 5. REVIEW OF ETHICAL OBLIGA"HONS AND POTENTIA1., CONFLICTS OF TNTEREIST BEFORE INITIATING REPRESENT'A'TION ATTORNEY has condUCted as. thorough investig'ation and detent-tined flial ATTORNE''Y"S representittion. of CUNTY O is ci,,)nsistent with the Rudes Regulating the Y'lorida Bar ("RWIT'B"), iflChiding WithWt lill-61,16011 those rules governing conflicts of interest. To the extent that any existing or poteritial conflict of interest is discovered or ever arises, ATT'ORNEY sluill finniediately Iril'onn COUNTYIn writing oCthc impedimera(regardless(A'whedikn. A'TTORNEY believes lie or she has mien all steps necessary to avoid the irripediment a.trid regardless ol'whether ATTORNEY believes drat the 1i11[)Cdi411Ci11, IS hiSUbstunfial or questionable), niake ffill diSCIOSUN Oflk S11WIti011 to OLNTY and take all (.)ther reasomi.ble steps to avold or rnifigate the 6rij.)ediiiient. Notwithstanding the f6regi:)ing, OUNTY understarids and agrees that A I"rr,()RNEY tiiay In the I'LlUffe 'afler this agreernent. has terminated - represent clients before COUNTY itl U]"it-CLIted iitatters. 6. PAN"MENT'S TO ATTORNEN' ToRNFY shall submit. m, COUNTY invoices with SUPPOl'tirIg docti.nientation acccplahle 1(.) the Clerk on as schedLdC aria SCI fbrth ill the C011ti"Ut. Acceptability to dic C.lerk Is based on generally accepted accounting Principles and SUCh kPA/S, 1"WeS aild Ngtflattions as may govern the Clerk"s disbursal of funds. All services provided with reseed to this agreenlent will be billed cm a current basis with monthly invoices sent to C'.'OUN j,y that will contain FuH detail as to the specific of hourly raics, and reinibUrsable expenses 111CLUTed by A'FTORNFY on t. O1..JNT Y'S behalf. 6. 1 A"r'FORNEY -will be paid f(.,,)r, his or her services based 011 the 11W1111C!" OHIOUrs expended on E)chalf ol'C"OUNTY (rOUnded to the jicarest tenth hOUr Cor each time entry), not to include time billable to or compensated 1).y other chents, ITILdfiplied 1,,)y the ATTORNFY"S 11OUrly rate, The f'olloNving niinfiyu,iin billing documentation and time keeper reqUil,cruents are at condition IM-eCedent, to payment by the COt J NTY, 6,2, N` of-billy blc time ATFORNFY vvill bill COLINTY randy for time reasonably and necessarily incurred to rcrider prot"essional sciwices on ("GRUNT Y'S behatC In accordmce \vith this Agreement, '11"tille Mtribfflable to billirig qLICStiOlis is not billablc_ Tirne expended by time keepers vvho have riot becii approved by C I OUNTY is also riot. bihable, 2 7433 63, 1 4i'ur -iange, tt)-Ij-(?LWY jy-!�.a te.s-, LIJI.(Ic I The AI-TORNEY has agreed to rates as n-iorc fIffly set fbi-th tiek-)kv: ApprovedTime Keepers: Name: I.Jour[y Rate; Clynthi,,t L. Hall, Attorney S175 00 AT'I"'ORN17"N" will charge no rnorc than the hourly rate quoted abuve throughou t the t-j duration ofthe inatter, unle," otherwise agrecd in wnt,irig and approved by ('01 JNTY in the stiine inanner as Agreernent. The hourly rate to be charged by the lawyers and p.iralcgals 'are revie ved animally and should ATTORNFY detun-rime;, that a. rate adjUStITICIII iS WIUT'Ifnk,-d 601- this crigagemerit the OUNTY will bc-, notified in advance of any change and shall obt.ain wvriuen approval fi'0111 the COUnty Attorney in advance ofany billing. 64, 'r i i,pe'J As used in this Agi-cerrient, the term "thrie keeper" shall mearl the AT'ro( RNFY xvho Nvill be prcl)vading services under this Agreenwnt and, who wffl bill the ('01-MIFY f6r her services ill accordance with this Agreement, 6.5. 'To tlic, extent the ATTORNIFY makes use ofemstirig work pi'OdUCt, e.g- in the fiorm of,. research previously performed for ,.i.nother diva, then ATTORNTY shall t.)M only that 1m'IIIC expended in USHIg that work prodUCI for COUNTY. In other words, 110 rKC1111.UIT), rnarkup, or. other rk already perfornicd., ,idjustnwnt shall be nuade to COUNIN bill for ti�jlj-je Spent 011 �Vrw) 7, BILLING OF' FEES AND EXPENSES ;7FORNFY shall Comply with thc follo"'Ing requirements as to billing I`ees and expenses as as condition precedent. to COLINTY'S obligation to pay ca.ch bill: T 1 . Monthly.1,?ijk Unless otherNvisea.greed art am writing signed by the COL.JNTY, bills shall be issued rriontfily by ATTORNEY within thirty (30) days aftei- the chase, of each ITIonth. A-ll-roRNEY understands that (11 1 OUNTY NC]Lfircs prompt bills in part to facilitate effective iiianagen'ient ofthe represei-nation and fees,, 7.2, Bill I"'or ATTORNEY shall provide detailed, iternized bills NNvhich shall, at a n-uinill')Lflll� 7.2. 1 Qescri t'MI Provicic a general description of the niatter, to nicludc the narne of' the ('(.')IJNTY deparanent 01' C01IStitUtIomal officer, if' not indicated 11-1 the title of the l-natter, R,)r which legal services, are being perl'orined (e,g, Richard Roe v. Moniroe County FIFO Claim),- as description of 3 7434 the work pert brined in enough doll so that each Arn is SminguishaNe Iforr, other kswd items and sunkins to alloxN,,, C,()UNTY tcu dewri-nine the necessity fca- anot reasonableness (if the time expended, the services 1"ler"Orni(d. the prJect or task each service relates to, die subject and purpose of"each service, and the names or oarers, who were present or Conirriunicateorl with in the cxnase of perhNniing aie service. For example, simply the 'XW-d is not acceptable, ITIOTC, dcuril about the ql-)e of research and mlat was detcri-nincd by the, rcscarch is necessary, T12 t1gTsqwqJ (-']cafly idenfify each tinic keeper perfiorming services in conjunction "vith each entry. Deady WenSy aH persums mko are not full-Orne lawyets empkqcd by the A 11()RNEY'S firm (including pamOgMs, employees of Ai-rORNFY with their titles, subcontractors, indepelldent contractors, ternporary erriployeec and ouNoweing pr-oviders). Personnel rvho are not hsted as additWal linic Ikeepers Wrill 110t be paid unless approved it "Titing LMCWr the 1'CLJUh-Cl1-lCl'ltS O"111"S Agreement. 7.2.3 Time Ifeccwds Record tlrc. trtare e X'"perided by each Anic keeper separ,,Ite . in Jbt)Se Si[jifli(nlS �NJlCre (Ile ninhiran bHhng increment exceeds the actual brie spent oil a task and sonral (I these "Anae, tasks are perOrmcA it is expected that the services will be aggivgrated undl the total aonuaA thric spent meets thc niijurrun-ii billing increment, 7.24 Totals atid Ask ,.........State 11 1 c irl-nourn of We expended by each We keeper broken doNvii tC)I- task, 7.2,5 11, is; U11derstood timl We hNny; male ism per hour. Lis set f6rtli in paragraph nurnber 63. In as surriniary, at the beginning or end of We UK plawide the current hourty nne for each tirne keeper, the tool Orne hilled by eac[t tinic kcqvr in awl bill, the product of the total al-Ile "n(I hoirldy rate Or each thwe keeper, the total f'ces charged, and are mconciliation belNveen the tirrIOUnt charged anti tiny applicaMe cstimmed or budgOed amourn, by tak. In addition. each monthly staterrient should shoe, die w-egme Whig Cot, that matter frol,rrl the comniencement of the niviter Wough the CtIrrellfly-biHed r1l(git1l. 7.3, s MUNTY will pay the actual- reasonable cost of the fOHOWill.L1, CXIMISC itel-FIS ifilICUrred inn accordatice with the q;iidehnes [)cdow (a copy ofthe forin used by the (.',OUrltY 11-lay be Pr(r)vided for your convenience) and promptly hunized in ATTORNEY'S nionthly bffl� 7'.3. 1 Actual cost, fior necessaiT long thsance telephone call, tele copying at $15 per omgohg page, overtight or expedited delivery, cotiriers, photocopying at$.15 per page, puMage, court they, and caber expenses approved in advatince by MATT In (Wer to receive reirnbursernent Attorney must Mutch c(My of Anoice JJ.OrJrJ OVel-Ilight or expedited delivery, COLH-iCrS, long distance Cari-riers 4, 7435 and indicatim,, which calls are related to this agreement, All cl-targes shall be reasonably t documented on invoices to demonstrate that the Juirgle is related to this agree rn ent, 7,11 .I , -E,X e(fited or emergej c servrces AT'I"ORNTY is expected to avoid using expedited or ernergcncy servi.ccs, SLICh as express delivery set-vices, COUriers, tele c()pyj'jjg, overlime, and so on, unless necessar-y because of Unexpected developments cir extremely short deadhires. COLJNTY rnay refuse to pay for any such, expenses vvhen incuired r0ffliWly or becaLISC. of ATTOR N F'Y'S CailiAre to manage the matter. efficiently. 7.3. 12 Con-Tuterized research ........... ATTORNEY is, expected to use corriputerized research services Cost-effectively to reduce tnire spciii on rese,,.-uch, for emimple, While Closely-monitorilIg C0111f)LIterized research to insure that [lie charges are reasom,.,ible and necessary, AI-TOREA, is expected k) pass through to (''0 U NTY LIRY discounts or rather arrangeirients that ]"CdAICC the cc)st of'computerized services. All charges sliall be reasonably (IOCLU'nentcd on invoices to dernonstratc, that [lie charge is i-clated to this, agrecinent. 7.3 I 3. 1)h o t ocory,ilig ATTORNEY is encouraged tO Use OLASIde Copying Sorvices It'dais will reduce the cost. of large-volunw copying, provided that these expenses are efficicrit, cost-effective, and incurred arid billed in acccwdancc iviih this Agreemeril, ATTORNEY is resporlsible ror insuiring that all col')ying Complies With Copyright obligations. A chug ll ches shall be docu on Triented invoices to dernoristrate Zn that the charge is related to this agreement, 7,3,1 A. Transcrut, Transcripis should not be ordered vvithout prior approval frorn COUNTY, Transcripts Sh(Aild 11C)l be ordered on an expedited basis unless necessary and approved in advance by C.'OUN-TY, AT"FORNEY should obtain digftal electroilicl,coii,i[)t,a,terized copies of transcripts when available at a reasonable cost to avoid charging for tirne spent digesting or irldexlrig tnanscripts, and to allow C'OUNTY to rmaintain as digital el eci ron 1c,"Corivu len zed databa.se ofall transcripts, T3. I Travel Fx�eilses Tla.vcl cxpc,nses within the ATTORNEY'S local area, defined as as radius of 50 miles frorn dic thne keeper's officc, will nol be reinfibUrSed and tune in transit is not. billable. Travel expenses outside the local area nray ordy be reimbUrSCd if the travel was approved in advance by ('C)UNTY, Reimbursable travel expenscs are the cost oftransporlam.,.)n by the least expensive pna.ctic�.,,ible i-ricaris (e.g., mach class air travel), the cost of re,asonabic hotel accorniriodations, and the cost of transportation while nut of toxn (e.g_ by cab or renual car, w1lichever is reasonable, at the lowest available rate). C,ab flare to and from the origiruating aiq'wri is i'61111XII-Sable. Fxpenscs xvill be reimbursed in accorc.Luice with the applicable provisions i�A' Flond,a StatUtC l 1 2.0(�1 lore "approved travelers" and of the MOM-OC COLMLY C7.ode Article XXv,1f 5 7436 a.rid shall be suniniarized on the Monroe C I OU11ty "rravel Forn'r by A,ri3ORNFY wiih all applicable receiij)ts aluached thereto. 7.3.1.6 Travel 'Firne ....................................... 'Tu-ne Spent In transit outside Attorney's local area n-iay be billed only it'AT'FORNF)l or nnic keeper is Linable to avoid travehng by USilIg OthCH'01'111S OfCOT111-11LI'lliCalion or it us detennined by the ("OUnty Attorney that travel is in ihe County's bcs� interest. Travel by more than one tillne kccper at the same tint e to the sarne destimation is, allowed with rtppr(yyral fi-sari ('01-INTY ATTORNFY, In order to be reiinbursed for airline Licke(s, the hoarding pass shall be attached to the invoice. Approved travel tirne during normal business hours, defined weekdays from 8:30 a,ln, to 60011 p.ni,, be billed m the hcn.irly rate listed Cor the time keeper in paragraph 63 of (his /1greeme,nl. Approved travel tinge outside offlonn",:11, business hours will be biHed at onehaffthe 11OUrly rate I isted for the t6rie keeper in paragraph, 63 ofthis Agreement, 7.3.2, Non-rcin'ibursa le: exprensey t,(Mowing expenses will in no event be ream bUrsabic vOthout w�,N,,rj.(ten approwd by COLUIty Attorney and approval by the B0,11-d ()('COUnly Conin,iissioners, 7.321 . Persi,.)nal and OfTice Costs Meals fbi" ni-rie keepers not related to travel, overtime, w�vord processing Or C01111)LIter Charges, 1)US(Alal cxpenses, exi-,)eriscs that benefited other clients, expenses i"or books, costs of tcn'iporary employees, periodicils or other library materials, internal 1"ifing or other (]OCLflnent handling charges, clenical expenses, stationery and other supply experises, Utilities, and any other expense that is either, unrea.sonable or unnecessary. (The fact that ATTORNFY ch(,.'Arges other cheats or that other firms charge their chents fi)r an expense does not ine.tke it reasonable or necessary under this Agiccynen) 7.3,2.2. F.x 1cl t s Cor S 11 - it e1jices outsoureed. s, .1 - ..........--------- CTy.i��' _I�..!__� 1?��LLs A"I"'I"ORNEY is not authorized to retain experts, additional CoUnsel, consultants, support scrvices, or the like, outside ATTORNEY'S law firryi, vvllh()Ut approwfl by COUnty Attorney, If agreod la,) ATTORNEY kN ill be resp(�)nsiWe for selecting and managing the services ol'others so that their services, ancl expenses will be rendered in accordance with the tern-is ol"this Agreement, including terms appficable to ATTORNE"Y', A"T"TORNEY vN,Jll rrianage othcrs to obtain cost- effective scrvices 1'6r COUNTY, Unless other'vvise agreed in writing,ATTORNEN" shall obtain as written retainer agreement, in as forams which may be specified by COUNTY, front each set-vice provider, with bills front each provider being sent to both A"r,rORNEN' and CO LJNTY. 73.23 A'T"T'()R,NFN' will not bill C"OUNTY for the time and experises of'ternporary ernployces, including s(,)-c,,,.,flled "Tenips"or contntct, A'FTORNEYS or other stafffrom Outside coinpanies. nor "OUtSOUNC M CICICIILILc, w'ork, nor charge SUITImer �'.issociates, law clerks, or studem clerks, Ci 7437 (collectively -teinlaor,ary start" even it'not ternpoi,a6ly employed) vNqtjj(,)Ljt full advance disclosin-c of"the ern,ploycc's tempol-ai-y or shoi-t-tei'm status to OUNTY, including disclosure of the actual anlouia paid.or Ii) be paid to the individual, Urfless COUN"ry expresslyagtves in �vriwlg (c) paying additiOTMI W110LIMS after full disclosmc by ATT(.)�RNFY, AT"FORNEY may riot.chm-ge COUN'ry inoi-c than the actual cost paid by ATTORNEY. 7.12A1. AL n sc 1�L)t_ ar, t:& tlrrc taa tl cost OUNTY will not pay any MaII(Lif) l'ol- expenses. C,'0UNTY "ill only reirnblixse the ATF(.)RNFY R.)F their aCtL1,11 IPjN-0VCd (MI-Of-pocket, costs �,lnd expenses, whefl,m� incurl-ed pet-sonaHy by an appr-oved time keepei- oi- incui-l'ed by othei° appmved petsomicl (SLICII, as CX[MIS, consultants, support. sel-viccs Personnel, (,,m, outsok.u'ced sei'vices, personnel). 7,325, yr,S COUNTY will not pay fiat atiy "expense" items that are in fact pa'I't of AT_l0RNF overhead., vvhlch shotild be included within A,r,T,ORNFYS fee. the deter-niinatlon of �vhich cxpenscs 11all into this cateo,(,ii'y atv strictly vvithln tire discroicm ofthe 01-ATY. 7.3.3, -Adva'i i""c"e A'F"FORNFY shall obtain appmva] I'Nlni COI.JNTY ATTORNFY (mefbtv incuil-ing ally CXLPCIISc' HI eXCeSS Or Sl,()()(,),()O if Ajr0RNFY expects, to be i-cinibui-sed fbi- that expense. COLJNTY, in its disci-ellon, maY refuse to pay any expcnse fir ml ,) hic a h ppi-oval wits not obLaIlied by AT"FORNEY, 73A. Co jes of C fol,w 5cfrarrs A`TF(_)RNFY shall inch.tdc cop es ofi-ecelpts Im all expens'es With the itell-lized nlonthly HL COUNTY may s"efuse to pay any expense i1eln f6r which (10CUITIeutation is, not pi-ovided by ATTORNEY, 7.15, Fx,pense Cqtqj. eos.), terminah'011 S ...... LJP011 (ennination of the 1'el"ve sell[aL i oil, ATTORNEIN shall pi-omptly bill C OLTNTY Foi- any i-emaining i-cimbUrsable expenses and Fees, C,0(JNTYn-ia t-el"use io pay any fees or-expenses t" y not billed within 60 days of ofthe l-epivsen tat ion. ATTORNFIN' is also expected to coopei ate promptly with all aspects oCten-nimation and, 11"Capplicable, n-ansition to oLhei- courisel, TA Fit U,and_expc.jjx , k) qmentafion ATTORNEY RILISA maintain suppor-ling dOCLImen(ation fist invoices tan it at least one vem- after time ter,inUmOon of [lie rep;'esentation, This documcritation shall be niade avaihable by ATTORNEY 1.0 COUNTY (or- C"(DUINTY"S designated i,cpi�esenla.five, hIClUding an accountant, the C'OLHI(y' C.Ici-k oi-Counly C leek's representative, oi° legal Nil auditor-) upon 'OUNTY'S vvntten i-equest, ATTORNFIN' agi-ees to 000perate with any exarninAi�on of this (10CLUTIell[Itti011 and AI-TORNEN's 1'ecs and expenses, e.g., by responding promptly and completely to any (ILICS11MIS COUN'ry (L),,. ks designated repiesentative may have. ATTORNEY shall notify C(._)UNTY in 7' 7438 writing at least 60 days in advance of'destroying, any such records and, in: the everit that COUNTY requests Ifiat they be preserved, shall preserve thern at least one additional year, or, at the option of' the COUNTY, delivered io the C'OLJN']"*Y storage I.-)y the COUNTY, with COUNTY responsitdc Cor paying the actual cost of storage. Thi's dOCLITT-Mltatl(Al S11,111 111CILide, for, example, original Onle records, expense receipts, and docurnentatu.)n supporting the arnount charged by ATTORNFY for expense Items generated by ATTORM"N or his or fier firm, COUNTY reserves the right not to pay any fee or expense ltenl flor wNdlich sufficlent dOCLHI-Writatlon or exj,,)ense itern f6r whitAi stifficient documentation is nca avaflablc to cleten-nine whether the itein was necessary ,.ind reasonabic, 7.5 En terta`i i imep I ATTORNEY Shall not be reiii-ibursed for casts ofentertaimilcm, SUCh ams Ill 1,00111 MOVIes and a1ccd-iolic beverages. Furthermore, only nicals for A,rTORNt:1Y and/or approved tirrie keeper shall be reirllbUrSed in accordance with time, provisions in this Agreeawnt. ATTORNFY'S request for p,,,iyrncnts and reimbursenients imay be rilade in either the ATTORNFVS name or the narne ol'the ATTORNEYS law finil, as appropriale. ATrORNFY hills conlplying with this Agreement are, due and payable according to tire 1-(,:rcal Goverm-nent Prornpi Payrnent Act, If' the bffl i-riaterially fiails to cornp y with the requirerrIents (,A' tills A Ireement, threw e a en it is not due; payable until ATTORNFY rem edies its deficiencles. 11:1 9. MATTER MANAGEMENT 'A JNTY will expect that all corm-nunluttions bemeen AT'TORNEY, and additional tillic keepers, and (A)LATY will be reviewed by ATTORNF"'Y iind that A`T-F( RNEY vVill serve as the point of contact fOl- dliS fllltler, hldUdiing billing questions, The (-',OUNTY contact for this Agreement shall be: Robert R, ShMinger, jr_ F'sq. MOM'OC (''Offllly Attorney I I 1 1 12'r' Street, Suite 408 Key, West, Florida 33040 (305) 292-3470 (office) (305) 292-3516 (11ksilnile) 9.1 . Case moni o ......------L-1-LIO—E.D.L2 COUNT)" will be advised promptly by A"I"'TORNEY of' all significant Gacts and Clevelopirients In the inatter so dutt COUNTY n-my inamage die nialter effectively and make in 1,01.1'ried decisions at)O111, strategy, Lwt ics, settlement, SdledUh ng, costs, and other related rnatters. COUNTY wvfll proniptly receive rrom M-FOR N El'Y c(,)pies of all orders, opinions, pleadings, hilefis, III en'lor,a n da (intcrnal and extemal), correspondence, and any other docurrient material to the subject inatter of this Agreement, such that the COUNTY vvdl have a currerlt, LIP40--Chlle, trill-r-or Copy of the CO(,JNTN—S file i-nainutined by ATTORNEY, For discovery materials or 8 7439 exhibits that arc lengthy, ATTORNE�Y ShOUld (IiSCUSS 01CIII with C70UNTY [)efore 11roviding a COI)Y. DOCLIMCIIIS LIWAILIble in digital clectronic,"'cornP wer C ized 0111-1 ShOUld be pr(:)v t ided in hat f"orn-1 in lieu ofp,,lj.-.)er col)ies, if`reqULsted by COLUIty. Additionally, ATTORNFY nlay be reqUired to submit, on a monthly basis., a case skitus and progress rcport to be submitted to the Board of C OLIN'TY Cornmissioners. The f'orrnat ofthe report shall be in flee form reqUired by fie COTJNTY ATTO R N F Y, 92 Case control ............................ ATTORNFV' sharp discuss ,.ill significant issues of strategy and tactics, inC`ILI(ling Illotions" discoven', pleadings, briets, trial prep�,.Inuh oil, experts, alid settlement, with C,0LJN-F'Y before implementation, ATTORNEY is expected to exercise independent pi-ofe.s,siorial,ii.idgi,iletit, 93, AT-TORNIE r Coo crat:i,ort A"FFORNFY ,grill cooperate with C.OUN'T"Y or ''OUNTY'S representatives to promptly provide all inf'orniallon C..,'0U-NTY requests or needs, aboUt (lie SUbject rmartter of' (his AgreCTnent and ATT(i RNI"Y'S Wis and handling ofthe rvlattet% I)A, COUNTY C tl. il o ..........----L-.....—9LOPLI, -1-1- Applicable only to htTanon rmi.tters: A,n,0RNFY shall be lead COLHISCl on any matters so requested by (lie C'ounl.y Attorney; however, A-r-r(")RNFY agrees thait (lie lawyers MIffloyed by the Monroc COMIty Attorney's Office may enter an appearance as co-counsel in the matter. ATTORNEY should consult with C'0L1N'1.Y about all opportunities f'or COLTNTY to save money Or n-mkC Use ofCOUN"I"Y'S expertise to assist in, e,,g., responding to discovery, preparing for trial, locatin�..!.,experts, and the like. C.'0LjNTY may ,'ilso have personnel and fiacilitiesavailable to reduce the expenses related to thc stib' 6 1 1 Jed inatter ofthis gree Ameni- M CLONFIDENTIALITV AND PUBLIC RELATIONS A'"I"TORNFY is not at.ithorized to walve or release any privilege or offier protection of ri-if'ormation - confidential, secret, or otherwise , obtained Crom of" on behalf of' (-,0LJ NTY, ATTORNFY is to keel) all cormfidernial, privileged, or secret inCornialion conficiclifiall. This rcquirerilent is pcn-petuai, it will contillUe. e-vvn after the termination offfie rehitionship and IIIIS Agreeiiient. 10,l Prohibition 10,"finSt USe ofinfonnatioll This requirement is also intended to prohibit ATTORNEY fi'011-1 Using illfOrt-MMion ol.)(alned frorli or on behdf of COUN'T'Y'. including �e[c)rk product l)repared al, COUNTY"S expense, Im-other chents of", TTORNF"Y" or his or her firm, without COUNTY'S advance written approvaL 10 2 NO Use ofC unt for plarketi ram tj i-. ATTORNFY is tKA L1111.110TIZed to identify C0tJN'FY as a client, e.g., for purposes of marketing or advertising, without. COUNTYS approval, I I OWNERSHIP OF' ATTORNEY FILES AND WORK PRODIXT 7440 A 1"""FORNFlY understands that aril files and work product prepared by A,rrORNEY or his or her fir-in at the expensc of C'OUNTY (or for which COUNTY is othcrwisc billed) is the property ol' COUNTN. NV41101,Ut COUNTY'S writlen aj)provaL this work product rnay not lie used by ATTOR N F'Y or his or her firTI-I nor disclosed by ATTC)R,'NF,1Y or his i.)r hcr firrn to ofl-wrs, except in the normal oourse cd'AT,,rOR.NFYS representation oCCOUNTY 'M this rriatter. ATTORNFY agrees that COUNTY owns all rights, inciuchng copyrights, to rnaterials, prepared by COI-NI-Y or. by ATI'ORNFN on, behalrof("OUNTY AI-TORNI,"N shall norlf"y COUNTY in writing at least. 60 days in advance of'desn,Oying army SUCh recorcls and, in the event, that C'OUNTY requests, that they be preserved, shall presel-ve therri Lit lCast one additional Yeffl- (With COUNTY responsible paying the; actual cost of' storage), ATTORNIFY shall provide COUNTY with prompt access to (including the ability to rmike coptes of) all M-FORNEY files <,,ind work product, regardless of Whether the representation or matter is origoing and whether ATTORNFlY Ccesand expenses have bc,eil paid in f"UIL 12, DISPUTE RESO'LUTION A,r'l-(')RN[,'-,,Y and COUNTY agree that it'a dispute arises bct�,vecn them that neither shaH be recli,tired to enter into any t.11rt.ntra.tion: proceedings relawd to this Agreernent. UL _ictation COUNTY and ATTORNEY agrec that aril disputes and disagreenicnis between thern regarding Interpretation of`tine Agreenient shall be atlernpted to be resolved by a meet, and confer session between representativcs, oFCOIJNTY and AI-FORNFA'. If"the issue ()r issues afire still not resolved 1c) the swist"action of'botfi within thirty (30) days, aftcr the nicet and conf'cr session, thcri cither shall have the 6ghl to terndrialc Ific Agreerricnt,upon ten ( 101 business days' notice in writing to the other party, 112 D' 1, Us ILIL S,-,fegAL( COUNTY and ATTORNFY agree dIdt all (fiSpUles and dis,1green-ients bemeen therm regarcfirig interpretation ol'the Agreement shffl be to be resolved by at meet and conCer session betwcen representatives of'(. OUNTY and ATTORNEY. N'the iSSUC Or iSSLICS are still not resolved to the satisfaction ol'both within thirty (30) days after the meet and corufc r session, theri cither shall have the right to terminate the.A.greerriCtIl Upon ten (10) bUsiness days, notice ill WI'M 11 ng to the other pa,,irty, 12,3 CedUFLS In [he event any adminisirative or Ecgal procceding is institutcd ag�ilrisl either the COLATY or A,rTORNFY relating to the forination, exeCL]ti011, POTOI-riiiance, or breach of this Agreement, the C101-JNTY and M-roRNEY e;ach agree to participate, to the extent required by the other, in ,111 proceccfings, hearings, processes, ineetings, and other activities related to the substance of this Aorccmenf; uISktUfiOn cfl, an ach-i' itti linsrave or leg,�al procecdIng shall COTISOWW irnI'TlCdiatC Y rn terni i nation ol'this Agreenient. ATTORNEY agrees to t'()rkvard copies of`all documents ill his or her possession related to the rnatter, whlcl-w is the SUbj.cd ofthis Agreerrient to (..".'OLJNTV al the tirrrc ,g any administrative or legal proceeding, 10 7441 12A TORNFY'S Fees and COSts ...........-- ..........11111---.- ...............I.... . - In the event any achrihiisLrative proceedirig or uiusc of" aciion is ]r6fiated or (Jefencled by dic Col-N]"Y or ATTORNEY relative to tile enCorcernent or interprct.ation of this Agreernent, the prevailing party shall be entitled to an avv-ard of'reasonable attorney's (ees, and court costs, as an award against the non-prevading party, and shall include reasonable auorney's fees, and couirt, costs in appellate proccedings, Mcdiallon proceedings initiated and conducted PLIFSLiant (o its AgI-CCITIellt 01' LIS Ill'ay be I'CqUired by ai court of, conlpetent jurisdicUon shall be conducted ill accordance the usual a,nd customary procedures recluirccl by the CH"CLIH cc.)tIrl. 11 N 0TI(T 'NI T JUIREME Any notice required Or pern-ilued under this agreenlent shall be in writing and 11'and dchvercd or rnailed, postage prepald, to the other l°mrty by certified mail, retut-ned. receipt requested, or vi,,.,:t ernail, to the CoHowill", FOR COUNTY cmrfty Adrninistratcm- and C.OtInty Allorney 1100 sin-lonton street I)0 Box 1026 Key West, Ff.- 330,40 Key West, 1;1, 3.3040 FOR M-roRNI'Y friall, P.A. 11e0 Box 2622 Key West, F f- 33045 14. GOVERNING LAW AND VENUE I"his, Agreernent shall be goveilwd by and COnStRIed ill ZICCOrclance with the laws of the State of F lorlda applicable to contracts made and Io lie perfornlcd croirc1y in [lie Statc, Venue for arry legal action xvhich nuty arise OLIt Of OF Under IhjS agl-eejyj Florida, ent sha ll be in Monroe County, 15. ENTIRE AGREEMENT entire agrevnent betwecri the CIOUNTY and ATTORNEY wviffi respect I0 the SUbJect n-Fatter ficreof is contained I'll (his Agreemcnt. This Agrecincrit supersedes, all oral and wrritlen g'.)roposais and communicitions t-,)ehvecn flic COUNTY and A,rTOR"NFY related to this Agreement, No prcnvis�'on of' this Agreenwritr shall be deerned waived, amended or n-rodificd by either party unless SLICII WaiNler, milctidment or niodification ' i I'S� n' W"tMg dr]ILI signed by the party I 7442 against kk1imn the vvaiver. amendment or modification is chaimcd. This Agreement shall be binding upon and inure to the bcnel'it ofthe parties, hereto, their permitted successors and asskt,:mS. 16. F1,0111DA GON,7EIINAII',NT.-IN-'I'HE-SL,'NSH1,NE LAW ATTORNFY agrees that, unless specifically exernpred or excepted by Florida liaw, the provis](,mis of Sccfion 286.011, Florilda Slatutes, gencrally I-CC�Ulre filll and public discussion ol malters 1c) be WACCI UP011 by 1he B(),ard 01TOUnty C011-unissioners, ATTORNI.N agrees W C011SUR with the C.OUNTY ATTORNIF"Y's office concerning file !1f)f)lICMi0II Of thC SUrIShirre La,v 1rom, tirne M tirric concerning Specific circun-Istances that rnay anse during the terra (..Wthis Agreemem. 17. F1,01111DA, PUBIAC RECORDS 1,,AW ATTORNEY agrees that, unless speclficaAly exempted or exccpted by Florida, the provislons cif Chapter 119, 1-1orlda Sta.1ales, generally reClUirC public access to a,11 records, and docurnents which rnay I)e 11111de or received under this Agreement, ATTORNEY kIgrVeS 10 CMISUlt NVith the COU11ty AtIorney"s office concerning the appticath.mi of(hePublic Records 1-akv froiii time to Ortle Concerriing specific Circurnstances that rnay arlse dUrit1g file W1111 ofthis AgrecInerit, Public Records Compliance, ATTORNEY n,Iust comply \N-1th Florida public records laays, including but not fin-liLed to Chapter. 119, I'lorida StaftlteS and Section 24 of article I of the Constitution ofl"lorida, The ('01-NTY and M"TORNEY shall alhm-arid Im-i-nit reasonable access to, and Inspcctioll of, all dOCUIlleuts, records, papers, lctters or other "public record" materials in its possession or Linder its control subJect to the provisions of'Chapter 119, Florida Statutes, and rnade or received by the 1 011 NTY and ArrORNE"Y' in conjunction with this contract and related to contract perf,61-1-nalicc, T[ie Cot.inty shall have the right to urrilaterally cancel this contract UPOII violalion of"this provision by the AT"FORNI'Y, F,:dh..Ire of Al"I"ORNI"Y to ablde by the terms ofthis, provision shall be deeined a ina.:itcrial 1-)reach of this contract and the C'OUNTY rnay enfoi-cc tire'terms of tills Provision in the lorm of a COLH-t 1:)roceeding and shall, as as prevailing party, be cnOtled to reirribUrsernent of altorneys fees and costs associated wifl-i that procceding. This IN-OViSrOtl Shall Survive 111Y tell,livalion or expiration of the contract, The ATTORNEY iS CIWOUI-Llge(l to consult with its advisors, about Florida PUblic- Records Law in ordci to comply with this provisioll, PIUSLUMIt to 1:'.S, 119,0701 and the terms and condifions of this contract, the A 11"'ORNEY is reCjUil"Cd t0-1 ( I ) Keep and mainuain pubfic records, 111,1t WOLI]d be required by the C.ounr y to perforn-1 tile SCI-Vice. (2) Upon reccipt from the County's cust(Aian of'records, provide the ..'ounty with a copy of, the rcqUCS1e(J reccirds or alk)Nv the rect)rds to be inspectcd or copied NI"ith I n a reasona.ble tirric at a cost that does not. exceed Ole Wst Pr(Wided III this chaptcr or a .tl s oflievise provided by law, (3) Ensure that public records that are,exenipt()I,confidential and excnlpl from public records disclosure reqi..ifi-errients are not disclosed except, as authorized by law f6r the diaration of' the contract terml and ColkAk i119 C0111pleli(Al Of dIC C011(ract it'the A,rTORN EY does not transfer the records to the (...'.�OUnty, (4) Upon coillpletion of the c()ntract, transfer, at no cost, W the ''OLHILY 1H public records in possessionof(he ATTORNEY or keep and maintain public records fl-iat WOUld be required by tl,-ie COUTIty to perlbrin the service, Ifthe ATTORNEY transfcrs all ptiblic records W the C(Afflty upon 7443 conq)1ctk..Yn (if' the contract, the ATTORNEY shall destroy G,-my duplicate pul,'flic records that are CX011Pt Or confidenticd arid exempt frorn public records disclosure requirernents. If the ATTORNEY keeps anal nulintains public rccords upon completion of the contract, the ATTORNEY sha,ffl rnectaH applic,'t.ble reCjLdr,-C1T1CnLS fOrretaining public records. All records scored electronically must be provided to the County, LIP011 I-eClUeSt from the County's custodian of records, in u kwrnat that. is conipatible with the infi,)rrriatlori technology systerns of tile Coulity, (5) A request to inspect or copy public records relating to a County contract must be made dired1v to the C I C)Ullty, bUt if the Cc unry does riot posses,s the requested records, the County shall irnrriedra,tcly notify the AT'r,()RNFY 0 N11C I-eCl Lies t, and the ATTORNEY fT1USt provide the records to the County or allow the records, to be inspected or copied kvithki, a reasonable time. If the ATTORNFY does not corriply with the C01 XTY's request f"or records, the COUNTY shall enforcc thc public records, coritract prov sions in accordance �vlth the contract, m.Awithstarlding the COUNTY"s option <ind 6ght W Linilaterilly cancel this con1rict upon viohtion of this 1,w-ovision by the A,rT0RNl-°'1Y,, An ATTORNEY who fails to provide tile ptiblic records to the C.ounty Or' IRKSMITIt tar as valid public records rccluest within a reasonable time imay be SUbject to penalfies under section I 11).10, Florhfia Statutes, The ATTORNFY shall FlOt U-MIStCr CUstody., re ease, aher, dcstroy or otherwise disj,')ose ofaily, public rccords wfless or othei-wise provided in this provlskm or as othelivise provided by law. I F T H F C I ONTRACTOR HAS QLJFS1-10NS REGARDING ITIF APPLICATION OF I I A,PTF R 119, F L 0 R�D A ST ATI J TF S, TO TI I f"' COWRACTOR'S DUTY TO PROVIDE -R AC T, C - NTACT' Ct JSTODIAIN OF P[JRLIC REC.'.0RDS RFLATfNG TO TTHS ("ON"] PU 13 1-I C RF.,CORDS AT: 'NI()NR(',.)F (."OUNTY ATTORNEYS OFFR I I I 1 12 TH ST- S U'IT E 408, Kf!,)/ WFST, FL 33040. (305) 292-3470, 18. 'NO ASSMY'NNIENTS ORNEY ShaH not assign or sub(:()rl(1'dCt its, ObfigMi(AIS Under this agreement., except, in writing and with the prwr written approval ofthe Board c)f County Commissioners u Mr�)jjrc)e C'outnty, which approval shall be sub ect to such condillons and provisions Lis (he Board niay deem rleccsMll-y, 1"his paragraph shall be incorporated by ref crence iratan any EISSigllnler-It (A- S1.111C01"Oract and any assmgnce or subcontractor shall compl,y with all of' the provisions of this Agreement, Unless expressly provided for therein, such approval sh,,fll in no n,ianner or event be deemed to impose any a.addifional obligation upon the Board, 19. TE RM I NATIO N er ot' die parfics, hcrcto may ternirinate this con(i"act without cause by giving the other party fifteen ( 1 ) business days wl,-itten notice ofits intention to (jo s(.). 19" 1 Documents fOrwarded lo 4..'01JN'T"Y A170RNFY agrees, to foi-ward to COUNTY along %,rA'th Notice of'Fer-n,iination or upon receipt ol" NOtFUC ofTerrilinan'011, depellding Uf)Orl Which party terminales the AgrccrneriL. copies 13 7444 of`all doCLfll1CFltS 11-1 hIS 01- her p(..)ssession of any nature whatsoevcr related to the M-"rORNFYS represcrita[ion of COUNTY or oblained due to AT-R)RNEN'S relm-esentation ol'COUNTY, 19,2 Restriction on Coiruilunications ATTORNEY agrees not to con'111ILMiC.,fle Wnh the PUbhC, Including the press, about A"I"TORNEY's representation ofCOUN't' ° in this matter. 20. SEVERABILTTY TT,1,_e,Tm, covenant, condition or provision of this Agreement shall be declared iravialicf oi- MICI-111"01-CCAIC to aaily CXient by a COUrt ol'coiiipc(c;lt,luit�isdictiot°, the rain-laining ten-ris, covenants, conditions arid provisions of thk Agreement shall not be affected thereby; and each remaining [cril'), Covenant, Condition and provision of that Agreement :shall be valid and shall be erif"ormable to the RAlest extent permitted b' hIM" U111CSS the cid'orceinent ofthe remaining terms, covenains, condil.loils and provis on oC this Agreenictit ",,ould prevent the accomplishrnclit of the orignial intent of this Agreemcni. The C I OUNTY and A'FFORNFY agree to refonn the Agreerlient to r-eplace any stricken provision with as valid Provision that coi,nes as close as possible to the Intent of the strickell provis1011. 21. CAPTIONS "The caplions set lorth herein are for convLrilence ofrefercnce orily and shall not define, nlodil�,, or find"t iny, of the tears hereof" 22. LEGAL OBLIGATIONS )XXD RESPONSIBUTILIPS,., OF 0 R STA'TUTORY DUTIES This Agreement is not, intended lo reheve., nor shall it be construed as relieving, either the C'.0UNTY m ATTORNFY from any obligation or responsibdity imposed UP011 each by law except to the CXIelll OfUtUal i1nd tinkly performance lliereofby the other, in a,vfiich case the perforinance inay be offered in sausfaction ofthe obligation or responsibility. FLOAFICT this Agreeinent is not. intended to authorize, nor shall it be construed as aUthorizing, the Lickgation of"the constitutional or stat.UtOl-y (Itifies of the C'OUNTY, except to the extent peri-ratted by the Horida ConstitUti.on, state statutes, case law, and., specificallY, the provisions of'(Aulpter 125, Florida StaftftCS, 23. RECORDS )RNF1Y shall keep SUCh rccords ras are necessary to document the performance of its sell/wes as set Corth in file agreenient. and expenses as incurred, and give, ;:.tccess to these records at the rcques[ ofthe COUNTY, the State of Florida or aUth(n-ized. agcnts and represenvitives of said. govenlnient bodies. It is the responsibility of ATTORNFY to rnaintam appropriate records to insane d proper accounting (.Wall CoHections and renlitt'inces in this matter. ATTORNEY sha.11 be responsible for re payrnent of"any and aH reasonable LlUdli CXCef)tlOflS \VfiiCh arras identified by the Auditor (icneral for the State of Florida, the Clerk Of COLUI., for MOarOC COMILY., tile Board Of C "ounty -A)IT1111ISSi011el"S RM. M0111-OC COL11-11y, or their agents and representatives. 14 7445 24. MONROE COUNTY CODE ETHICS PROVISION .............................. ..... AT"FORNEY warrants that, he or she has not cniploycd, retained or- otherwise had act on his Behalf any lormer COUNTY officer or eniployee in violation of'Section 2 of Ordinance No. M-1990 or any COUNTY officer or employee in violation ot'Section 3 of Ordinance No. 10 1990 For breach or violation of this provision [lie C I OUNTY imay, at its discretion. terminate this Agreernent WithOlUt IMbility and rmay also, at its discretion, deduct fi-orn the SLITTIS MVed under the Agreement, or oilier"Irise recover, the full aniount of aily fee, cornrr6ssicm, percentage. gift, or consideration paid to the former or present C,OLJNTY officer or eiriployce. COUNI Y employees and officers are required to c0aiply with the si.anckirds of conduct delineated in Section 112.313, F londa StatLItC:S, I-egai'dif1g, 1-.)Ut not lifflited to, solicitation or acceptance cit'gifts, doing, business, with otic's agency., Unatill-ronzed compensation, arid IlliSUSC Of. PUhhC PoSifi011, Conflicting eniployment or contr,,.ictual relationship, and disclosure of certain firfonnatioll, 25. PUBLIC ENTITY CRIME STATEMENT Hori(fit hm, provides that person or affiliate who has been placed on the convicted vendor list followvlllg ,,I Conviction for Imiblic eraity crinie rnay riot SUbinit a.bid on an agreernent to provide any goods or sei,viccs to apubhc entity, 1-11,ty 1101 SUbirlit a bid oil an agreement with a pubhic entity for the construction or repair ofa PLA)IIC building 01- PUbhc work, May not SUbIllit bids oil leases of'real property to Public entity, u�r�raaynot be awarded or perforri-i work its it contractor, supplicr, SUb contractor, or consultant Under an agreement vvith iiny public critity, and may riot transact bUSiJICSS With 'MIN, J)Ubl Ic ernity in excess of the threshold arriOLim provided 'in Section 287,017, Ii.ir CATTGORYTWO for a period ofthirty-six (36) rnonths fi-oni the date ofbeing placcd on the ccmivicted vendor list. ATTORNFY warrants thc neither A'vT"(,)RNEY nor any aUthOriZCd time keeper liaas I)eerl minied to thc corivicled Vendor list, 26. AN-11-KIC.WBACK ATT'ORNEX wvarraras that rio pci-son has Been ernployed err relainod to Solicit or Secure this Agreement LIPCin ally Contract or understand ng for it commission, percentLige, brokerage or C(..)ntf,irgC;iI 6ce, and (flat ric) ernployce or officcr. of the C OUNTY has any interest, firianciilly or ollic°jlv'ise, in this Agreenlent, except as expressly statcd herein. For breach or violation of' t1liS Warriully, the shall have the right to annul Ons agreement wN,Iithoul hability or, iti its discretion, to deduct any SUrns to be paid by U)UNTYLItIder this Agreement, or cithenvise recover, tile I'Lill al-11OLH-It of,St COInmission, pciventage, brokerage or contingent fee, 27. MODIFICA,uONS AND A Mr ENDMENTS Any and all niodifications drid Arricndinerlis of the tern-is of this Agreeinent shall be in Nvnting and exeCUted by the Board Of (..'OUntY Cormi-iiss'()l1Ci'.S f"A- (I"i"Oe COLHIty and by ATTORNFY in the same rnanner as this Agreen-ient. 2& IN'DEPENDE%;T coyrRAC."FOR At rlIl inlws and fOr all PLII-110ses hCrCLHrider, ATTORNIFY is an Independent CCHItAUCtOl" and riot, air employee of' the Board of C(Mrity Corninissioncrs of Monroe County. No sta[CIVICTII, coritafiied in this Agreenicrit shall be construed so as to find ATTORNFY or-;any of the aUthorized 15 7446 Orne keepers. to be We emphyces oftfic Bow orcouray (v°oaininissioncrs of)Aonroe C'uninty, and they, shaH be entided to none of1he rights, ruivileges or bencHts orenldoyees ofhAonroc (Aninty. 29. CONIPLIANCE NVITH LAW In canying out ATTORNFY'S obfigathns unda thins agreernent, 1070RNEY shall rdide by all statutes. ordinanecs, rules and regullations pertaining lo or rCgLddting the provisions of"'this Agreernw. inclulng We now in Who and hereafter adoNc? Any viulal% of Oct sialutes, onlirrances, Wes or regWnts, shAl constitute a material breach of this Agreement and shall entitle C"OLJNTY to terminate this Agreement irnniediately upon delivery of' wriflen notice of terniiination to ATTORNFY, 30. IWENSING Arl"ORNEY �varrants tha.it ATTORNEY and additional tirine keepers do presently have, shAl have My- to corrimencemms of work L111der this Agreen-tent, and al all finies during said Work, all required licenses art([ pernihs m1eker fccleral, SLOC, ( OLH-Ity 01� City. 3L NBC)1 -41) SW,It 15 !i , W 0 N ATTORNFY agrees that he or she will mart discriiTntiate �.,igainst any perso'n, and it is CXj:)rCSSlY Unklcrstbod hat upon a determination by as court of" competent jurisdiction that discru-nina,tion has occurred, this Agreenrent aulornalicaHy WithOUt da)� fOrther action on the part of"flrJ3, PkUly, efilecdve the date of the cowl oRkr, AT,rORNFY agrees to coniply),vith Ml Federal smd FkWda stawc and Al Kcal orInmwe, as apoicab1c, mHaNg to nondiscr-irninatiow 'rhese include but are not INAN ton: I ) Wde VH of the (Nd Rights Act of 1964 (P1.88-352) which prohibits AscrAnAmbon on the NO ofrace, color or national origin, 2) Title IX of the Hucation Amendment of 1972, as tunended (20 L.JS(' ss. 168 ki 681 and 1685- 1686h which prohlits, dWitnination mi the basis of sex: 3) Secdon 504 of Me WhaNHWOon Axt of' 1973, as arriended (20 1.,51C7 s. 794L which proMbits, Iscrin"nnation on the basis of handicaps; If "rhe Age Discrimination Act. of 1975, as amended (42 US(! ss, 6101-6107) \,vhich prohibits, discriminatic)n on the I. of age; 5) The rkug Abuse (Ance as Trmtrnem Ao oF 1972 (PL, 92- 2551 to mnendeT relating to nondisubrinadon on the baMs of drug abuse; 6)The (2ornprehensive Alcohol Abuse and Alcoholism Ifevaidon, Treatment and Rehabilitation Act of 1970 (11L. 91.- 616), as anwndaL relating to nondisahviria6un cm the bads ofalcolrol abuse or alcoholism; 71 The Pubhc Health Service Act of 1912, ss. 523 and 527 (42 US(! ss, frost: dd-3 and N(I W), as ainendcd, rcbdng to conl4knOrdly of alcGuil ajid drug abuse patent records; 8) Ti le. V111 offlie Civil Rights Act of 1968 (42 US(.:' s,. et seq , as amencled, relating to =NsclirninaHon in the sale, rental cm- financing rho using; 01 IfteArrie6cans vvith Disabilities Act of 1990(42 1JSC to. 12101 ), as maybe amended 15ani thne to We, relaling to nondiscrfinination on, the basis of(fisability; 10) ?Womoe Clunly We OaNer 14, Article 11, which rgohibits 1scrindnabon on the bask of race, coW seq., religion, nmional origin, ancestry, sexual (vientalion, gcrider identity or expressimi, NOW status or age; I I ) A.H. NL]UiNrrieras imposed by or purSUallt to Tillc 49, (7ocle of Federal Regulations, Department of Tnansporlation, Sublide A, Office of the Secretary, Ilan 21, Noridiscrimin,ation in Fcclendly-assisted prograirrts of—the DeparNnent of VansMmation- Effectuation cif .Title VI of the Civil Rights Act of 1964, mid as said Regulartiol'IS 11tray be amended, 16 7447 and 12) Any othcr nondiscrirrurraticm provisions In any Federal or state statutes which may apply to the parties to, or the subJect rrianer of, this Agrcerrient, 32. NON-RE[JANCT BY NON-PARTIES No person or entity shall be entitled (o rcly upon (he terii-rs, or any of thorn, of this Agreentent to eril'orcc or atterript to enfom,ce any third-party cktin-i or entitlement. to or beriefit of any service or program conten,iplared liereuncfer, and the COL.JNTY and ATTMNEY agree that neither the COUNTY nor A"r-TORNFY or any offlicer., agent, or enliployee ofeach shall have the art dlority to inforin, couriseL or orthervvise indicitte that any parlicular individUal Or' gl-OLIJ-) 01' individuals, entity or crititics, have enfiflements or benef"its urldcr this Agreenicni separiite and ,ipart, Hil'eriow to, oi SUIVY'101' [0 the CCH111111111ity in gencral or tcir the. purposes contemplated under this Agrecinent., 33. AT'IT S TAT I ON S ORNFV agrees, to exeCUIC such docutrients as the Courlty rnay reasoliaMy require, to hichide a Vendor C I ertification Regarding Scrutinized Fiusiriesses, im Affid,,.,Ivit Attesting to Noncolercive C(AICILICt, 1_abor and scrvices, and as Foreign Fritifies, Affidavit. 34 COUNTY AUTHORITV This Agreerricrit has been duly noticed at a legally field public rnecting conducted in Monroe C"ounty, Florida. COUN'"FY'S performance and obligadon t.cr pay under this contract, is, cont.ingent, upon annual approprlaatron by the Board of"County C.orml-iissioners. 35. HOLD HARMLESS AND INS11JRANCE A'rT('.')RNFY certifies that ilt niaintains a mi'mir,iom-i prol'essional liablhty coverage for ATTORNFY in 1he arnotint of M0,000 per churt'i"S3001,000 pet' ffllrlLlal aggregme, A"TTORNIFY agrecs to keep the saine amount of" coverage or rriore at all un-ics and to provide proof`of said coveragc to C."OU"NTY at COLINTY'S reclUest at ,ainy time during the lerin of the Agreen"ient. A'"I"'TORM"Y ,igrees ((,,) h0ld 1"a%lMU0C COLHAVI, its Officers and cnrployc°es harmless fron-i irnyand A claims asserted against Monroe C.outity aIs a result ofactions taken by ATTORNFY, To the extent permissible under Section 7'68,28, 11a. Stitt- COUNTY agrees to hcfld ATTORNFY harni less From any and ali clainis asserted against ATTORNLA' its a result ofactions taken by (.'(.)L,)N,ry, 36. NO PERSONAL LIABILFFY 77(ovenam or obligation coritairile(.1 in this Agreement shall be deemed to he a. covenant or obhgatron of any rnernlh)er, (:.)fficer, agcm oi- employee of'[he BOW'd Of COU11ty C"OrIll lliSSi Olief'S ol"Mollroe Clourity in his or her individual capacity Lind no rnember, (-Aficcr, agent or erl1pk_)yCe of (Ile BOMA Of COUnty Commissloners, of Monr(,)c County shall be fiable personally on this Agreement or be SUbject lo any persona I liability err aCCC)Untabr11iy by reason ofthe execution of' diis Agreement, 17 7448 37. EXEC'U 110 N IN COINTERPARTS Fhis Agi-cen-ient may be executed in any I'lUfliber ofcounterpaxts, each of."which shall be regardcd as an original, all ofwhich taken together shall constitute one and the wine instrurrient and the COUNI"Y and ATTORNEY niavexecute this Agreement by signing ,Limy SUCII COLIfIterpart. 38. F.S. 287.0582, F.S. and Nlonroe Cpurity Purchasing Policy (required for all contracts for purchases of services or goods, > .1 year): Mollr0e C'Olrlilty'S perf'ori-riance and obligation to Pay UIRICT this contract is, contingent, Upon an annual appropriation by the BOCC. 39, E-verify requirement (required by F.S,. 448.095): Beginning January 1, 2021, every public employer, contractor, and subcontractor sliall regisler Nvith and use the E-Verify system to verify the work authorization status of all neMy hircd eniployees. By entering inter this Agreement, the vendor certifies that it registers with and uses the I.E-Ncrify systcni, If the contractor enter's irito a contra.icil with a subcont,ractor, dic subcol-ltl-adror ITIUSt provide the contractor with an affidavit stating that the SUbcon tractor,does not employ, contract with, or subcontrI[Ct Witf] Lin unarUthorized alien, Cojrjtra_JCtor Sh'.111 maintain as copy of'such affidavit for the dUratioii ofthe contract, 40� Scrutinized companies (F.S. 287.135): a, (Applies to contracts > SI million): This contract is terminable .it the option of the tied a ralse certification Iris defined awarding body if the vendor is found to halrve subjr,ji below, has been phriced on the Scrutinized (.7ornpanles \vith Activities it! SUdan List or the ScrUtillIMI ('ojTij)aj-n I es with Activities in the. Iran 11eiroleUrn Energy Sector List as those ternis axe defined in FS. 297,1,35. or been engaged in la Usiness operations in Cuba or Syria, i, Falsk, certification: At, the time as conip any SLibri-lits a bid or- prol)osa] fior a contract or before the cornpany enters ink) 01- renews a. contract wA,-ith an agency ol, local govermi-iental entity For goods ()I-Sel-yriCeS (�rfS I million or inure, the company niust certify that the coniparty, is 110t On the SCRUInized Coniparlies wvith Activitics in SLI(filll LJSI Of- tile SCj-[,jfirjiYcd Companies NNith Activities in the Iran PetrOleUln E'llergy Sector List arld that it. (toes not J-NIVC bUSinCSS, 011CI-d1ionS in C"luba or. Syria, At the, firtic as corripany SUbinils as bid 01. PrOI)OS111 for as contract or before the conipany enters into or renews as contnact wvith ar] ,,19cncy or local governniental entity, for goods or set-vices of' arly anlouni, the Comparly I-nust certify that tl-ie corripany is nor parficil,)aling in a boycott ofisrael. By entering into this agreernent, the venclor certifies that the cornpany conipfies with these requirenrentS. b, (Applies to all contracts): This contract is leri-ninable at trile option cif the awarding hody if the cornpany is FOUIld to [lave been placed on the Scrutinized Conipanies that Boycott Israel List as ttuat. term is defined in F S 87.135 or is engaged in a,,t boycott ofIsraeL 41 , Human 11"rafficking (F.S. 787.06) Whenever a contract is executed, renewed, or extended betxcen a nongovernirieutal entity and "I goVerrIlIlieri(,�'11 entity [J.le n oligovernniental entity inust 1)ro ide art affidavit signed by an orficer or, a representative cif' the nongovcr-rjraj ell i a entity under penalty of perjurY, attesting to that the nongovcl-ni-riental entity does itot use cocivion "Cir fat.,wr or, services, A col,)y of the afficLavir, is attached. 18 7449 41 Foreign Entities Afflidavit (F.S. 287,1 r a, Beginn I rig 111,11/2024, a goverrinienta I entity rnay riot accept a bid or proposa I Frorn, or enter into as contract with, an entity whM-i would grant the entity access to individual personal identiFying itilonnation (141") uriless the entity provides an affiWavit signed by an offilecr. or represcnIative under penalty 0FPe1'JU1')/ attesting that the entity does, riot meet any ol'Ille criteria, in FS, 28T 1 38(2)(a)-(c)� * Fritity owned by a country of concern (China, Russia, fran, North Korea, VenCZUC a, Syria) * Controlling interest by governtrient ol'f'circigri country cWconcern- * Entity organized under the laws of or has principal pLice of" business in floreign country of'concern, b. Reginning 7/1""2025, as governniental entity cannot renew as contract Nvith ..in entity which w)',ould grant the access to PH unless the entity provides the all"ida.vit. c, Beginnino 71111/2025,ag governi-rienial erititycainiiolextei-icloi-;i-eiiewai,cotitralet with an entity rnecting the above criteria iNlic contract would give access to PH to that entity, ty, The affidavit is attached, 43. Breach Penalty anid Darnages During Emergency RecoverN., Period FiTective January 1, 2026, and in accordance with FS, 252,505. the Parties, agree that it the, ATTORNFY breaches this Contract for goods or s,erviccs relLited to ernergency response for a natural ernergency during arn ernergency recovery periocf,, the ATTORNFY S11"All P"Iry Morjr()e Courity a PCnalty of` Thousand Dollars ,000) a nd (S5 darriages, In addition to the penalty, the Al-F(I)R NEY shall be liable 1"or dal-riages, which may be assessed, ,o the County's sole disuction, are, either: 1 . Actual Ln-rLI ConSe(Ilierritial damages sutla,rcd �as ,a result ofthe breach, OR 2. Liquichated darmages In the aanacrrrrat speci fied in thi's Contract, The renledres provided in this SeCti011 cure CnInL1111tive and are in addition to anyr other Figjj(S 0u, remedies arvailable al hm,,, or, in eqUity. For purposes of'this provision, "emer-gency recovery period" shall have the nicaning assigned under FS, 252.505. 44. 1"eC'C'-aL' C'MASCS. Fedcra] LINN' CkUlSeS ShOWil, fil Addendum A, 1111111rached hereto, are incorporated by reference Lis 11'Nfly set 1'orth in illis Agi-cerrient, THE 14EMAINDER OF TI-FFS PAGE HAS B EN IN-FENTIONALLN" LEFT' BLANK. 19 7450 IN WITNFISS Wilf"REM', [lie parties hereto have executed this Agreement on [tie (lay and c�lates written belcmT. NIONR,OE COUNTY: CYNTHIA L. FIAL], P.A. Robert B, Di#aHy 5ignecl by RuberL B. Shifflirw r k e�— $hfflinger, Jr. Dave 2�025,0821 M27:27 04'010' BY, . ........................ Ry: , Y Robert B. ShIllinger, Jr., Esq. C"ynthia fl tfll 1 q. Couwy Attorney President Datc: Dal C: AUgUst 25, 2025 .......... ..................... ............................... Ratified by the Monroe COUnty Boar(] ofCounty Cbmn-dssioners: VIO,NROE COUNTY (S E A L) BOARD OF' COUNI-Y COMMI I ONERS Attes,t: KEVIN MADOK OF MONROE COUNTY r3v, ................. . .. .... Deputy C'Icrk Mar y0i- 7451 AFFIDAVITAT YID ESTING TO NONCOERCIN't", CONDUCT FQR LA BOR OR SERVICES L"Atity/Vendor Narnc; Cyn&Ha L. Hall, P.A. Vendor FEIN: 3§'3'18-8-8 0--4"" Cynthb L. HaH, President Vendor's Authorized Represcillative: (Name and Ti tie) Address: P.O. Box 2622 .' I—-. .......... ...........------- ("it ...............eW-,est 11-1.................. tate: .....F..L . ... - Zip: 3304 Phone 5 Nuimber, (818) 203-.3671 ........... 11"Anad Address� cbeckwitMaw yahoo com .......... As i a nongoverm-nenuil etifity eXeCLIting., renewing, or extending a contract wit.h a government erltl(y, 'Vendor is required to provide an affidavit under penahy ofperjuryattesting thaLVendor (10CS r10( LISC COCI-6011 I - tabor or set-vices in accordance \vith Section 787,(i6), Florid,'t StatUrCS. As defined in Section 787,06(2)(a), coercionme�aris� I. USilIg Or thf'ealtitlg tar Use physicai 66rce agamm any person'. 2, Restraining, isolating, or Confining or threating to restrain, Isolate, or confine anv person without lawful aUthority and against her or his will-, 3. Lising lending or other credit rriethods to establish a dobt by any person when labor or services are pledged as a SeCLII-ity fbi- the debt, if the value ofthe labor or services as rellSOMAbly assessed not applIied toward the liquidation ofthe debt, fl-ie length and 11ati-11-C 0('HIC labor or service are not respectively hi-iiited and cleftned', 4. Destroying, conmafin'o. rerrioving, c(..)ri fi scat i ria, withholding, or 1'mmssck,s-,J rig any aClUdt Or PUI-POT-ted passport,, visa. or other immigration dooamient, or any other aWftlal or purported goverim'ient identification doc,.ijiient, of any person, 5. Causing or threaling to cause financial harm to any person." 6 Enticing or 11,11-ilIg armory person by Fraud or dccell." ('.)r 7. Providing a controlled substance as outlined In SchedUIC I or. Schedule 11 of Secti(,)n 89 3,0 3 to any person fi-W the PL11'j)0SC ofexploitation of that person, As, a person aUth0l-iZCd to Smgn on behaff(A'Vendor, I certify under penalties of per that Vendor does 11C)t USC COCI-C1011 for hibor or services, in accordince with Section 787,06. Additiomally, Vendor has reviewcd Section 797.06, Florida Statutes. and agrees to abide by same, Certified BY: Cynthia L Halt Who 'IS authorized to sit`pi on behitlf"ofthe above referenced company, ArIthorized Signatul-e: Print Name: Cynthia L. atlN Tide: f.resident 21 7452 FOREIGN ENTITIESAFFIDAVIT F.S. 287.,138 Cynithia L. H-all 0 f,t 11 c c i t.Y cal Key West, Forida according to law on - -------------- Illy (lath, and Under penalty� Of'j')e1jU1-Y, del.)OSe and s<ay that- ,j. aawrr the Presdent cit'dic firm of Cynthia_L Hafl, P.A ("Entity"), the bidder making the I- ................. -- ---- Proposal Cor the pro.ject. described in the Rcqucst 1'oi- Proposals k)r . �� !_ rvices,-1 ------" , -- - ,-------- and that i executed thc said proposal with Rill authority to do so, b. In accordance with section 87,13 8, F"forida SLaILILeS, t11C F'Pitity, is ilot owned by the governtricn( of'ai Foreign Country orConcern, as that term is defined Ili FS 287, 138, is rult orgzinized Urk[Cf- the ILBvs of'nor lias its Principal Place of'Business, in a Forei gn Country of n Concern, and Lhc goverlin-rent ol"a Foreign Clountry of'Ccmcern does not have as (-'onlrolling Interest in 11-1c entity, c, The sta(ernents contalnect in this affidavlt aV'C trUe aaald cori-co, and made %,ith 1`011 knowUge that Monroe C11 cninty relies upoll the Ui,ttli of'thc stateniclits contained in this all'idavit ill awarding contracts lor said proliect. --------------- .................. -- ----------- .............. ............- (Signature) Date: AUgUst 25, 20,25 ... ................ ............... STA'"IT OF- Florida - - -- - .�...............- COUNTY OF: Monroe ............------ Subscribecl and sworn to Or affiwrned) before me- by incans (if,12"physical presence or 0 online r1otarization, on -August_25, 20"25 (date), by , Cynthia L Hall (name (A'aff'kint). 11c/rShe is personally known to nie or has produced ---—---- iti f-ication) as . ............. (type of'ider identific,ation,, =CRISTHIAN HERNANDEZ NOTARY PUBLIC My Coil'unission Expires: X&V.AL-2 Ll F;-,i�, 1 "Y "', 22 7453 VENDOR CERTIFICATION REGARDING, SCRUTINIZED COMPANIFS LJSTS Project Description(s), Legal services Re,sporiden( Vendor Naine: _______Gyn.tffia-L HaLEA ......... ",`endor FEIN" 39-3188804 Vendor's AULhOriZed Representative Name arid Title: Cynthia L Hall Acldress . ........ ('ij.y: Key West o r da -------- ............... .......... 33045 . ............ Phone 1"slLI111ber: (818) 203-3671 Erriall Ad.dress, cbec Section 2KI, 135. Florida Statutes prohibits, a company from bidding, on, submitting a proposal for, or entering into (..)r renewing a contract l'or gciods or., services of any arnount if, at. file 11me of contracting or renewal, (lie conipany is on the Sci-utinized Companies that Boycott lsracl L.ist, created PUI-SUdilt 10 Section 2 15.4725, Florida Statutes, or is engaged in aBoycott ofisrael, Section 287.135, Florida Statwcs,, also prohibits as comp iny frorn bidding on, SUbIllitting as prol.)osal k,)r, or entering into or renewing a contract for goods or services of'S 1,000,000 or more, that arc on either the Scrutinized Con'lpariles with Activities in Sudan L,isl or the Scrutinized Companies with Activities in the Iran lletroleurri Energy Sector Lists which were created 1111rSUarit to s. 215,473, Floil'da StalllleS, or is, engaged in [)UiSiness operations in Cuba or Syria, As (he person authorized to sign on behalf of Respondent, I hereby cerfif � that the company identified above, in the Scction entided "i�eslioc i,dentV'end(,)i-Nar-iie" is not listed on L11C SCRIfirlized ('ornpamcs Olm Roycott Israel List or engaged, fil as boycolt ofisract and foi Projects o1'Sl,O()(),()()() or MOIT is 11c)t listed on either the Scrutini7ecl Gornpanies with Activities In SL..rdart .1st, the Scrutinized (.'ornpames ww,ith Activities in the Iran Petroleurn Fruergy Sector List. or engaged in business operations hl CU[)a or Syria. I LMdC1'StaT1Cf 01,11 J)UrAiant to Section 287,135, Florida Statut,cs, the subtnission of 1111se Certification rilay st.11).ject company to civil pena.1tics, ,ittorncy's fees, and/or costs, I ftirther understand that any contl`a!Ct With the COL1111Y may be terrilinated, aat the optioill of the Courity, if' the cornpany is found to have submitted as fake cerfification or has been placed on the Scrutirlize(I C orripanics that Boycott lsrael List, or crigaged in a boycott of` Ismael or placed on the Scrutinized Companies with Activities in Sudan. List or the Scri.1tinized Coaipames with Activities in the hun Petroleurn Fnergy Sector L.,Ist or been engaged in business operations in Cuf.m or Syria. 7wificd By: _ Cynthia 1 all . ............. who ill ]zed to sion on behalf f fl ,IL,1010i" t� `�' ref, d company, Authorized Signa(LITe:. I,-rint Narne: CyntNa L Halt— "I"i t I C: President ............ .................. Notc- The 1-ist are available m the f6lIoNving Departrricni, of Managerpient Serviccs Site: enanotisstate qr.,j n for rn at i on/c oil vi ...... Si S diSLIJIT'inatory cm u?,tgijits venck:)r fists, L ................�! ....... 23 7454 ADDENDUM A ADDENDUM (Federal Clauses Only) The following clauses are added into the attached Agreement as if fully set forth therein: 1"ederal ClaUscs. Recognizing that a portion of(he Cunding fc)r this Project conics frorn onc or morc fecleral mv,,,irds as fhat term is defined in 2 CYR § 200.38, the Collovving provisions Cr( part 200 including Appendix It to pea rt200 apply to this Agreement: ......................... .................. Socjoeconon-mic ("ontractim, The 4..ontrarctor is enecmragcd to takc all necessary steps identified in 2 C"'J".R. § 20(),32 1(b)(1)(5) to ensure sn-iall bUsinesses, minority business,es, wotnen's business enterprises, veteran owned businesses, and labor surplu.s area firnis are considered raarssmhrllc .......... Access to Records ED The Contractor agrees to provide COLJNTY, Florida Departnient of 1"niergency Management or ether pass-through entity, if applicable, the FEMA Administrator, the C,omptroller General of the United Staics, or any of their authorimi fePrCsematives access to any bo oks, documents, papers, and records of the Contractor which are directly pertinent to this coritract ilium the purposes ofrriaking audits, exarninations, excerpts, and transcript kites. Thc Clontractor, agrees I.o permit any of' the fi..)regcring fxirtics to reproduce by any rnearts whatsoever or to copy excerpts acid Iranscriptions Cis reasonably needed. The Contractor agrees to provide the F'EMA Adrninistrator or his authorized rell resc n Latives access to consfxuction or other work sites pertaining to the�vork being CWTIPICtCd Under the contract, F(r:)'. C'ontracts Fwered into After August 1 1011 Under a M mj. _.,is 01" . g ation 1 C" In con,iphance with section 1225 ofthe Disaster Recovery Reflorni Act of'201 8, the ("OUNTY and the Contractor ack 110"''edge and agree that no language in this contract is intended to prohibit audits or internal reviews by the FEMA AdMinistrator or dic C'on-rptr(,.)Iler General ol'the I Jnited States. C To be allokval-)IL under a ITMA grant or cooperative agreenrICF.It aW,,jj_(j, tile COS( of I any conmact change, rnodiftc,,ItIor ,i "IfIrIcIldment, addendum, change order, or COIIStTLICtiVC change nILISt be necessary, allocable, withnm the scope of the grant or cooperative ag eement, reasonable fbr the scO e 01'wca-k, and otherwise allowable, ... .................... ------- 24 7455 ....................._.._._—._� _m...__... Arry changes to this Agreement nrarst be approved in writing by written Amenchilent signed by both laartics, i _.:LuUO and Fla, C.'OUATY must obtain written lacern'rission Irons DFIS prior to rising the DHS seals, logos, crests, or refarodurctiomas of flags. care likenesses of D FS ragcnc.y officials. This inclm;acles USC, Of L)LIS COnlf)onent (e.g., F'k;MA., CISA, etc.) seals, logos, crests, or reproductions of flags, or likenesses of ccrmlaurnent oflrcials _.°4rtmfF-rlrtfnce N ith Fedenrel...__..La . . ;tt.Cgtr ns, amF"lfl.....}�x c utiv Orders arttd Acknt, ec4,,mFc.rrt of..F_e der al.,.F rurrc i.T This is an acknowrwiedguament that FEMA firi ncial assktance wwill be Used to fund all or a por0on of"the contract. The CIontractor wwvill comply wvith all apI licable federal law, reguulations, executive orders, FF:!yw A policies, procedures and directive, j ]~o_Obljgatiorr 1sy_1 a�Lci rl Government Tlme Federal Government is not a hearty to this contract and is not, subject to ally obli aticrrns crr liuib,ilitie,s tc.r the t:.:Cyf-JNTN', c°orrta-actc.rr., a.ar- uany or tier party lacrtainirig to any rnatter resulting from the, contract. c>u,..Wrrar FraauadmatlrtI False or Fraudulent `�tatenrcnmts or Related Acts The C"ontrzac°tor acknowledges that 31 fi.S.C. Chap, 3,8 (Administrative Remedies for. False C.Ikirns and Statc°rrients) applies to the contractor's actions pertaining to this i contract. Cta yyar i L . -L rca.rFy:em_and Delivery r'Work.sm frl? .�I to (_(,)p 'Teas (.'ontrtiactor granis to the COUNTY,Y, a Paic.:l-UP, royalty-free nonexclusive, sivc, ir°revocabic, worldwide license in data first produced in the, perftarmance of this contract to reproduce, laa:mMislr, or otherwise use, including;prep are derivative works, diSIrI U..tC, copies to the public., and perform publicly and display publicly surclr dat.aa. For data required by the contract ]scut, not first produced in the pe-flornaance of thin contract, dic Clontractorwill identify scrch data arrd draw to the C:°C)If.N"IT or acclu.urre;s can its [whalfa license ofthe same scope as ffar data first produced in the pe rfornamarice of this contract. Data, as used herein, shall include any %vork suta4ecet to copyright under 17 Fa.S.C;. § 102. f�6r example, any written reports or literary xorks, serfoxare sand/or source code, music, choreography, pictures or iarrages, graphics, ser:rlFatUres, videos, rno ion pictures or other' cauadiovisuat ",,, rks. sound and/or video recordings, and rarclritcc tr.ar-al works, Upon or lacicrre the completion of this contract, the C"oratraacetor wvill deliver to tlae (insert narrre caf'the recipient or subrec;ipient) data first Frroducccl in the Performance of this ccrmrtract. and data required by the contract but neat first produced in the performance of this contract in ffarrnats acceptable: by the COF..11''w1TYa , 2 7456 1'mt> ridin. ..GL)()c1, w �Ce�,��as_to Workers s C reatir g tood Job Pursuant to FEM In('or-niation Bulletin t)) 20, the contractor will comply °vvnth all applicable Federal labor and cnmployrrrcrrt lawvs, To nrmaaxiaarizc cost efficiency and. qcraa.li(y of vor•k, the contractor conmrits to strong larltor standards and protections f.)r- the project workforce by creating an eflective plan for r:nsr.rring high-clnality'.'obs and corrrplying with lederad labor and cnvioyrrrcnt laa%vs. 7mhe contractor acknowledges applicable minirnrrnw xwage, ovcrtInIe, Prevailing wage, and health and safety I'egr,aireffle.r)tS, and will incarMOI-ale GoOd lobs Principles whcrever appropriate and to the greatest extent Practicable, Bel !.Dewttta COUNTY earcoaa.r°cages the use of envirc.rnmeratally CTIendly construction practices in the perf-ormance of" this Agreement, In lrarticarlaar, COUNTY crcou a ges that the pert°'or-m7aarncc° of this agrcen ent niclude considering the use of low-carlmaon m,.ateriaa.ls which have scrbstantially lower levels of` embodied greenhouse-gas e nissi.c.ns associated all relevant stages of procluction, use, and disposal, as cornpaared to estirnarted industry averages ol'sirrmrlarr mnaalcrmarls or products s derric. ... ..... ----- ..._ ...... _.... ___ __._ err env..ai..orrrnc,mutaal._jjr:duct...d char mtrcrrr Y y l u:acts aa. �ma�tr,ztc:;cl l-m their Feder-al Noiidascr iurrrrirrtmon 'laaosc.s__.galtraaj E nr altlyrncrm.:�...e� a�cwrr`lum. . _ . l quaal l inployn-mit Cfpporta. nity, The regurlatrorr at 41 4._Y.R. § 60AA(f-1) requires, except as otherwise provided or excrnpt;ed in 41 C_'.F.R Part 60, that, all contr~actor, that rnec.t tlrc def"initiora of "f`derally assisted construction contraact" in 41 C1J 60 1 _3.must inclaucle the equal opportunity clause as set Corth below, DUI-Mg the performance of"this contract, the Contractor agrees aas foiloivs: (1 ) Thc (7ontra ct.or m7 ll not discriminate atgaainsi, any crraploycc or applica"int for crnlrloyrnen hecaaurse: ofrace, color, religion, sex sexual f orientation, gender identity, or national origin. The Contractor, vaaill take alfrr'mamtrve action to ensure that applicants are employed, and that cnnp oyecs are treated during cr-rrploy=rnent without rcgaar(;l to their- race, color, religicrrl, sex, sexr:raal orientation, gender identity, or national origin, Such action shall includc, but. not be hmited to the fbllowirag: FnIPl0y111Ca11, Upgrading, demotion, or trarnsfeT,' r•ccraritment or, rccrcaitrncnt aadvertisirrg, laiyoff or termination- rates of lea-ty or other tor°rrms of compensation,- and seleoion for training, incluadin, apprenticeship. The Contractor agrees to post ira conspicuous places, available to cinployee.s arnd applicants Cor- ern loyrarc11t, notices to be _.._�mcr.vidcd se tip fortwlr the mrcavasions of this nondrscritninaation Clause'. ..__.....w.__. ..m.._... ....._... _......_.� m....._......._� 26 7457 ............. . ................. . ... .......... 7 (2) 'rjie Contractor will, in all solicitations or advert.iscirients for employees placed by or on behalf of the contractor, state tluat all qw-flified applicants will receive consideration for erliploymew without regard to race, color, religion, sex, sexual orientation, gender iden6ty, or national origin. (3) The Ccnitractor will not discharge or in ztrly other rnanner discritid.nale against any ernployee or applicant for- employrnent because such erriployee oi- applicant has incluired abOUt, discussed, or disclosed (lie compensation of the erriptoyee or applicant or another employee or apphcant. This provision shall not apl-fly to instances in which an employee %vho has access to the cornpensation infc)rmation of'other ciqpjoyees or applicants ,ls as part of'such eniployec's essential 'pb Functions discloses the Compensation of such other crilployces or applicants to individuals who do riot odrerwise have access to such inforITUItion., U11IC'SS SUCK disclosure is in rcsponse, to a formal coniplairn. or charge, in l'urtherance of' an investigation, proceeding, hearing, or actiori, illClUding Lin investigation condLlCtecl by the employer, or is consistent vvith the coritractor's, legal duty to Furnish informati011. (4) The Contractor wiH scrid to each labor' Union or representative ofworkers with which lie has a collective bargailling agreement or other contract or understanding, a notice to be provided advising the said labor union or %,vorkers' representatives of t[le Ccintractor's conimitmernS Under this section and shall p()st COPICS Of (11C 11011CC in COnSpiCLIOUS PhWeS available to cinployees and .ipplicants for emPloyinent., (5), "The Contractor will comply with all provisions of Fxecutive Order 11246 of Sel.member 24, 1965, and of the rules, regUlaticnis, and relevant orders of the Secretary ofl,,abor. (6) T"he C.'ontractor vvill fumish all information arid reports required by FIXeCLAIVC Order 11246 of'Septernber 24, 1965, and by rules, regulations, arid orders of the Secretary of' l...,abor, or j.,mrsuant thereto, and will permit access to his books, records, and acCOLHIt.S lr file �t(lilnnisterin Lind th cerclarmv of 27 7458 ... --- ..�... ...... .. - --- L,ar,lroa• for ptirposes of investigation to ascertain compliance i,v' th such rotes, regr;alatdions, and orders, (7) Cn the event c.rf' the Contractor's norrconrphaanc°e "',ith thre nondiscrir-nin,,ation clauses of'this contract or rn,iIll r ny ofthe said rcahes, regulations, or orders, 11ris contraac:t may be, c¢ancelcd, ternlirraated, or suspended in Nvhole or in pararrt and the contraactor rnaay he ricc arrcd ire igibl:, For Further (.aiover"ztr't ent contracts or' federally assisted construcl:ion contraacts in accordance with procacr.l tires authorized in Executive Order 11246 crfw epternber, 24, 1965, and such other sarnctiorrs nlary be iraaposecl and rerrredies irivcrked as provided irr L:Xc;ctrtAVe Order 11246 crf. Septernber 24, 1965, or by rule., regUlaalion, or order s.rf the Secretary of Labor, or ars otherwise provided by Law. f (8) The C."ontraac,tor will incltac.le Lhe portion oh` the sentence irnrr'rechiaately preceding paragraph f 1 '1 and the provisions of, paragraphs (I) through 1 1 ill eVC1-,V sul)contrarc;t or purchase order trntc ss e,xc naptecl by raalc°s, regulaatiaanwc, or orders of dre t Secretary of Labor issucyc:l pursuant to section 204 of Executive Order- 11246 of Septcnrlrer 4, 1965, so thart such provisions will be binding upon e°uch subcontractor or vendor. The Con rarac,torr wi11 take° r.rc:h aaetrc>rr With respect to arny mibcwontrarcwt or purchase order ",xs the administering agency may direct as ar mearr'ls of c°rr!¢)rCirrpp; srarcalrvr pr'cavisicrrrls, irlClUding sanctions for nonc°orrrpIiaarrce- Pa°cxlrhk(l, hcrwr-vever., that in the event a conl:ra n..)i° becti:unles involved in, or is threatened with, Migation with as subcontractor i or vendor as ar result of such direction by the administering agency, (h C;'ontratctor rnaay request the, 1.Jn Ied States to enter such huga Lion to protect the interests of'the United States, J Thic�: Apph caant Further agrees that it: kvill lie bOUnd by the above equal olrrps.artumty clause kvith respect to ils own enrploynrent practices when itt, laaarlaicipart.es in lederaally assisted conslr-art;°tion work: Proviticd, that if"the applicant so participating is ar State j err` local governrllerrt, the above c°clLUd r.rppor•tunily claacrse is not j applicable ale to any agency„ 'list runientLality or,r,arlwlclivision Of'SUCII overnnaent which does not participate irr Nvork on or under Chic contract, 28 7459 ............... ................. .......... The Apl-flicant agrees that it %vill assim. and cooperate actively, with the iubninistering agency and the Secret'ary of Labor in obtaining the co.mj.:fliancc ofcontractors and subcontractors vvith the equal opportunity clause and the rules, regUlAtIons, and relevant orders of the Secretary ot'Labor, that ix will furnish the administering agency and the Secretary of Labor such information as they rnay require to]- flIC SUpervislon of' such coinpliance, and that it will otherwisc assist the adrilinistering tgL mcy i.n the discharge of the agency's primary responsibility fOl SCCLII-illg COMPHWICC, The Appficant fiii ther agrees that it will refrain from entering into any contract or contract modification SUbJect to Executive Order 11246 ol'Scptenibu 24, 1965, with as contractor d6arred froin, or who has riot dernonstrated efigibility for, Governirlent. contracts and federally assisted construction contracts pursuant to the Executive Order and v011 (:arry OUt SUCh sanctions and penalfies for violation ofthe eqURI Opl.)ONUnity ChMsc as inay be nnp..)sed upon conLractors and subcontractors by the adinirristering agency or the SecretarY of"Labor PUNUarit to Part 11, Subpart D of the EWCUUiVe (.)rder, In addition, the Applican( agrccs that it' it fads or refuses 10 COMply With LheSC undertakings, the ach-ninistefing agency may take arty or all of' (lie 1,611ovving actions: Cariccl, terminatc, or suspend in (.)I- in part this grant (contract, loan, 61M.,WaHICC, gUffl-antee)," refrain ftoin extending any further assistance to the applicant under tile, pro rani %,vith rest ect to which the failure or rcfund occurred until s,afisfactory asSUrance Of filt.111C compliance has, been received fi-oni such dpplicant, and refer the case to the 'Depallrr ent. of'Justice for q-)propriate legal proceedings. ............. ------- Rights to Inventions Made Under a Contract or Agreernent, 11"the Federal amird incets the definit.ion of "funding agreen-mil" Urider 37 CFR 401 .2 (a) land the recipient orsubrecipient \Visl,lc toctilei'into,,,icorili,,tctwitl"ia�,iiiallbLIsincssfir-liloar. nonprolit organization regarding the substitution of parties. assignnicrit or, performance 4,,)f' experiniental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply Nvith the requirements of .37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organ izal ions and Small BLISincss Firms Under Government ((rants, C,onlxacts and, Cooperartive Agreements," and arny implernenting I-egUlatiOlIS ISSLIed by thc wArarding agency, 29 7460 Clean Air Act and the Federal NVaterPollution Control d . � Clean Air• Act. The contractor agrees to comply with all apj)Hcalarlc° standards, orders crr r-c: tmlar.tions iSSU..ccf pursuant to the C:`leaan fir ,act, as arracrrclecl, 42 t_JSC" 7401 et secl. The contractor agrees to report each violation to the CiC.)�.1 �� and understands and j aagr°c:es tlaart the C()f.TNTA'° ww ill, in tarn, report each violation, as rwc°gUirC`.(I to das,'sure 110tificatiorr to the Federal Emergency Management Agency, and tlrc appropriate i Environrnentai Notection Agency Regional O fitce, The contractor agrees to include tlac°we reclttireMentS in each aa.bcorrtraact exceeding S150,000 rrranced in ww/hole or in part with federal aassiStErnce provided by F.'FJM . Federal Water Pollution Control Act The contraactor agrees to ccarnlaly wwith all applicable standards, rrr~dews, or regulations ire araecl laUN'tmaant to the Federal WaterPollution C ontrol Act, asa.nac;;rrd d, 33 U.S.C.12,5 i et sect. 1`1-1e ccrntra.ctor agrees ft.) repor-t eac:llr violation to t:irre C"O[J VT'Y WId UncicrstaandS 1111c1. r aagrec s that tlmc, (.I(rr)[TNTY wvili, in turn, report each viola.tac_rn as recicrired qcw assure notification to thcw (FDfa;fiw or other Brass-thrHorrgla entity, if` applicable), Federal F,mer•gency Mana.'g na�ent Agency, and the appropriate Envirmonnrental Protection Agcnc:y Regional office. G"lac. contractor agrees to rnc'lUde dace r-cclaairernents ira each sulr contr<aact exceeding � S 150,000 financed in whole or in hart with federal assistance provided by UNA, _ ____ ......------ This contract is a covered' c�rrt ' �wcr� rmrr�rtrr� �rrrri c�r�rrr transaction fCrr" carFao^;eS cri 2 CF R fart, 180and 2 C..l".R, fla,r°t 3000. As S[:Irch, the contractor is required to verify that none ol`the contractor's principals (defined at 2 (°.l~,f , § 180,995) or its affiliates (defined at 2 C"TR § 180.905) are excirtded (defined at ? C"TR § 180.940) or clis(IcIaiilied (defined at 2 C".T=.R, ti 180.955). Ilcr contractor ata1 canrrrly with 2 ". P<rrt 180, strd ar°t C and 2 Cq �. Part � 3000, SUbpaart C", and n-ururSt rncgcrcic "r reclurrenient to cornply wwith these regulations rrr any lowver tier covered traansaact on it enm-s. This certification iS as rrrraateriaal represeIrtarticm of Fact relied Upon by COI JNTY, If it 'S lIrter'deternarrIecl.that the contractor did not cornlrly with 2 C".F.R, Par( 180, subpart C and 2 C-F.R. Part 3000, sutab)art C ,.I..n addition to remedies available to COI I' f vi 0 7461 e iiieiit rn�a.y purstre available remedies, inClUding but riot lirri.re d the v-,-r-i l, I to suspension and/or debar-nent. The bidder or proposer agrees to comply with the reqUirenlents, of'2 C.F.R. Part 180, subp art C aniJ 2 CY.R. Part 3000, SUbpLIT-1 .' while this offer is valid and lhroi.tghout from this offer. The bidder or proposer the period of any contract drat inay ar'Ise further agrees to include a provisl(mi requiring SUCh CORI[A1,111CC In its 1(),,N,eT- trier covered transactions. ---—------- ...........................-------- . .................. ........... uu 352. C'.,o n t trtw who apply or bid Cor an award of' more than $100,0001 shall file tyre reqUired certification. Fach tier cerlifics, to the tier above: that pit will not and has riot USCd fCderTld appropriated funds to pay ,riny person or organization "Or influericing oi- 'Merill)(Ing to influence an of'ficerorernployee of'any agency, as Mctuber o f`Corigress, officer or ernployee of' Congress, or an ernjfl(_)yee of a Men-iber of' Congress in connecticm With obtaining any Con(ralCt., grant, or any other award covered by 31 U.S.0 § 1352, Each tier shall also disclose any lobbying with non-federal Cunds drat takes place jru Conlr)eCtion With obtaining any fiederal award. SUCh diSClOSU1'CSa1-C Rm-warded from tier to tier tlp ta> the '_CC'p�r'Cllt W110 Hl 01111 Will] fi)l°'ck'jtr(j tire Cern ation(s) to the fcdcrai agency. Mra rocurement o�f'Recovered nttei In the perl'onnarice of this coractjals, the Contractor shall Make maximurn use of" prc)duc,,ts containing recovered nizaterials that are FTIA-designated items L1111CSS the product cannot be acquired,- a) Competitively within at tiro efrairie providing for cornpliaricc with ifie C 0 t 11,r LC I. I)eH'OrMance schedule, b) Meeting contract pun-forniance reqiiiren-ients; of, ii 0 At a reasonable price, Information about this requirenlent, aloe Nvith the list of HA-designated itetirs, is available at Comprehensive Procurenient Guideline (CPG) Progral-frl I LJS FPAa , The C,ontractor also agrees to comply with all other applicaNe requirements cif, Section 6002 ol'the Solid Waste Disposal Act, The Con tactor shOUld, to the greatest extent practicable and consistent �vlth the law, PURAMSC, arcquire, CK Use products and services thar, can be reused, refurbished, or recyced,-, contain recyCle(i Contetl[, arc biobased, oraf-C energy and Water efficient; and are SL[Stclinable,, .................. .......... .............. 31 7462 .. . 1 Americans with Disabilities ,!act of l990 (. DA) F`llc Contractor will comply I with all the requirc°rrae nts as imposed by the , l::A, the, regulations of the; Federal government issued thereunder, and the assurance by the Contractor l°aumsuarr,t [hereto, ..__ _ .......___......... R lae C orltr'actor shall utihZC the US. Dep artiricrrt of l lol,rc:lan Security's E- verify system to verify time employment eligibility of all new en-ipk:oyeesr hired by the Contractor during the term of the C°ontratcl and shall expressly require tray Subcontractors perform ing x vork oi-providing services pursaaaarit to the Contract to likewise UtifiZC the US Department of Homeland Security's E-Verify system to verify, tire~, ernpF oyrrrcnt eligibility of all ne: employees hired by the st.ibcoiltractcrrs(iL.iritig tFrc C'oiitr-arct term. ........ ...... . . ..... ..... _ _.. .. ...... _._ _._.._ _ __ _. _..__— Prohibition on Coat a�ctur�� fmar `a��r��1 "II�m�ceaa �nrrrarc aatrrrrrs H, rrl .merit are- i Services vices (a) Definitions, As used in this clause, thc; terrTrs backh a.ul; covered forcign country, covered W eCcarrrMarrrrcaaticarrS ccltrmlmrme nt or services- irltercc nnecticmrr tar-rMige ll'iemrts f rc)ara ing,; substantial or essential cornporlent- and telecon,imuni cat;ions cqmprncnr or j services have the rneaarling a:a.s defined in FEMA Policy 405,_143. -V, Prohibitions on Fxlending FFNIA Avvard Funds for Covered TdeHcomi,arunicaations F'quipi'llent or Services, as used in this clausch. .. (b) Pvohibitir nsa I ) Section 889(b) ofthe John S. ivFcC'ta.lrr I�lartie:rrraal Defense Authorization ,act for. F i,scal 'Year 2 l 9, Pub, L. No. l l5-232, and 2 2fi(y.2 ltr prohibit the head o itra executive agency on or a ler An,,,1 3, 2020 from a:rlarligating or expending grunt;:, coope:nda vc agreement, loan, or loan guarantee funds oil certain te ccorrrrri Lill r Cat rorrs prc.ach.rc°ts or trorrr certain entities 6a>r national security reasons. 1 2) Unless an exception irr paragraph (c) ol'this clause applies, the contractor and its scal)cerratractor's tram,/ not use grant, cooperative agreement, lcraa:n, or loan t-iraarrarrltaac funds lroni the Fcderaal F i-ner ency Ma mtgeme nt , gcrlcv to: i. Procure or obtain any equipment, syfstern, or service that uses covered teleccrmrnunicaations ecfuiprnent or services as ai substantial or essential i corriponenl of any, system, or as critical technology ofany sys;tern ii, Ei�Mer, extend, or rcneNv a contract to procure or cri:atarirr tarty equipment, system, or service that cases; covered telccornrr unicr:ations cclarilrrnent: err, services as afi. substantial or essential con'rponent of any system, oi- as j c;riticatl technology of arty system ra rrtcm cxtcrrel or rencvv co~rt acts Nvith entities that useW covarce:Fi . _. . __._.. _..._. .. ... _ ... __....... . 2 7463 t'c.lcconlrrrarlia.a�tior°ls � ttlrrrcrrt or sc�rvrccs aas Gr slastarratial or° csscntial corrrpc::a ent ofarty system, oi-as critical technology as part of any system—I or• i iv, Provide. as part of its flcrforraaancc of this contract, subcontract, or other contractual instrument, any cyalifrrMerrat, systems, or service that uses I covered tcic,corIrrrrtrrricat.ions ecicriprircrat or services as, a substantial or essential component. of` any system, or as critical tcchnofo y as part of � any system, f� t l::a°c°a��atx°rarr.ti°, li l This claLlSe does tart. prohibit contractors from providing r° A service that connects to the facilities ofIT ar third-party, such ,,is lxackhaul„ roarning,, or mrrtcrconrrcctivara ar-an ;enre nts„ or ii. Talecor°nrn Micatioras cquifrrrrerr't that carrlraot; r°r.rtrte or redirect. trier data traffic or permit visibility into any trscT data. or frarcke[s that such j e quiprraent trarrsIll Its or° othcrwise handles. 2) By necessary ira-rlalication and re ,calarticrrr, the prohibitions blear der not apply to; a, t.;'�°,:a✓er°e.c tcic%corrrrlra rrrcartions equripr'rrent or services that; i I a° Arc raot Used as a SUbstaratial or essential component of ably syst.e nit and j b. Arc not used as critical technology of ,"my ;systein. ii° Other tele,corl'ral tin icartions equipment or services that are not considered covered te[ecOrTlrrRIMcations equiprrrent or services. Re.y)orting ,rcrfrrirear ant. e uiprnerator°scrvrccselUsed �lsraa.;,rrllstarttidlorressentiallcotrlarooraaynrtcotia:rry r. rr the event the identifies l array systera°r, or, as critical technology as part of aarry syste:rn, during contract per-formance, or the contractor is notified Ofstach by a. subcontrarcterr bat. any tier or by any other source, the contractor-shaall report file int"c:rrrrlat.iorr in paragraph (cl)(2) of this clause to the, recipient or stalrre,cilaierrt, unless elscvvhere in this contract are estaablished procedures fiar reporting (he; inforrnaticrr.l. � ii. The t::°Debit°.actor shall report: tlrc iaallowirag irafonraartiaarr lXar•suatrlt to .... . {. _ ) araa rcr alr (d) I f of this Clause: 33 7464 __i ....m........ ...., _.. r a. `1 nhin one business clay Boni the date of such identification or- notifica:aticrw The ecsndaact number, the carder nuniber°(sy if aal-gihcaalalc suPPlrcr rrarnae, supplier Unique entity icicrrdhcr°° (if"fcrrcr%Q; supplier. Co narnerciarl and Cicrvernnient Entity (CAGI) code Of kncrwnY brand, 11,10 iel rI.Mrrlarer Qcrrrginaal ccluiframrerrt rnaanufa,ourMerr rraurrlrer, rraaarauiaa.c-taarer- part n urrrber-, or wholesaler nuriberl, it:e,rn clescri ton, mid any really available inflorn"riation about rnitigatr(:n actions undertaken car reconunerac ecl, b. /ithin 10 business days Of'SLIbInittifIg the rrafornlaaticrrr in paragraph (clQHi') of this clause: A11y f i.i.-thcr aa�wrila, le intbrntatAn as trut frnr tig ation actions undenak ar or aecorrrrarc^r ded, fn addition, the contractor shall describe the efforts a1: undertook to bra-CVerrt LISC Or- subn"ris°siarrr of covered telecacrrrrrrr Lill iCaa.tions awcluiPmnent or services,, and any aaa.lcfrtior"nal Mrrts that will be incorporated tc:r prevent f'rata.rre use Or srrlrnaissacrrr of" ccr�.rerecf teleccrrrrrrruraricaations equipr-r-rent or services r fc� , ararra:°crrrtrcrct.s. T'he C'crntraacatcrr shall insert (lie substance of this clause, including As puaagaaph (el, in ar.11 sularc c:arrt.raact:s and (.)tiler- contraacatUau.l inst.rurnerats. . ... ------ ..... .... ........---- �.. _ __......_. . EZ Domestic Prr.l rence IS Procurenients, The (.'O TR C.'rrOiR slrrcaulei, to the great UXtcrrt Prarctieaalrle ir'rcl consistent with the law, provide ar lrrefcrence. Ar the lrarrcahaase, aaccluNhion. or use crt%g+:rcaals, lrrartfa,rc:ts, or rnaateriaals produced in the l.Jraitcci Stiata,'s. This includes but is not lirraatecl 10 it"crrr, a harrriarurr"r, steel, cer-arem, and cad r rrmnuMetured products. For paarlrows of this claw: a Nr tlucac"41 in th'e flydr'tc d Ac,rks rrreaans, for iron and steel prc:dUCts, than all rnaaracrfbeturing, jrrcrcesses, Iforii the initial melting stage through the aapl"rlicaation of l Coatings, occurred in the Lhiited States. 34 7465 FI��[mt`ida INS U RANCE COMPANY °°°° IL:AWYERS PRdCfE,'SS9,0,NA,'L.LIABIIIL TY II1I{&URAN ..... ® TIIID IEV YINIU IM'LDMIIDA M °°°° CERTIFICATE OF INSURANCE This Certificate does not amend, extend, or alter the coverage afforded by the policy. This is to certify that the policy of insurance shown below has been issued and is in force at this time. NAMED INSURED AND ADDRESS: Cynthia L. Hall, P.A. P.O. BOX 2622 Key West, FL 33045 POLICY NUMBER: 200421132025-01 POLICY TERM: 08/26/2025 to 08/26/2026 TYPE OF INSURANCE: LAWYERS PROFESSIONAL LIABILITY LIMITS OF LIABILITY: $100,000 Per Claim/$300,000 Total Limit Cyber Liability Endorsement: CANCELLATION: Should the above-described policy be canceled before the expiration date thereof,the issuing Company will endeavor to mail 30 days written notice to the below named Certificate Holder, but failure to mail such notice shall impose NO obligation or liability of any kind upon the Company, its agents, or representatives. NAME AND ADDRESS OF CERTIFICATE HOLDER: This Certificate is issued as a matter of information only and confers no rights upon the Certificate Holder. August 27, 2025 AUTHORIZED SIGNATURE DATE OF ISSUE APPROVED BY RISK MANAGEMENT BY C 22Y�f r��KP2 DATE 8.27.2 WAIVER N/A X_YES