HomeMy WebLinkAbout06/10/2026 Agreement GVS COURTq°
o: A Kevin Madok, CPA
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�o ........ � Clerk of the Circuit Court& Comptroller Monroe County, Florida
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DATE: June 12, 2026
TO: Hannah Koch
Artificial Reefs, Director
FROM: Brynn Morey, Deputy Clerk
SUBJECT: June 10, 2026 BOCC Meeting
The following item has been executed and added to the record.
C5 Approval of a Shared Use Agreement between Monroe County and Reef Innovations,
Inc. for shared use of Monroe County's permit to install artificial reef materials at
Gulfside 10 Mile Artificial Reef Site, at no cost to the County; authorizing the contractor
to deploy reef balls that are manufactured by the contractor in accordance with the terms
and conditions of the Shared Use Agreement and the Project Plan, ending on December
31, 2029 with no further use of the reef, other than enjoyed by the general public, with
ongoing supervision and monitoring by the County's Office of Artificial Reefs, funded by
FWC Grant#23132.
Should you have any questions please feel free to contact me at(305) 292-3550.
cc: County Attorney
Finance
File
KEY WEST MARATHON PLANTATION KEY
500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway
Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070
AGREEMENT
between
REEF INNOVATIONS, INC.
and
MONROE COUNTY,FLORIDA
for
SHARED USE OF COUNTY'S ARTIFICIAL REEF SITE
THIS SHARED USE AGREEMENT ("Agreement") is made and entered into this 10th day
of June ,2026 by and between Reef Innovations, Inc.,a Florida corporation with a principal
place of business located at 1126 Central Avenue, Sarasota, FL 34236 (hereinafter referred to as
the "Applicant" or"Contractor," used interchangeably throughout) and Monroe County, Florida, a
political subdivision of the State of Florida (hereinafter referred to as the"County").
WHEREAS, the County, through its Office of Artificial Reefs (hereinafter referred to as
"Artificial Reefs"), manages artificial reef activities and is the permittee for various local, state, and
federal regulatory permits for artificial reefs in federal,state,and localwaters in and around Monroe
County; and
WHEREAS,the Applicant has requested to place approximately 60 metric tons of artificial
reef material at the Gulfside Ten (10) Mile Artificial Reef Site, such site is further described in
"Exhibit A,"attached hereto and incorporated herein; and
WHEREAS,the Applicant has offered to complete said work at no cost to the County,at the
Applicant's sole expense and agrees to bear all risk; and
WHEREAS, the Applicant has requested to conduct the described artificial reef work and
agrees to comply with terms and conditions of certain local, state, and federal regulatory permits
of which the County is the permittee and the County has been authorized pursuant to such permits
to conduct certain artificial reef work; and
WHEREAS, the County is permitted to conduct artificial reef activities at the Gulfside Ten
(10) Mile Artificial Reef Site pursuant to the United States Army Corps of Engineers (the "Corps")
Jacksonville (SAJ) Permit No. 2024-00133 (hereinafter referred to as the"County Permit"); and
WHEREAS, the Applicant has represented that all of its artificial reef materials, the
Applicant's proposed manner of installation, and all other components of its artificial reef project
are in full compliance with all requirements and regulations in the above-referenced County Permit;
and
WHEREAS, the Applicant needs the County's authorization to work under the County's
Permit and place artificial reef material, and the Applicant has requested such County
authorization; and
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WHEREAS, in addition to compliance with the requirements of the County Permit, the
County must comply with all laws and regulations set forth in the grant agreement between Monroe
County and the State of Florida (Florida Fish and Wildlife Conservation Commission) FWC
Contract No. #23132, and any amendments thereto, that provides funding to the Monroe County
Office of Artificial Reefs; and
WHEREAS, the Applicant has represented that it is in full compliance with all applicable
Laws, regulations, and authoritative guidelines applicable to artificial reefs deployed in coastal
waters of the State of Florida,this includes but is not limited to compliance with Section 379.240,
Fla. Stat., Chapter 68E-9,"The Florida Artificial Reef Program,"of the Florida Administrative Code,
the "Guidelines for Marine Artificial Reef Materials," 3rd edition, the National Artificial Reef Plan
(found at: Guidelines for Marine Artificial Reef Materials, Third Edition (gsmfc.org), the State of
Florida Artificial Reef Strategic Plan, as any of the aforementioned may be amended from time to
time; and
WHEREAS, based on the representations made by the Applicant, and subject to the terms
and conditions stated herein, the County provides such authorization to work under the County's
Permit and the County hereby passes down such requirements to the Applicant in order to allow
Applicant to place artificial reef material in the specified location; and
WHEREAS, the Applicant has presented detailed project plans (defined below as the
"Artificial Reef Plans") for its proposed work, which plans are attached as exhibits to this
Agreement and incorporated by reference,and the Applicant shall conduct all work consistent with
such Artificial Reef Plans; and
WHEREAS, this Agreement allows the Applicant to conduct certain artificial reef work
under the County Permit and other applicable laws and requirements, pursuant to the terms and
conditions stated herein.
NOW THEREFORE, in consideration of these premises and mutual covenants contained
herein, which are accepted by the parties as sufficient consideration to support this Agreement,
the parties hereby agree as follows:
1.The foregoing recitals are hereby incorporated into this Agreement and made a part hereof.
2. The Applicant has submitted project plans to the County for the proposed artificial reef work,
which consist of "The Project Plan" attached hereto as Exhibit A; "The Transit and
Construction Plan"attached hereto as Exhibit B; and "The Post-Construction Plan"attached
hereto as Exhibit C (hereinafter referred to collectively as the "Artificial Reef Plans"). The
Artificial Reef Plans are incorporated into this Agreement as if fully set forth herein. In the event
of a conflict between the aforementioned documents, such conflict must be resolved in favor
of the County in order to facilitate the objectives of the Office of Artificial Reefs to the fullest
extent possible.
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3. The Artificial Reef Plans are required to include all the pertinent and necessary information for
execution and authorization to implement the proposed work, and the Applicant agrees and
acknowledges that it has an ongoing obligation under this Agreement to ensure that the
Artificial Reef Plans are up-to-date, complete, and include, at a minimum, all of the minimum
required information as set forth herein.
4. If any information is missing from the Artificial Reef Plans, if information contained therein is no
Longer fully accurate or correct, or if changes to the Artificial Reef Plans are needed or desired
for any reason,the Applicant is required to first submit to Artificial Reefs a written request for
an amendment to said Artificial Reef Plans. If the requested amendment to the Artificial Reef
Plans is technical in nature,then such amendment requires written approval from the Artificial
Reefs Director, or her designee, before it can become effective, and same will be attached to
this Agreement as an addendum (sequentially ordered alongside the exhibit it amends);
however, if the requested amendment to the Artificial Reef Plans modifies a meaningful and
fundamental aspect of this Agreement, then such amendment may only became effective
after the County(Board of County Commissioners) has reviewed and approved such written
amendment hereto,same will be integrated among the documents as legally appropriate.The
Artificial Reefs Director, in consultation with the CountyAttorney's Office, reserves the rightto
determine the nature of any requested amendment, and required process for
adoption/integration, as described herein.
5. The Applicant shall perform all work pursuant to attached Artificial Reef Plans, including all
provisions and components of the attached Artificial Reef Plans, and in compliance with all
requirements in the County Permit and other applicable requirements. For avoidance of doubt,
the Applicant shall comply with the most current versions of all County Permits, and other
applicable requirements, in effect at the time of any work related to the Artificial Reef Plans.
By entering into this Agreement,Applicant agrees to become knowledgeable in all applicable
county or other local governmental processes (including but not limited to any building permit
application process, as may be applicable to staging activities or other activities authorized
under this Agreement, etc.); this Agreement does not provide a waiver of any relevant
governmental review processes, nor does it provide any waiver of relevant governmental
processing or permit fees.
6.The Project Plan attached as Exhibit A is required to include, at a minimum,the following:
a. Statement as to the purpose and goals of the artificial reef project and how the project
will provide net benefits to the marine environment and stakeholders.
b. Artificial reef project map/plan.
c. Detailed description and/or plans of each proposed unique artificial reef element
including but not limited to material type and dimensions, how each element will be
arranged, stacked, or otherwise secured to one another, and how the material and
arrangement complies with all County Permit conditions, as well as other applicable
requirements.
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d. If a land-based staging area is needed, provide an address and description of the type
of area needed and how that area will be used, for how long, and what steps will be
taken to ensure the staging area is returned to its original state.
e. No more than one (1) acre of seafloor of the County Permitted Site can host artificial
reef materials. The Applicant should provide an explanation of how the Applicant will
keep track of total seafloor area hosting artificial reef materials, including the footprint
of materials already existing at the site, so that one(1)total acre is not exceeded.
f. Legal name of selected deployment contractor with prior successful artificial reef
project-or similar marine construction-experience detailed therein.
g. Location where artificial reef materials are being built and staged prior to deployment.
h. Indication if pre-deployment assessments will be done to scope out the area and
presence/location of other artificial reef materials already existing at that site.
i. Project budget itemized by task.
j. Proposed project timeline(s) and implementation schedule(s).
k. Describe how Monroe County will be insured (as "Additional Insured") and covered
under Applicant's insurance policies for this proposed work.
L. Include a proposed name for the artificial reef site.
7.The Transit and Construction Plan attached as Exhibit B is required to include,at a minimum,the
following:
a. Vessel/Barge specifications (length, draft, etc.) that will be used to transport the
artificial reef material to the deployment site including how these vessels/barges
comply with any Coast Guard standards required for safe transport.
b. Partially completed FLORIDA FISH & WILDLIFE CONSERVATION COMMISSION
CARGO MANIFEST/PRE-DEPLOYMENT NOTIFICATION form (County staff will
complete the form after inspection of artificial reef material) to be submitted to the
County no less than two (2)weeks prior to deployment.
c. Description on how artificial reef material will be loaded and secured on the
transporting vessel in compliance with Coast Guard standards.
d. Travel path from staging site/loading area to and from the artificial reef site and how
impacts to natural resources will be avoided.
e. Anchoring methodologies to position the barge, crane, or other equipment at the
deployment location in areas void of benthic resources.
f. Deployment methodology, including equipment/machinery, that will be utilized to
strategically place artificial reef material to adhere to project plans and permit
conditions and to avoid impact to existing natural or artificial resources in the project
area.
g. Construction/deployment schedule detailing the general order of deployments and
estimated time for completion as well as more detailed plans about day-to-day
operations.
8.The Post-Construction Plan attached as Exhibit C is required to include, at a minimum,the
following:
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a. Description of how final location and relief of artificial reef material will be verified and
documented including the submission of post deployment bathymetric survey
depending on scope and scale of the project.
b. As part of the final report submitted to the County for post-deployment surveys, the
following information and parameters are required:
a. Equipment & Methods: name and type of vessel, anchored or live boated, type of
GPS unit(s), number and name of divers, and survey methods.
b. Conditions: cloud cover, wind speed and direction, sea conditions, visibility, water
temperature, currents.
c. Chronology: dive plan (if applicable), start and end of each dive, dive profile,
maximum depth,dive time, distance and bearing searched.
d. Physical observations: Describe the number and size of materials observed. How
are the pieces of material configured?What is the maximum and minimum relief of
the site?What is the navigational clearance(depth at the top of the reef)? Describe
the type of cavities and negative spaces created at each patch reef.
e. Footprint area: Measure the approximate total surface area of seafloor covered by
each patch reef. What are the maximum dimensions (Length x Width, in feet) of
each patch reef? Provide names, numbers, or identifiable designations for each
patch reef.
f. Biological observations: Describe any fish observed, or other general biological
observations.
g. Video and photographs: Provide representative still and/or video footage of each
patch reef.
h. GPS coordinates: Confirm and record the center GPS coordinates for each patch
reef.Confirm that no piece or portion of artificial reef material is within 50 feet of the
proposed permit boundaries. Confirm that no piece or portion of artificial reef
material extends beyond the proposed permit boundaries.
i. Parameters: The latitude and longitude must be accurate within five (5) meters
horizontal distance on the post-deployment report. The report shall include an as-
built drawing that confirms the project is constructed as authorized; and must
include an accurate depiction of the location and configuration of the completed
activity,and the height of material after placement in relation to the mean low water
of the navigable water. Depth shall be verified utilizing fathometer, depth sounder,
or similar device accurate to within one(1) meter.
j. A completed FLORIDA ARTIFICIAL REEF MATERIALS PLACEMENT REPORT/POST-
DEPLOYMENT NOTIFICATION must be submitted to the County within thirty (30)
days of deployment.The report must detail the number, size, and GPS coordinates
of intact artificial reef materials at each patch reef.
9. The Applicant shall adhere to and uphold all conditions of all applicable County Permits,
including, but not limited to,the requirements for the placement of artificial reef material within
the approved locations; placement of artificial reef material that is free of contaminants, debris
and solid waste; and placement of artificial reef material without impacting existing natural
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resources. County Permit conditions to be adhered to by the Applicant, include, but are not
Limited to:
a. All artificial reef material to be deployed at the project site shall be clean and free from
excess dirt, asphalt, creosote, petroleum, or other hydrocarbons and toxic residues,
Loose free-floating material or other deleterious substances
b. Reef materials shall have sufficient weight (greater than 500 lbs.) for the reef material
to remain stable in storm currents anticipated to occur at the sites.
c. All reef materials shall be stable and capable of at least a 20-year life expectancy to
allow for the reef material to function as useful marine habitat.
d. Material will be deployed into separate patch reefs throughout the proposed permitted
area to maintain sand forage area between patch reefs and disperse fishing pressure
between locations.
e. Water depth at the projects site averages -43 to -45' relative to mean low low water
(MLLW).A navigationalvertical clearance of-25'MLLW shall be maintained at alltimes.
f. If the Applicant discovers any previously unknown historic or archeological remains
while accomplishing the activity authorized by this Agreement, the Applicant must
immediately notify the County of what has been found,who willthen immediately notify
USACE, and any other appropriate entities/agencies.
g. Artificial reef materials may only be deployed within the permitted zone, and an inside
buffer of at least 50 feet between artificial reef materials and the permitted border must
be maintained on all sides.
h. All artificial reef materials will be consistent with the approved Gulf and Atlantic States
Marine Fisheries Commission publication`Guidelines for Marine Artificial Reef Material,
31 edition', NOAA's`National Artificial Reef Plan', and FWC's`State of Florida Artificial
Reef Strategic Plan'.
i. The following are authorized reef materials:
1) Prefabricated artificial reef modules composed of ferrous and/or aluminum-
alloy metals, '/a inch or more in thickness, concrete, rock, or a combination of
these materials.
2) Natural rock boulders and other pre-cast concrete material such as culverts,
stormwater junction boxes, power poles, railroad ties, jersey barriers, or other
similar concrete material.
3) Clean steel and concrete bridge or large building demolition materials such as
slabs or pilings with all steel reinforcement rods severed as close to the
concrete surface as possible but not to extend more than six (6) inches to
ensure the rod will not create a fishing tackle or diver ensnaring hazard.
4) Heavy gauge ferrous & aluminum alloy metal material components or
structures, '/a inch or more in thickness, such as utility poles and antenna
towers.
5) Heavy gauge ferrous and aluminum alloy metal hulled vessels which equal or
exceed 60 feet hull length prepared and deployed in accordance with all
applicable U.S. Coast Guard, U.S. Environmental Protection Agency, Florida
Fish and Wildlife Conservation Commission,or other applicable state or federal
agency regulations or policies. The vessel shall not be deployed until all
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necessary inspections and clearances have been obtained or waived and a
stability analysis has been completed demonstrating the vessel will be stable
during a 50-year storm event based on vessel and deployment site
characteristics. The Permittee shall follow the national guidance regarding
preparation of vessels for deployment as artificial reefs which are available at
http://www.epa.gov/owow/oceans/habitat/artificia beefs/i ndex.htmL.
j. EMERGENCY REEF PARAMETERS NOTIFICATION: In the event reef material is
deployed in a location or manner contrary to the conditions of the County Permit, or
other applicable requirements, the Applicant shall immediately notify the County and
provide information as requested by the County, which may include, but is not limited
to a timeline of events leading to the unanticipated deployment, a description of the
material, a description of the vessel traffic in the area, the deployment location in
nautical miles at compass bearing from obvious landmarks, the location of the
unauthorized material in latitude and longitude coordinates (degree, minute, decimal
minute format to the third decimal place),and the water depth above the material from
M LLW.
k. The Applicant shall maintain a deployment buffer of at least 200 feet from any
submerged beds of seagrasses, coral reefs, live bottom, areas supporting growth of
sponges, sea fans, soft corals, and other sessile macroinvertebrates generally
associated with rock outcrops, oyster reefs, scallop beds, clam beds, or areas where
there are unique or unusual concentrations of bottom-dwelling marine organisms.
L. In the unlikely event that unmarked human remains are identified on non-federal lands;
they will be treated in accordance with Section 872.05, Florida Statutes. All work and
ground disturbing activities within a 100-meter diameter of the unmarked human
remains shall immediately cease and the Applicant shall immediately notify the County
who will then immediately notify the medical examiner,Corps, and State Archaeologist
within the same business day(8 hours).
m. MANATEE CONDITIONS: The Applicant shall comply with the "Standard Manatee
Conditions for In-Water Work — 2011". The most recent version of the Manatee
Conditions must be utilized.
n. PROPOSED SPECIES/CRITICAL HABITAT:At this time,this project does not fall within
the range for any known candidate or proposed species to be federally listed and/or
proposed critical habitat to be designated under the Endangered Species Act. If any
species or critical habitat should become federally listed within the range of the
permitted action,the Applicant is required to stop work and coordinate with the County
before resuming activities.
10. It is the Applicant's responsibility to review, be aware of, and comply with all relevant County
Permit conditions and deadlines. The time limit for completing the work authorized ends on
December 31, 2029 at 11:59pm EST.
11. With respect to any written submittals, reports, documentation, including but not limited to
photos or videos, audit, notices, or other written materials that are requested or required
pursuant to any County Permit (collectively, "Reports"), the Applicant shall submit all Reports
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to Artificial Reefs with adequate time for Artificial Reefs to review and approve prior to the
deadlines or timelines by which to Artificial Reefs would need to submit the respective Report
to the respective agencies, as set forth in the respective County Permit, or other applicable
requirements. The County, as the permittee, through Artificial Reefs staff, will submit the
Reports, after review and approval, to the appropriate permitting agency and other applicable
governmental entities, unless the Artificial Reefs Director, or the Artificial Reefs Director's
designee, makes a written request to the Applicant to submit the Reports directly to agencies
and other applicable governmental entities. Nothing in this Agreement shall empower or
authorize the Applicant to act as an agent of the County, nor is the Applicant authorized to seek
modification of any of the County's permits, or other obligations, or otherwise bind the County
in anyway.
14.The Applicant shall expeditiously implement and shall be solely responsible for implementing
the attached Artificial Reef Plans, in accordance with the County Permit and all other applicable
requirements.The Applicant shall be responsible for all aspects of the Artificial Reef Plans,with
the exception as provided in Paragraph 11 of the submission of Reports to the respective
permitting agencies for the County Permit. All such Reports to the permitting agencies of the
County Permit shall be made bythe County,unless otherwise requested in writing bythe County
to the Applicant.The Applicant must provide the County an opportunity to inspect artificial reef
materials prior to deployment, and must notify the County when the materials are ready to be
inspected on land before loading onto the transport vessel. The Applicant shall not deploy any
materials within the area designated on the site map in Exhibit A as reserved for future
deployments of artificial reef materials by the County, entitled "Reserved for Monroe County
Program". Additionally, no materials that are broken or damaged in transit will be allowed to be
deployed.
15. The County may conduct periodic site inspections of the work to ensure compliance with all
the conditions of the Artificial Reef Plans, and the Applicant shall ensure that the County has
access to conduct any such site inspections.The Applicant acknowledges and agrees that the
County has no obligation or duty to maintain, protect, preserve, repair,or otherwise care for the
artificial reef material included in the Artificial Reef Plans, and in the event that the County is
either required by a regulatory agency or elects to move or remove any or all of said artificial reef
material, the Applicant shall have no recourse whatsoever against the County and in no event
shall the County be liable to the Applicant for damages or any other form of relief.
16. The Applicant shall grant permission to the County to have a County observer, designated by
the Artificial Reefs Director, monitor any and all deployments by accompanying the Applicant
on an Applicant-designated observer vessel, and at no cost to the County.
17. Notwithstanding anything to the contrary herein, this Agreement shall not authorize the
Applicant to do any work not expressly included in the attached Artificial Reef Plans. Nothing in
this Agreement relieves the Applicant from the need to obtain any other local, state, or federal
permits or approvals,as may be required.TheApplicant shall complywith all present and future
applicable laws, ordinances, rules, regulations, authorizations, orders, and requirements of all
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federal, state, county and municipal governments,the departments, bureaus, or commissions
thereof, authorities, boards or officers, any national or local board, or any other body or bodies
exercising similar functions having or acquiring jurisdiction over all or any part of the Artificial
Reef Plans.
18.To the extent that all or a portion of the work included in the attached Artificial Reef Plans will
require a modification or change to any of the County Permit after the effective date of this
Agreement, the Applicant shall, upon request by the County, prepare all plans and
specifications for any such County Permit modifications or changes. In addition,the Applicant
agrees to reimburse the County, including but not limited to paying the applicable hourly rate
forArtificial Reefs staff time(and any penalties,as may be imposed bythe permitting agencies),
for any costs incurred by the County associated with modifying a County Permit in connection
with the Artificial Reef Plans.The County provides no assurance or guarantee to Applicant that
any requested modifications to the County Permit will be granted.The sole power to modifythe
County Permit,after the fact, rests with the permitting agencies.
19. If the Applicant does not comply with any and all of the applicable County Permit conditions
and all provisions of this Agreement and the attached Artificial Reef Plans, including, but not
Limited to, the requirement that the Applicant submit all required Reports to the County, the
County may require the Applicant to take corrective actions,as determined bythe discretion of
the Artificial Reefs Director. Such corrective actions may include, but are not limited to,
removing all or part of the placed artificial reef material, providing additional documentation as
required by the respective permitting agencies of the County Permit, and reimbursing the
Countyfor all of the County staff time used in preparing and implementing any and all corrective
actions needed. Any and all corrective actions shall be at the Applicant's sole cost and
expense, including the payment of all associated penalties.Such penalties will include, but are
not limited to, expenses incurred during any activities or actions initiated by the County, or on
its behalf,to enforce the provisions of this Agreement.
20. Additionally, should a federal, state, or local permitting agency require the County to take
corrective actions, including, but not limited to mitigation, or pay penalties related to actions or
inaction by the Applicant, the Applicant shall be solely responsible for conducting any and all
corrective actions and paying any and all associated penalties as required by the respective
agency or agencies. In addition,Applicant shall, upon written request byArtificial Reefs,engage
in discussions with the agency requesting these corrective actions and shall keep the County
fully appraised of these discussions and shall consult with the County and obtain written
approval from the Artificial Reefs Director, or designee, prior to performing any subsequent
corrective work under County permits.Any and all corrective actions shall be at the Applicant's
sole cost and expense, including the payment of all associated penalties.
21.Standardized Mandatory Terms:
A. Term of Agreement.The term of this Agreement will commence as of the date that the last
party hereto signs, and will naturally terminate on December 31, 2029 at 11:59pm EST,
unless earlier terminated pursuant to the terms and conditions stated herein.
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B. No Cost to County. This Agreement is a no-cost agreement for the County. The work
completed by Contractor is performed at its sole expense and Contractor bears all risk. No
payment from the County or other consideration from the County is required as part of this
Agreement. The sole consideration provided by the County to the Contractor for the
Contractor's placement of artificial reef material and the work contemplated by this
Agreement is the ability of the Contractor to work under the County Permit as described
herein. This is agreed to be valuable consideration to the Contractor. Contractor is
prohibited from using the County's Tax Exemption Number, and Contractor shall not be
exempted from paying sales tax to its suppliers for materials used by Contractor by virtue
of the County's exemption status. Contractor shall be responsible for any and all taxes, or
payments of withholding, related to work authorized under this Agreement.
C. Subject to Continuation of County's Office of Artificial Reefs.The authorization provided to
Contractor underthis Agreement is contingent upon the continuation of the Monroe County
Office of Artificial Reefs(or a named successor program managed by Monroe County), and
such annual appropriation by the Board of County Commissioners, or such other funding
source to support the Monroe County Office of Artificial Reefs. In the event that the County
funding,or any relevant grant funding,on which the Office of Artificial Reefs is dependent is
withdrawn, this Agreement is automatically terminated, and the County has no further
obligation under the terms of this Agreement,and Contractor will have no further access to
the Artificial Reef Site beyond that already exercised prior to the termination date.
D. Termination for Cause and Remedies. In the event of breach of any contract terms, the
County retains the right to terminate this Agreement. In the event of such termination for
cause,and priorto termination,the County shall provide Contractorwith seven(7)calendar
days'written notice and provide the Contractor with an opportunity to cure the breach that
has occurred. If the breach is not cured within the specific time established by the County,
the Agreement will be terminated for cause. Notwithstanding the above, in the event that
the Contractor is found by the County to be grossly negligent in any aspect of performing
the work,the County has the right to automatically terminate this Agreement after three(3)
days'written notification to the Contractor without any opportunity to cure. If the County
terminates this Agreement, Contractor must complete all obligations stated herein with
regard to Contractor's pre-termination access to the Artificial Reef Site and use of the
County Permit(s). The County reserves all rights and remedies available to it under any legal
or equitable theory, without limitation, including but not limited to recovery for losses
sustained by the County resultant from the Contractor's failure to perform in accordance
with the requirements of this Agreement.
E. Termination for Convenience. The County may terminate this Agreement for convenience,
at any time, upon ninety (90) days'written notice to Contractor. If the County terminates
this Agreement, Contractor must complete all obligations stated herein with regard to
Contractor's pre-termination access to the Artificial Reef Site and use of the County
Permit(s).
F. Labor Harmony. Contractor agrees that all coordinated activities and labor authorized or
employed by Contractor for work under this Agreement must be in harmony with all other
activities and labor authorized or organized by County as it pertains to the Gulfside Ten (10)
Mile Artificial Reef Site. Contractor agrees to give County immediate notice of any
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threatened or actual dispute, and will provide assistance as determined necessary by
County to resolve any such dispute. Contractor, its agents or subcontractors, will remove
any person that works for Contractor that is objected to by County in association with the
work under this Agreement.
G. Independent Contractor. This Agreement does not create an employee/employer
relationship between the Parties. It is the intent of the Parties that the Contractor is an
independent contractor under this Agreement and not the County's employee for any
purposes, including but not limited to, the application of the Fair Labor Standards Act
minimum wage and overtime payments, Federal Insurance Contribution Act, the Social
Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue
Code,the State Worker's Compensation Act, and the State Unemployment Insurance law.
The Contractor agrees that it is a separate and independent enterprise from the County,that
it had full opportunity to find other business, that it has made its own investment in its
business, and that it will utilize a high level of skill necessary to perform the work. This
Agreement must not be construed as creating any joint employment relationship between
the Contractor and the County, and the County will not be liable for any obligation incurred
by Contractor, including but not limited to unpaid minimum wages and/or overtime
premiums.
H. Assignment and Subcontracting. Contractor must not transfer or assign any of its duties or
obligations required by this Agreement without the prior written consent of the Board of
County Commissioners.This Agreement,or any portion thereof,must not be subcontracted
without the prior written consent of the Artificial Reefs Director.
I. Release& Indemnification. Contractor agrees to defend, indemnify, and hold harmless the
County, and the County's elected and appointed officers, employees, and agents
("indemnified parties") from and against any claims, actions or causes of action, any
Litigation, administrative proceedings, appellate proceedings, or other proceedings relating
to any type of injury(including death), loss, damage,fine, penalty, or business interruption,
and any costs or expenses that may be asserted against, initiated with respect to, or
sustained by, any indemnified party by reason of, or in connection with: (A) any activity of
the Contractor or any of its employees, agents, subcontractors or invitees during the term
of this Agreement; (B) the negligence, recklessness, intentional wrongful misconduct,
errors, or other wrongful act or omission of the Contractor or any of its employees, agents,
subcontractors or invitees; or (C) the Contractor's default in respect of any of the
obligations that it undertakes under the terms of this Agreement. Furthermore, Contractor
agrees to defend, indemnify, and hold harmless the indemnified parties from all such
claims, fees, royalties, or costs for its use of any patent, trademark, or copyrighted
materials, and any suits or actions of any name that may be brought by virtue of this
Agreement, against the indemnified parties for the infringement of any patents,trademarks
or copyrights claimed by any person,firm,or corporation.By entering into this Agreement,
Contractor acknowledges that it has been given a full and fair opportunity to inspect
the Artificial Reef site(s)where the work will be performed and agrees that said Site(s)
are reasonably safe and suitable for performance of its work. Contractor therefore
expressly assumes the duty to defend, indemnify, and hold harmless the indemnified
parties from and against any and all claims, suits and causes of action which arise
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from, or are in any way attributable to, the alleged negligent acts or omissions of the
indemnified parties,including but not limited to identification,selection,and surveying
of sites for performance of the work.The Contractor expressly understands and agrees
that any insurance protection required by this Agreement or otherwise provided by the
Contractor shall in no way limit the responsibility to defend, indemnify, and hold harmless
the indemnified parties as herein provided. Nothing contained herein is intended, nor may
be construed, to waive County's rights and immunities under the common law or Section
768.28, Florida Statutes, as amended from time to time; nor will anything included herein
be construed as consent to be sued by any third parties in any matter arising out of this
Agreement. Insofar as the claims, actions, causes of action, litigation, proceedings, costs
or expenses relate to events or circumstances that occur during the term of this Agreement,
this section will survive the expiration of the term of this Agreement or any earlier
termination of this Agreement.
J. Insurance. Contractor must obtain and maintain at its own expense the insurance
coverages listed within this paragraph prior to engaging in shared use of the County Permit
authorized underthis Agreement.All insurance requirements provided for in this Agreement
shall be subject to annual review. Depending on the extent of contractual obligations
incurred bythe Contractor,the below insurances will be required. Insurances can be altered
via written waiver by County's Risk Manager, if required. The Contractor must keep in full
force and effect the insurance described during the term of this Agreement. Ifthe insurance
policies originally purchased that meet the requirements are canceled, terminated, or
reduced in coverage, then the Contractor must immediately substitute complying policies
so that no gap in coverage occurs. Copies of current policy certificates shall be filed with
the Monroe County Risk Department or the Office of Artificial Reefs whenever acquired,
amended, and annually during the term of this Agreement. Prior to execution of this
Agreement,Contractor shallfurnish the Countywith Certificates of Insurance indicatingthe
minimum coverage limitations in the following amounts:
a) WORKERS COMPENSATION AND EMPLOYER'S LIABILTIY INSURANCE. Where
applicable,coverage to applyfor all employees at the minimum statutory limits as required
by Florida Law, and Employee's Liability coverage in the amount of $500,000.00 bodily
injury by accident, $500,000.00 bodily injury by disease, policy limits, and $500,000.00
bodily injury by disease, each employee.
b) COMPREHENSIVE AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle
liability insurance, including applicable no-fault coverage, with limits of liability of not less
than $1,000,000.00 per occurrence, combined single limit for Bodily Injury Liability and
Property Damage Liability. If single limits are provided,the minimum acceptable limits are
$500,000.00 per person, $1,000,000.00 per occurrence, and $100,000.00 property
damage. Coverage shall include all owned vehicles, all non-owned vehicles, and all hired
vehicles.
c) COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with
Limits of liability of not less than $1,000,000.00 per occurrence combined single limit for
Bodily Injury Liability and Property Damage Liability. Such coverage must include, as a
minimum: Premises Operations, Products and Completed Operations, Blanket Contractual
Liability, and Personal Injury Liability.An Occurrence Form policy is preferred. If coverage is
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provided on a Claims Made policy, its provisions should include coverage for claims filed on
or after the effective date of this contract. In addition, the period for which claims may be
reported should extend for a minimum of twelve (12) months following the acceptance of
work by the County.
d) WATER CRAFT LIABILITY. Commercial general liability coverage with limits of
liability of not less than$1,000,000.00 combined single limit,with terms no less restrictive
than those found in the standard"American Institute Hull Clauses"(June 2, 1977 edition).
Coverage must include, as a minimum: Injury (including death) to any Person, Damage to
Fixed or Movable Objects, Costs Associated with the Removal of Wrecked Vessels,
Contractual Liability with Respect to this Contract. If the policy obtained states that
coverage applies for the "Acts or Omissions of a Vessel'; it will be endorsed to provide
coverage for the legal liability of the ship-owner.
e) US LONGSHOREMAN AND HARBOR WORKERS ACT. Commercial general liability
coverage with limits of liability of not less than $1,000,000.00 per occurrence combined
single limit for Bodily Injury Liability and Property Damage Liability.
f) JONES ACT COVERAGE (46 U.S.C. §30104). Commercial general liability coverage
with limits of liability of not less than $1,000,000.00. The Contractor will be permitted to
provide Jones Act Coverage through a separate Protection and Indemnity Policy, in so far as
the coverage provided is no less restrictive than would have been provided by a Workers'
Compensation policy.
g) COMMERCIAL DIVING INSURANCE(only applicable if using divers in Artificial Reef
Plans). Contractor must use an OSHA Compliant dive team and must carry commercial
diving insurance,with proof of sufficient coverage for such operations,as determined bythe
County's Risk Manager.
h) CERTIFICATES OF INSURANCE.Original Certificates of Insurance shall be provided
to the County at the time of execution of this Agreement and certified copies provided if
requested. Each policy certificate shall be endorsed with a provision that not less than thirty
(30) calendar days' written notice shall be provided to the County before any policy or
coverage is canceled or restricted. The underwriter of such insurance shall be qualified to
do business in the State of Florida. Contractor's insurance coverage shall be primary
insurance with respect to the County, its officials, employees, agents, and volunteers.
Failure of Contractor to comply with the insurance requirements of this section shall be
cause for immediate termination of this Agreement.
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS, 1100 SIMONTON STREET,
KEY WEST, FLORIDA 33040, MUST BE NAMED AS ADDITIONAL INSURED AND
CERTIFICATE HOLDER ON ALL POLICIES EXCEPT WORKER'S COMPENSATION.
i) In the event that the Contractor subcontracts any or all of the work in this project to
any third party, the Contractor specifically agrees to identify the County as an
additional insured on all insurance policies required by the County. In addition,the
Contractor specifically agrees that all agreements or contracts of any nature with
subcontractors shall include the County as"Additional Insured".
K. Required Consent of County. The Contractor shall not make representations about the
County's positions or role with respect to this Agreement, including, but not limited to,the
work proposed in the attached Artificial Reef Plans, or make statements on behalf of the
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County without prior direction and the County's written approval.Asa result of the County's
grant agreement with FWC,the Contractor acknowledges that in publicizing,advertising,or
describing its shared use of the Gulfside Ten (10) Mile Reef there must be a disclosure on
all publications,advertisements,or descriptions that Contractor has shared use of the Reef
Site that is"sponsored by Monroe County Board of County Commissioners and the State of
Florida, Fish and Wildlife Conservation Commission," and if such disclosure appears in
written material, the words"State of Florida" shall appear in the same size letters or type
as the name of the Contractor, consistent with Section 286.25, Fla. Stat., as may be
amended from time to time.
L. Discriminatory Vendor List. Contractor hereby acknowledges its continuous duty to
disclose to the County if the Contractor or any of its affiliates, as defined by Section
287.134(1)(a), Florida Statutes, are placed on the Discriminatory Vendor List. Pursuant to
Section 287.134(2)(a),FLorida Statutes: "An entity or affiliate who has been placed on the
discriminatory vendor list may not submit a bid, proposal, or reply on a contract to provide
any goods or services to a public entity; may not submit a bid, proposal, or reply on a
contract with a public entity for the construction or repair of a public building or public work;
may not submit bids, proposals, or replies on leases of real property to a public entity; may
not be awarded or perform work as a contractor, supplier, subcontractor, or consultant
under a contract with any public entity; and may not transact business with any public
entity."
M. County Suspended Vendor List. The eligibility of persons to bid for an award of County
contract(s), or enter into a contract, may be suspended pursuant to sec. 2-347(l) of the
Monroe County Code of Ordinances. In the event an eligible person is suspended by the
County after the contract is awarded, or a suspended person is employed to perform work
(e.g. subcontractor in a bid or contract) pursuant to a County contract, same shall
constitute a material breach of the contract. The County, in its sole discretion, may
terminate the contract with no further liability to the contractor beyond payment of the
portion of the contract price that may be due for work satisfactorily completed up to the
date of termination, and hereby reserves all other rights and remedies available at law or in
equity.
N. Prohibition on Conflict of Interest, Gratuities, Kickbacks, and Collusion. The statements
contained in this paragraph are true and correct, and made with the full knowledge that
County relies upon the truth of the statements contained herein in allowing Contractor's
shared use pursuant to this Agreement: 1)Conflict of Interest.Contractor covenants that it
presently has no interest and will not acquire any interest that would conflict in any manner
or degree with this Agreement; 2) Gratuities. Contractor hereby certifies that it has not
offered, given, or agreed to give any County employee a gratuity, favor, or anything of
monetary value in connection with any decision, approval, disapproval, recommendation,
preparation of the application or this Agreement; 3) Kickbacks. Contractor certifies that it
has not given payment,gratuity,or offer of employment to any person associated therewith,
as an inducement of this Agreement;and 4) Non-Collusion Statement.Contractor certifies
under penalty of perjury that the Artificial Reef Plans proposed by Contractor were created
without collusion, consultation, or communication for the purpose of restricting
competition; and no attempt has been made to induce another person or entity to submit
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or fail to submit an application, for the purpose of restricting competition or access to the
Reef Site.
O. Ethics Clause pursuant to Monroe County Ordinance No. 010-1990. By signing this
Agreement,the Contractor warrants that he/she/it has not employed,retained or otherwise
had act on his/her/its behalf any former County officer or employee in violation of Section
2-149, Monroe County Code of Ordinances, or any County officer or employee in violation
of Section 2-150, Monroe County Code of Ordinances. For breach or violation of this
provision the County may, in its discretion, terminate this Agreement without liability and
may also, in its discretion, recover the full amount of any fee, commission, percentage,gift,
or consideration paid to the former County officer or employee pursuant to Subsection 2-
152(b), Monroe County Code of Ordinances.
P. Prompt Disclosure of Litigation, Investigations, Arbitration, or Administrative Proceedings.
Throughout the term of this Agreement, the Contractor has a continuing duty to promptly
disclose to the County, in writing, upon occurrence, all civil or criminal litigation,
investigations, arbitration, or administrative proceedings relating to Contractor and it's
ability to complete the Artificial Reef Plans provided herein. Resulting from such
information, if the County is concerned that the Contractor's ability or willingness to
perform the Agreement is jeopardized, the Contractor may be required to provide the
County with reasonable assurances to demonstrate its ability to perform as required
hereunder, and that its employees/agents have not or will not engage in conduct similar in
nature to the conduct alleged in such proceeding.
Q. Public Entity Crimes Statement. Pursuant to Section 287.133(2)(a), Florida Statutes, as
amended from time to time,Contractor hereby certifies that neither it nor its affiliate(s)have
been placed on the convicted vendor list following a conviction for a public entity crime. If
placed on that list, Contractor agrees: to immediately notify the County and is prohibited
from providing any goods or services to a public entity; it may not submit a bid on a contract
with a public entity for the construction or repair of a public building or public work; it may
not submit bids on leases of real property to a public entity; it may not be awarded or
perform work as a contractor, supplier, subcontractor, or consultant under a contract with
any public entity; and, it may not transact business with any public entity in excess of the
threshold amount provided in Section 287.017, Florida Statutes, for Category TWO
($35,000), as may be amended,for a period of thirty-six(36) months from the date of being
placed on the convicted vendor list.
R. Foreign Gifts and Contracts. The Contractor must comply with any applicable disclosure
requirements in Section 286.101, Florida Statutes. Pursuant to Section
286.101(7)(b),FLorida Statutes: "In addition to any fine assessed under [§ 286.101(7)(a),
Florida Statutes], a final order determining a third or subsequent violation by an entity other
than a state agency or political subdivision must automatically disqualify the entity from
eligibility for any grant or contract funded by a state agency or any political subdivision until
such ineligibility is lifted by the Administration Commission [Governor and Cabinet per
§14.202, Florida Statutes]for good cause!
S. Scrutinized Companies and Countries of Concern per Sections 287.135, 215.473, &
287.138, Florida Statutes.Contractor hereby certifies that it: a) has not been placed on the
Scrutinized Companies that Boycott Israel List, nor is engaged in a boycott of Israel; b) has
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not been placed on the Scrutinized Companies with Activities in Sudan List nor the
Scrutinized Companies with Activities in the Iran Terrorism Sectors List (formerly the Iran
Petroleum Energy Sector List); and c) has not been engaged in business operations in Cuba
or Syria. If County determines that Contractor has falsely certified facts under this
paragraph, or if Contractor is found to have been placed on a list created pursuant to
Section 215.473, Florida Statutes,as amended,or is engaged in a boycott of Israel after the
execution of this Agreement, County will have all rights and remedies to terminate this
Agreement consistent with Section 287.135, Florida Statutes, as amended. The County
reserves all rights to waive certain requirements of this paragraph on a case-by-case
exception basis pursuant to Section 287.135, Florida Statutes, as amended. Beginning
January 1, 2024, the County must not enter into a contract that grants access to an
individual's personal identifying information to any Foreign Country of Concern such as:
People's Republic of China, the Russian Federation, the Islamic Republic of Iran, the
Democratic People's Republic of Korea, the Republic of Cuba, the Venezuelan regime of
Nicolas Maduro, or the Syrian Arab Republic, unless the Contractor provides the County
with an affidavit signed by an authorized representative of the Contractor, under penalty of
perjury, attesting that the Contractor does not meet any of the criteria in subparagraphs
(2)(a)-(c) of Section 287.138, Florida Statutes, as may be amended. Beginning January 1,
2025, the County must not extend or renew any contract that grants access to an
individual's personal identifying information unless the Contractor provides the Countywith
an affidavit signed by an authorized representative of the Contractor, under penalty of
perjury, attesting that the Contractor does not meet any of the criteria in subparagraphs
(2)(a)-(c) of Section 287.138, Florida Statutes, as may be amended. Violations of this
Section will result in termination of this Agreement and may result in administrative
sanctions and penalties by the Office of the Attorney General of the State of Florida.
T. Noncoercive Conduct for Labor or Services & Forced Labor Vendor List. As a
nongovernmental entity submitting a proposal,executing, renewing,or extending a contract
with a government entity, Contractor is required to provide an affidavit under penalty of
perjury attesting that Contractor does not use coercion for labor or services in accordance
with Section 787.06, Fla.Stat.As an authorized representative of Contractor, I certify under
penalties of perjurythat Contractor does not use coercion for labor or services as prohibited
by Section 787.06, Fla. Stat. Additionally, Contractor has reviewed Section 787.06, Fla.
Stat., and agrees to abide by same. Last, any contract renewed or entered into after July 1,
2024, may be terminated at the option of the County if the Contractor is placed on the
forced labor vendor list created pursuant to Section 287.1346, Fla. Stat., as may be
amended from time to time.
U. Prohibited Activities regarding Diversity, Equity, and Inclusion. Effective January 1, 2027, in
accordance with Section 287.139, Fla. Stat., as a condition precedent to any award of a
contract or grant by the County,the Contractor must certify, and by signing this Agreement
hereby certifies, that the Contractor does not and will not use county funds to require its
employees,contractors,volunteers,vendors,or agents to ascribe to,study,or be instructed
using materials relating to diversity, equity, and inclusion as defined in Section 125.595(1),
Fla.Stat., as may be amended from time to time.
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V. Nondiscrimination. The Contractor and County agree that there will be no discrimination
against any person, and it is expressly understood that upon a determination by a court of
competent jurisdiction that discrimination has occurred, this Agreement automatically
terminates without anyfurther action on the part of any party,effective the date of the court
order. Contractor agrees to comply with all Federal and Florida statutes, and all local
ordinances, as applicable, relating to nondiscrimination. These include but are not limited
to: 1)Title VII of the Civil Rights Act of 1964 (PL 88-352)which prohibits discrimination in
employment on the basis of race, color, religion, sex or national origin; 2) Title IX of the
Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686),
which prohibits discrimination on the basis of sex; 3)Section 504 of the Rehabilitation Act
of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of
disability; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107)
which prohibits discrimination on the basis of age; 5)The Drug Abuse Office and Treatment
Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug
abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and
Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the
basis of alcohol abuse or alcoholism; 7)The Public Health Service Act of 1912,ss.523 and
527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol
and drug abuse patient records; 8)Title VIII of the Civil Rights Act of 1968 (42 USC s. 3601
et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of
housing;9)The Americans with Disabilities Act of 1990(42 USC s. 12101 Note),as may be
amended from time to time, relating to nondiscrimination on the basis of disability; 10)
Monroe County Code Chapter 14, Article II, which prohibits discrimination on the basis of
race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or
expression,familial status or age; 11)The Pregnant Workers Fairness Act(PWFA) pursuant
to 42 U.S.C. 2000gg et seq.; and 12)Any other nondiscrimination provisions in any Federal
or state statutes which may applyto the parties to,orthe subject matter of,this Agreement.
W. E-Verify Requirements. Effective January 1, 2021, public and private employers,
contractors and subcontractors must require registration with, and use of the E-verify
system in order to verify the work authorization status of all newly hired employees.
Contractor acknowledges and agrees to utilize the U.S. Department of Homeland Security's
E-Verify System to verify the employment eligibility of:All persons employed by Contractor
to perform employment duties within Florida during the term of the contract; and all
persons (including subvendors/subconsultants/subcontractors) assigned by Contractor to
perform work pursuant to the contract with the County.The Contractor acknowledges and
agrees that use of the U.S. Department of Homeland Security's E-Verify System during the
term of the contract is a condition of the contract with the County. By entering into this
Agreement, the Contractor becomes obligated to comply with the provisions of Section
448.095, Florida Statutes, "Employment Eligibility;' as amended from time to time. This
includes, but is not limited to, utilization of the E-Verify System to verify the work
authorization status of all newly hired employees, and requiring all subcontractors to
provide an affidavit to Contractor attesting that the subcontractor does not employ,
contract with, or subcontract with, an unauthorized alien. Contractor agrees to maintain a
copy of such affidavit for the duration of this Agreement. Failure to comply with this
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paragraph will result in the termination of this Agreement as provided in Section 448.095,
Florida Statutes, as amended, and Contractor may not be awarded a public contract for at
Least one (1) year after the date on which the Agreement was terminated. Contractor will
also be liable for any additional costs to County incurred as a result of the termination of
this Agreement in accordance with this Section. Upon executing this Agreement,
Contractor will provide proof of enrollment in E-verify to the County.
X. Antitrust Violations; Denial or Revocation under Section 287.137, Fla. Stat. Pursuant to
Section 287.137, Florida Statutes, as may be amended, a person or an affiliate who has
been placed on the antitrust violator vendor list (electronically published and updated
quarterly by the State of Florida) following a conviction or being held civilly liable for an
antitrust violation may not submit a bid, proposal, or reply for any new contract to provide
any goods or services to a public entity; may not submit a bid, proposal, or reply for a new
contract with a public entityfor the construction or repair of a public building or public work;
may not submit a bid, proposal, or reply on new leases of real property to a public entity;
may not be awarded or perform work as a contractor,supplier,subcontractor,or consultant
under a new contract with a public entity; and may not transact new business with a public
entity. By enteringthis Agreement,Contractor certifies neither it nor its affiliate(s)are on the
antitrust violator vendor list at the time of entering this Agreement. False certification under
this paragraph or being subsequently added to that list will result in termination of this
Agreement, at the option of the County consistent with Section 287.137, Florida Statutes,
as amended.
Y. Notice. All written correspondence to the County shall be dated and signed by an
authorized representative of the Contractor. Any written notices or correspondence
required or contemplated under this Agreement shall be sent by U.S. Mail, certified, return
receipt requested, postage pre-paid, or by courier with proof of delivery. Notice is deemed
received by Contractor when hand delivered by national courier with proof of delivery or by
U.S. Mail upon verified receipt or upon the date of refusal or non-acceptance of delivery.
Notice shall be sent to the following persons:
FOR COUNTY: FOR CONTRACTOR:
Dr. Hanna Koch Lawrence D. Beggs, President
Artificial Reefs, Director Reef Innovations, Inc.
Monroe County(BOCC) 2415 McMichael Rd.
2798 Overseas Highway St. Cloud, FL 34771
Marathon, FL 33050 Email: larry@reefinnovations.com
And (with copy to)
Monroe CountyAttorney's Office
P.O. Box 1026
Key West, FL 33041-1026
Z. Public Records. County is a public agency subject to Chapter 119, Florida Statutes, as
amended from time to time. To the extent Contractor is a Contractor acting on behalf of the
County pursuant to Section 119.0701, Florida Statutes, as amended from time to time,
Contractor must comply with all public records laws in accordance with Chapter 119,
Florida Statutes. In accordance with state law, Contractor agrees to:
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a. Keep and maintain all records that ordinarily and necessarily would be required by
the County in order to perform the services.
b. Upon request from the County's custodian of public records, provide the County
with a copy of the requested records or allow the records to be inspected or copies
within a reasonable time at a cost that does not exceed the costs provided in
Chapter 119, Florida Statutes, or as otherwise provided by law.
c. Ensure that public records that are exempt,or confidential and exempt,from public
records disclosure are not disclosed except as authorized by law for the duration of
the Agreement term and following completion of the Agreement if the Contractor
does not transfer the records to the County.
d. Upon completion of the services within this Agreement, at no cost, either transfer
to the County all public records in possession of the Contractor or keep and
maintain public records required by the County to perform the services. If the
Contractor transfers all public records to the County upon completion of the
services,the Contractor must destroy any duplicate public records that are exempt,
or confidential and exempt, from public records disclosure requirements. If the
Contractor keeps and maintains public records upon completion of the services,
the Contractor must meet all applicable requirements for retaining public records.
All records stored electronically must be provided to the County, upon request from
the County's custodian of public records, in a format that is compatible with the
information technology systems of the County.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS AGREEMENT, CONTACT THE COUNTY'S CUSTODIAN OF PUBLIC
RECORDS AT: MONROE COUNTY ATTORNEY'S OFFICE, 1111 12TH
STREET, SUITE 408, KEY WEST, FL 33040, EMAIL:
PUBLICRECORDS@MONROECOUNTY-FL.GOV, OR PHONE: 305-292-
3470.
e. If Contractor does not comply with this section, the County will enforce the
Agreement provisions in accordance herewith and may unilaterally cancel this
Agreement in accordance with state law.
AA. Audit Rights.The Contractor must maintain accurate books, records, documents
and other evidence that sufficiently and properly reflect all direct and indirect costs of any
nature expended in the performance this Agreement, in accordance with generally
accepted accounting principles. County reserves the right to audit the records of the
Contractor for the commodities and/or services provided under the contract at any time
during the performance and term of the contract and for a period of five (5) after
completion of the contract. Such records must be retained by Contractor for a minimum
of five (5) years following the close of the Agreement, or the period required for this
particular type of project by the General Records Schedules maintained by the
Department of State, whichever is longer. The Contractor agrees to cooperate with the
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County and agrees to submit to an audit as required by the County, or other authorized
representative(s) of the State of Florida. The Contractor must allow the County or such
other auditing agency to have access to and inspect the complete records of the
Contractor in relation to this Agreement at any and all times during normal business hours
for the purposes of conducting audits or examinations or making excerpts or
transcriptions.The requirements set forth in this paragraph will survive the termination of
this Agreement.
BB. No Personal Liability. No covenant or agreement contained herein shall be deemed
to be a covenant or agreement of any member, officer, agent or employee of County in his
or her individual capacity, and no member, officer, agent or employee of County shall be
liable personally on this Agreement or be subject to any personal liability or accountability
by reason of the execution of this Agreement.
CC. Choice of Law and Venue.The parties expressly agree that the only laws that apply
to this Agreement are those of the State of Florida and United States of America, without
regard to choice of law principals.The parties waive the privilege of venue and agree that all
Litigation between them in the state courts will take place exclusively in the Sixteenth
Judicial Circuit in and for Monroe County, Florida, and that all litigation between them in the
federal courts will take place exclusively in the United States District Court in and for the
Southern District of Florida, or United States Bankruptcy Court for the Southern District of
Florida,whenever applicable.This Agreement shall not be subject to arbitration. Mediation
proceedings initiated and conducted pursuant to this Agreement shall be in accordance
with the Florida Rules of Civil Procedure and usual and customary procedures required by
the Circuit Court of Monroe County, Florida.
DD. Attorney's Fees and Costs. County and Contractor agree that in the event any cause
of action or administrative proceeding (DOAH) is initiated or defended by any party to this
Agreement enforcing or interpreting this Agreement between the parties themselves, the
prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative,
and out-of-pocket expenses, as a non-exclusive award against the non-prevailing party, at
all levels of the court system, including in appellate proceedings.
EE. Severability;Waiver of Provisions.Any provision in this Agreement that is prohibited
or unenforceable in any jurisdiction will, as to that jurisdiction, be ineffective to the extent
of such prohibition or unenforceability without invalidating the remaining provisions hereof
oraffectingthevalidityorenforceabilityofsuch provisions in any other jurisdiction.The non-
enforcement of any provision by either party will not constitute a waiver of that provision
nor will it affect the enforceability of that provision or of the remainder of this Agreement
FF. Merger; Amendment. This Agreement constitutes the entire Agreement between the
Contractor and the County, and negotiations and oral understandings between the parties
are merged herein. This Agreement can be supplemented and/or amended only by a written
document executed by both the Contractor and authorized designees of the County.
GG. Joint Preparation; Interpretation. It is acknowledged that each party to this
Agreement had the opportunity to be represented by counsel in the preparation of this
Agreement and accordingly the rule that a contract will be interpreted strictly against the
party preparing same does not apply herein due to the joint contributions of both parties.
20 of 26
Exhibit A: The Project Plan
Statement as to the purpose and goals of the artificial reef project and how the project will provide net
benefits to the marine environment and stakeholders.
Reef Innovations,Inc.,uses reef balls to create permanent structures that become fish habitat
with the goal of increasing fish populations and other marine organisms. Reef balls provide a
rich environment for growth of marine organisms including crustaceans, mollusks,
invertebrates as well as vegetation. Artificial reefs are temperature resistant and increase
biodiversity which creates a healthier marine ecosystem in general.
1. Artificial reef project map/plan depicting the proposed Reef Ball Patches numbers 1-5.
w Corner NE wm
-850.704,5E.24.5B252 �L, �W7,24,��87;52
uull i�de 110 If i IIe,Nd�utilfirc�ial Reel (Vairro#J171ea d1 Reef)
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No third-party artificial reef deployments may deploy materials within 50 feet of any permit
boundary or within the`Reserved for Monroe County Program'designation,as indicated by 4-
corner coordinates (DD) in the map. Five (5) patch reefs comprised of 20 reef balls (10 bay+
22 of 26
10 pallet)are planned for the five red markers indicated by name and GPS coordinates.Within
each patch reef the balls should be clustered.Each patch reef should be no less than 150 feet
from the next nearest patch reef(s).
2. Detailed description and/or plans of each proposed unique artificial reef element including but not
Limited to material type and dimensions, how each element will be arranged, stacked, or otherwise
secured to one another, and how the material and arrangement complies with all County Permit
conditions.
Approximately 100 reef balls will be deployed with dimensions and weights listed below. All
reef balls will be constructed of clean concrete free from excess dirt, asphalt, creosote,
petroleum, or other hydrocarbons and toxic residues, loose free-floating material or other
deleterious substances and each reef ball will sit directly on the seafloor. Reef balls will not
be stacked but will be clustered next to one another.
—50 Pallet Reef Balls
• 3'tall
• 3'diameter
• 1,800 tbs.
• 12.6 sq ft
—50 Bay Reef Balls
• 2'tall
• 3'diameter
• 700 tbs.
• 7.1 sq ft
All reef balls are stable in the marine environment and are capable of at least a 500-year life
expectancy if nothing grew on it.But since a wide array of reef building organisms will grow and
die and grow,the expectancy is for continue growth and productivity for centuries to allow for
the reef material to function as useful marine habitat. The reef balls will be deployed into
separate patch reefs throughout the proposed permitted area to maintain sand forage area
between patch reefs and disperse fishing pressure between locations.
3. If a land-based staging area is needed, provide a description of the type of area needed and how that
area will be used,for how long,and what steps will be taken to ensure the staging area is returned to
its original state.
Reef Innovations, Inc.is currently searching for a parking lot or park to Stage 100 Reef balls for
one week prior to September 1,2026 placement.
4. Explain how the APPLICANT will keep track of total seafloor area hosting artificial reef materials so
that 1 total acre is not exceeded, including the footprint of materials already deployed to the site.
Reef Innovations,Inc.will keep track of total seafloor area hosting artificial reef materials,which
will not exceed 1 total acre,using knowledge from previous experience placing reef balls. Pallet
Ball takes 12.6 sq ft and the Bay Ball covers 7.1 sq ft.Assuming 50 Bay Balls=355 sq ft.and the
50 Pallet Balls 635 sq ft.total sq footage is 990 square feet,which is 0.02 acres.Coordinates will
be assigned and it is anticipated that the reef coordinator will be on site to oversee the project.
Reef Innovations has successfully placed reefs in over 70 countries with various requirements
and its non-profit corporate partner,The Genesis Reef Project,Inc.,dba Eternal Reefs, Inc., has
managed over 300 successful projects on the East and Gulf coasts. Applicant will provide all
placement reports to the county coordinator to use in their mapping of the site for continued
23 of 26
evaluation of this objective. Five patch reefs comprised of 20 reef balls will be created,totaling
100 reef balls.
5. Selected deployment contractor with prior successful artificial reef project experience.
Reef Innovations will be responsible and the anticipated placement vessel is Tow Boat US or
other licensed and insured vessel capable of this goal.
6. Location where artificial reef materials are being built and/or staged prior to deployment.
The artificial reefs are being built by Reef Innovations at 1126 Central Avenue,Sarasota,Florida
34236 and the staging area in Key West is TBD.
7. Indicate if pre-deployment assessments wills be done to scope out the area and presence/location
of other artificial reef materials already existing at that site.
The Applicant will do a pre-dive survey to ensure the Applicant is not placing on other
previously deployed material.Targeted deployment locations (i.e.,specific GPS coordinates)
will be pre-determined and confirmed (by the vendor) to not have any structure at those
coordinates before deployment via-for example-in-water dives or side scan sonar.
8. Project budget itemized bytask.
Cost of reef balls
50 bay x$250=$12,500
50 pallets x$350=$17,500
Plaques$350.00 x 100=$35,000.00
Set up and tear down @$10,000 each=$20,000
Transportation$100,000
Total Budget: $185,000
9. Proposed project timetine(s)and implementation schedute(s).
The proposed projecttimeline consists of a viewing of the reefs scheduled forAugust 25—August
31,2026 with the deployments on September 1,2026.
10. Describe how Monroe County will co-insured on this proposed work.
Monroe County will be named as co-insured (additional insured) on Reef Innovations, Inc.
insurance policy—see attached.
11. Include a proposed name for the artificial reef site.
The proposed name for the artificial reef site is the"Parrot Head Reef:'However,the Applicant
has no right to name the site;all naming rights are reserved to the County.
24 of 26
Exhibit B: The Transit and Construction Plan
1. Vessel/Barge specifications (length, draft, etc.) that will be used to transport the artificial reef
material to the deployment site including how these vessels/barges comply with any Coast Guard
standards required for safe transport.
To Be Determined; Applicant must provide information no less than thirty (30) days prior to
deployment activities.
2. Partially completed Florida Fish and Wildlife Conservation Commission Cargo Manifest (County
staff will complete the form after inspection of artificial reef material).
Anticipated: 50 bay balls and 50 pallet balls.
3. Description on how artificial reef material will be loaded and secured on the transporting vessel in
compliance with Coast Guard standards.
Reef balls will be loaded from the land side staging area onto the deployment vessel by crane
and placed on the deck of the deployment vessel.The weight of the reef balls alone will hold
them in place on the deployment boat.
4. Travel path from staging site/loading area to and from the artificial reef site and how impacts to
natural resources will be avoided.
Reef balls will be transported from the staging area to the loading area using surface
streets with Commercial carriers.Transport to the reef site will follow all navigable waters
ways and channels etc.with maintained to allow safe passage of vessel draft.
5. Anchoring methodologies to position the barge, crane, or other equipment at the deployment
Location in areas void of benthic resources.
Vessel will be anchored at one or more points and use of a vessel to maintain station on buoy
marker to ensure precise location of deployment as needed.
6. Deployment methodology, including equipment/machinery, that will be utilized to strategically
place artificial reef material to adhere to project plans and permit conditions and to avoid impact to
existing natural or artificial resources in the project area.
A crane on a barge or other suitable equipment will be used to lower the artificial reefs in
groups of two or more to the ocean floor using a quick release system (pelican hook).
7. Construction/deployment schedule detailing the general order of deployments and estimated time
for completion as well as more detailed plans about day-to-day operations.
Applicant expects this deployment to take 2 to 3 days with loading, transport to site then
repeat 1 or 2 more times depending on vessel capacity until complete. Applicant does not
expect more than 4 max days required to complete deployment.As the county is the permit
holder and therefore responsible for ensuring that all conditions of the permit are met, the
vendor agrees to coordinate with the County to have a County-designated observer attend all
deployments associated with this project; no deployments shall take place in the absence of
a County-designated observer. Furthermore, any artificial reef materials deployed outside of
the permitted areas will be expeditiously removed and re-deployed in the correct locations-at
no cost to the County.
25 of 26
Exhibit C: The Post-Construction Plan
Description of how final location and relief of artificial reef materialwill be verified and documented
including the submission of post deployment bathymetric survey depending on scope and scale of
the project.
Applicant will provide the County coordinator with pictures and video of the
deployment, as well as underwater surveys of the placed material as instructed
and by means desired by the said County coordinator.A boat depth finder and GPS
point of site will be included as well. For each deployment, a map of the site with
the location of each patch reef and its center coordinates will be included. Each
coordinate will refer to a single patch reef made up of a cluster of reef balls. The
number of reef balls in each cluster should be included on the map.
Applicant will provide a report including the following pieces of information and
accompanying evidence shall be submitted to the County within thirty(30) days post-
deployment (weekends and days with sea conditions incompatible with conducting
safe diving/monitoring conditions will be excluded).
Required information will include:
1. Equipment & Methods: name and type of vessel, anchored or live boated, type of GPS
unit(s), number and name of divers, and survey methods.
2. Conditions: cloud cover, wind speed and direction, sea conditions, visibility, water
temperature, currents.
3. Chronology: dive plan (if applicable), start and end of each dive, dive profile, maximum
depth, dive time, distance and bearing searched.
4. Physical observations: Describe the number and size of materials observed. How are the
pieces of material configured?What is the maximum and minimum relief of the site?What
is the navigational clearance(depth at the top of the reef)?
5. Footprint area: Measure the approximate total surface area of seafloor covered by each
patch reef.What are the maximum dimensions(Length x Width, in feet)of each patch reef?
6. Biological observations: Describe any fish observed, or other general biological
observations.
7. Video and photographs: Provide representative still and/or video footage of each patch
reef.
8. GPS coordinates: Confirm and record the center GPS coordinates for each patch reef.
Confirm that no piece or portion of artificial reef material is within 100 feet of the proposed
permit boundaries. Confirm that no piece or portion of artificial reef material extends
beyond the proposed permit boundaries.
26 of 26
75/8/2026
E(MM/DD/YYYY)
A�" CERTIFICATE OF LIABILITY INSURANCE
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
PRODUCER CONTACT
NAME: Lori Sousa
Sea Land Insurance Corp PHONE FAX
2240 W Woolbright Rd Ste 219 A/C No Ext: 561-430-5170 A/C,No:561-935-3246
E-MBoynton Beach FL 33426 ADDRESS: Isousa@sealandins.com
INSURER(S)AFFORDING COVERAGE NAIC#
INSURERA: New York Marine&General Insurance Co 16608
INSURED REEFINN-01 INSURER B:
Reef Innovations Inc
2415 McMichael Rd INSURERC:
Saint Cloud FL 34771 INSURERD:
INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER:1898929764 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS
LTR INSD WVD POLICYNUMBER MM/DD MM/DD
A COMMERCIAL GENERAL LIABILITY Y Y ML202500002480 9/14/2025 9/14/2026 EACH OCCURRENCE $1,000,000
CLAIMS-MADE OCCUR DAMAGE TO RENTED
PREMISES Ea occurrence $100,000
MED EXP(Any one person) $5,000
PERSONAL&ADV INJURY $1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000
POLICY❑ PRO JECT ❑ LOC PRODUCTS-COMP/OP AGG $2,000,000
OTHER: $
A AUTOMOBILE LIABILITY AU202500019511 9/14/2025 9/14/2026 COMBINED SINGLE LIMIT $1,000,000
Ea accident
ANY AUTO BODILY INJURY(Per person) $
OWNED X SCHEDULED BODILY INJURY(Per accident) $
AUTOS ONLY AUTOS
X HIRED X NON-OWNED PROPERTY DAMAGE $
AUTOS ONLY AUTOS ONLY Per accident
A X UMBRELLALIAB X OCCUR Y Y ML20200002479 9/14/2025 9/14/2026 EACH OCCURRENCE $
EXCESS LAB CLAIMS-MADE AGGREGATE $
DED RETENTION$ $
A WORKERS COMPENSATION WC202500025015 9/14/2025 9/14/2026 PER OTH-
AND EMPLOYERS'LIABILITY Y/N STATUTE ER
ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000
OFFICER/MEMBER EXCLUDED? FN] N/A
(Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000
If yes,describe under
DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000
A Protection&Indemnity ML202500002480 9/14/2025 9/14/2026 1,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required)
APPROVED BY RISK MANAGEMENT
BY �r�Q-5
DATE 5/20/26
WAIVE',R N/A YES X
CERTIFICATE HOLDER CANCELLATION
Addt'I Insured on AL waived due to
limited onshore work and low cost SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
public interest project THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
Monroe County BOCC
1100 Simonton Street AUTHORIZED REPRESENTATIVE
Key West FL 33040
@ 1988-2015 ACORD CORPORATION. All rights reserved.
ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD