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HomeMy WebLinkAboutDocumentation_Regular_Tab 02_6/13/2024 Agenda Item #2. Regular Council STAFF MEMO Y Meeting: Regular Council - Jun 13 2024 Staff Contact: Jeremy Allen, Village Manager Department: Manager Consider Approval of Contracts Signed by Manager Under $25,000 (Per Village Ordinance wer are presenting the following agreements, proposals, commitments and memornadum of understanding to Council. ) A. FORVIS, LLP Service Agreement for Online Annual Comprehensive Financial Report, $3)000.00 B. Dive Rescue International Agreement Rescue 1 Fire Rescue, see agreement for details C. Dive Rescue International Agreement Rapid Diver Unit Fire Rescue, see agreement for details. Consider Approval of Contracts Signed by Manager Under $25,000 (Per Village Ordinance wer are presenting the following agreements, proposals, commitments and memornadum of understanding to Council. ) A. FORVIS, LLP Service Agreement for Online Annual Comprehensive Financial Report, $3,000.00 B. Dive Rescue International Agreement Rescue 1 Fire Rescue, see agreement for details C. Dive Rescue International Agreement Rapid Diver Unit Fire Rescue, see agreement for details. This document and any attachments may be reproduced upon request in an alternative format by completing our Accessibility Feedback Form, sending an e-mail to the Village Clerk or calling 561- 768-0443. BUDGET • - • BUDGET AMOUNT NA AMOUNT AVAILABLE NA EXPENDITURE AMOUNT: NA FUNDING SOURCES: NA IS THIS A PIGGYBACK: ❑ Yes ❑ N/A DID YOU OBTAIN 3 QUOTES? ❑ Yes ❑ N/A COMMENTS/EXPLANATION ON SELECTIONNA FORVIS LLP Dive Rescue Int. - Dive Rescue 1 NT Page 19 of 344 Agenda Item #2. Dive Rescue Int. - Rapid Diver Unit NT Page 20 of 344 Agenda Item #2. Village of Tequesta 345 Tequesta Drive 561-768-0700 Tequesta, FL 33469 www.tequesta.org MEMORANDUM DATE: May 21, 2024 TO: Jeremy Allen, Village Manager FROM: Jeff Snyder, Finance Director SUBJECT: Agreement between FORVIS and the Village of Tequesta Please find attached the Service Agreement between FORVIS, LLP and the Village of Tequesta for the online Annual Comprehensive Financial report for a fee of $3,000.00. FORVIS, LLP will provide access to and use of the Reporting Solution (TRS), a web-based Annual Comprehensive Financial Report (ACFR) preparation software for the year ended in September 30, 2023. FORVIS will assist with the ACFR building in TRS based on the Villages' objectives and they will provide limited training with respect to the Village's use of TRS. This document may be reproduced upon request in an alternative format by contacting the Village Clerk's Office at 561-768-0440 or by completing our accessibility form: https://bit.ly/3mnfeU4 Page 21 of 344 Agenda Item #2. FORWS em 910 E. St. Louis Street, Suite 200 / Springfield, MO 65806 P 417.865.8701 / F 417.865.0682 forvis.com March 3, 2024 Village of Tequesta 345 Tequesta Drive Tequesta, FL 33469-0273 We appreciate your selection of FORVIS, LLP as your service provider and are pleased to confirm the arrangements of our engagement in this contract. Within the requirements of our professional standards and any duties owed to the public, regulatory,or other authorities, our goal is to provide you an Unmatched Client Experience. In addition to the terms set forth in this contract, including the detailed Scope of Services,our engagement is governed by the following, incorporated fully by this reference: • The Reporting Solution End User License Agreement • Terms and Conditions Addendum Summary Scope of Services As described in the attached Scope of Services, our services will include the following: • The Reporting Solution license for the year ended September 30, 2023 You agree to assume full responsibility for the substantive outcomes of the contracted services and for any other services we may provide, including any findings that may result. You also acknowledge these services are adequate for your purposes, and you will establish and monitor the performance of these services to ensure they meet management's objectives. All decisions involving management responsibilities related to these services will be made by you,and you accept full responsibility for such decisions. We understand you have designated (or will) a management-level individual to be responsible and accountable for overseeing the performance of these services, and you have determined (or will) this individual is qualified to conduct such oversight. Engagement Fees The fee for The Reporting Solution license will be a fee of$3,000 for the year ended September 30, 2023. This fee is subject to change on a yearly basis with the issuance of our annual contract for services. Our pricing for this engagement and our fee structure are based upon the expectation that our invoices will be paid promptly. Payment of our invoices is due upon receipt. We will invoice annually. . . ......... PRAXITY FORVIS is a trademark of FORVIS,LLP,registered with the U.S.Patent and Trademark Office. � Page 22 of 344 Agenda Item #2. Village of Tequesta March 8, 2024 Page 2 Our timely completion of services and the fees thereon depends on the assistance you provide us in accumulating information and responding to our inquiries. Inaccuracies or delays in providing this information or the responses may result in additional billings, untimely filings, or inability to meet other deadlines. Contract Agreement Please sign and return this contract to indicate your acknowledgment of, and agreement with, the arrangements for our services including our respective responsibilities. FORVIS, LLP F 0 KV 15, L A P Acknowledged and agreed to as it relates to the entire contract, including the Scope of Services, The Reporting Solution End User License Agreement, and Terms and Conditions Addendum, on behalf of Villa e of Tequesta. BY J y Allen, Village Manager DATE 5 I,;.,la�t 2615231 Page 23 of 344 Agenda Item #2. Village of Tequesta March 8, 2024 Page 3 Scope of Services We will provide access to and use of The Reporting Solution (TRS) which is a web-based Annual Comprehensive Financial Report (ACFR) preparation software for the year ended September 30, 2023. FORVIS will assist with the ACFR building in TRS based upon your objectives and will provide certain limited training with respect to your use of TRS. Specifically, FORVIS will: Ongoing Services • Provide support related to questions and issues related to TRS • Provide post-ACFR build training related to TRS This engagement is not intended to be an audit, review, compilation, or preparation of financial statements in accordance with standards issued by the American Institute of Certified Public Accountants. Further,we will not perform an audit in accordance with auditing standards generally accepted in the United States of America (CAAS). The following apply for these services.- Our We will not make management decisions, perform management responsibilities Responsibilities or obligations, or manage the operations of the entity, the responsibility for which remains with management and the Board of Directors. We will also not act or appear to act in a capacity equivalent to that of a member of your management or an employee. We will use and rely on information furnished by you, your employees, and representatives and may use and rely on information available from generally recognized public sources. We are not responsible for the accuracy and completeness of the information and are not responsible to investigate or verify it. We will not be representing you during compliance-related discussions with regulatory agencies. Limitations & This engagement is not designed to prevent or discover errors, Fraud misrepresentations, fraud, or illegal acts, and you agree we have no such responsibility. Because of the limits in any internal control structure, errors, fraud, illegal acts, or instances of noncompliance may occur and not be detected. Standards and We will perform this engagement in accordance with the Statement on Standards No opinion for Consulting Services established by the American Institute of Certified Public Accountants(AICPA). This engagement will not constitute an examination, audit, attestation, or agreed-upon procedures engagement as those services are defined under relevant AICPA standards.Accordingly,we will not provide an audit or attest opinion or other form of assurance and will not verify or audit any information provided to us. In addition, we have not been engaged to provide an opinion with respect to the effectiveness of your controls over financial reporting or the degree of compliance with your policies and procedures or applicable laws and/or regulations. Page 24 of 344 Agenda Item #2. Village of Tequesta March 8, 2024 Page 4 Your Management acknowledges and understands their responsibility for the Responsibilities following: • Ensuring appropriate level of due diligence related to the AGFR building in TRS in connection with this agreement has been performed. This includes determining whether TRS possesses the appropriate level of functionality and performance for your current and future needs • Providing us with accurate and complete information necessary to complete the engagement • Ensuring your staff and stakeholders are available to assist us in performing our services, including but not limited to interviews and information requests, providing feedback, and reviewing on a timely basis Establishing and maintaining its internal controls Third-Party our engagement will not include the submission of documentation to any third Submissions parties. We.will not make this or any other submission unless we are separately engaged to do so. You understand that the timely submission of this information is your responsibility. Page 25 of 344 Agenda Item #2. V"j,"la-ge of Te1questa r,vlarch.8, 2024 Page 5 The Reporting Solution 'End User License Agireement Please read this docu.n7ent carefully because it e plains the legal rights and obligations inherent X� to your ability to access and use The Reporting Solution This End User License Agreement ("EULA") governs use of The Reporting Solution and any related, upgraded,or subistitute for the web app11catIon,SCftW2re, and services provided by or on behalf of FO RVI S LLP -("FORVIS--) relating to preparation of certain financial reports ("Software"). By accessing and/or using the Softlevare, you and the entity you are working for or on behalf of agree to be bound by the terms of this EULA., although this EULA does not abrogate any other contract or understanding regarding the!Soft),%fare and your relationship with FORVIS, a.g,, asalles contract, purchase agreement, privacy policy}disclaimer, etc., relating to the Software and/or services tes provided by FORMS.This EULA is effective as of the first fime the Softwareis accessed and it will remain in effect—in Its current or any future am-ended form—for however lang the Software Is used or until another EULA is executed.Some of the obligations in this EULA survive and extend beyond the term of this EULA andlor the point in time after which you voluntarily orinvoluntarily stop accessing or using the Software. 1. License Grant By providing credentaalls to access the Soffware, FORVIS grants you 2nonexcllusive,,nontransferable. non- sublicensable, [ignited right, and license to use the Software on compatible, devices you own or conlrol for preparation of financial reports for your entity in a single, given reporting year(the "License's): The fights gFa nt8d u nd e r the License are su bj8r.-,t to th e terms of this E U LA as wel I as any prior or futu re co ntract you have or may enter into with FORMS or that you may otherwise be explicitly or implicitly required to follow owing to your employment by or fiduciary or other duty of care owed to an entity doing busilness With FORM S,You,(both pe r-sional ly and in any representative capacity you may or do halve for a particular entity) may only make use of the License if you comply with all -applicable terms, including but not limited to this EULA. The Software is.licensed, not sold, under this.License.The License does not grant any title or ownership in the Software. Any individual accessing the Software.is expressly representing that they have the authority and ability to act on behalf of an entity that possesses the ability to access.and use the Software, and you and that entity will be jointly and severally responsible for any and all actions taken by an actor using credentials, irrespective of whether that person has the actual authority or ability to act on behalf of that entity. 2. Conditions& Restrictions on Use Pursuant to the License You may not and will not do, attempt to do.,or otherwise attempt to have anyone else do on your behalf or for your be-nefit any of the following with respect to the Software: (a) copy, reproduce, distribute (Including via a network server), display, or use it.In a way that is not expressly authorized by FORM S(either via this EULA or some other written Instrument); (b) sell, rent, lease, license, distribute, transfer, or use fit in a manner that actually or i-s reasonably likelly to harm FORVIS or its existing or future business prospects, (c)reverse engineer, derive source 'ode from, modify, adapt,., translate, d ecorn pilea, or disassemble it or make den-vative works based on it-, (d) remove, disable, circumvent, or mod-0 any security technology or proprietary notice or label included "in it; (e)use it to infringe or violate the.rights of any third party,.including but not limited to any intelleMial property, publldity, or privacy ilights, (0, 'use, export., or re-export it I violation of any applicable law or regulation; or(g_�deliberately or rpegli.gentiy access or use it in a manner that transmits or propagates any virus, Trojan horse, worm, bomb, and/or corrupted or malicious filler or that otherwise threatens,idefarnes,disparages,harasses,or endangers the integrity of any person or entity, the Software, FORMS' hardware and networks, the hardware and networks of any other user of the Software or other person or entity, and/or any data and information inherent to any of the same. Page 26 of 344 Agenda Item #2. V11112ge of Tequosta March 8,2024 Page 6 In the event you gain access to data or information, of others andlor to functionality in the Software,, either of which is beyond the scope or intent of the understanding by which credentials were originally granted to you, you will notify FORM S as colon al is reasonably practical.Furffier,you will,not copy,alter,delete, use, with or otherwise exploit such data, informatlion, andlor functionality and, instead, 'mill treat it i and use the highest degree of care necessary to protect 'its confidenfiallity. These obligation-55, of notification and confidentiality will Survive the termination of this EULA. 3. Disclaimers & Limitation of L Except to the extent an explicit warranty or representation is made in a separate, written contraCt, the Software.is provided on an cl as is"acid::as availlable'3bagis,It with all faults"and without warranty of any kind_� i ;- I - ,ors and a s-s-ii g-n-s disclaim all warranties,., con i FORVIS t., liconsors� its and their affiliates, successdit'ons, common law duties, and representations (express, implied,, oral and wrlitten)with resp�ct.to the Software, including without limitation all express,implied,and statutory warranties and conditions of any bind,Without lim'lbng the generality of the foregoing,FORVI'S,its IiCenS43rSj its and their affiliates}successors. I I ,and assigns make no warranty that(1)tti-at the operation of the Software or Services will be uninterrupted,bug fret, or error free in any or all circumstances, or ;(2) that any defects in the Software or Services can or will ba., oorrected.This paragraph will apply to the maximum extent permitted by applicable law. To the maximurn extent permitted by applicable law, neither FORVIr3lt rior Its licensors, nor its- or their affiliates, nor any of FORVI S-"agents or service providers.(collectively,the"FORM S Parti e_q7l), shall be 111able in any way for any loss of pro-fits or any indirect, incidental, Consequential,special, punitive, or exemplary damages, arising out of or in oonnection with this Agreement or the Software. Further, to the maxlm'um e I I g.,,,xtent permitted by applicable law and in the absenoe of a-ny contrary written agreement, the aggrecate 11abilitry of the FORVIS Parties arising out of or in connection with this EULA will not exceed the total amounts yo U h ave pa id to FO RVI S for th e.Software.Th ese III mitatio ns and exclu silons regard i ng d a rages app ly even if any remedy fails to provide adequate compensaflon. For the avoidance of any doubt,. these provisions shall su rvivete rm i nation or expiration of this EULA. 4,! 1 nd e m oily You are respon sible for any darnage caused to FORVIS,and/or any other person or entity that has a ri. ht. to use the Software and was harmed -as a resuft of your Oblation of this FULA. YOU HEREBY AGREE TO DIEFENID, INDEMNIFY, AND KEEP INDEMNIFIED FORVIS AGAINST ANY CLAIM OR ALLEGED CLAIMS, LIABILITIE S- , LOSSES, DAMAGES, AND ALL COSTS (INCLUDING LAWYERSt FEES), DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO YOUR FAULT At*WOR RESULTIN,G FROM (A)A VIOLATION OF ANY PROVISION OF THIS EULA OR (B)YOUR MISUSE OF T IH: E SOFTWARE. For the avoida nce of any dolubt, this provis'on shall survive termi nation or expiration of thi E s ULA. Nu-twithstanding any other language to the oontrary,the Village of Teque.s.ta's limits on liability for damages are pursuant to the limited wal"Ver of sovereign immunity provided by Sec. 768,28, Florida Statutes which are $200,000.00 per person and $300,0r,110-00 per incident, as well as applicable limits on the award of attorney s fees., and prohibitions against punitive da.mages and pre-judgment interest'.. Nothing contained herein s.hall be construed as a waiver of the Village of Tequesta's sovereign immunity beyond the waiver provided by Sec-. 768,28, Florida Statutes- .5-Termination This EULA Will 'terminate concurrently according to the understanding by which credentials were originally granted for access and use of the Software, FORVIS reserves the right to terminate this EULA, without caruse, with at least 30 days' written no-lice to you, FOR S may immediately terminate this EULA if it reasonably concliudes that doing so is warranted under the dircumstances due to unlawfull use or failure to pay, Page 27 of 344 Agenda Item #2. Village of Tequesta March 8, 2024 Page 7 6. Reserved. 7. Other Terms This Agreement and any document or information referred to in this EULA constitute the entire agreement between you and FORVIS relating to the subject matter covered by this EULA. All other communications, proposals,and representations with respect to the subject matter covered by this EULA are excluded and, instead, must be memorialized in a separate written agreement executed by an authorized representative of each party involved. If any court of competent jurisdiction or competent authority finds that any provision of this EULA is invalid, illegal,or unenforceable,that provision will be,to the extent required,deemed to be deleted,and the validity and enforceability of the other provisions of this EULA will not be affected. If any invalid, unenforceable, or illegal provision of this EULA would be valid, enforceable, and legal if some part of it were deleted, the provision will apply with the minimum modification necessary to make it legal, valid, and enforceable to reflect the intent of this EULA. Any action by FORVIS to exercise,or its failure or delay in exercising,any of its rights under this Agreement will not be deemed a waiver of those or any other rights or remedies available in contract, at law, or in equity. You agree that this Agreement does not confer any rights or remedies on any person other than the parties to this Agreement, except as expressly stated. To the extent permitted by applicable law, this EULA, and any disputes or claims arising out of or in connection with it, or its subject matter or formation (including noncontractual disputes or claims) are governed by and construed in accordance with the laws of the United States and the State of Texas,without giving effect to any principles of conflicts of laws. This EULA shall not be governed by the United Nations Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from any interpretation of this EULA. FORVIS' obligations are subject to existing laws and legal process, and FORVIS may comply with law enforcement or regulatory requests or requirements despite any contrary term in this Agreement. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date. FOR .,IS, LLP Village of Tequesta By: . , y: OA LAnMA&�� 6 U P Name: DennyArd Name �k ► Title: Partner Title: V •�l� 2615231 Page 28 of 344 Agenda Item #2. Village of Tecluesta March 8; 2024 Page 8 FOR VISI LLP Terms and Conditions Addendum y may termiInate these sery ices in GENERAL 4. Term�naton. Either part I. Overview.This addendum describes FORVIS LLP's standard geed faith at any,time for any reason, including Your failure to terms and conditions ("Terms and Conditione) applicable to comply with the terms of" Our capnitract or as We determine professional standards require. Both parties muist agree, in Our provision of seNices to the CHent("You".").The Terris and writ, to any ny future modifications or extensions.If services are Cond itia ns are a part of the contract between You and FORM S, LAP- For the purposes of the Terms and Conditions, an y-- temiinated, You agree to pay FORVIS for time expended to date. In addition, You will be billed costs and fees for sen(oces reference to �Tiin-n," "We,`!' '+Us," or our is a reference to from other p I I rofes:sionalls,if ony,as well as an administrative fee FOR I S I LLP("'FORVIS"),and any reference to-You"or'YouiC of five (5) percent to cove.r certain technology and is @ reference to the party or parties that have iangaqed Us to administrative costs associated with Our services- Unless provide services and the party or parties ultimately responsible terminated -sooner in accordanGe with its terms,, this for payment Elf OW r fees and costs, engagement shall terminate upon the,completion of'FORVIS' services hereunder- BILLINGY PAYMENT, &TERMINATION 2, Billing an,d Payment Terms. We will bill You for Our DISPUTES & DISCLAIMERS professional fees and costs as autli ned in Our contract. Unless & Mediation. Any dispute arising out of or related to, this otherwise. provided in Our contract, payment is due upon engagement will,.prior to resorting to Iffigafion,be oubbitted for receipt of Our billing statement. Interest Will be charged on any nanb]nd I g mediation upon written request by either party-Both ii n unpaid balance after 30 days at the rate of 10 percent per parfies agree to, try 0 good faith to settle- the di spuite in annum,or as al lowed by law at the earl lest date thereafter,a nd mediation- The mediator will be selected by agre!.:15rnent of thce, highest applicable rate if less than 10 percent.A I fees,charges, ll, Each partius- The mediation proceeding shall be confidential, and other amounts payable to FORM S hereunder do not party Will bear its own costs in the mediation, but the fees and include any sales,use,excise,value-added,or other applicable expenses of the mediator M111 be shared equally- taxes, tariffsr or duties, payment of which shall be Your sole res pen s[bi lit y, and do not include any applicable tapes ba d � $ $e 1 6. Indemnification. You agree to i ride ninify, defend, and hold on FORMS' net in-come or taxes arising from the employment harmless FORVIS -and any of '41s partners, principals, or independent coril-ractor- relationship between FORVIS and shareholders,officers,directors,members,employees,agents, S - FORVIS. personnel, or assigns with respect to any and all claims arising from this We reserve the right to suspend;or terminaft Our work,for thi-s' angagement, regardless of the nature of the,-, claim, and including the negligence of any party, except to the extent engagement or any other engagement for nonpaymerit of,fee:-:-.. caused by the Intenfi,onal or will-full misiconduct of FORVIS..This If 0 Ur work is suspended or term inated,You agree tha-t VVe will provision shall not apply 0 enifloreement is disallowed by not be responsible for Your fallure to meet governmental and applicable law or profess-lortal standards- other deadlines, for any penalties or interest that may be assessed against Ya-u resulting s-ulting from Your faillure to meet such lin addifion, You acknowledge and agree that any advice, deadlines,and for any mother damages(Including but not limited recommendati-OnS. Information, or work product proviided to to consequenti-al, indirect, lost profits,, or punitive darnages) You in connection with this engagement is based in part upn incumad as a result of the suspension or terra ination c.f 0-ur the aorou racy of Your fidectuia I representat[lons to FOR S and is services. not iritended to be relied upon by any other parties.You agree to in-demnify, defend, and hold FORMS harmless, froni, arid Our fees may increase if Our duties or responsibillitles are against any and'i all liability for loss and damage including, Increased by rWemalking of any regulatory body or any direct,1 nd irect,consequential,incidental,and special damages additional now accounting o-T auditing standards. Our such as loss of revenue and anticipated profits ('13amages") engagement fees do not include any time for post-enga-gement arising under or by virtue of (i)material faCtIlaJ consultation with Your personnel or third parfies, consent misrepresentations or omissions to FORVIS by You or Your letters and related procedures. for the use of Our reports in agents.,and(iii)claim or demand of any third party to the extent offering documents; inquiries from regulators,or testimony or resulting from that parly's use or pa ssfession of or relia n�:i�upon deposition regardling any subpoena.Charges for such Services S' advice, recommendations information, or work mill be billed set rater. F�ORVIS I product (colleefively "Work Produi-cf) as a direct or indirect result of Your use or disclosure of such Work Product, except 3, Billing Records. 11 these services are determined to be within as such use,, possession, or reliance is specfficall[y authorized the scope and authority of Section 1861(v)(1)(I) of the Social by FORVISwnitingor olherw4o-autharize�d by applic-able le w Security Act, We agree to make available to the Secretary of - in - . Health and Human Sem'Ges, or to the U.S. Comptroller Unless specifically authorized by FORVIS in writing or as General, or any of their du[y authorized represen tab v es, such authorized by applicable law, You agree that You will not of Our books, documcmts, and re-cord-s thiat are necessary to certify the nature and extent of Our services,until the expiration provide any third party with Our Work Product for their use or reliancke, of four (4) years, after the fumishing of these services- This contract altows access to contracts of a similar nature between Notwithstanding any ather language to the contrary,the V-111age L subcontractors and related organizations of the subcontractor, of Tequest,--4's I imits on liability for damages are pu rsu a n k to the and to their books si,and records. e document limited waiver of soverefilgri immunity provided by Sec. 768.28, Page 29 of 344 Agenda Item #2. V1111age of Tequesta March 8., 2024 P-a g in_ 9 Florida Statutes which are. $200M0.00 per person and RECORDS,WORK PAPER S, DELIVERABLES, & $300,000,00 per incident.. as well as applicable limits on the PROPRIIETARY INFORMATION award of attorney's fees, and prohibitions against- punitive 115. Mailnten;ance of Records. You agree to assume full and pre-judgment interest. Nothing oontained herein i responsibility for maintaining Your original data and records shall be construd e as a waivrf e o the Viage of Te.questas to maintain this ll VI ha s as no responsibility 0 1 sovereign mmunity beyond the waiver provided by Sec, and that FOR 768,28, Florida Statutes information,You agree You. willnR not rely on FO M S to provide hu-sling, electronic security, or te,ckup servicez,e,g,,business 7. Reserved. continuity Gr disaster recovery sen&es, to You unless separately engaged to do so.You understand that Your access 8. Limitation of,Liability.You agree that FOR VIS'liability,if any, to data, records, and information from FORMS' se�reTz, i-e., arising out of or related to this oantract and the services FORM S portals, useid to exchange information, can be provided here-under, shall be lirnite�d to the aTnownt of the fees terminated at any time.arid You will not rely on using this to host paid by You for services rendered under this contract. This Your data,and records, limitation shall not apply to the extent it is 5nally, judicially determineci that the liability resulted from the intentional or 16, FOR S Workpapers. Our workpapeTs and documentation willful misconduct of FORM S or it enforcement of this provision retained in any form of media for this engagement are the is fflsal love Qd by oppliioabllle law or profes-siional standards. property of FORM- '�Ahfe can be compelled to- provide information under legal process. In addition, I.W may be 9,_ Waiver of Certain Damages.; In no event shall FORVIS be requested by regulatory-or enforcement bodies (including)any liabl* to Yo u or third a P party f-c j r any indirect, special, State, Board) to make certain workpapcirs available to them consequential, punitive, or exemplary -damages, including but pursuant to authority granted by law or regulation. Unless We not limited t lost profits, loss of re en rnte uption, loss of are prohibited from doing so by law or regulation,FORMS will o ue. irr I I use, damage to good ills or reputation, regardless of whether inform You of any such legal proces,,5 or request,You agree We You were advised of the possibility of such -damages, have no legal responsibility to You in the event.We determine regardless of Whether such damages were rea-sonably We are oll�lliigat.ed to provide such doournents or information- foreseeable, and regardless of whether such damages arise under a theory of contract,tort,strict liability,or otherwise. 17. Subpoenas or Of her Legal Process.In the event FORMS is required to respond to any such Subpoena,court order,or any 10. Choice of Law.You acknowledge and agree that any dispute government regulatory inquiryOTother legal process relating to arising out of or rel ated to this(;ontrac_,t shal I be gQvemed by th e You or Your management for the production of documents laws of the State of Florida,without regard to its conflict of laws and.1'or testimony relative to information We obtained or principles. prepared incident to this or any other engagement in a matter in which F ORVIS is not a party,You .hall componsate FORVIS 11. WAIVER-OF JURY TRIAL THE PARTIES HEREBY AGREE for all time We expend in: mninection with such response at N OT TO E LE CT A TIR IIAL BY 4 U IRY 0 IF ANY ISSUE TRIABLE normal and c--u stomaryhourly rates and to reimburse Us for all 0 F R1 GHT BY JURY,ANI D WAIVE ANY RiG HT TO T R IAL 8y__ out-of=pocket expenses'Incurred in regard to such resp-onse- JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW OR HEREAFTER EXIST WITH REGARD TO 11 8. Use of Deliverables and Drafts.Yov agree You will not modify TRES AG REE E_IM-1 EINTj 0,R ANY CLAIM,COUNTC[EIRC-L A-11 M11 -0 R_ any del iverables or draf ts prepared by Us far intemall use or far THE ACTION ARISING IN GONNEC TIC 0N THEREWITH., distribuiJion to third parties- You also understand that We may THIS WAIVER OF RIGHT TO TRIAL SY JURY IS. GIVEN on occa-sion send You documents marked as draft and KNOWINGLY AND VOLUNTARILY BY THE PARTIES, AND understand that those-are for Your review purpose only,should IS INTENDED TO ENCOMPASS 1NDIViDUAILILY EACH not be d[stributed In any way,and should be destroyed as soon INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT as possible, TO A TRIAL BY JURY WOULD OTHERWISE ACCRUE. 119, Proprietary Infortnaflon. You acknowledge tiat proprietary 12, Severabillity. In the event that any term or provisin-n of this information, documents, materials, management techniques, r agre�rnant shall be hold to be involid, Vo Ed, or unienforc cable, and other intellectual property are a material source of the then the remainder of this agreement shaff not be affected.,and services We perform and were developed prior to Our each such term and provision of ac this I greernent shall be val-i-d associaflon with You-Any new forms, software,documents, or and enforceable to the fullest extent permitted by 4-aw. intellectual proper t We devel op during this engagernent for _y 13. Assignment. You acknowledge and agree that the terms and Your,use shall belong to Us,and You shall have the limited right to use them sol-ely within Your business.All reports,templates, conditions of this contract shall be binding upon and inure to manuals, forms, checklists, questionnaires, letters, the parties'successors,anid assigns,subject to,applicable laws ag s, 'you are and other door,ments wh ich We ma ke aval lable to r and regulationo- u a re confidential and proprietary to U&NeEther You,nor any 14. Disclaimer of Legal or Invostment Advice. Out gervices do of Your agents., will copy, electronically store, reproduce, or I . - make any such documents ava[lable to.an,gone other than Your not constitute legal or investment advice, You should seek the pi�rsonnel. This provision will apply to all materialq whether in advice of legal counsel in such matters-Regulatory authorities digital, hard c opy"format, or other medium, may Ifferently than Wed a. i d _o, Won In a.ddi- I the applicable laws, regulationst and regulators' enforcement activities may cJiange over time. Page 30 of 344 Agenda Item #2. Village of Tecluesta March 8, 2024 Page 10, REGULATORY accordance M-th Our obligations under applicable. laws. 20. U.S. Securities and Exchange Commission ("SEC") and regulations,and professional standards- other Regulatory Bodiros, Where We are providing ser vlws You recognize and accept that We have no c*ntrol over the either for (a)an entity that is riagisterp-d with the SEC, (b)an unauthorized Intercelpion or breach of any oammunications or affiliate of such registrant., or �C)an entity or affiliate that is electronic data once it has been transmitted or if it has been subject to ru"Ic-s-, rQ-,qu1ation-,;-,,or standards beyond those of the subject to unauthorized access while stored, notw0standing American Institute of Certified Public, Accountants ("AICPA"), all reaaenable security wasures employed by Us- You any term of this contract that would be prohibited by or impair p plications consent to Our use of these electronic�device s and a Our independence under applicable kaw or regulation shall not during this engagement. apply to the extent necessary only to avoid such prohibition or impoirr"ent, OTHER MATTERS 21, FORVIS Not a Municipal Advisor. FORV[S is not acting as 25, Cooperation, You agree to cooperate With FORVIS in the 'YOLIF rnunicVal advisor under Section 15B of the Securffies performance of FORMS' services to You, including the Exchange Act of 1934, as amended,As such, FORM S is not provision to FORM S of reasGnable facilities and timely access ravommending any ar�tion to You and does not owe You 0 .-tion, and personnel, You shall be g to Your data, inform.-i fiduciary duty with respect, to any information or responsible for the perlormancea of Your employees and corn municatiuns regarding municipal financial products or the agents. m5uanco of municipal 5eC1JTitje,5. You should discuss such matters with internal or external advisors and experts Y I ou 26. Third-ParV Service 12-roviders. FORMS may from time to deem appropriate before acting on any such informaAllon or time utilize third-party service pro%nidlers, including but not material provided by FORMS, limited to dornesfic, software processors or legal counsel, or dis-olose confidential information about You to third-party TECHNOLOGY service providers.in senAng Your acoount. FORMS maintains, however,, internal policies, procedures, and safeguards to 22, Electronic Sites.You agree to Us if You desire to place protert the confidentiality aad security of Your information. In our report(s), including, if appIlicable, any repiorts on Your addition,FORM w[Il secure confidentiality agreements with all financial statements, along with other information, such as, a service providers to maintain the confidentiality of Your report by management or those charged with governance on information, If We are unable to secure an appropriate oporations, financial summaries or highlights, finaw"al ratios, co n fide nbial ity agreement,You will be asked to consent prior to etc., on an electronic site. You recognize that We have no FORVIS sharing Your carifidenflial infarmiabion with the third- responsil li t to review Information contained in electronic party service provider, Sites. 27, Independent Contractor.When providing services.to You,We 2.3. Electronic Signatures and Counterparts.This contract and will be fun c-tioning as an independent contractor, and In no other doDcurnents to be delivered pursuant to this contract may event will We or any of Our employees be an officer of You,not be executed in one or more counterparts,each of which w111 be will Cur relationship be that of joint venturers, partners, deemed to be an on"g[nal copy and all of which, when taken employer and employee, principal and agent, or any similartogether,, will be deemed to constitute one and the same relationship gloving flue to a fiduciary duty to You, Decisions agreement or dmurnent, and virill be effective when regarding management of Your bus[ness remain the counterparts have been signed! by each of the parties and responsibility of Your personnel at all firnes- Neither You nor delivered to the other parties,. Each party agrees that the FORVIS sball! act or represent itself, directly or by impllication, electroni!,c signaturf�$, whether digit I or encrypted, of the as an agent of Uhe other or in any manner assume or create any parties included in this ntract are intended to authenticate obligation on behalf of,or in the naTne of,the other. this writing and to have the same force and effect as manual signatures. Delivery of a copy of this contract, or any other 2.13. Hiring of FORVIS Personnel. We ask that You respect the document contemplated hereby,bearing an original manual or employment relationship that Our personnel have with Our fin electronic signature by facsimile transMission (including a and to, refrain from any employment offers to FORMS facsimile delivered via the internet), by elleGtrontc mail in per- noc personnel. However, if You find . ossory to. make on offer aportable document format" (N_pdf) or similar format intended Of employment and VA K is accepted, during the term of this to preserve the., an engagement and for a period of 18 months afte-r FORVIS stops n I graphir,and pictorial iappearano� of a document,or through the use of electronic signature,so are, providing services, You agree that We will be paid a one.-time will have the same effect as physical defiveny of the paper employment fee equal to 100 percent of the employee's,highest document bearing an original signature. annual salary- This fee wil.1 be payable prior to Our personnel cornme ncing employment with You. Provided, however-, You 24. Electronic Data Communication and Storage.In the interest shall not be iin violation of the nonsollioRatioln covenant set forth of facilitating Our r services to You,We may send data over th e herein with respect to any pa s-itiorl You advertise in the form of internet, temporarily store electronic data vla oomputer a general solicitation not delivered' to or focused upon any software appi.icatl'Qns hosted remotely on the internet,or utilize single indlVidual- cloud-based storage.Your confidential electronic data may be transmitted or stored!using the-se methods. In using these data 29, Use of FORVIS Name. Any time YOU intend to reference communication and storage methods, We employ measures FORM S'firm name in any manner in any published materials, designed to maintain data security.We use reasonable efforts including on an electronic site, You agree to. provide Us %qth to keep such wrnmunications and olectronic data secure in Page 31 of 344 Agenda Item #2. Village of Tecluesta March 8, 2024 Page 11 draft materials for review and approval before publishing or posting such information. 30. Praxity. FORVIS is an independent accounting firm allowed to use the name Praxity"in relation to its practice. FORVIS is not connected,however,by ownership with any other firm using the name "Praxity." FORMS will be solely responsible for all work carried out on Your behalf.In deciding to engage FORVIS,You acknowledge that We have not represented to You that any other firm using the name "Praxity" will in any way be responsible for Our work. 31. Entire Agreement. The contract, including this Terms and Conditions Addendum and any other attachments or addenda, encompasses the entire agreement between You and FORVIS and supersedes all previous understandings and agreements between the parties, whether oral or written. Any modification to the terms of this contract must be made in writing and signed by both You and FORVIS. 32. Force Majeure.We shall not be held responsible for any failure to fulfill Our obligations if such failure was caused by circumstances beyond Our control,including,without limitation, fire or other casualty,act of God,act of terrorism,strike or labor dispute,war or other violence,explosion,flood or other natural catastrophe, epidemic or pandemic, or any law, order, or requirement of any governmental agency or authority affecting either party, including without limitation orders incident to any such epidemic or pandemic, lockdown orders, stay-at-home orders,and curfews. Page 32 of 344 Agenda Item #2. ��,og rBQ� RES VILLAGE OF TEQUESTA TEQUESTA FIRE-RESCUE MEMORANDUM FILE NO. Admin. 24-22 DATE: May 31, 2024 TO: Jeremy Allen, Village Manager FROM: Chief James Trube SUBJECT: Host Agreement between Dive Rescue International and Tequesta Fire Rescue Please find attached Host Agreements between Dive Rescue International and Tequesta Fire Rescue for Dive Rescue 1 Sessions to be held July 16-18, 2024. The preferred class size is 20 participants. Both parties agree to abide by the terms and conditions of the agreement. The final date when the class may be canceled with no financial obligation to Dive Rescue International Is June 24, 2024. The associated fees are as follows-. • Tuition per student per course, $400 • Upon the registration of 15 paid participants, the hosting agency may enroll up to 5 participants at no charge. • A minimum of 10 paid tuitions will be required for this course to proceed as scheduled. Page 33 of 344 Agenda Item #2. 11311 W-M*M-s BE j AL HOST AGREEMENT This is a n agreement made on May 31,2024 between Dive Rescue International a nd the Tequesta Fire Rescue. We agree,and our agencies agree,to be the host for the training course entitled Give Rescue 1 to be held in Tequesta,FL on July 16-18,2024. I understand Dive Rescue International will provide the following: ❖ Qualified Instructoror Instructors. ❖ Registration of students and collection of tuition. ❖ I nstructor fees,travel,and expenses. ❖ Custom training materials and/or textbooks. ❖ Specialized training equipment as required for the course. ❖ Customized brochure, marketing material and support. ❖ Screening of participants to ensure membership with a public safety agency. ❖ Instructor transportation to and from the airport and during his/her stay. • Certificate of Completion awarded to students performing at an acceptable level. ❖ A one-time 10°l discount for equipment purchased from Dive Rescue International. This purchase must be made within 90 days of the class and applies to current retail prices. Host responsibilities: ❖ Complete and return all paperwork. ❖ Act as a contact for inquiries concerning local information. Promote and publicize the course to other public safety agencies. Arrange for all instructional facilities which include classroom,audio/visual equipment, and training sites, as outlined in the Program Information Guide. I understand that the preferred class size for the Dive Rescue 1 course is 20 participants. The tuition for this course is $400 (US Funds) per student. A minimum of 10 students is required for this class to proceed as scheduled. I understand that if I cancel the scheduled courses by June 24,2024, 1 will have no financial obligation to Dive Rescue International. However,if cancellation is made after this date, I agree to compensate Dive Rescue International for any non-refundable preparation,shipping or travel expenses. I have carefully read this statement and understand and accept my obligations as the host. Amanda Mitchell ( P Amanda Mitchell A ncy Auth ` ed Representative Training Program I Coordinator Dive Rescue Q-*''Cvv-z,.. '^— International Print Name 5/31/24 V'V&-S'C' " t"- Print Title Date ( 13 1 0_�n Date Page 34 of 344 Agenda Item #2. 1311ES E HOST SITE INFORMATION FORM Complete this form and return to Dive Rescue International: Fax:(970)482-0893 or Email:training@diverescueintl.com. Course title:Dive Resue 1 Date:July 16-18,2024 Please provide all information as you want it to appear on the Program Flyer. Host Agency Name: Tequesta Fire Rescue Course Location (City/State or Province): Tequesta, FL Shipping Address- 357 Tequesta Drive,Teguesta, FL 33469 Billing Contact Name: John Kos!yo Billing Contact Phone Number: 561-5,12-5837--- --- Billing Contact E-mail Address: jkostyo@tequesta.org Billing Address: 357 Tequesta Drive, Tequesta, FL 33469 Location of the First Day of Course: Build ing/Department: Te uesta Fire Rescue Street: 357 Tequesta Drive City/State/Zip: Tequesta, FL 33469 Class begins at(time): 8:00 AM Contact Person(Please List Two): Name 1: John Kostyo Work Phone: 561-768-0566 Cell Phone: 561-512-5837 Email Address: -jkoslyo-@te-quesLa.org Name 2: Judy Jones Work Phone: 561-768-0559 Cell Phone: Email Address: jjones@teguesta.org Lodging Recommendations: Name: La Quinta Inn Wyndam,Jupiter Address: 34 Fisherman's Way,Jupiter, FL 33477 Hotel Phone: 561-575-7201 Group Room Rates(if applicable): N/A Rates good through (date): N/A Group Rate Listed Under: N/A Airport Destination for Instructor: PBIA Drive time to airport: 30 Minutes Rental Equipment Recommendation. N/A Other Public Safety Departments(within 100 mile radius)who may be interested in attending: Agency Name: Address: Contact Name(if known): Phone/Email: Other Public Safety Departments(within 100 mile radius)who may be interested in attending: Agency Name: Address: Contact Name(if known): Phone/Email: Page 35 of 344 Agenda Item #2. PUBLIC RECORDS. In accordance with Sec. 119.0701, Florida Statutes CONTRACTOR must keep and maintain this Agreement and any other records associated therewith and that are associated with the performance of the work described in the Proposal or Bid. Upon request from the Village's custodian of public records, CONTRACTOR must provide the Village with copies of requested records, or a||ovv such records to be inspected or copied, within a reasonable time in accordance with access and cost requirements of Chapter 219, Florida Statutes. A CONTRACTOR who fails to provide the public records to the Village, or fails to make them available for inspection or copying, within a reasonable time may be subject to ettorney's fees and costs pursuant to Sec. 119.0701, Florida Statutes, and other penalties under Sec. 1I9.10, Florida Statutes. Further, CONTRACTOR shall ensure that any exempt orconfidential records associated with this Agreement or associated with the performance of the work described in the Proposal or Bid are not disclosed except as authorized by |avv for the duration of the Agreement term, and following completion of the Agreement if the CONTRACTOR does not transfer the records to the Village. Finally, upon completion of the Agreement, CONTRACTOR shall transfer,, at no cost to the Village, all public records in possession of the CONTRACTOR,, or keep and maintain public records required by the Village. If the CONTRACTOR transfers all public records to the Village upon completion of the Agreement, the CONTRACTOR shall 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 Agreement, the CONTRACTOR shall meet all applicable requirements for retaining public records. Records that are stored electronically must be provided to the VILLAGE, upon request from the Village's custodian of public records, in a format that is compatible with the Village's information technology systems. IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES., TO CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT� PLEASE CONTACT THE VILLAGE CLERK� RECORDS CUSTODIAN FOR THE VILLAGE/ AT (561) 768~04401F OR AT 1mcwi11iams@tequesta.org,, OR AT 345 lFEQUES_A DRIVE,? _EQKVESTA, FLORIDA 33469. Pursuant to Article X(| of the Palm Beach County Charter, the Office of the Inspector General has jurisdiction to investigate municipal matters, review and audit municipal contracts and other transactions, and make reports and recommendations to municipal governing bodies based on such audits, reviews, or investigations. All parties doing business with the Village shall fully cooperate with the inspector general in the exercise of the inspector general's functions, authority, and power. The inspector general has the power to take sworn statements., require the production of records, and to audit, rnonitorl investigate and inspect the activities of the Village, as well as contractors and lobbyists of the Village in order to detect, deter, prevent, and eradicate fraud, waste, mismanagement, misconduct, and abuses. Page 36 of 344 Agenda Item #2. "The Village of Tequesta strives to be an inclusive environment. As such, it is the village's policy to comply with the requirements of Title Il of the American with Disabilities Act of 1990 ("ADA)') by ensuring that the Contractor's [ agreement/bid documents and specifications] are accessible to individuals with disabilities. To comply with the ADA, the Contractor shall provide a written statement indicating that all [ agreement /bid documents and specifications], from Contractor, including files, images,graphics,text, audio,video, and multimedia, shall be provided in a format that ultimately conforms to the Level AA Success Criteria and Conformance Requirements of the Web Content Accessibility Guidelines 2.0 (Dec. 11, 2008) ("WCAG 2.0 Level AA"), published by the World Wide Web Consortium CWK"), Web Accessibility Initiative ("WAl"), available at www.w3.. orgZTRZWCAG/.--.....orgZrTRZ..... ......... .........CAG/.i, W. Page 37 of 344 Agenda Item #2. ��og reQ� tom► ��► R Jra:l S VILLAGE OF TEQUESTA TEQUESTA FIRE-RESCUE MEMORANDUM FILE NO. Admin. 24-23 DATE: May 31, 2024 TO: Jeremy Allen, Village Manager FROM: Chief James Trube SUBJECT: Host Agreemen 2etween Dive Rescue International and Tequesta. Fire Rescue Please find attached Host Agreements between Dive Rescue International and Tequesta Fire Rescue for Rapid Diver Unit Session to be held July 19, 2024. The preferred class size is 20 participants. Both parties agree to abide by the terms and conditions of the agreement. The final date when the class may be canceled with no financial obligation to Dive Rescue International is June 26, 2024. The associated fees are as follows: • Tuition per student per course-. $400 • Upon the registration of 15 paid participants, the hosting agency may enroll up to 5 participants at no charge. • A minimum of 10 paid tuitions will be required for this course to proceed as scheduled. Page 38 of 344 Agenda Item #2. t» IHEsrut HOST AGREEMENT This is an agreement made on May 31,2024 between Dive Rescue International and the Tequesta Fire Rescue. we agree,and our agencies agree,to be the host for the training course entitled Rapid Diver Unit to be held in Tequesta,FL on July 19,2024. 1 understand Dive Rescue International will provide the following: •*• Qualified Instructor or Instructors. •;• Registration of students and collection of tuition. ❖ Instructor fees,travel,and expenses. -: Custom training materials and/or textbooks. ❖ Specialized training equipment as required for the course. •�• Customized brochure,marketing material and support. •*• Screening of participants to ensure membership with a public safety agency. ❖ Instructor transportation to and from the airport and during his/her stay. ;:• Certificate of Completion awarded to students performing at an acceptable level. •: A one-time 10% discount for equipment purchased from Dive Rescue International. This purchase must be made within 90 days of the class and applies to current retail prices. Host responsibilities: ❖ Complete and return all paperwork. ❖ Act as a contact for inquiries concerning local information. •�► Promote and publicize the course to other public safety agencies. •: Arrange for all instructional facilities which include classroom,audio/visual equipment,and training sites,as outlined in the Program Information Guide. I understand that the preferred class size for the Rapid Diver Unit course is 20 participants. The tuition for this course is $400 (US Funds) per student. A minimum of 10 students is required for this class to proceed as scheduled. I understand that if I cancel the scheduled courses by June 26,2024, 1 will have no financial obligation to Dive Rescue International. However,if cancellation is made after this date, I agree to compensate Dive Rescue International for any non-refundable preparation,shipping or travel expenses. I have carefully read this statement and understand and accept my obligations as the host. Amanda Mitchel! fA��� Amanda Mitchell g cy Authorized Representative Training Program Coordinator Dive Rescue �Yie International Print Name 5/31/24 V r\, C_e,,,- IF Print Title Date 6 —_S — Li Date Page 39 of 344 Agenda Item #2. 01V 'RESb,,UE HOST SITE INFORMATION FORM Complete this form and return to Dive Rescue International: Fax:(970)482-0893 or Email:training@diverescueintl.com. Course title:Rapid Diver Unit Date:July 19,2024 Please provide all information as you want it to appear on the Program Flyer. Host Agency Name: Tequesta Fire Rescue Course Location (City/State or Province): Tequesta, FL Shipping Address: 357 Tequesta Drive,Tequesta, FL 33469 Billing Contact Name: John Kostyo Billing Contact Phone Number: 561-768-0566 Billing Contact E-mail Address: )kostyo@tequesta.org Billing Address: 357 Tequesta Drive,Tequesta, FL 33469 Location of the First Day of Course: Building/Department: Tequesta Fire Rescue Street: 357 Tequesta Drive City/State/Zip: Tequesta, FL 33469 Class begins at(time): 8:00 AM Contact Person(Please List Two): Name 1: John Kos Work Phone: 561-768-0566 Cell Phone: 561-512-5837 Email Address: jko,st yo@t�equesta.org Name 2: Judy Jones Work Phone: 561-768-0559 Cell Phone: Email Address: ))ones@tequesta.org Lodging Recommendations: Name: La Qunita Inn Wyndam, Jupiter Address: 34 Fisherman's Way, Jupiter, FL 33477 561-575-7201 Hotel Phone.. Group Room Rates(if applicable): N/A Rates good through (date): N/A Group Rate Listed Under N/A Airport Destination for Instructor: PBIA Drive time to airport: 30 Minutes Rental Equipment Recommendation: N/A Other Public Safety Departments(within 100 mile radius)who may be interested in attending: Agency Name: Address: Contact Name(if known): Phone/Email: Other Public Safety Departments(within 100 mile radius)who may be interested in attending: Agency Name: Address: Contact Name(if known): Phone/Email: Page 40 of 344 Agenda Item #2. PUBLIC RECORDS. In accordance with Sec. 1I9.0701, Florida Statutes, CONTRACTOR must keep and maintain this Agreement and any other records associated therewith and that are associated with the performance of the work described in the Proposal or Bid. Upon request from the Village's custodian of public records, CONTRACTOR must provide the Village with copies of requested records, or allow such records to be inspected or copied, within a reasonable time in accordance with access and cost requirements of Chapter 119, Florida Statutes. A CONTRACTOR who fails to provide the public records to the Village' or fails to make them available for inspection or copying, within a reasonable time may be subject to attorne»'s fees and costs pursuant to Sec. 119.0701, Florida Statutes, and other penalties under Sec 119.10, Florida Statutes. Furtherl CONTRACTOR shall ensure that any exempt orconfidential records associated with this Agreement or associated with the performance of the work described in the Proposal or Bid are not disclosed except as authorized by |avv for the duration of the Agreement terrn, and following completion of the Agreement if the CONTRACTOR does not transfer the records to the Village. Finally, upon completion of the Agreement, CONTRACTOR shall transfer, at no cost to the Village, all public records in possession of the CONTRACTOR, or keep and maintain public records required by the Village. If the CONTRACTOR transfers all public records to the Village upon completion of the Agreement,the CONTRACTOR shall 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 Agneernent, the CONTRACTOR shall meet all applicable requirements for retaining public records. Records that are stored electronically must be provided to the VILLAGE, upon request from the Village's custodian of public records, in a format that is compatible with the Village's information technology systems. .F CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAP-ER 1191 FLORIDA STATUTES, TO CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT PLEASE CONTACT THE VILLAGE CLERK RECORDS CUSTODIAN FOR THE VI[LAG Ev AT (561) 768-04401 0 R AT Immilliams@tecluesta.org, OR AT 345 TEQ~ES_A DRIVE, _EQUESTA FLORIDA 33469. Pursuant to Article X|| of the Palm Beach County Charter, the Office of the Inspector General has jurisdiction to investigate municipal matters, review and audit municipal contracts and other transactions, and make reports and recommendations to municipal governing bodies based on such audits, reviews, or investigations. All parties doing business with the Village shall fully cooperate with the inspector general in the exercise of the inspector general's functions, authority, and power. The inspector general has the power to take sworn statements, require the production of records, and to audit, monitor, investigate and inspect the activities of the Village, as well as contractors and lobbyists of the Village in order to detect, deter, prevent, and eradicate fraud, waste, mismanagement, misconduct, and abuses. Page 41 Of 344 Agenda Item #2. "The Village ofTequesta strives to be an inclusive environment. As such, it is the Village's policy to comply with the requirements of Title U of the American with Disabilities Act of 1990 (°ADA") by ensuring that the Contractor's [ agreernent/bid documents and specifications] are accessible to individuals with disabilities. To comply with the ADA~ the Contractor shall provide a written statement indicating that all [ agreement /bid documents and specifications], from [ontnacto� including files, images, graphics, text, audio, videc\ and multimedia, shall be provided in eforrnat that u|dnnahe|y conforms to the Level AA Success Criteria and Conformance Requirements of the Web Content Accessibility Guidelines 2.0 (Dec. 11, 2008) ("VV[AG 2.0 Level AA"), published by the World Wide Web Consortium ("VV3["), Web Accessibility Initiative ("VVA|"\, available at