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HomeMy WebLinkAboutAgreement_General_9/12/2024_City Clerk Assosciates CITY CLERK ASSOCIATES, LLC CONSULTING SERVICE AGREEMENT THIS AGREEMENT is made and entered into this 5- day of e&jl"t 41'ayby and between the Village of Teguesta , a local government in the State of Florida, hereinafter referred to as CLIENT,whose mailing address is 345 Teguesta Drive, Teguesta, FL 33469;and City Clerk Associates, LLC, hereinafter referred to as CONSULTANT, whose mailing address is 448 Bellissimo Place, Howey-in-the-Hitis, FL 34737. WITN ESS ETH WHEREAS, the Client desires to retain the services of a CONSULTANT to perform various functions within the City Clerk's Office as assigned and outlined below, which have been mutually agreed upon on.an as era eded.bassi , WHEREAS, the Consultant desires to perform various functions within the Office of the City Clerk as assigned and outlined below, which have been mutually agreed upon. NOW, THEREFORE, in consideration of the mutual understandings and covenants set forth herein, the CLIENT and CONSULTANT agree as follows: 1. SERVICES: The CONSULTANT shall perform various functions within the City Clerk's Office as assigned and as mutually agreed and in accordance with the terms and contained in this Agreement. 2. TERM: The term of this Agreement shall begin on the 6 day of Au ust, 2024, and shall terminate the 5 day of Auu ust, 2025 The agreement may be extended for an additional successive one-year term if mutually agreed and in writing no later than July 1, 2025. 3. DUTIES: The CONSULTANT will undertake duties as assigned by the V Wo Clerk, which include but are not limited to the fallowing: • Assist with transcription of minutes. 4. COMPENSATION: The CONSULTANT'S hourly rate is $ 85.00 , billed monthly per itemized invoice. The invoice shall be submitted to the City Clerk for review and processing no later than the 25th of each month. Compensation under this Agreement shall not exceed $ 4000.00. peF week. CONSULTANT will include travel time in monthly billing, at one half the CONSULTANT'S hourly rate and if one-way travel to CLIENT exceeds 30 minutes. CLIENT will not be responsible for withholding any payroll, state or federal taxes, which shall be the sole responsibility of the CONSULTANT. 5. WITHHOLDING INDEMNIFICATION: CONSULTANT shall have full responsibility for applicable withholding taxes for all compensation paid under this agreement. CONSULTANT agrees to indemnify, defend and hold the CLIENT harmless from any liability for, or assessment of, any claims or penalties with respect to such withholding taxes. 6. TERMINATION: Notwithstanding any provisions of this Agreement to the contrary, either party may terminate this Agreement prior to maturity. CONSULTANT may terminate with 14 days' advance written notice submitted to the City Clerk. CLIENT may terminate the Agreement at any time by written notice to CONSULTANT. Page I of 3 7. CONTRACT EMPLOYMENT: CONSULTANT acknowledges and agrees that the relationship with the CLIENT will be solely of an independent contractor and not that of an employee,therefore shall not be eligible for any CLIENT employee benefits or retirement. CONSULTANT shall not be eligible for consideration of employment until one (1) full year after termination of Consulting Services Agreement. 8. NOTICE: Any notice required or permitted to be given under this Agreement shall be sufficient if hand delivered or sent by certified mail, return receipt requested,to the CONSULTANT address, in the case of CLIENT or its offices to, in the case of the City. 9. INDEMNITY: CONSULTANT shall defend, indemnify and hold harmless the City of Maitla # Vj P. _.jq u ' jthe City) and all of the City's officers, and employees from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to extent caused in whole or part by the negligence, recklessness, or intentionally wrongful conduct of the professional and other person employed or utilized by the professional in the performance of the contract. This clause shall survive the termination of this Agreement. Compliance with any insurance requirements required elsewhere within this Agreement shall not relieve CONSULTANT of its liability and obligation to defend, hold harmless and indemnify the City as set forth in this article of the Agreement, 10. MODIFICATION OR WAIVER: No modification or waiver of this Agreement shall be valid or binding upon either party unless reduced to writing and signed by both parties. 11. INSURANCE: CONSULTANT shall, at its sole cost and expense, procure and maintain throughout the term of this contract, Comprehensive General Liability and Workers' Compensation insurance, including Employer Liability insurance, with minimum policy limits of $1,000,000.00 Combined Single Limits, or to the extent and in such amount as required and authorized by Florida law, and will provide endorsed certificates of insurance generated and executed by a licensed insurance broker, brokerage or similar licensed insurance professional evidencing such coverage, and naming the CLIENT as named as additionally insured, as well as furnishing the CLIENT with a certified copy, or copies, of said insurance policies. Certificates of insurance and certified copies of the insurance policies must accompany the signed contract. Said insurance coverages procured by CONSULTANT as required herein shall be considered, , and CONSULTANT agrees that said insurance coverages it procures as required herein shall be considered, as primary insurance over and above any other insurance, or self-insurance, available to the CLIENT, and that any other insurance, or self-insurance available to the CLIENT shall be considered secondary to, or in excess of, the insurance coverage(s) procured by the CONSULTANT as require herein. Nothing herein shall be construed to extend the City's liability beyond that provided in section 768.28, Florida Statutes. In the event the insurance coverage expires prior to the termination of this Agreement, a renewal certificate shall be issued 30 days prior to said expiration date. The policy shall provide a 30-day notification clause in the event of cancellation or modification to the policy. If direct notice of cancellation or policy modification to the Additional Insured by the agent or insurer is not a specific policy provision or violates any terms or conditions of the policy, the CONSULTANT must fax a copy of the insurers cancellation notice to the City's purchasing department within 2 business days of receipt. 12. INTERPRETATION AND CONSTRUCTION: This Agreement shall be construed under the laws of the State of Florida. If any provision of this Agreement is determined by a court to be Page 2 of 3 contrary to the provisions of any statute or law or to be unenforceable for any reason,then to the extent necessary to render the remainder of this Agreement enforceable, such provision may be modified or severed by such court so as to, as nearly as possible, carry out the intention of the parties and the remainder of this Agreement shall remain fully valid and enforceable. CITY CLERK ASSOCIATES, LLC VILLAGE OF TEQUESTA Digitlly 5lgntd by lefemy Allen By: Jeremy Allen ,,,,:2,24.,,.,,13AP02,04'00' By: Name- Gwen Johns Name: Title: Owner/Master Municipal Clerk Title: Date: July 28, 2023 ©ate: Page 3 of 3 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 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 matte them available for inspection or copying, within a reasonable time may be subject to attorney's fees and costs pursuant to Sec. 119.0701, Florida Statutes, and other penalties under Sec. 119.10, Florida Statutes. Further,CONTRACTOR shall ensure that any exempt or confidential 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 law 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) 768-0440, OR AT lmcwilliams@teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA, FLORIDA 33469. Pursuant to Article X11 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 trans2ctions, 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. "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 ii 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 ("MC"), Web Accessibility Initiative ("WAI"), available at www.w3.org/TR/­­WCAG/." Gwendolen Keough-Johns, BSA, MMC 352-551-9384 448 Bellissimo Place, Howey in the Hills, FL 34737 clerkassociatesPgmail.com ------------------- Master Municipal Clerk An innovative, service-oriented, multi-skilled, hands-on leader with a strong focus on customer service - both internal and external. Knowledgeable in the principles and practices of modern public administration and records management techniques. Able to analyze administrative issues and find sound workable, and flexible solutions. Believes that integral elements to success are achieved through community and staff engagement, encouraging creativity, information sharing, and originality. Experience Consultant Work for Various Cities in Florida November 2022—present City Clerk Associates, LLC City of Umatilla (pop. 4,000) June 2021—October 2022 City Clerk City of Mount Dora(pop. 14,000) June 2006—May 2021 City Clerk City of Mascotte(pop. 5,600) March 2004-2006 Deputy Town Clerk/Emergency Management Incident Command System Planning Committee David L. Sustarsic,Thoracic and General Surgeon 2001-2004 Office Manager/Coding and Billing Town of Lady Lake 2000-2001 Building Permit Technician Leesburg Regional Medical Center 1992-2000 Corporate Secretary/Medical Staff Secretary Specific Skills • Prepares agendas, notices, minutes and all legislative materials for legislative body • Prepares annual budget and provides fiscal oversight and accountability for City Clerk Department • Publishes legal notices as required by law and oversees code codification • Serves as Municipal Supervisor of Elections; coordinates and runs municipal elections • Coordinates and administers the City's records management program and has thorough knowledge of records retention policies and procedures • Experienced in Florida's Sunshine and public record laws • Responsible for the custody and maintenance of official records including agreements, resolutions and ordinances,financial disclosures and voting conflict forms • Organizes large comprehensive projects and reports for Council and management • Develops surveys and internal studies as directed by the Manager or Council to evaluate the effectiveness of operations • Evaluates and implements automated electronic systems, including Questys (document center/imaging), Civic Clerk (legislative management), CivicPlus (website), BS&A (financial management),Just FOIA (records request management system), Barracuda (email archiving system) • Establishes media relations; creates informational publications • Collaborates with local legislators, civic and community organizations and business groups • Tracks and participates in Legislative practices through service on Legislative Administration Policy Committee which involves ongoing communication with local,State and Federal legislators on various issues impacting Municipal Home Rule. • Plans, directs and evaluates staff activity and tasks • Previously served as the General Employee and Public Safety Pension Boards Clerk • Tracking and Trending of Statistical Information along with City Manager and Team of Directors, as necessary • Travel Arrangements for Legislative Officials • Assist in the Processing and Tracking of Grants (CDBG, REDI, FDOT) • Assist with Community Redevelopment Agency grant administration • Work closely on Code Enforcement Orders • Filing of Utility Liens/ Release of Utility Liens • Recording of all documents using Simplifile • Follows through with statutory notifications of Annexation and Land Use Changes (Small Scale Comprehensive Plan Amendments) • Cemetery Clean-up and Management Education / Certification • University of Phoenix 2009 Bachelors of Science in Business Administration • Master Municipal Clerk Certification 2010 International Institute of Municipal Clerks(IIMC) Professional Associations • Florida Association of City Clerks(FACC) Served as President(2017-2018), President-Elect(2016-2017), Vice-President(2015-2016) • International Institute of Municipal Clerks(IIMC) • Central Florida Clerks and Finance Officers(CFCFO) Served as President for one year • Florida League of Cities Policy Committees Serves on the Municipal Administration Committee 2018-19 and 2019-20 Teaching • Florida League of Cities(2017) "Public Records and Sunshine Law"