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HomeMy WebLinkAboutResolution_33-95/96_08/08/1996 RESOLUTION NO. 33 — 95,96 A RESOLUTION OF THE VILLAGE COUNCIL OF THE • VILLAGE OF TEQUESTA, PALM BEACH COUNTY, FLORIDA, APPROVING AN INTERLOCAL AGREEMENT BETWEEN THE TOWN OF JUPITER, THE VILLAGE OF TEQUESTA, MARTIN COUNTY AND PALM BEACH COUNTY REGARDING MEDIATION SERVICES TO BE PROVIDED BY MEDIATION RESOURCES, INC., AND AUTHORIZING THE MAYOR TO EXECUTE THE SAME ON BEHALF OF THE VILLAGE. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF TEQUESTA, PALM BEACH COUNTY, FLORIDA, AS FOLLOWS: Section 1. The Interlocal Agreement Between the Town of Jupiter, the Village of Tequesta, Martin County and Palm Beach County Regarding Mediation Services to be Provided by Mediation Resources, Inc., attached hereto as Exhibit "A" and incorporated by reference as a part of this Resolution, is hereby approved and the Mayor of the Village of Tequesta is authorized to execute the same on behalf of the Village of Tequesta. Section 2. Village staff is authorized to draw said funds from the Undesignated Fund Balance and to bring forward, for Village Council consideration, a budgetary amendment incorporating the same. • THE FOREGOING RESOLUTION WAS OFFERED by Councilmember Me de r , who moved its adoption. The motion was seconded by Councilmember Schauer , and upon being put to a vote, the vote was as follows: FOR ADOPTION AGAINST ADOPTION Carl C. H ansen Ron T, Mackail Elizabeth A, Schaue Michael R. Meder The Mayor thereupon declared the Resolution duly passed and adopted this 8th day of August, A.D., 1996. MAY OFF TEQUESTA Ron t. Mackail • ATTEST: 0 oann Manganie o Village Clerk 07/25 '96 15:08 I D : WATTERSON HYLAND ET AL. FAX : 4076272960 PAGE 2 • INTERLOCAL AGREEMENT BETWEEN THE TOWN OF JUPITER, THE VILLAGE OF TEQUESTA, MARTIN COUNTY AND PALM BEACH COUNTY REGARDING MEDIATION SERVICES TO BE PROVIDED BY MEDIATION RESOURCES, INC. This Interlocal Agreement, made and entered into this day of , 1996, by and between the Town of Jupiter, the Village of Tequesta, Martin County and Palm Beach County regarding mediation services to be provided by the Florida Conflict Resolution Group and Harry G. Goodheart, III of Mediation Resources, Inc. WITNESSETK WHEREAS, Fla. Stat., §163.01 authorizes governmental entities to enter into Interlocal Agreements; WHEREAS, the four local governments have, for several years, discussed at various public forums or meetings ways to resolve their differences related to transportation planning issues in the northern Palm Beach County southern Martin County region; WHEREAS. the parties have agreed to the mediation of the so- called North County • Road Network Plan; WHEREAS, the parties have accessed the Florida Conflict Resolution Consortium to coordinate the mediation of their differences; WHEREAS, the parties have met with representatives of the Florida Conflict Resolution Consortium who have presented the parties with a list of qualified mediators; WHEREAS, representatives of the parties have interviewed potential mediators; WHEREAS, the parties have agreed to retain Harry G. Goodheart, III of Mediation Resources, Inc. as the mediator of the so- called North County Road Network Plan; and WHEREAS, the parties have agreed to retain the Florida Conflict Resolution Consortium to work with Mediation Resources, Inc. as a facilitator in the mediation. NOW, THEREFORE, in consideration of and in reliance upon the mutual promises, covenants and recitals herein, the parties agree to the following terms and conditions regarding the mediation: Section 1. Duration of Agreement. • The duration of this Interlocal Agreement shall be for such time as mediation is conducted amongst the parties by Harry G. Goodheart, III. This Interlocal Agreement may 07/25 '96 15:08 I D = WATTERSON HYLAND ET AL. FAX : 4076272960 PAGE 3 • be amended only by mutual consent of the parties as evidenced by a written amendment to this Agreement. This Agreement shall automatically end upon termination or completion of mediation. Section 2. Mediation Funding. The parties hereto agree to each contribute an amount not to exceed $10,000 for payment of fees and costs submitted by the mediator, the facilitator (the Florida Conflict Resolution Consortium), and such authorized subcontractors, agents, or assigns. Section 3. Submission of Invoices. The parties hereto agree that all invoices by the mediator and facilitator shall be submitted to: Town of Jupiter c/o Thomas J. Baird, Esq. Watterson, Hyland, Baird & Klett, P.A. 11380 Prosperity Farms Road, Suite 112 Palm Beach Gardens, FL 33410 • It shall be the responsibility of the Town of Jupiter to submit invoices to all parties to the Agreement for approval prior to payment and to coordinate payment to the mediator and facilitator. Section 4. Termination. Any of the parties shall have the right to terminate this Interlocal Agreement by giving written notice of its intention to do so 30 days in advance of termination- In the event of termination by one or more of the parties, the remaining parties may continue the mediation should they elect to do so by amending this Interlocal Agreement in accordance with Section 2 and provided the parties who elect to continue mediation assume the full cost of such additional mediation services. The parties who terminate this Agreement shall have no responsibility for any further payment of mediation services, nor any right to continue in the mediation, nor shall any such party be obligated to implement any resolution reached by the parties remaining in mediation. Section 5. Goveming Law. The laws of the State of Florida shall govern all aspects of this Interlocal Agreement. in the event it is necessary for any party to initiate legal action regarding this Agreement, venue shall be in the Fifteenth Judicial Circuit. • 2 0725 '96 15 =09 ID:WATTERSON HYLAND ET AL. FAX :4076272960 PAGE 4 Section 6. Public Records. The mediator shall be responsible for maintaining all records generated regarding this mediation, and shall fully comply with the laws of the State of Florida regarding the confidentiality of this mediation. Section 7. Entire Agreement. This fnteriocal Agreement states the entire understanding and agreement between the parties and supersedes any and all written or oral representations, statements, negotiations or agreement previously existing between the parties with respect to the subject matter of this Agreement. Section 8. Notice. Notice is required to be given by this Interlocal Agreement and shall be in writing addressed to the person to whom it is intended at the place specified herein for giving notice as follows: For the Town of Jupiter: • Town Manager Town of Jupiter 210 Military Trail Jupiter, Florida 33458 For the Village of Tequesta: Village Manager Village of Tequesta 357 Tequesta Drive Tequesta, Florida 33469 For Palm Beach County: Robert Weisman County Administrator Palm Beach County 301 North Olive Avenue West Palm Beach, Florida 33401 • 3 07/25 '96 15 =09 ID :WATTERSON HYLAND ET AL. FAX :4076272960 PAGE 5 • For Martin County: Martin County Board of County Commissioners c/o The Honorable Janet Gettig 2401 SE Monterey Road Stuart, Florida 34996 Section 9. Severability, In the event any term or provision of this Interlocal Agreement shall be held invalid, such invalid term or provision shall not affect the validity of any other term or provision hereof, and all such other terms and provisions hereof shall be enforceable to the fullest extent permitted by law if such invalid term or provision have never been a part of this Interlocal Agreement. IN WITNESS WHEREOF, the parties or their duly authorized representatives hereby execute this contract on the date first written above. TOWN OF JUPITER Approved as to form and legal sufficiency: By. B Karen J. Golonka, Mayor Thomas J. Baird, Esq. Town of Jupiter VILLAGE OF TEQUESTA By: `� By: Ron T. MacKail, Mayor John C. Randolph, Esq. Village of Tequesta PALM BEACH COUNTY BOARD OF COUNTY COMMISSIONERS By: By: Ken Foster, Chair Denise Dytrych, Esq. County Attorney MARTIN COUNTY BOARD OF COUNTY COMMISSIONERS By. By. Janet Gettig, Chair Robert Guthrie, Esq. County Attorney MATMUB1 M74uNTER.AGM 4 A n. STATEWIDE MUTUAL AID AGREEMENT FOR CATASTROPHIC DISASTER RESPONSE AND RECOVERY' `- THIS AGREEMENT IS ENTERED INTO BETWEEN THE STATE OF FLORIDA, `�� E.' rn DIVISION OF EMERGENCY MANAGEMENT AND AMONG EACH POLITICAL SUBDIVISION OF THE STATE THAT EXECUTES AND ADOPTS THE TERMS AND CONDITIONS CONTAINED HEREIN, BASED UPON THE FOLLOWING FACTS: WHEREAS, the State Emergency Management Act, Chapter 252, Florida Statutes, authorizes the state and its political subdivisions to develop and enter into mutual aid agreements for reciprocal emergency aid and assistance in case of emergencies too extensive to be dealt with unassisted; and WHEREAS, Chapter 252, Florida Statutes, sets forth details • concerning powers, duties, rights, privileges, and immunities of political subdivisions of the state rendering outside aid; and WHEREAS, Chapter 252, Florida Statutes, authorizes the State to enter into a contract on behalf of the state for the lease or loan to any political subdivision of the state any real or personal property of the state government or the temporary transfer or employment of personnel of the state government to or by any political subdivision of the state; and WHEREAS, Chapter 252, Florida Statutes, authorizes the governing body of each political subdivision of the state to enter into such contract or lease with the state, accept any such loan, or employ such personnel, and such political • Awl( M. Im • subdivision may equip, maintain, utilize, and operate any such property and employ necessary personnel therefor in accordance with the purposes for which such contract is executed, and to otherwise do all things and perform any and all acts which it may deem necessary to effectuate the purpose for which such contract was entered into; and WHEREAS, Chapter 252, Florida Statutes, authorizes the Division of Emergency Management to make available any equipment, services, or facilities owned or organized by the state or its political subdivisions for use in the affected area upon request of the duly constituted authority of the area or upon the request of any recognized and accredited relief agency through such duly • constituted authority; and WHEREAS, Chapter 252, Florida Statutes, authorizes the Division of Emergency Management to call to duty and otherwise provide, within or without the state, such support from available personnel, equipment, and other resources of state agencies and the political subdivisions of the state as may be necessary to reinforce emergency management agencies in areas stricken by emergencies; and WHEREAS, Chapter 252, Florida Statutes, requires that each municipality must coordinate requests for state or federal emergency response assistance with its county; and WHEREAS, the State of Florida is geographically vulnerable to hurricanes, tornadoes, freshwater flooding, sinkhole • • formations, and other natural disasters that in the past have caused severe disruption of essential human services and severe property damage to public roads, utilities, buildings, parks, and other government owned facilities; and WHEREAS, the Parties to this Agreement recognize that additional manpower and equipment may be needed to mitigate further damage and restore vital services to the citizens-of the affected community should such disasters occur; and WHEREAS, to provide the most effective mutual aid possible, each Participating Government, intends to foster communications between the personnel of the other Participating Government by visits, compilation of asset inventories, exchange of information and development of plans and procedures to implement this • Agreement; NOW, THEREFORE, the Parties hereto agree as follows: SECTION 1. DEFINITIONS A. "AGREEMENT" - the Statewide Mutual Aid Agreement for Emergency Response /Recovery. Political subdivisions of the State of Florida may become a party to this Agreement by executing a copy of this Agreement and providing a copy with original signatures and authorizing resolution(s) to the State of Florida Division of Emergency Management. Copies of the agreement with original signatures and copies of authorizing resolutions and • 3 April 27. 194 • insurance letters shall be filed and maintained at the Division headquarters in Tallahassee, Florida. B. '$REQUESTING PARTY" - the participating government entity requesting aid in the event of an emergency. Each municipality must coordinate requests for state or federal emergency response assistance through its county. C. 'ASSISTING PARTY" - the participating government entity furnishing equipment, services and /or manpower to the Requesting Party. D. "AUTHORIZED REPRESENTATIVE" - an employee of a participating government authorized in writing by that government to request, offer, or provide assistance under the terms of this • Agreement. The list of authorized representatives for the participating government executing this Agreement shall be attached as Appendix A to the executed copy of the Agreement supplied to the Division, and shall be updated as needed by each participating government. E. 11 DIVISION 18 - the State of Florida, Department of Community Affairs, Division of Emergency Management. F. "EMERGENCY" - any occurrence, or threat thereof, whether natural, or caused by man, in war or in peace, which results or may result in substantial injury or harm to the population or substantial damage to or loss of property. • 4 Aorii V. 1944 • ©. "DISASTER" - any natural, technological, or civil emergency that causes damage of sufficient severity and magnitude to result in a declaration of a state of emergency by a county, Governor, or the President of the United States. H. "PARTICIPATING GOVERNMENT" - the State of Florida and any political subdivision of the State of Florida which executes this mutual aid agreement and supplies a complete executed copy to the Division. I. "PERIOD OF ASSISTANCE" - the period of time beginning with the departure of any personnel of the Assisting Party from any point for the purpose of traveling to the Requesting Party in order to provide assistance and ending upon the return of all personnel and equipment of the Assisting Party, after providing the assistance requested, to their residence or regular place of work, whichever occurs first. The period of assistance shall not include any portion of the trip to the Requesting Party or the return trip from the Requesting Party during which the personnel of the Assisting Party are engaged in a course of conduct not reasonably necessary for their safe arrival at or return from the Requesting Party. J. "WORK OR WORK- RELATED PERIOD" - any period of time in which either the personnel or equipment of the Assisting Party are being used by the Requesting Party to provide assistance and for which the Requesting Party will reimburse the Assisting 5 • Apr il V. 144 Party. Specifically included within such period of time are rest breaks when the personnel of the Assisting Party will return to active work within a reasonable time. Specifically excluded from such period of time are breakfast, lunch, and dinner breaks. SECTION 2. PROCEDURES When a participating government either becomes affected by, or is under imminent threat of, an emergency or disaster, it may invoke emergency related mutual aid assistance either by: (i) declaring a state of local emergency and transmitting a copy of that declaration to the Assisting Party, or to the Division, or (ii) by orally communicating a request for mutual aid assistance to Assisting Party or to the Division, followed as soon as practicable by written confirmation of said request. Mutual aid • shall not be requested by Participating Governments unless resources available within the stricken area are deemed inadequate by the Local Emergency Management Agency. All requests for mutual aid shall be transmitted by the Authorized Representative or the Director of the Local Emergency Management Agency. Requests for assistance may be communicated either to the Division or directly to an Assisting Party. Requests for assistance under this Agreement shall be limited to catastrophic disasters, except where the Participating Government has no other mutual aid agreement based upon Section 252.40 or 163.01, Florida • 6 AWri zt. 1"4 �4 • statutes, in which case a Participating Government may request assistance pursuant to the provisions of this agreement. A. REQUESTS DIRECTLY TO ASSISTING PARTY: The Requesting Party may directly contact the authorized representative of the Assisting Party and shall provide them with the information in paragraph C below. All communications shall be conducted directly between the Requesting and Assisting Party. Each party shall be responsible for keeping the Division advised of the status of the response activities. The Division shall not be responsible for costs associated with such direct requests for assistance. However, the Division may provide, by rule, for reimbursement of eligible expenses from the Emergency Management Preparedness and Assistance Trust Fund created under Section • 252.373, Florida Statutes. B. REQUESTS ROUTED THROUGH, OR ORIGINATING FROM, THE DIVISION: The Requesting Party may directly contact the Division, in which case it shall provide the Division with the information in paragraph C below. The Division may then contact other Participating Governments on behalf of the Requesting Party and coordinate the provision of mutual aid. The Division shall not be responsible for costs associated with such indirect requests for assistance, unless the Division so indicates in writing at the time it transmits the request to the Assisting Party. In no event shall the Division or the State of Florida be • 7 wit 27. 19% • responsible for costs associated with assistance in the absence of appropriated funds. In all cases, the party receiving the mutual aid shall be primarily responsible for the costs incurred by any Assisting Party providing assistance pursuant to the provisions of this Agreement. C. REQUIRED INFORMATION: Each request for assistance shall be accompanied by the following information, to the extent known: 1. A general description of the damage sustained; 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transportation, communications, public works and engineering, building, inspection, planning and information • assistance, mass care, resource support, health and other medical services, search and rescue, etc.) and the particular type of assistance needed; 3. Identification of the public infrastructure system for which assistance is needed (e.g. sanitary sewer, potable water, streets, or storm water systems) and the type of work assistance needed; 4. The amount and type of personnel, equipment, materials, and supplies needed and a reasonable estimate of the length of time they will be needed; • 8 d,�ri l 27. 1995 • 5. The need for sites, structures or buildings outside the Requesting Party's political subdivision to serve as relief . centers or staging areas for incoming emergency goods and services; and 6. A specific time and place for a representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. This information may be provided on the form attached as Exhibit B, or by any other available means. The Division may revise the format of Exhibit B subsequent to the execution of this agreement, in which case it shall distribute coipies to all participating governments. D. ASSESSMENT OF AVAILABILITY OF RESOURCES AND ABILITY TO • RENDER ASSISTANCE: When contacted by a Requesting Party or the Division the authorized representatives of any participating government agree to assess their government's situation to determine available personnel, equipment and other resources. All participating governments shall render assistance to the extent personnel, equipment and resources are available. Each participating government agrees to render assistance in accordance with the terms of this Agreement to the fullest extent possible. When the authorized representative determines that his Participating Government has available personnel, equipment or other resources, they shall so notify the Requesting Party or the 9 • APH 127. 19% Division, whichever communicated the request, and provide the information below. The Division shall, upon response from sufficient participating parties to meet the needs of the Requesting Party, notify the authorized representative of the Requesting Party and provide them with the following information, to the extent known: 1. A complete description of the personnel, equipment, and materials to be furnished to the Requesting Party; 2. The estimated length of time the personnel, equipment, and materials will be available; 3. The areas of experience and abilities of the personnel and the capability of the equipment to be furnished; 4. The name of the person or persons to be designated as supervisory personnel; and 5. The estimated time when the assistance provided will arrive at the location designated by the authorized representative of the Requesting Party. E. SUPERVISION AND CONTROL: The personnel, equipment and resources of any Assisting Party shall remain under operational control of the Requesting Party for the area in which they are serving. Direct supervision and control of said personnel, equipment and resources shall remain with the designated supervisory personnel of the Assisting Party. Representatives of the Requesting Party shall provide work tasks to the supervisory 10 April 27_ 19% • personnel of the Assisting Party. The designated supervisory personnel of the Assisting Party shall have the responsibility and authority for assigning work and establishing work schedules for the personnel of the Assisting Party, based on task or mission assignments provided by the Requesting Party and the Division. The designated supervisory personnel of the Assisting Party shall: maintain daily personnel time records, material records and a log of equipment hours; be responsible for the operation and maintenance of the equipment and other resources furnished by the Assisting Party; and shall report work progress to the Requesting Party. The Assisting Party's personnel and other resources shall remain subject to recall by the Assisting Party at any time, subject to reasonable notice to the Requesting • Party and the Division. At least twenty -four hour advance notification of intent to withdraw personnel or resources shall be provided to the Requesting Party unless such notice is not practicable, in which case such notice as is reasonable shall be provided.. F. FOOD; HOUSING; SELF - SUFFICIENCY Unless specifically instructed otherwise, the Requesting Party shall have the responsibility of providing food and housing for the personnel of the Assisting Party from the time of their arrival at the designated location to the time of their departure. However, Assisting Party personnel and equipment should be, to the 11 • • greatest extent possible, self- sufficient for operations in areas stricken by emergencies or disasters. The Requesting Party may specify only self - sufficient personnel and resources in its request for assistance. G. COMMUNICATIONS: Unless specifically instructed otherwise, the Requesting Party shall have the responsibility for coordinating communications between the personnel of the Assisting Party and the Requesting Party. Assisting Party personnel should be prepared to furnish communications equipment sufficient to maintain communications among their respective operating units. H. RIGHTS AND PRIVILEGES Whenever the employees of the Assisting Party are rendering outside aid pursuant to this • Agreement, such employees shall have the powers, duties, rights, privileges, and immunities, and shall receive the compensation, incidental to their employment. I. WRITT$N ACKNOWLEDGEMENT The Requesting Party shall complete a written acknowledgment regarding the assistance to be rendered, setting forth the information transmitted in the request, and shall transmit it by the quickest practical means to the Assisting Party or the Division, as applicable, for approval. The form to serve as this written acknowledgement is attached as Attachment C. The Requesting Party /Division shall respond to the written acknowledgement by executing and returning a copy to the 12 • w f l 27. 1944 • Requesting Party by the quickest practical means, maintaining a copy for its files. SECTION 3. REIMBURSABLE EXPENSES The terms and conditions governing reimbursement for any assistance provided under this Agreement shall be in accordance with the following provisions, unless otherwise agreed upon by the Requesting and Assisting Parties and specified in the written acknowledgment executed in accordance with paragraph 2.1. of this Agreement. The Requesting Party shall be ultimately responsible for reimbursement of all reimbursable expenses. A. PERSONNEL - During the period of assistance, the Assisting Party shall continue to pay its employees according to its then prevailing ordinances, rules, and regulations. The • Requesting Party shall reimburse the Assisting Party for all direct and indirect payroll costs and expenses incurred during the period of assistance, including, but not limited to, employee pensions and benefits as provided by Generally Accepted Accounting Principles (GAAP). The Requesting Party shall reimburse any amounts paid or due for compensation to employees of the Assisting Party under the terms of the Florida Workers' Compensation Act due to personal injury or death occurring while such employees are engaged in rendering aid under this Agreement. While providing services to the Requesting Party, employees of the Assisting Party shall be considered "borrow servants" of the 13 • wit 27. 199 • Requesting Party and shall be considered in the "dual employment" with the Requesting and Assisting Parties, subject to the supervision and control of both for purposes of Chapter 440, Florida Statutes. While the Requesting Party shall reimburse the Assisting Party for payments made in workers' compensation benefits required to be paid to its employees due to personal injury or death, the Division, and both the Requesting and Assisting Party shall enjoy immunity from civil prosecution as provided for in the Florida Workers' Compensation Act. B. EQUIPMENT - The Assisting Party shall be reimbursed by the Requesting Party for the use of its equipment during the period of assistance according to either a pre - established local or state hourly rate or according to the actual replacement, operation, and maintenance expenses incurred. For those instances in which costs are reimbursed by the Federal Emergency Management Agency, the eligible direct costs shall be determined in accordance with 44 CFR 206.228. The Assisting Party shall pay for all repairs to its equipment as determined necessary by its on -site supervisor(s) to maintain such equipment in safe and operational condition. At the request of the Assisting Party, fuels, miscellaneous supplies, and minor repairs may be provided by the Requesting Party, if practical. The total equipment charges to the Requesting Party shall be reduced by the total value of the fuels, supplies, and repairs furnished by the 14 AWr1 n_ w • Requesting Party and by the amount of any insurance proceeds received by the Assisting Party. C. MATERIALS AND SUPPLIES - The Assisting Party shall be reimbursed for all materials and supplies furnished by it and used or damaged during the period of assistance, except for the costs of equipment, fuel and maintenance materials, labor and supplies, which shall be included in the equipment rate established in 3.B. above, unless such damage is caused by gross negligence, willful and wanton misconduct, intentional misuse, or recklessness of the Assisting Party's personnel. The Assisting Party's Personnel shall use reasonable care under the circumstances in the operation and control of all materials and supplies used by them during the period of assistance. The • measure of reimbursement shall be determined in accordance with 44 CFR 206.228. In the alternative, the Parties may agree that the Requesting Party will replace, with like kind and quality as determined by the Assisting Party, the materials and supplies used or damaged. If such an agreement is made, it shall be reduced to writing and transmitted to the Division. D. RECORD KEEPING - The Assisting Party shall maintain records and submit invoices for reimbursement by the Requesting Party or the Division using format used or required by FEMA publications, including 44 CFR part 13 and applicable Office of Management and Budget Circulars. Requesting Party and Division is • AW11 27, J9% finance personnel shall provide information, directions, and assistance for record keeping to Assisting Party personnel. E. PAYMENT - Unless otherwise mutually agreed in the written acknowledgement executed in accordance with paragraph 2.I. or a subsequent written addendum to the acknowledgement, the Assisting Party shall bill the Requesting Party for all reimbursable expenses with an itemized Notice as soon as practicable after the expenses are incurred, but not later than sixty (60) days following the period of assistance, unless the deadline for identifying damage is extended in accordance with 44 CFR part 206. The Requesting Party shall pay the bill, or advise of any disputed items, not later than sixty (60) days following the billing date. These timeframes may be modified by mutual • agreement. This shall not preclude an Assisting Party or Requesting Party from assuming or donating, in whole or in part, the costs associated with any loss, damage, expense or use of personnel, equipment and resources provided to a Requesting Party. F. PAYMENT BY OR THROUGH THE DIVISION: The Division of Emergency Management may reimburse for all actual and necessary travel and subsistence expenses for personnel providing assistance pursuant to the request of the Division, to the extent of funds available, and contingent upon an annual appropriation from the Legislature for such purposes. The Assisting Party . 16 • shall be responsible for making written request to the Division for reimbursement of travel and subsistence expenses, prior to submitting a request for payment to the Requesting Party. The Assisting Party's written request should be submitted as soon as possible after expiration of the period of assistance. The Division shall provide a written response to said requests within ten (10) days of actual receipt. If the Division denies said request, the Assisting Party shall then bill the Requesting t Party. In the event that an affected jurisdiction requests assistance without forwarding said request through the Division, or an assisting party provides assistance without having been requested by the Division to do so, the Division shall not be liable for reimbursement of any of the cost(s) of assistance. • The Division may serve as the eligible entity for requesting reimbursement of eligible costs from FEMA. Any costs to be so reimbursed by or through the Division shall be determined in accordance with 44 CFR 206.228. The Division may authorize applications for reimbursement of eligible costs from the undeclared disaster portion of the Emergency Management Preparedness and Assistance Trust Fund established pursuant to Section 252.373, Florida Statutes, in the event that the disaster or emergency event is not declared pursuant to the Robert T. Stafford Disaster Relief and Emergency Assistance Act, Public Law 93 -288, as amended by Public Law 100 -707. Such applications • 17 • shall be evaluated pursuant to rules established by the Division, and may be funded only to the extent of available funds. SECTION SECTION 4. INSURANCE Each participating government shall bear the risk of its own actions, as it does with its day -to -day operations, and determine for itself what kinds of insurance, and in what amounts, it should carry. If a participating government is insured, its file shall contain a letter from its insurance carrier authorizing it to provide and receive assistance under this Agreement, and indicating that there will be no lapse in its insurance coverage either on employees, vehicles, or liability. If a participating government is self- insured, its file shall contain a copy of a resolution authorizing its self- insurance program. A copy of the • insurance carrier's letter or the resolution of self- insurance shall be attached to the executed copy of this Agreement which is filed with the Division. Each Assisting Party shall be solely responsible for determining that its insurance is current and adequate prior to providing assistance under this agreement. The amount of reimbursement from the Division or the Requesting Party shall be reduced by the amount of any insurance proceeds to which the Assisting Party is entitled as a result of losses experienced in rendering assistance pursuant to this Agreement. SECTION 5. LIABILITY is April Z?. 1991 • To the extent permitted by law, and without waiving sovereign immunity, each Party to this Agreement shall be responsible for any and all claims, demands, suits, actions, damages, and causes of action related to or arising out of or in any way connected with its own actions, and the actions of its personnel, in providing mutual aid assistance rendered or performed pursuant to the terms and conditions of this Agreement. SECTION 6. LENGTH OF TIME FOR EMERGENCY The duration of such state of emergency declared by the Requesting Party is limited to seven (7) days. It may be extended, if necessary, in 7 day increments. SECTION 7. TERM This Agreement shall be in effect for one (1) year from the • date hereof and shall automatically be renewed in successive one (1) year terms unless terminated in writing by the participating government. Notice of such termination shall be made in writing and shall be served personally or by registered mail upon the Director, Division of Emergency Management, Florida Department of Community Affairs, Tallahassee, Florida, which shall provide copies to all other Participating Parties. SECTION 8. EFFECTIVE DATE OF THIS AGREEMENT This Agreement shall be in full force and effect upon approval by the participating government and upon proper execution hereof. 49 19 Wf I V. 19% • SECTION 9. ROLE OF DIVISION OF EMERGENCY MANAGEMENT The responsibilities the Division of Emergency Management, Florida Department of Community Affairs under this Agreement are to: (1) request mutual aid on behalf of a participating government, under the circumstances identified in this Agreement; (2) coordinate the provision of mutual aid to a requesting party, pursuant to the provisions of this Agreement; (3) serve as the eligible entity for requesting reimbursement of eligible costs from FEMA, upon a Presidential disaster declaration; (4) serve as central depository for executed Agreements; and (5) maintain a current listing of Participating Governments with their Authorized Representative and contact information, and to provide • a copy of the listing to each of the Participating Governments on an annual basis during the second quarter of the calendar year. SECTION 10. SEVERABILITY; EFFECT ON OTHER AGREEMENTS Should any portion, section, or subsection of this Agreement be held to be invalid by a court of competent jurisdiction, that fact shall not affect or invalidate any other portion, section or subsection; and the remaining portions of this Agreement shall remain in full force and affect without regard to the section, portion, or subsection or power invalidated. In the event that any parties to this agreement have entered into other mutual aid agreements, pursuant to Section 252.40, Florida Statutes or interlocal agreements, pursuant to Section • 20 l,�,fr i 1 27. 199 • 153.01, Florida Statutes those parties agree that said agreements are superseded by this agreement only for emergency management assistance and activities performed in catastrophic emergencies pursuant to this agreement. In the event that two or more parties to this agreement have not entered into another mutual aid agreement, and the parties wish to engage in mutual aid, then the terms and conditions of this agreement shall apply unless otherwise agreed between those parties. • • 21 07/25 '96 15:08 I D : WATTERSON HYLAND ET AL. FAX :4076272960 PAGE 1 facsimile TRANSMITTAL WATTERSON, HYLAND. BAIRD 1� KI.ETT, P.A. to: Tom Bradford fax #: 575 -6203 re: Interlocal Agreement File #: 236.074 date: July 25, 1996 Pages: 5, including this cover sheet. • From the desk of.._ Thomas J. Baird, Esquire Watterson, Hyland, Baird & Klan. P.A. 4100 PGA Bolevard, Suite 100 Patin Beach Gardens, FL 33410 (361) 827.5000 Fax: (561) 627.5600 ■ • THE INFORMATION IN THIS TRANSMISSION IS ATIMNEY PRIVII.FO'll AND MNFIDF.NTIAI.. IT IS INTENDED Ft IN Tlll: USF. 01' 'I'll'; IN NVIIH IAI.OR I iNi1TY NAMFI) AIIOVL. IF MIF. RIi11)1tiR UP 7NIS mF.s, is Nui - - n1I? INTI ?NI)I'I) REC'IPIE'NT. YOI) Akl? 111!a1;IIY NOTII'll l) 'n IAT ANY UISSLMINATION, DIMIUM ITION OR COPY OP - I HIS COMMUNICATION INS I'ItR: IM PROHIIITI'HI). 11; YOU HAVE REUVIVF.D `rills (.'tIMMUNICATION IN F•RRUR. PLEASE N(l'1'IFY US IMML'DIATFI.Y liY 'I'IiI.LPIIONfii:C)I.I.1: ANI) RL -TURN 1111: ORI01NAl. MI NSAGE'111 I)ti AT TIII: ADDRESS VIA '11Il' U.S. POSTAL SERVII'1'• WE WILL RAIMBIJIM; YIXI FUR 7111? IiXPENSI:. 'I11ANK YOU. .V,ACN c Village of Tequesta J U L 2 2 1996 �LOR1�4' Village Manager's Office Denise Distel Dytrych July 18, 1996 County Attorney P.O. Box 1989 Mr. Hart' G. Goodheart, III West Palm Beach, FL Mediation Resources, Inc. 33402 -1989 17507 Waterline Road (561) 355 -2225 Bradenton, FL 34202 SUNCOM: (561) 273 -2225 FAX: (561) 355 -4398 Re: Amended Contract for Consulting /Professional Services Dear Mr. Goodheart: ■ 1 apologize for having to put you through this again; however, please review and sign the enclosed revised Contract for consulting services. This document Palm Beach County has been revised to include the Town of Jupiter as a signator and party to the Board of County Contract and also to refer to the Interlocal Agreement which is to be executed Commissioners between the Town of Jupiter, the Village of Tequesta, Martin County, and Palm Beach County. Ken L. Foster, Chairman �rt Aaronson, Vice Chairman If this document meets your approval please sign two copies and send one to Tom Baird at the Town of Jupiter, and the second to me at Palm Beach County. Karen T. Marcus We will both be agending this Contract along with the Interlocal Agreement, which Carol A. Roberts will also be executed by Martin County and the Village of Tequesta. Warren H. Newell Once all of these documents are signed, we will ensure that you get copies for your files. Mary McGarry Maude Fora Lee We all look forward to beginning mediation. Sinc ly, County Administrator Robert Weisman, P.E. Barbara Alterman Assistant County Attorney BA: bh Enclosure cc: Thomas Baird, Esq., Town of Jupiter Attorney ✓Thomas Bradford, Manager, Village of Tequesta Janet Gettig, Commissioner, Martin County Board of County Commissioners Janice Fleischer, Conflict Consortium * "An Equal Opportunity g:\ common\ wpdataVanduse \cstewart\mediator\amend Affirmative Action Employer' printed on recycled paper q' C a �LOR19 Denise Distel Dytrych July 18, 1996 County Attorney P.O. Box 1989 Thomas Baird, Esq. West Palm Beach, FL 33402 -1989 Town of Jupiter Attorney (561) 355 -2225 11380 Prosperity Farms Road, #111 SUNCOM: (561) 273 -2225 Palm Beach Gardens, FL 33410 FAX: (561) 355 -4398 Re: CONTRACT FOR HARRY GOODHEART, III ■ Dear Tom: Palm Beach County Enclosed herewith please find a revised Contract for Board of County Commissioners Consulting /Professional Services for Harry Goodheart. As you will note, the Ken L. Foster, Chairman document is the original that Mr. Goodheart saw and signed; however, it includes the Town of Jupiter as part of the Contract and refers specifically �irt Aaronson, Vice Chairman to the Interlocal Agreement between the Town of Jupiter, Village of Karen T. Marcus Tequesta, Martin County, and Palm Beach County. Carol A. Roberts Warren H. Newell By copy of this letter, I will send this document to Martin County and the Village of Tequesta for their additional review, although it is not Mary McCarty substantively difference from the original agreement that they reviewed Maude Ford Lee previously. Count Administrator I will also send two originals to Mr. Goodheart to be signed and Robert Weisman, P.E. returned with one copy to you for execution by your Board, and I will keep a copy for execution by the Board of County Commissioners. As you will note, Article 28 allows this to be signed in duplicate and still constitute one document. 'An Equal Opportunity Affirmative Action Employer' printed on recycled paper • Page 2 July 19, 1996 Harry Goodheart's contract I am placing both the Interlocal Agreement and this Contract on the Agenda for the Board of County Commissioners for August 20, 1996. 1 hope that all other parties are in- the process of also getting on their agendas or have already had the appropriate document signed by their Boards. Sinc ply, Barbara Alterman Assistant County Attorney BA: bh Enclosure • cc: Janet Gettig, Commissioner, Martin County Board of Commissioners Thomas Bradford, Manager, Village of Tequesta Harry Goodheart, III g:\common\wpdata\landuse\cstewart\mediator\baird.hg CONTRACT FOR CONSULTING /PROFESSIONAL SERVICES • This Contract is made as of the day of August, 1996, by and between Palm Beach County, a Political Subdivision of the State of Florida, by and through its Board of Commissioners, hereinafter referred to as the COUNTY, the Town of Jupiter (TOWN) and Mediation Resources, Inc.. through Harry -G. Goodheart, III, President (hereinafter "Mediator ") [ ] an individual, [ ] a partnership, [X] a corporation authorized to do business in the State of Florida, hereinafter referred to as the CONSULTANT, whose Federal I.D. or Social Security number is —Federal Tax ID Number 65- 0116563 In consideration of the mutual promises contained herein, the COUNTY, the TOWN and the CONSULTANT agree as follows: ARTICLE 1 - SERVICES The CONSULTANT'S responsibility under this Contract is to provide professional /consultation services in the area of mediation as more specifically set forth in the Scope of Work detailed in Exhibit "A" The COUNTY'S representative /liaison during the performance of this • Contract shall be Patrick Miller, Deputy County Administrator telephone no. (561) 355 -4019. The TOWN's representative /liaison during the performance of this Contract shall be telephone no. ARTICLE 2 - SCHEDULE See Exhibit "A ". The CONSULTANT shall commence services on and complete all services by Reports and other items shall be delivered or completed in accordance with the detailed schedule set forth in Exhibit "A ARTICLE 3 - PAYMENTS TO CONSULTANT A. The total amount to be paid in accordance with the Interlocal Agreement between the Town of Jupiter, the Village of Tequesta, Martin County and Palm Beach County dated under this • Contract for all services and materials including, if applicable, "out of pocket" expenses (specified in paragraph C below) shall not 1 exceed a total contract amount of Forty Thousand and no /100 Dollars ' ($ 40,000.00 The CONSULTANT shall notify, the TOWN's representative in writing when 900 of the "not to exceed amount" has been reached. • The CONSULTANT will bill the TOWN on a monthly basis, or as otherwise provided, at the amounts set forth in Exhibit "B" for services rendered toward the completion of the Scope of Work. Where incremental billings for partially completed items is permitted, the total billings shall not exceed the estimated percentage of completion as of the billing date. B. Invoices received from the CONSULTANT pursuant to this Contract will be reviewed and approved by the COUNTY's and the TOWN's representative, indicating that services have been rendered in conformity with the Contract and then will be sent to the Finance Department for payment. Invoices will normally be paid within thirty (30) days following the COUNTY representative's approval. C. "Out -of- pocket" expenses will be reimbursed up to an amount not to exceed INCLUDED IN OVERALL CAP: SEE EXHIBIT "A" PAGE 13B Dollars ($ N/A ), and in accordance with the list of the types and amounts of expenditures eligible for reimbursement as set forth in Exhibit "B ". All requests for payment of "out -of- pocket" expenses eligible for • reimbursement under the terms of this Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the TOWN's Finance Department. Such documentation shall be sufficient to establish that the expense was actually incurred and necessary in the performance of the Scope of Work described in this Contract. Any travel, per diem, mileage, meals, or lodging expenses which may be reimbursable under the terms of this Contract will be paid in accordance with the rates and conditions set forth in Section 112.061, Florida Statutes. D. Final Invoice In order for both parties herein to close their books and records, the CONSULTANT will clearly state "final invoice" on the CONSULTANT'S final /last billing to the TOWN. This certifies that all services have been properly performed and all charges and costs have been invoiced to the COUNTY and the TOWN. Since this account will thereupon be closed, any and other further charges if not properly included on this final invoice are waived by the CONSULTANT. ARTICLE 4 - TRUTH -IN- NEGOTIATION CERTIFICATE Signature of this Contract by the CONSULTANT shall also act as the • execution of a truth -in- negotiation certificate certifying that the wage rates, over -head charges, and other costs used to determine the 2 compensation provided for in this Contract are accurate, complete and current as of the date of the Contract and no higher than those charged the CONSULTANT'S most favored customer for the same or substantially similar service. The said rates and costs shall be adjusted to exclude any significant sums should the COUNTY and the TOWN determine that the rates and costs were increased due to inaccurate, incomplete or noncurrent wage rates or due to inaccurate representations of fees paid to outside consultants. The COUNTY and the TOWN shall exercise their rights under this Article 4 within three (3) years following final payment. ARTICLE 5 - TERMINATION This Contract may be canceled by the CONSULTANT upon thirty (30) days' prior written notice to the COUNTY's and the TOWN's representative in the event of substantial failure by the COUNTY and the TOWN to perform in accordance with the terms of this Contract through no fault of the CONSULTANT. It may also be terminated, in whole or in part, by the COUNTY and the TOWN, with or without cause, immediately upon written notice to the CONSULTANT. Unless the CONSULTANT is in breach of this Contract, the CONSULTANT shall be paid for services rendered to the COUNTY's and the TOWN's satisfaction through the date of termination. After receipt of a Termination Notice and except as otherwise directed by • the COUNTY and the TOWN the CONSULTANT shall: A. Stop work on the date and to the extent specified. B. Terminate and settle all orders and subcontracts relating to.the performance of the terminated work. C. Transfer all work in process, completed work, and other materials related to the terminated work to the COUNTY and the TOWN. D. Continue and complete all parts of the work that have not been terminated. ARTICLE .6 - PERSONNEL The CONSULTANT represents that it has, or will secure at its own expense, all necessary personnel required to perform the services under this Contract. Such personnel shall not be employees of or have any contractual relationship with the COUNTY or the TOWN. All of the services required hereinunder shall be performed by the • CONSULTANT or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, 3 authorized or permitted under state and local law to perform such services. • Any changes or substitutions in the CONSULTANT'S key personnel, as may be listed in Exhibit "A ", must be made known to the COUNTY'S and the TOWN's representative and written approval must be granted by the COUNTY's and TOWN's representative before said change or substitution can become effective. The CONSULTANT warrants that all services shall be performed by skilled and competent personnel to the highest professional standards in the field. ARTICLE 7 - SUBCONTRACTING The COUNTY and the TOWN reserves the right to accept the use of a subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any subcontractors in order to make a determination as to the capability of the subcontractor to perform properly under this Contract. The CONSULTANT is encouraged to seek minority and women business enterprises for participation in subcontracting opportunities. If the CONSULTANT uses any subcontractors on this project the following provisions of this Article shall apply: If a subcontractor fails to perform or make progress, as required by this • Contract, and it is necessary to replace the subcontractor to complete the work in a timely fashion, the CONSULTANT shall promptly do so, subject to acceptance of the new subcontractor by the COUNTY or the TOWN. The CONSULTANT agrees to abide by all provisions of the M /WBE Ordinance and understands that failure to comply with any of the requirements will be considered a breach of contract. The CONSULTANT understands that each minority and /or women owned firm utilized on this contract must be certified by Palm Beach County in order to be counted as M /WBE participation. The CONSULTANT further agrees to provide the Office of M /WBE with a copy of the CONSULTANT'S contract with any M /WBE subcontractor or any other related documentation upon request. CONSULTANT understands the requirements to comply with the tasks and proportionate dollar amounts throughout the term of the contract as it relates to the use of M /WBE firms. CONSULTANT will only be permitted to replace a certified M /WBE • subcontractor who is unwilling or unable to perform. Such substitutions must be done with other certified M /WBE in order to maintain the M /WBE 4 percentages established in this contract. If CONSULTANT cannot find a d certified M /WBE to replace the originally proposed M /WBE, the CONSULTANT must establish it has exercised good faith efforts in an attempt to do • so. Requests for substitutions of M /WBE must be submitted to the COUNTY's representative, with a copy to the COUNTY Office of Minority /Women Business Enterprise. The CONSULTANT understands that he /she is prohibited from making any agreements with the M /WBE in which the M /WBE promises not to provide sub - contractors quotations to other bidders or potential bidders. The CONSULTANT agrees to maintain all relevant records and information necessary to document compliance with Ordinance #93 -28, as amended, and will allow the COUNTY to inspect such records. ARTICLE 8 - FEDERAL AND STATE TAX The COUNTY is exempt payment of Florida State Sales and Use Taxes. The COUNTY will sign an exemption certificate submitted by the CONSULTANT. The CONSULTANT shall not be exempted from paying sales tax to its suppliers for materials used to fulfill contractual obligations with the COUNTY, nor is the CONSULTANT authorized to use the COUNTY'S Tax Exemption Number in securing such materials. The CONSULTANT shall be responsible for payment of its own and its share • of its employees' payroll, payroll taxes, and benefits with respect to this contract. ARTICLE 9 - INSURANCE A. Prior to execution of this contract by the COUNTY the CONSULTANT shall provide certificates evidencing insurance coverages as required hereunder. All insurance policies shall be issued by companies authorized to do business under the laws of the State.of Florida. The Certificates shall clearly indicate that the CONSULTANT has obtained insurance of the type, amount, and classification as required for strict compliance with this ARTICLE and that no material change or cancellation of the insurance shall be effective without thirty (30) days prior written notice to the COUNTY'S representative. Compliance with the foregoing requirements shall not relieve the CONSULTANT of its liability and obligations under this Contract. • 5 B. The CONSULTANT shall maintain during the term of this Contract, standard Professional Liability Insurance in the minimum amount of $1,000,000 per occurrence. • C. The CONSULTANT shall maintain, during the life of this Contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per occurrence to protect the CONSULTANT from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations under this Contract, whether such operations be by the CONSULTANT or by anyone directly employed by or contracting with the CONSULTANT. D. The CONSULTANT shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and property damage liability to protect the CONSULTANT from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non -owned automobiles, including rented automobiles whether such operations be by the CONSULTANT or by anyone directly or indirectly employed by the CONSULTANT. • E. The CONSULTANT shall maintain, during the life of this Contract, adequate Workers' Compensation Insurance and Employer's Liability Insurance in at least such amounts as are required by law for all of its employees per Florida Statute 440.02. F. All insurance, other than Professional Liability and Workers' Compensation, to be maintained by the CONSULTANT shall specifically include the COUNTY as an "Additional Insured ". ARTICLE 10 - INDEMNIFICATION The CONSULTANT shall indemnify and save harmless and defend the COUNTY and the TOWN, their agents, servants, and employees from and against any and all claims, liability, losses, and /or cause of action which may arise from any negligent act or omission of the CONSULTANT, its agents, servants, or employees in the performance of services under this Contract. • 6 The CONSULTANT further agrees to indemnify, save harmless and defend the COUNTY and the TOWN, their agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature • arising out of any conduct or misconduct of the CONSULTANT not included in the paragraph above and for which the COUNTY and the TOWN, their agents, servants or employees are alleged to be liable. ARTICLE 11 - SUCCESSORS AND ASSIGNS The COUNTY, the TOWN and the CONSULTANT each binds itself and their partners, successors, executors, administrators and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the COUNTY, the TOWN or the CONSULTANT shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the others. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the COUNTY or the TOWN which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the COUNTY, the TOWN and the CONSULTANT. ARTICLE 12 - REMEDIES This Contract shall be governed by the laws of the State of Florida. Any • and all legal action necessary to enforce the contract will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. ARTICLE 13 - CONFLICT OF INTEREST The CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance or services required hereunder, as provided for in Florida Statutes 112.311. The CONSULTANT further represents that no person having any interest shall be employed for said performance. The CONSULTANT shall promptly notify the COUNTY's representative, in writing, by certified mail, of all potential conflicts of interest for any prospective business association, interest or other circumstance • which may influence or appear to influence the CONSULTANT'S judgement or quality of services being provided hereunder. Such written notification 7 shall identify the prospective business association, interest or circumstance, the nature of work that the CONSULTANT may undertake and request an opinion of the COUNTY and the TOWN as to whether the • association, interest or circumstance would, in the opinion of the COUNTY ant the TOWN, constitute a conflict of interest if entered into by the CONSULTANT. The COUNTY agrees to notify the CONSULTANT of its opinion by certified mail within thirty (30) days of receipt of notification by the CONSULTANT. If, in the opinion of the COUNTY an the TOWN, the prospective business association, interest or circumstance would not constitute a conflict of interest by the CONSULTANT, the COUNTY shall so state in the notification and the CONSULTANT shall, at its option, enter into said association, interest or circumstance and it shall be deemed not in conflict of interest with respect to services provided to the COUNTY and the TOWN by the CONSULTANT under the terms of this Contract. ARTICLE 14 - EXCUSABLE DELAYS The CONSULTANT shall not be considered in default by reason of any failure in performance if such failure arises out of causes reasonably beyond the control of the CONSULTANT or its subcontractors and without their fault or negligence. Such causes include, but are not limited to: acts of God; natural or public health emergencies; labor disputes; freight embargoes; and abnormally severe and unusual weather conditions. Upon the CONSULTANT'S request, the COUNTY and the TOWN shall consider the • facts and extent of any failure to perform the work and, if the CONSULTANT'S failure to perform was without it or its subcontractors fault or negligence, the Contract Schedule and /or any other affected provision of this Contract shall be revised accordingly; subject to the COUNTY'S ant the TOWN's rights to change, terminate, or stop any or all of the work at any time. ARTICLE 15 - ARREARS The CONSULTANT shall not pledge the COUNTY'S and the TOWN's credit or make it a guarantor of payment or surety for any contract, debt -, obligation, judgement, lien, or any form of indebtedness. The CONSULTANT further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract. ARTICLE 16 - DISCLOSURE AND OWNERSHIP OF DOCUMENTS The CONSULTANT shall deliver to the COUNTY's and the TOWN's representative for approval and acceptance, and before being eligible for final payment of any amounts due, all documents and materials prepared by and for the COUNTY or the TOWN under this Contract. • 8 All written and oral information not in the public domain or not previously known, and all information and data obtained, developed, or supplied by the COUNTY or the TOWN or at its expense will be kept • confidential by the CONSULTANT and will not be disclosed to any other party, directly or indirectly, without the COUNTY'S or the TOWN's prior written consent unless required by a lawful order. All drawings, maps, sketches, programs, data base, reports and other data developed, or purchased, under this Contract for or at the COUNTY'S and the TOWN's expense shall be and remain the COUNTY'S and the TOWN's property and may be reproduced and reused at the discretion of the COUNTY and the TOWN. The COUNTY, the TOWN and the CONSULTANT shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law). All covenants, agreements, representations and warranties made herein, or otherwise made in writing by any party pursuant hereto, including but not limited to any representations made herein relating to disclosure or ownership of documents, shall survive the execution and delivery of this Contract and the consummation of the transactions contemplated hereby. ARTICLE 17 - INDEPENDENT CONTRACTOR RELATIONSHIP The CONSULTANT is, and shall be, in the performance of all work services and activities under this Contract, an Independent Contractor, and not an employee, agent, or servant of the COUNTY and the TOWN. All persons • engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONSULTANT'S sole direction, supervision, and control. The CONSULTANT shall exercise control over the means and manner in which it and its employees perform the work, and in all respects the CONSULTANT'S relationship and the relationship of its employees to the COUNTY and the TOWN shall be that of an Independent Contractor and not as employees or agents of the COUNTY or the TOWN. The CONSULTANT does not have the power or authority to bind the COUNTY or the TOWN in any promise, agreement or representation other than specifically provided for in this agreement. ARTICLE 18 - CONTINGENT FEES The CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT to solicit or secure this Contract and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, gift , or any other consideration contingent • upon or resulting from the award or making of this Contract. 9 ARTICLE 19 - ACCESS AND AUDITS The CONSULTANT shall maintain adequate records to justify all charges, . expenses, and costs incurred in estimating and performing the work for at least three (3) years after completion of this Contract. The COUNTY and the TOWN shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the CONSULTANT'S place of business. ARTICLE 20 - NONDISCRIMINATION The CONSULTANT warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex,. age, national origin, ancestry, marital status, or sexual orientation. ARTICLE 21 - ENFORCEMENT COSTS If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable as court costs (including, without limitation, all such fees, costs and expenses incident to • appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. ARTICLE 22 - AUTHORITY TO PRACTICE The CONSULTANT hereby represents and warrants that it has and will continue to maintain all licenses and approvals required to conduct its business, and that it will at all times conduct its business activities in a reputable manner. Proof of such licenses and approvals shall be submitted to the COUNTY's and the TOWN's representative upon request. ARTICLE 23 - SEVERABILITY If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. • 10 ARTICLE 24- PUBLIC ENTITY CRIME • As provided in F.S. 287.132 -133, by entering into this contract or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the.date hereof. This notice is required by F.S. 287.133(3)(a). ARTICLE 25 - MODIFICATIONS OF WORK The COUNTY and the TOWN in accordance with the Interlocal Agreement reserves the right to make changes in Scope of Work, including alterations, reductions therein or additions thereto. Upon receipt by the CONSULTANT of the COUNTY'S and the TOWN's notification of a contemplated change, the CONSULTANT shall, in writing: (1) provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the COUNTY of any estimated change in the completion date, and (3) advise the COUNTY and the TOWN if the contemplated change shall effect the CONSULTANT'S ability to meet the completion dates or schedules of this Contract. If the COUNTY and the TOWN so instructs in writing, the CONSULTANT shall • suspend work" on that portion of the Scope of Work affected by a contemplated change, pending the COUNTY'S and the TOWN's decision to proceed with the change. If the COUNTY and the TOWN elect to make the change, the COUNTY and the TOWN shall initiate a Contract Amendment and the CONSULTANT shall not commence work on any such change until such written amendment is signed by the CONSULTANT and approved and executed by the Board of County Commissioners for Palm Beach County and the Jupiter Town Council. ARTICLE 26 - NOTICE All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the COUNTY and the TOWN shall be mailed to: PALM BEACH COUNTY P.O. BOX 1989 WEST PALM BEACH, FL 33401 ATTN: PATRICK MILLER DEPUTY COUNTY ADMINISTRATOR • 11 • TOWN OF JUPITER 210 MILITARY TRAIL JUPITER, FL 33458 ATTN: THOMAS BAIRD, ESQ ATTORNEY FOR THE TOWN OF JUPITER and if sent to the CONSULTANT shall be mailed to: HARRY GOODHEART, III MEDIATION RESOURCES, INC. 17507 WATERLINE ROAD BRADENTON, FL 34202 ARTICLE 27 - ENTIRETY OF CONTRACTUAL AGREEMENT The COUNTY, the TOWN and the CONSULTANT agree that this Contract sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto in accordance with Article 26 - • Modifications of Work. ARTICLE 28- COUNTERPARTS This Contract may be executed in one or more counterparts, each of_which shall be an original, but together such counterparts shall constitute only one instrument. i 12 r IN WITNESS WHEREOF, the Board of County Commissioners of Palm Beach County, Florida and the Town of Jupiter have made and executed this Contract on behalf of the COUNTY, the TOWN and CONSULTANT has hereunto • set its hand the day and year above written. ATTEST: PALM BEACH COUNTY DOROTHY H. WILKEN, Clerk BOARD OF COUNTY COMMISSIONERS: By: By: Deputy Clerk Chair ATTEST: TOWN OF JUPITER BY' BY Town Clerk Mayor WITNESS: CONSULTANT: Signature Company Name Name (type or print) Signature Typed Name APPROVED AS TO FORM Title AND LEGAL SUFFICIENCY By (corp.seal) County Attorney G: \COMMON \WPDATA \LANDUSE \CSTEWART \MEDIATOR \CONTRACT.HG UPDATED 7/19/96 13 AUG -1 -1996 1 3 EMERGENCY MANAGEMENT 561 689 bbLtW IN WITNfSB WNERE01% the parties set forth below have duly ex�C�ted this Agreement on the date set forth below! R 9 4 1059 AT iICST t BOARD OF CL' R81'H0ZAW. HAP" or >1tX FLORIDA and of County Commimioness ,.� ' � ,� AU 1 519$4 By =I , .t- 'te B . Deputy Cl e r O ' s "¢C,at 'o B � f 5 "� NAIR, PALM 3; COUNTY ®� COUNTY, � AppROVFo AS TO Q O '�'�� COM MISSIONERS `� p ;q office of the A ttorney ExpcuT v BY THE FOLWWING PXRTICIPATING LOCAL GOVERNMENT: IN COUNTY (attach authorizing resolution or ordinance andi, insurance letter or resoluti for each) by a q 6 po llitileal , SwAivision Auth orized Offi ial Date ON r ; I n CO I' I ACK*0 AND AGREED BY THS DIVISION OF EMERGENCY VANAGEXENT Difector i 22 1, :I, MUTUAL AID AGREEMENT • FOR EMERGENCY RESPONSE /RECOVERY APPENDIX A Date: July 17th, 1996 t � Name of Government: Village of Tequesta Mailing Address: P. 0. Box 3273 City, State, Zip: Tequesta, FL 33469 -0273 Authorized Representative to Contact for Emergency Assistance: Primary Representative Name: Stephen J. Allison Title: Chief of Police Address: 357 Tequesta Drive Day Phone: 561 - 575 -6215 Night Phone: 561 - 575 -6210 FAX No.: 561 - 575 -6218 • 1st Alternate Representative Name: Thomas G. Bradford Title: Village Manager Address: 357 Tequesta Drive Day Phone: 561 - 575 -6201 Night Phone: 561 - 575 -6210 FAX No.: 561- 575 -6203 2nd Alternate Representative Name: James W. Weinand Title: Fire Chief Address: 357 Tequesta Drive Day Phone: 561 - 575 -6255 Night Phone: 561 - 575 -6210 FAX No.: 561 - 575 -6203 • hxf t 21. 1991 REQUIRED INFORMATION Each request for assistance shall be accompanied by the following information, to the extent known: 1. General description of the damage sustained: 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transportation, communications, public works and • engineering, building, inspection, planning and information assistance, mass care, resource support, health and other medical services, search and rescue, etc.) and the particular type of assistance needed: • 24 • REQUIRED INFORMATION (continued) 3. Identification of the public infrastructure system for which assistance is needed (e.g. sanitary sewer, potable water, streets, or storm water systems) and the type of work assistance needed: 4. The amount and type of personnel, equipment, materials, and supplies needed and a reasonable estimate of the length of time they will be needed: • 5. The need for sites, structures or buildings outside the Requesting Party's political subdivision to serve as relief centers or staging areas for incoming emergency goods and services: • 25 wit 21. 19% • REQUIRED INFORMATION (continued) 6. A specific time and place for a representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. • • 26 April 27, 19% ACKNOWLEDGMENT To be completed by each Assisting Party. NAME OF ASSISTING PARTY: AUTHORIZED REPRESENTATIVE: CONTACT NUMBER /PROCEDURES: 1. Assistance To Be Provided: Resource Type Amount Assignment Est. Time Arrival • 2. Availability of Additional Resources: 3. Time Limitations, if any: • 27 . r October 21, 1994 • MODIFICATION 01 TO STATEWIDE MUTUAL, AID AGREEMENT WHEREAS, the undersigned fttmt-ajy /Municipality (strike one), along with the Department of Community Affairs, Division of Emergency Management (DEN) and various other counties and munici- palities in the State of Florida, has entered into the Statewide Mutual Aid Agreement for Catastrophic Response and Recovery (the Agreement); and WHEREAS, the parties to the Agreement are desirous of amending the Agreement, to revise provisions regarding the handling of workers' compensation claims and to clarify and correct certain other terms and conditions; NOW, THEREFORE, the undersigned signatories agree: • 1. The title of the Agreement is revised to read: "State- wide Mutual Aid Agreement." 2. The introductory paragraph is revised to read: "THIS AGREEMENT IS ENTERED INTO BETWEEN THE STATE OF FLORIDA, DIVISION OF EMERGENCY MANAGEMENT, AND BY AND AMONG EACH COUNTY AND NUNICI- POLITY THAT EXECUTES AND ADOPTS THE TERMS AND CONDITIONS CON- TAINED HEREIN, BASED UPON THE FOLLOWING FACTS:". 3. The first sentence of SECTION 1. DEFINITIONS paragraph A. "AGREEMENT" i:. revised to read: "the Statewide Mutual Aid Agreement." The remainder of that paragraph is unchanged. 4. SECTION 1. pEFINITIONS paragraph D. "AUTHORIZED REPRESENTATIVE" is revised to read: "An employee of a participat- 1 :6 WV 9l 8"S 33 October 21, 1991 ing government authorized in writing by that government to • request, offer, or provide assistance under the terms of this Agreement. The list of authorized representatives for the participating government executing this Agreement shall be attached hereto as 'Exhibit A,' and shall be updated as needed by each participating government." 5. SECTION 1. DEFINITION , paragraph H. "PARTICIPATING GOVERNMENT" is revised to read: "The State of Florida, any county which executes this Agreement and supplies a complete, executed copy to the Division, and any municipality which executes this Agreement and supplies a complete, executed copy to the Divi- sion." 6. A new paragraph K. is added to SECTION I. DEFINITIONS to read as follows: "K. 'MAJOR DISASTER'- a disaster that will • likely exceed local capabilities and require a broad range of state and federal assistance." 7. The initial, unnumbered, paragraph of SECTION 2. PRQg DUKES is revised to read: When a Participating Government either becomes affected by, or is under imminent threat of, a major disaster, it may invoke emergency related mutual aid assistance either by: (i) declaring a state of local emergency and transmitting a copy of that declaration to the Assisting Farty, or to the Division, or (ii) by orally communicating a request for mutual aid assis- t • October 21, 1994 tance to the Assisting Party or to the Division, fol- lowed as soon as practicable by written confirmation of said request. Mutual aid shall not be requested by any Participating Government unless resources available within the stricken area are deemed inadequate by that Participating Government. Municipalities shall coordi- nate requests for state or federal assistance with their County Emergency Management Agencies. All re- quests for mutual aid shall be transmitted by the Authorized Representative or the Director of the Local Emergency Management Agency. Requests for assistance may be communicated either to the Division or directly to an Assisting Party. Requests for assistance under this Agreement shall be limited to major disasters, • except where the Participating Government has no other mutual aid agreement for the provision of assistance related to emergencies or disasters, in which case a Participating Government may request assistance related to any disaster or emergency, pursuant to the provi- sions of this Agreement. 8. SECTION 2. PROCEDURES paragraph C. REQUIRED INFORM - TION, subparagraph, 6 is revised to read: 6. An estimated time and a specific place for a 1 representative of the Requesting Party to meet the 3 • October 21, 1994 personnel and equipment of any Assisting Party. This information may be provided on the form attached as Exhibit "B," or by any other available means. The Division may revise the format of Exhibit "B" subsequent to the execution of this agreement, in which case it shall distribute copies to all Partici- pating Governments. 9. SECTION 2. PROCEDURES paragraph I. WRITTEN ACKNO11L- BDGBMENT, is revised to read: I. RRITTEN ACKNOKLBDGEMUT- The Assisting Party shall complete a written acknowledgment regarding the assistance to be rendered, setting forth the informa- tion transmitted in the request, and shall transmit it by the quickest practical to the Requesting Party or the Division, as applicable, for approval. The form to serve as this written acknowledgement is attached as Exhibit C. The Requesting Party /Division shall respond to the written acknowledgement by executing and return- ing a copy to the Assisting Party by the quickest practical means, maintaining a copy for its files. - 10. SECTION 3. REIMBURSABLE EXPENSES paragraph A. PERSoN- NIL, is revised to read: A. PERSONNEL - During the period of assistance, 4 the Assisting Party shall continue to pay its employees according to its then prevailing ordinances, rules, and regulations. The Requesting Party shall reimburse the Assisting Party for all direct and indirect payroll costs and expenses (including travel expenses) incurred during the period of assistance, including, but not • limited to, employee pensions and benefits as provided by Generally Accepted Accounting Principles (GAAP). However, the Requesting Party shall not be responsible for reimbursing any amounts paid or due as benefits to employees of the Assisting Party under the terms of the Florida Workers# Compensation Act due to personal injury or death occurring while such employees are engaged in rendering aid under this Agreement. Both the Requesting Party and the Assisting Party shall be • responsible for payment of such benefits only to their own employees. 11. SECTION 79 TM is revised to reads This Agreement shall be in effect for one (1) year from the date hereof and shall be renewed in successive one (1) year terms unless terminated upon sixty (60) days advance written notice by the Participating Gov- ernment. Notice of such termination'shall be made in writing and shall be served personally or by registered 5 • mail upon the Director, vivisivn o& �o� yo•• -� •- -•• -,- went, Florida Department of Community Affairs, Talla- hassee, Florida, which shall provide copies to all • other Participating Governments. Notice of termination shall not relieve the withdrawing Participating Govern- ment from obligations incurred hereunder prior to the effective date of the withdrawal and shall not be effective until sixty (60) days after notice thereof has been sent by the Director, Division of Emergency Management, Department of Community Affairs to all other Participating Governments. 12. SECTION 10. SgVERABILITY1 EFFECT ON MER AGREEMENTS .is revised to read: Should any portion, section, or subsection of this Agreement be held to be invalid by a court of competent • jurisdiction, that fact shall not affect or invalidate any other portion, section or subsection; and the remaining portions of this Agreement shall remain in full force and affect without regard to the section, portion, or subsection or power invalidated. In the event that any parties to this agreement have entered into other mutual aid agreements, pursuant to Section 252.40, Florida Statutes or interlocal agreements, pursuant to Section 163.01, plorida y Stat- MI&A those parties agree that said agreements are 6 • superseded by this agreemens vnar svc went assistance and activities performed in major disasters, pursuant to this agreement. IA the event that two or more parties to this agreement have not entered into another mutual aid agreement, and the parties wish to engage in mutual aid, then the terms and conditions of this agreement shall apply unless otherwise agreed between those parties. 13. The document attached to the Agreement and formerly labeled "APPENDIX A," is revised to be titled "EXHIBIT All as indicated in the attached EXHIBIT A. The document attached to the Agreement entitled "REQUIRED IN 0RHATIONO is revised to be titled "EXHIBIT 8'' as indicated in the attached "EXHIBIT 8. The document attached to the Agreement and entitled "ACKNOWLEDGXZNT" is revised to be titled "EXHIBIT C" as indicated in the attached "EXHIBIT C." 14. This Modification shall become effective only as between those counties and municipalities, and the State of Florida, when they have actually executed a copy of the MODIFICA- TION #1 TO STATEWIDE MUTUAL AID AGREEMENT containing identical terms, and when that copy has been executed by the State of Florida, Division of Emergency Management. 7 PUG -12 - 1996 10:13 EMERGENCY MANAGEMENT 561 bby IN WITNESS WHER;EOF, the parties set forth below ha duly executed this Agreement on the plate set forth below: ATTEST: HOARD OF CiZRl{ OF THE CIRCUIT COURT OF C FLORT!7A i a By: L L 8y: Deputy Cle `���UN����� 4G � i rm an - -Ke!f Faster - -.T 8 ,4 `,qpr�� APPROVED AS x FORM: ,�. Off ice of the County Attorney :0: COUNTY, I � ts BYE --- 0 Ft 40 ' ATTEST: �* CITY OF CITY CLERK FLORIDA T ?/ Title 1w o �..._.._ 1 APPROVED AS TO FORM: Office o A --tor ey I Hy. � STA'K'E OF FLORIDA 11 DEPARTMENT OF COMMUNITY AFFAIRS tiZIVZS1" 0 EMERGENCY MANAGEMENT T i!tie i Cl? co !z TOTAL P.03 • STATEWIDE MUTUAL AID AGREEMENT EXHIBIT A Date: July 17th, 1996 Name of Government: Village of Tequesta Mailing Address: P. 0. Box 3273 City, State, Zip: Tequesta, FL 33469 -0273 Authorized Representative to Contact for Emergency Assistance: Primary Representative Name: Stephen J. Allison Title: Chief of Police Address: 357 Tequesta Drive Day Phone: 561 - 575 -6215 Night Phone: 561- 575 -6210 FAX No.: 561 - 575 -6218 • 1st Alternate Representative Name: Thomas G. Bradford Title: Village Manager Address: 357 Tequesta Drive Day Phone: 561 - 575 -6201 Night Phone: 561 - 575 -6210 FAX No.: 561 - 575 -6203 2nd Alternate Representative Name: James W. Weinand Title: Fire Chief Address: 357 Tequesta Drive Day Phone: 561- 575 -6255 Night Phone: 561 - 575 -6210 FAX No.: 561 - 575 -6203 • awaso�• or 6TATYAId2 YOTOAL AID AOREEKEUT RIQUIRE I NTOMATION Each request for assistance shall bo accompanied by,the • following information, to the extent known: 1. General description of the damage sustained: 2. Identification of the emergency service function for which assistance is needed (e.g. fire, law enforcement, emergency medical, transtortation, communications, public works and engi- neering, building, inspection, planning and information assis- tance, mass care, resource support, health and other medical • services, search and rescue, etc.) and the particular type of assistance needed: 10 • a. identification of the public infrastructure system for which assistance is needed (e.g. sanitary sever, potable water, streets, or storm water systems) and the type of work assistance needed: 4. The amount and type of personnel, equipment, materials, and supplies needed and a reasonable estimate of the length of time they will be needed: S. The need for sites, structures or buildings outside the Requesting Party's political subdivision to serve as relief centers or staging areas For incoming emergency goods and servic- es: 11 • 6. An estimated time and specific place for a representative of the Requesting Party to meet the personnel and equipment of any Assisting Party. 12 iM1011 v STATEWIDE MUTUAL AID AGREEMENT ACKNOWLEDGMENT • To be completed by each Assisting Party. NAME OF ASSISTING PARTY: AUTHORIZED REPRESENTA ?IVES CONTACT NUMBER/PROCEDURES: 1. Assistance To Be Provided: Resource Type Amount Assignment Est. Time Arrival 2. Availability of Additional Resources: • 3. Time Limitations, if any: 13