HomeMy WebLinkAboutDocumentation_Regular_Tab 15_06/08/2017 345 Tequesta Drive 561-768-0700
Tequesta, FL 33469 _ �`' www.tequesta.org
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ENGAGEMENT OF MARCUM LLP
To: Michael R. Couzzo, Village Manager
From:Christopher Quirk, Finance Director
5/19/17
Re: Marcum Accountants and Advisors
I respectfully present the following memorandum to the Village Manager.
Extension for one year the contract for auditing services for the year ending September 30, 2017 for the
Village of Tequesta, Florida.
Vice-Mayor Vince Arena 1�Iajror��bbj�Breunan Council Member Tom Paterno
Council Vlember Steve Okun Council IVlember Frank D'rlmbra
Villav�e Nlaiiiger l�lichael Couzzo
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ACCOUfVTANTS � ADVISOFtS
Febzuary 20,2�17
Hanorable Mayor,Village Council and Village Manager
Village of Tequesta
345 Tequesta Drive
Tequesta,Florida 33469
Re: Engagement of Marcum LLP
We are pleased ta confirm our understa.nding of the services Marcum LLP("Marcum,"the"Firm,"
"we,""us"or"Qur")are to provide the ViIlage of Tequesta(the Village)(the"Organization,""you"
or"your") for the year ending September 30, 2017. We will audit the financial statements of the
governmental activities,the business-type activities,each major fund,and the aggregate remaining
fund information, including the related notes to the financial statements, which collectively
comprise the basic financial statements of the Village as of and for the year ending September
2417. Accounting standards generally accepted in the United States of America provide for certain
required supplemantary information (RSI), such as management's discussion and analysis
{MD&A),ta supplement the Village's basic financial staternents. Such information, althoug�not
part of the basic financial statements, is required by the Govemmental Accounting Standards
Board vvho considers it to be an essential part of financial reporting for placing the basic financiai
statements in an appropriate operational, economic, or historical cantext. As part of our
engagement, we will apply certain limited procedures to The Village's RSI in aceordance with
auditing standards generaily accepted in the United States of America.These limited procedures
will consist of inquiries of management regarding the methods of preparing the information and
comparing the infornaa�ion for consistency with management's responses to onr inquiries,the basic
financial statements, and other knowledge we abtained during our audit of the basic �nancial
statements. We will not express an opinion or provide any assurance on the information because
the limited procedures do not provide us with sufficient evidence to express an opinion or provide
any assurance. The fallowing RSI is required by generally accepted accounting principles and will
be subjected to certain limited procedures,but will not be audited:
1} Management's Discussion and A.natysis
2} 8cheduie of Changes in the Village's Net Pension Liability and Related Ratios
3) Schedule of Village's Contributions—Pensions
4} Schedule of investment Returns-Pensions
5} Schedule of Funding Progress—OPEB
6} Bndgetary Camparison Schedules
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MMRCl1MGRC7UP
MEMBER
Mareum�4p • 525 Okeechobee Boufevard � Suite 750 ■ West Palm Beach,Florida 33401 � �one 5fi1.653.7300 ■ Fax 561.653.7301 ■ met'CUm11p.COm
Village of Tequesta
February 20,2017
Page 2
We have aiso been engaged to report on supplementary information other than RSI that
accompanies Village's financial statements. We will subject the following supplementary
information to the auditing procedures applied in our audit of the basic financial statements and
certain additional procedures, including comparing and reconciling such informatian directiy ta
the underlying accaunring and other records used to prepare the financial sCaternents or to the
financial statements themselves, and other additional procedures in accardance with auditing
standards generally accepted in the United States of America, and will provide an opinion on it in
relation to the basic financial statements as a whole :
1) Combining and Individual Fund Financial Statements and Schedules
2) Schedule of Expenditures of Federal Awards and State Financial Assistance,as applicabie
The following other information accompanying the basic financial statements wilI not be subjected
to the audiring procedures applied in aur audit of the financial staternents,and our auditors'report
will not provide an opinion or any assurance on that other information.
1} Introductory Section
2} Statistical Section
Audi#Objectives
The objective of our audit is the expression of opinions as to whether your basic fmancial
statements are fairly presented,in all material respects,in conformiry with U.S.generally accepted
accounting principles and to report on the fairness of the supplementary information referred to in
the second paragraph when considered in relation to the financial statements as a whole, The
objective also includes reporting on:
� Internal control over financial reporting and compliance with provisions of laws,
regulations, contracts, and award agreements, nanaompliance with which could have a
material effect on the financial sta.tements in accordance wi�h Government Auditiug
Standards.
• Internal control over compliance related to major prograrns and an opinian (or disclairner
of opinion}on compliance with federal statutes, regulations,and the terms and canditions
af federal awards that could have a direct and material effect on each major program in
accordance with the Singie Audit Act Amendments of 1996 and Title 2 U.S. Code of
Federal ReguIations {CFR} Part 200, Unifarm Adrninistrative Requirements, Cost
Principles, and Audit Requirements for Federal Awards (Uniform Guidance}. The
Government Auditing Standards report on internal control over financial reporting and on
compliance and other rnatters will include a paragraph that states that (1) the purpase of
the report is solely to describe the seope of testing of intern.al cantrol and compliance and
the results af that testing, and not to provids an opinion on the effectiveness of the entity's
internal control or on compliance,aiad(2}the report is an integral part of an audit perFormed
Viilage of Tequesta
February 20,2017
Page 3
in accordance with Government Auditing Standards in considering the en�ity's internal
control and compliance.The Uniform Guidance report on internal control over compliance
will include a paragrapb that states tha.t the puzpose of the report on internal control over
compliance is solely to describe the scope of testing of internal control over campliance
and tha results of that testing based on the requirements of the Uniform Guidance (and
Rules of the Auditor General of the State of Ftorida),as appIicable. Both reparts will state
that the report is not suitable for any other purpose
Our audit wilI be canducted in accordance with auditing standards generally accepted in the United
States of America;the standards for financiai audits contained in Government Auditing Standards,
issued by the Comptroller General of the United States; the Single Audit Act Amendments af
1996; fihe provisians of the Uniform Guidance,the Florida Single Audit Act and Chapter 10.55U,
Rules of the Auditor General of the State of Florida and will include tests of accounting records,a
determination of major program(s) in accordance with the Uniform Guidance, the Florida Single
Audit Act, Chapter 10.550, Rules of tlie Anditor General for the State of Florida Act and other
pracedures we consider necessary to enable us to express such opinions. We will issue written
reports upon completion of our Single Audit. Our reports will be addressed to the Mayor,Council
and Village Manager of tbe Village.
We cannot provide assurance that unmodified apinions will be expressed.Circuxnstances may arise
in which it is necessary for us to modify our opinions or add emphasis-of-matter or other-matter
paragraphs. If our opinions on the financial statements or the Single Audit compliance opinions
are other than unmodified,we wi11 discuss the reasons with you in advance. If,for any reason,we
are unable to compiete the audit or are unable to form ar have not formed opinions,we may decline
to express opinions or issue reports,or may withdraw from this engagement.
Audit Procedures—General
An audit includes examining, on a Cest basis, evidence supporting the amaunts and disclQsures in
the financial statements; therefore, our audit will invoive judgment about the number of
transactions to be examined and the areas to be tested. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of significant accounting
estimates made by rnanagement, as vvell as evaluating the overall presenta.tion of the fmancial
sfa.tements. We will plan and perform the audit to obtain reasonable rather than absolute assurancs
about whether the financial statemen�s are free of material misstatexnent,whether from(1}errors,
(2) fraudulent financial reparting, (3) misappropriation of assets, or (4) violations of laws or
governmental regulations that are attributable to the Village or to acts by management or
employees acting on behalf of the Village. Beaause the determination of abuse is subjective,
Government Auditing Sta�dards do not expect auditors to provide reasonabie assurance of
detecting abuse.
Village of Tequesta
February 20,2017
Page 4
Because of the inherent limita.tions of an audit, combined with the inherent limitation of internal
control,and because we will not perform a detailed examination of all transactions,there is a risk
that material misstatements or noncompliance may exist and not be detected by us, even though
the audit is properly planned and performed in accordance with U,S. generally accepted audifing
standards and Government Auditing Standards. In addition, an audit is not designed to detect
immaterial misstatements or vialations of laws or governrnental regulatians that do not have a
direct and material effect on the f�nancial statements or xnajor programs. However,we will inform
the appropriate level of management of any material errors, any fraudulent financial reporting, ox
misappropriation of assets that come to our attention. We will also inform the appropriate level of
managernent of any violations of Iaws ar govemmental regulations that come to our attention,
unless clearly inconsequential and of any material abuse that comes to our attention. We will
include such matters in the repoxts required for a Single Audit. Our responsibility as auditors is
limited to the periad covered by our audit and does nat extend to any later periods for which we
are not engaged as auditors.
Our procedures will include tests of documentary evidence supporting the transactions reeorded
in the accounts, and may include tests af tha physical existence of inventories, and direct
confirmation of receivables and certain other assets and liabilities by correspondence with selected
individuals, funding sources, creditors, and �nancial institutions. We will request written
representations frorn the Village's attarneys as part of the engagement, and they may bill Che
Village for responding to this inquiry.At the conclnsion of aur audit,we will require certain written
representations from yau about your responsibilities for the financiai statements; schedule of
expenditures of federal awards and state�nancial assistance,if applicable; compliance with laws,
regulations, contracts, and grant agreements; and other responsibiiities required by generally
accepted auditing standards.
Audit Pracedures-Internal Controls
Our audit will include obtaining an understanding of the entity and its enviranment, including
internal control, sufficient ta assess the risks of material misstatement of the basic �nancial
statements and to design the nature, timing, and extent of fixrther audit procedures. Tests of
controls may be performed to test the effectiveness of certain controls that wa consider relevant to
preventing and detecting errors and fraud that are material to the fmancial statements and to
preventing and detecting misstatemsnts resulting from illegal acts and other noncompliance
matters tbat have a direct and material effect on the financial staternents. Our tests, if performed,
will be less in scope than wauld be necessary to render an opinion on internal control and,
accordingly, no opinion will be expressed in our raport on internal contral issued pursuant to
Government.4uditing Sfandards.
As required by the Uniform Guidance,the Florida Single Audit Act,Chapter 1 Q.550,Rules of the
Audicor General for the State of Florida Act we will perform tests of controls over compliance to
evaluate the effeetiveness of the design and operation af controls that we consider relevant to
prevencing or detecting material noncompliance with compliance requirements applicable to each
Village of Tequesta
February 20,2017
Page 5
major federal or state award program. Havvever, our tests will be less in scape than wauld be
necessary to render an opinion on those controls and,accordingly,no opinion will be expressed in
our report on internal control issued pursuant to the Uniform Guidance, the Florida Single Audit
Act,Chapter 10.550,Rules of the Auditor General for the State of Ftorida Act.
An audit is not designed ta provide assuranee on internal control or to identify signifcant
deficiencies ar material wealrnesses. However, during the audit, we will communiaate to
rnanagement and those charged with governance internal control related matters that are required
to be cominunicated under AICPA professionai standards, Government Auditing Standards, and
the Uniform Guidaaae the Florida Single Audit Act,Chapter 10.550,Rules of the Auditor General
of the State of Florida.
Audit Procedures-Compliance
As part of abtaining reasonable assurance abaut whether the basic financial statements are free of
material misstatement, we will perform tests af the VitIage's compliance with pravisian af
applicable laws,regulations,contracts,and agreernents,including grant agreements. However,the
objective of�ose procedures will not be to provide an opinion on overall compliance and we will
n.ot express such an opinion in our report on compliance issned pursuant to Government Auditing
Standards.
Uniform Guidance, and the Florida Single Audit Act requires that we also plan and perform the
audit to obtain reasonable assurance about whether the auditee has complied with applicable laws
and regulations and the provisions of contracts and grant agreements applicable to znajor programs.
Our procedures will consist of tests of transactions and other applicable procedures described in
the OMB Compliance Supplement and State Compliance Supplement, if applicable for the tyges
of compliance requirements that cauld have a direct and material effect on each of the Village's
major programs. The purpose of these prooedures will be to express an opinion on the Village's
compliance with requirements applicable to each of its maj or programs in our report on compliance
issued pursuant to the Uniform Guidance,the Floricia Single Audit Act,Chapter 10.550,Rules of
the Auditor General of the State of Florida.
Management Responsib�lities
Management is responsible for (1) establishing and maintaining effective internal controls,
including internal c�ntrols over compliance,and far evaluating and monitoring ongoing activities;
ta help ensure that appropriate goals and objectives are met; {2) following laws and regulations;
(3) ensuring that there is reasonable assuranee that government programs are administered in
compliance with compliance requirements; and (4) ensuring that management and financial
information is reliable and properly reported. Management is also responsible for implementing
systems designed to achieve compliance with applicable laws, regulations, con�racts, and grant
agreements. You are also responsible for the selection and application of accounting principles;
far the prepara�.on and fair presentation of the financial statements, schedule of expenditures of
federal awards and stats financial assistance, if applicable and all accompanying information in
Village of Tequesta
February 20, 2017
Page 6
conformity with U.S.generally accepted accounting principles;and for compliance with applicable
taws and regulations and the provisions of contracts and grant agreements.
Management is also responsibls for making aIl fmancial records and related information available
to us and for the accuracy and completeness of that infornnation. You are alsa responsible far
providing us with (1) access to all information of which you are aware that is relevant to the
preparatian and fair presentation of the financial sta.tements, (2) additional information that we
may request for the purpose of the audit, and (3) unrestricted access to persons within the
government from wham we determine it necessary to obtain audit evidence.
Your responsibilities alsa include identifying significant vendor relationships in which the vendor
has responsrbility for program compliance and for the accuracy and completeness of that
information. Your responsibilities iuclude adjusting the basic financial statements to correct
material misstatements and confirming to us in the managernent representation letter that the
effects of any uncorrected m.isstatements aggregated by us during the current engagement and
perta�ixaing to the latest period presented are immaterial,bath individually and in the aggregate,to
the financial statements taken as a whole.
You are responsible for the design and implementatian of programs and controls to prevent and
detect fraud, and for informing us about a11 known ar suspected fraud affectang the government
involving (1) managernent, (2) ernployees who have significant roles in internal control, and(3)
others where the fraud or iIlegal acts could have a material effect on the financial statements. Your
responsibilities include informing us of yaur lcnowledge of any allegations af fraud or suspected
fraud affecting the Village's received in communicarions from employees, former employees,
grantors, regulatars, or others. In addition, you are respansible far identifying and ensuring that
the Village cornplies with applicable laws, regulations, contracts, agreements, and grants.
Management is also responsible for taking timely and appropriate steps to remedy fraud and
noncompliance with provisions of laws,regulations,contracts,and grant agreements,or abuse that
we report. Additionally, as required by the Uniform Guidanee and Sta.te Single Audit
Requixements, it is management's responsibility to follow up and take corrective action on
reported audit findings and to prepare a suminary schedule af priar audit findings and a corrective
action plan. The summary schedule of prior audit findings should be available for our review
during field work,if applicable.
You are responsible for identifying a11 federal awards and state financial assistance, if applicable
received and understanding and aomplying with the compliance requirements and far the
preparation of the schedule of expenditures uf federal awards and state financiai assistance, if
applicable(including notes and noncash assistance)in canfarmity with the Uniform Guzdance and
The Florida Single Audit Act. You agree to include our report on the schedule of expenditures of
federal awards and state financial assistance, as applicable, in any document that contains and
indicates that we have reported on the schedule of expenditures of federai awards and state
financial;assistance,if applicable.Your responsibilities include acltnowledging to us in the written
representation letter that(1) you are responsible for presentation of the schedule of expenditures
Village of Tequesta
February 20,2017
Page 7
af federal awards and state financial assistance in accordance with the Uniform Guidance, the
Florida Single Audit Act, Chaptar 1Q.550, Rules of tbe Auditor General for the State of Florida
Act.; (2)you believe the schedule of expenditures of federal awards and state financial assistance,
if applicable, including its form and content, is fairly presented in accorc[ance with Uniform
Guidance,the Florida Single Audit Act,Chapter 1 Q.550,Rules of the Auditor General of the State
of Florida; (3)the methods of ineasurement or presentation have not changad fram those used in
the prior period(or,if they have changed,the reasons for such changes);and{4}you have disclosed
to us any significant assumptions or interpretations underlying the measurement or presentation of
the schedule of expenditures of federal awards and state financial assistance, if applicable.
You are also responsible far the preparation of the other supplementary information which we
have been engaged to report on,in conformity with U.S.generally accepted accounting principles.
You agree to include our repart on the supplementary information in any documet�t that contains
and indicates that we have reported on the supplementary information.You also agree to [include
the audited fina�acial statements with any presentation of the supplementary information that
includes our report thereon OR mal�e the audited financial statements readily available to users af
the supglementary inforxnation na later than the date the supplementary information is issued with
our report thereon].Your responsibilities incIude aclrnawledging to us in tha written representation
letter that(1}you are respansible for presentation of the supplementary informatian in accordance
with GAAP; (2) you believe the supplementary information, including its form and content, is
fairly presented in accordance with GAA.P; (3}the methads of ineasurement or presentation have
not changed from those used in the prior period (or, if they have changed, the reasons for such
changes); and (4) you have disclosed to us any significant assumptions or interpretations
underlying the measurement or presentation of the supplementary infarmation_
At the conclusion of the engagement, we will complete the appropriate sections of the Data
Collec#ion Forrn that summarizes our audit findings, if applicable. It is management's
responsibility to submit the reporting package {including financial statements, schedule of
expenditures of federal awards, summary schedule of prior audit findings, auditors' reports, and
corrective action plan)along with the Data Co�lection Form to the federal audit clearinghouse.We
will coordinate with you the electronic submission and certification.If applicable,we will provide
copies of our report for yau to include with the reporting package you wi1l submit to pass-through
entities.The Data Collection Form and the reporting package must be submitted within the ea.rlier
of 30 days after receipt of the auditors' reports or nine months after the end af the audit period,
unless a longer period is agreed to in advance by the cognizant or oversight agency for audits.
Management is responsible for establishing and maintaining a process for tracking khe status of
audit findings and recommendations. Management is also responsible for identifying and
providing report copies of previous financial audits, attestation engagements,performance audits,
or other studies related to the objectives discussed in the Audit Ob�ectives section of this letter.
1'his responsibility includes relaying to us conrective actions taken to address significant findings
and recommendations resulting from those audits,attestation engagements,performance audits,or
Village of Tequesta
February 20,2017
Page 8
studies, You are aIso responsible for providing management's views on our current findings,
conclusions, and recommendatians, as well as your planned corrective actions, for the report, and
for the timing and format for providing that information.
Yau agree to assume all rnanagement responsibilities relating to the financial statements,schedule
of expenditures of federal awards and state financial assistance, if applicabie, reIated notes, and
any other nonaudit services we provide.You will be required to ackuowledge in the management
representation letter our assistance with preparation af the finanaial statements, schedule of
expenditures of federal awards and state financial assistance, if applicable, and relaCed notes and
that you have reviewed and approved the financial statements,scheduie of expenditures of federal
awards and state financial assistance, if applicable, and related notes prior to their issuance and
have accepted responsibility for them. Further, you agree to oversae the nonaudit services by
designating an individual, preferably from senior management,with suitable skill,knowledge, or
experience;evaluate tha adequacy and results of those services;and accept responsibility for them.
We will distribute aur reports at tlae conclusian of the audit ta the Mayor, Village Council and
Village Manager. Unless restricted by Iaw or regulation,or containing privilegad and confidential
information,copies of our reports are ta be made available for pubIic inspection.
With regard to the electronic disseminatian of audited financial statements, including fmancial
statements published electronically on your website, you understand that electronic sites are a
means to distribute informafiaon and, therefore, we are not required to read the information
contained in these sites or to consider the consistency of other informatian in the electronic site
with the original document.
Communication with Those Charged with Governance
As part of our engagement, we a.re responsible far communicating significant matters related to
the audit that are, in our professianal judgment,relevant to your responsibiliries in overseeing the
�nancial reporting process as well as other matters we believe should be communicated to those
charged with governance. Generally accepted auditing standards do not require the auditor to
design pracedures for the purpase af identifying other matters to comrnunicate with those charged
with governance. Such matters include, but are not limited to, (I} the initial selecrion of and
changes in significant accounting policies and their application; (2) the process used by
management in formulating particula.rly sensitive accounting estirnates and the hasis for our
conclusions regarding the reasonableness of those estimates; (3}all passed audit adjustments; (4}
any disagreements with management, whether or not satisfactorily resolved, about mattexs that
individually or in the agg�regate could be significant to the financial statements or our report; (5)
our views about matters that were the subject of management's consultation with other accauntants
about auditing and accounting matters; (6) major issues#hat were discussed with management in
connection with the retention of our services, including, among other matters, any discussions
regarding the application of aceounting principles and auditing standards; (7} serious dif�culties
Village of Tequesta
February 20,2017
Page 9
that we encountered in dealing with management related to the performance of the audit; and(8)
matters relating to our independence as your auditors.
Reproduction of Auditors'Report
If you intend to publish or otherwise reproduce the ftnancial statements an.d ma.ke reference to our
Firm, you agree to provide us with printers'proofs or masters for our review and appraval before
printing. Yau also agree to provide us with a capy of the final reproduced material for our appraval
before it is distributed. In addition,to avoid unnecessary delay or misunderstanding,it is important
that you give us timely notice of your intention ta issue any such document.
If the Village elects to issue public debt and not have us associated with the proposed afFering.We
agree that onr association with the proposed offering is not necessary providing that the Village
agrees to clearly indicate that we are not associated with the contents of any such ofF'icial statement
or memorandurn. The Village agrees that the following disclosure will be prominently displayed
in any such official statement or memorandum.
Marcum LLP has not been engaged to perform,and has not performed,since the date of its report
included herein,any procedures on the financial staternents addressed in that report. Marcum LLP,
also has not performed any procedures relating to this official statement.
Assistance By Your Personnel
We will ask that your personnel, to the extent possible,prepare required schedules and analyses,
and make selected invoices and other required documents available to aur staff. This assistance
by your personnel will serve to facilitate the progress of our work and minimize our time
requirements.
You acknowledge that your c�nfidential infor�nation may be transmitted to us through an
information portal or delivery system established by us ar on our behaIf. Yau shall notify us in
writing of your emplayees,representatives,or other agents to be provided acce�s to such portal or
system; upon the terniination of such status, you shall immediately notify us in writing. You
acknawledge that you are responsible for the actions of your current and former employees,
representatives, or other agents in connection witli the transmission of your information.
Independence
Professional standards require that a firm and its members maintain independence thraughout the
dura�ion of the professional relationship with a client. In order ta preserve the integrity of our
relationship, no offer of employment shaIl be discussed with any Marcum professionals assigned
to the audit,including within the one year period prior to the cammencement of the year-end audit.
Should such an offer of exnployment be made, ar employment commences during the indicated
time period,we will cansider this an indication that our independence has been compromised. As
such, we may be required to recall our auditors' report due ta our lack of independence. In the
event additianal work is required to satisfy independence requirements, such work will be billed
Village of Tequesta
Fehruary 20, 2017
Page 10
at our standarQ hourly rates. Furthermore, we strive to staff your engagement with quality,
superbly trained professionals. In recognition of the extensive investment we have made to recruit
and develop our personnel, we ask that you agree to the following. In the event that any of our
employees accepts a position of employment with your Organization, or any of its related parties
at any time while we are performing services for you or within one year thereafter, you agree to
pay us a placement fee equal to the ernployee's az►nual compensation in effect an the da.te such
employment was contracted. Such fee is payable when the employee accepts such a position,
Access to Working Papers
The working papers prepared in conjunction with ovr engagement are the property of Marcum and
constitute confidential information subject to the Public Records Laws of the Florida Statutes.
These working papers will be retained by us in accordance with applicable laws and with our
Firm's policies and pracedures. However, we may be required, by iaw or regulation, to make
certain working papers available to regulatory authorities for thieir review, and upon request, we
may be required to provide such authorities with photocop�es af selected working papers.
The Firm is required to undergo a"Peer Review" every three yeaxs. During the course of a Peer
Review engagemant, selected working papers and financial reports, on a sample basis, will be
inspected by an outside party an a con�dential basis. Consequently,the accounting and/or auditing
work we performed far yau may be selected. Your signing this letter represents your
acknowledgement and permission to allow such access should yaur engagement be selected far
review.
As a result of our prior or future services to you, we may be required or requested to provide
infarmatian or documents to you or a third-party in connection �vith a legal or administrative
proceeding(including a grand jury investigation) in which we are nut a party. If this occurs,we
shall be entitled to compensation for our time and reimbursement for our reasonable out-of-pocket
expendituras (including legal fees) in complying with such request or demand. This is not
intended, however, t� relieve us of our duty to observe the confidentiality requirements of our
profession.
Therd-Party Service Providers
The Firm may, from time to time, and depending on the circumstanoes, use th.ird-party sezvice
providers to assist us with the audit of your financial statements. We may share confidential
information about you with the third-party service providers,but remain committed to maintaining
the confidentiality of your information. Accordingly, we maintain internal policies, procedures
and safeguards to protect the canfdentiality of your information. Furthermore, the Firm v�rill
remain responsible for the work performed by sueh third-party service providers.
Village of Tequesta
February 20,2417
Page 11
Dispute Resolution Procedure, Waiver of Jury Tria! and Jnrisdiction and Venue for Any
and All Disputes Under This Engagement Letter and Governing Law
AS A MATERIAL INDUCEMENT FOR US TO ACCEPT THIS ENGAGEMENT AND/OR
RENDER THE SERVICES TO THE GUVERNMENT UNIT IN ACCORDANCE WITH
THE PROVISIUNS OF THIS ENGAGEMENT LETTER
This Firm and the Village each �iereby kraowingly, voluntarily and intentionally waive any right
either may have to a trial by jury with respect ta any litigation based hereon, OY QYlSIYLg OY�It Of,
under or in connection�vith this engagement letter andlor the services provided hereurader, or any
course of conduct, course of dealing, statements (w{aether verbal or written) or actions of either
party.
This Firm and the Village each e,xpressly agree and ackreowledge that the Fifteenth Judreial
Circuit eourt, in and for Palm Beach County, Fdorida and the United States District Caurt for the
Southern Dastrict of Fdorida, shall have exclusive and sole jurisdiction and venue for any
respective state or federal actions arising from, relating ta or in connection with this engagement
letter, or any course of conduct, course of dealing, statement or actions af either party.
The terms and provisions of this engagement letter, any course of conduct, coupse of dealing and,
or actton of this Firm and/or the Viddage a�xd our relationship with you shall be governed by the
laws of the State of Florida to the extent said laws are not incora.sistent with the Federal S'ecurities
Laws and Rules, Regulations and Standards there under. In any dittgation brought by either this
Firm or the Village, the prevaiding party shall be entitled to an awapcl of its reasonable attorneys'
fees and costs incu�ed, including through all appeals.
We acknowledge your right to terminate our services at any time, and you acknowledge our right
to resign at any time (incIuding instances where in our judgment, aur independence has been
impaired or we can no longer rety on the integrity of management), subject in either case to our
right to payment for all diract and indi.recC charges incurred thraugh the date of termination or
resignation.
Subject to and without waiver of the provisions of Section 768.28, Flarida Statutes and the above
limitation of monetary liability, the Village hereby indemnifies Marcum LLP and its partners,
principals, and employees, and holds them harmless frorn all claims, lrabilities, losses, and costs
arising as a direct result of a lcnown and intentional misrepresentation of fact that is provided hy
an empioyee ar officer of the Village to the Firm for a matter applicable to the services which are
f.he subject of and being provided by the Firm under this en�agement letter,regardiess of whetber
sucb person was acting in the Village's interest. TYus indemnificatian will survive termination of
this letter of engagement.
Village of Tequesta
February 20, 2017
Page 12
Other Services
We will perform,in accordance with Chapter 10.550,Rules of the Auditor General of the State of
Florida,an examination gursuant to AICPA Professional Standards,AT Section 601,pronnnulgated
by the A�nerican Insntute of Certified Public Accountants regarding the compliance of the
Village's vvith 218.415, Plorida Statutes, Local Government Investznent Policies. There is no
additional cost for this service.
We are always available to meet with you and/or other management personnel at various times
throughout the year to discuss current business, operational, accounting and auditing matters
affecting your Organization. Whenever you feel such meetings are desirable please let us know;
we are prepared to provide services to assist you in any of these areas. We vsrill be pleased,at your
request to attend your Council meetings.
Timeline
Our engagement ends on delivery o£our audit report. Any follow-up services that might be
required will be a separate,new engagement. The terms and conditions of that new engagement
r�vill be governed by a new,specific engagement letter for that service.
Rees
In accordance with our contract with the Village, our fee for these services will be based on the
actual time spent at our discounted hourly rates. Our discounted houriy rates vary according Co
the level of the personnel assigned to your engagement. For the 2017 engagement the fee will be
$60,724(excluding a£ederal or Florida singIe audit). The annual increase has been limited to 2%
per year. �ur fee is based on certain assumptions, including the required assistance described
above. To the e�.tent that certain circumstances include,but not limited to those listed in Appendix
A, arise during the engagernent,our fee estimate may be significantly affected and addifiona.l fees
may be necessary. Additional services provided beyond the described scope of services wilt be
billed separately.
If the Village is required to undergo a single audit in accordance with the Federal Single Audit Act
and the Uniform Guidance during any year of this contract,we will discuss with you the a.dditional
fees which will be depenc�ent on the nurnber of programs determined to be a major program based
on the detertnination required by Uniform Guidance.
If the Village is required to undergo a single audit in accordanoe with the�lorida Single Audi#Act
during any year of this contract, we will discuss with you the additional fees which will ba
dependent on the number of programs determined to be a major program based on the
determination required by the Florida Single Audit Act.
Village of Tequesta
February 20, 2Q17
Page 13
Agreement
This Ietter comprises the complete and exclusive statement of the agreement between the parties,
superseding all proposals aral or written and all ather communications between the parties. If any
provision of this letter is determined ta be unenforceable,aIl other provisions shall remain in force.
It is hereby understood and agreed that this engagement is being undertaken solely for the benefit
of the Village of Tequesta and that no other person or entity shall be authorized to enforce the
terms of this engagement.
If you agree with the terms of aur engagement, as described in this letter, piease sign this PDF
version of the engagement letter and return it to us.
Michael D, Futterman, CPA is the Engagement Partner and is responsible for supervising the
engagement and signing the report or authorizing another individual to sign it.
This agreement is renewable at the option of the Village. We appreciate the opportunity to be of
service to the Village and believe this let�er accurately sumrnarizes the signi�cant terms af our
engagement. If you have any questions,please let us know.
Very truly yours,
Marcum LLP
/l`LL�`wrcL' ��
Michael D.Futterman,CPA
Partner
MDF/cmk
ACCEPTED
T'his letter correctly sets forth the agreement of Village of Tequesta.
Authorized Signatura:
Title:
Date Signed:
APPENDIX A
Village of Tequesta
Circumstances Affecting Timing and Fee Estimate
The estimated fee is based on certain assumptions. Circurnstances may arise during the
engagemem that may significantly affect the targeted completion dates and our fee estimate. As a
resutt, additional fees may be necessary. Such circttmstances include but are not Iimited to the
following:
1. Changes to the tirning of the engagement at your request. Changes to �e timing of the
engagement usually require reassignrnent of personnel used by Mazcum in the performance
of services hereunder. However,because it is often difficult to reassign individuals to other
engagements,Marcum may incur significant unanticipated costs.
2. All requested schedules are nat (a) provided by the accounting personnel an the date
requested, (b} completed in a format acceptable to Marcum(c)rnathematically correct, or
(d) in agreement with the appropriate underlying records (e.g., general ledger accounts),
Marcum will provide the accaunting personnel with a separate listing of required schedules
and deadlines.
3_ Wealrnesses in the internal control.
4. Significant new issues or unforeseen circurnstances as follows:
a. New accounting issues that require an unusual amount of time to resalve.
b. Changes or transactions that occur prior to the issuance of our report.
c. Changes in the Organization's accounting personnel,their responsibili�ies, or their
availability.
d. Changes in auditing requirernents set by regulatars.
5. Significant delays in the accounting personne�'s assistance in the engagement or delays by
them in reconciling varia.nces as requested by Marcum. All invoices, cantracts and ather
documents which we will identify for the Organization, are not Iocated by the accounting
personnel or made ready for our easy access.
6. A signi�cant level of proposed audit adjustments are identified during our audit.
7. Changes in audit scope caused by events that are beyond our control.
8. Untimely payment of our invoices as they are rendered.
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