2260 993 Interlocal Agrmnt w/Sem Co Mellonville Sports Complex Trail Restroom6C p �1
INTERLOCAL AGREEMENT BETWEEN
SEMINOLE COUNTY AND THE CITY OF SANFORD .
FOR MELLONVILLE SPORTS COMPLEX TRAIL RESTROOM
THIS INTERLOCAL AGREEMENT is made and entered into by and between
SEMINOLE COUNTY, a charter county and political subdivision of the State of Florida, whose
address is Seminole County Services Building, 1101 East 1st Street, Sanford, Florida 32771, in
this Agreement referred to as "COUNTY," and the CITY OF SANFORD, a Florida municipal
corporation, whose address is 300 North Park Avenue, Sanford, Florida 32771, in this Agreement
referred to as "CITY."
WITNESSETH:
WHEREAS, Section 163.0 1, Florida Statutes (2019), authorizes local governmental units
to make the most efficient use of their powers by enabling them to cooperate with other localities
on a basis of mutual advantage and thereby to provide services and facilities in a manner (and
pursuant to farms of governmental organization) that will accord best with geographic, economic,
population, and other factors influencing the needs and development of local communities; and
WHEREAS, CITY and COUNTY desire to construct a restroom at the Mellonville Sports
Complex Trail as depicted on the site plan attached to this Agreement as Exhibit "A"; and
WHEREAS, COUNTY is willing to pay SEVENTY-FIVE THOUSAND AND 00/100
DOLLARS ($75,000.00) toward the cost of constructing the Restroom, and CITY is willing to pay
the balance of this cost;
NOW, THEREFORE, forand in consideration of the promises, mutual covenants, and
agreements contained in this Agreement by and between the parties and for the mutual benefit of
COUNTY and CITY, and their respective citizens, .the parties agree as follows:
Interlocal Agreement between Seminole County and City of Sanfod
for Mellonville Sports Complex Trail Restroom CfSRT1FIED COPY' GRANT MALAY
Page 1 of 9 CLERIC OF THE CIRCUIT COURT
AND COMPTROLLER
SEMINQLE COUFLORIDA.. .
DEPUTY CLERK
Section 1. Recitals. The foregoing recitals are true and correct and form a material
part of this Agreement upon which the parties have relied.
Section 2. Definitions. The following definitions apply to this Agreement:
(a) "Restroom" means the Restroom to be constructed at the Mellonville Sports
Complex Trail as depicted on the site plan attached to the Agreement as Exhibit "A."
Section 3. COUNTY Responsibilities. COUNTY shall fund SEVENTY-FIVE
THOUSAND AND 00/100 DOLLARS ($75,000.00) toward the cost of the construction of the
Restroom. COUNTY shall pay this amount to CITY within thirty (30) days of CITY submitting
a proper invoice to COUNTY after the completion of the Restroom.
Section 4. CITY Responsibilities.
(a) CITY shall fund the cost of the construction of the Restroom to the extent not
funded by COUNTY as provided in Section 3 -.above.
(b) CITY is responsible for the design of the Restroom, any permitting requirements,
obtaining the construction contractor, and supervising the construction of the Restroom.
Section 5. Insurance Requirements.
(a) Each party shall maintain adequate insurance coverage to protect its own interests
and obligations under this Agreement.
(b) CITY shall require that all contractors employed to perform construction of the
Restroom specified in this Agreement are sufficiently insured and are liable for the payment of
reasonable compensation to COUNTY for property damaged or destroyed during the course of
this construction work. COUNTY has the right to set and modify from time to time the types of
coverages and policy limits for this insurance by written notice to CITY.
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for Mellonville Sports Complex Trail Restroom
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Section 6. Indemnification.
(a) COUNTY expressly acknowledges and accepts its responsibility under applicable
law, and to the extent permitted by law, agrees to indemnify, defend and hold CITY harmless for
loss, damage, or injury to persons or property, arising out of or resulting from COUNTY's
activities under this Agreement, unless such claim or demand arises out of or results from the
negligence of CITY, its servants, agents, employees, or assigns. This provision is not to be
construed as a waiver by COUNTY of its sovereign immunity, except to the extent waived
pursuant to Section 768.28, Florida Statutes (2019), as this statute may be amended from time to
time. To the extent COUNTY has contract employees or agents performing any work on the
Restroom pursuant. to this Agreement, COUNTY shall ensure the contractor has CITY added as
additional insured to the contractor.'s insurance prior to the employee or agent performing any
work pursuant to this Agreement.
(b) CITY expressly acknowledges and accepts its responsibility under applicable law,
and to the extent permitted by law, agrees to indemnify, defend and hold COUNTY harmless for
loss, damage, or injury to persons or property, arising out of or resulting from CITY's activities
under this Agreement, unless such claim or demand arises out of or results from the negligence of
COUNTY, its servants, agents, employees, or assigns. This provision is not to be construed as a
waiver by CITY of its sovereign immunity, except to the extent waived pursuant to Section 768.28,
Florida Statutes (2019), as this statute may be amended from time to time. To the extent CITY has
contract employees or agents performing any work on the Restroom pursuant to this Agreement,
CITY shall ensure the contractor has COUNTY added as additional insured to the contractor's
insurance prior to the employee or agent performing any work pursuant to this Agreement.
Interlocal Agreement between Seminole County and City of Sanfordv
for Mellonville Sports Complex Trail Restroom
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(c) The principles of comparative negligence apply to loss, damage, or injury as
specified in subsections (a) and (b) above where the negligence of both CITY and COUNTY and
their respective servants, agents, employees, or assigns are involved.
(d) The parties further agree that nothing contained in this Agreement may -be
construed or interpreted as denying to any party any remedy or defense available to such- parties
under the laws of the State of Florida, nor as a waiver of sovereign immunity of COUNTY and
CITY beyond the waiver provided for in Section 768.28, Florida Statutes (2019), as this statute
may be amended from time to time.
(e) The waiver of any provision in this Agreement regarding insurance by either party
will not constitute the further waiver of this provision regarding indemnification or the waiver of
any other provision of this Agreement.
Section 7. Employee Status. Persons- employed by CITY in the performance of
services and functions pursuant to this Agreement are deemed not to be the employees or agents
of COUNTY, nor do these employees have any claims to pensions, worker's compensation,
unemployment compensation, civil service, or other employee rights or privileges granted to
COUNTY's officers and employees either by operation of law or by COUNTY. Persons employed
by COUNTY in the performance of services and functions pursuant to this Agreement are deemed
not to be the employees or agents of CITY, nor do these employees have any claims to pensions,
worker's compensation, unemployment compensation, civil service, or other employee rights or
privileges granted to CITY's officers and employees either by operation of law or by CITY.
Section 8. Notice. Any notice delivered with respect to this Agreement must be in
writing and will be deemed to be delivered (whether or not actually received) when (i) hand -
delivered to the persons designated below, or (ii) when deposited in the United States Mail, postage
Interlocal Agreement between Seminole County and City of Sanford
for Mellonville Sports Complex Trail Restroom
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prepaid, certified mail, return -receipt requested, addressed to the person at the address for the party
as set forth below, or such other address or to such other person as the party may have specified
by written notice to the other party delivered according to this section:
As to COUNTY:
Engineering Division/Public Works Department
100 East 1 st Street
Sanford, Florida 32771
As to CITY:
Public Works Department
300 North Park Avenue
Sanford, Florida 32771
Section 9. Governing Law, Jurisdiction, and Venue. The laws of the State of
Florida govern the validity, enforcement, and interpretation of this Agreement. The sole
jurisdiction and venue for any legal action in connection with this Agreement will be in the courts
of Seminole County, Florida.
Section 10. Parties Bound. This Agreement is binding upon and inures to the benefit
of CITY and COUNTY, and their successors and assigns.
Section 11. Conflict of Interest.
(a) The parties shall not engage in any action that would create a conflict of interest in
the performance of its obligations pursuant to this Agreement with the other party or that would
violate or cause third parties to violate the provisions of Part III, Chapter 112, Florida Statutes
(2019), as this statute may be amended from time to time, relating to ethics in government.
(b) Each party hereby certifies that none of its officers, agents, or employees have any
material interest (as defined in Section 112.3 12(15), Florida Statutes (2019), as this statute may be
amended from time to time, as over 5%) either directly or indirectly, in the business of the other
Interlocal Agreement between Seminole County and City of Sanford
for Mellonville Sports Complex Trail Restroom
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party to be conducted here; and that no such person will.have any such interest at any time during
the term of this Agreement.
(c) Each party has the continuing duty to report to the other party any information that
indicates a possible violation of this Section.
Section 12. Dispute Resolution. Either party to this Agreement may notify the other
party that it wishes to commence formal dispute resolution with respect to any unresolved problem
under this Agreement. The parties agree to submit the dispute to a Florida Certified Circuit Court
Civil Mediator for mediation, within sixty (60) days following the date of this notice. In the event
that any dispute cannot be resolved by mediation, it may be filed as.a civil action in the Circuit
Court of the Eighteenth Judicial Circuit of Florida, in and for Seminole County, Florida, which, as
provided in Section 9 above, is the sole venue for any such civil action. The parties further agree
that any such action will be tried to the Court, dnd. the parties hereby waive the right to jury trial
as to such action.
Section 13. Entire Agreement.
(a) It is understood and agreed that the entire agreement of the parties is contained in
this Agreement, which supersedes all oral agreements, negotiations, and previous agreements
between the parties relating to the subject matter of this Agreement.
(b) Any alterations, amendments, deletions, or waivers of the provisions of this
Agreement will be valid only when expressed in writing and duly signed by both parties, except
as otherwise specifically provided in this Agreement.
Section 14. Assignment. This Agreement may not be assigned by either party without
the prior written approval of the other party.
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Section 15. Severability. If any provision or application of this Agreement to any
person or circumstance is held invalid, then it is the intent of the parties that the invalidity will not
affect other provisions or applications of this Agreement that can be given effect without the
invalid provision or application, and to this end the provisions of this Agreement are declared
severable.
Section 16. Public Records Law.
(a) CITY and COUNTY acknowledge each other's obligations under Article 1,
Section 24, Florida Constitution and Chapter 119, Florida Statutes (2019), as this statute may be
amended from time to time, to release public records to members of the public upon request. CITY
and COUNTY acknowledge each other is required to comply with Article 1, Section 24, Florida
Constitution and. Chapter 119, Florida Statutes (2019), as this statute may be amended from time
to time, in the handling of the materials created under this Agreement and that this statute controls
over the terms of this Agreement.
(b) Failure to comply with this Section will be deemed a material breach of this
Agreement, for which the non -breaching party may terminate this Agreement immediately upon
written notice to the breaching party.
Section 17. Equal Opportunity Employment. CITY and COUNTY shall not
discriminate against any employee or applicant for employment for work under this Agreement
because of race, color, religion, sex, age, disability, or national origin. CITY and COUNTY shall
take steps to ensure that applicants are employed, and employees are treated equally during
employment, without regard to race, color, religion, sex, age, disability, or national origin. Equal
treatment includes, but is not limited to, the following: employment; upgrading, demotion or
Interlocal Agreement between Seminole County and City of Sanford
for Mellonville Sports Complex Trail Restroom
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transfer; recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship.
Section 18. Counterparts. This Agreement may be executed in any number of
counterparts each of which, when executed and delivered, constitutes an original, but all
counterparts together constitute one and the same instrument.
Section 19. Headings and Captions. All headings andcaptions contained in this
Agreement are provided for convenience only, do not constitute a part of this Agreement, and may
not be used to define, describe, interpret, or construe any provision of this Agreement.
Section 20. Effective Date. The Effective Date of this Agreement will be the date when
the last party has properly executed this Agreement as determined by the date set forth immediately
below the respective signatures of the parties.
Section 21. Term. The term of this Agreement begins on the Effective Date and. ends
upon the earlier of one ( 1) year from the Effective Date or the completion of the Restroom, unless
extended by mutual agreement of COUNTY and CITY.
IN WITNESS WHEREOF, the parties have made and executed this Agreement for the
purposes stated above.
ATTEST: CITY IF SAN O
By:
TRACI HOUCHIN, MMC, FCRN City Clerk A ,f Iv ayor
q ~�
Date:
For the use and reliance of the Sanford City
Commission.
Annroved as to form and legality .
W L. COLBERTg Cit} Attorney
FO
F
Agr nent between Seminole County and City of Sanford
for Mellonville Sports Complex Trail Restroom
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.T.'
V'�.
CJRAMrVXL6t,
tp Clerk, oard of
;�'•.. County Qdmr>xissioners of
'✓.,S tnixz �d mty, Florida.
.'i.
Fora the uge and reliance of
Seminole County only.
Approved as to form and
legal s4ficiency.
County Attorney
BOARD OF COUNTY COMMISSIONERS
SEMINOLE COUNTY, FLORA
By:
JAY
Chairman
<::6 2`;-2C�2-P
As authorized for execution by the Board of
County Commissioners at its August 25 ,
2020, regular meeting.
DGS/dre
7/7/20
Exhibit "A" — Site Plan
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