816-Boating Funds Agrmt AGREEMENT BE~ S~INOLE CO~
~ ~ CI~ OF SEO~ M~TING TO
CO~RIB~ION OF BOATING I~RO~ F~S
FOR BOATING-M~T~ FACILITIES
~IS AGM~ is entered into this /~ day of ~,
19 q~ , by and between S~INOLE CO~, a political subdivision of
the State of Florida, whose address is 1101 East First Street,
Sanford, Florida 32771, hereina~er referred to as the "COUNTY,"
and the CITY OF SANFORD, a Florida municipal corporation, whose
mailing address is Post Office Box 1788, Sanford, Florida 32772-
1788, hereinafter referred to as the "CITY," in pursuance of a
project approved under the ~minole County Boating Improvement
Program (Program).
WI TNE S S E TH:
WHEREAS, Chapter 327, Florida Statutes, subsection 327.25
provides that a portion of the funds received from boat license
fees be returned to County Government to provide recreation channel
markings and public launching facilities and other boating-related
activities; and
WHEREAS, by Seminole County Resolution Number 98-R-244, the
COUNTY established the Seminole County Boating Improvement Program
(PROGRAM); and
WHEREAS, Chapter 163, Florida Statutes, Section 163.01,
Florida Interlocal Cooperation Act of 1969, subsection 163.01(4),
provides that public agencies of the State of Florida may exercise
jointly with any other public agency of the State of Florida, any
power, privilege, or authority which such agencies share in common,
and which each might exercise separately; and
1
WHEREAS, Chapter 163, Florida Statutes, subsection 163.01(5),
provides that a joint exercise of power by such public agencies
shall be made by contract in the form of an interlocal agreement;
and
WHEREAS, both COUNTY and CITY are "public agencies" within the
meaning of Chapter 163, Florida Statutes, Section 163.01; and
WEER~, the CITY is planning to construct the project known
as the Sanford Lakefront Marina Boat Docks (PROJECT) and has
requested funds held by the COL~NTY under the PROGRAM; and
WEEREAS, COUNTY is desl~ous of providing for this boating~
related activity for citizens living throughout the County and
finds that the public health, safety, and welfare will be served
through the construction of the PROJECT by CITY.
NOW, Tf~R~FOR~, in consideration of the mutual covenants,
agreements and promises contained herein, and other good and
valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:
Section l. Recitals. The above recitals are true and correct
and form a material part of the Agreement upon which the parties
have relied. It is understood and expressly agreed that the
policies, procedures, terms and conditions provided under the
PROGRAM established by Seminole County Resolution Number 98-R-244
are incorporated herein and attached hereto as Exhibit "A."
Section 2. Obligations of COUNTY and CITY. The CITY agrees
to construct the PROJECT in accordance with the plans and
specifications prepared by, or under the supervision and review of,
a registered professional architect, engineer or other appropriate
2
professional. The elements of the PROJECT are identified in the
project description, which is attached hereto and incorporated
herein as exhibit "B". The CITY agrees to construct the PROJECT in
accordance with the PROGRAM.
COUNTY agrees to obligate and make available to the CITY the
approved project amount of Forty Thousand Dollars ($40,000.00) for
tl e
the PROJECT authorized by h's Agr ement, subject to the terms of
the PROGRAM. It is understood and expressly agreed that said funds
shall be used exclusively by:CITY for only those.bgating-related
facilities described in the ~OJECT. It is understood and expressly
agreed that funding payments made to CITY by COUNTY shall 'be
subject to the policies, procedures, terms and conditions provided
under the PROGRAM. It is understood and expressly agreed that the
policies, procedures, terms and conditions set forth in the PROGRAM
are made a part of this Agreement. The CITY understands that
there shall be. no reimbursement of funds by the COUNTY for any
expenditure made prior to the execution of the Agreement.
Section 3. Statement of Work.
(a) The CITY, in a manner satisfactory to the COUNTY, shall
perform or cause to be performed all work described or referred to
in Exhibit "B," Such work shall be performed, except as otherwise
specifically stated herein, by persons or instrumentalities solely
under the dominion and control of the CITY.
Section 4. Term. The COUNTY shall reimburse the CITY for the
work described in Exhibit "B," performed or caused to be performed
by the CITY prior to December 31, 1999, subject to the terms of the
PROGRAM. All such work shall be performed in accordance with
12/e/ge
applicable requirements of the Agreement and the PROGRAM~
Reimbursement or payment of funds to the CITY shall be contingent
thereupon. The CITY shall complete all work described in Exhibit
"B," on or before December 31, 1999, unless the Agreement is
otherwise amended or extended by written agreement of the parties.
The Agreement shall be effective, upon execution by both parties°
Section 5. Consideration and Limitation of Costs/Funds. The
CITY shall be reimbursed by the COUNTY for costs in accordance with
the PROGRAM and applicable lawS, rules and regulations in an amount
o sand Dollars ($40,000) for the work
not to exceed Forty Th u ''~
described in Exhibit "B."
Section 6. Payments.
(a) Payments to the CITY shall be on an invoice basis and
limited to the work provided in Exhibit "B" Reimbursement for the
PROJECT shall be requested on Project Reimbursement forms as
provided under the PROGRAM.
(b) Upon receipt of the above enumerated documentation, the
COUNTY shall initiate the payment process. Reimbursement to the
CITY shall be as soon as practicable in accordance with the terms
of the PROGRAM. The Parks and Recreation Manager designate~ as the
County's Project Manager for the purpose of this Agreement, is
responsible for ensuring performance of its terms and conditions
and shall approve the payment request prior to the payment.
Photographs shall be submitted when appropriate to reflect work
accomplished.
(c) All disbursements by the CITY must be fully documented
to the COUNTY so as to be available, upon request, for inspection
:L2/a/ga
4
or audit in accordance with the provisions of the Agreement,
PROGRAM and Florida law, or as otherwise may be reasonably required
by the COUNTY.
Section 7. Compliance With Local And State Laws. The CITY
shall comply with applicable State and local laws, regulations and
ordinances, which by reference are hereby incorporated as if fully
set forth herein, including but not limited to, the following:
(a) Chapter 112, Florida Statutes - Concerning conflicts of
interest. !
(b) Any and all laws, '~ules and regulations relating to the
matters set forth or implied in the Agreement.
Section 8. Project Publicity. Any news release, project
sign, or other type of publicity pertaining to the project, as
stated herein, shall recognize the Seminole County Boating
.Improvement Program and the Seminole County Board of County
Commissioners as the source of funding for the project.
Section 9. Maintenance of Records.
(a) The CITY shall, at a minimum, maintain all records
required by Federal,. State and local laws, rules, regulations and
procedures.
(b) The CITY shall maintain such records, accounts and
property and personnel records as deemed necessary by Florida law
and the COUNTY1 or otherwise typical in sound business practices to
assure proper accounting of project funds and compliance with the
Agreement and PROGRAM.
(c) All records and contracts, of whatsoever type or nature,
required by the Agreement and PROGRAM shall be available for audit,
~2/e/gs
5
inspection and copying at any time during normal business hours and
as often as the COUNTY, or other Federal or State agency, may deem
necessary. The COUNTY shall have the right to obtain and inspect
any audit pertaining to the performance of the Agreement made by
any Federal, State or local agency. The CITY shall retain all
records and supporting documentation applicable to the Agreement
for a minimum of five (5) years/after resolution of the final audit
and in accordance with Florida law.
Section 10. Liability. ~xcept for reimbursement as specifi-
cally set forth herein, th~i~COUNTY shall not be liable to any
person, firm, entity, or corporation who contracts with or who
provides goods or services to the CITY in connection with the
services hereunder, or for debts or claims accruing to such parties
against the CITY. The Agreement shall not create a contractual
relationship, either express or implied, between COUNTY and any
other person, firm, entity, or corporation supplying any work,
labor, services, goods, or materials to the CITY as a result of
this Agreement.
Section 11. Subcontracts. All contracts made by the CITY to
perform activities described in Exhibit "B" shall comply with
applicable laws, rules and regulations set forth in the Agreement
and PROGRAM. Any additional work or services subcontracted
hereunder by the CITY shall be specified by written agreement and
subject to this Agreement and the PROGRAM.
Section 12. Indemnification.
(a) To the extent permitted by law, the CITY shall defend,
hold harmless, and indemnify the COUNTY from and against any and
~a/8/98
6
all liability, loss, claims, damages, costs, attorney's fees and
expenses of whatsoever kind, type, or nature which the COUNTY may
sustain, suffer or incur or be required to pay by reason of the
loss of any monies paid to the CITY or whomsoever resulting out of
fraud, defalcation, dishonesty or failure of the CITY to comply
with applicable laws, rules or ;egulations; or by reason or as a
result of any act or omission of the CITY in the performance of the
Agreement or any part thereof; or by reason of a judgment over and
above the limits provided by the insurance required Jhereunder; or
1 n
by any defect in the construct o of the project; or as may
otherwise result in any way or instance whatsoever.
(b) In the event that any action, suit, or proceeding is
brought against COUNTY upon any alleged liability arising out of
the Agreement, or any other matter relating to the Agreement, the
COUNTY shall provide notice in writing thereof to the CITY by
registered or certified mail addressed to the CITY at its address
herein provided. Upon receiving notice, the CITY, at its own
expense, shall diligently defend against the action, suit, or
proceeding and take all action necessary or proper therein to
prevent the obtaining of a judgment against the COUNTY.
Section 13. Insurance. The CITY shall carry and maintain in
full force and effect throughout the term of this Agreement, either
liability insurance or a liability self-insurance program to, at a
minimum, the limit of liability set forth in Section 768.28,
Florida Statutes, as same may from time to time be amended.
Section 14. Assignments. Neither party shall assign the
Agreement nor any interest herein without the prior written consent
of the other party.
Section 15. Headings. All articles and descriptive headings
of paragraphs in the Agreement are inserted for convenience only
and shall not affect the construction or interpretation hereof.
Section 16. Termination. The Agreement may be terminated
in accordance with the terms a~d conditions set forth under the
PROGRAM.
Section 17. NOTICE.
e~ re to
Whenever either party d 1 s give notice unto the other,
notice may be sent to:
FOR COUNTY
Director of Library and Leisure Services
Seminole County Services Building
1101 East First Street
Sanford, Florida 32771
FOR CITY
Mayor
City of Sanford
Post Office Box 1788,
Sanford,. Florida 32772-1788
Either of the parties may change, by written notice as provided
herein, the addresses or persons for receipt of notice.
Section 18. Severability. If any one or more of the
covenants or provisions of the Agreement shall be held to be
contrary to any express provision of law or contrary to the policy
of express law, though not expressly prohibited, or against public
policy, or shall, for any reason whatsoever, be held invalid, then
such covenants or provisions shall be null and void, shall be
deemed separable from the remaining covenants or provisions of the
~2/e/98
Agreement, and shall, in no way, affect the validity of the
remaining covenants or provisions of the Agreement.
Section 19. Conflict of Interest.
(a) The CITY agrees that it will not engage in any action
that would create a conflict of interest in the performance of its
obligations pursuant to this A~reement with the COUNTY or which
would violate or cause others to violate the provisions of Part
III, Chapter 112, Florida Statutes, relating to ethics in govern-
ment.
'~ ti e that officer, agent or
(b) The CITY hereby cer fi s no
employee of the COUNTY has a~y material interest (as defined in
Section 112.312(15), Florida Statutes, as over 5%) either directly
or indirectly, in the business of the CITY to be conducted here,
and that no such person shall have any such interest at any time
during the term of this Agreement.
(c) Pursuant to Section 216,347, Florida Statutes, the CITY
hereby agrees that monies received from the COUNTY pursuant to this
Agreement will not be used for the purpose of lobbying the Legisla-
ture or any other State or Federal Agency.
Section 20. Entire Agreement: Effect On Prior Agreement.
This instrument constitutes the entire agreement between the
parties and supersedes all previous discussions, understandings and
agreements, if any, between the parties relating to the subject
matter of the Agreement. Amendments to and waivers of the
provisions herein shall be made by the parties in writing by formal
amendment hereto.
IN WITNESS WHEREOF, the parties hereto have caused this
9
Agreement to be executed on the day hereinabove first written.
ATTEST:
T R. DOUGH , ty Clerk
DALE a or
Date= - I{') Iqq
ATTEST: f' BOARD OF COUNTY COMMISSIONERS
SEMINOLE COUNTY, FLORIDA
C1 k O t ~
~ By: CARL ON HE rman
County Commissioners of '~ Date: - l j Z~ .~
Seminole County, Florida.
For the use and reliance
of Seminole County only.
Approved as to form and
As authorized for execution by
the Board of Co ty Commis -
ee
GAH/lk
2 Attachments
Exhibit "A" - Resolution 98-R-244
Exhibit "B" - Project Elements
F:\CA\USERS\CAGH0!\SANFBIP6.IX)C
1218198
9
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Exhibit "B."
AMENDMENT TO .AGREEMENT BETWEEN SEMINOLE COUNTY
AND THE CITY OF SANFOE RELATING TO
CONTRIBUTION OF BOATING IMPROVEMENT FUNDS
FOR BOATING-RELATED FACILITIES
THIS AMENDMENT is to that certain Agreement made and entered
into on the 1'5=h day of January, 1999, between SEMINOLE COUNTY, a
political subdivision of the State of Florida, whose address is
1101 East First Street, Sanford, Florida 32771, hereinafter
referred to as the "COUNTY," and the CITY OF SANFORD, a Florida
municipal corporation,.~ whose mailing address is Post Office Box
1788, Sanford, Florida 52772-1788, hereinafter referred to as the
"CITY," in pursuance of a project approved under the Seminole
County Boating Improvement Program (Program).
WITNESSETH:
WHEREAS, the County and City entered into the above
referenced Agreement on January 15, 1999, relating to contribution
of boating improvement funds for boating-related facilities as
described in said Agreement; and
WHEREAS, Section 20 of th~{.Agreement provides that any
amendments 'shall be made by the~ parties in writing by formal
amendment; and
WHEREAS, Section 4 of the ~greement provides that the City
shall complete all work described in Exhibit B of the Agreement on
or before December 31, 1999, unless the Agreement is otherwise
amended or extended by written agreement of the parties.
WHEREAS, at the request of the City, County has agreed to
amend Section 4 of said Agreement by extending the term for
completion of the work by one year to December 31, 2000.
1
NOW, THEREFORE, in consideration' of the mutual covenants,
agreements and promises contained herein, and other good and
valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree to amend the above-
reference Agreement as follows:
Section 1. Amendment.
to read as follows:
Section 4. Term.
Section 4 of the Agreement is amended
The COUNTY shall reimburse the CITY
for the work described in Exhibit "B," performed or caused to be
performed by the CITY ~rior to December 31,.2000, subject to the
terms of the PROGRAM. All such work shall be performed in
accordance with applicable requirements of the Agreement and the
PROGRAM° Reimbursement or payment of funds to the CITY shall be
contingent thereupon. The CITY shall complete all work described
in Exhibit "B," on or before December 31, 2000, unless the
Agreement is otherwise amended or extended by written agreement of
the parties. The Agreement shall be effective upon execution by
both parties. ~
Sectio~ 2. Only Amendment.~ Except as herein modified, all
terms and conditions of the Agreement aforesaid shall remain in
full force and effect for the/term of the Agreement without
limitation. The City hereby expressly ratifies and affirms all
provisions, duties and covenants set forth in the Agreement
relating to indemnification and insurance.
2
IN WITNESS WHEREOF, the parties hereto have made and executed
this knstrument for the purposes herein ~xpressed this o0C~_-b day
ATTEST:
Clerk
J~NET R.'~~ty
ATTEST:
of
County..CommiSsioners of
Seminole County, Florida.
For the use and reliance
of Seminole County only.
Approved as to form and
legal~2'l.'
CourLy Attorney
BOARD OF COUNTY COMMISSIONERS
SEMINOLE COUNTY, FLORIDA
Date:/~//2-~/~[
As authorized for execution by
· ~, regular meeting.
F: \CA\USERS\CAGH01\SANFBIP6 firstamend .DOC
AGREE ~ETWEEN SEMINOLE COUNTY
AND THE:CITY OF. SANFORD RELATING TO
CONTRIBUTION OF BOATING IMPROVEMENT FUNDS
FOR BOATING-RELATED FACILITIES (FY 99-00)
THIS AGREEMENT is entered into this ~C~b day of
\~qq, by and between SEMINOLE COUNTY, a political subdivision
of the State of Florida, whose address is 1101 East First Street,
Sanford, Florida 32771, hereinaftFr referred to as the "COUNTY,"
and the CITY OF SANFORD, a Florida municipal corporation, whose
mailing address is Post Office Box 1788, Sanford, Florida 32772-
1788, hereinafter referred to as the "CITY," in pursdance of a
project approved under the .Seminole County Boating .Improvement
Program (Program).
WITNESSETH:
WHEREAS, Chapter 327, Florida Statutes, subsection 327.25
provides that a portion of the funds received from boat license
fees be returned to County Government to provide recreation
channel markings and public launching facilities and other
boating-related activities; and
WHEREAS, by Seminole County Resolution Number 98-R-244, the
COUNTY established the Seminole County Boating Improvement Program
(PROGRAM); and
WHEREAS, Chapter 163, Florida Statutes, Section 163.01,
Florida Interlocal Cooperation Act of 1969, subsection 163.01(4),
provides that public agencies of the State of Florida may exercise
jointly with any other public agency of the State of Florida, any
power, privilege, or authority which such agencies share in
common, and Which each might exercise separately; and
1
WHEREAS, Chapter 1=63, Florida Statutes, subsection 163.01(5),
provides that a joint exercise of power by such public agencies
shall be made by contract in the form of an interlocal agreement;
and
WHEREAS, both COUNTY and CITY are "public agencies" within
the meaning of Chapter 163, Florida Statutes, Section 163.01; and
· f'
WHEREAS, the CITY is la n to
p nnl g construct the project known
as the Sanford Lakefront Marina Boat Docks (PROJECT) and has
requested funds held by the COUNTY under the PROGRAM; and
WHEREAS, COUNTY is desirjG~ of providing for this boating-
related activity for citizens living throughout the County and
finds that the public health, safety, and welfare will be served
through the. construction of the PROJECT by CITY; and
WHEREAS, COUNTY and CITY previously executed an Agreement on
January 15, 1999, whereby COUNTY awarded $40,000 of FY 199811999
Boating Improvement Funds to CITY, and COUNTY and CITY desire to
execute another Agreement relative to the provision of an
additional $40,000 of FY 1999-2000 Boating Improvement Funds to
CITY.
NOW, THEREFORE, in consideration of the mutual covenants,
agreements and promises contained herein, and other good and
valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:
Section 1. Recitals. The above recitals are true and
correct and form a material part of the Agreement upon which the
parties have relied. It is understood and expressly agreed that
2
the policies, procedures, terms and conditions provided under the
PROGRAM.established by Seminole County Resolution Number 98-R~244
are incorporated herein and attached hereto as Exhibit "A."
Section 2. Obligations of COUNTY and CITY. The CITY agrees
to construct the PROJECT in accordance with the plans and
specifications prepared by, or under the supervision and review
of, a registered professional architect, engineer or other
appropriate professional. The elements of the PROJECT are
identified in the project description, which is attaghed hereto
and incorporated hereih as j~hibit "B". The CITY agrees to
construct the PROJECT in accordance with the PROGRAM.
COUNTY agrees to obligate and make available to the CITY the
approved project amount of Forty Thousand Dollars ($40,000.00) for
the PROJECT authorized by this Agreement, subject to the terms of
the PROGRAM. It is understood and expressly agreed that said
funds shall be used exclusively by CITY for only those boating-
related facilities described in the PROJECT. It is understood and
expressly agreed that funding payments made to CITY by COUNTY
shall be subject to the policies, procedures, terms and conditions
provided under the PROGRAM. It is understood and expressly agreed
that the policies, procedures, terms and conditions set forth in
the PROGRAM are made a part of this Agreement. The CITY
understands that there shall be no reimbursement of funds by the
COUNTY for any expenditure made prior to the execution of the
Agreement.
Section 3. Statement of Work.
3
(a) The CITY, in a manner satisfactory to the COUNTY, shall
perform or cause to be performed all work described or referred to
in Exhibit "B," Such work shall be performed, except as otherwise
specifically stated herein, by persons or instrumentalities solely
under the dominion and control of the CITY.
Section 4. Term. The COUNTY shall reimburse the CITY for
the work described in Exhibit /B," performed or caused to be
performed by the CITY prior to December 31, 2000, subject to the
terms of the PROGRAM. All s~ch work shall be pe~rformed in
accordance with applicable req~rements of the Agreement and the
PROGRAM. Reimbursement or payment of funds to nhe '~ITY shall be
contingent thereupon. The CITY shall complete all work described
in Exhibit. '!Bi"~. on or before December 31, 2000~ unless the
Agreement is otherwise amended or extended by written agreement of
the parties. The .Agreement shall be effective upon execution by
both parties.
Section 5. Consideration and. Limitation of Costs/Funds. The
CITY shall be reimbursed by the COUNTY for costs in accordance
with the PROGRAM and applicable laws, rules and regulations in an
amount not to exceed Forty Thousand Dollars ($40,000) for the work
described in Exhibit "B."
Section 6. Payments.
(a) Payments to the CITY shall be on an invoice basis and
limited to the work provided in Exhibit "B" Reimbursement for
the PROJECT shall be requested on Project Reimbursement forms as
provided under the PROGRAM°
(b) Upon receipt of the above enumerated documentation, the
4
COUNTY shall initiate the payment process. Reimbursement to the
CITY ~hall be as soon as practicable in accordance with the terms
of the PROGRAM. The Parks and Recreation Manager designated as the
County's Project Manager for the purpose of this Agreement, is
responsible for ensuring performance of its terms and conditions
and shall approve the payment request prior to the payment.
Photographs shall be submitted W~en appropriate to reflect work
accomplished.
(c) All disbursements by the CITY must be fully~documented
to the COUNTY so as to be available, upon request, for inspection
· or audit ~- accordance with the .provisions of the Agreement,
PROGRAM and Florida law, or as otherwise may be reasonably
required by the COUNTY.
Section 7. Compliance With Local And State Laws. The CITY
shall comply with applicable State. and local laws, regulations and
ordinances, which by reference are hereby incorporated as if fully
set forth herein, including but not limited to, the following:
Chapter 112, Florida Statutes - Concerning conflicts of
(a)
interest.
(b)
Any and all laws, rules and regulations relating to the
matters set forth or implied in the Agreement.
Section 8. Project Publicity. Any news release, project
sign, or other type of publicity pertaining to the project, as
stated herein, shall recognize the Seminole County Boating
Improvement Program and the Seminole County Board of County
Commissioners as the source of funding for the project.
Section 9. Maintenance of Records.
5
(a) The CITY shall, at a minimum, maintain all records
requi~ed by Federal, State and local lawS, rules, regulations and
procedures.
(b) The CITY shall maintain such records, accounts and
property and personnel records as deemed necessary by Florida law
and the COUNTY or otherwise typical in sound business practices to
assure proper accounting of project funds and compliance with the
Agreement and PROGRAM.
(c) All records and coBtracts, of whatsoever type or
nature, required by the Agreement and PROGRAM shall be available
for audit, inspection ..... ~nd copying at any. time durin~ normal
business hours and as often as the COUNTY, or other Federal or
State agency, may deem necessary. The COUNTY shall have the right
to obtain and inspect any audit pertaining to the performance of
the Agreement made by any Federal, State or local agency. The
CITY shall retain all records and supporting documentation
applicable to the Agreement for a minimum of five (5) years after
resolution of the final audit and in accordance with Florida law.
Section 10. Liability. Except for reimbursement as specifi-
cally set forth herein, the COUNTY shall not be liable to any
person, firm, entity, or corporation who contracts with or who
provides goods or services to the CITY in connection with the
services hereunder, or for debts or claims accruing to such
parties against the CITY. The Agreement shall not create a
contractual relationship, either express or implied, between
COUNTY and any other person, firm, entity, or corporation
supplying any work, labor, services, goods, or materials to the
CITY as a result of this Agreement.
Section ll. Subcontracts. All contracts made by the CITY to
perform activities described in Exhibit "B" shall comply with
applicable laws, rules and regulations set forth in the Agreement
and PROGRAM. Any additional work or services subcontracted
hereunder by the CITY shall be specified by written agreement and
subject to this Agreement and the/PROGRAM°
Section 12. Indemnification.
(a) To the extent permitted by law, the CITY shall defend,
hold harmless, and indentnify the COUNTY from and against any and
~l ~iabi!it~,, loss, claims, damages, costs, ~tternel,'s fees and
expenses of whatsoever kind, type, or nature which the COUNTY may
sustain, suffer or incur or be required to pay by reason of the
loss of any monies paid to the CITY or whomsoever resulting out o'f
fraud, defalcation, dishonesty or failure of the CITY to comply
with applicable laws, rules or regulations; or by reason or as a
result of any act or omission of the CITY in the performance of
the Agreement or any part'thereof; or by reason of a judgment over
and above the limits provided by the insurance required hereunder;
or by any defect in the construction of the project; or as may
otherwise result in any way or instance whatsoever.
(b) In the event that any action, suit, or proceeding is
brought against COUNTY upon any alleged liability arising out of
the Agreement, or any other matter relating to the Agreement, the
COUNTY shall provide notice in writing thereof to the CITY by
registered or certified mail addressed to the CITY at its address
herein provided. Upon receiving notice, the CITY, at its own
7
expense, shall diligently defend against the action, suit, or
proceeding and take all action necessary or proper therein to
prevent the obtaining of a judgment against the COUNTY.
Section 13. Insurance. The CITY shall carry and maintain in
full force and effect throughout the term of this Agreement,
either liability insurance or a liability self-insurance program
to, at a minimum, the limit of f~iability set forth in Section
768.28, Florida Statutes, as same may from time to time be
amended. !
Section 14. Assignments,~ Neither party shall assign the
-..~greement nor any intePest herein withcut the prior written
consent of the other party.
Section 15. Headings. All articles and descriptive headings
of paragraphs in the Agreement are inserted for convenience only
and shall not affect the construction or interpretation hereof.
Section 16. Termination. The Agreement may be
terminated in accordance with the terms and conditions set forth
under the PROGRAM.
Section 17. NOTICE.
Whenever either party desires to give notice unto the other,
notice may be sent to:
FOR COUNTY
Director of Library and Leisure Services
Seminole County Services Building
1101 East First Street
Sanford, Florida 32771
FOR CITY
Mayor
City of Sanford
8
Post Office Box 1788,
~anford, Florida 3~772-1788
Either of the parties may change, by written notice as provided
herein, the addresses or persons for receipt of notice.
Section -18. Severability. If any one or more of the
covenants or provisions of the Agreement shall be held to be
contrary to any express provision~f law or contrary to the policy
of express law, though not expressly prohibited, or against public
policy, or shall, for any reason whatsoever, be held invalid, then
such covenants or provisions shall be null and void~ shall be
deemed separable from the remaining covenants or provisions of the
Agreement, and shall, in no way, affect 'the validity of the
remaining covenants or provisions of the Agreement.
Section 19. Conflict of Interest.
(a) The CITY agrees that it will not engage in any action
that would create a conflict of interest in the performance of its
obligations pursuant to this Agreement with the COUNTY or which
would violate or cause others no violate the provisions of Part
III, Chapter 112, Florida Statutes, relating to ethics in govern-
ment.
(b) The CITY hereby certifies that no officer, agent or
employee of the COUNTY has any material interest (as defined in
Section 112.312(15), Florida Statutes, as over 5%) either directly
or indirectly, in the business of the CITY to be conducted here,
and that no such person shall have any such interest at any time
during the term of this Agreement.
(c) Pursuant to Section 216.347, Florida Statutes, the CITY
hereby agrees that monies received from the COUNTY pursuant to
this Xgreement will not be used for the purpose of lobbying the
Legislature or any other State or Federal Agency.
Section 20. Entire Agreement: Effect On Prior Agreement.
This instrument constitutes the entire agreement between the
parties and supersedes all previous discussions, understandings
and agreements, if any, betwee~ the parties relating to the
subject matter of the Agreement. Amendments to and waivers of the
provisions herein shall be made by the parties in writing by
formal amendment hereto; -~
IN WITNESS ~'~EREOF, t.hc parties hereto have caused this
Agreement to be executed on the day hereinabove first written.
.ATTEST: CITY S
Date /
ATTEST: .
County Commissioners of
Seminole County, Florida.
BOARD OF COUNTY COMMISSIONERS
CARLTON HENLEY, Chaira/n
Date:/
For the use and reliance
of Seminole County only.
Approved as to form and
le ncy.
County Attorney
As authorized for execution by
G, regular meeting. { ~ '
GAH/lk
2 Attachments
Exhibit "A" - Resolution 98-R-244
Exhibit "B"- Project Elements
F: \CA\USERS \CAGH0 I\SANFBI P6 9 9 0 0. DOC
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