Backup Documents 06/11/2019 Item #16C12 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 16 C 12
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routinglines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office JAB 6/11/19
4. BCC Office Board of County Wm b
Commissioners J}� j ' U -I r
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Joseph Bellone Utilities 239-252-2351
Contact/Department
Agenda Date Item was 6/11/19 Agenda Item Number 16C12
Approved by the BCC
Type of Document Payment and Hold Harmless Number of Original 1 +a copy ✓/
Attached Agreement Documents Attached
PO number or account n/a
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable col , ver is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signa e STAMP
2. Does the document need to be sent to another agency for additional signatures? If yes, NA
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAB
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's NA
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the JAB
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAB
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip NA
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 6/11/19 and all changes made during the JAB
meeting have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by JAB
the BCC,all changes directed by the BCC have been made,and the document is
ready for the Chairman's signature.
4eNC5e- cO.l I sa h ..61-101 mold. Zzio+
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS 0 inal 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 D
16C12
MEMORANDUM
Date: June 18, 2019
To: Joseph Bellone, Director
Operations Support - Public Utilities
From: Teresa Cannon, Senior Deputy Clerk
Minutes & Records Department
Re: Payment and Hold Harmless Agreement w/FGUA
Attached for your records is an original referenced above, (Item #16C12) approved
by the Board of County Commissioners on Tuesday, June 11, 2019.
The Board's Minutes and Records Department will keep the original as part of the
Board's Official Record.
If you have any questions, please contact me at 252-8411.
Thank you.
Attachment
1 6 C 1 2
PAYMENT AND HOLD HARMLESS AGREEMENT
This Payment and Hold Harmless Agreement (hereinafter "Agreement"), is hereinafter
entered into this 1144''day of „�.` , 2019, by and between the FLORIDA
GOVERNMENTAL UTILITY AUTHO , a legal entity and public body created by interlocal
agreement pursuant to Section 163.01(7),Florida Statutes(hereinafter referred to as the"FGUA"), and
COLLIER COUNTY WATER-SEWER DISTRICT,a political subdivision of the State of Florida
and a body corporate and politic created by Chapter 2003-353, Laws of Florida,and governed by
the Board of County Commissioners of Collier County, Florida (hereinafter referred to as the
"CCWSD"), and COLLIER COUNTY, FLORIDA,a political subdivision of the State of Florida
(hereinafter referred to as the"County").
WHEREAS,on or about September 4,2017,Hurricane Irma impacted the State of Florida
and,specifically,caused storm related damage to the FGUA's Golden Gate Utility System situated
in Collier County;
WHEREAS, a major disaster was declared for the areas impacted by Hurricane Irma on
September 10,2017,making federal funding available to affected governments and individuals in
various areas of Florida, including Collier County(DR-4337);
WHEREAS,the FGUA entered into a Federally-Funded Subaward and Grant Agreement
(Contract Number: Z0644)with the Florida Division of Emergency Management ("FDEM") for
eligible debris removal, emergency protective measures, and repair or replacement of disaster
damaged facilities relating to Hurricane Irma;
WHEREAS, the FGUA has submitted $230,164.67 in eligible disaster related costs
relating to the Golden Gate System for funding pursuant to the Federally-Funded Subaward and
Grant Agreement(Contract Number: Z0644);
WHEREAS, on or about November 16, 2017, the FGUA and the Board of County
Commissioners of the County, as the governing board of the CCWSD, entered into that certain
Transition Agreement relating to the transfer of the Golden Gate Utility System from the FGUA
to the CCWSD;
WHEREAS, Section 3.02(A)(6) of the Transition Agreement provided that the FGUA
would transfer and assign and the CCWSD would accept and assume the ownership, rights,
privileges, duties, obligations and responsibilities of the FGUA pursuant to all claims, including
insurance and other weather-related claims existing on the date of transfer; and
WHEREAS,the FGUA transferred the Golden Gate System to the CCWSD on or about
March 1,2018; and
WHEREAS, the Bill of Sale recorded as OR 5482 PG 1750 in the official records of
Collier County transferred from the FGUA to the County all claims, including "any weather or
disaster related claims authorized and payable under programs of the Federal Emergency
Management Agency("FEMA");and
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WHEREAS, to date the only $7,354.37 in disaster cost reimbursements have been
authorized and paid by FEMA and FDEM to the FGUA,but the FGUA has claims for additional
amounts pending;
WHEREAS,the FGUA,CCWSD,and the County now desire to enter into this Agreement
to provide for the transfer of any disaster cost reimbursements received by the FGUA now or in
the future pursuant to its Federally-Funded Subaward and Grant Agreement (Contract Number:
Z0644) with FDEM for eligible debris removal, emergency protective measures, and repair or
replacement of disaster damaged facilities in the Golden Gate System relating to Hurricane Irma
(the"Disaster Cost Reimbursements")and to further hold the FGUA harmless in the event FEMA
or FDEM ever seeks repayment of the Disaster Cost Reimbursements;
WHEREAS, the FGUA, CCWSD, and the County are satisfied that the terms and
conditions of this Agreement set forth below are fair, reasonable, and adequate, and in
consideration of the mutual promises and covenants exchanged, and other good and valuable
consideration as set forth in the Agreement, the receipt and sufficiency of which is hereby
acknowledged,the parties hereto,intending to be legally bound,hereby acknowledge and agree to
the following:
SECTION 1. RECITALS. The above recitals are true and correct and are hereby
incorporated herein by reference.
SECTION 2. DISASTER COST REIMBURSEMENTS.
(A) Within thirty(30)days of the effective date of this Agreement for the Disaster Cost
Reimbursements currently on deposit with the FGUA and within thirty(30) days of any pending
amounts that are subsequently authorized and paid to the FGUA, the FGUA shall remit to the
County on behalf of the CCWSD all Disaster Cost Reimbursements received by the FGUA.
(B) The FGUA, the County, and the CCWSD agree to cooperate to ensure an orderly
transition of the Disaster Cost Reimbursements from the FGUA to the County on behalf of the
CCWSD and pursuant to Section 3.11 of the Transition Agreement,the County and CCWSD shall
reimburse the FGUA for any verifiable costs incurred in the processing, transfer, accounting,
reconciliation,audit, delivery,appeal,and reimbursement(as provided in Section 3 below,if any)
of the Disaster Cost Reimbursements.
SECTION 3. REIMBURSEMENT AND HOLD HARMLESS.
(A) If at any time it is determined that all or any portion of the Disaster Cost
Reimbursements were incorrect or unauthorized, and the State of Florida, FDEM, FEMA, the
Office of Inspector General or any other governmental entity ("Government") seeks
reimbursement of the Disaster Cost Reimbursements paid to the FGUA and transferred to CCWSD
or the County, then CCWSD and the County shall immediately refund to the Government those
amounts requested on the FGUA's behalf.
(B) To the extent permitted by applicable law, the CCWSD and the County hereby
agree to indemnify, save and hold the FGUA, its officers, employees, and agents, harmless from
any and all judgments,expenses,claims,liabilities,actions,costs,losses,and charges of whatever
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nature or kind(including but not limited to attorney's fees,paralegal charges and expenses)arising
from or related to the Government's request for reimbursement of the Disaster Cost
Reimbursements.
(C) The FGUA will promptly provide to the CCWSD and the County all information
and communications that relate to the Government's claims to seek reimbursement of the Disaster
Cost Reimbursements.
SECTION 4. MISCELLEANOUS.
(A) This Agreement may not be modified except by a written document signed by all
parties to this Agreement. Any oral or written promises or assurances not contained in this
Agreement are waived, abandoned,withdrawn and without legal effect.
(B) This Agreement shall be construed as a whole and according to its fair meaning and
not strictly for or against either party,and it is expressly understood and agreed that this Agreement
shall be governed by and shall be construed in accordance with the laws of the State of Florida,
and that any rule requiring construction of a document against its drafted shall be inapplicable in
this case.
(C) Upon completion of all actions, obligations and duties provided for in this
Agreement, or in the event of termination of this Agreement for any reason, the terms and
conditions of Section 3(B) of this Agreement shall survive as if the Agreement were in full force
and effect.
(D) This Agreement shall be governed in all respects by the laws of the State of Florida
and any litigation with respect thereto shall be brought only in the courts of Collier County,Florida.
(E) A waiver by the FGUA,County,or CCWSD of any breach of this Agreement shall
not be binding upon the waiving party unless such waiver is in writing. In the event of a written
waiver,such a waiver shall not affect the waiving party's rights with respect to any other or further
breach. The making or acceptance of a payment by either party with knowledge of the existence
of a default or breach shall not operate or be construed to operate as a waiver of any subsequent
default or breach.
IN WITNESS WHEREOF, the Board of County Commissioners of Collier County, as
the governing board of Collier County,Florida,and ex-officio as the governing board of the Collier
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County Water-Sewer District, has caused this Agreement to be executed and delivered this 11}
day ofc .,2019.
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BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, on behalf tithe County
and as the governing board of Collier County,
Florida, and ex-officio as the governing board of
the COLLIER COUNTY WATER-SEWER
DISTRICT
AlF
w Ate. PI,
By: ,
William L. McDaniel,Jr.
Chairman
ATTEST:
Crystal Kinzel, Clerk
Clerk At^S ' L. , .,
t S•to.Ch3lm1all%
Approved as to form and legality:
'')6it
Je er A. Belpedio 032
S2N\C"‘
Assistant County Attorney C k
4
16 C12
IN WITNESS WHEREOF,the Florida Governmental Utility Authority has caused this
Agreement to be executed and delivered this 164h day of nn t ,2019.
FLORIDA GOVERNMENTAL
UTILITY AUTHORITY
By: ���-c�i-AAAA
Lea Ann Thomas,Chair
ATTEST:
Secretary Treasurer
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