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R03-069 II RESOLUTION R03- OCo~ A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, PALM BEACH COUNTY, FLORIDA, AUTHORIZING EXECUTION OF AN ANIMAL SERVICE AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND PALM BEACH COUNTY ANIMAL CARE AND CONTROL DIVISION, FOR THE REIMBURSEMENT OF CERTAIN COSTS ASSOCIATED WITH ANIMAL CARE AND CONTROL SERVICES; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Boynton Beach Animal Care and Control Division received a grant from Palm Beach County for reimbursement of certain costs associated with Animal iControl services in an amount not to exceed $30,000.00; and WHEREAS, the City Commission of the City of Boynton Beach upon irecommendation of staff, deems it to be in the best interest of the citizens of the City of iBoynton Beach to authorize execution of this Animal Services Agreement. NOW, THEREFORE BE IT RESOLVED BY THE CITY COMMISSION OF iTHE CITY OF BOYNTON BEACH OF PALM BEACH COUNTY, FLORIDA, i ~HA T: i ! Section 1: The City Commission of the City of Boynton Beach, Florida hereby i ~uthorizes execution of the Animal Service Agreement with Palm Beach County Animal i are and Control Division, a copy of said Agreement attached hereto. Section 2: This Resolution shall take effect immediately upon adoption. a/reso/grants/Animal Control Grant II II PASSED AND ADOPTED THIS 15 DAY OF APRIL 2003. ATTEST: m.~ aJreso/grants/Animal Control Grant '. Commissioner RO?J - Obl:f ANIMAL SERVICES CONTRACT FOR PALM BEACH COUNTY ANIMAL CARE AND CONTROL DIVISION WEST PALM BEACH, FLORIDA This Contract is made as of the ~ day of Apri I ,~by aDd between The City of Bowton Beach (hereinafter referred to as AGENCY)," a Florida Municipal Corporation, and Palm Beach County, a political subdivision of the Stale of Florida, by and through its Division of Animal Care and Control on behalf oC the Board of County Commissioners, hereinafter referred to as the COL"NTY, for the provision of animal services. WHEREAS, the COUNTY provides varioU$ animal services; and WHEREAS, the AGENCY is able to provide said services for compensation. NOW, THEREFORE. in consideration oC the mutual promises contained herein, the COUNTY and the AGENCY agree as follows: ARTICLE 1 - AlVlMAL SERVICES The AGENCY's responsibility under this agreement is to provide animal services. as more specifically set fonh in the Application and Scope of Worle detailed in Exhibit "A". The Agency shall provide animal services during the period October I. 2002 through SeDtember 30.2003. ARTICLE 2 - REIMBURSEMENT RATES FOR SERVICES The COUNTY may reimburse the AGENCY for services the AGENCY provided hereunder within the geographical boundaries of Palm Beach County at the follOwing rates: A. FIELD OFFICER RESPO~SE: I. The rate for providing AGENCY response to calls from the public to pIck-up stray or confined animals within Palm Beach County and take the animal to the AGENCY's Palm Beach County shelter:' Rate per RespoDSe:~ B. ADOPTION MEDICAL and CLlNIC SERVICES: 1. The rate for providing spaying or neutering. micro-chipping, rabies inoculation and COUNTY rabies tag of an animal being prepared for adoption to a Palm Beach County resident adopter: Rate per Complete Procedure: s~ 10.00 (Note: Suav or neuterinll uerfonned hv the Palm. Beach County SDav hunle are not eliRible for reimbursement.) 2. The rate for the AGENCY'S routine adoption medical exam of an animal to be adopted by a Palm Beach County resident: ~ C. KENNEIlSHELTERING: 1. The daily per-diern cost to house and feed stray or "owner relinquished" . animals from Palm Beach County for up to five (5) days: SS/dav/animal Invoices documenting the AGENCY's reimbursement request may be submined to Animal Care and Control monthly. The AGENCY shall receive no additional s:ompensation for performance under this Contract except as provided for herein and :'under no circumstances shall the total value of all combined services exceed S 30.000 IThirtv thousand dollars). \ '. Final Invoice: In onIa- for both parties herein to close their books IDd records. the AGENCY will clearly &We "final invoi~" on the AGENCY'S finaJIlast billing to the COUNTY within thirty (30) days of the CDd of the asrecmcm period. This certifies that all services have been properly pcrfonned aad aU charges and costs have been invoiced to Palm Beach County. Since this account win thCl'eUpOn be closed, any and other fUrther charges, if not properly iDcJuded on tbia final invoice, are waived by the AGENCY. The COUNn"s reprcsentative will review iavoices n:ceived from the AGENCY pursuant to the agreement. If the invoice baa been determined to be in conformity with the agreement. it will be approved by the COUNTY's repmentative and then sent to the Finance Department for payment. Invoices will normally be paid WIthin thirty (30) days following the COUNTY rcpreseDWives approval. The COUNTY shan not be obligated to ptovidc the AGENCY WIth any friDge benefits. The COUNTY shaJJ DOt be obliptcd to withhold U.S. income tax, withholding or social security tax, UOClDploymem, or worker's compensation payments. and any similar withholdings. It is e:crras:y ~d that the AGENCY is not entitled to panicipate in the Stare Retiremcm Prosram. ARTICLE 3 - MINIMUM REQUIRED DOCUM17.NTA'DON The services deacribed below ~ only applicable for the reimbursement request submined by the AGENCY in Article 2 above that occur or In:l generated 6vm within Palm Beach County. The AGENCY shall use reimbursement forms provided by the COUNTY or AGENCY forms approved by the COUNTY. By submitting a request for Rimbuncment. the AGENCY agrees to be governed by the laws of the State of Florida and the COUNTY which penain to the treatment, care, and sheltering of animals. A. FIEID OFFICER RESPONSE The AGENCY shall rClpOnd to alJ requests for the pick up of stray or confined animals within the geographical boundaries of the AGENCY's nonnal working areas within Palm Beach County. For each Field Officer Response that will be reimbursed, as a minimum requirement, the AGENCY sbaJJ submit documents that record; the date and time the request for response WU received by tile AGENCY; the name, phone number, and address of the person IDIlciDg the request; the lOCation of the pick up of the anima); a description of the animal, including its species., markings, sex, any identifying maricings, tattoos, m tap, collus, and allY other AGENCY specific numbering or logging of the animal; and verification that the animal was checked against the COUNTY's "IOItlfound" databue. B. ADOPTION MEDICAL AND CLINICAL SERVICES Animals being adopted from the AGENCY sbaU be spayed or neutered before th-: animal is released to the adopter. A State of Florida licensed veterinarian shall perfonn the spaying or neutering proceclure. For each spay or neuter that will be reimbursed, as a minimum. the AGENCY sbaI1 submit documents that record: the name of the veterinarian and hisIher State of Florida veterinary license nwnber; the procedure performed; the specific AGENCY gencntcd identification name or number given to the animal being spayed or neutered; the batch or control number and name of the manufacturer of the rabies vaccine given to the mima1; the manufacturers name and specific unit number of the implanted mic:ro-chip in the animal; the name and Palm Beach County address of the adopter; 8Dd the Palm Beach County rabies tag J1wnber issued for the animal. Animals available for adoption shall receive a medical evaluation. For each initial medical examination that win be reimbUl'lCd, as a minimum. the AGENCY shall submit documents that record: the specifie AGENCY generated identification name or 2 DlIIDber giVCD to the animal being evaluated; the nune of the person performing the evaluation; a listing of the procedures performed and their findings, if any; and a schedule of medicatioDS or treatments as a response to the diagnostic findings. C. KENNELlSHELTERING the AGENCY shall kennel or shelter animals genemed from within Palm Beach County according 10 the minimum criteria established by the COUNTY. For each animal that the AGENCY will be reimbursed. the AGENCY, at a minimum, shall subnrit documents that record: the specific AGENCY geoeratcd identification name or number given to the animal being provided shelter; the date the animal entered the shelter; and the date the animal left the shelter or is s1i1J at the shelter after a five (5) day holding period. ARTICLE 4 - PERSONNEL The AGENCY represents that it has, or win secure at its own expense, all nccc:ssary personnel required to perform the services under this agreement. The AGENCY shall submit the names of such personnel who are cmplo)'ee$ of, or have lID}' contractual relationship with, the COUNTY prior to the execution of this agreetncftL The COUNTY shall determine the extent of any contlict of interest with the Personnel prior to the execution of this agreement. The AGENCY shall assure that aU of the services performed and. required herein shall be performed by the AGENCY or by Personnel under its supervision. All penoDDeJ engaged in perfonning the services shall be fully qualified and, if required. authorized or permitted under state and local law to perfonn such services. The AGENCY WarraDts that all of the SClVices provided by, or on its behalf, pursuant to the Agreement will be performed with reasonable care. skill and diligence in accordance with generally and cum:ntly accepted professional principles and. practices for similar services. ARTICLE 5. AVAILABILITY OF FUNDS The COUNTY's performance aDd obligation to pay under this agreement is contingent upon an annual appropriation for its purpose by the Board oCCount)' Commissioners. ARTICLE 6 -INSURA..~CE A. AGENCY shall, at its sole expense. agree to maintain in full force and effect at all times during the life of this Contract, insurance coverage and limits (including endorsements), as described herein. The requiranCDts contained herein, as well as COUNTY'S review or acceptanCe of insurance maintained by AGENCY are not inteQcJed to and shall not in any DW1Der limit or qualify the liabilities and obligations assumed by AGENCY UDder the contract. The COUNTY may approve different coverages and limits ifrcquested by the AGENCY prior to execution oCthe contract. ,. B. Com_reia. GeaenJ Uabl1itx The COUNTY requests the AGENCY maintain Commercial General Liability at a limit of liability not less than 5500,000 Each Occurrence. Coverage shall not contain any endorsement excluding Contral:tual liability or Cross liability unless granted in writing by County's Risk MllDagement Department. AGENCY shall provide this coverage on a primuy basis. The COUNTY may approve different coverages and limits if requested by the AGENCY prior to execution of the contract. . C. ./JlusiIless Automobile U.billtv The COUNTY requests the AGENCY maintain .J/' Business Automobile liability at a limit of liability Qat less than 5500,000 Each Occurrence for all owned, non-owned and hired automobiles. In the event AGENCY doesn't own any automobiles, the Business Auto Liability requirement shall be amended allowing AGENCY to agree to maintain only Hired & Non-Owned Auto 3 Liability. This amended requirement may be sad.tied by w.y of endorsement to the Commercial General Liability, or separate BusiDea Auro coverage (onn. AGENCY sha11 provide this coverage on a primary buis. The COUN'IY may approve different coverages and limits ifrequested by the AGENCY prior 10 execution of the contract. D. Worker's ComDeasadon 1.lanace & Eamloven I.fahililV AGENCY shall maintain Worker's Compensation & Employers Liability illllCCOrdance with Florida Stah1te Chapter 440. AGENCY shall provide this coverage on a primary basis. E. Additional Insured AGENCY sbal1 CDdorso the: COUNTY as an Additional Insured with a CG 2026 Addjtional Insured - Designated Penon or Organization endorsement, or its equivalent. to the Commercial General Liability. The Additional Insured endorsement shall read ''Palm Bearh COUfttv 80_ of Countv COmmiSSion: a Political Subdivision o( the State of Florida. its omc~. E;;io~es ;; Air 5." AGENCY shall provide the Additional Insured endorsements coverage on a pnmary basis. F. Waiver of Subro~.tlon AGENCY hereby waives Illy 8Dd aU rights of Subrogation against the County, its officers, employees and aacnts Cor each required policy. When required by the insurer, or should a policy condition DOl permit an insured to entcr mto a pre-loss agreement 10 waive subrogation without aD CDdoncment. then AGENCY shall agree to notify the insurer and request the policy be endorsed with a Waiver of Transfer of rights of Recovery Against Others, or ill equivalent This Waiver of Subrogation requirement shall not apply 10 amy policy, which a condition to the policy specifiCally prohibits such an endorsement, or voids coverage should AGENCY enter into !UCh an agreement on a pre-loss basis. G. Certificatels) of Inluruce Prior to execution of this Contract, AGENCY shall deliver to the COUNTY a Ccrtificate(s) of Jnsurmce evidencing that all types and amounts of inBW'ance coverage required by this CODtrICl have been obtained and arc in full force and effect. Such Ceni6cate(s) of Insunnce shall include a minimum thirty (30) day endeavor to notify due 10 cancellation or non-rmewal of coverage. H. Umbrella or [SeeIS Llabilitv If necessary, AGENCY may satisfy the minimum limits required above for either Commercial General Liability, Business Auto Liability, and Emplo)U's Liability coverage under Umbrella or Excess Liability. The UmbreUa or Excess Liability shall have an Agregate limit not less than the highest "Each Occwrence" limit (or either Commercial GcacraI Liability, Business Auto Liability, or Employer's Liability. The COUNlY sbal1 be specifically endorsed as an "Additional ~.. on the Umbrella or Excess Liability, unless the Certificate of Insurance notes the Umbrella or Excess Liability provides coverage on a "Follow- Form" basis. 1. Rillht to Review COUNTY, by and tbroush its Risk Management Dcparanent, in cooperation with the contractin&'monitoring depannteDt, reserves the right to review, modify, reject or accept any required policies of iDsuraDce, including limits, coverage, or endorsements, herein from time to time throughout the term of this Contnct. COUNlY reserves the right, but not the obligation, 10 review and reject any insurer proViding coverage because ofits poor financial condition or failure to operate legally. ARTICLE 7 -INDEMNIFICATION To the extent permitted by law, AGENCY sball fully iDdemnify and save harmless, COUNTY, its officers and employees. and each aod every one oC tbem, from and against all actiollJo damages, costs, liability, claims, losses, judgments, penalties and expenses of every type 6d description, including, but not limiteci 10, any fees and/or costs reuonably incum:d by COUNTY's staff attomeys or outside attorneys and any fees and expenses incurred in enforcing this proVision (hereafter collectively referred to u "liabilities"), to which any or all of them may be subjected, aa a direct or indirect result of any personal injury or property 4 damage arisingfi'om any ncgligc:at act or omission or wiJIfid misccmduct of AGENCY, its officers, employees, subAGENCYs. subcontraeton or apnts in ccmneetion with the performance or nonperformance of the Agreement, wbctbcr 01' nol such liabilities arc litigacd, sctded or reduced to judgment. AGENCY shall, upon COUNlY's request. defend at AGENCY's sole cost any action, claim, suit, cause of aetion or portion thereof which asserts Or alleges liabilities resulting directly or indm:cdy 1iom any personal injury or property damage arising from any negligent act or omission or willful misconduct of AGENCY, its officers, emploYl:CS, subAGENCY.. subc:ontractors or agents in connection with the performance or nonperfonnance of the Apeement, whether such action, claim, suit, cause of action or poJ1ion thereof is well fOUDdcd or not. In the event that a final decision or judgment allocates liability by delermining that any portion of damages awarded is attributable to the COUNTY's negligence or willful misccmduct, the COUNTY shall pay the portion of damages that is allocated to the COUNTYs negligence or willful misconduct. The existence or acceptance by COUNTY of any of the iDI1IIIIICC policies or coverage described in the Agreement shall not affect any rights COUNTY may have weier this Article. .The provisions of this Article shall survive any termination of the Agreement. Nothing herein shall be considered to be a waiver of sovereign immUDity, nor an agreement to alter the limits ofliability that are set fonh in s. 768.28, Florida Statutes. ARTICLE 8 - SUCCESSORS AND ASSIGNS The COUNTY and the AGENCY c:ach binds itself md its partners, successors, executors, administralOlS and assigns to the olber pany of this Contract and to the partners, successors. executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the COUNTY nor the AGENCY shall usign, sublet, convey or traDsfer its interest in this Contnct without the written consent of the other, except that the AGENCY may amgn hislher right to receive payment. Nothing herein shall be construed as creating my personal liability on the put of any officer or agent of the COUNTY which may be a party hereto, nor shall it be CODItnled as giving any rights or benefits hereunder to anyone other than the COUNTY and the AGENCY. ARTICLE 9 - REMEDIES This Contract shall be governed by the laws of the SWe of Florida. Any and all legal action necessary to enforce the Contrlct will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be excluive of any other remedy, and each and every such remedy shall be cumulative aad shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. ARTICLE 10 - CONFLlCT OF INTEREST The AGENCY reprcsems that he/she presentJy has no iDteIeSt aDd shall acquire no interest, either direct or indirect, which would conflict in any mauner with the performaDCe or services required hcmmder, or as provided for in Florida Statute 112.311. The AGENCY further represents that DO person having any interest shall be employed for said perfonnance. The AGENCY shall promptly notify the COUNTY'S representative. in writing by certified mail, of all potc:utial conflicts of inteRst for any prospective business association, interest or olber circumstaacc which may influence or appear to inf1ucncc the AGENCY'S judgment or quality of services being provided hereunder. Such wriUc:n notification shall identify the prospective business association, interest or c:in:umstaace. tbc IWW'e of worle: that the AGENCY may UDdenaIce and request an opinion of the COUNTY, as to whether the uso~on, interest or cin:l1mItancc would, in the opinion of the COUNTY constitute a confiSct of interest if enterccl into by the AGENCY. The COUNTY agrees to notify the AGENCY of histher opinion by ccnified mail within thiny (30) days of receipt of DOtification by the AGENCY. If: in the opinion of the COUN'I'Y, the prospective business association, interest or circumstance would not constitute a conflict of interest by the AGENCY, the 5 COUNTY shall so state in the notification and the AGENCY sba11, at hislher option, enter into said association, interest or circumstaDce aDd bellhe sball be deemed not in conflict of interest with respect to serviCC$ provided to the COUNTY by tho AGENCY under the tenns of this Contract. ARTICLE 11. DISCLOSURE AND OWNERSHIP OF DOCUMENTS The AGENCY shall deliver to the COUNTY'S n:presentative for approval and acceptance, and before being eligible for flOal payment of any amounts due. all documents and materials prepared by and for the COUNTY under this Contract. All written and oral information not in the public domaiu or not previously known, and all infonnation and data obtained. developed. or supplied by the COUNTY or at its expense will be kept confidential by the AGENCY and will not be disclosed to any other party, directly or indirectly, without the COUNTY'S prior written consent unless required by a lawful order. All drawings, maps, sketches. programs, data base, reports and other data developed, or purchased, under this Contract for or at the COUNTY's expense shall be and remain the COUNTY'S propeny and may be reproduced and reused at the discretion of the COUNTY. The COUNTY and the AGENCY shall comply with the provisions of Chapter 119, Florida Statute (public Records Law). All covenants, agreements, representations and wuramies made herein, or otherwise made in writing by any party pursuant hereto, iDc:ludina but not limiled to any representations made herein relating to disclosure or ownership of documcDts, sba11 survive the execution and delivery of this Contract and the consummation oflhe transactions contemplated hereby. ARTICLE 12 - INDEPENDENT CONTRACTOR RRI.A.TlONSHlP The AGENCY is, and shall be, in Ihe perfonnaoce of all work services and activIties under this Contract. an Independent Contractor, and not an employee. agent, or servant of the COUNTY. All persons engaged in any of the work or services perfonncd p1D'Suant to this Conttact sha1l at all times, and in all places, be subject to the AGENCY'S sole direction, supervision, and control. The AGENCY shall exercise control over the means and manner in which helshe and his/her employees perfonn the work. aDd in all rcspccts the AGENCY'S relationship and Ihe relationship of hislber employees to the COUNTY shall be that of an Independent Contractor and not as employees or agents oftbe COUNTY.s The AGENCY docs not have the power or authoriry to bind the COUNTY in any promise, agreement or representation other than specifically provided Cor in this Contract. ARTICLE 13. ACCESS AND AUDITS The AGENCY shaU maintain adequate records related to aU charges, expenses, and costs incurred in estimating and performing the work for at least tbr= (3) years after completion of this Contract. The COUNTY shall have access to such books, records, and documents as required in this section for the pwposc of inspection or audit during nonnal business hours, at the AGENCY'S place of business. ARTICLE 14. NONDISCRIMlNATlON The AGENCY WBlTID1s and repreaents that all of its employees are treated equally during employmem without regard to race, color, religion, elisabiliry, sex, age, national origin, ancestry, marital status, or sexual orientation. ~ ARTICLE 15 - ENFORCEMENT COS~ If any legal action or other proceeding is brought apinst a party for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection 6 with any provisions of this Contract, each party agrees to bear iu own attorney's fees and costs. ARTICLE 16 - AUTHORITY TO PRACTICE The AGENCY hereby represents and Warrants that he/she has and will continue to maintain all licenses, designations, certifications and approvals required to conduct his/her business, and that he/she will at all times conduct its business activities in a reputable manner. Proof of such licenses and approvals shall be submitted to the COUNTY'S representative upon request. ARTICLE 17 - SEVERABILITY If any tenn or provision of this Contract, or the application thereof to any person Or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of such tenns or provisions, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other tenn and provi~ion of this Contract shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 18 - PUBLIC ENTITY CRIMES As provided in F.S. 287.132-133, by entering inlo this Contract or performing any worle in furtherance hCTeOf, the AGENCY certifies that he/she, hislher affiliates, suppliers, subcontractors and AGENCY s who will perfonn hereunder, have not. been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thiny-six (36) months immediately preceding the date hereof. This notice is required by Florida Statutes, Section 287. 133(3Xa). . ARTICLE 19 - NOTICE All notices required in the Contract shall be sent by certified mail, return receipt requested, and if sent to the COUNTY'S representative shall be mailed to: County Administrator 301 North Olive Avenue West Palm Beach, Florida 33401 and Animal Care and Control 7100 Belvedere Road West Palm Beach, Florida 3341 J with a copy to: County Attorney's Office 301 Nonh Olive Avenue West Palm Beach. Florida 33401 and if sent to the AGENCY shall be mailed to: willi a copy to: City of Boynton Beach rb5Y~~1~~ogta~~~h Blvd. Boynton Beach, Florida 8ity Attome~s Office h Ity or ~oynton Beac LOO Eo Boynton Beach Blvd. Boynton Beach, Florida 7 ARTICLE 20 - CONTRACT TERMINATION This Contract may be canceled by the AGENCY upon thirty (30) days prior written notice to the COUNTY'S representative. It may also be tenninatcd by the COUNTY, with or Without cause, immediately upon written notice to the AGENCY. Unless the AGENCY is in breach of this Contract, the AGENCY shall be paid for services rendered to the COUNTY'S satisfaction through the date of termination. After receipt of a T ennination Notice and except as otherwise directed by the COUNTY, the AGENCY shall: A. Stop work on the date and to the extent specified. B. Terminate and settle all orders and subcontracts relating to the perfonnance of the terminated work. . C. Transfer all work in process, completed worle. and other materials related to the tenninated work to the COUNTY. D. Continue and complete all parts of the work that have not been terminated. ARTICLE 21 - ENTIRETY OF CONTRACl'UAL AGREEMENT The COUNTY and the AGENCY agree that this Contract. sets fonh the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified. superseded or otherwise altered, except by written instrument executed by the parties hereto. IN WITNESS WHEREOF, the Board of County Commissioners of Palm Beach County, Florida has made and executed this Contract on behalf of the COUNTY and the AGENCY has hereunto set its hand the day and year above written. By: APPROVED AS TO THE TER,\fS AND ....~ONS B Q ~lIQ 0..0. Paul W. MileIli, Director Public Safety Department ~~~ ~iht. MA~~~ 8