HomeMy WebLinkAbout2006 09 25 Consent 403 Seminole County Agreement Collection of Occupational Licence Taxes
City of Winter Springs
September 25, 2006 Regular Meeting
Consent_ 403 _ Occupational_License _Tax _ Amendment 092506 _ COMM _ Consent_ 403_ Amend _ Agreement_Collection _
Occupational Tax
COMMISSION AGENDA
ITEM 403
Consent
September 25, 2006
Special Meeting
MGR./DEPT.
Authorization
REQUEST: City Manager requesting the City Commission to Approve an Agreement with Seminole
County amending previous Agreements regarding the Collection of Occupational License Taxes.
PURPOSE: This agenda item is needed for the Commission to amend an existing Interlocal Agreement with
Seminole County regarding the collection of Occupational License Tax to be consistent with new State Law.
CONSIDERATIONS:
On December 11, 2003 the City and Seminole County entered into an agreement for the City to collect
occupational license taxes for the County.
In this Session of the Legislature the legislature amended Chapter 2006-12 Laws of Florida changing the names
"Occupational License Tax", to Local "Business Tax, and replaced the issuance of an "occupational license" with
the issuance of a "local business receipt" effective January 1, 2007. The agreement also makes some technical
corrections requested by the Seminole County Tax Collectors Office.
A review of these changes does not indicate any substantive changes or changes that will cause the City any
concerns.
FUNDING:
No effect on funding.
RECOMMENDATION: It is recommended that the City Commission authorize the City Manager to execute
the First Amendment to the Agreement between the City of Winter Springs and Seminole County providing for
Transfer of Administrative Responsibilities Relative to Collection and Enforcement of Occupational License
Taxes.
ATTACHMENTS:
1. August 24, 2006 Seminole County Letter.
2. Proposed Amendment.
3. Original Agreement.
COMMISSION ACTION:
SEMINOLE COUNTY
Department of Fiscal Services
August 24, 2006
Ronald W. McLemore, City Manager
City of Winter Springs
1126 W. State Road 434
Winter Springs, FL 32708
Subject: Amendment to Interlocal Agreement Related to County Occupational License Tax Ordinance
Dear Mr. McLemore:
Enclosed is a First Amendment to the Agreement between the City of Winter Springs and Seminole
County, providing for the transfer of administrative responsibilities relative to collection and
enforcement of occupational license taxes.
The County is amending the ordinance and agreement, pursuant to the enactment of Chapter 2006-152,
Laws of Florida which addresses the conversion of the name "Occupational License Tax" to "Local
Business Tax", and replacing the issuance of an "occupational license" with the issuance of a "local
business receipt" or "receipt". The enactment takes effect on January 1, 2007. The amendment to the
interlocal agreement also reflects some technical corrections as requested by the Tax Collector's Office.
We will be submitting the ordinance amendment to the Seminole County Board of County
Commissioners on December 12, 2006. Please return the signed interlocal agreement to this office by
November 15. 2006.
Should you have questions, please contact Lin Polk at (407) 665-7177.
Lisa Spriggs, Director
Department of Fiscal Services
Enclosure
cc: Cindy Coto, County Manager
Arnold Schneider, Assistant County Attorney
1101 East First Street
Sanford, FL 32771
Phone: (407) 665-7177
FAX: (407) 665-7183
FIRST AMENDMENT TO AGREEMENT BETWEEN THE CITY OF WINTER SPRINGS AND
SEMINOLE COUNTY PROVIDING FOR TRANSFER OF ADMINISTRATIVE
RESPONSIBILITIES RELATIVE TO COLLECTION AND ENFORCEMENT OF OCCUPATIONAL
LICENSE TAXES
THIS FIRST AMENDMENT is made and entered into this
day of
20_ and is to that certain Agreement made and
entered into on the 11th day of December, 2003, between the CITY OF
WINTER SPRINGS, FLORIDA, whose address is 1126 E. S.R. 434, Winter
Springs, Florida 32708 (the "CITY") and SEMINOLE COUNTY, a political
subdivision of the State of Florida, whose address is Seminole County
Services Building, 1101 East First Street, Sanford, Florida 32771,
hereinafter referred to as "COUNTY".
WITNESSETH:
WHEREAS, the COUNTY and the CITY have heretofore entered into
that certain Agreement Providing for Transfer of Administrative
Responsibilities
Relative
to
Collection
and
Enforcement
of
Occupational License Taxes (the "Agreement") dated and executed on 11th
day of December; and
WHEREAS, the Legislature of the State of Florida enacted and the
Governor signed into law Chapter 2006-152, Laws of Florida (the
"Act"), wherein Chapter 205, Florida Statues was comprehensively
revised changing the term "local occupational license tax" to "local
business tax" and further replacing the issuance of occupational
licenses with issuance of a "local business tax receipt" or "receipt";
and
WHEREAS, the COUNTY found it necessary to revise Chapter 45, Part
I, Seminole County Code, which establishes and levies the COUNTY's
Occupational License Taxes, in order to remain consistent with the
1
above referenced State legislation, which also affects the Agreement
between the parties hereto; and
WHEREAS, the CITY and the COUNTY have mutually determined that
amendments to the Agreement are necessary and desirable to conform the
Agreement to the changes imposed by the Act, to assure continued
consistency of each party's performance under the Agreement and better
serve the needs of their citizenry and the public interest in general;
and
WHEREAS, this First Amendment is authorized by Chapter 163, Part
VI, Florida Statutes and Section 13 of the Agreement,
NOW, THEREFORE, in consideration of the mutual understandings and
agreements contained herein, the CITY and the COUNTY agree to amend the
Agreement as follows:
SECTION 1. Incorporation of Recitals. The foregoing recitals are
true and correct, agreed upon by both parties hereto and form and
integral part of this First Amendment and the Agreement.
Section 2. Substantive Amendments to Agreement. Sections 2, 3, 4,
5, 7, 8 and 17 of the Agreement are hereby amended to read as follows:
SECTION 2.
DESCRIPTION OF TRANSFERRED ADMINISTRATIVE DUTIES AND
RESPONSIBILITIES OF CITY.
The COUNTY hereby designates and the CITY
hereby
accepts
responsibility
for
the
following
duties
and
responsibilities:
(a) issuance of COUNTY occupational liccnoco local business tax
receipts to new applicants and persons seeking occupational liccnoc
renewals thereof whose businesses, professions and occupations are
domiciled within the incorporated limits of CITY;
2
(b) collection of the local business taxes related to
issuance of the COUNTY receipts and remitting of such taxes to
the COUNTY monthly provided; however, in the event that delinquency
fees are still outstanding and uncollected against a particular
person or entity, the taxes on that account do not need to be
remitted until all such amounts due and owing are collected;
(c) CITY shall follow all the requirements of the Ordinance~
amended, including particularly the rates and charges established for
each class of licennG receipt, handling of delinquencies, issuance of
half (1/2) year licenoen receipt and inspection of other required
licenses, certifications or registrations for persons seeking a Class
"B" occupational licanne receipt relating to regulated businesses,
professions or occupations as defined in the Ordinance.
(d) The City shall not allow refunds for previously ionued paid
COUNTY occupational licenoG taJcen local business taxes for any reason
whatsoever; provided, however, refunds shall be expressly allowed in
the event a licenne an application or renewal is denied for any reason
or if a license receipt is issued as the result of clerical error.
(e) The CITY shall each month, commensurate with remitting
license taxes local business taxes to COUNTY, provide to COUNTY the
list of those persons issued a COUNTY occupational licenoe receipt,
including renewals thereof, and taxes collected in connection
therewith during the immediately preceding month. Such list may be
provided in either paper form or in electronic and/or digital medium
deemed compatible with the public records laws of the State of
Florida, including particularly Chapter 1B-26, Florida Administrative
3
Code, or successor provisions relating to minimum standards of long
term readability and legibility for electronically stored public
records.
(f) Nothing herein shall be deemed as requiring CITY to issue a
physically separate liccnoc document for a COUNTY occupational license
local business tax receipt. The CITY may, at its own discretion, elect
to include an additional line item on its own occupational license
receipt simply referencing issuance of the COUNTY license receipt in
the proper class.
SECTION 3. OBLIGATIONS AND RESPONSIBILITIES OF COUNTY REGARDING
TRANSFER OF ADMINISTRATIVE DUTIES TO CITY.
The COUNTY shall has
provide to the CITY the following support and documentation in order
to facilitate CITY'S assumption of the administrative duties described
in Section 2, above:
(a) A list of all existing COUNTY occupational licensees as of
the date of execution of this Agreement that are domiciled within the
incorporated limits of CITY along with the addresses of such
licensees. Such list may be supplied in either paper form or in
electronic and/or digital form provided such electronic media shall
meet the specifics described in Section 2(e), above.
(b) CITY shall be entitled to compensation for its performance
of administrative duties under this Agreement, which compensation
shall be comprised as follows:
(i) TWO and 50/100 DOLLARS ($2.50) for each new liccnoc
receipt or renewal; provided, however, that no compensation will be
paid for receipts issued at no cost to entities or persons by virtue
4
of special local business tax exemptions granted by Chapter 205,
Florida Statutes;
(ii) THREE and NO/lOa DOLLARS ($3.00) for each transfer or
issuance of a duplicate occup~tionQl liccnoc receipt;
(iii) all penalties collected in connection with delinquencies arising in connection with COUNTY occup~tion~l liconoco
local business tax receipt. Such compensation shall be deducted by the
CITY from the total COUNTY occup~tioTI~l licCTIOO t~J( rcccipto local
business tax receipts each month before remitting the balance of the
occupational local business tax proceeds to the Tax Collector.
In the event that a higher administrative expense fee schedule is
implemented by virtue of subsequent agreement between the COUNTY and
anyone or more municipalities, then the fees paid to CITY under this
Agreement shall automatically be increased to the same amount so that
all participating municipalities shall be compensated at the same
rates for each category of fees. Such revisions to the administrative
fees paid hereunder shall be memorialized in the form of a letter of
understanding signed by the appropriate officials of both Parties
which letter of understanding shall be become a part of this Agreement
upon its signing by the Parties. No other formal amendment to this
Agreement shall be required to implement a change to the administrative fees provided; however, that only one (1) such change
shall be permitted in any fiscal year.
SECTION 4 .
MISCELLANEOUS COVENANTS RELATING TO TRANSFER OF
ADMINISTRATIVE DUTIES.
5
(a) Should administrative and transaction costs of the CITY
relative to carrying out its duties hereunder increase beyond that
contemplated by this Agreement, the basis of compensation to CITY may
be revised once a year to take effect on the next October I, by mutual
agreement expressed as a formal amendment to this Agreement.
(b) In the event a COUNTY license receipt holder elects to
upgrade its license receipt from an unregulated Class "A" to a
regulated Class "B" license receipt, the local business tax
collected by the CITY shall be the incremental difference between the
Class "A" and Class "B" tax established in the Ordinance.
(c) CITY and COUNTY shall each use their best efforts to insure
compatibility of their computer hardware and software systems,
policies and procedures relating to occupational license local business
tax receipt issuance, related tax collections and enforcement and to
cooperate in the sharing of information in connection therewith so as
to allow each Party the ability to fully perform its obligations under
this Agreement.
SECTION 5. DESIGNATED ADMINISTRATIVE AGENTS OF THE PARTIES AND
NOTICE TO PARTIES. The Parties shall direct all correspondence and
notices to the attention of the public official identified below.
That
designated official shall also be responsible for all material actions,
oversight, and coordination in the performance of this Agreement.
For City:
Ronald W. McLemore, City Manager
1126 E. State Road 434
Winter Springs, FL 32708
Tel: 407 327-5963
e-mail: rmclemore@winterspringsfl.org
6
For County:
Ray Valdes, Tax Collector by and through
Lynda Hedrick, Tax Manager
1101 E. First Street
Sanford, FL. 32771
Tel: 407 665 7648 407-665-7635
Fax: 407-665-7603
Each Party reserves the right to designate another official to be
the point of contact without formal amendment to this Agreement by
written, certified, return receipt u.S. Mail, facsimile transmission or
e-mail notice to the other ten (10) days prior to the desired date of
substitution thereof.
If electronic, telex or facsimile notice is used
a record of confirmation of receipt of such transmission must be
maintained.
Notice to a Party shall be deemed received and effective
three (3) days from the date of mailing or on the same day of
transmission if sent bye-mail or facsimile.
A copy of such notice
shall be attached as an exhibit to this Agreement on and after the
effective date of the change.
SECTION 7. INSURANCE AND BONDING REQUIREMENTS. CITY AND COUNTY
shall both be responsible for maintaining adequate insurance coverage
against claims by third persons arising from the mishandling of
occup.::ttion.::tl lieenoe local business tax receipt issuance matters
including wrongful denial thereof, other mishandling, malfeasance or
misappropriation of moneys collected in connection therewith. Those
persons employed by both Parties with responsibility for the
collection, custody and disbursement of the public funds under this
Agreement shall be bonded in an amount sufficient to cover foreseeable
losses in connection with potential misappropriation of said funds.
7
SECTION 8. ALTERNATIVE DISPUTE RESOLUTION. Any and all disputes
arising hereunder shall be attempted to be resolved through a
collaborative and mutually acceptable informal process with open
discussions and a cooperative effort and the Parties shall exercise good
faith in all efforts to resolve disputes without litigation. Whenever
possible, disputes or disagreements as to the level of service and
standards of performance shall be resolved at the lowest comparable
levels between the CITY and the COUNTY.
The first level of resolution
will be the CITY'S Director of Finance and the l\ooiot,:mt assigned Tax
Collector Manager of COUNTY in charge of occup~tion~l licenoe t~J( local
business tax matters.
The next higher level of resolution will be the
City Manager or Administrator and the Seminole County Tax Collector. The
highest
and
final
level
of
resolution will be the City Council/Commission and the Seminole County Board of County
Commissioners. In the event that more formal dispute resolution processes become necessary,
such matters shall be submitted for mediation, in which case the Parties shall engage a mutually acceptable,
Florida Supreme Court certified mediator, the fees for which, if any, shall be shared equally by the Parties. In no event shall either CITY or
COUNTY commence litigation unless and until all attempts at alternative
dispute resolution as set forth herein have been exhausted.
SECTION 17. CONFLICTS OF INTEREST.
The Parties agree that they
will not engage in any action that would create a conflict of interest
in the performance of its obligations pursuant to this Agreement, or
which would violate or cause others to violate the provisions or Part
III, Chapter 112, Florida Statutes and Section 220.115, Seminole County
8
Code, relating to ethics in government.
Section 3. Effect of this First Amendment on the Agreement. All
other sections of the Agreement not expressly amended by this First
Amendment shall remain in full force and effect. Upon execution of
this First Amendment by both parties, it shall become and integral
part of the entire Agreement between the parties.
Section 4. Counterparts. This First Amendment may be executed in
any number of counterparts each of which, when executed and delivered,
shall be an original, but all counterparts shall together constitute one
and the same instrument.
Section 5. Effective Date. This First Amendment shall become
effective at 12:01 a.m. on January 1, 2007.
IN WITNESS WHEREOF,
the Parties hereto have executed this
instrument for the purposes herein expressed.
ATTEST:
CITY OF WINTER SPRINGS
By:
JOHN F. BUSH, Mayor
ANDREA LOREZO-LUACES, City Clerk
Date:
Approved as to form and legality
For the use and reliance of the
City of Winter Springs, Florida only.
ANTHONY A. GARGANESE, City Attorney
9
ATTEST:
BOARD OF COUNTY COMMISSIONERS
SEMINOLE COUNTY, FLORIDA
By:
MARYANNE MORSE
Clerk to the Board of
County Commissioners of
Seminole County, Florida.
CARLTON HENLEY, Chairman
Date:
For the use and reliance
of Seminole County only.
As authorized for execution
by the Board of County Commissioners
at their , 20
regular meeting.
Approved as to form and
legal sufficiency.
County Attorney
AWS/lpk
7/21/06 8/10/06
occ lic agt am-Winter Springs
Attachment:
Exhibi t "A" - Agreement Between the City of Winter Springs and
Seminole County Providing for Transfer of Administrative
Responsibilities Relative to Collection and Enforcement of
Occupational License Taxes dated December 11, 2003
10
EXHIBIT "A"
AGREEMENT BETWEEN THE CITY OF WINTER SPRINGS AND SEMINOLE COUNTY
PROVIDING FOR TRANSFER OF ADMINISTRATIVE RESPONSIBILITIES RELATIVE TO
COLLECTION AND ENFORECEMENT OF OCCUPATIONAL LICENSE TAXES
WHEREAS, COUNTY and CITY have mutually determined that the CITY'S
issuance of the COUNTY'S licenses and collection of the taxes thereon
for those businesses located within the CITY will substantially
enhance convenience to the affected citizens of both CITY and COUNTY
as well as result in improved efficiency and enforcement of
collections of COUNTY occupantional licenses taxes; and
WHEREAS, it is hereby found and determined that this Agreement is
in the best interest of the citizens and the business communities of
both CITY and COUNTY;
NOW, THEREFORE, in consideration of the mutual understandings and
agreements contained herein, CITY and COUNTY agree as follows:
SECTION 1. RECITALS. The foregoing recitations are ture,
correct, mutually understood, agreed upon and form an integral part of this
Agreement.
SECTION 2. DESCRIPTION OF TRANSFERRED ADMINISTRATIVE DUTIES AND
RESPONSIBILITIES OF CITY. The COUNTY hereby designates and the CITY
hereby accepts responsibility for the following duties and responbisbilities:
(a) issuance of COUNTY occupational licenses to new applicants
and persons seeking occupation; license renewals whose businesses,
professions and occupations are domiciled within the incorporated
limits of CITY;
(b) collection of the taxes related to issuance of the COUNTY
licenses and remitting of such taxes to the COUNTY monthly provided,
however, in the event that delinquency fees are still outstanding and
uncollected against a particular licensee, the taxes on that account
2
foregoing
recitations
':'''rc
t-"-,1C.
'- - ....... -- /
correct, mutually understood, agreed UDon and form an integral part of
this p.greement.
SECTION 2.
DESCRIPTION O? T?~~SFE?RED ~~~INIST?dTIvb DUTIES J~~
R~S?ONSIE-ILITIES OF CIT!.
Tne COUNTY nereny
, . '-
aeslgrl2L..eS
and the
CITY
hereby
acceDts
reSPO:lS ibi 1 i t~{
- -
for
the
follo'vling
dutie.s
3nd
resDonsibilities:
(a) issuance of COUNTY occupation3_l licenses to new a;::rplic2nts
c....:...l.U
LierSGu..s
.=:,:::::....::::.. ~~ ~ Tiri
-- ~. -'- ----;::;
-' -
0~: ~~:..:.:;;2 ':: ~ C::~2.i.
" .., _.'._- ._"--
..:....~~:::::.:..!.:j:::::
~c:::ne~IY=-.l s
'",dDO S e
D\lSlIl-::sses /
Drofessions
a!1Q occupati.o?"'ls
are dO!Tliciled
I., .
~>I,7l t:n.J.D
the
i:1 COrDer 2~ "C.~".j
limits of
('iTl.
'----I
(b) collection of the taJ:es related to lssuaZ1ce of tne COU1ITY
licenses and remitting of such taxes to the CO;J-=~JT"l rnoDthly provided;
ho'",'ever) in the e"v'ent that delinq....,ency fee", ",y-o still 0;.ltst2Dding and
~"lcollected against a Darticular licensee, c..u", taxes on in::;:- aCCO~lt
2
do not need to be remitted until all such amounts due and owing are
collected;
(c) CITY shall follow all the requirements of the Ordinance
including particularly the rates and charges established Ior each
class of license, handling of delinquencies, issuance of half (1/2)
year licenses and inspection of other required licenses,
certifications or registrations for persons seeking a Class "B"
occupational license relating to regulated businesses, professions or
occupations as defined in the Ordinance.
(d) The City shall not allow refunds for previously issued
COUNTY occupational license taxes for any reason whatsoever; provided,
however, refunds shall be expressly allowed in the event a license
application or renewal is denied for any reason or if a license is
issued as the result of clerical error.
(e) The CITY shall each month, commensurate with remitting
license taxes to COUNTY, provide to COUNTY the list of those persons
issued a COUNTY occupational license, including renewals thereof, and
taxes collected in connection therewith during the immediately
preceding month. Such list may be provided in either paper form or in
electronic and/or digital medium deemed compatible with the public
records laws of the State of Florida, including particularly Chapter
1B-26, Florida Administrative Code, or successor provisions relating
to minimum standards of long term readability and legibility for
electronically stored public records.
(f) Nothing herein shall be deemed as requiring CITY to issue a
physically separate license document for a COUNTY occupational
3
license. The CITY may, at its own discretion elect to include an
additional line item on its own occupational licenses simply
referencing issuance of the COUNTY license in the proper class.
SECTION 3. 0BLIGATIONS AND RESPONSIBILITIES OF COUNTY REGARDING
TRANSFER OF ADMINISTRATIVE DUTIES TO CITY. The COUNTY shall provide
to the CITY the following support and documentation in order to
facilitate CITY'S assumption of the administrative duties described in
Section 2, above:
(a) A list of all existing COUNTY occupational licensees as of
the date of execution of this Agreement that are domiciled within the
incorporated limits of CITY along with the addresses of such
licensees. Such list may be supplied in either paper form or in
electronic and/or digital form provided such electronic media shall
meet the specifics described in Section 3(e) above.
(b) CITY shall be entitled to compensation for its performance
of administrative duties under this Agreement, which compensation
shall be comprised as follows:
(i) TWO and 50/100 DOLLARS ($2.50) for each new license or
renewal,
(ii) THREE and NO/100 DOLLARS ($3.00) for each transfer or
issuance of a duplicate occupational license;
(iii) all penalties collected in connection with
deliquencies arising in connection with COUNTY occupational licenses.
Such compensation shall be deducted by the CITY from the total COUNTY
occupational license tax receipts each month before remitting the
balance of the occupational license tax proceeds to the Tax Collector.
4
In the event that a higher administrative expense fee schedule is
irnplemented by virtue of subsequent agreerment between the COUNTY and
any one or more municipalities, then the fee.s paid to CITY under this
Agreement shall automatically be increased to the same amount so that
all participating municipalities shall be compensated at the same
rates for each categorey of fees. Such revisions to the administrative
fees paid hereunder shall be memorialized in the form of a letter of
understanding signed by the appropriate officials of both parties
which let ter of understanding shall be become a part of this agreement
upon its signing by the parties. No other formal amendment to this
Agreement shall be required to implement a change to the
administrative fees provided; however, that only one (1) such change
shall be permitted in any fiscal year.
SECTION 4. MISCELLANEOUS COVENANTS RELATING TO TRANSFER OF
ADMINISTRATIVE DUTIES.
(a) Should administrative and transaction costs of the CITY
relative to carrying out its duties hereunder increase beyond that
contemplated by this Agreement, the basis of compensation to CITY may
be revised once a year to take effect on the next October 1, by mutual
agreement expressed as a formal amendrnent to this Agreement.
(b) In the even t a COUNTY licensee elects to upgrade its
license from an unregulated Class "A" to a regulated Class "B"
license, the tax collected by the CITY shall be the incremental
difference between the Class "A" and Class "B" tax establisned in the
Ordinance.
:::
(c) CITY and COUNTY shall each use their best efforts to insure
compatibility of their computer hardware and software systems,
policies and procedures relating to occupational license issuance,
related tax collections and enforcement and to cooperate in the
sharing of information in connection therewith so as to allow each
Party the ability to fully perform its obligations under this
Agreement.
SECTION :5. DESIGNATED ADMINISTRATIVE AGENTS OF THE PARTIES AND
NOTICE TO PARTIES. The Parties shall direct all correspondence and
notices to the attention of the public official identified below. That
designated official shall also be responsible for all material actions,
overnight, and coordination in the performance of this Agreement.
For CITY:
Ronald W. HcLemore, City Manager
1126 E2.st State Road 434
Wintey Springs, FL 32708
Tel: 407 327-5963
e-rnail: rmclemore@winterspringsfl.org
For County:
Ray Valdes, Tax Collector by and througn
Paul Warsicki, Assistant Tax Collector
1101 E. First Street
Sanford, FL. 32771
Tel: 407-665-7648
Fax: 407-665-7603
e-rnail: Pwarsicki@seminoletax.org
Each Party reserves the right to designate another official to be
the point of contact without formal amendment to this Agreement by
written, certified, return receipt U.S. Mail, facsimile transmission or
e-mail notice to the other ten (10) days prior to the desired date of
substitution thereof. If electronic, telex or facsimile notice is used
6
a record of confirmation of receipt of such transmission must be
maintained. Notice to a Party shall be deemed received and effective
three (3 ) days from the date of mailing or on the same day of
transmission if sent by e-mail or Facsmile. A copy of such notice
shall be attached as an exhibit to this Agreement on and after the
effective date of the change.
SECTION 6. INDEMNIFICATION AND INSURANCE. Each Party is
responsible for all personal injury and proeprty damage attributable
to the negligent acts or omissions of that Party and its officers,
employees, and agents thereof. The Parties further agree that nothing
contained herein shall be construed or interpreted as denying to
either Party any remedy or defense available to such Party under the
laws of the State of Florida; the consent of the State of Florida or
its agents and agencies to be sued; or a waiver of sovereign immunity
of the State of Florida beyond the Waiver provided in Section 768.28,
Florida Statutes.
SECTION 7. INSURANCE AND BONDING REQUIREMENTS. CITY AND COUNTY
shall both be responsible for maintaining adequate insurance coverage
against claims by third persons arizing from the mishandling of
occupational license issuance matters including wrongful denial
thereof, other mishandling, malfeasance or misappropriation of moneys
collected in connection therewith. Those persons employed by both
Parties with responsibility for the collection, custody and
disbursement of the public funds under this agreement shall be bonded
in an amount sufficient to cover foreseeable losses in connection with
potential misappropriation of said funds.
7
SECTION 8. alternative dispute resolution, Any and and all disputes
arising hereunder shall be attempted to be resolved through a
collaborative and mutually acceptable informal process with open
discussions and a cooperative effort and the Parties shall exercise good
faith in all efforts to resolve disputes without litigation. Whenever
possible, disputes or disagreements as to the level of service and
standards of performance shall be resolved at the lowest comparable
levels between the CITY and COUNTY. The first level of resolution
will be the CITY'S Customer Service Manager and the Assitant Tax
Collector of COUNTY in charge of occupational license tax matters. The
next higher level of resolution will be the City Manager or
Administrator and the Seminole County Tax Collector. The highest and
final level of resolution will be the City Council/Commission and the
Seminole County Board of County Commissioners. In the event that more
formal dispute resolution processes become necessary, such matters shall
be submitted for mediation, in which case the Parties shall engage a
mutually acceptable, Florida Supreme Court certified mediator, the fees
for which, if any, shall be shared equally by the Parties. In no event
shall either CITY or COUNTY commence litigation unless and until all
attempts at alternative dispute resolution as set forth herein have been
exhausted.
SECTION 9. EQUAL OPPORTUNITY EMPLOYMENT. Both CITY and COUNTY
shall assure that no person shall be excluded on the grounds of race,
color, creed, national origin, handicap, age, or sex from participation
in, denied the benefits of, or be otherwise subjected to discrimination
or sexual harassment in any activity pursuant to this Agreement.
8
SECTION 10 GOVERNING LAW. This Agreement shall be governed by
and interpreted according to the laws of the State of Florida. The
Parties hereto and their employees, agents, vendors, ana assigns shall
comply with all applicable Federal, State, and local laws, codes and
regulations relating to the perIormance of this Agreement.
SECTION 11. INTERPRETATIONS. In the event any provision of this
Agreement conflicts with, or appears to conflict with, the other terms
of this Agreement, it shall be interpreted as a harmonious whole with a
good faith effort to resolve any inconsistency. CITY and COUNTY agree
to engage in positive and constructive communication to ensure that the
positive collaboration occurs,
SECTION 12. FORCE K~JEURE.
Not'r~ithst2.n.ding any pro~,;.isions or this
Agreement to the contra.LY, the ?3.rties shall not be held liable if
failure
or d.elay in the performance of this
Agreement arj.ses
from
-=~-A""
L_L__;::',
floods I strikes, et7lba.rgoes, 2.cts of the ~ublic en.emy, un'~sualJ.y se-v-ere
wee. trler ,
outbreak
of
vlar,
restraint
of
Government,
riots,
ci vil
corrmotion, act of terrorism, force u2Jeure, act of God, or tor 2DV other
C2.use of the same c~na=-ac~er vlhich is w1a'\io.idable thro"tlgh j-h~ exercise of
due care and "lhich is beyond the control of cne ?arties.
S;CTIO~- 13. MODIFICp~TIONS r J....;~m~8lITS 02 J..LTE?J....TION3.
2xceDt as
expressly provided in Sectlons 3(b)
and 5
of
this .A-greem~nt,
no
modif ication,
arnerldnlent I
or alteration In
the
terms or conditions
contained herein Sh211 be effecti -vie ~!less cont2..ined in 2. 'lI,rri t ten
document
executed 1,1li th
<.-'
'......lle
scme formality and
or
equal
dignity her~~lith.
()
S.ECTIon 14. ASSIGNMENT THIRD PARTY BENEFICIARIES.
(a)
COUNTY
nor
third Person
entity without the prior written consent of
o:-noy
Part-" .
(b)
There
-~o
c:.~ '--
no third P2~tf benefici2ries
to
this
p.greement.
S!:CTION' 15.
3It-.:uIN\3 EFFECT.
S~J.bj e ct
to
....1-...-.
provisions of
,., .,
~eC'Clon
14, thlS Agreement sh211 be bi~din9 U~0n ~nd l~lire to tne be~efit or the
Parties
hereto a.nd t~'1e
s.0.cces ser s
2..::1
'. .
In::e~est:,
tr2DSferess
and assigns
of the Parties; p::-ovided, however, this Agreement shall not 0e deemed to
pledge Lne full faith and cyedit 0= e~Lner ?2rtv.
SECTION 15. Pu~LIC 2~CO?~S.
The ?~~tie5 shall allow p~iblic 2ccess
to
all
docume:1ts,
papers,
letters,
elect:conically/di3itally
stored
records
o:c
other ~a~erlals
;"lhi eh ha7e
bo"',..,
,
m2.ce
~~
.I,..,.i..:...
yecei -v.ed
in
eonj~etion with this Ag:ceement, subject to exce?tions of public reco:cds
laws as 5"'''' rorth in the Florida Statutes, VlDlCh records shall 0e
maintained in aceo::-dance with records :cetention requirements of State
law. The Parties shall maintain in t:nelr place of D;-1Sl.ness any aDd all
books, docGTients, papers ana. ::;ther- eVlQe:J.ce perc:alnl.:J.g to 'v}o:ck: pe:cfoY:T!ed
pursuant to this _z,greement.
Sucn reCOTc.s shall D= 2.-I2il2ble at the
Tsg-0.i 2:[
:J.1.ace
0:: D":J.sin-=:ss
for:
O;::~'i P2-rtj"
;::; 1 "I
reasonable
times
d~~ring
tl1:;
t. e ::tTl
0:;::
this
- .
F.:.greeTT~~:J. ':.
2nc.
':"''-....11-
S:)
l0T1.S
=='8
sUcn
r=co~ds
a ''--0
, . I "
rn2.2.TIc.alnec. .
SECTION' 17.
COl~?LICTS
OF INT3P,EST.
The Per-ties
aoree that
the'.'
"
Vllll ",oc:
eT'lg2gs
in 2..Dy action
that ~;rO\.11d
cre:2.t:e ~
CO~J.=rlct
of
'. .
lIlter-est.
In ;-,.,,,,, pe:cfc2:lTiance or its obligatior:s p'J.Y'suant to this --'"-greernent, or
10
which 'Would violate or cause otp.ers to violate the prO'11SJOnS or Pal-t
III, Chapter 112, Florida Statut es r relating to e thi cs in gO-Ierrlment.
SECTION 18. INDEPENDENT CONTRACTORS.
The Parties are independent
contractors and ere not enmlu!ees or ?-gents of ee.ch other. Nothing 1n
this Agreement shall be interureted to establish
other
performance of this Agreement.
SECTION 19 SEVERABILITY.
Snould any term of this Agreement be
held to any extent invalid enforceable, as against any person,
entity or circumstance during the term hereof, by force or any statute,
law, or ruling of any forum or competent jurisdiction, such in-validity
shall not affect ~lY other term or provisions, or impair the enforcement
rights- of the Parties, their successors
SECTION 20. TERMINATION.
Th.is Agreement rnay be terminated by
either Party for cause or for convenience UDOD ninety (90) days written
notice to the other Party of such terlnination.
In the e~ent of
t.errr:ination by the COTJN7Y for cOrrJenl ence, cn'2 CI7Y s1-lal1 be cOlT\pensated
ror services performed to terrrtin.ation date in accordan.ce 'di th paragr2.ph
to the proper Party.
If notice lS deli ~leYed by mail, it s:n211 be dee771ed
received three (3) days 2fter ffi2iling.
11
SECTION 21. HEADINGS,
and
shall
the cons'tr-uction cf interpret2.tioD hereof.
SECTION 22.
EXHIBITS.
deemed to be incorporated
into this Agreement as if fully set forth
the body of this Agreement. Said exhibits may be
substituted from time to time by the Parties to reflect changes in the
SECTION 23. ENTIRE AGREEMENT
This Agreement states the entire
understanding between the Parties and supersedes any written or oral
representations, statements,
SECTION 24. COUNTERPARTS.
This Agreement may be executed.
number of CounterParts each of which,
be an original, but all counteparts shall together constitute and
the
ATTEST
ANDREA LORENZO-LUACES, CITY CLERK
CITY OF WINTER SPRINGS
JOHN F. BUSH MAYOR
OCTOBER 13, 2003
APPROVED AS TO FORM AND LEGALITY
FOR THE USE AND RELIANCE OF THE
CITY OF WINTER SPRINGS, FLORIDA ONLY.
ANTHONY A. GARGANESE, ESQ.
CITY ATTORNEY
12
ATTEST:
BOARD OF COUNTY COMMISSIONERS
SEMINOLE COUNTY, FLORIDA
MARYANNE MORSE
CLERK TO THE BOARD OF
COUNTY COMMISSIONERS OF
SEMINOLE COUNTY
DARYL G. MCLAIN, CHAIRMAN
Date: 12-11-03
For the use and reliance
of Seminole County only
As authorized for execution
by the Board of County Commissioners
at their 9 Dec 2003
regular meeting.
Approved as to form and
legal suffieiency.
County Attorney