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INDEPENDENT CONSULTING AGREEMENT
THIS INDEPENDENT CONSULTING AGREEMENT (this "Agreement"), effective October 14, 2020 is
entered into by and between the CITY OF SEBASTIAN (herein referred to as the "CITY") and
CHRISTINE VICARS (herein referred to as the "CONSULTANT").
WHEREAS, the CITY is interested in the services to be provided by the CONSULTANT and desires to
engage the services of CONSULTANT to represent the CITY in the review, communications with
applicants and processing of applications for the COVID-19 Mortgage and Rental Assistance Program
and to consult with management concerning such activities;
NOW, THEREFORE, in consideration of the promises and the mutual covenants and agreements
hereinafter set forth, the parties hereto covenant and agree as follows:
1. Term of Consultancy. CITY hereby agrees to retain the CONSULTANT to act in a consulting capacity
to the CITY and the CONSULTANT hereby agrees to provide services to the CITY for a tern of 3
months. The parties may extend the Term of Consultancy in writing at the end of the 3 month term
on a month to month basis.
2. Duties of CONSULTANT. The CONSULTANT agrees to generally provide the following specified
consulting services regarding applications for the COVID-19 Mortgage and Rental Assistance
Program during the term specified in Section 1, above.
(a) CONSULTANT will receive and address inquiries from applicants and potential applicants;
(b) CONSULTANT will make reasonable efforts to assist applicants in successfully complete the
required forms;
(c) CONSULTANT will review all submitted applications and make reasonable efforts to verify
information provided and communicate any corrective actions needed by the applicants;
(d) CONSULTANT will compile files (including the processing checklist), on each application judged
to meet the grant requirements and forward those records to the CITY;
(e) CONSULTANT will compile files (including the processing checklist), on each application judged
to not meet the grant requirements and forward those records to the CITY.
3. Allocation of Time and Energies. The CONSULTANT hereby promises to perform and discharge
faithfully, diligently and thoroughly the responsibilities assigned herein, although no specific hours -
per -day requirement will be required.
4. Remuneration. For undertaking this engagement and for other good and valuable consideration, the
CITY agrees to provide compensation to CONSULTANT in the form of a cash payment not to exceed
Five Thousands Five Hundred Dollars and No Cent j$5,500.00). Should this Agreement be
terminated prior to the stated 3 month term, the CITY agrees to prorate a cash payment based on the
percentage of the contract time actually worked. In no event shall the total compensation exceed Five
Thousands Five Hundred Dollars and No Cent ($5,500.00). The CITY understands and agrees that
the CONSULTANT has represented that she has foregone significant opportunities to accept this
engagement. Further, the CITY derives substantial benefit from the execution of this Agreement and
the ability to announce its relationship with CONSULTANT. ONCE SAID CASH PAYMENT HAS
BEEN PAID, IT WILL CONSTITUTE FULL PAYMENT FOR THIS AGREEMENT,
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5. Non-Assi . nability of Services. The CONSULTANT's services under this Agreement may not be
assigned by the CONSULTANT.
6. Excenses. The CONSULTANT agrees to pay for all of her own expenses (phone, mailing, faxing,
labor, etc.), except pre -approved extraordinary items that shall be approved in advance in writing by
the CITY prior to the CITY incurring an obligation for reimbursement.
7. Indemnification. The CITY warrants and represents that all oral communications, written documents
or materials furnished to CONSULTANT or the public by the CITY with respect to the COVID-19
Mortgage and Rental Assistance Program are accurate in all material respects and CONSULTANT
may rely upon the accuracy thereof without independent investigation. The CITY will protect,
indemnify and hold harmless CONSULTANT against any claims or litigation including any damages,
liability, cost and reasonable attorney's fees as incurred with respect thereto resulting from
CONSULTANT communication or dissemination of the accuracy of said information, documents or
materials. However, excluded are any such claims or litigation resulting from CONSULTANT
communication or dissemination of information not provided or authorized by the CITY.
CONSULTANT warrants and represents that all oral communications, written documents, or
materials furnished to third parties by CONSULTANT, originating with CONSULTANT and to
the extent not mirroring. material furnished by CITY, shall be accurate in all material respects.
CONSULTANT will protect, indemnify and hold harmless CITY against any claims or litigation
including any damages, liability, cost and reasonable attorney fees as incurred with respect thereto
resulting from any claims or litigation resulting from CONSULTANT communication or dissemination
of information not provided or authorized by the CITY, specifically material non-public information that
CONSULTANT becomes aware of, or from CONSULTANT negligence or misconduct. Nothing in
this agreement shall be construed as the City waiving its immunity pursuant to §768.28, et
seq., Florida Statutes, or any other sovereign or governmental immunity.
B. Re.,resentations. CONSULTANT represents that she is not required to maintain any licenses and
registrations under federal or any state regulations necessary to perform the services set forth herein.
CONSULTANT acknowledges that, to the best of her knowledge, performance of the services set forth
under this Agreement will not violate any rule or provision of any regulatory agency having jurisdiction
over CONSULTANT. CONSULTANT further acknowledges that, to the best of her knowledge, that
she has not violated any rule or provision of any regulatory agency having jurisdiction over the CITY.
CITY acknowledges that, to the best of its knowledge, the CITY is not the subject of any investigation,
claim, decree or judgment involving any violation of the SEC or securities laws.
9. Le -;al Re;. resentation. CITY and CONSULTANT represent that they have consulted with independent
legal counsel and/or tax, financial and business advisors, to the extent that they deemed necessary.
10. Status as Independent Contractor. The CONSULTANT's engagement pursuant to this Agreement
shall be as independent contractor, and not as an employee, officer or other agent of the CITY.
Neither party to this Agreement shall represent or hold itself out to be the employer or employee of
the other. CONSULTANT further acknowledges the consideration provided hereinabove is a gross
amount of consideration and that the CITY will not withhold from such consideration any amounts as
to income taxes, social security payments or any other payroll taxes. All such income taxes and other
such payment shall be made or provided for by CONSULTANT and the CITY shall have no
responsibility or duties regarding such matters. Neither the CITY nor the CONSULTANT possesses
the authority to bind each other in any contract without the express written consent of the entity to be
bound.
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11. Attorne 's Fee. If any arbitration is brought for the enforcement or interpretation of this Agreement, or
because of an alleged dispute, breach, default or misrepresentation in connection with or related to
this Agreement, the Parties agree that it shall bare its own attorneys' fees and any other costs in
connection with that action or proceeding, in addition to any other relief to which it or they may be
entitled.
12. Termination. This Agreement may be terminated by the CITY at any time without prejudice to any
other rights or remedies either party may have. The Agreement may be terminated by the
CONSULTANT only in the event of a material adverse change, or development that may lead to a
material adverse change in the business, properties, operations or financial condition or prospects
that adversely affect the ability of the CONSULTANT to perform the services hereunder.
13. Arbitration. Any controversy or claim arising out of or relating to this Agreement, or the alleged
breach thereof, or relating to activities or remuneration under this Agreement, shall be settled by
binding arbitration in Indian River County, Florida, whether commenced by the CITY or the
CONSULTANT, in accordance with the applicable rules of the American Arbitration Association
(AAA) and/or Federal Mediation and Conciliation Services (FMCS).
14. Comolete Agreement. This Agreement contains the entire agreement of the Parties relating to the
subject matter hereof. This Agreement and its terms may not be changed orally but only by an
agreement in writing signed by the Party against whom enforcement of any waiver, change,
modification, extension or discharge is sought.
15. Governin. Law. This Agreement shall be governed in all respects by the laws of the State of Florida,
United States of America, without regard to conflicts of law provisions of any state of the United
States.
16. Public Records. CONSULTANT will keep and maintain public records required by the CITY to
perform the service. Upon request from the CITY's custodian of public records, CONSULTANT will
provide the CITY with a copy of the requested records or allow the records to be inspected or copied
within a reasonable time and at a cost that does not exceed the cost provided in Chapter 119, Florida
Statues, or as otherwise provided by law. CONSULTANT will ensure that the public records that are
exempt or confidential and exempt from public records disclosure requirements are not disclosed
except as authorized by law for the duration of the term of the Agreement and following completion of
the Agreement if CONSULTANT does not transfer the records to the CITY. Upon completion of the
Agreement, CONSULTANT will transfer, at no cost, to the CITY all public records in possession of
the CONSULTANT or keep and maintain public records required by CITY to perform the service. If
CONSULTANT transfers all public records to CITY upon completion of the Agreement,
CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If CONSULTANT keeps and maintains public records
upon completion of the Agreement, CONSULTANT shall meet all applicable requirements for
retaining public records. All records stored electronically must be provided to the CITY, upon request
from the CITY's custodian of public records, in a format that is compatible with the information
technology system of the City. If CONSULTANT does not comply with the CITYT's request for public
records, the CITY shall enforce the provisions of the Agreement in accordance with the terms of the
Agreement and may cancel the Agreement.
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IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT JEANETTE
WILLIAMS, CUSTODIAN OF PUBLIC RECORDS, AT 12ZS MAIN STREET, SEBASTIAN, FL 32958; EMAIL-
iw*.11'.--�.�,-)-'ryofsebastian.otj,; PHONE:772-388.8215.
17. Counter; -arts. This Agreement may be executed in any number of counterparts (electronic or
otherwise), each of which shall be an original, but all of which together shall constitute one
instrument.
18. SeverabilitF . If any provision of this Agreement is held to be invalid, illegal, or unenforceable, (i)
the validity, legality, and enforceability of the remaining provisions of this Purchase Agreement will
not be affected or impaired, and (ii) the parties shall negotiate in good faith so as to replace each such
invalid, illegal, or unenforceable provision with a valid, legal, and enforceable provision that will, in
effect, from an economic viewpoint, most nearly and fairly achieve the effect of the invalid, illegal, or
unenforceable provision and the intent of the Parties in entering into this Agreement.
19. Headin_;s. The descriptive headings of the articles, sections, and subsections of this Agreement are
for convenience of reference only. They do not constitute a part of this Agreement and do not affect
this Agreement's construction or interpretation.
20. Survival. The representations, warranties, covenants, and agreements made herein shall survive the
execution and delivery of this Agreement.
21. Successors and Assi-ms. This Agreement binds and benefits the Parties and their respective heirs,
executors, administrators, legal representatives, and permitted successors and assigns.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year first above
written.
CONSULTAN .
r c
CHRISTINE VICARS, Consultant
ATTEST (SEAL):
zkat-L(Ht WL&tt +-
J ETTE WILLIAMS, MMC, City Clerk
THE CITY OF SfEBASTIAN:
CAUL CARLI`SLE,, City Manager Ova
Approved as to form and legality for
Reliance by the City of Sebastian only:
Oigi kma-byM—y Mon, Jr_
ON: Cd S. OVSky M..". 0�1"F Seb.Mlan. C-M—y Mon,
Manny Anon, Jr R.-I 1PP-o, aoa :i. my lq 1y biMmY.io —
F-Re.T.rOwv Cl.T
MANNY ANON, JR., City Attorney
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BUILDING DEPARTMENT
1225 MAIN STREET • SEBASTIAN, FLORIDA 32958
TELEPHONE: (772) 589-5537 • FAX (772) 589-2566
LOCAL BUSINESS TALC RECEIPT
Tax YearOctober 1, 2020 to September 30, 2021
CHRISTINE VICARS
(772) 713-5979
Address: 729 GEORGE ST
SEBASTIAN, FL 32958
Activity: Home Businesses - Services - Business office
Issued to: VICARS ADMINISTRATIVE SERVICES, LLC
CHRISTINE VICARS
729 GEORGE ST
SEBASTIAN, FL 32958
NON -TRANSFERABLE
No. 2020-148
Date: 10/29/2020
Business Tax Receipi
Total Paid: $66.00