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INDEPENDENT AUDITING SERVICES AGREEMENT This Independent Auditing Services Agreement ("Agreement") is entered into this 23rd day of June, 2015, by and between Indian River County, a political subdivision of the State of Florida, 1801 27th Street, Vero Beach, FL 32960 ("County") and Rehmann Robson, LLC, a Michigan limited liability company, having a principal place of business at 5070 N. Highway A1A, Suite 250, Vero Beach, FL 32963 ("Auditor"). BACKGROUND RECITALS A. Pursuant to Florida Statutes section 218.391, as amended by Chapter 2005-32, effective July 1, 2005, the County issued a Request for Proposals for independent auditing services. B. Pursuant to applicable Florida law and the Request for Proposals, the County's duly- constituted Auditor Selection Committee received proposals and ranked the firms that responded to the Request for Proposals based on the evaluative criteria set forth in the Request for Proposals. C. The Auditor was the highest ranked respondent to the Request for Proposals and on April 21, 2015, the County approved the Auditor Selection Committee recommendation to appoint Auditor to provide the independent auditing services set forth in the Request for Proposals and this Agreement. D. Auditor is willing and able to perform the services as set forth in this Agreement on the terms and conditions set forth below. E. The County and the Auditor wish to enter into this Agreement for the independent auditing services as set forth below. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the parties hereby agree as follows: 1. DESCRIPTION OF COUNTY RECORDS TO BE AUDITED. The records of the County that will be audited by Auditor, pursuant to this Agreement, are as set forth in Exhibit "A" attached hereto and incorporated herein by this reference in its entirety. 2. SCOPE OF INDEPENDENT AUDITING SERVICES. The scope of independent audit services provided under this Agreement shall be in accordance with the provisions of Florida Statutes and the Rules of the Auditor General, as may be amended from time to time, and more specifically set forth in Exhibit "B" attached hereto and incorporated herein by this reference in its entirety ("Services"). The Services are to be performed in accordance with generally accepted auditing standards in addition to the following: 1) Section 11.45, Florida Statutes; 2) Regulations of the Florida Department of Financial Services; 3) Rules of the Auditor General (Chapter 10.550, Local Government Entity Audits); 4) Standards for Audit of Governmental Organizations, Programs, Activities, and Functions, published by the Comptroller General of the United States; 5) U.S. Office of Management and Budget, Circular No. A-133, Audits of States, Local Governments, and Non-Profit Organizations; and 6) any 1 45