HomeMy WebLinkAbout2020-013ATHE STANDARDIZED RECYCLING LABEL LICENSE AGREEMENT
THE STANDARDIZED RECYCLING LABEL LICENSE AGREEMENT (the
"Agreement") is made effective as of January 21, 2020(the "Effective Date"), by and
between Recycle Across America, a Minnesota nonprofit corporation with offices at 4337
Wilshire Blvd., Mound, MN 55364 ("RAA") and Indian River County Solid Waste Disposal
District (SWDD), a dependent special district of Indian River County, Florida with offices at
1801 27th Street, Vero Beach, Florida 32960 ("Licensee").
Selected License Options. During the Term, RAA will, as further described in and subject to this
Agreement, including the restrictions set forth in Section 2 of 1✓xhibit A, General Terms and Conditions
(the "Terms and Conditions"), grant a limited license to Licensee to print and use an unlimited number
of standardized labels for Licensee's residential carts, multi -family complexes, public spaces,
government buildings, drop-off centers and dumpsters. In consideration for such license, Licensee will
pay RAA the following Fees:
1.1. Fees.
1.1.l.One-time Fee: $.Ol per resident: [$1,549]. The One-time Fee includes:
• Three (3) custom designed Labels that may include Licensee's logo and website
• Three (3) P$A Assets in PDF to print and distribute locally
• A draft press release for Licensee to share regarding its implementation and use of
the Labels
• Publicity on RAA's website of your implementation and use of the Labels
(Licensee's lame listed)
1.1.2.Annual Fee: $250. invoiced [twelve (12) months after the Effective Date, and then each
twelve (12) months thereafter]. The Annual Fee includes:
• PSA Assets, that are new or updated by RAA, in PDF to print and distribute locally.
To clarify, if Licensee wishes to make any changes to the new or updated PSA Assets,
such changes may be subject to the Additional Design Fee.
1.1.3.Additional Design Fee: $100, per each additional modification, due immediately upon
request, for each request by Licensee to modify the Labels and PSA assets.
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2. Agreement. Terms and Conditions are attached to and hereby made part of this Agreement. All
capitalized terms not defined elsewhere in this Agreement are defined in Section 1 of the Terms and
Conditions.
IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly
authorized representative.
RECYCLE ACROSS AMERICA SOLID WASTE DISPOSAL DISTRIC,-�ti��ssi^
INDIAN RIVER COUNTO o •.
By: By -
Name: Michelle "Mitch" Hedlund Susan Adams, Cha'"*an
Title: Executive Director` 2
Date: January 21, 2020 � •9��fq COUt1� �'�+
Date: January 13, 2020 •
ATTEST:
Jeffrey R. Smith, Clerk of Court and Comptroller
Deputy eFerk
(SEAL)
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1
2
APPROVE
By:
Jason E Bro n, County Adm►nistrator
APPROV AS TO FORM AND
CORRECTNESS:
By:
Dylan Reingold, County Attorney
FA
U
J
EXHIBIT A TO STANDARDIZED RECYCLING LABEL LICENSE AGREEMENT
General Terms and Conditions
Definitions. Capitalized terms not defined elsewhere in this Agreement are defined as follows:
• "Fees" means collectively the One -Time Fee, the Annual Fee and any Additional Design Fees
set forth on page 1 of this Agreement.
• "Labels" means the standardized recycling label artwork and images developed and
distributed by RAA.
• "Program" means, the standardized recycling label initiative developed by RAA for the
promotion and improvement of recycling.
• "PSA Assets" means the public service announcement materials developed by RAA for the
Program.
• "RAA Content" means the Labels and the PSA Assets.
• "RAA Marks" means all trademarks owned by RAA, including Recycle Across America, and
the logos associated with the foregoing trademarks.
2. License.
(a) License Grant. RAA hereby grants Licensee a limited, non-exclusive, non -transferable, non-
sublicensable license during the Term to reproduce, display and distribute the RAA Content solely in
connection with the marketing and promotion of the Program within Licensee's municipality. In connection
with the foregoing, Licensee may use the RAA Content on the applicable materials for the Selected License
Options relating to the Program within Licensee's jurisdiction, provided that (i) except for any modifications
we make at your request pursuant t4 Section 2(d) below, any use of the RAA Content conforms with the design
and layout of the original RAA Content as provided to Licensee by RAA and with all specifications provided
by RAA to Licensee from time -to -time; (ii) all use of the RAA Content inures to the benefit of RAA; (iii) RAA
will be entitled to review and inspect all use of the RAA Content by Licensee; and (iv) Licensee will promptly
comply with all of RAA's reasonable requests to modify or cease any or all use of the RAA Content. Except
as expressly set forth in this Agreement, RAA retains all right, title and interest in and to the RAA Content, and
all intellectual property rights relating thereto.
(b) Third Party Printers. Notwithstanding anything in this Agreement, Licensee may authorize a
third party to print and reproduce RAA Content solely on behalf and, for the benefit of Licensee for Licensee's
use pursuant to this Agreement. Licensee will cause any such third party to comply with the terms and
conditions of this Agreement and Licensee will be responsible for all acts and omissions of any such third party
with respect to the RAA Content. Additionally, Licensee will require the third party to sign the Printing
Agreement attached as an addendum to this Agreement.
(c) Restrictions. Licensee will not, and will not authorize or permit any third party to, reproduce,
display, distribute, create derivative works of, modify or otherwise use the RAA Content except as expressly
set forth in this Agreement. Furthermore, Licensee will not:
(i) modify, remove or use any images or photos included in the RAA Content;
(ii) use any branded material (e.g., a Coke can) in connection with the RAA Content;
(iii) add any images to any of the RAA Content;
(iv) modify the colors of any of the RAA Content; or
(v) modify any ofkhe text of the RAA Content, including the RAA information footer on the
RAA Content.
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(d) Modifications. Notwithstanding anything in this Agreement, Licensee may request
modifications to the RAA Content solely to:
(i) add Licensee's logo in the designated space in the Labels and/ or the PSA Assets;
(ii) add or remove additional language translations (e.g., to make the RAA Content bilingual)
in the designated space in the RAA Content;
(iii) adjust the size of the Labels to fit Licensee's needs, provided that the shape and proportion
of the Labels is not altered;
(iv) adjust the size of the PSA Assets to fit Licensee's needs, provided that the PSA branding
standards are maintained; or
(v) include a local celebrity in the PSA Asset.
Requests for modifications to the RAA Content must be approved by RAA of which will not be unreasonably
withheld and will be made by RAA only. Each modification may be subject to Additional Design Fees as
described in Section 1 of the Terms and Conditions. RAA does not authorize Licensee to make any
modifications except as expressly provided herein.
3. Payments.
(a) Fees. Licensee will pay RAA the One-time Fee upon execution of this Agreement and the
Annual Fee within thirty (30) days of Licensee's receipt of an invoice from RAA. Licensee agrees to pay
any Additional Design Fees, as applicable. In the event that Licensee fails to timely make any payment to
RAA which is due under this Agreement, such outstanding amount will bear interest at the rate of one and
one half percent (1.5%) per month or the highest percentage allowed by applicable law, whichever is lower.
(b) Taxes. All Fees dre exclusive of taxes, levies, duties, governmental charges or expenses
and will be made in United States dollars. In addition to the Fees and expenses specified in this Agreement,
Licensee is solely responsible for and will pay (or reimburse RAA for) all withholding, value added and
sales taxes due, except for taxes on RAA's income, if any.
4. Confidential Information. "Confidential Information" as used in this Agreement means any
information, whether tangible or intangible, maintained in confidence by a party, including confidential or
proprietary information of third parties that such party has been authorized to receive. Each party receiving
Confidential Information of the other party (the "receiving party") will not (i) disclose or make available
any Confidential Information of the other party (the "disclosing party") in whole or in part to any third
parties other than its employees who have a legitimate business reason to receive such Confidential
Information for the purposes of this Agreement and who are bound by similar restrictions on the use and
disclosure of confidential information; or (ii) use, exploit, copy, reduce to writing or otherwise record the
disclosing party's Confidential Information except in connection with the strict purposes of this Agreement.
The foregoing obligations will not apply to information that (a) is now, or hereafter becomes, through no
act or failure to act on the part of the receiving party, generally known or available to the public; (b) was
rightfully in the receiving party's ipossession prior to disclosure by the disclosing party; (c) is developed
independently by the receiving party without unauthorized use of or reference to any of the disclosing
party's Confidential Information; (d) is approved by the disclosing party for disclosure without restriction,
in a written document executed by a duly authorized officer of the disclosing party; or (e) required by law.
Term and Termination.
(a) Term. The term of this Agreement (the "Term") will begin on the Effective Date and will
continue for an initial period of one (1) year. Thereafter, this Agreement will automatically renew for
additional one (1) year periods thereafter unless a written notice of non -renewal is provided by one party to
the other party thirty (30) days prior to the applicable anniversary of the Effective Date.
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(b) Termination. Either party may terminate this Agreement upon thirty (30) days written
notice if the other party materially breaches this Agreement and fails to cure such breach within such thirty
(30) day period.
(i) TERMINATION IN REGARDS TO F.S. 287.135: RAA certifies that it and
those related entities of RAA as defined by Florida law are not on the Scrutinized
Companies that Boycott Israel List, created pursuant to s. 215.4725 of the Florida
Statutes, and are not engaged in a boycott of Israel. In addition, if this agreement is for
goods or services of one njillion dollars or more, RAA certifies that it -and those related
entities of RAA as defined by Florida law are not on the Scrutinized Companies with
Activities in Sudan List or the Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List, created pursuant to Section 215.473 of the Florida
Statutes and are not engaged in business operations in Cuba or Syria.
(ii) LICENSEE may terminate this Contract if RAA is found to have submitted a
false certification as provided under section 287.135(5), Florida Statutes, been placed
on the Scrutinized Companies with Activities in Sudan List or the Scrutinized
Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged
in business operations in Cuba or Syria, as defined by section 287.135, Florida Statutes.
(iii) LICENSEE may terminate this Contract if RAA, including all wholly owned
subsidiaries, majority-owned subsidiaries, and parent companies that exist for the
purpose of making profit, is found to have been placed on the Scrutinized Companies
that Boycott Israel List or is engaged in a boycott of Israel as set forth in section
215.4725, Florida Statutes.
(c) Obligations Upon Termination. Upon the expiration or termination of this Agreement for
any reason, all licenses granted under this Agreement will terminate immediately and Licensee will cease
all use of the RAA Content (except that Licensee may continue to use the existing Labels). Licensee further
agrees to destroy, or return if at RJkA's direction, any digital files of the RAA Content.
(d) Survival. Section 2 of the signature page, and Sections 1, 4, 5(c), 5(d), 6, 7 and 8 of these
Terms and Conditions and all payment obligations arising prior to the expiration or termination of this
Agreement will survive the expiration or termination of this Agreement.
6. Disclaimer of Representations and Warranties. Each party represents and warrants that it has
all right and authority to enter info this Agreement. EXCEPT AS EXPRESSLY SET FORTH IN THIS
AGREEMENT, RAA MAKES NO, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS AND
WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR ARISING BY COURSE OF DEALING,
INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, NON -INFRINGEMENT OR TITLE, IN CONNECTION WITH THE RAA CONTENT OR
ANY RELATED PRODUCTS OR SERVICES PROVIDED TO LICENSEE HEREUNDER.
7. Limitations on Liability.
(a) EXCEPT WITH RESPECT TO BREACHES OF SECTIONS 2, 3 OR 4 OF THESE
TERMS AND CONDITIONS, IN NO EVENT WILL EITHER PARTY OR ITS RESPECTIVE
DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS, BE LIABLE TO THE OTHER PARTY (NOR
TO ANY THIRD PARTY CLAIMING THROUGH SUCH PARTY) FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL LOSSES OR
DAMAGES (INCLUDING LOSS OF PROFITS, ANTICIPATED PROFITS, REVENUES,
ANTICIPATED SAVINGS, OR GOODWILL OR BUSINESS OPPORTUNITY) ARISING OUT OF OR
IN CONNECTION WITH TH15 AGREEMENT. EXCEPT WITH RESPECT TO BREACHES OF
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SECTIONS 2, 3 OR 4 OF THESE TERMS AND CONDITIONS, IN NO EVENT WILL EITHER PARTY
OR ITS RESPECTIVE DIRECTORS', OFFICERS', EMPLOYEES', OR AGENTS' COMBINED
AGGREGATE LIABILITY HEREUNDER TO THE OTHER PARTY OR ANY THIRD PARTY
CLAIMING THROUGH SUCH PARTY FOR ANY CAUSE WHATSOEVER ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT EXCEED THE AMOUNTS PAID OR PAYABLE TO RAA
UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE
EVENT GIVING RISE TO THE CLAIM.
(b) THE FOREGOING LIMITATIONS OF LIABILITY WILL APPLY TO THE FULLEST
EXTENT PERMITTED BY LAW, WHETHER THE ALLEGED LIABILITY IS BASED ON
CONTRACT, NEGLIGENCE OR OTHER TORT, STRICT LIABILITY OR ANY OTHER BASIS,
EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE PARTY RELYING ON THIS
LIMITATION OF LIABILITY HAD BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE
POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE SUCCESS OR
EFFECTIVENESS OF OTHER REMEDIES. LICENSEE ACKNOWLEDGES THAT RAA COULD
NOT MAKE THE RAA CONTENT AVAILABLE ON THE TERMS SET FORTH IN THIS'
AGREEMENT IF RAA'S LIABILITY WAS NOT LIMITED AS SET FORTH IN THIS AGREEMENT.
8. General Terms.
(a) Independent Relationship of the Parties; No Authority to Bind Other Party. The parties are
and intend to be independent cont actors. Neither party has the authority to bind or commit the other party
to any contract or obligation whatsoever, and neither party will represent or hold itself out as having any
right or authority to do so.
(b) Assignment. Except as expressly set forth in this Agreement, Licensee may not assign,
transfer or convey this Agreement (in whole or in part) or any of its rights under this Agreement to any
third party without the prior written consent of RAA and any attempted assignment, transfer or conveyance
without such consent will be void and of no force or effect.
(c) Successors and Assigns. The terms, conditions .and obligations of this Agreement will
inure to the benefit of and be binding upon the parties hereto and their permitted. successors and assigns.
(d) Notices. Any notice required or permitted to be given under this Agreement will be deemed
given: (i) when delivered personally to the party to receive such notice; or (ii) 5 days after mailing by
express courier service, fully prepaid, addressed as herein provided, or upon actual receipt of such mailing,
whichever will first occur. All notices will be addressed to the parties at the addresses set forth on the cover
page to this Agreement or to such other address as any party may notify the other party of in a writing
delivered in accordance with this section.
(e) Governing Law. This Agreement will be governed under the laws of the State of Florida,
United States, without regard to its conflicts of law provisions.
(f) No Waiver. The failure of either party at any time to require performance of any provision
of this Agreement or to exercise arty right provided for herein will not be deemed a waiver of such provision
or such right. All waivers must be in writing. Unless the written waiver contains an express statement to
the contrary, no waiver by a party of any breach of any provision of this Agreement or of any right provided
for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver
of the provision itself, or a waiver of any right under this Agreement.
(g) Severability. If any provision of this Agreement is held by a court of competent jurisdiction
to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives
of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement
will remain in full force and effect.
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(h) Rules of Interpretation. As used in this Agreement, the word "or" is not exclusive and the
words "including" or "include" are not limiting.
(i) Amendment. This Agreement may not be amended except by a written agreement
executed in ink by both parties.
0) Entire Agreement. This Agreement represents the entire understanding and agreement
between the parties hereto with respect to the subject matter hereof and supersedes all prior oral and written
and all contemporaneous oral negotiations, commitments and understandings between such parties.
Public Records Compliance.
(a) Indian River County is a public agency subject to Chapter 119, Florida Statutes. RAA shall
comply with Florida's Public Records Law. Specifically, RAA shall:
(i) Keep and maintain public records required by the County to perform the service.
(ii) Upon request from the County's Custodian of Public Records, provide the County with a
copy of the requested records or allow the records to be inspected or copied within a reasonable
time at a cost that does not exceed the cost provided in Chapter 119 or as otherwise provided
by law.
(iii) Ensure that 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
contract term and following completion of the contract if RAA does not transfer the records to
the County.
(iv) Upon completion of the contract, transfer, at no cost, to the County all public records in
possession of RAA or keep and maintain public records required by the County to perform the
service. If RAA transfers all public records to the County upon completion of the contract,
RAA shall destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If RAA keeps and maintains public records upon
completion of the coWtract, RAA shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the County, upon request from
the Custodian of Public Records, in a format that is compatible with the information technology
systems of the County.
(b) IF RAA HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO RAA'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:
(772) 226-1424
t)uhlicrecords(a�ircwV.com
Indian River County Office of the County Attorney
180127 1h Street
Vero Beach, FL 32960
(c) Failure of RAA to comply with these requirements shall be a material breach of this Agreement. .
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ADDENDUM
PRINTING AGREEMENT
This Printing Agreement ("Printing Agreement") is executed by and between Recycle Across America, a
Minnesota nonprofit corporation ("RAA"), a Minnesota nonprofit corporation with offices at 4337 Wilshire
Blvd., Mound, MN 55364, Indian River County Solid Waste Disposal District (SWDD), a dependent
special district of Indian River County, Florida, with offices at 1801 27"' Street, Vero Beach, Florida 32960
("Licensee") and , with offices at
("Printer") as of the latest signature date below ("Effective Date").
WHEREAS, Licensee and RAA have entered into an agreement to license certain recycling label artwork
and recycling public service announcement materials;
WHEREAS, Printer provides printing services; and
WHEREAS, Licensee desires to use Printer's printing services to print the RAA Content and RAA
desires to grant Printer a limited license to print the RAA Content subject to the terms of this Printing
Agreement.
1. Definitions.
"Labels" means the standardized recycling label artwork and images developed and distributed by
RAA.
"PSA Assets" means the public service announcement materials developed by RAA for the Program.
"RAA Content" means the Labels and the PSA Assets.
Term. The term ("Term") of this Printing Agreement is as follows (select only one option):
0 From the Effective Date until (insert date); or
0 From the Effective Date until (insert number) Labels are printed and (insert
number) PSA Assets are printed.
Termination. Either RAA/ or Licensee may terminate this Printing Agreement immediately upon
written notice if the other party materially breaches this Agreement. Any party may terminate this
Agreement upon thirty (30) days' written notice for any reason. Sections 4 and 5 of this Printing
Agreement will survive any termination or expiration.
(i) TERMINATION IN REGARDS TO F.S. 287.135: RAA certifies that it and those related
entities of RAA as defined by Florida law are not on the Scrutinized Companies that Boycott Israel
List, created pursuant to s. 215.4725 of the Florida Statutes, and are not engaged in a boycott of
Israel. In addition, if this agreement is for goods or services of one million dollars or more, RAA
certifies that it and those related entities of RAA as defined by Florida law are not on the Scrutinized
Companies with Activities in Sudan List or the -Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List, created pursuant to Section 215.473 of the Florida Statutes and are
not engaged in business operations in Cuba or Syria.
(ii) LICENSEE may terminate this Contract if RAA is found to have submitted a false
certification as provided under section 287.135(5), Florida Statutes, been placed on the Scrutinized
Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria, as defined
by section 287.135, Florida Statutes.
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(iii) LICENSEE may terminate this Contract if RAA, including all wholly owned subsidiaries,
majority-owned subsidiaries, and parent companies that exist for the purpose of making profit, is
found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in
a boycott of Israel as set forth in section 215.4725, Florida Statutes.
4. License. RAA hereby grants Printer a limited, non-exclusive, non -transferable, non-sublicensable
license during the Term to reproduce the RAA Content solely for Licensee subject to this Printing
Agreement. Printer agrees that the RAA Content must conform with the design and layout of the
original RAA Content as provided to Licensee by RAA and with all specifications provided by RAA
to Licensee from time -to -time; (ii) all use of the RAA Content inures to the benefit of RAA; (iii) RAA
will be entitled to review and inspect the RAA Content as printed by Printer; and (iv) Printer will
promptly comply with all of RAA's reasonable requests to modify or cease any or all printing of the
RAA Content. RAA does not authorize Printer to make any modifications to the RAA Content. Except
as expressly set forth in this Agreement, RAA retains all right, title and interest in and to the RAA
Content, and all intellectual property rights relating thereto.
5. General.
a. Independent Relationship of the Parties; No Authority to Bind Other Party. The parties are
and intend to be independent contractors. Neither party has the authority to bind or commit
the other party to any contract or obligation whatsoever, and neither party will represent or
hold itself out as having any right or authority to do so.
b. Assignment. Except as expressly set forth in this Agreement, Printer may not assign,
transfer or convey this Printing Agreement (in whole or in part) or any of its rights under
this Agreement to any third party without the prior written consent of RAA and any
attempted assignment, transfer or conveyance without such consent will be void and of no
force or effect.
c. Successors and Assigns. The terms, conditions and obligations of this Printing Agreement
will inure to the benefit of and be binding upon the parties hereto and their permitted
successors and assigns.
d. Notices. Any notice required or permitted to be given under this Printing Agreement will
be deemed given: (i) when delivered personally to the party to receive such notice; or (ii)
5 days after mailing by express courier service, fully prepaid, addressed as herein provided,
or upon actual receipt of such mailing, whichever will first occur. All notices will be
addressed to the parties at the addresses set forth on the cover page to this Printing
Agreement or to such other address as any party may notify the other party of in a writing
delivered in accordance with this section.
e. Governing Law. This Printing Agreement will be governed under the laws of the State of
Florida, United States, without regard to its conflicts of law provisions.
f. No Waiver. The failure of any party at any time to require performance of any provision
of this Printing
a waiver of such �ovision or such right. All waivers must be in writing. Unless the written
waiver contains an express statement to the contrary, no waiver by a party of any breach
of any provision of this Printing Agreement or of any right provided for herein will be
construed as a waiver of any continuing or succeeding breach of such provision, a waiver
of the provision itself, or a waiver of any right under this Printing Agreement.
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g. Severability. If any provision of this Printing Agreement is held by a court of competent
jurisdiction to be contrary to law, such provision will be changed and interpreted so as to
best accomplish the objectives of the original provision to the fullest extent allowed by law
and the remaining provisions of this Agreement will remain in full force and effect.
h. Rules of Interpretation. As used in this Printing Agreement, the word "or" is not exclusive
and the words "including" or "include" are not limiting.
i. Amendment. This Printing Agreement may not be amended except by a written agreement
executed by all parties.
Entire Agreement. This Printing Agreement represents the entire understanding and
agreement between the parties hereto with respect to the subject matter hereof and
supersedes all prior oral and written and all contemporaneous oral negotiations,
commitments anc);understandings between such parties.
6. Public Records Compliance.
(a) Indian River County is a public agency subject to Chapter 119, Florida Statutes. RAA shall
comply with Florida's Public Records Law. Specifically, RAA shall:
(i) Keep and maintain, public records required by the County to perform the service.
(ii) Upon request from the County's Custodian of Public Records, provide the County with a
copy of the requested records or allow the records to be inspected or copied within a reasonable
time at a cost that does not exceed the cost.provided tin Chapter 119 or as otherwise provided
by law.
(iii) Ensure that 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
contract term and following completion of the contract if RAA does not transfer the records to
the County.
(iv) Upon completion of the contract, transfer, at no cost, to the County all public records in
possession of RAA or keep and maintain public records required by the County to perform the
service. If RAA transfers all public records to the County upon completion of the contract,
RAA shall destroy arty duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If RAA keeps and maintains public records upon
completion of the contract, RAA shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the County, upon request from
the Custodian of Public Records, in a format that is compatible with the information technology
systems of the County.
(b) IF RAA HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO RAA'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN*OF PUBLIC RECORDS AT:
(772) 226-1424
.ublicr_ecords(u;ircgov xom
Indian River County Office of the County Attorney
1801 27th Street
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Vero Beach, FL 32960
(c) Failure of RAA to comply with these requirements shall be a material breach ofthis Agreement.
IN WITNESS WHEREOF, each party has caused this Agreement to b
representative. e executed b y its duly authorized
ON BEHALF OF LICENSEE
By:
PRINTER
Name:
By --
Title:
Name:
Date:
Title:
Date:
RECYCLE ACROSS AMERICA
By:
Name: Michelle "Mitch" Hedlund
Title: Executive Director
Date: January 13, 2020
if
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if
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