Okaloosa County BOCC — 2013 meeting #1141 (date undetermined) — WA Final Pay 1 — reading text

165.50 Total 2165 Also, all of the additional support provided indicates it is only for Audited Financial Statements. Are the hours billed for fulfillment of the State Statute for the CCC and assistance with the internal Audit included in these hours? If not, we will need support fo those billings as well. Thank you, Jodi Gates Financial Services Manager Okaloosa County Clerk of Circuit Court BCC Finance Division 302 N. Wilson Street, Suite 203 Crestview, FL 32536 Tel: (850) 689-5000 x 3413 From: Angela Balent [mailto:Angela.Balent@warrenaverett.com] Sent: Friday, June 07, 2013 1:33 PM Ta: Jodi Gates Cc: Gary Stanford Subject: final invoice Jodi, Hello. | think this is what you need. Sorry for the delay. As | discussed before we are still getting used to our new time and billing system so there is no overnight travel — its just travel time. There are some other quirky things as well but it just takes too long to clean up. Let me know if you need anything else. Thanks. Angela Balent, CPA Member Warren Averett, LLC Warren Averett O'Sullivan Creel Division Direct: 850.275.1224 Mobile: 850.865.8434 Email: Angela.Balent@warrenaverett.com 45 Eglin Parkway, N.E., Suite 301 Fort Walton Beach, FL 32548 To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Please view our privacy policy and confidentiality statement by visiting our website PLEASE NOTE: Florida has a very broad public records law. Email communications to or from Okaloosa County Clerk of Court employees are considered public records and are available to the public and media upon request. Your e-mail communications, including your email address, are subject to public disclosure. This email is intended for the addressee(s) indicated above only. If you have received this email in error. please delete it immediately. To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Please view our privacy policy and confidentiality statement by visiting our website To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Please view our privacy policy and confidentiality statement by visiting our website To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (1) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Please view our privacy policy and confidentiality statement by visiting our website Jodi Gates From: Angela Balent <Angela.Balent@warrenaverett.com> Sent: Friday, June 07, 2013 1:33 PM To: ; Jodi Gates Cc: , Gary Stanford Subject: final invoice Attachments: Okal County Invoice 1023952, pdf Jodi, Hello. | think this is what you need. Sorry for the delay. As | discussed before we are still getting used to our new time and billing system so there is no overnight travel — its just travel time. There are some other quirky things as well but it just takes too long to clean up. Let me know if you need anything else. Thanks. Angela Balent, CPA Member Warren Averett, LLC Warren Averett O'Sullivan Creel Division Direct: 850.275.1224 Mobile: 850,865.8434. Email: Angela.Balent@warrenaverett.com 45 Eglin Parkway, N.E., Suite 301 Fort Walton Beach, FL 32548 To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (1) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Please view our privacy policy and confidentiality statement by visiting our website WARREN AVERETT, LLC 252%. TERMS OF ENGAGEMENT JANUARY 21, 2013 1. ENGAGEMENT: Warren Averett, LLC is pleased to confirm our understanding of the services we are to provide for Okaloosa County, Florida Board of County Commissioners and any of its affiliated entities. This agreement confirms our understanding of the terms and objectives of our engagement and the nature and limitations of the services we will provide. 2. SERVICES PROVIDED: We will assist Okaloosa County, Florida Board of County Commissioners with advice relating to the technical requirements of a RFP for internal audit services and serve as an ex-officio non-voting member of the slection committee for the internal audit services. Our services are soley to educate Okaloosa County, Florida Board of County Comissioners and its employees about the role of internal audit services and their potential benefit to Okaloosa County, Florida based on our previous recommendation. Further we will provide technical expertise to the selection committee for questions they may have. Okaloosa County, Florida Board of County Commissioners is responsible for making all management decisions and performing all management functions relating to the RFP and ultimate selection of the internal auditors. 3. DETECTION: This engagement will not include any procedures designed to detect fraud, theft, or illegal acts, and Okaloosa County, Florida Board of County Commissioners agrees that we will have no responsibility to do so. 4. FEES; Our fees for these services will generally be billed at our standard per diem rates in effect at the time the services are performed together with any out-of-pocket costs. The first 40 hours of the project is part of our annual external audit fee and therefore no additional invoice is anticipated.If the hours were to exceed 40 the cost to the Okaloosa County, Florida Board of County Commissioners would not exceed $3,000. However, the fees for services may include a premium for service resulting from other factors deemed relevant, including, but not necessarily limited to, the difficulty of the issues and the time limitations imposed. 5. BILLING: Invoices are due upon receipt. In the event that payment is not received within 30 days of the due date, Okaloosa County, Florida Board of County Commissioners will be assessed interest charges of one percent per month on the unpaid balance. We reserve the right to suspend or terminate our work due to nonpayment. In the event that our work is suspended or terminated as a result of nonpayment, Okaloosa County, Florida Board of County Commissioners agrees that we will not be responsible for Okaloosa County, Florida Board of County Commissioners’s failure to meet government and other filing deadlines, or for penalties or interest that may be assessed against Okaloosa County, Florida Board of County Commissioners resulting from Okaloosa County, Florida Board of County Commissioners’s failure to meet such deadlines. 6. EMPLOYMENT: In the event you desire to employ a current employee of Warren Averett, LLC or a previous employee of Warren Averett, LLC whose termination date is within 6 months of the date services were provided to you by us, you agree to consult with us concerning such employment. In addition, if you employ such employee, you agree Warren Averett, LLC has the option to receive a reasonable placement fee from you, in an amount determined by us not exceeding 25% of employee’s annual compensation at the time of termination. 7. LEGAL FEES: To the extent permitted under Florida law and without waiving its sovereign immunity or other privileges and immunities, Okaloosa County, Florida Board of County Commissioners agrees to pay legal fees incurred in connection with any suit to recover fees due from you on this engagement, legal fees incurred by Warren Averett, LLC in responding to any third-party request for production and/or subpoenas related to your records and our work done for you in connection with an engagement thereon. Terms of Engagement is a standard firm document signed by all clients that ensures both the firm and the client have a clear understanding of the services to be provided and the terms and objectives of the engagement. Okaloosa County, Floirda Board of County Commissioners January 21, 2013 2 of 3 8. LIABILITY: Warren Averett, LLC’s maximum liability to Okaloosa County, Florida Board of County Commissioners for any reason shall be limited to the fees paid by Okaloosa County, Florida Board of County Commissioners for the services or work product giving rise to the liability except and to the extent finally determined to have resulted from our gross negligence or our willful misconduct. 9, INDEMNITY: To the extent permitted under Florida law and without waiving its sovereign immunity or other privileges and immunities, Okaloosa County, Florida Board of County Commissioners agrees to release, defend, indemnify and hold Warren Averett, LLC and its members, managers, officers and employees and the respective heirs, executors, personal representatives, successors, and assigns of each of them harmless ftom any and all claims which arise from knowing misrepresentations to Warren Averett, LLC by Okaloosa County, Florida Board of County Commissioners, or intentional withholding or concealment of information from Warren Averett, LLC by Okaloosa County, Florida Board of County Commissioners. 10. DISPUTE RESOLUTION: By signing this agreement, Okaloosa County, Florida Board of County Commissioners agrees that any controversies, issues, disputes or claims (“Disputes”) asserted or brought by or on behalf of Okaloosa County, Florida Board of County Commissioners shall be RESOLVED EXCLUSIVELY BY BINDING ARBITRATION administered by the American Arbitration Association (the AAA”) in accordance with the Commercial Arbitration Rules of the AAA then in effect; provided, that, by written notice delivered to Okaloosa County, Florida Board of County Commissioners prior to or after the initiation of any arbitration claim, Warren Averett, LLC may elect in its sole discretion (a) that the Dispute shall be resolved pursuant to litigation in an Agreed Court (as defined below) and/or (b) submitted to nonbinding mediation prior to the commencement or continuation of an arbitration claim or lawsuit. If any Dispute is not arbitrated for any reason, (i) any litigation, proceedings or other legal actions related to a Dispute shall be instituted in the courts in the state of the service provider, or if it has jurisdiction, a Federal court in the state of the service provider (‘the Agreed Courts”) and (ii) the parties, for themselves and their successors and assigns, hereby WAIVE TRIAL BY JURY OF ANY DISPUTE. Each party to this Agreement irrevocably submits to the exclusive jurisdiction of the Agreed Courts in connection with any such litigation, action or proceeding. Each party to this Agreement irrevocably waives, to the fullest extent permitted by applicable law, any defense or objection it may now or hereafter have to the laying of