Loading...
HomeMy Public PortalAbout20-9726 Amendment No. 4 Consulting Firm Anthony BrunsonSponsored by: City Manager RESOLUTION NO.20-9726 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 4 WITH THE AUDITING FIRM ANTHONY BRUNSON, P.A. FOR EMERGENCY COMPLETION OF AUDIT SERVICES FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2018; PROVIDING FOR CORRECTION OF SCRIVENERS' ERRORS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on November 17, 2016, the City Commission of the City of Opa- Locka, Florida ("City Commission') passed Resolution No. 16-9273 piggybacking the City of Miami Gardens' external auditing agreement with Anthony Brunson, P.A. for the provision of external auditing services; and WHEREAS, on May 9, 2018 the City Commission passed Resolution No. 18-9490 amending the initial agreement with Anthony Brunson, P. A. to change the fee amount from $85,000 to $125,780.00 in order to address additional time expended by the firm; and WHEREAS, the May 9, 2018 amendment was the 1st Amendment to the piggyback agreement between Anthony Brunson, P. A. and the City of Opa-Locka; and WHEREAS, on February 27, 2019 the City of Opa-Locka passed Resolution No. 19-9613, which was a 2nd Amendment to said audit services contract with Anthony Brunson, P.A., but was mistakenly classified as a "3rd Amendment", a scriveners' error; and WHEREAS, Resolution 19-9613 also amended the initial agreement with Anthony Brunson, P.A. to increase the fee to the City by an additional $12,000.00, to address additional time that was expended in order to complete the fiscal year audit ending 2016; and WHEREAS, the City Commission desired to correct Resolution No. 19-9613, to reflect that it should be the 2nd Amendment to the Audit Services Agreement and further directed the City Clerk to attach that resolution to Resolution No. 19-9613 to correct the intended record of the City; and Resolution No. 20-9726 WHEREAS, due to the emergency nature associated with the City needing to complete the audit ending September 30, 2017, and start services no later than July 1, 2019, the City Commission secured Anthony Brunson P.A. given the firms familiarity with the City's books and records and given the increased expense that would be associated with securing a different firm at that time; and WHEREAS, the City Commission through Resolution 19-9671 entered into a 3rd Amendment with Anthony Brunson, P.A. to include the Audit Services Agreement under terms that would require a detailed billing statement to substantiate the work performed; required a specified hourly rate that would not exceed $65,000.00 and allowed for termination by either party with reasonable notice; and WHEREAS, the City Commission now desires to enter into a 4th Amendment for the completion of the Audit ending 2018, based on the same terms and conditions of the 3rd Amendment with Antony Brunson, P.A. for an amount not to exceed $65,000.00 on an emergency basis and as set forth in Exhibit "A" hereto. WHEREAS, execution of the Agreement with Anthony Brunson, P. A. would be in the best interest of the residents of the City of Opa-Locka, FL. NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA: Section 1. Adoption of Representations. The above recitals are true and correct and are incorporated into this Resolution by reference. Section 2. Authorizing the City Manager to Enter Into Agreement for Emergency Completion of Audit for Year Ending September 30, 2018. The City Commission hereby authorizes the City Manager to execute the 4th Amendment to the Agreement with Anthony Brunson, P.A., in the form attached hereto as Exhibit "A" for Auditing Services. Section 3. Effective Date. This Resolution shall take effect immediately upon adoption and is subject to the approval of the Governor or his designee. Resolution No. 20-9726 Section 4. Effective Date. This Resolution shall take effect immediately upon adoption by the City Commission of the City of Opa-locka. PASSED and ADOPTED this 8th day of January, 2020. Matthew A. Pigatt, Mayor ATTEST: joa a Flores, City Clerk APPROVED AS TO FORM AND LEGAL SCIECY: B rn. ette Norri eeks, P.A. City Attorney Moved by: Commissioner Burke Seconded by: Vice Mayor Davis VOTE: 5-0 Commissioner Bass YES Commissioner Burke YES Commissioner Kelley YES Vice -Mayor Davis YES Mayor Pipit YES City of Opa-Locka Aeenda Cover Memo RECEIVED CITY OF OPA-LOCKA OFFICE. OF THE CITY CLERIC 2019 DEC 31 kill:13 Department Director Signature: Department Director: City Manager: John E. Pate CM Signature: •` n 9( orie-; , \-:�-tc.(jec ), ,eyko‘, per kri��:>4- 0-ieivi Commission Meeting Date: 01.08.2020 Item Type: (EnterX in box) Resolution Ordinance Other X Fiscal Impact: (EnterX in box) Yes No Ordinance Reading. (EnterX in box) 1st Reading 2nd Reading X X Public Hearing: (EnterX in box) Yes No Yes No X Funding Source: Governmentwide = All Funds (Enter Fund & Dept) Ex: General, Proprietary and Special Revenue = Government Wide Advertising Requirement: (EnterX in box) Yes No X Contract/P.O. Required: (EnterX in box) Yes No RFP/RFQ/Bid#: Emergency completion of audit services for fiscal year ended September 30, 2018 X Strategic Plan Related (EnterX in box) Yes No Strategic Plan Priority Enhance Organizational Bus. & Economic Dev Public Safety Quality of Education Qual. of Life & City Communication Area: EN ; Strategic Plan Obj./Strategy: (list the specific objective/strategy this item will address) X M • IN Image No ml Sponsor Name City Manager Department: City Manager �3 [2(31 1-1, p Short Tide: A Resolution to execute an agreement to conduct the City of Opa-locka's emergency needs to complete its external audit for the fiscal year ended September 30, 2018 with Anthony Brunson, P.A. Staff Summary: On June 1, 2016, the City of Opa-locka's City Commission adopted a resolution to request a declaration that the City is in a state of financial emergency, with Executive Order 16-135, signed by Florida Governor, Rick Scott. As of the date of this request, the City is still under financial emergency and as a result of the emergency nature associated with the City needing to complete the audit ending September 30, 2018, the City desires to secure Anthony Brunson, P.A. given their familiarity with the books and records, past experience, and due to the nature, timing and extent of testing required to conduct the audit, the City desires to utilize the audit firm. Proposed Action: Staff recommends the approval. Attachment: Agreement ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT [January2020 Mr. John E. Pate, City Manager City of Opa-Locka 780 Fisherman Street Opa-Locka, FL 33054 Dear Sirs: We are pleased to confirm our understanding of the services we are to provide the City of Opa-Locka (the "City") for the years ended September 30, 2018 We will audit the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information, including the related notes to the financial statements, which collectively comprise the basic financial statements, of the City as of and for the year ended September 30, 2018. Accounting standards generally accepted in the United States of America provide for certain required supplementary information (RSI), such as management's discussion and analysis (MD&A), to supplement the City's basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. As part of our engagement, we will apply certain limited procedures to the City's RSI in accordance with auditing standards generally accepted in the United States of America. These limited procedures will consist of inquiries of management regarding the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We will not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. The following RSI is required by generally accepted accounting principles and will be subjected to certain limited procedures, but will not be audited: 1. Management's Discussion and Analysis 2. Budgetary Comparison Schedule 3. Schedule of Employer Contributions to Pension Plans 4. Schedule of the City's Proportionate Share of Net Pension Liability Florida Retirement System Pension Plan 5. Schedule of City's Contribution Florida Retirement System Pension Plan 6. Schedule of the City's Proportionate Share of Net Pension liability, Health Insurance Subsidy Plan 7. Schedule of City's Contribution- Health Insurance Subsidy Pension Plan 8. Schedule of Funding Progress for Other Post -Employment Benefit Plan ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT We have also been engaged to report on supplementary information other than RSI that accompanies the City's financial statements. We will subject the following supplementary information to the auditing procedures applied in our audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America, and we will provide an opinion on it in relation to the financial statements as a whole, in a report combined with our auditor's report on the financial statements: 1. Schedule of expenditures of federal awards and state financial assistance, as applicable. 2. Combining and individual fund statements and schedules. The following other information accompanying the financial statements will not be subjected to the auditing procedures applied in our audit of the financial statements, and our auditor's report will not provide an opinion or any assurance on that other information. 1. The introductory section of the comprehensive annual financial report. 2. The statistical section of the comprehensive annual financial report. Audit Objectives The objective of our audit is the expression of opinions as to whether your financial statements are fairly presented, in all material respects, in conformity with U.S. generally accepted accounting principles and to report on the fairness of the supplementary information referred to in the second paragraph when considered in relation to the financial statements as a whole. The objective also includes reporting on: Internal control related to the financial statements and compliance with the provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a material effect on the financial statements in accordance with Government Auditing Standards. Internal control over compliance related to major programs and an opinion (or disclaimer of opinion) on compliance with federal statutes, regulations, and the terms and conditions of federal awards that could have a direct and material effect on each major program in accordance with the Single Audit Act Amendments of 1996 and Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance).Also, the requirements described in the Department of Financial Services' State Projects Compliance Supplement that are applicable to each of its major state projects. The Government Auditing Standards report on internal control over financial reporting and on compliance and other matters will include a paragraph that states that (1) the purpose of the report is solely to describe the scope of testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control or on compliance, and (2) the report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. The Uniform Guidance report on internal control over compliance will include a paragraph that states that the purpose of the report on internal control over compliance is solely to describe the scope of testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance and ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Audit Objectives- Continued Chapter 10.550, Rules of the Auditor General. Both reports will state that the report is not suitable for any other purpose. Our audit will be conducted in accordance with auditing standards generally accepted in the United States of America; the standards for financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; Section 10.557 Rules of the Auditor General for Local Governmental Entity Audits the Single Audit Act Amendments of 1996; and the provisions of the Uniform Guidance, and will include tests of accounting records, a determination of major program(s) in accorda nce with the Uniform Guidance, and a determination of state major project(s) in accordance with Chapter 10.550, Rules of the Auditor General and other procedures we consider necessary to enable us to express such opinions. We will issue written reports upon completion of our Single Audit. Our reports will be addressed to the Mayor and members of the City Council of the City of Opa-Locka. We cannot provide assurance that unmodified opinions will be expressed. Circumstances may arise in which it is necessary for us to modify our opinions or add emphasis -of -matter or other -matter paragraphs. If our opinions are other than unmodified, we will discuss the reasons with you in advance. If, for any reason, we are unable to complete the audit or are unable to form or have not formed opinions, we may decline to express opinions or issue reports, or may withdraw from this engagement. Audit Procedures —General An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit will involve judgment about the number of transactions to be examined and the areas to be tested. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We will plan and perform the audit to obtain reasonable rather than absolute assurance about whether the financial statements are free of material misstatement, whether from (1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or (4) violations of laws or governmental regulations that are attributable to the government or to acts by management or employees acting on behalf of the government. Because the determination of abuse is subjective, Government Auditing Standards do not expect auditors to provide reasonable assurance of detecting abuse. Because of the inherent limitations of an audit, combined with the inherent limitations of internal control, and because we will not perform a detailed examination of all transactions, there is a risk that material misstatements or noncompliance may exist and not be detected by us, even though the audit is properly planned and performed in accordance with U.S. generally accepted auditing standards and Government Auditing Standards. In addition, an audit is not designed to detect immaterial misstatements or violations of laws or governmental regulations that do not have a direct and material effect on the financial statements or major programs. However, we will inform the appropriate level of management of any material errors, any fraudulent financial reporting, or misappropriation of assets that come to our attention. We will also inform the appropriate level of management of any violations of laws or governmental regulations that come to our attention, unless clearly inconsequential, and of any material abuse that comes to our attention. We will include such matters in the reports required for a Single Audit. Our responsibility as auditors is limited to the period covered by our audit and does not extend to any later periods for which we are not engaged as auditors. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Audit Procedures —General - Continued Our procedures will include tests of documentary evidence supporting the transactions recorded in the accounts, and may include tests of the physical existence of inventories, and direct confirmation of receivables and certain other assets and liabilities by correspondence with selected individuals, funding sources, creditors, and financial institutions. We will request written representations from your attorneys as part of the engagement, and they may bill you for responding to this inquiry. At the conclusion of our audit, we will require certain written representations from you about your responsibilities for the financial statements; schedule of expenditures of federal awards; federal award programs; compliance with laws, regulations, contracts, and grant agreements; and other responsibilities required by generally accepted auditing standards. Audit Procedures —Internal Control Our audit will include obtaining an understanding of the government and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature, timing, and extent of further audit procedures. Tests of controls may be performed to test the effectiveness of certain controls that we consider relevant to preventing and detecting errors and fraud that are material to the financial statements and to preventing and detecting misstatements resulting from illegal acts and other noncompliance matters that have a direct and material effect on the financial statements. Our tests, if performed, will be less in scope than would be necessary to render an opinion on internal control and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to Government Auditing Standards. As required by the Uniform Guidance, we will perform tests of controls over compliance to evaluate the effectiveness of the design and operation of controls that we consider relevant to preventing or detecting material noncompliance with compliance requirements applicable to each major federal award program. However, our tests will be less in scope than would be necessary to render an opinion on those controls and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to the Uniform Guidance. An audit is not designed to provide assurance on internal control or to identify significant deficiencies or material weaknesses. However, during the audit, we will communicate to management and those charged with governance internal control related matters that are required to be communicated under AICPA professional standards, Government Auditing Standards, and the Uniform Guidance. Audit Procedures —Compliance As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, we will perform tests of the City's compliance with provisions of applicable laws, regulations, contracts, and agreements, including grant agreements. However, the objective of those procedures will not be to provide an opinion on overall compliance and we will not express such an opinion in our report on compliance issued pursuant to Government Auditing Standards. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Audit Procedures —Compliance - Continued The Uniform Guidance requires that we also plan and perform the audit to obtain reasonable assurance about whether the auditee has complied with federal statutes, regulations, and the terms and conditions of federal awards applicable to major programs. Our procedures will consist of tests of transactions and other applicable procedures described in the OMB Compliance Supplement for the types of compliance requirements that could have a direct and material effect on each of the City's major programs. The purpose of these procedures will be to express an opinion on the City's compliance with requirements applicable to each of its major programs in our report on compliance issued pursuant to the Uniform Guidance. Management Responsibilities Management is responsible for (1) establishing and maintaining effective internal controls, including internal controls over federal awards, and for evaluating and monitoring ongoing activities, to help ensure that appropriate goals and objectives are met; (2) following laws and regulations; (3) ensuring that there is reasonable assurance that government programs are administered in compliance with compliance requirements; and (4) ensuring that management and financial information is reliable and properly reported. Management is also responsible for implementing systems designed to achieve compliance with applicable laws, regulations, contracts, and grant agreements. You are also responsible for the selection and application of accounting principles; for the preparation and fair presentation of the financial statements, schedule of expenditures of federal awards, and all accompanying information in conformity with U.S. generally accepted accounting principles; and for compliance with applicable laws and regulations (including federal statutes) and the provisions of contracts and grant agreements (including award agreements). Your responsibilities also include identifying significant contractor relationships in which the contractor has responsibility for program compliance and for the accuracy and completeness of that information. Management is also responsible for making all financial records and related information available to us and for the accuracy and completeness of that information. You are also responsible for providing us with (1) access to all information of which you are aware that is relevant to the preparation and fair presentation of the financial statements, (2) access to personnel, accounts, books, records, supporting documentation, and other information as needed to perform an audit under the Uniform Guidance, (3) additional information that we may request for the purpose of the audit, and (4) unrestricted access to persons within the government from whom we determine it necessary to obtain audit evidence. Your responsibilities include adjusting the financial statements to correct material misstatements and confirming to us in the management representation letter that the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements as a whole. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Management Responsibilities - Continued You are responsible for the design and implementation of programs and controls to prevent and detect fraud, and for informing us about all known or suspected fraud affecting the government involving (1) management, (2) employees who have significant roles in internal control, and (3) others where the fraud could have a material effect on the financial statements. Your responsibilities include informing us of your knowledge of any allegations of fraud or suspected fraud affecting the government received in communications from employees, former employees, grantors, regulators, or others. In addition, you are responsible for identifying and ensuring that the government complies with applicable laws, regulations, contracts, agreements, and grants. Management is also responsible for taking timely and appropriate steps to remedy fraud and noncompliance with provisions of laws, regulations, contracts, and grant agreements, or abuse that we report. Additionally, as required by the Uniform Guidance, it is management's responsibility to evaluate and monitor noncompliance with federal statutes, regulations, and the terms and conditions of federal awards; take prompt action when instances of noncompliance are identified including noncompliance identified in audit findings; promptly follow up and take corrective action on reported audit findings; and prepare a summary schedule of prior audit findings and a separate corrective action plan. The summary schedule of prior audit findings should be available for our review. You are responsible for identifying all federal awards received and understanding and complying with the compliance requirements and for the preparation of the schedule of expenditures of federal awards (including notes and noncash assistance received) in conformity with the Uniform Guidance. You agree to include our report on the schedule of expenditures of federal awards in any document that contains and indicates that we have reported on the schedule of expenditures of federal awards. You also agree to [include the audited financial statements with any presentation of the schedule of expenditures of federal awards that includes our report thereon OR make the audited financial statements readily available to intended users of the schedule of expenditures of federal awards no later than the date the schedule of expenditures of federal awards is issued with our report thereon]. Your responsibilities include acknowledging to us in the written representation letter that (1) you are responsible for presentation of the schedule of expenditures of federal awards in accordance with the Uniform Guidance; (2) you believe the schedule of expenditures of federal awards, including its form and content, is stated fairly in accordance with the Uniform Guidance; (3) the methods of measurement or presentation have not changed from those used in the prior period (or, if they have changed, the reasons for such changes); and (4) you have disclosed to us any significant assumptions or interpretations underlying the measurement or presentation of the schedule of expenditures of federal awards. You are also responsible for the preparation of the other supplementary information, which we have been engaged to report on, in conformity with U.S. generally accepted accounting principles. You agree to include our report on the supplementary information in any document that contains, and indicates that we have reported on, the supplementary information. You also agree to [include the audited financial statements with any presentation of the supplementary information that includes our report thereon OR make the audited financial statements readily available to users of the supplementary information no later than the date the supplementary information is issued with our report thereon]. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Management Responsibilities - Continued Your responsibilities include acknowledging to us in the written representation letter that (1) you are responsible for presentation of the supplementary information in accordance with GAAP; (2) you believe the supplementary information, including its form and content, is fairly presented in accordance with GAAP; (3) the methods of measurement or presentation have not changed from those used in the prior period (or, if they have changed, the reasons for such changes); and (4) you have disclosed to us any significant assumptions or interpretations underlying the measurement or presentation of the supplementary information. Management is responsible for establishing and maintaining a process for tracking the status of audit findings and recommendations. Management is also responsible for identifying for us previous financial audits, attestation engagements, performance audits, or other studies related to the objectives discussed in the Audit Objectives section of this letter. This responsibility includes relaying to us corrective actions taken to address significant findings and recommendations resulting from those audits, attestation engagements, performance audits, or studies. You are also responsible for providing management's views on our current findings, conclusions, and recommendations, as well as your planned corrective actions, for the report, and for the timing and format for providing that information. With regard to using the auditor's report, you understand that you must obtain our prior written consent to reproduce or use our report in bond offering official statements or other documents. You agree to assume all management responsibilities relating to the financial statements, schedule of expenditures of federal awards, and related notes, and any other nonaudit services we provide. You will be required to acknowledge in the management representation letter our assistance with preparation of the financial statements, schedule of expenditures of federal awards, and related notes and that you have reviewed and approved the financial statements, schedule of expenditures of federal awards, and related notes prior to their issuance and have accepted responsibility for them. Further, you agree to oversee the nonaudit services by designating an individual, preferably from senior management, with suitable skill, knowledge, or experience; evaluate the adequacy and results of those services; and accept responsibility for them. Engagement Administration, Fees, and Other We understand that your employees will prepare all cash, accounts receivable, or other confirmations we request and will locate any documents selected by us for testing. At the conclusion of the engagement, we will complete the appropriate sections of the Data Collection Form that summarizes our audit findings. It is management's responsibility to submit the reporting package (including financial statements, schedule of expenditures of federal awards, summary schedule of prior audit findings, auditors' reports, and corrective action plan) along with the Data Collection Form to the federal audit clearinghouse. We will coordinate with you the electronic submission and certification. If applicable, we will provide copies of our report for you to include with the reporting package you will submit to pass -through entities. The Data Collection Form and the reporting package must be submitted within the earlier of 30 days after receipt of the auditors' reports or nine months after the end of the audit period, unless a longer period is agreed to in advance by the cognizant or oversight agency for audits. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Engagement Administration, Fees, and Other -Continued In connection with this engagement, we may communicate with you or others via email transmission. As emails can be intercepted and read, disclosed, or otherwise used or communicated by an unintended third party, or may not be delivered to each of the parties to whom they are directed and only to such parties, we cannot guarantee or warrant that emails from us will be properly delivered and read only by the addressee. Therefore, we specifically disclaim and waive any liability or responsibility whatsoever for interception or unintentional disclosure of emails transmitted by us in connection with the performance of this engagement. In that regard, you agree that we shall have no liability for any loss or damage to any person or entity resulting from the use of email transmissions, including any consequential, incidental, direct, indirect, or special damages, such as loss of revenues or anticipated profits, or disclosure or communication of confidential or proprietary information. You are responsible to notify us in advance of your intent to reproduce our report for any reason, in whole or in part, and to give us the opportunity to review any printed material containing our report before its issuance. Such notification does not constitute an acknowledgement on our part of any third parry's intent to rely on the financial statement. With regard to the financial statement published electronically on your internet website, you understand that electronic sites are a means to reproduce and distribute information. We are not required to read the information contained in your sites, or to consider the consistency of other information in the electronic site with the original document. The audit documentation for this engagement is the property of Anthony Brunson P.A. (Vendor) and constitutes confidential information. However, pursuant to authority given by law or regulation, we may be requested to make certain audit documentation available, to regulatory agencies or its designee, a federal or state agency providing direct or indirect funding, or the U.S. Government Accountability Office for purposes of a quality review of the audit, to resolve audit findings, or to carry out oversight responsibilities or pursuant to Chapter 119, Florida Statues, Florida's public records law. We will notify you of any such request. If requested, access to such audit documentation will be provided under the supervision of Anthony Brunson P.A. personnel. Furthermore, upon request, we may provide copies of selected audit documentation to the aforementioned parties. These parties may intend, or decide, to distribute the copies or information contained therein to others, including other governmental agencies. We will also make the audit documentation for this engagement available to the City upon request and reasonable notice. It is our policy to retain engagement documentation for a period of five years after the report release date or for any additional period requested by any regulatory agency. If we are aware that a federal or state awarding agency, pass -through entity, or auditee is contesting an audit finding, we will contact the party(ies) contesting the audit finding for guidance prior to destroying the audit documentation. To the extent we accumulate any of your original records during the engagement, those documents will be returned to you promptly upon completion of the engagement, and you will provide us with a receipt for the return of such records. The balance of our engagement file, other than the reporting package (including financial statements, schedule of expenditures of federal awards, summary schedule of prior audit findings, auditors' reports, and corrective action plan), which we will provide to you at the conclusion of the engagement, is our property, and we will provide copies of such documents at our discretion and if compensated for any time and costs associated with the effort. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Engagement Administration, Fees, and Other -Continued The City will indemnify Anthony Brunson P.A., its principal and employees and hold them harmless from any claims, liabilities, losses and costs arising in circumstances where there has been a knowing misrepresentation by a member of the City's management. Any such indemnification will be pursuant to the provisions of and within the limitations of Section 768.28, Florida Statute. Pursuant to the requirements of the City, Anthony Brunson P.A. maintains $1,000,000 in commercial general liability insurance; $1,000,000 professional liability coverage, and Workers' Compensation coverage as required by law. Certificates are attached as Exhibit A. In the event either party claims a breach of any term of this engagement, the dispute first shall be submitted to voluntary mediation. If this is unsuccessful, then the dispute will be brought to binding arbitration conducted under the rules then prevailing of the American Arbitration Association in the City where this agreement is signed, and the judgment or award of the arbitration shall be binding and conclusive upon the parties and may be entered in any court having proper jurisdiction. The cost of voluntary mediation shall be borne equally by both parties. With respect to binding arbitration, the prevailing party shall recover reasonable attorney's fees and costs. Anthony Brunson is the engagement partner and is responsible for supervising the engagement and signing the reports or authorizing another individual to sign them. We estimate that our audit fee for the fiscal year ended September 30, 2018 up to an amount of $65,00* Which includes an audit in accordance with the Uniform Guidance and/or the Florida Single Audit Act, if the City of Opa-Locka is required to undergo during any year of this contract. Our hourly rates vary ranging from $75 to $325 per hour according to the degree of responsibility involved and the experience level of the personnel assigned to the audit. The above fee is based on anticipated cooperation from your personnel and the assumption that unexpected circumstances will not be encountered during the audit. If additional time is required because of unexpected circumstances or for changes in the requirements of the Governmental Accounting Standards Board or our professional auditing standards or changes in the funds structure of the City, we will discuss these circumstances with you and arrive at a new fee estimate before we incur the additional costs. We agree to provide detailed statements in sufficient detail that will demonstrate and substantiate the work performed under the terms and conditions of this Agreement. Our invoices for these fees will be rendered as the work progresses, and are payable on presentation. In accordance with our firm policies, should any invoices remain unpaid for more than thirty days, we reserve the right to defer providing any additional services until all outstanding invoices are paid. You agree that we are not responsible for the impact on the City of any delay that results from such non-payment by you. Anthony Brunson P.A. recognizes that all amounts received from the City are income and is solely responsible for declaration of those amounts to the Internal Revenue Service and any other applicable taxing authorities. Anthony Brunson P.A. (and its employees) shall not be eligible to participate in any benefit programs that the City maintains for its employees. ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT Engagement Administration, Fees, and Other -Continued We acknowledge your right to terminate our services at any time for nonperformance, and you acknowledge our right to resign at any time (including instances where in our judgment, our independence has been impaired or we can no longer rely on the integrity of management), subject in either case to our right to payment for charges incurred to the date of termination or resignation. This letter is effective for the fiscal year ending September 30, 2018. Due to the urgency in connection with obtaining needed audits for the City of Opa-Locka, the City has the right to agree to an additional year extension for the fiscal year ending September 30, 2018 pursuant to the terms and conditions of this Agreement and up to an amount of $65,000 for the hours rates set forth herein. We appreciate the opportunity to be of service to the City and believe this letter accurately summarizes the terms of our engagement. If you have questions, please let us know. If you agree with the terms of our engagement as described in this letter, please sign the enclosed copy and return it to us. Sincerely, ANTHONY BRUNSON, P.A. Anthony Brunson A/B/kp REPONSE: This letter correctly sets forth the understanding of the City of Opa-Locka City Manager Date ANTHONY BRUNSON P.A. FEE EXPLANATION AND AGREEMENT A. Fee Structure From time to time, we get inquiries concerning our method of charging fees. This is understandable Since each CPA firm handles fees a little differently and some new clients may not have used a CPA before. This letter is our tool for communicating our fee structure to our clients and other interested parties. B. Basics All time spent by partners of Anthony Brunson P.A. or their staff members on your matters including, but not limited to (a) accounting; (b) review work; (c) conferences; (d) report preparation; (e) research; (f) telephone calls; (g) settlement negotiations; (h) consulting; or (i) tax preparation and research will be billed at the applicable hourly rates and in sufficient detail that will demonstrate and substantiate the work performed under the terms and conditions of this Agreement up to an amount of $65,000. Each staff member maintains accurate time records, and clients are billed based on actual time spent on their behalf. Since we sell no products and accept no contingent fees, our time and expertise are our only source of income. C. Hourly Rates A standard hourly rate is set for each staff member based on the criteria of experience and ability. If no extenuating circumstances exist, clients are billed using standard hourly rates multiplied by the actual hours worked. Hourly rates vary substantially among staff members -- currently from a low of $75 to a high of $325 per hour. Accordingly, it makes sense to use less experienced staff members to perform routine procedures to achieve the best value for our clients. D. Out -of -Pocket Expenses Basic overhead costs are included in the hourly rates. Expenses specifically on behalf of a client are charged to them. Travel, postage, copies, long distance calls, courier services, confirmation related charges etc. is included in this category. E. Billings Billings will be made monthly, but less frequent for limited activity, and are payable in full upon request. If the account has not been paid within thirty (30) days from the date of invoice, a finance/interest charge of 1% per month on the unpaid balance could be charged. It is understood that Anthony Brunson P.A. has the right to defer rendering further services until payment is received on past -due billings. If action is instituted to collect accountant's fees and cost pursuant to this Agreement, the undersigned client agrees to pay such sums as the court may fix as attorney's fees and costs. F. Termination We acknowledge your right to terminate our services at any time with or without cause, and you acknowledge our right to resign at any time (including instances where in our judgment, our independence has been impaired or we can no longer rely on the integrity of management), subject in either case to our right to payment for charges incurred to the date of termination or resignation. RESOLUTION NO.2020- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, APPROVING A SETTLEMENT AGREEMENT IN THE CASE OF JOSEPH BARTON AND JAIDEN CONTRERAS VS. CITY OF OPA-LOCKA, ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE CITY MANAGER TO TAKE NECESSARY ACTION; PROVIDING FOR AN EFFECTIVE DATE WHEREAS, on November 13, 2019 the parties in the case of JOSEPH BARTON AND JAIDEN CONTRERAS VS. CITY OF OPA-LOCKA, attended a Court ordered mediation before Judge Antonio Arzola; and WHEREAS, neither party admits liability in this matter, however, in an effort to resolve the pending controversy, all parties desire to amicably and expeditiously resolve all claims and avoid continued litigation; and WHEREAS, the parties desire to enter into a Settlement Agreement with the intended purpose of resolving all claims consistent with the Agreement, attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, THAT: Section 1. Adoption of Representations. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and the same are hereby made a specific part of this Resolution. Section 2. Approval of Settlement Agreement. The City Commission of the City of the City of Opa-Locka hereby approves the settlement agreement between Plaintiffs JOSEPH BARTON AND JAIDEN CONTRERAS, consistent with the Agreement attached hereto as Exhibit "A", and further authorizes the City Manager to take necessary action consistent with this Resolution. Section 3. Effective Date. This Resolution shall be effective immediately upon adoption hereof and approval by the Governor of the State of Florida or his designee. PASSED and ADOPTED this day of January 2020. Matthew A. Pigatt, Mayor ATTEST: Joanna Flores, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Burnadette Norris -Weeks, P.A. Moved by: Seconded by: VOTE: Commissioner Bass (Yes) (No) Commissioner Burke (Yes) (No) Commissioner Kelley (Yes) (No) Vice -Mayor Davis (Yes) (No) Mayor Pigatt "Exhibit A"