Board of County Commissioners

Special Emergency Meeting

Tuesday, December 22, 2020

6:00 p.m.

 

Present:               Brenda Holt, Chair, District 4

Dr. Anthony “Dr. V” Viegbesie, Vice Chair, District 2

                                Eric Hinson, District 1

                                Kimblin NeSmith, District 3

                                Ronterious “Ron” Green, District 5

                                Edward J. Dixon, County Administrator

                                Clayton Knowles, County Attorney

                                Marcella Blocker, Deputy Clerk

 

INVOCATION, PLEDGE OF ALLEGIANCE

  Chair welcomed everyone, asked for moment of silence and led in Pledge of Allegiance.

Amendments and Approval of Agenda

  Chair said no awards or presentations and asked for approval of agenda.

 

Hinson/NeSmith 5-0

 

Awards, Presentations and Appearances

 

Consent

 

Items Pulled for Discussion

 

CITIZENS REQUESTING TO BE HEARD (3-Minute Limit)

Due to COVID-19 and the efforts of the Gadsden County Board of County Commissioners to continue the practice of social distancing, Commissioners want to continue to hear from citizens under the Citizens Requesting to be Heard section of the agenda.

If citizens have any questions, comments, or concerns, please email CitizensToBeHeard@gadsdencountyfl.gov and anticipate receiving a response within 48 hours.

The Board of County Commissioners would like to thank everyone for their patience and flexibility during this time.

  Holt read aloud statement.

 

Public Hearings

 

GENERAL BUSINESS

 

1.

Broadband Services Agreement

  Dixon said meeting called to review contract of broadband program

 

  Knowles gave brief background of procedural history.  FCI proposed to provide County approximately 25,000 wireless hotspots at cost of $38.60 per month and $32.00 for associated broadband service.  County may procure up to 25,000 hotspot devices from FCI at cost of $1.765 Million (cost has since gone up).  He recommended Option 1.

 

  Dixon said in light of what has happened, he sat down with staff.   As issues have continued to rise, faced with how to get product out.  Compiled how he felt could get through whatever decision Commission makes.  12/30 deadline is no longer in effect.  Not talking about CARES Act $ anymore.  Talking about drawdown $ from CARES Act money and deadline no longer in effect.  Have spoken with Integrity about this.  Broadband program does not fall under Treasury Department CARES Act guidelines but BOCC actions must be maintained in order for program to be effective, efficient and beneficial to citizens, strongly encouraged and recommended that program be amended and delivery date of hotspots be moved until January 15, 2021.  Reality is citizens still need internet service and don’t have it. 

 

  NeSmith asked with other 2 commissioners not being able to see this document, could it be emailed to them. 

 

  Holt asked about the 2 contracts.  First contract County provided to them; second one is what they provided to County.

 

  NeSmith asked if contract starting on page 4 was attorney’s recommendation-yes;

 

  Holt said she requested they have representation on Zoom (do). 

 

Knowles said wasn’t sufficient time for residents.  Knowles said was not pleased with change in date.  Knowles said problem was way contract worded, County was responsible for giving out of devices. 

 

  NeSmith said had chance to meet with County attorney, who responsible for marketing devices to public and keeping account of attestation, distribute item, keep count/record of who getting devices. 

 

  Dixon said was trying to get those answers for himself.  Tried to address in document he passed out. 

 

  Knowles said in contract FCI responsible for distribution and attestation. 

 

  Holt said have to market services.  Want them to make decision.  If they wish to keep, they can keep.  Have 2 committees, Health Council and Economic Development Council-2 groups Commission can use.  Need to decide on what they going to do. 

 

  NeSmith said where says FCI responsible for distributing, or is County responsible for marketing.

 

  Dixon explained his list. 

·         January 15, 2021- BOCC never takes physical possession of hotspots.  FCI due first payment.  If BOCC drawdown not occurred yet, as soon as drawdown occurs, Clerk is directed to make payment.

·         February 1, 2021-program kicks off-run for 90 days from time service begins for each citizen.  As household signs up, W-9 prepared and spreadsheet listing name, etc. to Clerk monthly (bi-weekly) for payment.

 

  Knowles asked on 1/15 date-what first payment would be.  If have not distributed any devices, why pay.  If extending contract and have not received any devices, why pay. 

 

Dixon asked if to go device by device or is County going to accept hotspot as deliverable and then allow vendor to continue to pass out.

 

  Holt said yes, always determined.  Knowles said was because had 12/30 date.  Holt said no, not because of date, because of product.  County purchasing product; they will have here.

 

  Green asked when product available. 

 

  Holt said company was ready to bring asap.  Since draw-down money does not affect CARES Act, had to go back and look at contract.  Now not CARES Act $.  Why problem with this.  

 

  V said still concerned with hastiness of FCI’s desire for County to spend this money.  Everyone knows citizens need broadband.  At rate rushing into this, confusion, trying to put answers where no-one knows where answers are.  Commend County Administrator for creative financing of this project.  Why in hurry when can effectively and properly prepare.  $38.00 is exorbitant rate for device.   Hastiness-have no problem with vendor, have problem with process.  Looks like ulterior motives going on.  Feels $38.00 way too much for device.  Have time now, don’t need to rush anymore.  Will not support contract but just one of 4.

 

  Holt said will continue to do what required to do when took oath.   Have 30th deadline.  Under attorney’s advice, she signed it and FCI attorney signed it.  Since that time, attorney met with Clerk and Clerk felt other things should be in it.  They not Clerk, they are BOCC.  Contract between BOCC and vendor, 2 signatures on document and things need to be cleared up so can move on.  No rush, just have signed document.  If citizens decide don’t want, don’t have to keep.  People can’t go to library, they are closed.  Back to contract, already have two signatures.  Whether final agreement, for attorneys to decide. 

 

  Hinson wanted to clarify-first thanked Board for trying to move forward with this.  Sense of urgency; if not mistaken, said they bid twice; and wondered why no sense of urgency then.  Not urgent matter but need to have sense of urgency-difference of two.  Glad putting timeline on this.  Citizens struggling and hoping can end this tonight and do right for citizens.

 

  Holt said looking at first contract.  Wanted to know from FCI attorney, looking at last document (their contract).  She said there were strike-outs on page 21 of 34-2.1 & 2.2.  Initial payment not dependent on County receiving

 

Knowles said brings him to-why not procuring on as-needed basis. 

 

Holt said County not distributing. 

 

  Holt said if Board decided to purchase all up front, way it will be; if Board decides to not, way it will be.  Holt said logic behind is for him to do contract way Board decided.  When built tower as did with Motorola, don’t pay until antenna put on; moved $2.? For Motorola to get towers up.  Started moving money and they built towers.  Knowles said tower different from broadband.  Holt said pay for things as receive them-Knowles said exactly.  Holt said if Board wants to buy, is what Board going to do.  He said if going to do that, why not want strong refund language within contract.  Holt said what want.  Knowles said wanted to procure on as needed basis so don’t have that problem and don’t have to go through litigation at end of day since contract his responsibility.  Don’t want to get there in 6 months or at end of next year and don’t have sufficient funds and have to go after funds and either procure from FCI or surety bond.  Board has discretion to do whatever wants. If have opportunity from onset to make easier on Board, to protect Board and be fiscally responsible to have balanced budget, why putting selves in contractual situation that does not behoove them.

 

  Dixon said thought deliverables was tied to first payment.  Holt said was.

 

Knowles said because of 12/30 date. 

 

Dixon said trying to get to how, his understanding first payment tied to first deliverables.  Holt said yes.   Dixon said thought every additional payment was tied to someone coming onto system.  Holt said correct, was what was discussed and had in writing.  When asked about it, asked if everything ok, if ok then, and was tied to December date, does that mean that can be tied to January 15th date and do same thing?  What does Board want to do.  On 2021 date change, already 2 signatures from County and FCI.  Knowles stated on 2 separate documents.  Holt asked Administrator if he had copy of document.  Holt said don’t want to get in to back and forth emails.  Want something amicable for both groups if going to continue to do what Board said was going to do going into negotiations.

 

  NeSmith said lot of moving parts to this.    With so much info and questions he had, recommended and asked Knowles if have executed contract.  Knowles said he would state no.  NeSmith said if had executed contract, he has not seen it and 2 contracts before him has strikethrough and underlines with no signatures on it.  Understand importance of broadband-extremely important.  Given don’t have 12/30 deadline now, should allow attorney get together with County Administrator, correspond with FCI attorney, to work out document and have ability to set own guidelines.  NeSmith said now that have drawn down resources, can create own document with own terms and guidelines.  Holt said pretty much correct.  Not under 12/30 deadline, has County attorney has provided document with schedule; don’t know if County Attorney had chance to meet with County Administrator-not yet.  County attorney and County administrator get together and consult with FCI and get one document that would come back to Board.

 

  Holt said Hamilton told Board that drawdown money would not be CARES Act $.

 

NeSmith said thought was in-line with V’s concerns.  Holt said he would speak for himself.

 

  V said was his concern.  Have expressed his concerns and everyone knows he has filed complaint of violation of CARES Act $ with Department of Treasury.  Now they are coming up with creative way of circumventing violation of those procurements, why be in hurry.  Citizens need it, yes and could provide more for lot less.  Hurry making him concerned, discussion convoluted.  No problem with scheduling workshop, now know what FCI requests are.  Not here to serve FCI- here to serve citizens of Gadsden County.  If listen to conversation, cutting and pasting contracts into various answers. 

 

  Holt asked Administrator if had signed contract.  Holt said felt fight coming on; does not agree with quite bit of what V said and he probably not in agreement with what she said.  V had right to file whatever he wanted.  She said she has filed quite a bit herself over years and they were in a situation where have signed contract.  Became emergency because County’s word worth something.  When something going on this long, should become leery.  Whatever in contract, held by contract by the Board.  That’s why look at contract.  Board told FCI 12/30.

 

  Hinson said million-dollar question, what happened to what Greene asked- He asked simple question where was correspondence-have yet to see.  Knowles said emailed today.  Hinson said will find where attorney said broadband was not that important.  Said will find date and time when attorney said broadband not that important.  To him, was a biased way of thinking.  Said to attorney, he had to trust Board’s judgement, attorney’s job is to do legal part, not what (inaudible) in crisis right now, in pandemic.  He said urgent matter not important to V and NeSmith.  If person had internet, could do telemedicine.  Kids can’t so assignments at home, urgent.  What about farmers that can’t order supplies and have to go to Tallahassee-urgent. 

 

  Green said was baffled why still here at this point in reference both sides have attorneys.  Entrusted attorney to negotiate in good faith-voted 4-1.  At this point really need to move forward.  May not have 25,000 that need device, but people need device. 

 

  Holt asked if he has seen list that Administrator sent to them?  Yes.  Holt asked Knowles if these items could be included.  He said thought more clarity would be needed. 

 

  Knowles said assume contract could be signed today-1/1 Marketing portion begins; January 15, first payment of $882,500 due or at such time in which receive CARES Act drawdown and not coming out of General Revenue-once $ comes in, Clerk makes payment.  Now have question, assume for sake of argument clerk refuses to make payment of $882,500, what happens then.

 

  Holt said first, Clerk not County Commission-he has to have legal reason not to, he bound by State Statutes and State Constitution, as are Commissioners and where problem would come in and attorneys would get started.

 

  Knowles said would FCI then be entitled to late fee. 

 

Holt said may be.  If don’t pay according to contract that due, would pay late fee.

 

  Dixon said no reason to believe Clerk would not pay, given direct agreement from Board, like assuming State would not give money;

 

2) not intended to come part of legal document, this is framework for him, Staff would use to roll out program that Board voted for;

 

Holt said looking at date.

 

Dixon said 12/30 deadline dead.  But in Contract is 12/30 deadline and were they entitled to late fee because Clerk sat in meeting and said could not pay.  Dixon said need to think about vendor as well, had to be worked out.  Got to be more amicable and get it done if going to roll program out.

 

  Bebe with FCI appeared remotely.  With concern of contract that was signed, sent out after last meeting.  Met all requirements, Knowles was fine with it, Knowles found grammatical error with date.  Under impression contract would be passed around, reviewed and signed unless major issues.  Now newest version of contract has lot of language that not discussed prior.  Have become sausage factory to get this done.  Are prepared to get product here by end of month, have stopped producing everything to produce devices.  Have money to get $ paid for surety bond, almost $2 Million.  If anything they need to do, need to be housed in secure location, if anything to get through tonight to get this signed, willing to get this done.  Don’t understand language that being put in as if to say it’s possibility, contract presented seems to give them inclination that there is intention by County to not pay and don’t understand,   Are ready to provide service an providing service for 3 months to County where will amount to $7/month.  Have been working under premises that have less than 10 days to deliver and prepared to.  Response to Greens comments, now at 11th-12th hour and not sure what else County may want from them. 

 

  V said question he had 1) for attorney and 2) is question with reference made to clerk.

 

How many versions of contract received at this point and how many have come before the Board for approval and signature by Chair.  Knowles said original received from FCI, revised he sent back to FCI; 2nd revised, got response same day.  Another sent 12/3 and that dealt with what trying to do today; received another 11/24; another contract sent to FCI 12, 8 contracts and only 2 come from him.

 

  V said do not have contract for deliverables.  Contract signed is not one that was approved by Board for Chair to sign, that contract says 2021 and Board approved 2020. Chair does not have unilateral power to sign.  When he heard contract had been signed with different date, he called Administrator and asked why being signed when not approved by Board.  Have had 8-9 different versions and one signed is not contract because has strikeouts.

 

Referring to conversation with Clerk-working on drawdown of CARES Act $.  According to this timeline – 1/15 Gadsden County signs off on deliverables but never takes physical possession of hotspots.  What if Governor’s Office has not released money-where would payment/money come from-general revenue-no guarantee $ will be released.  What if that becomes case.  Because was 25%, then 25% and finally are we drawing down on the remaining 55%.  Question is-what if that money never comes from State or comes like FEMA and government refunds, which flows like molasses, 2-3 years from now before get $.  So where would payment really come from. 

 

  Holt said glad error with date brought up & why asked attorney if OK and staff caught it.  Why said either mark out or re-type-not something chair decided to do. 

 

Asked Bebe if he heard other concerns. From V.  Said they do contract, he brings hotspots, turn in invoice and they have to wait on CARES Act $ that now converted into General Revenue-asked what he thought about that.

 

Bebe said if that will of Board and what works with County in order to complete process of payment and where funds coming from, fine with it.  His main comment to V’s response-they sent over contract, was reviewed by attorney, basically was told ok, when typo found, don’t understand, if find typo error, response should have been to send new one and will be resigned.  Instead, entirely new contract drafted up with language never discussed over phone or in writing.  Back to square one because of that.  Negotiated in good faith and produced contract in accordance with will of Board, been at every meeting and followed Board’s direction.  Why with one-digit error back to entirely new contract.

 

  Holt said V’s concern, if money does not come in and get invoice, where may be the problem.  Knew they had to wait on CARES Act money and draw down in phases.  How would he address concern.

 

  Bebe said if had to, if County wants devices on 30th, may need to be situation in contract, if money not drawn down, change time to give more time to pay.

 

  Holt said why said if delivery date changed to 15th, would give time for draw down.

 

Bebe said if changing due date to 15th, they could do that.

 

  Knowles said felt wasn’t discussed over phone because didn’t feel was mistake or typo.  If had been discussed in email received from their General Counsel where was laid out, would have had no problem.  Sole goal of changing contract was protecting County.  His personal belief was needed to add extra protection to protect his client.  Why sent Brown email on Saturday morn and never received response from Brown.  Bebe said that was his opinion.  Knowles said never received response and if needed to be on-going dialogue, things FCI felt untenable, could have been negotiated over weekend.  He wanted on record have tried level best to do this.  Want to make sure his client is protected.  In meeting minutes that was sent to Ms. Brown and Chair, Board, Board specifically said this $ would come from CARES Act and not General fund.  Want to protect client up front like Ms. Brown wants to protect them.  If get to scenario where becomes problem, have document that reflects that.  Right, totally his opinion, whether mistake or not.

 

  Green said have to excuse himself-have another obligation.

 

  Bebe said that was his opinion, highly offensive opinion.  Brown comes with highest rating and impeccable record for integrity, if said was a mistake, was a mistake.  Have exchanged nearly dozen contracts back and forth.  They have also protected the County by paying 5 figures on a surety bond and putting up hard assets to back it up.  Don’t have time for games, including fact held to December 30th deadline that was fast running out.  They are fronting money and no reason to try to be tricky.  Find comments to be highly offensive and no proof to back it up because have exchanged nearly dozen contracts with no issues.

 

  NeSmith said currently have not drawn down the dollars to meet obligation if had executed contract. 

 

Holt said did not have CARES Act $ because did not draw down. 

 

NeSmith said started process but…

 

Holt said did not receive and they knew did not because was told. 

 

NeSmith said at this point not sure when will get funds.

 

Holt said at this point, don’t have definite date. 

 

NeSmith asked should we wait to receive funds to execute contract. 

 

Holt said that or have to delay on receiving funds. 

 

NeSmith said concern was if enter contract and late in getting funds, will still be in breach of contract. 

 

Holt said going to get CARES Act funds anyway.  Now, when, don’t know.

 

NeSmith asked again, should County wait to receive funds.

 

  Dixon said one thing that had to happen tonight was 1) push date down and 2) ask FCI to remove breach of contract language knowing County did not have $.

 

  Bebe said willing to delay payment.

 

  Dixon said 3) recognize can start program if FCI willing to remove breach and direct also that contract be done and ready by 1st meeting in January so can solidify dates.  Dixon said receiving money, just not in big chunks.  If they decide to move date down, readdress on 5th, think both parties would be happy. 

 

  Knowles asked for clear direction from Board.  Have contract; late fee of 1.5% gone.

 

Bebe said suggestion to write contract when funds are drawn down upon, received, then 30 days required to make payment to FCI.  Knowles asked if need to amend budget to reflect income of CARES Act and change line item within the budget to direct payment. 

 

Holt said need to do that.

 

Knowles said January 5th to vote on contract; schedule another meeting; pass, do budget amendment, advertise, etc., can it be paid within 30 days.

 

  Dixon said do have to have budget amendment to direct those funds, if can come up with language to acknowledge that. 

 

  Holt said have to have budget amendment to draw funds down; have to have advertising time in papers, and do not want FCI to beat County up with late fee until can get that done.

 

  Bebe said would remove late fee.

 

  Knowles asked-project will start 1/15 to receive hotspots and FCI receive payment after receive draw down and budget amendment, etc.  Asked Bebe when County will receive device-Bebe said have to work out with County Manager.  Knowles asked if receive prior to or after first payment-Holt said prior. 

 

Bebe said whatever deadline set, will have at location ready for distribution & start when payment initiated.   Have secured location already. 

 

Knowles said will receive $882,500 or asked how Board wanted to work that.

 

Holt said he received that when money drawdown done, devices are here. 

 

Knowles said will pay full $1.765 Million upon receipt-Holt said NO; doing 2 sessions like was said before.

 

  Bebe said they are doing everything, advertise, distribution, collect all data, doing everything.

 

Knowles asked date of payment-Bebe said once receive funds have 30 days for initial payment.  Knowles asked when second payment due.  Bebe said when they finish.

 

  V said 8:00 his time have scheduled his family time via Zoom with family in Nigeria. 

 

Knowles said would lose quorum

 

Holt stated if she decided to get hotspot on Feb 1, will have service for 3 months, if someone else decides to get hotspot on Feb 15, they have service for 3 months.  If they willing to wait until get everyone distributed, once all distributed and have 3 months of free service, then will get paid.  Not as if have to have everyone out at same time.

 

  NeSmith asked how long going to run program.  Holt said contract ends at end of distribution. 

 

Dixon said may want to build one in just to end program

 

V left meeting at 7:47.

 

Holt said lost commissioner and no longer have quorum.  Will have to get him, Administrator, attorney together

 

Holt said best to bring up at 1/5 meeting.     

     

MOTION TO ADJOURN

Meeting ended at 7:47 p.m.

 

-
Status:

Markers:
Status:

Markers:
    0:00:00.0    

Place mini panel



Select format:   WMA/WMV   AAC/H264
  For mobile devices: Auto restore player panel
  Special mode for Android