MANAGEMENT AND SERVICES CONTRACT
FOR DETENTION FACILITIES
BETWEEN
HERNANDO COUNTY, FLORIDA
AND
CORRECTIONS CORPORATION OF AMERICA
THIS AMENDED AND RESTATED CONTRACT is made and entered into effect as of the
18th day April, 2006, between HERNANDO COUNTY, FLORIDA, hereinafter referred to as

"COUNTY", a political subdivision of the State of Florida, and JUVENILE AND JAIL FACILITY
MANAGEMENT SERVICES, INC., dba CORRECTIONS CORPORATION OF AMERICA,
hereinafter referred to as "CCA ", a Tennessee Corporation, with its principal offices located at 10
Burton Hills Boulevard, Nashville, Tennessee 37215. Until such time as this Amended and
Restated Contract becomes effective, that certain contract between the parties dated October 1,
2005, as amended, shall remain in full force and effect pursuant to its terms.

WITNESSETH:
NOW, in consideration ofthe mutual promises and covenants contained herein, the
COUNTY and CCA hereby agree as follows:

DEFINITIONS
ACA Shall mean the American Correctional Association, whose headquarters are currently
at 4380 Forbes Boulevard, Lanham, MD 20706-4322.

Additional Beds

Shall mean up to six (6) non-permanent beds per housing unit, not to

exceed seventy eight (78) beds in total, which CCA shall be able to utilize for housing of inmates,
provided that use of these beds does not violate any laws, rules, regulations or procedures
established herein.

Adjustmellt Date Shall be the start of the fiscal year of the COUNTY, specifically October
1st of each year, upon which date adjustments to compensation, pursuant to Section 6.3(a), shall
take effect.

Booking Shall mean the process of recording an arrested person's name, age, address and
reason for arrest when that person is brought to jail and placed in the custody of CCA. Booking
shall include, but not be limited to: incoming pat-down, photographing, fingerprinting, recording
identifying data, inventorying and storing the arrestee's clothing and personal effects and assigning
the arrestee a permanent bed.
CorrectionalOfflcer Shall mean any person who is appointed or employed full time by the
state or any political subdivision thereof, or by any private entity which has contracted with the state
or county, and whose primary responsibility is the supervision, protection, care, custody, and
control, or investigation, of inmates within a correctional institution; however, the term
"correctional officer" does not include any secretarial, clerical, or professionally trained personnel.
Detention Facility Shall mean the Jail, including the present cOlTection facility and the
Minimum Security Facility collectively and all future expansions thereof.
Jail Shall mean the COUNTY'S jail located at:

16425 Spring Hill Drive
Spring Hill, Fl34609
The ternl "Jail" shall include all area and facilities provided for the detention and/or care of Inmates.
Inmate Shall include, any person arrested, or formally charged with a criminal violation of
state, municipal, county or federal law or ordinance and transferred to the Detention Facility for
incarceration; whether wlder criminal or civil authority; all other persons required of the COUNTY
to be committed pursuant to applicable laws, rules, regulations or court order; and all persons
transferred to the Detention Facility by other agencies for incarceration therein, pursuant to an
agreement for such incarceration.
Inmate Dar Shall mean each calendar day during which an Inmate is incarcerated within
the Detention Facility for any portion of such day for which compensation is due pursuant to Section
6 herein. An Inmate Day shall commence upon the initiation of the booking process.
Minimum Security Facility Shall mean the COUNTY'S one hundred sixty (160) bed
Minimwn Security Facility, and all future expansions thereof, located at: 16425 Spring Hill Drive,
Spring Hill, FL 34609.
Moveable Equipment Shall mean all personal property which is not a fixture and is
designated as such on the joint Property Inventory listing (Section 4.3) .

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Permallellt Beds Shall mean any of the four hundred ninety two (492) main housing unit
regular beds, all medical cell beds, and the one hundred sixty (160) beds located in the Minimum
Security Facility and any other additional beds in whatever category that may be authorized now or
in the future by the COUNTY or any other authorizing agency. Permanent Beds shall not include
any "holding cell" beds in the booking area.

Staffillg Complimellt A listing of the minimum staff, by position, necessary to operate the
Detention Facility according to the tenns and conditions of this Contract. The list shall be provided
by CCA to the COUNTY at the commencement of this Contract and updated semi-annually.

SECTION 1
SCOPE OF WORK

1.1

PURPOSE The purpose of this Amended and Restated Contraet is to establish the

terms and conditions under which CCA will operate and maintain the Detention Facility.

SECTION 2

TERM OF THE CONTRACT

2.1

TERM The term of this Amended and Restated Contract shall begin October I,

2005, and shall be for a period of five (5) years terminating at 12:01 a.m. on October 1,2010 unless
earlier terminated pursuant to Section 7. This Amended and Restated Contract may be renewed,
expanded, extended or renegotiated upon mutual agreement of the COUNTY and CCA.

2.2

REOPENER Each party to this agreement may exercise its right to reopen

discussions conceming any provision of this agreement upon providing thirty (30) days written
notice to the other party. This Reopener right may only be exercised once each calendar year, unless
due to exigent circumstances, the need arises to exercise the right more often, including but not
limited to court orders or deeisions, or changes in statutes or other law. During the reopener
diseussions, neither party is obligated to agree to make any changes to any eontractual provision
unless mutually agreed to.

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SECTION 3
DETENTION FACILITY PROPERTY
3.1

POSSESSION OF MO VABLE EQUIP,~fENTAND PERISHABLES Within one

(l) week after the eommeneement of this Contract, the COUNTY and CCA shall jointly prepare a

Property Inventory Listing. CCA shall have the exclusive use of the Movable Equipment and
Perishables used in the Detention Faeility and CCA shall be responsible for the maintenanee, repair
or replacement of all Movable Equipment during the occupancy of the Detention Facility.
Ownership of the equipment provided by the COUNTY, (including replacement equipment) shall
remain with the COUNTY.

3.2

CCA PROPERTY CCA may provide and place in the Detention Facility such other

equipment that may be necessary or appropriate for the operation of the Detention Facility, which
equipment shall be clearly identified and inventoried. Ownership of the equipment provided by
CCA shall remain with CCA and it may be removed from the Detention Facility at any time by
CCA.

SECTION 4
DETENTION FACILITY
4.1

FA CILITY USE AND MAINTENANCE The COUNTY shall grant CCA, upon

execution of this Contract, exclusive use and possession, subject to the terms of this Contract, of the
Detention Facility. CCA takes possession of the Detention Facility in an "as-is" eondition, and
CCA shall be liable for all costs of repairs, improvements and maintenanee, including appropriate
preventative maintenance, of the Detention Faeility. The COUNTY shall not be obligated to make
any repairs whatsoever to the Detention Faeility or Movable Equipment except for major repairs or
replacements of major components of the Detention Facility, except where necessitated as a result of
CCA's negligence or lack of preventative maintenance, including, but not limited to, HVAC
equipment/components; roof systems; elevators; fire detection and suppression systems; security
eontrol systems, excluding normal maintenance and repair of position control switches, locks, and
sensors, indicator bulbs and any other non-concealed security control systems; plumbing systems,
excluding normal repair and rcplacement of non-penn anent items, i.e., washers, shower heads,
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faucets, toilet flushing mechanisms and parts, exposed drains and piping and any other nonconcealed plumbing apparatus; power generation equipment; refrigeration systems, to the extent that
they arc an inherent component of the structure of the facility; and stationary mechanical systems
which are an inherent component of the structure of the facility.
Notwithstanding the foregoing, CCA shall not be liable for any repairs of the Detention
Facility and/or its associated systems and components for which the related work was contracted
directly by the COUNTY and is under warranty. The COUNTY shall provide CCA documentation
of such warranties and CCA shall assist the COUNTY in pursuing claims for warranty repairs where
applicable.

CCA shall maintain a log of all maintenance activities performed at the Detention
Facility, including maintenance performed on COUNTY owned Moveable Equipment, and shall
provide a copy of said log to the COUNTY on a monthly basis.

4.2

LICENSURE AND PERMITTING It shall be the responsibility of CCA to

maintain all licenses, permits and approvals of Local, State, or Federal agencies necessary for the
incarceration of Inmates at the Detention Facility.

4.3

POSSESSION OF MOVABLE EQUIPMENT On the date CCA assumes

operational control of any of the Detention Facility, the COUNTY will grant CCA exclusive use,
possession, and control of all Movable Equipment located in the Detention Facility. CCA may
provide such other equipment as it deems necessary or appropriate for the operation of the Detention
Facility, which equipment shall be clearly identified and inventoried. Ownership of this equipment
shall remain with CCA and it may be removed from the Detention Facility at any time by CCA.

CCA and the COUNTY will jointly maintain a Property Inventory listing of all such
Movable Equipment. CCA shall have exclusive use, possession, and control of such property, and
shall be responsible for the maintenance, repair, or replacement of all Movable Equipment during its
occupancy of the Detention Facility. At the termination of this Contract, CCA shall return to the

COUNTY all Movable Equipment listed on the Property Inventory, including all replacement
property, normal wear and tear excepted.

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4.4

INSPECTION. COUNTY reserves the right, at least on a quarterly basis, to

thoroughly inspect the Detention Facility to detennine whether or not the tenns and conditions of
this Contract are being met. If, during the course of one of these inspections, deficiencies are noted,
CCA and COUNTY agree to meet as soon as possible to detennine whether or not these

deficiencies constitute a Default of this Contract by CCA, as provided for in Section 7.2, and how
that Default, if any, will be resolved.

4.5

UTILITIES

Notwithstanding any other provisions of this contract, CCA shall be

totally responsible for any and all utility service costs associated with the operation of the Detention
Facility, including, but not limited to, electricity, gas, water, sewage disposal, solid waste disposal
and telephone services (excluding telephone equipment).

SECTIONS
OPERATION OF COUNTY DETENTION FACILITIES

5.1

CUSTODY AND TREATMENT After Commencement, CCA shall incarcerate and

release all Inmates only upon the written direction of an appropriate authority. Incarceration shall
include, among other things, fingerprinting, photographing, booking, transportation as hereafter
defined, security as hereafter defined, and all acts necessary and incidental thereto.

5.2

OPERATIONS STANDARDS CCA shall equip, operate and maintain the

Detention Facility and detain Imnates in a good and workmanlike manner that complies with this
Contraet and all local, state and federal laws, rules and regulations applicable to the operation of the
Detention Facility, including but not limited to Chapters 943.133, 950 and 951, Florida Statutes, and
will furtber comply with the Florida Jail Model Standards or any successor standards. Further,
should CCA be in violation of any applicable law, rule, regulation, or Florida Model Jail Standards,
CCA shall provide written notice to the COUNTY of the violation within forty-eight (48) hours of

discovering such violation. The notice shall provide the nature of the violation, how or why such
violation occurred, the length of time such violation existed, and what corrective action CCA shall
take to cure said violation, and the date and time the corrective action shall effectively negate said
violation. Violation of any standards that affect public safety may be subject to liquidated damages
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as stipulated in Section 6.
CCA shall also operate and maintain the detention facility by the American Correctional
Association standards.
CCA shall develop policies and procedures fully implementing thc tenns and conditions of
this Contract, including the specific standards, rules, regulations and laws referenced herein, and,
within thirty (30) days of the commencement of this Contract, forward a copy of those policies and
procedures to the COUNTY. Any changes, updates or other modifications to those policies and
procedures shall be forwarded to the COUNTY within five (5) days of their effective date.

5.3

ACCREDITATION CCA agrees that it shall seek, receive and maintain re-

aecreditation, no later than January 31, 2001, of the Detention Facility from the Commission on
Aecreditation for Correetions, whieh is associated with the American Correctional Association.

5.4

DETENTION FACILITY CAPACITY The COUNTY shall not require CCA to

incarcerate an average of more than seven hundred thirty (730) Inmates per day in the Detention
Faeility (six hundred fifty two (652) pennanent beds plus seventy eight (78) additional beds),
calculated on a monthly basis, unless the COUNTY and CCA agree on a higher number of Inmates
for the Detention Facility, or unless a final Order of a Court of competent jurisdiction requires the
incareeration of a higher number of Imnates in the Detention Facility.
As provided in Section 6.6, CCA may house non-COUNTY Inmates in the
Detention Facility not otherwise oeeupied by COUNTY Inmates. Should the total number of
COUNTY and non-COUNTY Inmates incarcerated by CCA exceed the Detention Facility eapacity
as noted above, the COUNTY may, in order to ensure the safety and welfare of all eoneerned,
request that CCA remove one or more of its non-COUNTY Inmates

5.5

LVMATE DISCIPLINE CCA shall impose discipline upon Inmates only through

rules, regulations, and orders meeting or exceeding Ameriean Correctional Assoeiation (ACA)
Standards and all other applicable laws, rules, and regulations.

5.6

USE OF FORCE CCA employees shall be allowed to use non-deadly and deadly

force only to the extent allowable by law.

5.7

STAFFING LEVELS
a)

CCA shall at all times maintain sufficient levels of Certified Correctional

Officers on staff to ensure that the safety and welfare of the Inmates, Facility Staff, and public are
assured and that the Detention Facility is operated in accordance with all applicable local, state and
federal laws, rules and regulations and ACA standards. At a minimum, CCA shall maintain a ratio
of one (I) Correctional Officer per six (6) Inmates.
b)

In addition to other staffing required to perform this contract, CCA agrees to

maintain a minimum level of three (3) Senior Correctional Officers per shift to, in addition to their
normal duties, assure compliance with the operationaI and certification requirements of this
agreement.

5.8

STAFFING CERTIFICATION CCA agrees to tully abide by the provisions of

Chapter 943.131 F.S. regarding the certification of Correctional Officers. As such CCA shall:
a)

enroll all newly hired non-certified correctional officers in the first training

program offered in the geographic area subsequent to their employment; and
b)

upon successful completion of the basic recruit training program ensure that

said non-certified correctional officers fulfill the requirements of s. 943.13(10) within 180
consecutive days, i.e., achieve an acceptable score on the officer certification examination.

Further, CCA shall furnish on a monthly basis, no later than the 10th day of each
month, a complete list of all staff employed by CCA for the previous month. Said list shall include
the name and position of each employee and the certification status for each Correctional Officer.
CCA shall include with this report a listing of ail new and terminated employees.

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SECTION 6
COMPENSATION AND ADJUSTMENTS

6.1

CONTRACT PRICE The COUNTY shall pay to CCA, as compensation for

CCA'S operation of the Detention Facility, a per diem rate of $50.84 for each COUNTY Inmate

Day (accumulated for all COUNTY Inmates) on a monthly basis.

6.1

PER DIEM ACCOUNTING The COUNTY shall pay CCA for each actual

COUNTY Inmate Day (accumulated for all COUNTY Inmates) for the previous month. Said

payment to be for all COUNTY Inmates at the established J2IT diem ratc, however, the day of the
COUNTY Inmates' release from the Detention Facility shall not count as a compensable COUNTY

Inmate Day. lfthe first day of confinemcnt and the release day are the same, the time of
confinement will count as a compensable Inmate Day unless the time of confinement is six (6)
hours or less, in which case the time will not be counted as a compensable Inmate Day.

6.3

CONTRACT ADJUSTMENTS The compensation due to CCA, or other Contract

provisions, shall be adjusted as herein provided:
a)

The compensation "per diem" rate shall automatically be adjusted up by four

percent (4%) at the start of each fiscal year. The fiscal year shall begin on October I of each
calendar year.
b)

Change o(Law

The parties recognize that they each have entered into

this Contract based upon the law, court decisions, governmental regulations, and Detention Facility
standards in effect as of the date of execution of this Contract. If any of these are changed so as to
materially increase or decrease the direct cost of managing the Detention Facility, or of performing
other services contemplated in this Contract, CCA and the COUNTY shall negotiate in good faith a
Contract adjustment in order to accommodate such change.

6.4

FAILURE TO AGREE ON ADJUSTJfENT If the parties cannot agree on any

adjustment pursuant to Paragraph 6.3(b) within sixty (60) days of the date that either CCA'S or
COUNTY's request for such an adjustment is received, then either CCA or COUNTY may initiate

an action in the Hernando County Circuit Court, for a determination thereof.
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6.5

UTILIZATION OF OTHER FACILITIES The COUNTY agrees it will not house

Inmates, eligible for commitment to the Detention Facility, in any jail or facility other than the
Detention Facility operated by CCA, so long as the Detention Facility operated by CCA is not at
capacity; or so long as the COUNTY does not detennine that alternative facilities are needed within
Hernando County, including, juvenile and similar facilities. If additional Detention Facility capacity
(including, juvenile and similar facilities) is constructed by or for the COUNTY, both CCA and the
COUNTY shall have the option to add the management of such additional capacity to this Contract
subject to the negotiation of the compensation to be paid therefore; provided, however that upon the
exercise of such an option, the other will negotiate reasonably and in good faith with regard to such
compensation.

6.6

HOUSING OF OTHER INMATES The parties agree that Inmates other than

COUNTY Inmates may be housed in the Detention Facility, upon the following conditions and
priorities:

a)

Detention Facilitr Capacitr The maximum capacity of the Detention Facility

shall be seven hundred thirty (730) beds.
b)

Contracts With Other Agencies

COUNTY agrees to enter into separate

contracts and agreements with other governmental agencies for the housing of their inmates in the
Detention Facility from time to time, provided that those inmates will only occupy those beds in the
Detention Facility not occupied by COUNTY Inmates, and, subject to Subsection 6.6(c). For those
Inmates housed from other agencies, including Transcor Inmates held in the Detention Facility in
excess oftwelve (12) hours, CCA and the COUNTY shall divide the proceeds received under said
contracts and agreements monthly on a 85% - 15% basis, with CCA retaining eighty five percent
(85%) of the amounts received and the COUNTY receiving the remaining fifteen percent (15%).

c)

Prioriry at Capaciry If at any time the Detention Facility is at capacity, but

the number of COUNTY Inmates at such time does not exceed the COUNTY'S maximum
capacity, pursuant to Section 6.6(a), and a new COUNTY Inmate is presented for incarceration at
the Detention Facility, CCA shall immediately accept that new COUNTY Inmate and, should
acceptance ofthe new COUNTY Inmate increase the total Jail population to the extent that the
safety and welfare of all concerned, in the opinion of the COUNTY, may be compromised, then the
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COUNTY may request that CCA remove one of its non-COUNTY Inmates from the Detention
Facility.

6.7

PAYMENT PROCEDURES Within the first five (5) business days of each calendar

month after Commencement, beginning with the first month after Commencement, CCA shall
submit an invoice to the COUNTY for its services during the previous calendar month and, within
fifteen (15) days after its receipt of said invoice, the COUNTY shall pay same by direct transfer of
collected funds to CCA'S account in a local financial institution. At the same time as the invoice is
submitted, CCA shall submit to the COUNTY an accounting of all sums due under the Contract
both to CCA and to the COUNTY. If the amount to be paid to CCA is disputed by the COUNTY,
then the COUNTY, on or before the date the invoice is payable, shall advise CCA of the basis for
the dispute and, in tbe manner provided above, pay the amount of such invoice which is not in
dispute. If the parties cannot resolve the dispute within thirty (30) days, either party may initiate an
Action for the detennination thereof.

6.8

COUNTY BUDGET APPROPRIATIONS The funding of this Contract is subject

to an annual appropriation by the COUNTY. The consideration paid to CCA for any COUNTY
fiscal year, pursuant to this Contract, shall not exceed the amount appropriated by the CO UNTY
pursuant to the COUNTY budget proeess for that fiscal year; provided, bowever, that the
COUNTY shall reasonably and in good faith annually budget or appropriate an amount reasonably
calculated to fund this Contract. CCA shall assist the COUNTY in making reasonable budget
projections for the purpose of detennining the amount to be budgeted or appropriated by the
COUNTY to fund this Contract for each COUNTY fiscal year hereunder. In the event the amount
due to CCA from the COUNTY for any COUNTY fiscal year exceeds the amount budgeted or
appropriated by the COUNTY for that fiscal year, the COUNTY shall; either amend its budget to
transfer other current year budgeted or appropriated funds to the budget account from which
payments to CCA are made; or accumulate the amount of each payment to CCA which is passed
because ofthe budget "shortfall". The COUNTY shall provide for said amount in its budget for its
next fiscal year, and pay same to CCA on the first day of its next fiscal year, together with interest
at six percent (6%) ill'!: annum, calculated from the day each passed payment to CCA would
otherwise have been due.
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6.9

LIQUIDATED DAMAGES

The parties agree that the occurrence of certain events

at the Facility will cause hann to the COUNTY which is not readily quantifiable. The parties
hereby agree that such events are: (1) a hostage situation; (2) a riot in which inmate actions
substantially interrupt facility operations; (3) an escape of one or more inmates; (4) an inappropriate
release to the public of one or more inmates; (5) inappropriate use of force resulting in serious injury
to an inmate; (6) death or injury requiring outside medical care of inmates or County personnel or
the public resulting from reckless disregard for the safety and security of persons in the institution
and (7) any third party lawsuit arising from Facility operations in which CCA is adjudicated to be
grossly negligent and for which the County has not already imposed damages pursuant to this
section. The occurrence of any of these events, if said event is proven to arise from the fault of
CCA, may result in the payment of liquidated damages by CCA to the COUNTY in the amount of

two and one half percent (2.5%) of the compensation due CCA in the month the event(s) occurs, and
that sum may be withheld from monies due CCA upon review and approval by the COUNTY Board
of County Commissioners, subject only to such judicial review as may now or hereafter be available
with respect to such Board action, including but not limited to court action as pennitted in section
14.9.

Commencing on the date of the Board's approval of this Amendment, the Board of County
Commissioners reserves the option to impose additional liquidated damages, in lieu of the 2.5%
withholding, should CCA thereafter be shown to be in violation of the operations standards affecting
public safety on a continuing basis. Violations of standards on a continuing basis shall be defined as
the occurrence of an event ofhatm to the County as defined in the first paragraph of this section 6.9
after liquidated datnages have been imposed under this section at least twice in the same quarter as
the event. The amount of additional liquidated damages the Board of County Commissioners may
•
impose shall be proportionate to the violation and resulting loss but in no event shall the total
amount exceed five (5) times the amount of liquidated datnages imposed on CCA by the Board of
County Commissioners during anyone month within the County's fiscal year. Prior to the
imposition of these additional liquidated damages, CCA shall receive notice of the possible
withholding and the reason therefore and shall have the opportunity to meet with the Contract
Monitor and offer input for consideration. CCA shall also have a period of ten working days to file
a written response to the County in opposition to the imposition of datnages or the atnount thereof.
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Should CCA desire to appeal the Board's final decision, CCA may submit the matter to the Division
of Administrative Hearings (DOAH) for dispute resolution before an administrative law judge. The
cost charged by DOAH shall be borne by CCA, and the County shall provide all reasonable
cooperation needed to initiate proceedings before the Division, including but not limited to the
execution of a contract with DOAH for administrative law judge services. The parties agree to be
bound by the DOAH decision.

SECTION 7
DEFAULT PROVISIONS

7.1

COUNTY DEFA ULT Each of the following shall constitute an Event of Default on

the part of the COUNTY:
a)

Non-Pavment Failure by the COUNTY to make a payment to CCA under

this contract within (30) days after such payment is due, except for such payments that may be the
subject of a good faith dispute between the parties and that either said dispute is being actively and
in good faith negotiated by the parties or an action between them for the resolution of same is
pending.
b)

Other Material Breaches The material breach by COUNTY of any of the

terms and conditions of this Contract.
c)

Bankruptcv The filing by or against the COUNTY of a petition seeking

relief under the Bankruptcy Act or any federal or state statute intended to provide relief for political
subdivisions and public entities which are insolvent or unable to meet their obligations as they
mature.

7.2

CCA DEFAULT Each of the following shall constitute an Event of Default on the

partofCCA:
a)

Material Breach Thc material breach by CCA of any of the tenns and

conditions of this Contract; and
b)

Bankruptcv The filing by or against the CCA, of a petition seeking relief

under the Bankruptcy Act or any federal or state statute intended to provide relief for private persons
and entities which are insolvent or unable to meet their obligations as they mature.

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c)

Escapes and Riots CCA shall exercise its best efforts to prevent escapes

from or riots within the Detention Facility. If, without good cause, the frequency of escapes from or
riots within the Detention Facility is either substantially in excess of the frequency of escapes from
and riots within comparable facilities or CCA exhibits a reckless disregard for the safety of the
general public or of the Inmates of the Detention Facility, the COUNTY may declare CCA to be in
default pursuant to Section 7.2(a).
d)

Accounting and Payment to COUNTY Failure by CCA to make an

accounting as required by paragraph 6.7 or to make a payment to the COUNTY under this Contract
within thirty (30) days after such payment is due, except for such payments that may be the subject
of a good faith dispute betweeu the parties and that either said dispute is being actively and in good
faith negotiated by the parties or an Action between them for the resolution of same in pending.

7.3

NOTICE OF BREACH Except for a party's obligations to make payments to the

other party (for which notice of non-payment shall not be required), no breach of this Contract on
the part of either party shall constitute an Event of Default and no Action with regard to same may
be institnted unless and until the party asserting a breach has given prior written notice to the party
against which a breaeh is asserted specifying that a default or defaults exist(s) which, unless
eorrected or timely eured, wiII eonstitute a material breach of this Contract on the part of the party
against which a breach is asserted.

7.4

TIME TO CURE If any material breach of this Contract by either party, other than

the obligation of a party to make payments to the other party (for whieh notice of non-payment shall
not be required), remains uneured more than thirty (30) days after written notice thereof by the party
asserting the breach to the party against which the breach is asserted, such condition shall be an
Event of Default; provided, however, for breaches other than a breaeh of a party's obligation to
make payments to the other party (for which notice of non-payment shall not be required), if, within
thirty (30) days after such notice, a substantial good faith effort to cure said breach has been
undertaken by the party against which the breach has been asserted, said breach shall not be an
Event of Default if it is cured within a reasonable time thereafter.

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7.5

FORCE MAJEURE The failure of performance of any of the terms aud conditions

of this Contract resulting from acts of God, war, civil insurrection or civil riot shall not be a breach
or an Event of Default pursuant hereto.

7.6

REMEDIES FOR EVENT OF DEFA ULT The signatories to this Contract

acknowledge that financial damages may be an inadequate remedy for some Events of Default under
this Contract and that, in such event, they each shall have the right to seek any applicable and
available equitable remedies for same. Failure of any signatory to exercise its rights in the event of
any Event of Default by another signatory shall not constitute a waiver of such rights. No signatory
to this Contract shall be deemed to have waived any failure to perform by another signatory hereto,
unless such waiver is in writing and signed by the waiving signatory hereto. This paragraph shall be
without prejudice to the right of any signatory to this Contract to seek such legal remedy for any
Event of Default by either of the other signatories as may be available to it.

7.7

MINlll1UM DAMA GES If, through its own affirmative act or omission, CCA

permits to exist within the Detention Facility any condition constituting material and substantial
deviation from the requirements of the Florida Model Jail Standards (other than a deviation related
to or caused by exceeding the capacity of the Detention Facility or related to or caused by the
number of Inmates detained in the Detention Facility) which would otherwise constitute an "Event
of Default" under Section 7, CCA shall pay minimum damages 01'$1000.00 to the COUNTY for
eaeh day such deviation continues regardless of whether the COUNTY's actual damages are less
than such amount, but such minimum damages shall be set-off against any larger amount the
COUNTY may be entitled to recover for such deviation.

7.8

CONTINUATION OF SERVICES Notwithstanding any other provisions of this

agreement, in the event of a default by CCA which precludes its continued operation of the
Detention Facilities, CCA shall in no way, either through any non-eompete agreements or other
contractual conditions with its employees, prevent the COUNTY'S right to employ any current
and/or former CCA employee in the operation of the Detention Facility.

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SECTION 8
INDEMNIFICATION AND INSURANCE

8.1

INDEMNIFICATION CCA agrees to indemnify, defend, and hold harmless the

COUNTY, and the COUNTY's officers, agents, and employees, from any suit, action, claim or

demand of any description whatsoever for losses or damages arising directly or indirectly from or in
connection with the operation and maintenance of the Detention Facility, including, but not limited
to, claims against the COUNTY, CCA, and any of their respective officers, agents, and employees,
including any and all claims and actions for alleged violations of civil and constitutional rights.
However, nothing herein is intended to deprive the COUNTY, CCA, or any of their respective
offieers, agents, and employees, of the benefits of any law limiting exposure to liability or setting a
ceiling on damages, or both, or of any law establishing any defense to any claim asserted against any
of them. Further, the obligation of CCA to indemnify, defend, and hold harmless shall not apply to
any suit, action, claim, or demand made by any person with regard to any aspect of the legal efficacy
of the arrest, incarceration, trial or sentencing of any Inmate and which arises from any independent
action or omission of any person or entity other than CCA.

8.2

INSURANCE CCA shall continuously maintain such insuranee policies, with a

company or eompanies aeeeptable to the COUNTY, as will proteet CCA and the COUNTY, as
named or certifieated insured, from claims under workers' eompensation acts, or from any other
claims for damages for physieal or personal injury, including death, and from claims for civil and
eonstitutional rights violations, which may arise from operations under this Contraet; provided,
however, that the COUNTY may not refuse to aceept a policy written by a company the reserves of
which are not otherwise reasonably acceptable to the COUNTY if said policy is otherwise secured
to the reasonable satisfaction of the COUNTY; and, provided further, that the structure of the
insurance program of CCA that is in place at the time of the execution hereof, which the COUNTY
has had the opportunity to thoroughly review, is acknowledged to be satisfactory and acceptable to
the COUNTY.

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a)

Proofand Continuitv ofCoverage CCA shall provide the COUNTY with

certificates of insurance evidencing compliance with this Section, the form of which shall be subject
to the reasonable approval of the COUNTY, and all of which must provide for no less than thirty
(30) days advance notice to the COUNTY of any contemplated cancellation of the policy. The
COUNTY shall have the right, but not the obligation, to advance the amount of money required to
prevent the insurance policies required herein from lapsing for non-payment of premiums. If the
COUNTY advances such amount, then CCA shall be obligated to repay the COUNTY the amount
of any such advance, plus interest thereon, at the maximum legal rate, and the COUNTY shall be
entitled to set off and deduct such amount from any amounts owed to CCA pursuant to this
Contract. No election by the COUNTY to advance funds to pay insurance premiums shall be
deemed to cure a default by CCA of its obligation to provide insurance.
b)

Types ofInsurance At the option of the COUNTY, this Contract shall

terminate unless CCA provides the COUNTY, at or before Commencement, with certificates of
insurance, and copies of thc policies of insurance (if same are reasonably available from the
underwriters thereof), of the following types, for the following purposes, and in the following
amounts:
I)

Workers' Compensation and Unemployment Compensation

Insurance protecting CCA under, and as required by, workers' compensation and unemployment
compensation laws applicable to its operation of the Detention Facility;
2)

General Liability Insurance for general liability, which shall

specifically includc civil rights matters, in an amount not less than Five Million Dollars
($5,000,000) for each occurrence and in the aggregatc, including the cost of defense for all
COUNTY Commissioners, COUNTY employees, and agents ofthe COUNTY, whether in their
official or individual capacities; and
3)

Automobile Insurance for automobile and other vehicular liability in

an amount not less than One Million Dollars ($ I,000,000) for each occurrence and in the aggregate.
c)

Self-Insurance The COUNTY acknowledges that general liability

insurance for jail and detention facility operations is very difficult to obtain and very expensive
when found. Accordingly, the COUNTY agrees that it will not object if CCA wishes to institute a
self-insurance program for that and/or other required coverage so long as, to the COUNTY's
reasonable satisfaction, the self-insurance program is actuarially sound and the funding thereof is
17

adequately assured.
d)

Minimum CapitalorCCA CCA agrees that it will maintain a net

stockholder's equity, calculated according to generally accepted accounting principles consistently
applied, of not less than four million five hundred thousand dollars ($4,500,000.00).

8.3

COUNTY INSURANCE The COUNTY shall maintain and pay for fire and

property insurance coverage on the Detention Facility and COUNTY-owned movable equipment,
during the occupancy by CCA.

8.4

NOTICE OF AND COOPERATION REGARDING CLAL'fS The COUNTY and

CCA shall each promptly give notice to the others of any suit, action, claim, or demand arising out
of the operation or maintenance of the Detention Facility, or otherwise, and about which cither CCA
or the COUNTY becomes aware and for which either may have any liability. Further, each of them
agrees to cooperate fully with and assist the others in the defense or other resolution of each such
suit, action, claim, or demand, including, but not limited to: producing testimony, documents, and
other evidence, each to the other, without need of any Court Order to the fullest extent permitted by
law; executing such affidavits, interrogatories or other documents and pleadings as may be
necessary or appropriate in the premises; making available any employee having knowledge of such
suit, action, claim, or demand for interview or deposition regarding, or for investigation of, such
suit, action, claim, or demand; and providing such employees as may be necessary or appropriate to
investigate such suit, action, claim, or demand. The failure of CCA or the COUNTY to promptly
give notice to, or to timely and fully cooperate with and assist, the others, as hereby required, shall,
in addition to any other resulting liability in the premises, result in any indemnification which may
be due to the party which failed to so act trom any other party being nullified if the failure to so act
reasonably might result in prejudice to the defense or other resolution of such suit, action, claim, or
demand.

8.5

DEFENSE OF CLAIMS It is understood that CCA or its insurance underwriter

will assume the defense of any suit, action, claim or demand contemplated under or covered by
Sections 8.1 or 8.2, respectively, above, and that any separate legal representation which the
COUNTY may desire to obtain will be at the COUNTY's expense with regard to ail legal fees,
expenses and costs associated therewith.
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8.6

PRIOR OCCURRENCE The COUNTY shall remain solely responsible for any

losses or costs resulting from all suits, actions, claims or demands either pending as of October I,
1988 or arising thereafter but relating to events or conditions which occurred or existed prior to
October I, 1988. CCA agrees to cooperate with the COUNTY in the defense of each such suit,
action, claim or demand.

8.7

PERFORMANCE BOND
a)

CCA shall provide to the COUNTY, no later than three (3) months prior to

the expiration of the previous year's bond, an annual Performance Bond in the amount of onc
million ($1,000,000) dollars, from a Surety acceptable to the CO UNTY, guaranteeing the
performance of this Agreement and in the breach thereof, upon the COUNTY'S retaking
operational control ofthe Detention Facility, to be bound unto the COUNTY for damages up to one
million ($1,000,000) dollars. This Performance Bond requirement shall be in effect for a period of
five (5) years, from the effective date of the agreement, or until such time as the COUNTY may
release CCA from this obligation.
b)

In order to be acceptable to the COUNTY, a Surety company issuing

Performance Bonds shall meet and comply with the following minimum standards:

1.

Surety must be admitted to do business in the State of Florida and

shall comply with the provisions of Florida Statute 255.05.
2.

Surety companies executing Bonds must appear on the United States

Treasury Departments most current list (CIRCULAR 570 AS AMENDED).
3.

Attorneys-in-fact who sign Performance Bonds must file with such

Bond a certified copy of their power of attorney to sign such Bond.
4.

Agents of Surety companies must list their name. address and

telephone number on all Bonds.
5.

If the Surety on any Bond is declared bankrupt or becomes insolvent

or its right to do business is terminated, or it ceases to meet the requirements of this section, CCA
shall within five (5) Days thereafter, substitute another Bond and Surety, both of which must be
acceptable to the COUNTY.
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SECTION 9
RECORDS

9.1

INMATE AND OPERATIONAL RECORDS CCA shall establish, operate, and

maintain a record and report system regarding Inmates and Detention Facility operations which is
consistent with applicable standards for such records. CCA shall make such records available to the
COUNTY upon request, and, in any event, shall tum over said records or a copy thereof to the
COUNTY upon the termination of this Contract.

9.2

CRIMINAL HISTORY RECORDS The COUNTY, to the extent that it has or can

obtain computerized access to same, will obtain and provide to CCA, without charge (except for
direct charges, if any, to the COUNTY), all criminal history information regarding Inmates in the
Detention Facility (including, but not limited to, information from the National Crime Information
Center, the Federal Bureau ofInvestigation, the United States Department of Corrections, the
Florida Department of Law Enforcement, the Florida Division of Criminal Justice Infomlation
Systems, and the Florida Department of Corrections) which either or both of them may obtain and
provide to CCA pursuant to law.

9.3

CLASSIFICATION OF INMATES CCA shall maintain a system of Inmate

classification as required by applicable law, rule or regulation or approved by the County's Contract
Monitor.

SECTION 10
SENTENCE COMPUTATION AND GAIN TIME

10.1

SENTENCE COMPUTATION The COUNTY's Contract Monitor (to be

appointed pursuant to Section 12, below) shall be responsible for and shall compute Inmate
sentences, or periods of custody, including the computation of gain time awards and discharge dates.

10.2

GAIN TLUE Inmates shall receive gain time awards from the COUNTY pursuant

to state law and pursuant to policies adopted and administered by the COUNTY. and CCA shall
have no responsibility for same.
20

10.3

CCA TO FURNISH GUIDELINES At or prior to Commencement, CCA shall

provide to the COUNTY and continuously update copies of all laws, rules, and regulations
governing such computations and, thereafter, shall fully cooperate with the Contract Monitor in
making such computations.

SECTION 11
ADDITiONAL RESPONSIBILITIES OF THE PARTIES

11.1

TRANSPORTATION Responsibility for Inmate transportation shall be as follows:
a)

Medical CCA shall be responsible for Inmate transportation to and from

medical appointments and treatments at hospitals or other locations of physicians and other health
care providers;
b)

Judicial The COUNTY, whether through the Sheriff or otherwise, shall be

responsible for Inmate transportation, for whatever purpose, to and from Court, other counties, other
states, and all locations of the Department; and
c)

Inmate Work The COUNTY shall be responsible for all transportation

related to Irunate work for the COUNTY pursuant to Section 13-3.
d)

Other CCA shall be responsible for all other legally required intra-

COUNTY Inmate transportation.

11.2

SECURITY CCA shall be responsible for providing security for all Inmates while

they are inside the Detention Facility, when they are being transported by CCA, and while they are
hospitalized or obtaining medical treatment. While any Inmate is in the custody of either the
COUNTY, the Sheriff, or a bailiff, CCA shall not be responsible for providing security for such
Inmate, and such security shall be the responsibility of such custodial entity or officer.

11.3

MEDICAL CARE Responsibility for Inmate Medical Care shall be as follows:
a)

CCA shall be responsible for obtaining and paying for all rontine physical

examinations, lab tests, and sick calls perfonned and all medications administered within the
Detention Facility. CCA shall provide all medical care and treatment reasonably necessary and
21

customarily provided within Detention Facilities within the State of Florida and which are not
reasonably required to be treated at an outside facility.
b)

To the extent other sources of payment are not available, the COUNTY, and

not CCA, shall be responsible for all charges incurred by Inmates for medical treatment, care, and
attendance pcrformed outside the Detention Facility; hospitalization; all medications administered
outside the Detention Facility; and ambulance service; provided that such charges for treatment or
care in an outside facility are reasonably necessary.
c)

The CCA Hernando County Jail physician wiII be selected by CCA subject to

the approval of the County's Administrator. The minimum qualifications for the selected physician
shall include:

•

Licensed to practice medicine (M.D. or D.O.) in the State of
Florida

•

Board Certified/eligible in area of practice;

•

Ten (10) years of providing direct patient care;

•

Two (2) years experience in providing direct patient care in a correctional
environment;
Hospital privileges with a minimum of two (2) full service hospitals located

•

within the geographical borders of Hernando County, Florida.

•

Education/Experience in pre-hospital care;

•

Has a current ACLS certificate of successful course completion.

CCA wiII contract with approved physician to perform on-site medical functions and shall be liable
for his/her compensation.

11.4

INMATE COMMISSARY CCA shall be permitted to operate an Inmate

commissary; provided, however, that any profits therefrom shall only be used to purchase
equipment and materials for the exercise and leisure time use of Inmates or for other expenses
allowed by law. All items purchased with such funds which are neither perishable nor ordinarily
disposable shall remain in the Detention Facility in the event this Contract is terminated; provided,
however that CCA shall have no responsibility for either ordinary wear and tear or Inmate caused
damage to such items.

11.5

CRIMES COMMITTED WITHIN DETENTION FACILITY CCA shall report to

the proper authorities any act or omission of any person within the Detention Facility which, in the
reasonable judgment of CCA, constitutes a criminal act which cannot be reasonably dealt with as a
matter of internal Detcntion Facility discipline. In addition, CCA agrees to use reasonable care to
prevent the destruction of any physical evidence whieh may be present as the result of such act or
omIssIOn.

11.6

EVIDENCE CCA shall tum over to the appropriate law enforcement agency any

evidence related to criminal investigations which has been confiseated from any inmate either before
or after their commitment to the Detention Facility.

11.7

SHERIFF USE OF SPACE CCA shall provide an offiee for use by Sheriffs Staff

for the NCIC/Warrants Division and other ancillary services as requested by the Sheriff.

SECTION 12
CONTRACT MONITOR AND
CHIEF CORRECTIONS OFFICER

12.1

CONTRACT MONITOR The COUNTY shall appoint a Contract Monitor who shall be

responsible for documcnting adherenee to the Contract and compliance with any rules, policies,
procedures, and performance standards applicable thereto. The Contraet Monitor shall be the
offieialliaison between the COUNTY and CCA. The parties agree that the Contract Monitor shall
be subject to Florida Statute 112.313 and any material violation thereof shall result in termination
and replacement of the then eurrent Monitor. CCA agrees to provide an office for the Contract
Monitor's use and to abide by the monitoring procedures established by the Contraet Monitor
subject to the rcstrictions of Florida open records laws, and, as such, shall have access, at all times,
to all areas of the Detention Facility.
The COUNTY and CCA agree that the Contract Monitor position is vital to pnblic health,
safety and welfare and to insure that CCA is in compliance with the tenns and conditions of the
Agreement. Therefore, CCA agrees to fund this position through the withholding of the actual cost
23

for the position, inclusive of all salary and benefits, but in no event to exceed $70,000.00 annually,
from funds due CCA for the services to be provided under the Agreement. Said cost shall be
prorated monthly during each County Fiscal year. The cost shall be adjusted annually to reflect any
salary and benefit increases but said increases shall not exceed the applicable compensation
increases given to County employees.

12.2

CHIEF CORRECTIONAL OFFICER Upon concurrence of the COUNTY's

administrator, CCA shall appoint a Chief Correctional Officer and Assistant Chief Correctional
Officer, respectively, of the COUNTY, to have such duties and responsibilities, among others, as
may be required by Subsection 951.062(1), Florida Statutes, as amended. The COUNTY shall have
the right to request the removal of the Chief Correctional Officer and/or the Assistant Chief
Correctional Officer, if the COUNTY reasonably considers either to be unacceptable provided that,
the COUNTY so requests in writing that CCA effectuate a change in the Chief Correctional Officer
and/or the Assistant Chief Correctional Officer position, describing in detail the reason for the
COUNTY's decision.

SECTION 13
mMATEWORK
13.1

COUNTY LABOR CCA agrees to provide such numbers of eligible Inmates at such

times and on such days as might be requested by the COUNTY for use as labor on COUNTY
projects. The COUNTY agrees to accept full and complete responsibility for the transportation,
security, and care of all Inmates transferred from the Detention Facility to the control and custody of
the COUNTY for labor on COUNTY projects or for any other purpose. The COUNTY shall
relieve CCA from all responsibility for injuries suffered by Inmates while in COUNTY custody,
except liability for routine medical care provided within the Detention Facility. CCA will remain
responsible for the security of all Inmates working within the Detention Facility.

13.2

INTERNAL WORK The parties agree that all Inmates shall be required to keep

their living areas clean and may be required by CCA to perform such other work within the
Detention Facility as is permissible under applicable laws and regulations.

24

13.3

WORK RELEASE PROGRAM CCA agrees to operate a work release program, at

no cost to the COUNTY, for up to twenty-four (24) inmates assigned to said program by the Court
as a condition of the Inmates' sentence. The program may be increased upon mutual written
agreement of the parties regarding the number of inmates and additional compensation.

SECTION 14
MISCELLANEOUS PROVISIONS

14.1

PROPERTY TAX The COUNTY shall be responsible for payment of any ad

valorem taxes or assessments, if any, that may be assessed against the Detention Facility.

14.2

TELEPHONE REVENUE CCA agrees to pay COUNTY fifty percent (50%) of

the commissions received by CCA for provision of the Detention Facility Inmate telephone system.
CCA shall f(lrward said payments to the COUNTY on a quarterly basis. Provided, however, that
CCA may also reflect that quarterly payment through a credit applied to the invoice submitted by
CCA under Section 6.7 Payment Procedures of this Contract.

14.3

NON-DISCRIMINATION CCA shall not discriminate against any person in the

performance of this Contract, on the grounds of handicap, race, color, religion, sex, age, or national
origin. Upon request, CCA shall show proof of such non-discrimination, and shall post, in a
conspicuous place, accessible to all employees and applicants for employment, notice of its policy
of non-discrimination.

14.4

BINDING NATURE This contract shall not be binding upon any of the siguatories

hereto until it is approved and sigued by all signatories, and, thereafter, it shall be binding upon and
inure to the benefit of each of their respective successors and assigus.

14.5

INVALIDITY AND SEVERABILITY In the event any provision to this Contract is

held by a Court of competent jurisdiction to be invalid, such provision shall be null and
void, and, so long as the underlying purpose of the contract can still be fulfilled, the validity of the
25

remaining provisions of the Contract shall not in any way be affected thereby. However, if said
judicial decision results in the underlying purpose of this Contract being incapable of fulfillment,
then the parties shall settle all then current aecounts between them and this Contract shall be
terminated without any further or other liability hereunder to each other.

14.6

COUNTERPARTS This Contract may be executed in multiple copies, each of

which shall be deemed to be an original and all of which shall constitute one Contract,
notwithstanding that all parties are not signatories to the original or to the same copy, or that
signature pages from different copies are combined, and the signature of any party of any copy shall
be deemed to be a signature to and may be appended to any other copy.

14.7

INTERPRETATION The headings contained in this Contract are for reference

purposes only and shall not affect the meaning or interpretation of any portion or all of this Contract.

14.8

TERMINOLOGY AND DEFINITIONS All personal pronouns used in this

Contract, whether of the masculine, feminine, or neuter gender, shall include all other genders; and
the singular shall include the plural and the plural shall include the singular.

14.9

LA TV AND VENUE This Contract shall be interpreted according to the laws of the

State of Florida, and Hernando County, Florida, shall be the venue in the event any litigation is filed
to enforee or interpret any provision of this Contract. In any litigation arising from or concerning
this contract, as between the parties hereto, each party to snch litigation shall bear its own attorneys'
fees and costs.

14.10 NOTICES All notices required or permitted under this Contract shall be sent
Certificd Mail, Return Receipt Requested, to the signatories.
14.11 AUDIT CCA shall, no later than April 30 th of each calendar year, provide the
County with the following:

26

a)

an annual audit of the previous fiscal year's (October I through September

30) operation of the Detention Facility as required by Subsection 951.062(8), Florida Statutes.
Nothing herein shall exclude the COUNTY from performing an independent audit of CCA' s
operations of the Detention Facility.
b)

an annual audit perfonned by an independent auditing agency of CCA' s

financial status.
c)

a periodic survey of the comparable salaries/wages for corrections staff

personnel in the Tampa Bay region. The survey shall be condueted no less than every two (2) years.

14.12 TERM/NA TION Either party shall have the right to tenninate this Contract by

providing the other party one hundred twenty (120) days written notice of its intent to terminate this
Contract.
14.13 COMPLETE AGREEMENT This contract represents the complete agreement of the
parties, and there are no other agreements or understandings between the parties except as set forth
herein.

(SEAL)

CORRECTIONS CORPORATION OF AMERICA

Attest:

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Title:

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a:vI'
By:

BOARD OF COUNTY COMMISSIONERS
HERNANDO COUNTY, FLORIDA

Clerk

For the ufe

a;>." reliance of Hemando County only.

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