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#14-6198 (URS Corporation Southern)
Contract# 14-6198 "Design & Related Services for a Leachate Deep Injection Well System" PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this -11-4 day of Ju Iv , 2014 by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "COUNTY" or "OWNER") and URS Corporation Southern, authorized to do business in the State of Florida, whose business address is 3050 Horseshoe Drive N., Suite 145, Naples, Florida 34104 (hereinafter referred to as the "CONSULTANT'). WITNESSETH: WHEREAS, the OWNER desires to obtain the professional Consulting services of the CONSULTANT for Design and Related Services concerning Leachate Deep Injection Well System (hereinafter referred to as the "Project"), said services being more fully described in Schedule A, "Scope of Services", which is attached hereto and incorporated herein; WHEREAS, the CONSULTANT has submitted a proposal for provision of those services; and WHEREAS, the CONSULTANT represents that it has expertise in the type of professional services that will be required for the Project. NOW, THEREFORE, in consideration of the mutual covenants and provisions contained herein, the parties hereto agree as follows: ARTICLE ONE CONSULTANT'S RESPONSIBILITY 1.1. CONSULTANT shall provide to OWNER professional Design and Related Services services in all phases of the Project to which this Agreement applies. 1.2. The Basic Services to be performed by CONSULTANT hereunder are set forth in the Scope of Services described in detail in Schedule A. The total compensation to be paid CONSULTANT by the OWNER for all Basic Services is set forth in Article Five and Schedule B, "Basis of Compensation", which is attached hereto and incorporated herein. 1.3. The CONSULTANT agrees to obtain and maintain throughout the period of this Agreement all such licenses as are required to do business in the State of Florida and in Collier County, Florida, including, but not limited to, all licenses required by the respective state boards and other governmental agencies responsible for regulating and licensing the professional services to be provided and performed by the CONSULTANT pursuant to this Agreement. 1.4. The CONSULTANT agrees that, when the services to be provided hereunder relate to a professional service which, under Florida Statutes, requires a license, certificate of authorization or other form of legal entitlement to practice such services, it shall employ and/or retain only qualified personnel to provide such services to OWNER. 1.5. CONSULTANT designates Daniel J. Levy, PG, a qualified licensed professional to serve as the CONSULTANT'S project coordinator (hereinafter referred to as the "Project Coordinator"). The Project Coordinator is authorized and responsible to act on behalf of the CONSULTANT with respect to directing, coordinating and administering all aspects of the services to be provided and performed under this Agreement. Further, the Project Coordinator has full authority to bind and obligate the CONSULTANT on all matters arising out of or relating to this Agreement. The CONSULTANT agrees that the Project Coordinator shall devote whatever time is required to satisfactorily manage the services to be provided and performed by the CONSULTANT hereunder. The Project Coordinator shall not be removed by 2 (;) CONSULTANT from the Project without OWNER'S prior written approval, and if so removed must be immediately replaced with a person acceptable to OWNER. 1.6. CONSULTANT agrees, within fourteen (14) calendar days of receipt of a written request from Owner to promptly remove and replace the Project Coordinator, or any other personnel employed or retained by the CONSULTANT, or any subconsultants or subcontractors or any personnel of any such subconsultants or subcontractors engaged by the CONSULTANT to provide and perform services or work pursuant to the requirements of this Agreement, said request may be made with or without cause. Any personnel so removed must be immediately replaced with a person acceptable to OWNER. 1.7. The CONSULTANT represents to the OWNER that it has expertise in the type of professional services that will be performed pursuant to this Agreement and has extensive experience with projects similar to the Project required hereunder. The CONSULTANT agrees that all services to be provided by CONSULTANT pursuant to this Agreement shall be subject to the OWNER'S review and approval and shall be in accordance with the generally accepted standards of professional practice in the State of Florida, as well as in accordance with all applicable laws, statutes, including but not limited to the Local Government Prompt Payment Act (218.735 and 218.76 F.S.), as amended, the Florida Public Records Law Chapter 119 (including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(d) and (3)), ordinances, codes, rules, regulations and requirements of any governmental agencies, and the Florida Building Code where applicable, which regulate or have jurisdiction over the Project or the services to be provided and performed by CONSULTANT hereunder. In the event of any conflicts in these requirements, the CONSULTANT shall notify the OWNER of such conflict and utilize its best professional judgment to advise OWNER regarding resolution of each such conflict. OWNER'S approval of the design documents in no way relieves CONSULTANT of its obligation to deliver complete and accurate documents necessary for successful construction of the Project. 3 1.7.1 The County reserves the right to deduct portions of the (monthly) invoiced (task) amount for the following: Tasks not completed within the expressed time frame, including required deliverables, incomplete and/or deficient documents, failure to comply with local, state and/or federal requirements and/or codes and ordinances applicable to Consultant's performance of the work as related to the project. This list is not deemed to be all-inclusive, and the County reserves the right to make sole determination regarding deductions. After notification of deficiency, if the Consultant fails to correct the deficiency within the specified timeframe, these funds would be forfeited by the Consultant. The County may also deduct or charge the Consultant for services and/or items necessary to correct the deficiencies directly related to the Consultant's non-performance whether or not the County obtained substitute performance. 1.8. CONSULTANT agrees not to divulge, furnish or make available to any third person, firm or organization, without OWNER'S prior written consent, or unless incident to the proper performance of the CONSULTANT'S obligations hereunder, or in the course of judicial or legislative proceedings where such information has been properly subpoenaed, any non-public information concerning the services to be rendered by CONSULTANT hereunder, and CONSULTANT shall require all of its employees, agents, subconsultants and subcontractors to comply with the provisions of this paragraph. CONSULTANT shall provide OWNER prompt written notice of any such subpoenas. 1.9 As directed by OWNER, all plans and drawings referencing a specific geographic area must be submitted in an AutoCAD DWG or MicroStation DGN format on a CD or DVD, drawn in the Florida State Plane East (US Feet) Coordinate System (NAD 83/90). The drawings should either reference specific established Survey Monumentation, such as Certified Section Corners (Half or Quarter Sections are also acceptable), or when implemented, derived from the RTK(Real-Time Kinematic) GPS Network as provided by OWNER. Information layers shall have common naming conventions (i.e. right-of-way- ROW, centerlines-CL, edge-of-pavement- EOP, etc), and adhere to industry standard CAD specifications. 4 ARTICLE TWO ADDITIONAL SERVICES OF CONSULTANT If authorized in writing by OWNER through a Change Order to this Agreement, CONSULTANT shall furnish or obtain from others Additional Services of the types listed in Article Two herein. The agreed upon scope, compensation and schedule for Additional Services shall be set forth in the Amendment authorizing those Additional Services. With respect to the individuals with authority to authorize Additional Services under this Agreement, such authority will be as established in OWNER'S Purchasing Ordinance and Procedures in effect at the time such services are authorized. These services will be paid for by OWNER as indicated in Article Five and Schedule B. Except in an emergency endangering life or property, any Additional Services must be appruved in writing via an Amendment to this Agreement prior to starting such services. OWNER will not be responsible for the costs of Additional Services commenced without such express prior written approval. Failure to obtain such prior written approval for Additional Services will be deemed: (i) a waiver of any claim by CONSULTANT for such Additional Services and (ii) an admission by CONSULTANT that such Work is not additional but rather a part of the Basic Services required of CONSULTANT hereunder. If OWNER determines that a change in the Agreement is required because of the action taken by CONSULTANT in response to an emergency, an Amendment shall be issued to document the consequences of the changes or variations, provided that CONSULTANT has delivered written notice to OWNER of the emergency within forty-eight (48) hours from when CONSULTANT knew or should have known of its occurrence. Failure to provide the forty-eight (48) hour written notice noted above, waives CONSULTANT'S right it otherwise may have had to seek an adjustment to its compensation or time of performance under this Agreement. The following services, if not otherwise specified in Schedule A as part of Basic Services, shall be Additional Services: 2.1. Preparation of applications and supporting documents (except those already to be furnished under this Agreement) for private or governmental grants, loans, bond issues or advances in connection with the Project. (� 5 2.2. Services resulting from significant changes in the general scope, extent or character of the Project or its design including, but not limited to, changes in size, complexity, OWNER'S schedule or character of construction; and revising studies, reports, design documents or Contract Documents previously accepted by OWNER when such revisions are required by changes in laws, rules, regulations, ordinances, codes or orders enacted subsequent to and not reasonably anticipated prior to the preparation of such studies, reports or documents, or are due to any other causes beyond CONSULTANTS control and fault. 2.3 Providing renderings or models for OWNER'S use. 2.4 Investigations and studies involving detailed consideration of operations, maintenance and overhead expenses; the preparation of feasibility studies, cash flow and economic evaluations, rate schedules and appraisals; and evaluating processes available for licensing and assisting OWNER in obtaining such process licensing. 2.5. Furnishing services of independent professional associates and consultants for other than the Basic Services to be provided by CONSULTANT hereunder. 2.6. Services during travel outside of Collier and Lee Counties required of CONSULTANT and directed by OWNER, other than visits to the Project site or OWNER's office. 2.7 Preparation of operating, maintenance and staffing manuals, except as otherwise provided for herein. 2.8. Preparing to serve or serving as a CONSULTANT or witness for OWNER in any litigation, or other legal or administrative proceeding, involving the Project (except for assistance in consultations which are included as part of the Basic Services to be provided herein). 6 2.9 Additional services rendered by CONSULTANT in connection with the Project, not otherwise provided for in this Agreement or not customarily furnished in Collier County as part of the Basic Services in accordance with generally accepted professional practice. ARTICLE THREE OWNER'S RESPONSIBILITIES 3.1. The OWNER shall designate in writing a project manager to act as OWNER'S representative with respect to the services to be rendered under this Agreement (hereinafter referred to as the "Project Manager"). The Project Manager shall have authority to transmit instructions, receive information, interpret and define OWNER'S policies and decisions with respect to CONSULTANT'S services for the Project. However, the Project Manager is not authorized to issue any verbal or written orders or instructions to the CONSULTANT that-would have the effect, or be interpreted to have the effect, of modifying or changing in any way whatever: (a) The scope of services to be provided and performed by the CONSULTANT hereunder; (b) The time the CONSULTANT is obligated to commence and complete all such services; or (c) The amount of compensation the OWNER is obligated or committed to pay the CONSULTANT. 3.2. The Project Manager shall: (a) Review and make appropriate recommendations on all requests submitted by the CONSULTANT for payment for services and work provided and performed in accordance with this Agreement; (b) Provide all criteria and information requested by CONSULTANT as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; 7 (c) Upon request from CONSULTANT, assist CONSULTANT by placing at CONSULTANT'S disposal all available information in the OWNER'S possession pertinent to the Project, including existing drawings, specifications, shop drawings, product literature, previous reports and any other data relative to the Project; (d) Arrange for access to and make all provisions for CONSULTANT to enter the Project site to perform the services to be provided by CONSULTANT under this Agreement; and (e) Provide notice to CONSULTANT of any deficiencies or defects discovered by the OWNER with respect to the services to be rendered by CONSULTANT hereunder. ARTICLE FOUR TIME 4.1. Services to be rendered by CONSULTANT shall be commenced subsequent to the execution of this Agreement upon written Notice to Proceed from OWNER for all or any designated portion of the Project and shall be performed and completed in accordance with the Project Milestone Schedule attached hereto and made a part hereof as Schedule C. Time is of the essence with respect to the performance of this Agreement. 4.2. Should CONSULTANT be obstructed or delayed in the prosecution or completion of its services as a result of unforeseeable causes beyond the control of CONSULTANT, and not due to its own fault or neglect, including but not restricted to acts of nature or of public enemy, acts of government or of the OWNER, fires, floods, epidemics, quarantine regulations, strikes or lock-outs, then CONSULTANT shall notify OWNER in writing within five (5) working days after commencement of such delay, stating the specific cause or causes thereof, or be deemed to have waived any right which CONSULTANT may have had to request a time extension for that specific delay. s 4.3. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of CONSULTANT'S services from any cause whatsoever, including those for which OWNER may be responsible in whole or in part, shall relieve CONSULTANT of its duty to perform or give rise to any right to damages or additional compensation from OWNER. CONSULTANT'S sole remedy against OWNER will be the right to seek an extension of time to its schedule provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage For Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as claims based on late completion. Provided, however, if through no fault or neglect of CONSULTANT, the services to be provided hereunder have been delayed for a total of 180 calendar days, CONSULTANT'S compensation shall be equitably adjusted, with respect to those services that have not yet been performed, to reflect the incremental increase in costs experienced by CONSULTANT, if any, as a result of such delays. 4.4 Should the CONSULTANT fail to commence, provide, perform or complete any of the services to be provided hereunder in a timely manner, in addition to any other rights or remedies available to the OWNER hereunder, the OWNER at its sole discretion and option may withhold any and all payments due and owing to the CONSULTANT until such time as the CONSULTANT resumes performance of its obligations hereunder in such a manner so as to reasonably establish to the OWNER's satisfaction that the CONSULTANT'S performance is or will shortly be back on schedule. 4.5 In no event shall any approval by OWNER authorizing CONSULTANT to continue performing Work under this Agreement or any payment issued by OWNER to CONSULTANT be deemed a waiver of any right or claim OWNER may have against CONSULTANT for delay or any other damages hereunder. 9 ARTICLE FIVE COMPENSATION 5.1. Compensation and the manner of payment of such compensation by the OWNER for services rendered hereunder by CONSULTANT shall be as prescribed in Schedule B, entitled "Basis of Compensation", which is attached hereto and made a part hereof. ARTICLE SIX OWNERSHIP OF DOCUMENTS 6.1. Upon the completion or termination of this Agreement, as directed by OWNER, CONSULTANT shall deliver to OWNER copies or originals of all records, documents, drawings, notes, tracings, plans, MicroStation or AutoCAD files, specifications, maps, evaluations, reports and other technical data, other than working papers, prepared or developed by or for CONSULTANT under this Agreement ("Project Documents"). OWNER shall specify whether the originals or copies of such Project Documents are to be delivered by CONSULTANT. CONSULTANT shall be solely responsible for all costs associated with delivering to OWNER the Project Documents. CONSULTANT, at its own expense, may retain copies of the Project Documents for its files and internal use. 6.2. Notwithstanding anything in this Agreement to the contrary and without requiring OWNER to pay any additional compensation, CONSULTANT hereby grants to OWNER a nonexclusive, irrevocable license in all of the Project Documents for OWNER'S use on this Project. CONSULTANT warrants to OWNER that it has full right and authority to grant this license to OWNER. Further, CONSULTANT consents to OWNER'S use of the Project Documents to complete the Project following CONSULTANT'S termination for any reason or to perform additions to or remodeling, replacement or renovations of the Project. CONSULTANT also acknowledges OWNER may be making Project Documents available for review and information to various third parties and hereby consents to such use by OWNER. ARTICLE SEVEN MAINTENANCE OF RECORDS 7.1. CONSULTANT will keep adequate records and supporting documentation which concern or reflect its services hereunder. The records and documentation will be retained by i0 CONSULTANT for a minimum of five (5) years from (a) the date of termination of this Agreement or(b)the date the Project is completed, whichever is later, or such later date as may be required by law. OWNER, or any duly authorized agents or representatives of OWNER, shall, free of charge, have the right to audit, inspect and copy all such records and documentation as often as they deem necessary during the period of this Agreement and during the five (5) year period noted above, or such later date as may be required by law; provided, however, such activity shall be conducted only during normal business hours. ARTICLE EIGHT INDEMNIFICATION 8.1. To the maximum extent permitted by Florida law, CONSULTANT shall indemnify and hold harmless OWNER, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of CONSULTANT or anyone employed or utilized by the CONSULTANT in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. ARTICLE NINE INSURANCE 9.1. CONSULTANT shall obtain and carry, at all times during its performance under the Contract Documents, insurance of the types and in the amounts set forth in SCHEDULE D to this Agreement. 9.2 All insurance shall be from responsible companies duly authorized to do business In the State of Florida. 9.3 All insurance policies required by this Agreement shall include the following provisions and conditions by endorsement to the policies: 11 4 9.3.1. All insurance policies, other than the Business Automobile policy, Professional Liability policy, and the Workers Compensation policy, provided by CONSULTANT to meet the requirements of this Agreement shall name Collier County Government, Collier County, Florida, as an additional insured as to the operations of CONSULTANT under this Agreement and shall contain a severability of interests provisions. 9.3.2. Companies issuing the insurance policy or policies shall have no recourse against OWNER for payment of premiums or assessments for any deductibles which all are at the sole responsibility and risk of CONSULTANT. 9.3.3. All insurance coverage of CONSULTANT shall be primary to any insurance or self- insurance program carried by OWNER applicable to this Project, and the "Other Insurance" provisions of any policies obtained by CONSULTANT shall not apply to any insurance or self-insurance program carried by OWNER applicable to this Project. 9.3.4. The Certificates of Insurance must read: For any and all work performed on behalf of Collier County, or reference this contract number. 9.3.5. All insurance policies shall be fully performable in Collier County, Florida, and shall be construed in accordance with the laws of the State of Florida. 9.4. CONSULTANT, its subconsultants and OWNER shall waive all rights against each other for damages covered by insurance to the extent insurance proceeds are paid and received by OWNER, except such rights as they may have to the proceeds of such insurance held by any of them. 9.5 All insurance companies from whom CONSULTANT obtains the insurance policies required hereunder must meet the following minimum requirements: 9.5.1. The insurance company must be duly licensed and authorized by the Department of Insurance of the State of Florida to transact the appropriate insurance business in the State of Florida. 9.5.2. The insurance company must have a current A. M. Best financial rating of "Class VI"or higher. 12 ARTICLE TEN SERVICES BY CONSULTANTS OWN STAFF 10.1. The services to be performed hereunder shall be performed by CONSULTANT'S own staff, unless otherwise authorized in writing by the OWNER. The employment of, contract with, or use of the services of any other person or firm by CONSULTANT, as independent consultant or otherwise, shall be subject to the prior written approval of the OWNER. No provision of this Agreement shall, however, be construed as constituting an agreement between the OWNER and any such other person or firm. Nor shall anything in this Agreement be deemed to give any such party or any third party any claim or right of action against the OWNER beyond such as may then otherwise exist without regard to this Agreement. 10.2 Attached as Schedule F Is a listing of all key personnel CONSULTANT Intends to assign to the Project to perform the Services required hereunder. Such personnel shall be committed to this Project in accordance with the percentages noted in Schedule F. CONSULTANT also has identified each subconsultant and subcontractor it intends to utilize on the Project in Schedule F. All personnel, subconsultants and subcontractors identified in Schedule F shall not be removed or replaced without OWNER'S prior written consent. 10.3 CONSULTANT is liable for all the acts or omissions of its subconsultants or subcontractors. By appropriate written agreement, the CONSULTANT shall require each subconsultant or subcontractor, to the extent of the Services to be performed by the subconsultant or subcontractor, to be bound to the CONSULTANT by the terms of this Agreement, and to assume toward the CONSULTANT all the obligations and responsibilities which the CONSULTANT, by this Agreement, assumes toward the OWNER. Each subconsultant or subcontract agreement shall preserve and protect the rights of the OWNER under this Agreement with respect to the Services to be performed by the subconsultant or subcontractor so that the subconsulting or subcontracting thereof will not prejudice such rights. 13 a� Where appropriate, the CONSULTANT shall require each subconsultant or subcontractor to enter into similar agreements with its sub-subconsultants or sub-subcontractors. 10.4 CONSULTANT acknowledges and agrees that OWNER is a third party beneficiary of each contract entered into between CONSULTANT and each subconsultant or subcontractor, however nothing in this Agreement shall be construed to create any contractual relationship between OWNER and any subconsultant or subcontractor. Further, all such contracts shall provide that, at Owner's discretion, they are assignable to OWNER upon any termination of this Agreement. ARTICLE ELEVEN WAIVER OF CLAIMS 11.1. CONSULTANTS acceptance of final payment shall constitute a full waiver of any and all claims, except for insurance company subrogation claims, by it against OWNER arising out of this Agreement or otherwise related to the Project, and except those previously made in writing in accordance with the terms of this Agreement and identified by CONSULTANT as unsettled at the time of the final payment. Neither the acceptance of CONSULTANT'S services nor payment by OWNER shall be deemed to be a waiver of any of OWNER'S rights against CONSULTANT. ARTICLE TWELVE TERMINATION OR SUSPENSION 12.1. CONSULTANT shall be considered in material default of this Agreement and such default will be considered cause for OWNER to terminate this Agreement, in whole or in part, as further set forth in this section, for any of the following reasons: (a) CONSULTANT'S failure to begin services under the Agreement within the times specified under the Notice(s) to Proceed, or (b) CONSULTANT'S failure to properly and timely perform the services to be provided hereunder or as directed by OWNER, or (c) the bankruptcy or insolvency or a general assignment for the benefit of creditors by CONSULTANT or by any of CONSULTANT'S principals, officers or directors, or (d) CONSULTANTS failure to obey any laws, ordinances, regulations or other codes of conduct, or (e) CONSULTANTS failure to perform or abide by the terms and 14 U�� conditions of this Agreement, or (f) for any other just cause. The OWNER may so terminate this Agreement, in whole or in part, by giving the CONSULTANT seven (7) calendar days written notice of the material default. 12.2. If, after notice of termination of this Agreement as provided for in paragraph 12.1 above, it is determined for any reason that CONSULTANT was not in default, or that its default was excusable, or that OWNER otherwise was not entitled to the remedy against CONSULTANT provided for in paragraph 12.1, then the notice of termination given pursuant to paragraph 12.1 shall be deemed to be the notice of termination provided for in paragraph 12.3, below, and CONSULTANT's remedies against OWNER shall be the same as and be limited to those afforded CONSULTANT under paragraph 12.3, below. 12.3. OWNER shall have the right to terminate this Agreement, in whole or in part, without cause upon seven (7) calendar days written notice to CONSULTANT. In the event of such termination for convenience, CONSULTANT'S recovery against OWNER shall be limited to that portion of the fee earned through the date of termination, together with any retainage withheld and any costs reasonably incurred by CONSULTANT that are directly attributable to the termination, but CONSULTANT shall not be entitled to any other or further recovery against OWNER, including, but not limited to, anticipated fees or profits on work not required to be performed. CONSULTANT must mitigate all such costs to the greatest extent reasonably possible. 12.4. Upon termination and as directed by Owner, the CONSULTANT shall deliver to the OWNER all original papers, records, documents, drawings, models, and other material set forth and described in this Agreement, including those described in Section 6, that are in CONSULTANT'S possession or under its control. 12.5. The OWNER shall have the power to suspend all or any portions of the services to be provided by CONSULTANT hereunder upon giving CONSULTANT two (2) calendar days prior 1S bJ written notice of such suspension. If all or any portion of the services to be rendered hereunder are so suspended, the CONSULTANT'S sole and exclusive remedy shall be to seek an extension of time to its schedule in accordance with the procedures set forth in Article Four herein. 12.6 In the event (i) OWNER fails to make any undisputed payment to CONSULTANT within forty-five (45) days after such payment is due or such other time as required by Florida's Prompt Payment Act or (ii) OWNER otherwise persistently fails to fulfill some material obligation owed by OWNER to CONSULTANT under this Agreement, and (ii) OWNER has failed to cure such default within fourteen (14) days of receiving written notice of same from CONSULTANT, then CONSULTANT may stop its performance under this Agreement until such default is cured, after giving OWNER a second fourteen (14) days written notice of CONSULTANTs intention to stop performance under the Agreement. If the Services are so stopped for a period of one hundred and twenty (120) consecutive days through no act or fault of the CONSULTANT or its subconsultant or subcontractor or their agents or employees or any other persons performing portions of the Services under contract with the CONSULTANT, the CONSULTANT may terminate this Agreement by giving written notice to OWNER of CONSULTANT'S intent to terminate this Agreement. If OWNER does not cure its default within fourteen (14) days after receipt of CONSULTANT'S written notice, CONSULTANT may, upon fourteen (14) additional days' written notice to the OWNER, terminate the Agreement and recover from the Owner payment for Services performed through the termination date, but in no event shall CONSULTANT be entitled to payment for Services not performed or any other damages from Owner. ARTICLE THIRTEEN TRUTH IN NEGOTIATION REPRESENTATIONS 13.1. CONSULTANT warrants that CONSULTANT has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement and that CONSULTANT has not paid or agreed to pay any person, 16 b-J company, corporation, individual or firm, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 13.2. In accordance with provisions of Section 287.055, (5)(a), Florida Statutes, the CONSULTANT agrees to execute the required Truth-In-Negotiation Certificate, attached hereto and incorporated herein as Schedule E, certifying that wage rates and other factual unit costs supporting the compensation for CONSULTANT'S services to be provided under this Agreement are accurate, complete and current at the time of the Agreement. The CONSULTANT agrees that the original Agreement price and any additions thereto shall be adjusted to exclude any significant sums by which the OWNER determines the Agreement price was increased due to inaccurate, incomplete, or non-current wage rates and other factual unit costs. All such adjustments shall be made within one (1) year following the end of this Agreement. ARTICLE FOURTEEN CONFLICT OF INTEREST 14.1. CONSULTANT represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. CONSULTANT further represents that no persons having any such interest shall be employed to perform those services. ARTICLE FIFTEEN MODIFICATION 15.1. No modification or change in this Agreement shall be valid or binding upon either party unless in writing and executed by the party or parties intended to be bound by it. ARTICLE SIXTEEN NOTICES AND ADDRESS OF RECORD 17 16.1. All notices required or made pursuant to this Agreement to be given by the CONSULTANT to the OWNER shall be in writing and shall be delivered by hand, by fax, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following OWNER'S address of record: Board of County Commissioners Collier County Florida Purchasing Department 3327 Tamiami Trail East Naples, FL. 34112 Attention: Joanne Markiewicz, Director, Procurement Services Telephone: 239-252-8407 Fax: 239-252-6480 16.2. All notices required or made pursuant to this Agreement to be given by the OWNER to the CONSULTANT shall be made In writing and shall be delivered by hand, by fax or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following CONSULTANT'S address of record: URS Corporation Southern 3050 N. Horseshoe Drive#164 Naples, FL 34104 Phone: (239) 649-7208; Fax: (239) 649-7216 Attn: Daniel J. Levy, Vice President/Principal-in-Charge 16.3. Either party may change its address of record by written notice to the other party given in accordance with requirements of this Article. ARTICLE SEVENTEEN MISCELLANEOUS 17.1. CONSULTANT, in representing OWNER, shall promote the best interests of OWNER and assume towards OWNER a duty of the highest trust, confidence, and fair dealing. 17.2. No modification, waiver, suspension or termination of the Agreement or of any terms thereof shall impair the rights or liabilities of either party. 18 `t1� 17.3. This Agreement is not assignable, or otherwise transferable in whole or in part, by CONSULTANT without the prior written consent of OWNER. 17.4. Waivers by either party of a breach of any provision of this Agreement shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this Agreement. 17.5. The headings of the Articles, Schedules, Parts and Attachments as contained in this Agreement are for the purpose of convenience only and shall not be deemed to expand, limit or change the provisions in such Articles, Schedules, Parts and Attachments. 17.6. This Agreement, including the referenced Schedules and Attachments hereto, constitutes the entire agreement between the parties hereto and shall supersede, replace and nullify any and all prior agreements or understandings, written or oral, relating to the matter set forth herein, and any such prior agreements or understanding shall have no force or effect whatever on this Agreement. 17.7 Unless otherwise expressly noted herein, all representations and covenants of the parties shall survive the expiration or termination of this Agreement. 17.8 This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 17.9 The terms and conditions of the following Schedules attached hereto are by this reference incorporated herein: Schedule A SCOPE OF SERVICES Schedule B BASIS OF COMPENSATION Schedule C PROJECT MILESTONE SCHEDULE Schedule D INSURANCE COVERAGE (i) 19 Schedule E TRUTH IN NEGOTIATION CERTIFICATE Schedule F KEY PERSONNEL, SUBCONSULTANTS AND SUBCONTRACTORS RFP# 14-6198 "Design & Related Services for a Leachate Deep Injection Well System"Terms and Conditions ARTICLE EIGHTEEN APPLICABLE LAW 18.1. This Agreement shall be governed by the laws, rules, and regulations of the State of Florida, and by such laws, rules and regulations of the United States as made applicable to services funded by the United States government. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. ARTICLE NINETEEN SECURING AGREEMENT/PUBLIC ENTITY CRIMES 19.1 CONSULTANT warrants that CONSULTANT has not employed or retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement and that CONSULTANT has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. At the time this Agreement is executed, CONSULTANT shall sign and deliver to OWNER the Truth-In-Negotiation Certificate identified in Article 13 and attached hereto and made a part hereof as Schedule E. CONSULTANT'S compensation shall be adjusted to exclude any sums by which OWNER determines the compensation was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 19.2 By its execution of this Agreement, CONSULTANT acknowledges that it has been informed by OWNER of and is in compliance with the terms of Section 287.133(2)(a) of the Florida Statutes which read as follows: 20 dJ "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list." ARTICLE TWENTY DISPUTE RESOLUTION 20.1 Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of CONSULTANT with full decision-making authority and by OWNER'S staff person who would make the presentation of any settlement reached during negotiations to OWNER for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of CONSULTANT with full decision-making authority and by OWNER'S staff person who would make the presentation of any settlement reached at mediation to OWNER'S board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 20.2 Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 21 ARTICLE 21 IMMIGRATION LAW COMPLIANCE 21.1 By executing and entering into this agreement, the CONSULTANT is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et sea. and regulations relating thereto, as either may be amended. Failure by the CONSULTANT to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. **********Signature page to follow********** 22 IN WITNESS WHEREOF, the parties hereto have executed this Professional Services Agreement for Design & Related Services the day and year first written above. ATTEST: BOARD OF COUNTY COMMISSIONERS FOR COLLIER COUNTY, FLORIDA, Dwi•.hf E:6I�rk By By-1 41410.' : ��►�: A� r' Fr. s" Tom Henning, Chai signatur `tutly. • pproved as7o7n and Legality: • ounty Attorney Name URS Corporation Southern Illss chr, ST'.net G;10,e,n v €c71 Cs) c c5, . na. Daniel J. Levy, Vice President Nam&and Title Name and Title :s o N& KOEDeReR e»h m� Vl i n eer Name and Title 23 bJ SCHEDULE A—SCOPE OF SERVICES Contract# 14-6198 "Design & Related Services for a Leachate Deep Injection Well System" The Collier County Landfill (formerly known as Naples Sanitary Landfill) is a 310.97-acre Class-I solid waste management facility and accepts incoming solid waste 6 days a week. The landfill is estimated to generate approximately 521,000 gallons/day based on peak daily HELP model results and 201,000 gallons/day based on peak average monthly. This leachate is currently collected via the landfill leachate collection system and conveyed to a County managed pump station near the southwest comer of the current footprint of Cell 6 from where it is then pumped to the South County Water Reclamation Facility for treatment and disposal. PHASE I — PLANNING, DESIGN, PERMITTING AND PROCUREMENT Task 1-Protect Planning, Kickoff and Protect Status Meetines: This task will incorporate the following activities: 1. Prepare a detailed agenda for the kickoff meeting/workshop with the Project Development Team (PDT)to review the project approach, data needs and factors that will contribute to an efficient delivery. An initial discussion of siting options will be conducted during the meeting with the objective of conceptually identifying the most preferred option for further consideration. The decisions made during this meeting will be documented and electronically distributed to all participants. 2. Prepare a Project Management Plan and a preliminary implementation schedule. 3. CONSULTANT will attend bi-monthly project status conference calls with the COUNTY to provide regular updates on the progress of the project followed by written updates transmitted by e-mails. 4. This task will include: • One (1) public information meeting during the design phase; • Prepare information as needed for presentation. Task 1 Deliverable (Electronic Submittals): • Kick-off Meeting/Notes/Decision Documents; • Project Management Plan; • Bi-monthly Progress Conference Call Notes. 11-1 J Task 2- Enaineerina Analysis of Alternate Site Locations: The following activities will be addressed under this task: 1. Identification of alternative sites -this task will only consider the siting of the deep well near the existing pump station and the proposed Resource Recovery Business Park (RRBP). The two locations will be evaluated relative to accessibility, space constraints, future landfill expansion plans and loss landfill airspace, and potential impacts to any existing wells. CONSULTANT will provide the pros and cons of each location by considering the technical as well as the economic feasibility for construction of the deep injection well system. 2. Potential impacts to existing permitted well fields and neighboring land uses – CONSULTANT will identify all permitted DIWs within two (2) miles of the proposed location(s) as well as all permitted production wells within 500 feet of the site. The FDEP will require a variance to the permit if the DIW is within 500 feet of a Biscayne or Upper Floridan Aquifer production well. 3. Schematic and plans showing conceptual layout of DIW system, elevations of a typical well/equipment layout and the conceptual alignment of the leachate transmission lines. The COUNTY will provide any available as-built drawings of the current conditions to the CONSULTANT. CONSULTANT will assess, based on as- built drawings and site visit, alternative alignments should there be any constraints for construction. 4. Construction Issues: • Coordination with landfill operations and other activities on site for access; • Noise issues; • Coordination with Collier County Water Utilities in regard to operating schedules of existing production wells; • Designate areas for site access, mobilization and staging areas; • Options for disposal of drilling wastes; • Designated Working areas and Site Access; • Source and availability of test waters at the permitted flow to be injected for twelve (12) hours; • Construction hours that will impact schedule for completion of project. 5. Operational Issues: • Document leachate injection projections for sizing injection well casing, tune sizing and related sizes of outer casing; • Hydraulic profile of liquids from current pump station to wellhead to determine head loss; • Evaluation of the existing pumping station for retrofitting; • Power supply–primary and backup. 6. Project schedule implementation — The project schedule will include planning and implementation of various phases including detailed design, permitting, bidding and construction. bJ A-2 Task 2 Deliverable (Electronic Submittals) • Draft Engineering Analyses Report • Final Engineering Analyses Report Task 3—Deep Injection Well Permitting and Design Services: The permitting and design services will include the following: 1. Schedule and attend meetings or conference calls with the COUNTY PDT during the permitting process to provide regular updates. 2. Schedule and attend a pre-application meeting with FDEP and the Underground Injection Control Technical Advisory Committee (UIC- TAC) to discuss and review FDEP Underground Injection Control (FDEP-UIC) permitting requirements for the construction of one (1) deep injection well and one (1) dual zone monitoring well. Meetings will be held in the South District office of the FDEP in Fort Myers, Florida. CONSULTANT will prepare end distribute meeting minutes. 3. Following any meetings or conference calls, CONSULTANT staff will prepare meeting notes and transmit them via e-mail to the attendees. These meeting notes will become part of the official project records. 4. Following the pre-application meeting with FDEP, CONSULTANT will prepare a permit application and supporting documents necessary for a Class I Industrial Injection Well and one (1) associated dual-zone monitoring well. The FDEP-UIC permit application package will be submitted to the FDEP UIC-TAC for approval before resuming preparation of the well design documents. The application will include: A. FDEP Application Form to Construct one (1) Class I Industrial Injection Well System, with the all supporting information: i. Local and regional geologic and hydrogeologic cross-sections and the identification of the assumed location of the limits of underground source of drinking water(USDW). ii. Area of Review identifying all permitted wells within a 2-mile radius of the site. iii. Conceptual design of the injection well and monitoring well including system flow schematic iv. Technical Specifications (for the construction of the injection well and dual zone monitoring well system). 5. CONSULTANT will respond to Requests for Additional Information (RFI) from the FDEP and the UIC- TAC following the submittal of the construction permit application. 6. Attend one (1) public meeting in response to the FDEP draft construction permit. A-3 �J 7. CONSULTANT will prepare 60% complete design documents for the deep injection well, wellhead piping and slab. The design documents will include specified testing to be conducted during well drilling to characterize aquifer performance and water quality through the vertical reach of the Floridan aquifer. CONSULTANT will provide a copy of the draft package to the PDT for review and comments. The specifications completed to this level of completion will be submitted with the permit application. 8. Upon finalizing the 90% design drawings and specifications CONSULTANT will provide a copy to each PDT member based on the feedback provided at the 60% design review meeting. 9. CONSULTANT will submit an engineer's opinion of probable construction cost based on the 90% complete drawings. CONSULTANT will perform an analysis of the operating and maintenance (O&M) costs associated with the operation of the DIW. Such costs will include equipment maintenance, power consumption, water quality monitoring and mechanical integrity testing (MIT). 10.CONSULTANT will schedule a meeting the COUNTY PDT to review comments on will be incorporated into the final design documents. CONSULTANT will prepare the 100-percent design submittal composed of contract drawings and technical specifications, and provide a full set to the COUNTY PDT for final review and comment. These documents will incorporate changes suggested by FDEP during the permit process and will be used for obtaining a drilling contractor. Task 3a—Surveyor Services: Marco Surveying & Mapping, a CONSULTANT subcontractor, will perform a topographic survey of the area related to the deep injection well system (approximately two (2) acres). This will include elevation data on an approximate one hundred (100) foot grid and also pick up any significant grade changes or grade irregularities. Notes/Assumptions: 1. The local permitting for the leachate transmission system will be closely coordinated with the SDP for other construction activities. 2. Collier County will be responsible for timely payment of all permitting fees for this project. Task 3 Deliverables (Electronic Submittals): • 60% Design and FDEP Permit Application • Final 60% Design to County and Permit Application to FDEP • Draft 90% Design • Final 90% Design • Draft 100% Design • Final 100% Design Task 3a Deliverables (Electronic Submittals) A-4 • An AutoCAD of the completed topographic survey • Signed and sealed surveyor's report Paper copies of the above Design Plans shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 4 — Conceptual Site Planning, Engineering, Site Development and Construction Plan (SDP): These services will be provided by the CONSULTANT'S sub-contractor, Davidson Engineering (DE), considering their familiarity with the site. The ERP storm water management design will be incorporated into the overall site design. DE will prepare a site plan, a paving and grading plan, a utility plan (as needed), a storm water management plan (see above), and construction details and specifications consistent with Collier County and SFWMD requirements as applicable. Below are key items that will be included in this task: 1. Prepare a site plan to meet the development objectives which will incorporate typical site constraints. Final site revisions will be determined at this point. 2. Conceptual layouts of the surface water management system revisions, utility locations, landscape buffers, access features, etc. DE will work with the COUNTY and anticipates one revision to the plan in order to move forward with the construction design tasks. 3. The concept design will be located within the Phase 4 "mitigation area" already defined. This proposal assumes that mitigation work will be completed under a separate contract and is not included in this Scope of Work. 4. This task will include a thorough study of the allowable uses and locations (per the existing ordinance). It is anticipated that will be completed simultaneously with the pre-application meetings with Collier County and South Florida Water Management District (SFWMD) which are included with Task 1. 5. Upon approval of the initial report by Collier County, DE will prepare a detailed Engineering Report for submittal to the COUNTY. A phasing plan for the overall site build-out (necessary for construction completion and certification) will also be prepared. The development of the site will include a temporary fencing plan, a laydown area for the contractor, and a site access road for the drilling equipment. 6. As part of this task, DE will coordinate with the Landscape Architect to prepare a landscaping and irrigation plan to meet the County's standards and include it in the SDP application package. 7. The final construction plan submittal package as required by Collier County will be submitted to the COUNTY for initial review. Upon approval by the COUNTY, DE will prepare an Engineer's opinion of probable cost for construction. 8. Following the submittal of the initial of the Site Development Plan application, DE will A-5 coordinate the re-submittal of all responses to comments from Collier County for the SDP approval. DE will coordinate with all sub-consultants for re-submittals through approval. This task assumes staged submittals for internal County Solid Waste staff to review at 60%, 90%, and 100%design phases. Task 4a—Surveyor Services Marco Surveying & Mapping will perform an update of the Boundary Survey of the Resource Recovery Business Park related to the deep injection well system. The original survey was performed in March 2012. Notes/Assumptions: 1. This task assumes staged submittals for internal County Solid Waste staff to review at 60%, 90%, and 100%design phases. 2. Geotechnical Design Services are not included in the task but will be included as an optional task. 3. Landscape Architecture is not included in this task but will be included an as optional task. 4. Access to the site is yet to be determined by the COUNTY, and is a critical component for obtainin0 approval of this project Task 4 Deliverables (Electronic Submittals): • 60% SDP for County Permits • 90% SDP for County Permits • 100% Final Design SDP for Approval Task 4a Deliverables (Electronic Submittals) • Six (6) copies of the signed and sealed boundary survey by the surveyor Paper copies of the above Design Plans shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 5— Design/Permitting Services for Leachate Transmission System: The permitting and design of the surface facilities and the piping system to transfer the leachate to the well head is described in this task. The drawings prepared under this task may be submitted together with drawings prepared under other tasks to the FDEP for review and approval. 1. The CONSULTANT shall prepare 60% complete design documents for the leachate transmission system. The design documents will include plan and profiles of the proposed leachate transmission lines including required access points for cleaning and maintenance of the lines. The CONSULTANT shall submit a package to the PDT for review and comment. The proposed does not include a new pump station and it is assumed that the existing pump station may be reconfigured to convey leachate to the new deep injection well. 2. Upon receipt of the PDT comments on the 60% design, CONSULTANT will finalize the A-6 90% design drawings and specifications and submit them to the PDT for review. 3. The CONSULTANT shall submit an engineer's opinion of probable construction cost based on the 90% complete drawings. This estimate will include the typical contingencies based on the level of completeness of the drawings. 4. The CONSULTANT shall schedule a meeting the COUNTY PDT to review comments on the 90% design and specification documents. Once comments are received, they will be incorporated into the final design documents. CONSULTANT will prepare the 100-percent design submittal composed of contract drawings and technical specifications, and provide a full set to the COUNTY PDT for final review and comment. Task 5a—Surveyor Services: Marco Surveying & Mapping will perform a topographic survey off-site from the proposed deep injection well system site. The survey will start at the leachate pump station of the west side of the existing landfill site. It will run northerly along the western perimeter of the landfill from the landfill fence to the toe of the slope of the existing cell. Cross sections will be run on approximate 100-foot intervals to the north boundary of the landfill. Additionally, topography will be obtained along the south line of the Resource Recovery Business Park in a swath approximately 50 feet wide in a westerly direction to the proposed deep injection well site. Task 5 Deliverables (Electronic Submittals) • Draft 60% Design and FDEP Permit Application • Final 60% Design to County and Permit Application to FDEP • Draft 90% Design • Final 90% Design • Draft 100% Design • Final 100% Design Task 5a Deliverables (Electronic Submittals) • An AutoCAD file of the off-site topographic survey • Signed and sealed surveyor's report. Paper copies of the above Design Plans shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 6 - SFWMD/FDEP Environmental Resource Permit Modification: A pre-submittal / application meeting will be necessary to determine requirements for submittal and discuss the future project. The following items will be covered in this task: 1. Prepare storm water management plans per SFWMD / FDEP Basis of Review (BOR). This includes a full set of civil engineering plans necessary to obtain a construction and operation permit. 2. Prepare surface water management routings and reports in a format consistent with the SFWMD/FDEP BOR (both permits/basins). A-7 3. Coordination with SFWMD during initial submittal and engineering /environmental phase. 4. Prepare initial submittal package and submit for general construction and operation permit to SFWMD. All necessary applications per the SFWMD BOR. 5. Update FLUCCS /site mapping as needed. 6. Prepare "Evaluation of Alternative Storm water Regulations" Report modifications, also known as the Harper Analysis. 7. Revised existing nutrient loading calculations to be consistent with proposed site construction. Notes/Assumptions: 1. This proposal does not include preparation of any water use permits by DE (construction or consumption). 2. It is assumed that the modified storm water management plan will utilize a dry pond approach to avoid lake excavation. Should this change, additional services will he required to prepare lake excavatinn plans and permit coordination. 3. SFWMD / FDEP Response to RAI are included in this task on the assumption that there will be no more than two (2) RAis. 4. A dewatering /consumptive use permit is not included with this scope. 5. All pre-application and submittal fees will be required from the client. 6. All hydrant flow test fees will be required from the COUNTY (if necessary). 7. Major revisions, as directed by the client, after substantial completion of the construction plans will be considered as an additional service. DE will notify the client immediately if this becomes an issue. 8. This proposal assumes that that there will be no site lighting required on-site. 9. This proposal assumes that a traffic analysis will not be required. 10. This proposal assumes that a right-of-way permit will not be required. 11. FDEP utility permitting is not included in this task. 12. It is assumed that the recently issued biological opinion will not need revised. The planned work should be within the Phase 1 Mitigation areas. Deliverables (Electronic Submittals): • Draft SFWMD/FDEP General Permit Mod (with supporting documentation) • Final SFWMD/FDEP General Permit Mod (with supporting documentation) Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. TASK 7- Bid Phase and Procurement Services: Subtask 7a: Attend Pre-Bid Meeting and Site Visit: 1. Coordination with COUNTY staff to receive final construction plans once the pre-approval letter has been issued. A-8 41111 2. Prepare and assemble necessary bid documents and bid schedules for the site civil and landscape work. 3. A formal bidding package with PDF drawings will be provided to the Collier COUNTY staff. 4. The CONSULTANT shall attend one (1) pre-bid meeting and site visit. This site visit will also be attended by the CONSULTANT Project Manager and a Senior Hydrogeologist. CONSULTANT's subcontractor, Davidson Engineering, will coordinate and attend one (1) pre-bid meeting with the civil site work contractors. 5. The CONSULTANT shall respond to written questions from the bidders received by the COUNTY during the bid period. A written response to the questions will be prepared by the CONSULTANT and submitted to the COUNTY for inclusion as an addendum. CONSULTANT is assuming no more than one (1) addendum will be required, but if additional addenda are needed based on contractor questions, the written response will be provided by the CONSULTANT at no additional cost. Task 7a Deliverables (Electronic Submittals): • Bid Documents • Meeting notes and Response to RFIs received by COUNTY • Summary Memorandum of bids received by COUNTY including recommendation for award • Electronic set of contract documents Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Subtask 7b: Additional Procurement Services (as reauested by the COUNTY). PHASE II — POST DESIGN SERVICES/CONSTRUCTION ADMINISTRATION, Task 1- Deep Infection Well Construction Oversight: The Scope of Work for this task will consist of: 1. Construction Administration • Shop drawing review • Contractor clarifications/responses to RFIs • Review of monthly pay applications • Attendance at Construction Meetings • Facility start-up • Certifications • WQ and Testing Submittals 2. Pre-construction meeting 3. Construction Permitting • Pre-con Meeting w/DEP A-9 bJ • Weekly summaries 4. Hydrogeologic testing services • Contractor Coordination • On-site geologist • Tech Hydro Support 5. Engineering Field Services Task 1 Deliverables (Electronic Submittals): • Notes from pre-construction meeting with Contractor • Notes from pre-construction meeting with FDEP • Weekly construction progress report with daily logs • Monthly Pay application reviews • Substantial completion punch list • Technical Memoranda of hydrogeological support activities • Technical Memoranda of field engineering support activities • Record Drawings for Deep Injection Well System Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 2 -Deep Injection Well Operational Testing: This task will include: • Preparation of an operational testing plan for submittal to FDEP • Meeting with FDEP to present data from construction and present plan • RFI (1)from FDEP and Approval • Operational test oversight • Drilling &Testing report • O & M Manual • Compilation and Review of Test Data Task 2 Deliverables (Electronic Submittals): • Pre-Operational Testing Report • Meeting notes from FDEP meeting • Operational Testing Review Report • Drilling and Testing Report • 0 & M Manual for Deep Injection Well System • Operation Testing Data Review Technical Memorandum Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 3- Deep Injection Well Operations Permit: This task will include: • Preparation of the FDEP Operation Permit Application • Financial responsibility update A-70 b� • Public Meeting • RFI from FDEP • Assistance with Public Notice Task 3 Deliverables (Electronic Submittals): • Deep Injection Well Operations Permit Application to FDEP • Financial Responsibility review memorandum • Notes from FDEP pre-application meeting Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 4 -Site Construction Administration Assistance: The Scope of Work for this task will be completed by DE, and will include coordination with COUNTY staff and other agencies to receive final construction plans once the pre-approval letter has been issued: 1. Attend pre-construction meetings with client or with general contraclur as necessary fur construction related items/questions, etc. 2. Coordinate and attend a pre-construction and pre-utility meeting with the civil site work contractors. 3. Prepare final record drawings of the site civil portion of the project (work tasked with this contract only) for final site certification based on the as-built survey provided by the construction contractor's surveyor. 4. Prepare final record drawings of utilities for the project based on the as-built survey provided by the construction contractor's surveyor. 5. Assemble the utility dedication package for submittal to Collier County (as needed). 6. This includes coordination with the County Attorney's Office to obtain the necessary legal documents. 7. Work with the underground utility contractor to finalize the construction cost verifications as required by the COUNTY. The contractor will provide the cost verifications based on the actual installed cost and final payment form. DE will review the documents for accuracy(compare to record drawings). 8. Work with the County Attorney's Office to prepare and complete utility dedication package (need land use attorney). 9. Prepare all other certifications for construction completion and permit transfers related to this contract—DE's work within this contract (Collier County, SFWMD, and FDEP). 10.Prepare a punch list at substantial completion of landscaping installation (buffers), confirm the work was installed per plan and specification, and provide both an as-built document and Observation of Completion Form to be submitted to the COUNTY during the preliminary project acceptance phase. Task 4a—Surveyor Services Marco Surveying & Mapping will update the site specific topographic survey for the deep injection well system and the off-site topographic survey for the leachate transmission line from the landfill leachate pump station to the deep injection well based on the contractor markups during construction. A-11 Task 4 Deliverables (Electronic Submittals):. • Notes from pre-construction meeting with Contractor; • Construction progress report based on periodic site visits; • Substantial completion punch list; • Record drawings for leachate transmission system based on contractor's field mark- ups; • Certifications for completion of construction and permit transfers; • Utility dedication package to assist the County Attorney. Task 4a Deliverables (Electronic Submittals) • AutoCAD file of the completed updated as-built topographic surveys for the site specific and leachate transmission line • Signed and sealed surveyor's report Paper copies of the above documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. Task 5 -Prolect Manaoement!Bl-monthly Meetings/Closeout: The Scope of Work for this task will include: 1. Attendance at Project Kick-off Meeting, Construction progress meetings, and Project Close-out and Final PDT Inspection Task 5 Deliverables (Electronic Submittals): Notes from construction project kick-off meetings, construction meetings, project close-out meeting and Final PDT inspection report. Phase II Reimbursable Expenses The following items are allowable expenses under Phase II of this Agreement: Expenses Cost #of Days/Weeks Not to Exceed Hotel daily rate $57.00 per day X 2 154 $17,556.00 staff = $114.00 per day Per diem $30.00 per day X 2 154 $9,240.00 staff= $60.00 per day Estimated Mileage 22 round trips © 250 22 weeks for $4,895.00 miles ($0.445 per 2 vehicles mile) Total: $31,691.00 Note: Duration of field activities is estimated at 22 weeks Hours of Operation: 7 days a week 2 Staff per day (12 hr shifts) A-12 For Phase I and Phase II services, paper copies of documents shall be provided to the COUNTY and billed at actual cost with no mark-up. The quantity of each shall be determined by the Project Manager. A-13 b`� SCHEDULE B BASIS OF COMPENSATION LUMP SUM &TIME AND MATERIAL 1. MONTHLY STATUS REPORTS B.1.1 As a condition precedent to payment, CONSULTANT shall submit to OWNER as part of its monthly invoice a progress report reflecting the Project design and construction status, in terms of the total work effort estimated to be required for the completion of the Basic Services and any then-authorized Additional Services, as of the last day of the subject monthly billing cycle. Among other things, the report shall show all Service items and the percentage complete of each item. B1.1.1 All monthly status reports and invoices shall be mailed to the attention of Davne Atkinson, Project Manaaer. Solid & Hazardous Waste Management Dept.. Collier County Public Utilities Division, 3339 Tamiami Trail E., Naples. Florida 34112. Telephone (239) 252-5337. 2. COMPENSATION TO CONSULTANT B.2.1. For the Basic Services provided for in this Agreement, OWNER agrees to make the lump sum payment(s) and time and material payment(s) to CONSULTANT in accordance with the terms stated below and Attachment 2 to this Schedule B. Provided, however, in no event shall such compensation exceed the amounts set forth in the table below. Payments will be made in accordance with the following Schedule; however, the payment of any particular line item noted below shall not be due until all services associated with any such line item have been completed to OWNER'S reasonable satisfaction. ITEM PHASE FEE PAYMENT SCHEDULE Phase I -Tasks 1 -7a LUMP SUM Lump Sum 1. Project Planning/Kickoff/Monthly $55,457.00 Monthly Upon Percent Meeting Complete of Task 2. Engineering Analyses of $20,048.00 Monthly Upon Percent Alternate Site Locations Complete of Task 3. Deep Injection Well Permitting $120,564.00 Monthly Upon Percent and Design Services Complete of Task 3. a Surveyor Services $2,500.00 Upon Completion of Task 4. Conceptual Site Planning, $40,125.00 Monthly Upon Percent Engineering, Site Development Complete of Task and Construction Plan 4. a Surveyor Services $1,500.00 Upon Completion of Task 5. Design/Permitting for Leachate $25,038.00 Monthly Upon Percent Transmission System Complete of Task 5. a Surveyor Services $4,000.00 Upon Completion of Task 6. FDEP/SFWMD Environmental $25,444.00 Monthly Upon Percent Resource Permit Modification Complete of Task 9-1 (1) 7.a Bid Phase and Procurement $3,160.00 Monthly Upon Percent Services Complete of Task Tasks 1-7a Lump Sum Total $297,836.00 Phase I—Task 7b NOT TO Time and Material EXCEED 7.b Additional Procurement Services $4,000.00 Time & Material— Not to (as requested by County) Exceed Phase II— Tasks 1 —5 Time and Material 1. Deep Injection Well Construction $450,060.00 Time & Material— Not to Oversight Exceed 1 a. Reimbursable Expenses $31,691.00 Time & Material— Not to Exceed 2. Deep Injection Well Operational $55,080.00 Time & Material— Not to Testing Exceed 3. Deep Injection Well Operations $9,990.00 Time & Material—Not to Permit Exceed 4. Site Construction Administration $19,475.00 Time & Material—Not to Assistance Exceed 4. a Surveyor Services $2,100.00 Upon Completion of Task 5. Project Management/Monthly $49,816.00 Time & Material—Not to Meetings/Closeout Exceed 6. Paper document costs for $2,911.00 Time & Material—Not to Phases I and II Exceed Time and Material— Not to Phase I: Task 7b and Phase II: $625,123.00 Exceed Tasks 1-5 Time& Material Total: GRAND TOTAL FEE (Phase I and Phase 11) $922,959.00 B.2.2. The fees noted in Section 2.1. shall constitute the lump sum amount of Two Hundred Ninety-Seven Thousand Eiaht Hundred Thirty-Six Dollars ($297.836.00) and on a Time and Material Basis Not to Exceed Six Hundred Twenty-Five Thousand One Hundred Twenty-Three Dollars ($625,123.00) to be paid to CONSULTANT for the performance of the Basic Services. B2.3. For Additional Services provided pursuant to Article 2 of the Agreement, if any, OWNER agrees to pay CONSULTANT a negotiated total fee and Reimbursable Expenses based on the services to be provided and as set forth in the Amendment authorizing such Additional Services. The negotiated fee shall be based upon the rates specified in Attachment 1 to this Schedule B and all Reimbursable Expenses shall comply with the provision of Section B.3.5.1 below. There shall be no overtime pay on Additional Services without OWNER'S prior written approval. t,),)B-2 B.2.4. The compensation provided for under Sections 2.1 of this Schedule B, shall be the total and complete amount payable to CONSULTANT for the Basic Services to be performed under the provisions of this Agreement, and shall include the cost of all materials, equipment, supplies and out-of-pocket expenses incurred in the performance of all such services. B.2.5. Notwithstanding anything in the Agreement to the contrary, CONSULTANT acknowledges and agrees that in the event of a dispute concerning payments for Services performed under this Agreement, CONSULTANT shall continue to perform the Services required of it under this Agreement, as directed by OWNER, pending resolution of the dispute provided that OWNER continues to pay to CONSULTANT all amounts that OWNER does not dispute are due and payable. 3. SCHEDULE OF PAYMENTS: B.3.1. CONSULTANT shall submit, with each of the monthly status reports provided for under Section 1.1 of this Schedule B, an invoice for fees earned in the performance of Basic Services and Additional Services during the subject billing month. Notwithstanding anything herein to the contrary, the CONSULTANT shall submit no more than one Invoice per month for all fees and Reimbursable Expenses earned that month for both Basic Services and Additional Services. Invoices shall be reasonably substantiated, identify the services rendered and must be submitted in triplicate in a form and manner required by Owner. Additionally, the number of the purchase order granting approval for such services shall appear on all invoices. B.3.1.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of"laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. B.3.2. Invoices not properly prepared (mathematical errors, billing not reflecting actual work done, no signature, etc.) shall be returned to CONSULTANT for correction. Invoices shall be submitted on CONSULTANT'S letterhead and must include the Purchase Order Number and Project name and shall not be submitted more than one time monthly. B.3.3. Payments for Additional Services of CONSULTANT as defined in Article 2 hereinabove and for reimbursable expenses will be made monthly upon presentation of a detailed invoice with supporting documentation. B.3.4. Unless specific rates have been established in Attachment 1, attached to this Schedule B, CONSULTANT agrees that, with respect to any subconsultant or subcontractor to be utilized by CONSULTANT for Additional Services, CONSULTANT shall be limited to a maximum markup of 5% on the fees and expenses associated with such subconsultants and subcontractors. B.3.4.1 Reimbursable Expenses associated with Additional Services must comply with section 112.061, Fla. Stat., or as set forth in the Agreement, be B-3 70-0 charged without mark-up by the CONSULTANT, and shall consist only of the following items: 8.3.4.1.1.Cost for reproducing documents that exceed the number of documents described in this Agreement and postage and handling of Drawings and Specifications. 8.3.4.1.2.Travel expenses reasonably and necessarily incurred with respect to Project related trips, to the extent such trips are approved by OWNER. Such expenses, if approved by OWNER, may include coach airfare, standard accommodations and meals, all in accordance with section 112.061, F.S. Further, such expenses, if approved by OWNER, may include mileage for trips that are from/to destinations outside of Collier or Lee Counties. Such trips within Collier and Lee Counties are expressly excluded. B.3.4.1.3. Permit Fees required by the Project. B.3.4.1.4. Expense of overtime work requiring higher than regular rates approved in advance and in writing by OWNER. B.3.4.1.5. Expense of models for the County's use. B.3.4.1.6. Other items on request and approved in writing by the OWNER. END OF SCHEDULE B. J�y ATTACHMENT 1 TO SCHEDULE B PROFESSIONAL FEE SCHEDULE Title Hourly Rate Principal $206 UIC Expert $180 Senior Project Manager $172 Senior Engineer $157 Engineer $123 Sr. Environment Specialist $134 Environment Specialist $109 Scientist/Geologist $85 Sr. Geologist $118 Senior Designer $134 Sr. Technician $85 CADD Tech $81 Administrative $62 SUBCONSULTANTS: PHASE I: LUMP SUM DAVIDSON ENGINEERING, INC. $83,449 MARCO SURVEYING & MAPPING LLC $8,000 AQUATECH GEOSCIENCES, INC. $64,860 PHASE II: TIME AND MATERIAL Hourly Rate DAVIDSON ENGINEERING. INC. Principal $204.75 Senior Project Manager $157.50 Engineer $131.25 Senior Project Coordinator $89.25 Senior Environmental Specialist $162.75 MARCO SURVEYING & MAPPING LLC Surveyor and Mapper $125 2 Man Field Crew $110 3 Man Field Crew $135 AQUATECH GEOSCIENCES, INC.: Senior Hydrogeologist $138 &5 SCHEDULE C PROJECT SCHEDULE Cumulative Number of Calendar Days For Completion omDate of TASK DESCRIPTION No f itce,to Proceed for Services or Task under this Agreement Phase I 1. Project Planning/Kickoff/Monthly Meeting 364 2. Engineering Analyses of Alternate Site Locations 42 3 Deep Injer tinn Wall Permitting and Dasign SArvirAs 284 3. a Surveyor Services 264 4 Conceptual Site Planning, Engineering, Site 157 Development and Construction Plan 4. a Surveyor Services 157 5. Design/Permitting for Leachate Transmission System 182 5. a Surveyor Services 182 6 FDEP/SFWMD Environmental Resource Permit 140 Modification 7.a Bid Phase and Procurement Services 333 7 b Additional Procurement Services (as requested by 333 the County) Phase 11 1. Deep Injection Well Construction Oversight 336 1 a. Reimbursable Expenses NA 2. Deep Injection Well Operational Testing 525 3. Deep Injection Well Operations Permit 637 4. Site Construction Administration Assistance 442 4. a Surveyor Services 442 5. Project Management/Monthly Meetings/Closeout 501 6. Paper document costs for Phases I and II NA Note: The cumulative number of calendar days from the Notice to Proceed (NTP) provided above provides a reasonable time period to allow for County review as well as permitting issuance of permits by regulatory agencies based on our previous experience. The schedule assumes separate NTPs for Phase I and Phase II. c-1 e) SCHEDULE D INSURANCE COVERAGE (1) The amounts and types of insurance coverage shall conform to the following minimum requirements with the use of Insurance Services Office (ISO) forms and endorsements or their equivalents. If CONSULTANT has any self-insured retentions or deductibles under any of the below listed minimum required coverages, CONSULTANT must identify on the Certificate of Insurance the nature and amount of such self-insured retentions or deductibles and provide satisfactory evidence of financial responsibility for such obligations. All self-insured retentions or deductibles will be CONSULTANT'S sole responsibility. (2) The insurance required by this Agreement shall be written for not less than the limits specified herein or required by law, whichever is greater. (3) Coverages shall be maintained without interruption from the date of commencement of the services until the date of completion and acceptance of the Project by the OWNER or as specified in this Agreement, whichever is longer. (4) Certificates of insurance (3 copies) acceptable to the OWNER shall be filed with the OWNER within ten (10) calendar days after Notice of Award is received by CONSULTANT evidencing the fact that CONSULTANT has acquired and put in place the insurance coverages and limits required hereunder. In addition, certified, true and exact copies of all insurance polices required shall be provided to OWNER, on a timely basis, if requested by OWNER. Such certificates shall contain a provision that coverages afforded under the policies will not be canceled or allowed to expire until at least thirty (30) days prior written notice has been given to the OWNER. CONSULTANT shall also notify OWNER, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverages or limits received by CONSULTANT from its insurer, and nothing contained herein shall relieve CONSULTANT of this requirement to provide notice. In the event of a reduction in D-1 the aggregate limit of any policy to be provided by CONSULTANT hereunder, CONSULTANT shall immediately take steps to have the aggregate limit reinstated to the full extent permitted under such policy. (5) All insurance coverages of the CONSULTANT shall be primary to any insurance or self insurance program carried by the OWNER applicable to this Project. (6) The acceptance by OWNER of any Certificate of Insurance does not constitute approval or agreement by the OWNER that the insurance requirements have been satisfied or that the insurance policy shown on the Certificate of Insurance is in compliance with the requirements of this Agreement. (7) CONSULTANT shall require each of its subconsultants to procure and maintain, until the completion of the subconsultant's services, insurance of the types and to the limits specified in this Section except to the extent such insurance requirements for the subconsultant are expressly waived in writing by the OWNER. (8) Should at any time the CONSULTANT not maintain the insurance coverages required herein, the OWNER may terminate the Agreement or at its sole discretion shall be authorized to purchase such coverages and charge the CONSULTANT for such coverages purchased. If CONSULTANT fails to reimburse OWNER for such costs within thirty (30) days after demand, OWNER has the right to offset these costs from any amount due CONSULTANT under this Agreement or any other agreement between OWNER and CONSULTANT. The OWNER shall be under no obligation to purchase such insurance, nor shall it be responsible for the coverages purchased or the insurance company or companies used. The decision of the OWNER to purchase such insurance coverages shall in no way be construed to be a waiver of any of its rights under the Agreement. (9) If the initial, or any subsequently issued Certificate of Insurance expires prior to the completion of the services required hereunder or termination of the Agreement, the D-2 0 CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s) of Insurance not later than three (3) business days after the renewal of the policy(ies). Failure of the Contractor to provide the OWNER with such renewal certificate(s) shall be deemed a material breach by CONSULTANT and OWNER may terminate the Agreement for cause. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY Required by this Agreement? X Yes No (1) Workers' Compensation and Employers' Liability Insurance shall be maintained by the CONSULTANT during the term of this Agreement for all employees engaged in the work under this Agreement in accordance with the laws of the State of Florida. The amounts of such insurance shall not be less than: a. Worker's Compensation - Florida Statutory Requirements b. Employers' Liability (check one, if applicable) $100,000 Each Accident $500,000 Disease Aggregate $100,000 Disease Each Employee X $500,000 Each Accident $500,000 Disease Aggregate $500,000 Disease Each Employee (2) The insurance company shall waive all claims rights against the OWNER and the policy shall be so endorsed. (3) United States Longshoreman's and Harborworker's Act coverage shall be maintained where applicable to the completion of the work. Applicable X Not Applicable D-3 (4) Maritime Coverage (Jones Act) shall be maintained where applicable to the completion of the work. Applicable _X Not Applicable COMMERCIAL GENERAL LIABILITY Required by this Agreement?_X_Yes No (1) Commercial General Liability Insurance, written on an "occurrence" basis, shall be maintained by the CONSULTANT. Coverage will include, but not be limited to, Bodily Injury, Property Damage, Personal Injury, Contractual Liability for this Agreement, Independent Contractors, Broad Form Property Damage including Completed Operations and Products and Completed Operations Coverage. Products and Completed Operations coverage shall be maintained for a period of not less than five (5) years following the completion and acceptance by the OWNER of the work under this Agreement. Limits of Liability shall not be less than the following: General Aggregate $300,000 Products/Completed Operations Aggregate $300,000 Personal and Advertising Injury $300,000 Each Occurrence $300,000 Fire Damage $ 50,000 General Aggregate $500,000 Products/Completed Operations Aggregate $500,000 Personal and Advertising Injury $500,000 Each Occurrence $500,000 Fire Damage $ 50,000 X General Aggregate $2,000,000 Products/Completed Operations Aggregate $2,000,000 Personal and Advertising Injury $2,000,000 Each Occurrence $1,000,000 Fire Damage $ 50,000 D-4 (2) The General Aggregate Limit shall apply separately to this Project and the policy shall be endorsed using the following endorsement wording. "This endorsement modifies insurance provided under the following: Commercial General Liability Coverage Part. The General Aggregate Limit under LIMITS OF INSURANCE applies separately to each of your projects away from premises owned by or rented to you." Applicable deductibles or self-insured retentions shall be the sole responsibility of CONSULTANT. Deductibles or self-insured retentions carried by the CONSULTANT shall be subject to the approval of the Risk Management Director or his/her designee. (3) The OWNER, Collier County Government, shall be named as an Additional Insured and the policy shall be endorsed that such coverage shall be primary to any similar coverage carried by the OWNER. (4) Coverage shall be included for explosion, collapse or underground property damage claims. (5) Watercraft Liability coverage shall be carried by the CONSULTANT or the SUBCONSULTANT in limits of not less than the Commercial General Liability limit shown in subparagraph (1) above if applicable to the completion of the Services under this Agreement. Applicable X Not Applicable (7) Aircraft Liability coverage shall be carried by the CONSULTANT or the SUBCONSULTANT in limits of not less than $5,000,000 each occurrence if applicable to the completion of the Services under this Agreement. Applicable X Not Applicable AUTOMOBILE LIABILITY INSURANCE Required by this Agreement? X Yes No ffr (1) Automobile Liability Insurance shall be maintained by the CONSULTANT for the ownership, maintenance or use of any owned, non-owned or hired vehicle with limits of not less than: X Bodily Injury & Property Damage- $ 500,000 Bodily Injury & Property Damage- $1,000,000 UMBRELLA LIABILITY (1) Umbrella Liability may be maintained as part of the liability insurance of the CONSULTANT and, if so, such policy shall be excess of the Employers' Liability, Commercial �. '. • •, • - • • • .' - ." • . • - . . - -•. .' - . - - - • ' 1 • - coverages on a "following form" basis. (2) The policy shall contain wording to the effect that, in the event of the exhaustion of any underlying limit due to the payment of claims, the Umbrella policy will "drop down" to apply as primary insurance. PROFESSIONAL LIABILITY INSURANCE Required by this Agreement? X Yes No (1) Professional Liability Insurance shall be maintained by the CONSULTANT to insure its legal liability for claims arising out of the performance of professional services under this Agreement. CONSULTANT waives its right of recover against OWNER as to any claims under this insurance. Such insurance shall have limits of not less than: $ 500,000 each claim and in the aggregate X $1,000,000 each claim and in the aggregate J $2,000,000 each claim and in the aggregate (b. D-6 $5,000,000 each claim and in the aggregate (2) Any deductible applicable to any claim shall be the sole responsibility of the CONSULTANT. Deductible amounts are subject to the approval of the OWNER. (3) The CONSULTANT shall continue this coverage for this Project for a period of not less than five (5) years following completion and acceptance of the Project by the OWNER. (4) The policy retroactive date will always be prior to the date services were first performed by CONSULTANT or OWNER, and the date will not be moved forward during the term of this Agreement and for five years thereafter. CONSULTANT shall promptly submit Certificates of Insurance providing for an unqualified wrIten notice to OWNEK of any cancellation of coverage or reduction in limits, other than the application of the aggregate limits provision. In addition, CONSULTANT shall also notify OWNER by certified mail, within twenty- four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverages or limits received by CONSULTANT from its insurer. In the event of more than a twenty percent (20%) reduction in the aggregate limit of any policy, CONSULTANT shall immediately take steps to have the aggregate limit reinstated to the full extent permitted under such policy. CONSULTANT shall promptly submit a certified, true copy of the policy and any endorsements issued or to be issued on the policy if requested by OWNER. VALUABLE PAPERS INSURANCE (1) In the sole discretion of the County, CONSULTANT may be required to purchase valuable papers and records coverage for plans, specifications, drawings, reports, maps, books, blueprints, and other printed documents in an amount sufficient to cover the cost of recreating or reconstructing valuable papers or records utilized during the term of this Agreement. PROJECT PROFESSIONAL LIABILITY D-7 (1) If OWNER notifies CONSULTANT that a project professional liability policy will be purchased, then CONSULTANT agrees to use its best efforts in cooperation with OWNER and OWNER'S insurance representative, to pursue the maximum credit available from the professional liability carrier for a reduction in the premium of CONSULTANT'S professional liability policy. If no credit is available from CONSULTANT'S current professional policy underwriter, then CONSULTANT agrees to pursue the maximum credit available on the next renewal policy, if a renewal occurs during the term of the project policy (and on any subsequent professional liability policies that renew during the term of the project policy). CONSULTANT agrees that any such credit will fully accrue to OWNER. Should no credit accrue to OWNER, OWNER and CONSULTANT, agree to negotiate in good faith a credit on behalf of OWNER for the provision of project-specific professional liability insurance policy in consideration for a reduction in CONSULTANT'S self-insured retention and the risk of uninsured or underinsured consultants. (2) CONSULTANT agrees to provide the following information when requested by OWNER or OWNER'S Project Manager. a. The date the professional liability insurance renews. b. Current policy limits. c. Current deductibles/self-insured retention. d. Current underwriter. e. Amount(in both dollars and percent)the underwriter will give as a credit if the policy is replaced by an individual project policy. f. Cost of professional insurance as a percent of revenue. g. Affirmation that the design firm will complete a timely project errors and omissions application. (3) If OWNER elects to purchase a project professional liability policy, CONSULTANT to be insured will be notified and OWNER will provide professional liability insurance, naming CONSULTANT and its professional subconsultants as named insureds. END OF SCHEDULE D D-8 SCHEDULE E TRUTH IN NEGOTIATION CERTIFICATE In compliance with the Consultants' Competitive Negotiation Act, Section 287.055, Florida Statutes, URS Corporation Southern hereby certifies that wages, rates and other factual unit costs supporting the compensation for the services of the CONSULTANT to be provided under the Professional Services Agreement, concerning Design & Related Services for a Leachats - Deep Injection Well System are accurate, complete and current as of the time of contracting. URS Corporation Southern TITLE• Daniel J. Levy, Vice President DATE: 71 1/-1 E-1 SCHEDULE F KEY PERSONNEL, SUBCONSULTANTS AND SUBCONTRACTORS Name Personnel Cateaory %of Time URS Daniel J. Levy, P.G. Principal <1 Thomas Kwader, PhD., P.G UIC Expert 3 Vivek "Vik" Kamath, P.E. Senior Project Manager 10 Chen Li, P.E. Senior Engineer 3 Ramiro Herdocia, P.E. Engineer 10 Babu Madabhushi Sr. Designer 0 Keith Stannard Sr. Environmental Specialist 0 Valerie Chartier Environmental Specialist <1 Edward Marks, P.G. Scientist/Geologist 16 Pavel Terselich Scientist/Geologist 16 David Schulte, P.G. Scientist/Geologist 16 Jamie Sullivan Scientist/Geologist 16 Carlos F. Garcia, P.G. Sr. Geologist 1 Candace Beauvais, P.G Sr. Geologist 1 Michael Powell Sr. Technician 0 Ivan Alvarez CADD Tech 5 Christine Gibson Administrative 3 SUBCONSULTANTS Davidson Engineering, Inc. 8% Marco Surveying & Mapping LLC 1% Aquatech GeoSciences, Inc. 15% F-1 0 I AWRD® CERTIFICATE OF LIABILITY INSURANCE DATE ATE512014(MMIDD/Yl'YY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT PRODUCER NAME: FAX MARSH RISK&INSURANCE SERVICES FAX ,Extl: I(A/C,No): 345 CALIFORNIA STREET,SUITE 1300 E-MAIL CALIFORNIA LICENSE NO.0437153 ADDRESS: SAN FRANCISCO,CA 94104 INSURER(S)AFFORDING COVERAGE NAIC# National Union Fire Ins Co Pittsburgh PA 19445 URSCOR-ALL-PROF-13-15 NAP FL 146198 360 NOC INSURER A: INSURED 16535 INSURER B:Zurich American Insurance Company URS Corporation Southern INSURER c:Illinois National Ins Co 23817 3050 N.Horseshoe Dr.,Suite 145 Naples,FL 34104 INSURER D:Insurance Company Of The State Of PA 19429 INSURER E: Lexington Insurance Company 19437 INSURER F: Lloyd's Of London&British Companies 15792 COVERAGES CERTIFICATE NUMBER: SEA-002483455-01 REVISION NUMBER:4 THIS IS TO ERTIFY THAT THE POLICES OF INSUCE LISTED NDICATED.CNOTWITHSTANDING ANY/REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TOLW ICHRIGS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR CE E CL L TYPE INSR WD POLICY NUMBER (MMIDDIYYYY) (MMIDDIYYYY) LIMITS A GENERAL LIABILITY GL 5142592 09/01/2013 09/01/2014 EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED 1,000,000 PREMISES(Ea occurrence) $ 10,000 CLAIMS-MADE X COMMERCIAL GENERAL LIABILITY MED EXP(Any one person) $ X OCCUR 2,000,000 X XCU,BFPD PERSONAL&ADV INJURY $ , GENERAL AGGREGATE $ 2,000,000 X Contractual Liability PRODUCTS-COMP/OPAGG $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: 7 POLICY X $ PF LOC 2,000,000 BAP938521504 09/01/2013 09/01/2014 COMBINED SINGLE LIMIT B AUTOMOBILE LIABILITY (Ea accident) _$ BODILY INJURY(Per person) $ X ANY AUTO BODILY INJURY(Per accident) $ ALL OWNED SCHEDULED AUTOS AUTOS NON-OWNED DAMAGE $WNED — HIRED AUTOS AUTOS (Per accident) $ EACH OCCURRENCE $ UMBRELLA LIAB OCCUR AGGREGATE $ EXCESS LIAB CLAIMS-MADE $ DED RETENTION$ SEE ATTACHED-ACORD 101 01/01/2014 01/01/2015 X I TORY LIMITS I IO R A WORKERS COMPENSATION 2,000,000 AND EMPLOYERS'LIABILITY SEE ATTACHED-ACORD 101 01/01/2014 01/01/2015 E.L.EACH ACCIDENT $ D ANY PROPRIETOR/PARTNER/EXECUTIVE IYNNI NIA 2,000,000 If OFFICER/MEMBER In H)EXCLUDED? SEE ATTACHED-ACORD 101 01/01/2014 01101/2015 E.L.DISEASE-EA EMPLOYEE $ C (Mandatory describe under 2,000,000 DESCRIPTION RIPTIOe under E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS below $1,000,000 E Prof.Liab w/Lmtd Contractual 015438088 09/01/2013 09/01/2014 Each Claim F Claims Made/Retro 11-17-1938 PP1307135 09/01/2013 09/01/2014 Aggregate $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) Re:Contract#14-6198-Design&Related Services for Leachate Deep Injection Well System. Board of County Commissioners for Collier County,Florida and Collier County Government are included as Additional Insureds as respects the General Liability policy,where required by written contract. This insurance is Primary over any similar insurance available to any person or organization we have added to this policy as Additional Insureds. Deductible and Self-Insured Retention: General liability-$10M SIR/Automobile Liability-$1M Deductible/Workers Compensation-$1M Deductible/Professional Liability-$25M SIR. CERTIFICATE HOLDER CANCELLATION Board of County Commissioners SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE for Collier County,Florida THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn:Purchasing Department ACCORDANCE WITH THE POLICY PROVISIONS. 3327 Tamiami Trail East Naples,FL 34112-4901 AUTHORIZED REPRESENTATIVE of Marsh Risk&Insurance Services �_Lynne Harrington Harrington ( �� '�" .1.- — I ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: URSCOR LOC#: San Francisco A`CPR D ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH RISK&INSURANCE SERVICES URS Corporation Southern 3050 N.Horseshoe Dr.,Suite 145 POLICY NUMBER Naples,FL 34104 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance The Workers'Compensation coverage shown does not apply in monopolistic states. In the States of ND,OH,WA and WY Workers'Compensation coverage is provided by the State Fund. In those States,the above- referenced policies provide Stop-Gap Employers'Liability only.Workers Compensation policies apply as indicated below: Insurer A: National Union Fire Ins Co Pittsburgh,PA NAIC#19445100 WC 015656173-CA Insurer D: Insurance Company Of The State Of PA NAIC#19429100 WC 015656175-MA,WI(Stop Gap-ND,OH,WA,WY) WC 015656176-AK,AL,AR,AZ,CO,DE,GA,ID,KS,KY,MD,MN,MO,MS,MT,NC,NH,NM,NY,NV,OK,OR,PA,RI,SC,SD,TN,TX,UT,VA,VT,WV WC 015656178-ME Insurer C: Illinois National Ins Co NAIC#23817001 WC 015656174-FL WC 015656177-CT,DC,HI,IA,IL,IN,LA,MI,NE,NJ Waiver of Subrogation applies in favor of Board of County Commissioners for Collier County,Florida as respects the Workers Compensation policy,where required by written contract and as permitted by law. ACORD 101(2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD INSURER CANCELLATION TERMS NAMED INSURED: POLICY NO: URS Corporation Southern Various HOLDER NAME: Board of County Commissioners for Collier County,Florida CANCELLATION TERMS: 30 Days Notice of Cancellation will be provided by the carriers in accordance with the policy terms and conditions in the event the policies are canceled or non-renewed, for any reason other than non-payment of premiums. CANCELLATION TERMS APPLY TO THE FOLLOWING COVERAGES: General Liability,Automobile Liability,Professional Liability and Workers Compensation ENDORSEMENT # This endorsement, effective 12:01 A. M. 9/1/2013 forms part of Policy No. GL5142592 issued to URS Corporation Southern by National Union Fire Ins Co of Pittsburgh PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED- OWNERS, LESSEES, OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF PERSON OR ORGANIZATION: PLEASE SEE ATTACHED CERTIFICATE OF INSURANCE DESCRIPTION OF OPERATIONS SECTION FOR SPECIFIC CONTRACT, LOCATION, OR OTHER DETAILS (If No entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) A. SECTION II -WHO IS AN INSURED is amended to include as an insured; The person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that additional insured. B. With respect to the insurance afforded to these additional insureds, SECTION I - COVERAGES, COVERAGE A- BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. - Exclusions, is amended to include the following additional exclusion; This insurance does not apply to"bodily injury"or"property damage"occurring after: (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or, (2) that portion of "your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. All other terms and conditions remain unchanged. Authorized Representative 97838 (4/08) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement, effective 12:01 A.M. 9/1/2013 forms part of Policy No. GL5142592 issued to: URS Corporation Southern by National Union Fire Ins Co of Pittsburgh PRIMARY COVERAGE FOR SPECIFIED PERSONS OR ORGANIZATIONS NAMED AS ADDITIONAL INSUREDS - ONGOING AND COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM The following paragraph is added to SECTION II-WHO IS AN INSURED and applies only to persons or organizations we have added to your policy as additional insureds by endorsement to comply with insurance requirements of written contracts relative to: a) the performance of your ongoing operations for the additional insureds;or b) "your work"performed for the additional insureds and included in the"products-completed operations hazard: This insurance is primary over any similar insurance available to any person or organization we have added to this policy as an additional insured. However, this insurance is primary over any other similar insurance only if the additional insured is designated as a named insured in the Declarations of the other similar insurance. We will not require contribution of limits from the other similar insurance if the insurance afforded by this endorsement is primary. This insurance is excess over any other valid and collectible insurance,whether primary, excess,contingent or on any other basis,if it is not primary as defined in the paragraph above. All other terms and conditions of the policy are the same. Authorized Representative Page 1 of 1 90533 (3/06) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement, effective 12:01 A. M. 9/1/2013 forms part of Policy No. GL5142592 issued URS Corporation Southern by National Union Fire Ins Co of Pittsburgh PA ADDITIONAL INSURED- OWNERS, LESSEES,OPERATIONS SSEES, R CONTRACTORS - COMPLETED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF ADDITIONAL INSURED PERSON OR ORGANIZATION: PLEASE SEE ATTACHED CERTIFICATE OF INSURANCE DESCRIPTION OF OPERATIONS SECTION FOR SPECIFIC CONTRACT, LOCATION, OR OTHER DETAILS LOCATION AND DESCRIPTION OF COMPLETED OPERATIONS: PLEASE SEE ATTACHED CERTIFICATE OF INSURANCE DESCRIPTION OF OPERATIONS SECTION FOR SPECIFIC CONTRACT, LOATION, OR OTHER DETAILS ADDITIONAL PREMIUM: (If No entry appears above,information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) SECTION II -WHO IS AN INSURED is amended to include as an insured; The person or organization shown in the Schedule, but only with respect to liability arising out of "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products- completed operations hazard". All other terms and conditions remain unchanged. b. L4 ! Authorized Representative 97837(4108) Includes copyrighted material of Insurance Services Office, Inc.,with its permission. B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by "occur- "products-completed operations hazard" is pro- rences" under Section I—Coverage A, and for all vided, any payments for damages because of medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I — Coverage C, which cannot be attrib- the "products-completed operations hazard" will uted only to ongoing operations at a single des- reduce the Products-completed Operations Ag- ignated construction project shown in the Sched- gregate Limit, and not reduce the General Ag- ule above: gregate Limit nor the Designated Construction 1. Any payments made under Coverage A for Project General Aggregate Limit. damages or under Coverage C for medical D. if the applicable designated construction project expenses shall reduce the amount available has been abandoned, delayed, or abandoned under the General Aggregate Limit or the and then restarted, or if the authorized contract- Products-completed Operations Aggregate ing parties deviate from plans, blueprints, de- Limit,whichever is applicable; and signs, specifications or timetables, the project will still be deemed to be the same construction pro- 2. Such payments shall not reduce any Desig- nated Construction Project General Aggre- ject. gate Limit. E. The provisions of Section III — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 ©Insurance Services Office, Inc., 2008 CG 25 03 05 09 © POLICY NUMBER: GL5142592 COMMERCIAL GENERAL LIABILITY CO 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): ALL LOCATIONS OR PROJECTS WHERE THE INSURED OWNS,MANAGES, OR IS CONTRACTUALLY RESPONSIBLE FOR PROVIDING INSURANCE Information required to complete this Schedule,if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by "occur- damages or under Coverage C for medical rences"under Section I—Coverage A, and for all expenses shall reduce the Designated Con- medical expenses caused by accidents under struction Project General Aggregate Limit for Section I — Coverage C, which can be attributed that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General Ag- construction project shown in the Schedule gregate Limit shown in the Declarations nor above: shall they reduce any other Designated Con- struction Project General Aggregate Limit for 1. A separate Designated Construction Project any other designated construction project General Aggregate Limit applies to each des- shown in the Schedule above. ignated construction project, and that limit is equal to the amount of the General Aggregate 4. The limits shown in the Declarations for Each Limit shown in the Declarations. Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. 2. The Designated Construction Project General However, instead of being subject to the Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, ex- General Aggregate Limit shown in the Dec la- cept damages because of "bodily injury" or rations, such limits will be subject to the appli- "property cable Designated Construction Project Gen- completed damage" included in the 'products- eral Aggregate Limit. completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of a. Insureds; b. Claims made or"suits"brought; or c. Persons or organizations making claims or bringing"suits". CG 25 03 05 09 0 Insurance Services Office, Inc., 2008 Page 1 of 2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 0313 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective: 01/01/2014 Policy No. WC 015656174, WC 015656177 WC 015656176, WC 015656175,WC 015656178 Endorsement No: Insured URS Corporation Southern Premium: Insurance Company: Illinois National Insurance Company/ Insurance Company of the State of Pennsylvania Countersigned by WC 00 0313 (Ed.4-84) ©1983 National Council on Compensation Insurance.