Agenda 01/28/2014 Item # 11Fn
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1/28/2014 11. F.
EXECUTIVE SUMMARY
Recommendation to approve the ranked lists of firms for Request for Proposal (RFP) 13-
6164, Professional Services: Architect and Engineering and direct staff to bring negotiated
contracts with the top ranked firms identified on the attached discipline sheets to the Board
for subsequent approval.
OBJECTIVE: To obtain approval of the Selection Committee's final rankings and to direct staff to
enter into contract negotiations for architect and engineering disciplines with those, consultants to
facilitate operations and capital project implementation by County Departments.
CONSIDERATION: The County's current fixed term architect and engineering contracts end in
March 2014. The goal of these contracts is to provide small (less than $200,000) supplemental
architectural and engineering services to the County's project managers. Generally, these
contracts are used for small projects less than $100,000, and which have a limited scope of work
with relatively short durations. Past encumbrance data (6/4/2010 — 1/10/2014) for these contracts
follow:
63 ruts
4krdiftertMata
Number of Contract
5
48
Consultants Awarded
(5 fines received work)
(44 firms received work)
Purchase Order Dollars
$1.6 M
$37.5M
Unique Projects (based on
262
1,030
purchase orders issued
Number of Disciplines
13
(Civil Engineering category is divided
into 15 sub disciplines)
Note: Additional data per firm is provided on Attachment labeled Historical Data.
With the assistance of operating staff, Purchasing developed a Competitive Consultant Negotiation
Act (CCNA) solicitation for these services and advertised the Request for Proposal on October 28,
2013. One thousand seven hundred and seventy (1,770) firms were contacted; two hundred and
thirty five (235) of those contacts reviewed the solicitation materials; and, seventy -two (72) firms
submitted proposals for consideration by the November 21, 2013 due date. One (1) firm submitted
a letter of non - interest. Fifty (51) of the seventy (72) firms submitting proposals were from Collier or
Lee County (or 71% of all firms).
Firms provided their discipline areas of expertise in one of nineteen (19) disciplines. Materials were
initially pre - scored by the Purchasing staff based on the established criteria outlined in the
solicitation document. On Monday, December 2, 2013, an Organizational Meeting for members of
the nineteen (19) disciplines was conducted, and materials distributed.
Throughout December and January, the Selection Committees (by discipline) met to rank in order
the most qualified firms from highest (indicated by 1) to lowest. Committee members were asked
(by consensus) to recommend the number of firms per discipline (denoted by the column labeled
Committee Recommendation). Purchasing staff further refined the list and included firms whose
average score was at the mean average or above (denoted by column labeled Recommend for
Contract to the Board). The mean score is provided as a reference by discipline. Copies of each of
the nineteen ranking sheets are attached.
Packet Page -310-
1/28/2014 11. F.
Staff recommends that the Board approve the rankings for each discipline, and direct the County
Manager or designee to negotiate contracts with the firms indicated on the attached ranking sheets.
In order to maximize contract efficiencies, staff also recommends:
• One (1) - five (5) year contract term for these services with the understanding that a
termination clause will be included. This contract will not preclude the County from adding
additional firms to the contract or issuing separate solicitations for required services.
• Distribution of Work (and consistent with Florida Statute 287.055 at the time of the work
order):
• Proiects less than $100,000: Project managers may select a consultant from within
.the discipline expertise and no further Board action will be required for the work to
proceed;
• Proiects between $100,000 - $200,000: Project managers may seek proposals from
at least three (3) firms within the discipline(s) expertise and conduct a qualification
based review, evaluation and ranking of the proposals; the final recommended firm
will be presented to the Purchasing Director for final review and approval; no further
Board action will be required for the work to proceed; and,
• Proiects greater than $200.000: Project managers may seek proposals from at least
three (3) firms within the discipline(s) expertise and conduct a qualification based
review, evaluation and ranking of the proposals; the final recommended firm will be
presented to the Purchasing Director for final review and to the Board for final
review and action prior to the commencement of work.
Final contracts have not yet been negotiated, however, staff has prepared the contract (attached)
and the County Attorney's Office has approved.
FISCAL IMPACT: Funds are available in various department budgets that use these agreements.
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this
Executive Summary.
LEGAL CONSIDERATIONS: This item is approved as to form and legality, and requires majority
vote for Board approval. —SRT
RECOMMENDATION: That the Board of Collier County Commissioners approves the attached
ranked list of firms for Request for Proposal (RFP) 13 -6164, Professional Services: Architect and
Engineering and directs staff to bring negotiated contracts with those top ranked firms identified on
the attached discipline sheets for future Board approval.
PREPARED BY: Joanne Markiewicz, Interim Purchasing /General Services Director
Attachments:
• Attachment: Historical Data
• Disciplines 1 (through 19) Rank Sheets and Recommended Contract Awards
• 13 -6164 Professional Services: Architects and Engineers and Architects – Contract
Template
Packet Page -311-
COLLIER COUNTY
Board of County Commissioners
Item Number: 11.11.F.
1/28/2014 11.F.
Item Summary: Recommendation to approve the ranked lists of firms for Request for
Proposal (RFP) 13 -6164, Professional Services: Architect and Engineering and direct staff to
bring negotiated contracts with the top ranked firms identified on the attached discipline
sheets to the Board for subsequent approval.
Meeting Date: 1/28/2014
Prepared By
Name: MarkiewiczJoanne
Title: Manager - Purchasing Acquisition,Purchasing & Gene
12/19/2013 8:32:20 AM
Submitted by
Title: Manager - Purchasing Acquisition,Purchasing & Gene
Name: MarkiewiczJoanne
12/19/2013 8:32:21 AM
Approved By
Name: pochopinpat
Title: Administrative Assistant.Facilities Management
Date: 12/20/2013 8:47:52 AM
Name: JohnsonScott
Title: Purchasing Agent,Purchasing & General Services
Date: 1/16/2014 8:34:57 AM
Name: WardKelsey
Title: Manager - Contracts Administration,Purchasing & Ge
Date: 1/16/2014 10:09:38 AM
Name: MarkiewiczJoanne
Title: Manager - Purchasing Acquisition,Purchasing & Gene
Date: 1/17/2014 12:49:50 PM
Packet Page -312-
Name: TeachScott
Title: Deputy County Attomey,County Attorney
Date: 1/17/2014 2:29:42 PM
Name: PriceLen
Title: Administrator, Administrative Services
Date: 1/21/2014 9:33:17 AM
Name: PryorCheryl
Title: Management/ Budget Analyst, Senior,Office of Manag
Date: 1/21/2014 10:48:45 AM
Name: KlatzkowJeff
Title: County Attorney
Date: 1/21/2014 11:10:39 AM
Name: OchsLeo
Title: County Manager
Date: 1/21/2014 2:05:20 PM
Packet Page -313-
1/28/2014 11. F.
1/28/2014 11. F.
Countywide Architectural and Engineering Contracts
Historical Data
09 -5305 Countywide Architect Contract
Consultant
Encumbered
Dollars
Number of Projects
(represented by number of
purchase orders
BSSW
$180,765
7
CH2MHill
59,970
1
Disney
876,972
234
Schenkel & Shultz
59,817
7
Victor Latavish
458,169
28
09 -5262, 09- 5262S, and 09- 526252 Countywide Engineering Contracts
-Consultant
Encumbered
Dollars
Number of Projects
(represented by number of
purchase orders
AECOM
$2.5M
42
AGNOLI BARBER & BRUNDAGE
2.5M
82
AIM ENGINEERING & SURVEYING
29K
14
ALLIED ENGINEERING & TESTING
6.1 K
2
AMEC ENVIRONMENT &
INFRASTRUCTURE
27.6K
4
ARDAMAN & ASSOCIATES
98.6K
15
ATKINS NORTH AMERICA
1.8M
27
BLACK & VEATCH CORPORATION
286K
4
CARDNO TBE
818K
19
CAROLLO ENGINEERS
1.2M
21
CDM SMITH
1.2M
33
CI-12M HILL
1.79M
34
COASTAL ENGINEERING
CONSULTANTS
376K
5
COASTAL PLANNING &
ENGINEERING
439K
16
CPH
277K
8
DAVID PLUMMER & ASSOCIATES
47K
1
DAVIDSON ENGINEERING
1.17M
41
EMA INC
1.35M
35
FORGE ENGINEERING
97.9K
19
GREELEY & HANSEN LLC
140.3K
7
HAZEN & SAWYER PC
13.2K
1
HDR ENGINEERING
391K
12
HOLE MONTES
2.9M
70
HUMISTON & MOORE ENGINEERS
69.2K
2
IBI GROUP
52K
2
JOHNSON ENGINEERING
3.6M
74
KISINGER CAMPO & ASSOCIATES
100K
3
Packet Page -314-
1/28/2014 11. F.
Consultant
Encumbered
Dollars
Number of Projects
(represented by number of
purchase orders
MALCOLM PIRNIE
675K
9
MATERN PROFESSIONAL
ENGINEERING
100K
4
MCKIM & CREED PA
360K
6
PELICAN ENGINEERING
CONSULTANTS
419K
28
0 GRADY MINOR & ASSOCIATES
2.37M
101
RARE EARTH SCIENCES INC
62.9K
4
RKS CONSULTING ENGINEERS
1.81M
54
RWA
704K
26
STANLEY CONSULTANTS
447K
7
STANTEC CONSULTING SERVICES
1.04M
36
TETRA TECH
1.89M
53
TINDALE OLIVER & ASSOCIATES
393K
17
TLC ENGINEERING FOR
ARCHITECTURE
6.5K
1
TRC WORLDWIDE ENGINEERING
366.5K
19
URS CORPORATION
936K
24
WILSON MILLER
1.5M
46
Packet Page -315-
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Contract # 13 -6164
"Professional Services: Architect and Engineering " - Name all awarded categories here
FIXED TERM CONTRACT FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made and entered into this day of , 20 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 name of firm,
authorized to do business in the State of Florida, whose business address is address of firm
(hereinafter referred to as the "CONSULTANT').
WITNESSETH:
WHEREAS, it is in the best interests of OWNER to be able to obtain professional consulting
services expeditiously when a need arises in connection with a Collier County project; and
WHEREAS, Section 287.055, Florida Statutes (Consultant's Competitive Negotiation Act),
makes provisions for a fixed term contract with a firm to provide professional services to a political
subdivision, such as the County; and
WHEREAS, OWNER has selected CONSULTANT in accordance with the provisions of
Section 287.055, Florida Statutes, to provide professional consulting services on a fixed term basis as
directed by OWNER for such projects and tasks as may be required from time to time by OWNER;
and
NOW, THEREFORE, in consideration of the mutual covenants and provisions contained
herein, the parties hereto agree as follows:
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ARTICLE 1
CONSULTANT'S RESPONSIBILITY
1.1 From time to time upon the written request or direction of OWNER as hereinafter provided,
CONSULTANT shall provide to OWNER professional consulting services (hereinafter the "Services ")
as herein set forth. The term "Services" includes all Additional Services authorized by written
Amendment or Change Order as hereafter provided.
1.2 All Services to be performed by CONSULTANT pursuant to this Agreement shall be in
conformance with the scope of services, which shall be described in a Work Order issued pursuant to
the procedures described herein. The form of the Work Order is set forth in attached Schedule A.
Reference to the term "Work Order" herein, with respect to authorization of Services, includes all
written Amendments or Change Orders to any particular Work Order. CONSULTANT acknowledges
and agrees that each individual Work Order shall not exceed $200,000 unless otherwise approved in
writing by the Board of County Commissioners. Work order assignments for CCNA contracts shall be
made in accordance with the current Purchasing Procedures, or as amended by OWNER.
1.2.1 All Services must be authorized in writing by OWNER in the form of a Work Order.
CONSULTANT shall not provide any Services to OWNER unless and to the extent they are required in
a written Work Order. Any Services provided by CONSULTANT without a written Work Order shall be
at CONSULTANT'S own risk and OWNER shall have no liability for such Services.
1.2.2 As OWNER identifies certain Services it wishes CONSULTANT to provide pursuant to
the terms of this Agreement, OWNER shall request a proposal from CONSULTANT for such Services,
said proposal to be in compliance with the terms of this Agreement. If the parties reach an agreement
,-with respect to such Services, including, but not limited to the scope, compensation and schedule for
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performance of those Services, a Work Order shall be prepared which incorporates the terms of the
understanding reached by the parties with respect to such Services and if both parties are in
agreement therewith, they shall jointly execute the Work Order.
1.2.3 Upon execution of a Work Order as aforesaid, CONSULTANT agrees to promptly
provide the Services required thereby, in accordance with the terms of this Agreement and the subject
Work Order.
1.2.4 It is mutually understood and agreed that the nature, amount and frequency of the
Services shall be determined solely by OWNER and that OWNER does not represent or guarantee
unto CONSULTANT that any specific amount of Services will be requested or required of
CONSULTANT pursuant to this Agreement.
1.2.5 CONSULTANT shall have no authority to act as the agent of OWNER under this
Agreement or any Work Order, or to obligate OWNER in any manner or way.
1.2.6 All duly executed Work Orders (including all written Amendments or Change Orders
thereto) are hereby incorporated into and made a part of this Agreement by reference.
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
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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 hereby designates name, title as its Principal in Charge (hereinafter referred
to as the "Principal in Charge ") with full authority to bind and obligate CONSULTANT on all matters
arising out of or relating to this Agreement. In each Work Order CONSULTANT will designate a
qualified licensed professional to serve as CONSULTANT'S project coordinator for the Services to be
provided under that Work Order (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 the Work Order. Further, the Project Coordinator has full authority to bind and obligate the
CONSULTANT on all matters arising out of or relating to the Work Order. The CONSULTANT agrees
(that the Principal in Charge and the Project Coordinators shall devote whatever time is required to
satisfactorily manage the services to be provided and performed by the CONSULTANT under the
Work Order. CONSULTANT further agrees that the Principal in Charge and Project Coordinators
shall not be removed by CONSULTANT 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 Principal in Charge or any 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 any of the Services pursuant to the requirements of this Agreement or any
applicable Work Order, said request may be made with or without cause. Any personnel so removed
--Nnust be immediately replaced with a person acceptable to OWNER.
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1.7 The CONSULTANT represents to the OWNER that it has expertise and experience in the type ^
of professional consulting services that will be required under this Agreement. 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 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 any design documents in no way relieves
CONSULTANT of its obligation to deliver complete and accurate documents necessary for successful
completion of the Services required under the subject Work Order.
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
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11-N ecessary 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 Digital Exchange File (DXF) 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.
ARTICLE 2
ADDITIONAL SERVICES OF.CONSULTANT
2.1 If authorized in writing by Owner through an Amendment or Change Order to a Work Order,
CONSULTANT shall furnish or obtain from others Additional Services beyond those Services
originally authorized in the Work Order. The agreed upon scope, compensation and schedule for
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Additional Services shall be set forth in the Amendment or Change Order 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 Policy and Administrative
Procedures in effect at the time such services are authorized. Except in an emergency endangering
life or property, any Additional Services must be approved in writing via an Amendment or Change
Order to the subject Work Order 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 Services originally required of CONSULTANT under the
subject Work Order.
2.2 If OWNER determines that a change in a Work Order is required because of the action taken
by CONSULTANT in response to an emergency, an Amendment or Change Order 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 the subject Work Order.
ARTICLE 3
OWNER'S RESPONSIBILITIES
3.1 For each Work Order, OWNER shall designate in writing a project manager to act as
OWNER'S representative with respect to the Services to be rendered under the Work Order
(hereinafter referred to as the "Project Manager"). The Project Manager shall have authority to
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ransmit instructions, receive information, interpret and define OWNER'S policies and decisions with
respect to CONSULTANT'S Services under the Work Order. 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 as
set forth in the Work Order;
(b) The time the CONSULTANT is obligated to commence and complete all such
Services as set forth in the Work Order; or
(c) The amount of compensation the OWNER is obligated or committed to pay the
CONSULTANT as set forth in the Work Order.
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 Services specified in the Work Order, including design
objectives and constraints, space, capacity and performance requirements,
flexibility and expandability, and any budgetary limitations;
(c) Upon request from CONSULTANT, assist CONSULTANT by placing at
CONSULTANT'S disposal all available information in the OWNER'S possession
pertinent to the Services specked in the Work Order, including existing drawings,
specifications, shop drawings, product literature, previous reports and any other
^ data relative to the subject Work Order;
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(d) Arrange for access to and make all provisions for CONSULTANT to enter the site
(if any) set forth in the Work Order to perform the Services to be provided by
CONSULTANT under the subject Work Order; 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 4
TIME
4.1 Each Work Order will have a time schedule ( "Schedule ") for the performance of the Services
required under the subject Work Order. Said Schedule shall be in a form and content satisfactory to
OWNER. Services to be rendered by CONSULTANT shall be commenced, performed and completed
in accordance with the Work Order and the Schedule. Time is of the essence with respect to the
performance of the Services under each Work Order.
4.2 Should CONSULTANT be obstructed or delayed in the prosecution or completion of the
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.
4.3 Unless otherwise expressly provided in the Work Order, 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
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dart, 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 the 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.
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 under this Agreement (including any and all Work
Orders) until such time as the CONSULTANT resumes performance of its obligations hereunder in
'much 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 any particular Work Order 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.
4.6 The period of service shall be from the date of execution of this Agreement through five (5)
years from that date, or until such time as all outstanding Work Orders issued prior to the expiration of
the Agreement period have been completed.
4.7 The County Manager or designee may, at his discretion, extend the Agreement under all of the
,.,,terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The
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County Manager or designee shall give the CONSULTANT written notice of the OWNER's intention
to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term.
ARTICLE 5
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 each Work Order. CONSULTANT
agrees to furnish to OWNER, after the end of each calendar month, or as specified in the Work
Order, a comprehensive and itemized statement of charges for the Services performed and rendered
by CONSULTANT during that time period, and for any OWNER authorized reimbursable expenses as
herein below defined, incurred and /or paid by CONSULTANT during that time period. The monthly
statement shall be in such form and supported by such documentation as may be required by
OWNER. All such statements shall be on CONSULTANT'S letterhead and shall indicate the
Agreement Number, Work Order /Purchase Order Number and Project Site description (if any).
5.2 The compensation (whether based upon a negotiated lump sum, time and materials, hourly
with a cap or some other agreed to format) contained in each separate Work Order shall be based on
the hourly rates as set forth and identified in Schedule B which is attached hereto, for the time
reasonably expended by CONSULTANT'S personnel in performing the Services. Requests for
consideration of a price adjustment must be made on the contract anniversary date, in writing, to the
Purchasing Director. Price adjustments are dependent upon the lesser of the All Urban consumer
price index (CPI) and the All Urban South consumer price index (CPI) for the immediate twelve (12)
month period preceding the anniversary date of the Agreement, budget availability, and Purchasing
approval.
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�—.,
5.2.1
OWNER
agrees to
reimburse
CONSULTANT
for all necessary
and reasonable
reimbursable
expenses
incurred or
paid by
CONSULTANT
in connection with
CONSULTANT'S
performance of the Services, at its direct cost with no markup; to the extent such reimbursement is
permitted in the Work Order and in accordance with Section 112.061, F.S., or as set forth below.
5.2.2 Reimbursable expenses shall be invoiced for the expenditures incurred by the
CONSULTANT as follows:
5.2.2.1. Expenses of transportation and living when traveling in connection with each
Work Order, except for local travel within Collier or Lee Counties, as provided
in Section 112.061, F.S., and all Contract - related mileage for trips that are
from /to destinations outside of Collier or Lee Counties approved by OWNER.
5.2.2.2 Expenses for reproducing documents that exceed the number of documents
described in this Agreement and postage and handling of Drawings and
Specifications, including duplicate sets at the completion of each Work Order
for the OWNER'S review and approval.
5.2.2.3. Expense of overtime work requiring higher than regular rates approved in
advance and in writing by OWNER.
5.2.2.4. Expense of models for the OWNER'S use.
5.2.2.5 Fees paid for securing approval of authorities having jurisdiction over the Work
Order required under the applicable Work Order.
5.2.2.6 Other items on request and approved in writing by the OWNER.
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5.2.3 CONSULTANT shall obtain the prior written approval of OWNER before incurring any of
the aforesaid reimbursable expenses, and absent such prior approval, no expenses incurred by
CONSULTANT will be deemed to be a reimbursable expense.
5.3 CONSULTANT shall bear and pay all overhead and other expenses, except for authorized
reimbursable expenses, incurred by CONSULTANT in the performance of the Services.
5.4 Prior to issuing any Work Order pursuant to this Agreement, OWNER may request that
CONSULTANT in writing advise OWNER of (i) the estimated time of CONSULTANT'S personnel and
the estimated fees thereof for the proposed work to be specified in the Work Order; and (ii) the
estimated charge to OWNER for the reimbursable expenses applicable to the contemplated Services
to be performed by CONSULTANT under the proposed Work Order. CONSULTANT shall promptly
supply such estimate to OWNER based on CONSULTANT'S good faith analysis.
5.5 CONSULTANT agrees that, with respect to any subconsultant or subcontractor to be utilized
by CONSULTANT on any particular Work Order, CONSULTANT shall be limited to a maximum
markup of five percent (5 %) on the fees and expenses associated with such subconsultants and
subcontractors.
5.6 Payments for Basic Services and Additional Basic Services as set forth herein or the Work
Order shall be made upon presentation of the CONSULTANT'S itemized invoice approved by
OWNER.
5.6.1 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-
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�layment 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.
5.7 Records of Reimbursable Expenses shall be kept on a generally recognized accounting basis.
ARTICLE 6
OWNERSHIP OF DOCUMENTS
6.1 Upon the completion or termination of each Work Order, as directed by OWNER,
CONSULTANT shall deliver to OWNER copies or originals of all records, documents, drawings,
notes, tracings, plans, Auto CADD files, specifications, maps, evaluations, reports and other technical
data, other than working papers, prepared or developed by or for CONSULTANT under the applicable
Work Order ( "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 with respect to the applicable
authorized project or task. 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 subject project or task following CONSULTANT'S termination for any
reason or to perform additions to or remodeling, replacement or renovations of the subject project or
task. 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.
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ARTICLE 7
MAINTENANCE OF RECORDS
7.1 CONSULTANT will keep adequate records and supporting documentation which concern or
reflect the Services hereunder. The records and documentation will be retained by CONSULTANT
for a minimum of five (5) years from (a) the date of termination of this Agreement or (b) the date the
Work Order 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.
7.2 The records specified above in paragraph 7.1 include accurate time records, which
CONSULTANT agrees to keep and maintain, from day to day, showing the time expended by each
principal and employee of CONSULTANT in performing the Services and-therein specifying the
services performed by each, with all such time records to be kept within one -half of an hour. At the
request of OWNER, or as specified in the Work Order, CONSULTANT shall furnish to OWNER any of
the aforesaid time records, as well as invoices or proofs showing CONSULTANT'S incurrence and /or
payment of any reimbursable expenses.
ARTICLE 8
INDEMNIFICATION
8.1 To the maximum extent permitted by law, CONSULTANT shall indemnify and hold harmless
OWNER, its officers and employees from any and all liabilities, damages, losses and costs, including,
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.)ut 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 8.1.
8.2 The duty to defend under this Article 8 is independent and separate from the duty to indemnify,
and the duty to defend exists regardless of any ultimate liability of the CONSULTANT, OWNER and
any indemnified party. The duty to defend arises immediately upon presentation of a claim by any
party and written notice of such claim being provided to CONSULTANT. CONSULTANT'S obligation
to indemnify and defend under this Article 8 will survive the expiration or earlier termination of this
Agreement until it is determined by final judgment that an action against the OWNER or an
�'ndemnified party for the matter indemnified hereunder is fully and finally barred by the applicable
statute of limitations.
ARTICLE 9
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 described herein and further set forth in
Schedule C to this Agreement.
9.2 All insurance shall be from responsible companies duly authorized to do business in the State
of Florida.
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9.3 All insurance policies required by this Agreement shall include the following provisions and
conditions by endorsement to the policies:
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 coverages of CONSULTANT shall be primary to any insurance or self-
insurance program carried by OWNER, and the "Other Insurance" provisions of any policies obtained
by CONSULTANT shall not apply to any insurance or self - insurance program carried by OWNER.
9.3.4 The Certificates of Insurance, which are to be provided in an Occurrence Form
patterned after the current I.S.O. form with no limiting endorsements, must reference and identify this
Agreement.
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.
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3.5 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.
ARTICLE 10
SERVICES BY CONSULTANT'S 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 to each Work Order shall be a Schedule that lists all of the key personnel
CONSULTANT intends to assign to perform the Services required under that Work Order. Such
personnel shall be committed to the project or task specified in the Work Order in accordance with the
percentages noted in the attached Schedule. CONSULTANT shall also identify in that Schedule each
subconsultant and subcontractor it intends to utilize with respect to the subject Work Order. All
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personnel, subconsultants and subcontractors identified in the Schedule 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 any subsequently issued Work
Order, and to assume toward the CONSULTANT all the obligations and responsibilities which the
CONSULTANT, by this Agreement and any subsequently issued Work Order, assumes toward the
OWNER. Each subconsultant or subcontract agreement shall preserve and protect the rights of the
OWNER
under
this Agreement, and any subsequently issued Work
Order, 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. 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.
ARTICLE 11
WAIVER OF CLAIMS
11.1 CONSULTANT'S acceptance of final payment for Services provide under any Work Order shall
constitute a full waiver of any and all claims, except for insurance company subrogation claims, by it
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against OWNER arising out of the Work Order or otherwise related to those Services, and except
those previously made in writing in accordance with the terms of this Agreement and identified by
CONSULTANT in its final invoice for the subject Work Order as unsettled. 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 12
TERMINATION OR SUSPENSION
12.1 This Agreement is a fixed term contract for the professional services of CONSULTANT. It is
agreed that either party hereto shall at any and all times have the right and option to terminate this
Agreement by giving to the other party not less than thirty (30) days prior written notice of such
termination. Upon this Agreement being so terminated by either party hereto, neither party hereto
shall have any further rights or obligations under. this Agreement subsequent to the date of
termination, except that Services specified to be performed under a previously issued Work Order,
shall proceed to completion under the terms of this Agreement.
12.2 CONSULTANT shall be considered in material default of this Agreement and such default will
be considered cause for OWNER to terminate this Agreement and any Work Orders in effect, 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 any particular Work Order within the times specified
under that Work Order, 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) CONSULTANT'S failure to obey any laws, ordinances, regulations or other
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codes of conduct, or (e) CONSULTANT'S failure to perform or abide by the terms and conditions of
this Agreement and any Work Orders in effect, or (f) for any other just cause. The OWNER may so
terminate this Agreement and any Worts Orders in effect, in whole or in part, by giving the
CONSULTANT seven (7) calendar days written notice of the material default.
12.3 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 12.2, then the notice of termination given pursuant to paragraph 12.2 shall be deemed to
be the notice of termination provided for in paragraph 12.4, below, and CONSULTANT'S remedies
against OWNER shall be the same as and be limited to those afforded CONSULTANT under
paragraph 12.4 below.
12.4 Notwithstanding anything herein to the contrary (including the provisions of paragraph 12.1
above), OWNER shall have the right to terminate this Agreement and any Work Orders in effect, 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, for any Work Orders so
cancelled, 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 Services
not required to be performed. CONSULTANT must mitigate all such costs to the greatest extent
reasonably possible.
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12.5 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 arising out of or relating to this Agreement or any Work Orders.
12.6 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 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.
12.7 In the event (i) OWNER fails to make any undisputed payment to CONSULTANT within forty-
five (45) days after such payment is due as set forth in the Work Order 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 or subsequently issued Work
Order, 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 the subject
Work Order until such default is cured, after giving OWNER a second fourteen (14) days written
notice of CONSULTANT'S intention to stop performance under the applicable Work Order. 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 the subject Work Order by giving written notice to OWNER of
CONSULTANTS intent to terminate that Work Order. If OWNER does not cure its default within
^fourteen (14) days after receipt of CONSULTANT'S written notice, CONSULTANT may, upon
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fourteen (14) additional days' written notice to the OWNER, terminate the subject Work Order 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 13
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, 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 or any subsequent Work Order.
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 D, certifying that wage rates and other factual unit costs supporting the
compensation for CONSULTANT'S services to be provided under this Agreement and each
subsequent Work Order issued hereafter, if any, are accurate, complete and current at the time of the
Agreement or such subsequent Work Order. The CONSULTANT agrees that the original price as set
forth in each subsequent issued Work Order, if any, and any additions thereto shall be adjusted to
exclude any significant sums by which the OWNER determines the price as set forth in the Work
Order was increased due to inaccurate, incomplete, or non - current wage rates and other factual unit
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costs. All such adjustments shall be made within one (1) year following the end of the subject Work
Order
ARTICLE 14
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 15
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 16
NOTICES AND ADDRESS OF RECORD
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 Tamiarni Trail East
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Naples, FL. 34112
Attention: Joanne Markiewicz, Interim Purchasing /GS Director
Telephone: 239 -252 -8407
Fax: 239 - 732 -0844
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:
name of firm
firm's address
Telephone: firm's phone number
Fax: firm's fax number
Attn: name of person signing contract
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 17
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.
17.3 This Agreement is not assignable, or otherwise transferable in whole or in part, by
CONSULTANT without the prior written consent of OWNER.
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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. Further, The CONSULTANT agrees that any
Work Order that extends beyond the expiration date of this Agreement will survive and remain subject
to the terms and conditions of this Agreement until the completion or termination of the Work Order.
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 WORK ORDER FORM
Schedule B RATE SCHEDULE
^ Schedule C INSURANCE COVERAGE
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Schedule D TRUTH IN NEGOTIATION CERTIFICATE
ARTICLE 18
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 19
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 D. CONSULTANT'S compensation as set forth in each
subsequently issued Work Order, if any, shall be adjusted to exclude any sums by which OWNER
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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:
"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 20
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
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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.
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.
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IN WITNESS WHEREOF, the parties hereto have executed this Professional Services
Agreement for "Professional Services: Architect and Engineering" the day and year first written
above.
ATTEST:
Dwight E. Brock, Clerk
By:
Date:
Approved as to Form and Legali
Assistant County Attorney
BOARD OF COUNTY
COMMISSIONERS FOR
COLLIER COUNTY, FLORIDA,
By:
Tom Henning, Chairman
name of firm
By:
Witness
Typed Name and Title Typed Name and Title
Witness
Typed Name and Title
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SCHEDULE A
WORK ORDERIPURCHASE ORDER
Contract 13 -6164 "Professional Services: Architect and Engineering"
Contract Expiration Date: , 201
This Work Order is for professional (describe) services for work known as:
Project Name:
Project No:
The work is specified in the proposal dated , 201 which is attached hereto and made a part of this Work
Order. In accordance with Terms and Conditions of the Agreement referenced above, this Work Order /Purchase Order is
assigned to: Name of Firm
Scope of Work: As detailed in, the attached proposal and the following:
• Task I
• Task II
• Task III
Schedule of Work: Complete work within days from the date of the Notice to Proceed which is accompanying this
Work Order. The Consultant agrees that any Work Order that extends beyond the expiration date of Agreement # 13-
6164 will survive and remain subject to the terms and conditions of that Agreement until the completion or termination of
this Work Order.
Compensation: In accordance with the Agreement referenced above, the County will compensate the Firm in
accordance with following method(s): []Negotiated Lump Sum (NLS) ❑Lump Sum Plus Reimbursable Costs (LS +RC)
❑Time & Material (T &M) (established hourly rate — Schedule B) ❑Cost Plus f=ixed Fee (CPFF), (define which method
will be used for which tasks) as provided in the attached proposal.
PREPARED BY:
APPROVED BY:
Task 1 $
Task II $
Task III $
TOTALFEE $
Name and Title
Date
(Dept Name) , Department Director Date
APPROVED BY:
type name, Division Administrator Date
ACCEPTED BY: (Company Name)
Name & Title of Authorized Company Officer Date
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SCHEDULE B
RATE SCHEDULE
This list is not intended to be all inclusive. Hourly rates for other categories of
professional, support and other services shall be mutually negotiated by Collier County
and firm on a project by project basis as needed.
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SCHEDULE C
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 of all Services required
hereunder or as specified in this Agreement, whichever is longer.
(4) Simultaneously with the execution and delivery of this Agreement by
CONSULTANT, CONSULTANT has delivered properly executed Certificates of
insurance (3 copies) acceptable to the OWNER 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
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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 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.
Agreement.
(6) The acceptance by OWNER of any Certificate of Insurance pursuant to
the terms of this Agreement 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 and any Work
�—. Orders issued pursuant to the Agreement or at its sole discretion shall be authorized to
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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 or any Work Order, the 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 or any subsequently issued
Work Order 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:
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a. Worker's Compensation - Florida Statutory Requirements
b. Employers' Liability (check one, if applicable)
_X_ $100,000 Each Accident
$500,000 Disease Aggregate
$100,000 Disease Each Employee
$1,000,000 Each Accident
$1,000,000 Disease Aggregate
$1,000,000 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 Services under a specific Work Order.
(4) Maritime Coverage (Jones Act) shall be maintained where applicable to
the completion of Services under a specific Work Order.
COMMERCIAL GENERAL LIABILITY
Required by this Agreement? 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
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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 $1,000,000
Products /Completed Operations Aggregate $1,000,000
Personal and Advertising Injury $1,000,000
Each Occurrence $1,000,000
Fire Damage $ 50,000
(2) The General Aggregate Limit shall apply separately to this Project and the 1-1-%,
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 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.
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(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 Services under a
specific Work Order.
(6) 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 a specific Work Order.
AUTOMOBILE LIABILITY INSURANCE
Required by this Agreement? _X_ Yes No
(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 General Liability, and Automobile Liability coverages required herein and
100—N shall include all coverages on a "following form" basis.
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(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 recovery 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
$2,000,000 each claim and in the aggregate
$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 a period of not less
than five (5) years following completion of all Services authorized under this Agreement.
(4) The policy retroactive date will always be prior to the date services were
first performed by CONSULTANT or OWNER under this Agreement, and the date will
not be moved forward during the term of this Agreement and for five years thereafter.
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CONSULTANT shall promptly submit Certificates of Insurance providing for an
unqualified written notice to OWNER 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, on a work order by work order basis,
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
(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
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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.
C -9 (C
Packet Page -375- �A�
1/28/2014 11. F.
SCHEDULE D
TRUTH IN NEGOTIATION CERTIFICATE
In compliance with the Consultants' Competitive Negotiation Act, Section
287.055, Florida Statutes, name of firm 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 "Professional
Services: Architect and Engineering" are accurate, complete and current as of the
time of contracting.
name of firm
TITLE:
DATE:
D -1
Packet Page -376-
0116