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#18-7245 (Taylor Engineering, Inc.)
PROFESSIONAL SERVICES AGREEMENT Contract# 18-7245 for „ Collier County Comprehensive Watershed Improvement Plan 01 U CCNA NON-CCNA • THIS AGREEMENT is made and entered into this reday of \YAW , 20 N 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") and Taylor Engineering, Inc. , authorized to do business in the State of Florida, whose business address is 10151 Deerwood Park Blvd, Bldg. 300, Jacksonville FL 32256 (hereinafter referred to as the "CONSULTANT" and/or "CONTRACTOR"). WITNESSETH: WHEREAS, the COUNTY desires to obtain the professional services of the CONSULTANT concerning Collier County Comprehensive Watershed Improvement Plan (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 COUNTY professional 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 COUNTY 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 Page 1 of 32 PSA Single Project Agreement 2017.010 Ver.1 :.. 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 the COUNTY. 1.5. CONSULTANT designates John Loper, P.E. 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 CONSULTANT from the Project without the COUNTY's prior written approval, and if so removed must be immediately replaced with a person acceptable to the COUNTY. 1.6. CONSULTANT agrees, within fourteen (14) calendar days of receipt of a written request from the COUNTY 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 the COUNTY. 1.7. The CONSULTANT represents to the COUNTY 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 COUNTY'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 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, the Local Government Prompt Payment Act (218.735 and 218.76 F.S.), as amended, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Page 2 of 32 PSA Single Project Agreement 2017.010 Ver.1 9 bO\ Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law to: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor 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. 1.8. In the event of any conflicts in these requirements, the CONSULTANT shall notify the COUNTY of such conflict and utilize its best professional judgment to advise the COUNTY regarding resolution of each such conflict. The COUNTYS 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. 1.9. 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 CONSULANT 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 Page 3 of 32 PSA Single Project Agreement 2017.010 Ver.1 ,.a_ 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. 1.10. CONSULTANT agrees not to divulge, furnish or make available to any third person, firm or organization, without the COUNTY'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 the COUNTY prompt written notice of any such subpoenas. 1.11. As directed by the COUNTY, 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 the COUNTY. 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 TWO ADDITIONAL SERVICES OF CONSULTANT 2.1. If authorized in writing by the COUNTY through a Change Order or Amendment 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 Change Order or 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 the COUNTY's Procurement Ordinance and Procedures in effect at the time such services are authorized. These services will be paid for by the COUNTY as indicated in Article Five and Schedule B. Except in an emergency endangering life or property, any Additional Services must be approved in writing via a Change Order or an Amendment to this Agreement prior to starting such services. the COUNTY 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 the COUNTY 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 the COUNTY 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: Page 4 of 32 PSA Single Project Agreement 2017.010 Ver.l ., 2.2. 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. 2.3. 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, the COUNTY's schedule or character of construction; and revising studies, reports, design documents or Contract Documents previously accepted by the COUNTY 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 CONSULTANT's control and fault. 2.4. Providing renderings or models for the COUNTY's use. 2.5. 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 the COUNTY in obtaining such process licensing. 2.6. Furnishing services of independent professional associates and consultants for other than the Basic Services to be provided by CONSULTANT hereunder. 2.7. Services during travel outside of Collier and Lee Counties required of CONSULTANT and directed by the COUNTY, other than visits to the Project site or the COUNTY's office. 2.8. Preparation of operating, maintenance and staffing manuals, except as otherwise provided for herein. 2.9. Preparing to serve or serving as a CONSULTANT or witness for the COUNTY 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). 2.10. 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 THE COUNTY'S RESPONSIBILITIES 3.1. The COUNTY shall designate in writing a project manager to act as the COUNTY'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 the COUNTY'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: Page 5 of 32 PSA Single Project Agreement 2017.010 Ver.1 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 COUNTY 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 the COUNTY 's requirements for the Project, 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 COUNTY'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 COUNTY 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 the COUNTY 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 COUNTY, fires, floods, epidemics, quarantine regulations, strikes or lock-outs, then CONSULTANT shall notify the COUNTY 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. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of CONSULTANT's services from any cause whatsoever, including those for which the COUNTY 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 the COUNTY. CONSULTANT's sole remedy against the COUNTY will be the right to seek an extension of time Page 6 of 32 PSA Single Project Agreement 2017.010 Ver.1 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 COUNTY hereunder, the COUNTY 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 COUNTY's satisfaction that the CONSULTANT's performance is or will shortly be back on schedule. 4.5. In no event shall any approval by the COUNTY authorizing CONSULTANT to continue performing Work under this Agreement or any payment issued by the COUNTY to CONSULTANT be deemed a waiver of any right or claim the COUNTY may have against CONSULTANT for delay or any other damages hereunder. ARTICLE FIVE COMPENSATION 5.1. Compensation and the manner of payment of such compensation by the COUNTY 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. The Project Manager, or designee, reserves the right to utilize any of the following Price Methodologies: Lump Sum (Fixed Price): A firm fixed total price offering for a project; the risks are transferred from the COUNTY to the CONSULTANT; and, as a business practice there are no hourly or material invoices presented, rather, the CONSULTANT must perform to the satisfaction of the COUNTY's Project Manager before payment for the fixed price contract is authorized. Time and Materials: The COUNTY agrees to pay the contractor for the amount of labor time spent by the CONSULTANT 's employees and subcontractors to perform the work (number of hours times hourly rate), and for materials and equipment used in the project (cost of materials plus the contractor's mark-up). This methodology is generally used in projects in which it is not possible to accurately estimate the size of the project, or when it is expected that the project requirements would most likely change. As a general business practice, these contracts include back-up documentation of costs; invoices would include number of hours worked and billing rate by position (and not company (or subcontractor) timekeeping or payroll records), material or equipment invoices, and other reimbursable documentation for the project. 5.2. The hourly rates as set forth and identified in Schedule B, which is attached hereto, shall apply only to tasks procured under the Time and Materials pricing methodology specified in paragraph 5.1 above. n Grant Funded: The hourly rates as set forth and identified in Schedule Page 7 of 32 PSA Single Project Agreement 2017.010 Ver.l �YyE� B, which is attached hereto, are for purposes of providing estimate(s), as required by the grantor agency. ARTICLE SIX THE OWNERSHIP OF DOCUMENTS 6.1. Upon the completion or termination of this Agreement, as directed by the COUNTY, CONSULTANT shall deliver to the COUNTY 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"). The COUNTY 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 the COUNTY 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 the COUNTY to pay any additional compensation, CONSULTANT hereby grants to the COUNTY a nonexclusive, irrevocable license in all of the Project Documents for the COUNTY's use on this Project. CONSULTANT warrants to the COUNTY that it has full right and authority to grant this license to the COUNTY. Further, CONSULTANT consents to the COUNTY'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 the COUNTY may be making Project Documents available for review and information to various third parties and hereby consents to such use by the COUNTY. 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 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. The COUNTY, or any duly authorized agents or representatives of the COUNTY, 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 defend, indemnify and hold harmless the COUNTY, 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 Page 8 of 32 PSA Single Project Agreement 2017.010 Ver.1 r . any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 8.1.1. 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, the COUNTY 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. The 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 COUNTY or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 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: 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 Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR, Collier County Government, 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 the COUNTY 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 the COUNTY 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 the COUNTY 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. Page 9 of 32 PSA Single Project Agreement 2017.010 Ver.V"--6) 9.4. CONSULTANT, its subconsultants and the COUNTY shall waive all rights against each other for damages covered by insurance to the extent insurance proceeds are paid and received by the COUNTY, 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. ARTICLE TEN 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 COUNTY. 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 COUNTY. No provision of this Agreement shall, however, be construed as constituting an agreement between the COUNTY 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 COUNTY 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. All personnel, identified in Schedule F shall not be removed or replaced without the COUNTY'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 COUNTY. Each subconsultant or subcontract agreement shall preserve and protect the rights of the COUNTY under this Agreement with respect to the Services to be performed by the subconsultant or subcontractor so that the sub consulting 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 the COUNTY 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 the COUNTY and any subconsultant or subcontractor. Further, all such contracts shall Page 10 of 32 PSA Single Project Agreement 2017.010 Veal ��4 provide that, at the COUNTY's discretion, they are assignable to the COUNTY upon any termination of this Agreement. ARTICLE ELEVEN WAIVER OF CLAIMS 11.1. CONSULTANT's acceptance of final payment shall constitute a full waiver of any and all claims, except for insurance company subrogation claims, by it against the COUNTY 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 the COUNTY shall be deemed to be a waiver of any of the COUNTY'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 the COUNTY 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 the COUNTY, 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 codes of conduct, or (e) CONSULTANT's failure to perform or abide by the terms and conditions of this Agreement, or (f) for any other just cause. The COUNTY 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 the COUNTY 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 the COUNTY shall be the same as and be limited to those afforded CONSULTANT under paragraph 12.3, below. 12.3. The COUNTY 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 the COUNTY 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 the COUNTY, 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. Page 11 of 32 PSA Single Project Agreement 2017.010 Ver.11�+CR 'krrp 12.4. Upon termination and as directed by the COUNTY, the CONSULTANT shall deliver to the COUNTY all original papers, records, documents, drawings, models, and other material set forth and described in this Agreement, including those described in Article 6, that are in CONSULTANT's possession or under its control. 12.5. The COUNTY 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. 12.6. In the event (i) the COUNTY 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) the COUNTY otherwise persistently fails to fulfill some material obligation owed by the COUNTY to CONSULTANT under this Agreement, and (ii) the COUNTY 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 THE COUNTY a second fourteen (14) days written notice of CONSULTANT's 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 the COUNTY of CONSULTANT's intent to terminate this Agreement. If the COUNTY 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 COUNTY, terminate the Agreement and recover from the COUNTY 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 the COUNTY. 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, 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. • CCNA Projects: 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 COUNTY 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. Page 12 of 32 PSA Single Project Agreement 2017.010 Ver.1 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 16.1. All notices required or made pursuant to this Agreement to be given by the CONSULTANT to the COUNTY shall be in writing and shall be delivered by hand, email, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following the COUNTY's address of record: Board of County Commissioners for Collier County, Florida Division Director: Amy Patterson Division Name: Capital Project Planning, Impact Fees and Program Management Address: 2685 South Horseshoe Drive, Unit 103 Naples, FL 34104 Administrative Agent/PM: Gary McAlpin Telephone: 239-252-5342 E-Mail(s): Gary.McAlpin@colliercountyfl.gov 16.2. All notices required or made pursuant to this Agreement to be given by the COUNTY to the CONSULTANT shall be made in writing and shall be delivered by hand, email or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following CONSULTANT's address of record: Company Name: Taylor Engineering, Inc. Address: 10151 Deerwood Park Blvd., Bldg. 300, Suite 300 Jacksonville FL 32256 Authorized Agent: John Loper, P.E. Attention Name & Title: John Loper, P.E., Associate Vice President Telephone: 813-963-6469 E-Mail(s): jloper@taylorengineering.com Page 13 of 32 PSA Single Project Agreement 2017.010 Ver.1 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 the COUNTY, shall promote the best interests of the COUNTY and assume towards the COUNTY 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 the COUNTY. 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 Ill Schedule E CCNA Projects: TRUTH IN NEGOTIATION CERTIFICATE Schedule F KEY PERSONNEL Schedule G Other: Grant Certifications and Assurances Solicitation # 18-7245 , including all Attachment(s), Exhibit(s) &Addendum Consultant's Proposal Page 14 of 32 PSA Single Project Agreement 2017,010 Ver.1 17.10. U Grant Funded Projects: In the event of any conflict between or among the terms of any of the Contract Documents and/or the COUNTY's Board approved Executive Summary, the terms of the Agreement shall take precedence over the terms of all other Contract Documents, except the terms of any Supplemental Grant Conditions shall take precedence over the Agreement. To the extent any conflict in the terms of the Contract Documents cannot be resolved by application of the Supplemental Conditions, if any, or the Agreement, the conflict shall be resolved by imposing the more strict or costly obligation under the Contract Documents upon the CONSULTANT at the COUNTY's discretion. 17.11. Applicability. Sections corresponding to any checked box (U ) expressly apply to the terms of this Agreement. 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 the COUNTY 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 the COUNTY 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 the COUNTY 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 Page 15 of 32 PSA Single Project Agreement 2017.010 VtrJ fir' 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 the COUNTY's staff person who would make the presentation of any settlement reached during negotiations to the COUNTY 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 the COUNTY's staff person who would make the presentation of any settlement reached at mediation to the COUNTY'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 seq. 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) Page 16 of 32 , PSA Single Project Agreement 2017.010 Verb, IN WITNESS WHEREOF, the parties hereto have executed this Professional Services Agreement the day and year first written above. ATTEST: BOARD OF COUNTY COMMISSIONERS FOR CRYSTAL,K.KINZEL, COLLIER COU , FLORIDA, INTERIM ape A ? o ail p , yI Date:-, v� , .l , By. Attest alio Ctlai .1, Andy Solis, Esq. , Chairman signeture,w ply, `J ppro e s to Fit a d Leg lity: 1 County Attorney Al til° ` —....... Name Consultant: Consultant's Witnesses: Taylor Engineering, Inc. /-6"-- - ('1"' ‘:/'° -7.-.2 By: ,-.- --- Witness ✓�Witness / � ,�.W) C atie (4a cc R,6Sarces �, e( o t4,-) [AoPe..dt, f'Issoc,,4D - (1/cc c &15c a ,J 1— Name Name and Title Name and Title Witnesqs, /y ar l�K /7-.4-. ` �8'le;l a‘.105,7 pit. Name and Title r Page 17 of 32 ti 1114 PSA Single Project Agreement 2017.0]0 Ver.t SCHEDULE A SCOPE OF SERVICES IMI following this page (pages 1 through 6 ) Page 18 of 32 PSA Single Project Agreement 2017.010 Ver.1 f"A 18-7245 — Collier County Comprehensive Watershed Improvement Plan Schedule A Phase 1 - Permitting Needs Assessment, Data Collection, and Analysis The County and its consultants shall meet with various agencies with all available data compiled in a useful format for such meetings,to determine what additional data is necessary for project permitting. This phase is necessary to determine which permits and regulatory requirements may or may not be necessary for the project. Following the needs assessment, the Consultant will collect additional data and conduct targeted analyses required to support the Phase 2 permitting tasks. Phase 1 will consist of the following activities: 1.1 Team Workshop and Preliminary Data Compilation An initial workshop will be held in Collier County's offices to facilitate the transfer of knowledge to the Consultant Team including a discussion of potential permitting obstacles. Following the workshop, compilation of data will include: • Development of background information, including a detailed project description, site location and anticipated environmental issues • Compilation of relevant available data (including GIS data)to coordinate with regulatory agencies in identifying potential environmental issues and permitting requirements 1.2 Agency/Stakeholder Coordination and Pre-Application Meetings • Coordination and meetings with state and federal regulatory agencies for necessary monitoring and permitting requirements for species, habitats and wetlands and may include: o Meeting with Florida Forestry Service (FFS), U.S. Fish and Wildlife Service (USFWS), Florida Fish and Wildlife Conservation Commission (FWC) and National Marine Fisheries Service (NMFS)to review listed species and habitats potentially impacted by the proposed project and develop list of species for which surveys should be implemented, and to discuss permitting requirements o Meet with U.S. Army Corps of Engineers (USAGE) and Florida Department of Environmental Protection (FDEP)to review preliminary wetland data (GIS-based)and determine level of effort for wetlands characterization, including anticipated shifts in vegetation, and anticipated permitting requirements. o Meet with USACE and the U.S. Environmental Protection Agency (EPA)to determine the level of effort for NEPA analysis • Coordination with USACE regarding Picayune Strand - It is anticipated that the nearby restoration efforts for Picayune Strand have the potential to complicate the permitting associated with the County's project. While the South Florida Water Management District(SFWMD) Big Cypress Basin (BCB) has been fully aware of the County's project on a staff level, projects being completed by state and federal agencies will be coordinated, at a technical and staff level, with the County's project. This effort will involve maintaining close coordination between the County's modeling team and the BCB and others as related to the use of the USACE's Gridded Surface/Subsurface Hydrologic Analysis (GSSHA; aka"Geisha") model. • Coordination with the City of Naples and Rookery Bay National Estuarine Research Reserve (RBNERR). • Meetings and Coordination with other stakeholders, including the Florida Department of Transportation (FDOT), affected property owners and the public. This task may extend beyond the initial permitting needs assessment phase and into the permit application phase. Presentation and display materials for such meetings will be developed as required. 1.3 Environmental Data Collection and Analysis This Task includes preliminary data collection to evaluate changes in habitat, actual rates of infiltration and evapotranspiration, and changes in water quality associated with project implementation. FFS highlighted the fact that it will be vital for the County to know the impacts of its own project on things like water levels, habitat and water quality. As such,this effort is anticipated to be designed as a Before and After, Control and Impact(BACI) study design and will involve setting up a series of randomly located sampling locations in areas likely to be impacted by project components (the Impact stratum) as well as areas outside of the footprint of the project(the Control stratum). As well, data would be collected both before project completion, as well as after project completion. Collected data would be used in any required modifications of the modeling effort. The following components would be involved: • Site selection of monitoring locations—The Consultant, in consultation with the County,will design and implement an environmental data collection program. The objective of this environmental data collection (i.e., monitoring) is to evaluate changes in habitat and water quality that may occur with implementation of the CWI P. The Request for Proposals called for 30 random locations within the area of project impacts and 30 random locations in areas likely to be unimpacted by the project. Sampling stations within the areas of project impacts must represent the full range of areas affected by the CWIP features and they must remain suitable for sampling over a long period. However, random site selection within the area targeted for restoration may not be the best approach to sample site identification. The reference area may contain a range of natural communities that the restoration plan wishes to replicate. Thus, we will assess random and selected sample point alternatives for the County to review. The final number and locations of monitoring sites will be determined at this stage in consultation with the County and FFS. • Sampling locations will be surveyed in by a licensed survey and mapping firm, to include top of well and natural ground. • At each of the locations, bi-annual and quantitative sampling of the vegetation (up to 4 events) o Species richness o Species diversity o Percent native vs. non-native • At each of the locations, quarterly recording of water levels and/or groundwater levels via use of piezometers and/or staff gages (up to 8 events) • At each of the locations, quarterly collection of water quality data (for surface water samples)for the following parameters (up to 8 events) o Water temperature o pH o Dissolved oxygen o Specific conductance 2 z4 o Total nitrogen o Total phosphorous • Analysis and presentation of collected data in graphical and tabular format, as well as spatial (GIS) mapping to include: o Simple statistical measures (e.g. range, median standard deviation, and 25th and 75th percentile) and GIS plots of data by location will be used to evaluate initial water quality monitoring results.As data accumulate from multiple monitoring periods, more advanced statistical methods may prove useful for data evaluation. Similarly, simple statistics and GIS plots will suffice for initial evaluation of vegetation monitoring results but other methods, including multivariate analyses may become useful as data accumulate. o Existing mapping of vegetation and habitat will be used and/or adapted where suitable, such as the Florida Natural Areas Inventory (FNAI) mapping FLUCCS habitat mapping currently underway for the Picayune Strand, expected to be available by summer of 2018. o Identification of expected/observed water levels by habitat and projections of habitat- level water elevation changes, potential community shifts, and seasonal summaries by area o Listed species habitats, habitat characterizations, GIS analysis of changes to habitat footprints (if any) with additional wet season hydration 1.4 Hydrologic, Hydraulic, and Water Quality Modeling and Analysis This effort may require modification of prior estimates of the degree of change in groundwater elevations due to the Project. This will require refinements to the County's MIKE SHE/MIKE-11 model to reflect those changes and working to gain consensus with other agencies regarding model results. This effort will focus on refining estimates of changes in groundwater elevations in the following locations: o Northern flow-way o 1-75 Canal and South Belle Meade spreader o Picayune Strand State Forest and Picayune Strand Restoration Project o Six L's agricultural area o Urban areas along Henderson Creek and south of U.S.41 Model refinements will incorporate the surface and groundwater level monitoring results from the Task 1.3 data collection efforts,which will be used to further calibrate the MIKE SHE model with respect to infiltration rates and evapotranspiration. Additional model detail (described below),will help to leverage those data collection efforts to improve the robustness and reliability of the model results. Within the Henderson Creek/Belle Meade Watershed, the County's previous consultant team adopted previous model refinements implemented by Interflow Engineering, LLC (now a part of Taylor Engineering, Inc.) as part of the Rookery Bay restoration study. Taylor Engineering recently updated the County's model for the SFWMD, as part of the Big Cypress Basin Flood Protection Level of Service (FPLOS) project. This update included adding detail certain areas and improving the model calibration for existing conditions. The BCB FPLOS version of the model contains all of the previous updates and will serve as the basis for the updated existing conditions model. The most significant model improvement the Taylor/Interflow Team made as part of the Rookery Bay (Henderson Creek) restoration was to reduce the model grid cell size from the original 1,500 feet to 375 feet. That change allowed the simulation of overland flow in two dimensions within the Belle Meade Flow- _ _ 3 Way and other areas, where the previous model simulated all major overland conveyances using only the 1-D MIKE-11 component. Smaller grid cells allow better representation of the natural topography and thus more accurate representation of the 2-dimensional flow fields critical for estimating wetland hydroperiods and water budgets. The current version of the County's model utilizes 500-foot grid cells. If the project budget allows, the cell spacing could be reduced to 250 feet while still maintaining reasonable simulation times. The increased accuracy would provide better representation of overland flow, evapotranspiration, groundwater flows and levels, and wetland hydroperiods in the areas of interest, thus resulting in a more reliable and defensible modeling tool to support final design and permitting. Interpreting the model results of both current and proposed conditions will be closely coordinated with the wetland scientists and ecologists within the Taylor team and stakeholder agencies such as the FFS and FWC. This effort will help to ensure the proposed project will result in hydrology suitable to support the target vegetation communities. Nutrient modeling of pre- and post-project conditions will be required to demonstrate the levels of nitrogen and phosphorus removal provided by the constructed flow-ways and within the Belle Meade flow-way. Depending on the requirements of FDEP, this effort may require a more sophisticated water quality modeling approach that utilizes the results of the hydraulic and hydrologic modeling currently available. This could be accomplished either via a more sophisticated analytical approach, or by utilizing the water quality module built-in to the MIKE SHE software. The approach for this effort will be refined following initial discussions with FDEP. Phase 2—Permitting and Grant Management This second phase of project development is preparation of design plans suitable to support permit applications, along with all required data, narratives, and exhibits. Initial agency coordination in Phase 1 will have determined the permitting requirements for species, habitats,wetlands, and infrastructure. Subsequent pre-application meetings with agencies having jurisdiction over the project will establish the level of information required to achieve completeness for agency review. 2.1 Prepare Permit Applications Depending on the results of the Permitting Needs Assessment and data collection activities, it is anticipated that sufficient funding may remain to perform permitting and design activities required by regulatory agencies for the following permits: • SFWMD Conceptual Environmental Resource Permit(ERP) • USACE Federal Dredge and Fill Permit Task includes development of permit applications and associated narratives, analyses, and exhibits such as: • GIS mapping of vegetation and species pre-and post-project(projected), • Water level and depth mapping pre- and post-project for an array of conditions including expected seasonal changes and design storm events required per the Basis of Review, • NEPA support including environmental and biological assessments, and • Responses to requests for additional information (RAls) 2.2 Prepare Preliminary Design Plans The activities completed in Phase 1 will be used to update the design parameters of the previous (Atkins, 2016) conceptual design plans. The Consultant will develop a refined and updated set of 4 conceptual/preliminary drawings that will serve to support the permit applications. These drawings will not be of sufficient detail for construction but will convey the design intent suitable for a conceptual ERP. Design-level surveys of individual project areas (i.e., for preparation of final construction drawings) are not included in this effort. 2.3 Grant Management Activities Collier County has pledged all of Pot 1 ($6M)and all of Pot 3 ($12M)to the execution of this project.The total cost of this project is estimated to be approximately $32M leaving a funding shortfall of approximately$14M. Grant management services are anticipated to work with staff to identify, educate and secure additional funding sources from federal and state decision makers within the RESTORE Act umbrella to complete the funding of this project. As part of this phase, the Taylor Team will assist the County in preparing materials to support grant applications for the balance of funds needed for construction. Initial efforts will likely focus on Pot 2 of the RESTORE Act funds.We will also seek other potential funding mechanisms in the event the RESTORE funding (beyond the $18 million already identified)falls short of the estimated $32 million cost. In addition to those sources the County has already identified other potential opportunities including the NOAA Coastal Resilience Grant and the National Fish &Wildlife Foundation. This task also includes assisting the County with monitoring, reporting, and submittals for expenditure reimbursements for the currently committed RESTORE Act funding. Assumptions Due to the uncertainty associated with permitting a project of this size and complexity, several assumptions were required in the developing this Scope of Work. If any of these assumptions prove to be erroneous, adjustments to the scope and budget will likely be necessary: 1. Salinity modeling of Rookery Bay mangrove wetlands and Rookery Bay open waters receiving freshwater inflows will not be required. Predictions of current wet season freshwater deficits will be sufficient to support regulatory acceptance of proposed flows into Rookery Bay. 2. Any necessary water quality sampling within Rookery Bay or the adjacent coastal wetlands will be undertaken by others. 3. Existing data and/or literature values on surface sediment nutrient concentrations are sufficient to use as the basis for nutrient modeling to verify nitrogen and phosphorus removal predictions as water passes from the GGC to the Six-Ls agricultural area (summarized in CCWIP [Final] September 23, 2013, pp 52-52). Modeling will apply analytical models of nitrogen and phosphorus species to estimate soil and water column nutrient dynamics, possibly in conjunction with the MIKE SHE modeling using the ECO Lab module. 4. No modeling of soil —water column nutrient exchanges or dynamics in the Six-Ls agricultural area will be performed as part of this project. 5. Sufficient water quality data from the Six-Ls agricultural area (or similar tomato farm environments elsewhere in Florida) are available to make preliminary assessments of effects of those soils on water quality if used as a flow-way and preliminary assessment of potential vegetation community and wildlife impacts associated with restoration of wetlands on those properties. 6. As part of stakeholder outreach efforts, Collier County will assist in identifying the stakeholder groups and contacts, meeting locations and other support details. 5 t ( �.pxiz 7. The SFWMD and USACE will lead state and federal permit application reviews. The Consultant will request a conceptual ERP from SFWMD and a dredge and fill permit from the USAGE. 8. No Florida Department of Transportation (FDOT) drainage connection permits are included at this stage of project development. 9. Survey requirements limited to the well locations (approximately 60). References Atkins, 2016. Collier County Comprehensive Watershed Improvement Plan. Prepared for Collier County and the Rookery Bay National Estuarine Research Reserve. SCHEDULE B BASIS OF COMPENSATION 1. MONTHLY STATUS REPORTS B.1.1. As a condition precedent to payment, CONSULTANT shall submit to the COUNTY as part of its monthly invoice a progress report reflecting the Project status, in terms of the total work effort estimated to be required for the completion of the Basic Services and any 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. 2. COMPENSATION TO CONSULTANT B.2.1. For the Basic Services provided for in this Agreement, the COUNTY agrees to make the payments to CONSULTANT in accordance with the terms stated 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 services associated with any such line item have been completed or partially completed to the COUNTY's reasonable satisfaction. Lump sum payments will be made upon the percentage complete. In no event shall such Time and Materials compensation exceed the amounts set forth in the table below. Tasks/Item Description Lump Sum Time and Materials Not-To- Exceed 1.1 Team Workshop and Data Compilation $ $ 31,845.00 1.2 Agency/Stakeholder Coordination and Pre-Application Meetings $ $ 79,204.00 1.3 Environmental Data Collection and Analysis $ $ 551,877.00 1.4 Hydrologic, Hydraulic, and Water Quality Analysis $ $ 373,964.00 2.1 Permit Applications $ $ 163,388.00 2.2 Preliminary Design Plans $ $ 138,800.00 2.3 Grant Management $ $ 35,916.00 2.4 Contingency $ $ 125,000.00 $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ Total Lump Sum Fee $ $ Total Time and Materials Fee $ $ 1,499,994.00 GRAND TOTAL FEE $ $ Page 19 of 32 PSA Single Project Agreement 2017.010 Ver.1 1 B.2.2. ❑*Time and Material Fees: The fees noted in Section B.2.1. shall constitute the amounts to be paid to CONSULTANT for the performance of the Basic Services. Direct Labor Costs mean the actual salaries and wages (basic, premium and incentive) paid to CONSULTANT'S personnel, with respect to this Project, including all indirect payroll related costs and fringe benefits, all in accordance with and not in excess of the rates set forth in the Attachment 1 to this Schedule B. With each monthly Application for Payment, CONSULTANT shall submit detailed time records, and any other documentation reasonably required by the COUNTY, regarding CONSULTANT's Direct Labor Costs incurred at the time of billing, to be reviewed and approved by the COUNTY. There shall be no overtime pay without the COUNTY's prior written approval. B.2.2.1. Notwithstanding anything herein to the contrary, in no event may CONSULTANT's monthly billings, on a cumulative basis, exceed the sum determined by multiplying the applicable not to exceed task(s) limits by the percentage the COUNTY has determined CONSULTANT has completed such task as of that particular monthly billing. 8.2.3. ❑* Lump Sum Fees: The fees noted in Sectio• . . -•- - - - •- -••' - -• to be paid to CONSULTANT for the performance of the Basic Services. There shall be no SOU-NTY'se-prior written approval. • e••. • - • • •r. •••• ■ t••■ e ■ .e.:.e e B.2.4. For Additional Services provided pursuant to Article 2 of the Agreement, if any, the COUNTY 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 3.4.1 below. There shall be no overtime pay on Additional Services without the COUNTY's prior written approval. B.2.5. The compensation provided for under Section B.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.2.6. 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 the COUNTY, pending resolution of the dispute provided that the COUNTY continues to pay to CONSULTANT all amounts that the COUNTY does not dispute are due and payable. Page 20 of 32 PSA Single Project Agreement 2017.010 Ver.1 3. SCHEDULE OF PAYMENTS B.3.1. Notwithstanding anything herein to the contrary, the CONSULTANT shall submit no more than one invoice per month for all fees 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 the COUNTY. 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 this Agreement or Additional Services, CONSULTANT shall be limited to a maximum markup of five percent (5%) on the fees and expenses associated with such subconsultants and subcontractors. B.3.4.1 Reimbursable Expenses must comply with §112.061, Fla. Stat., or as set forth in the Agreement, be charged without mark-up by the CONSULTANT, and shall consist only of the following items: B.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. B.3.4.1.2. Travel expenses reasonably and necessarily incurred with respect to Project related trips, to the extent such trips are approved by the COUNTY. Such expenses, if approved by the COUNTY, may include coach airfare, standard accommodations and meals, all in accordance with §112.061, Fla. Stat. Further, such expenses, if approved by the COUNTY, 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 the COUNTY. B.3.4.1.5. Expense of models for the County's use. Page 21 of 32 PSA Single Project Agreement 2017.010 Ver.1 '}, B.3.4.1.6. Other items on request and approved in writing by the COUNTY. B.3.4.1.7. The CONSULTANT shall bear and pay all overhead and other expenses, except for authorized reimbursable expenses, incurred by CONSULTANT in the performance of the Services. B.3.4.1.8. Records of Reimbursable Expenses shall be kept on a generally recognized accounting basis. B.3.5. The CONSULTANT shall obtain the prior written approval of the COUNTY before incurring any reimbursable expenses, and absent such prior approval, no expenses incurred by CONSULTANT will be deemed to be a reimbursable expense. Page 22 of 32 PSA Single Project Agreement 2017.010 Ver.1 SCHEDULE B —ATTACHMENT 1 CONSULTANT'S HOURLY RATE SCHEDULE Title Hourly Rate Principal $215 Project Manager $191 Senior Professional $176 Project Professional $134 Staff Professional $100 Senior CAD/GIS $146 Project CAD/GIS $112 Administration $65 Intern $43 The above hourly rates are applicable to Time and Materials task(s) only. The above list may not be all inclusive. Additional hourly rates for other personnel may be added via an Amendment upon mutual agreement in advance and in writing by the parties. IUI *Grant Funded: The above hourly rates are for purposes of providing estimate(s), as required by the grantor agency. Page 23 of 32 PSA Single Project Agreement 2017.010 Ver.1 tiFiNt SCHEDULE C PROJECT MILESTONE SCHEDULE Cumulative Number of Calendar Days For Completion Task/Item from Date of Description Notice to Proceed for Services under this Agreement 1.1 Team Workshop and Data Compilation 730 1.2 Agency/Stakeholder Coordination and 730 Pre-Application Meetings 1.3 Environmental Data Collection and Analysis 730 1.4 Hydrologic, Hydraulic, and Water Quality 730 Analysis 1.5 Numeric Nutrient Criteria for Rookery Bay 730 2.1 Permit Applications 730 2.2 Preliminary Design Plans 730 2.3 Grant Management 730 2.4 Contingency 730 Page 24 of 32 PSA Single Project Agreement 2017.010 Ver.1 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 COUNTY or as specified in this Agreement, whichever is longer. 4. Certificates of insurance acceptable to the COUNTY shall be filed with the COUNTY 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 policies required shall be provided to the COUNTY, on a timely basis, if requested by the COUNTY. 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 COUNTY. CONSULTANT shall also notify the COUNTY, 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 COUNTY applicable to this Project. 6. The acceptance by the COUNTY of any Certificate of Insurance does not constitute approval or agreement by the COUNTY 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 COUNTY. Page 25 of 32 PSA Single Project Agreement 2017.010 Ver.1 8. Should at any time the CONSULTANT not maintain the insurance coverages required herein, the COUNTY 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 the COUNTY for such costs within thirty(30) days after demand, the COUNTY has the right to offset these costs from any amount due CONSULTANT under this Agreement or any other agreement between the COUNTY and CONSULTANT. The COUNTY 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 COUNTY 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 CONSULTANT shall furnish to the COUNTY, 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 COUNTY with such renewal certificate(s) shall be deemed a material breach by CONSULTANT and the COUNTY may terminate the Agreement for cause. 10. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY. Required by this Agreement? U Yes ❑ No 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 - The coverage must include Employers' Liability with a minimum limit of $ 100,000 for each accident. The insurance company shall waive all claims rights against the COUNTY and the policy shall be so endorsed. 11. United States Longshoreman's and Harbor Worker's Act coverage shall be maintained where applicable to the completion of the work. Required by this Agreement? U Yes • No 12. Maritime Coverage (Jones Act) shall be maintained where applicable to the completion of the work. Required by this Agreement? n Yes I No 13. COMMERCIAL GENERAL LIABILITY. Required by this Agreement? t Yes ❑ No A. 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, Page 26 of 32 PSA Single Project Agreement 2017.010 Ver.l S 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 COUNTY of the work under this Agreement. Limits of Liability shall not be less than the following: Coverage shall have minimum limits of $ 1,000,000 Per Occurrence, $2,000,000 aggregate. B. 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. 14. Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR, Collier County Government shall be listed as the Certificate Holder and included as an "Additional Insured" on the Insurance Certificate for Commercial General Liability where required. The insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of, the Additional Insured and the Contractor's policy shall be endorsed accordingly. Contractor shall ensure that all subcontractors comply with the same insurance requirements that the Contractor is required to meet. 15. 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. Required by this Agreement? 7 Yes • No 16. 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. Required by this Agreement? 7 Yes IiI No 17. AUTOMOBILE LIABILITY INSURANCE. Required by this Agreement? n Yes ❑■ No Business Auto Liability: Coverage shall have minimum limits of $ Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non-Owned Vehicles and Employee Non-The ownership. Page 27 of 32 PSA Single Project Agreement 2017.010 Ver.l 18. TECHNOLOGY ERRORS AND OMISSIONS INSURANCE. Required by this Agreement? 0 Yes n No Technology Errors and Omissions Insurance: Coverage shall have minimum limits of $1,000,000 Per Occurrence. 19. CYBER INSURANCE. Required by this Agreement? ❑ Yes n No Cyber Insurance: Coverage shall have minimum limits of$ Per Occurrence. 20. UMBRELLA LIABILITY. A. 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 shall include all coverages on a "following form" basis. B. 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. 21. PROFESSIONAL LIABILITY INSURANCE. Required by this Agreement? it Yes r1 No A. Professional Liability: Shall be maintained by the CONSULTANT to ensure its legal liability for claims arising out of the performance of professional services under this Agreement. CONSULTANT waives its right of recovery against COUNTY as to any claims under this insurance. Such insurance shall have limits of not less than $1,000,000 each claim and aggregate. B. Any deductible applicable to any claim shall be the sole responsibility of the CONSULTANT. Deductible amounts are subject to the approval of the COUNTY. C. 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 COUNTY. D. The policy retroactive date will always be prior to the date services were first performed by CONSULTANT or the COUNTY, 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 written notice to the COUNTY of any cancellation of coverage or reduction in limits, other than the application of the aggregate limits provision. In addition, CONSULTANT shall also notify the COUNTY 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 Page 28 of 32 PSA Single Project Agreement 2017.010 Ver.1 C 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 the COUNTY. 22. VALUABLE PAPERS INSURANCE. 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. 23. PROJECT PROFESSIONAL LIABILITY. A. If the COUNTY notifies CONSULTANT that a project professional liability policy will be purchased, then CONSULTANT agrees to use its best efforts in cooperation with the COUNTY and the COUNTY'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 the COUNTY. Should no credit accrue to the COUNTY, the COUNTY and CONSULTANT, agree to negotiate in good faith a credit on behalf of the COUNTY 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. B. The CONSULTANT agrees to provide the following information when requested by the COUNTY or the COUNTY's Project Manager: 1. The date the professional liability insurance renews. 2. Current policy limits. 3. Current deductibles/self-insured retention. 4. Current underwriter. 5. Amount (in both dollars and percent) the underwriter will give as a credit if the policy is replaced by an individual project policy. 6. Cost of professional insurance as a percent of revenue. 7. Affirmation that the design firm will complete a timely project errors and omissions application. C. If the COUNTY elects to purchase a project professional liability policy, CONSULTANT to be insured will be notified and the COUNTY will provide professional liability insurance, naming CONSULTANT and its professional subconsultants as named insureds. END OF SCHEDULE D Page 29 of 32 PSA Single Project Agreement 2017.010 Ver.1 0 fJ This schedule is not applicable. SCHEDULE E TRUTH IN NEGOTIATION CERTIFICATE In compliance with the Consultants' Competitive Negotiation Act, Section 287.055, Florida Statutes, Taylor Engineering, Inc. (company's name) 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 " Collier County Comprehensive Watershed Improvement Plan"project is accurate, complete and current as of the time of contracting. BY: TITLE: DATE: Page 30 of 32 PSA Single Project Agreement 2017.010 Ver.1 SCHEDULE F KEY PERSONNEL Name Personnel Category Percentage of Time Michael DelCharco, P.E. Principal 1 John Loper, P.E. Project Manager 8 David Stites, Ph.D. Project Manager 5 Keith Knight, P.E. Senior Professional 2 Michael Kabiling, Ph.D., P.E. Senior Professional 5 Christopher Ellis Senior Professional 3 Maurice Vaughan, P.E. Project Professional 10 Jenna Phillips Project Professional 7 Anton Flewelling Senior CAD/GIS 6 Various Staff Staff professional, Technician, Administration, Intern 53 Page 31 of 32 PSA Single Project Agreement 2017.010 Ver.1 �, SCHEDULE G Other: Grant Certifications and Assurances (Description) • following this page (pages 1 through 16 ) H this schedule is not applicable Page 32 of 32 PSA Single Project Agreement 2017.010 Ver.l``t EXHIBIT A FEDERAL CONTRACT PROVISIONS FEDERAL UNITED STATES DEPARTMENT OF TREASURY—CFDA 21.015 The supplemental conditions contained in this section are intended to cooperate with,to supplement, and to modify the general conditions and other specifications. The County must comply, and require each of its contractors, and subcontractors employed in the completion of the activity, project, or program to comply with all federal statutes, federal regulations, executive orders (EOs), Office of Management and Budget (OMB) circulars, Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions of this federal financial assistance award("Award"),as applicable,in addition to the certifications and assurances required at the time of application. Any inconsistency or conflict in Standard Terms and Conditions,Program-Specific Terms and Conditions, and any Special Award Conditions of this Award will be resolved according to the following order of precedence: federal laws, federal regulations, applicable notices published in the Federal Register, EOs, OMB circulars,Treasury's Standard Terms and Conditions,Program-Specific Terms and Conditions, and any Special Award Conditions. Special Award Conditions may amend or take precedence over Standard Terms and Conditions and Program-Specific Terms and Conditions. Standard Terms and Conditions may be found at: https://www.treasury.gov/services/restore- act/Documents/RESTORE%20ACT%20Standard%20Terms%20and%20Conditions August 2017.pdf Contractor means an entity that receives a contract. The services performed by the awarded Contractor and its subcontractors shall be in compliance with all applicable grantor regulations/requirements, and additional requirements specified in this document in the completion of the activity,project or program.. It shall be the awarded Contractor's responsibility to acquire and utilize the necessary manuals and guidelines that apply to the work required to complete this project.In general, 1)The contractor(including all subcontractors)must insert these contract provisions in each lower tier contracts(e.g.subcontract or sub-agreement); 2)The contractor(or subcontractor)must incorporate the applicable requirements of these contract provisions by reference for work done under any purchase orders, rental agreements and other agreements for supplies or services; 3) The prime contractor is responsible for compliance with these contract provisions by any subcontractor,lower-tier subcontractor or service provider. FCP-1 EXHIBIT A FEDERAL CONTRACT PROVISIONS FEDERAL CONTRACT PROVISIONS Administrative,contractual,or legal remedies(Ref.41 U.S.C. 1908,2 CFR§200 Appendix II(A) Unless otherwise provided in this contract, all claims,counter-claims, disputes and other matters in question between the local government and the contractor,arising out of or relating to this contract,or the breach of it,will be decided by arbitration, if the parties mutually agree,or in a Florida court of competent jurisdiction. Records Retention -The Contractor must retain all records pertinent to this project for a period of three years,beginning on a date as described in 2 C.F.R. §200.333. Access to Records The contractor must make available to Treasury, the Treasury Office of Inspector General, and the Government Accountability Office any documents, papers or other records, including electronic records, of the contractor that are pertinent to this Award, in order to make audits, investigations, examinations, excerpts,transcripts, and copies of such documents. This right also includes timely and reasonable access to the contractor's personnel for the purpose of interview and discussion related to such documents. This right of access shall continue as long as records are retained Access to Sites The Treasury,the Treasury Office of Inspector General,and Government Accountability Office shall have the right during normal business hours to conduct announced and unannounced onsite and offsite physical visits of recipients and their contractors corresponding to the duration of their records retention obligation for this project/award. No Government Obligation to Third Parties-Applies to all contracts. The County and the Contractor acknowledge and agree that,notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Vendor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. It is further agreed that the clause shall not be modified,except to identify the subcontract who will be subject to its provisions. Clean Air and Federal Wa ter Pollution Control Acts (Reference:2 CFR§200 Appendix II(G)) Contracts and sub grants of amounts in excess of$150,000 shall contain a provision that requires the Contractor or recipient to comply with all applicable standards, orders,or requirements issued pursuant to the Clean Air Act(42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). Energy Policy and Conservation Act- (Reference 2 CFR§200 Appendix II(H)) The contractor shall comply with any mandatory standards and policies relating to energy efficiency which are contained in the Florida state energy conservation plan issued in compliance with the Energy Policy and Conservation Act(Pub.L. 94-163,89 Stat. 871,42 U.S.0 Section 6201) Debarment and Suspension (Reference 2 CFR§200 Appendix II(I)), 31 C.F.R.Part 19) Contract awards that exceed the small purchase threshold and certain other contract awards shall not be made to parties listed on the government wide Excluded Parties List System in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549(3 CFR Part 1986 Comp.,p. 189)and 12689(3 CFR Part 1989 Comp.,p.235), "Debarment and Suspension." The Excluded Parties List System in SAM contains the names of parties debarred, FCP-2 EXHIBIT A FEDERAL CONTRACT PROVISIONS suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. The successful bidder,by administering each lower tier subcontract that exceeds$25,000 as a"covered transaction", must verify each lower tier participant of a "covered transaction" under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. Byrd Anti-Lobbying Amendment(31 U.S.C. 1352)(Reference 2 CFR§200 Appendix II(J)) - Contractors must certify it will not and has not used Federal appropriated funds have been paid or will be paid,by or to any person or organization for influencing or attempting to influence an officer or employee of an agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any Federal grant,the making of any Federal loan,the entering into of any cooperative agreement,and the extension, continuation,renewal, amendment,or modification of any Federal contract,grant,loan,or cooperative agreement. The certification includes any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Contractors and subcontractors must submit form SF-LLL to the County with 15 calendar days following the end of the calendar quarter in which there occurs any event that requires disclosure or that materially affects the accuracy of the information contained in any disclosure from previously filed. Procurement of Recovered Materials-(a)In accordance with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Contractor shall procure items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition.The Contractor shall procure items designated in the EPA guidelines that contain the highest percentage of recovered materials practicable unless the Contractor determines that such items:(1)are not reasonably available in a reasonable period of time; (2) fail to meet reasonable performance standards, which shall be determined on the basis of the guidelines of the National Institute of Standards and Technology, if applicable to the item; or(3) are only available at an unreasonable price. (b)Paragraph(a) of this clause shall apply to items purchased under this contract where: (1) the Contractor purchases in excess of$10,000 of the item under this contract; or (2) during the preceding Federal fiscal year, the Contractor: (i) purchased any amount of the items for use under a contract that was funded with Federal appropriations and was with a Federal agency or a State agency or agency of a political subdivision of a State;and(ii)purchased a total of in excess of$10,000 of the item both under and outside that contract. Diversity (Reference 2 CFR § 200.321) The County is dedicated to fostering the continued development and economic growth of small,minority-,women-, and service-disabled veteran business enterprises. All contracting and subcontracting opportunities afforded by this solicitation/contract are strongly encouraged to contribute as both Contractors and Sub-Contractors. Firms may be required to submit documentation addressing diversity and describing the efforts being made to encourage the participation of small,minority- , women-, and service-disabled veteran business enterprises. Information on Certified Minority Business Enterprises (CMBE)and Certified Service-Disabled Veteran Business Enterprises (CSDVBE)is available from the Office of Supplier Diversity at: http://dms.myflorida.com/otherjDrograms/office of supplier diversity osd/ Subcontractng The County must follow all procurement requirements set forth in 2 C.F.R. §§ 200.318, 200.319, 200.320, 200.321, 200.323, and 200.324. The contractor, and/or subcontractor must not sub- contract any part of the approved project to any agency or employee of Treasury and/or other federal department, agency, or instrumentality without the prior written approval of Treasury. Treasury will forward all requests to Treasury's Office of General Counsel for review before making a decision.Treasury will notify the recipient in writing of the final determination. FCP-3 0 EXHIBIT A FEDERAL CONTRACT PROVISIONS d.False Claims Act,as amended(31 U.S.C. 18 U.S.C. §3729 et seq.),provides that suits under this act can be brought by the federal government, or a person on behalf of the federal government, for false claims under federal assistance programs e.Copeland"Anti-Kickback"Act,as amended(18 U.S.C. § 874 and 40 U.S.C. §276c),prohibits a person or organization engaged in a federally supported project from enticing an employee working on the project from giving up a part of his compensation under an employment contract.The Copeland"Anti-Kickback" Act also applies to contractors and subcontractors pursuant to 40 U.S.C. §3145. American-Made Equipment and Products The contractor is hereby notified that it is encouraged, to the greatest extent practicable, to purchase American-made equipment and products with funding provided under this contract as allowed. Increasing Seat Belt Use in the United States Pursuant to EO 13043,the recipient should encourage its employees and contractors to enforce on-the-job seat belt policies and programs when operating company-owned,rented or personally owned vehicles. Minority Serving Institutions(MSIs)Initiative Pursuant to EOs 13555 and13270, as amended, Treasury is strongly committed to broadening the participation of MSIs in its financial assistance programs. Treasury's goals include achieving full participation of MSIs in order to advance the development of human potential, strengthen the nation's capacity to provide high-quality education,and increase opportunities for MSIs to participate in and benefit from federal financial assistance programs. Treasury encourages recipients to include meaningful participation of MSIs.Institutions eligible to be considered MSIs are listed on the Department of Education website at http://www2.ed.gov/about/offices/list/ocr/edlite-minorityinst.html. Care and Use of Live Vertebrate Animals Recipients must comply with the Laboratory Animal Welfare Act of 1966 (Public Law 89- 544), as amended,(7 U.S.C. §2131 et seq.)(animal acquisition,transport,care,handling,and use in projects),and implementing regulations,9 C.F.R.Parts 1,2,and 3;the Endangered Species Act,as amended,(16 U.S.C. § 1531 et seq.);Marine Mammal Protection Act,as amended,(16 U.S.C. § 1361 et seq.)(taking possession, transport, purchase, sale, export or import of wildlife and plants); the Nonindigenous Aquatic Nuisance Prevention and Control Act, as amended,(16 U.S.C. §4701 et seq.)(ensure preventive measures are taken or that probable harm of using species is minimal if there is an escape or release); and all other applicable statutes pertaining to the care,handling,and treatment of warm blooded animals held for research,teaching, or other activities supported by federal financial assistance. Publications and Signage Any publications (except scientific articles or papers appearing in scientific, technical, or professional journals) or signage produced with funds from this Award, or informing the public about the activities funded in whole or in part by this Award, must clearly display the following language: "This project was paid for [in part] with federal funding from the Department of the Treasury under the Resources and Ecosystems Sustainability,Tourist Opportunities, and Revived Economies of the Gulf Coast States Act of 2012(RESTORE Act)."Publications(except scientific articles or papers appearing in scientific,technical, or professional journals) produced with funds from this Award must display the following,additional language: "The statements, findings, conclusions, and recommendations are those of the author(s)and do not necessarily reflect the views of the Department of the Treasury." FCP-5 0 EXHIBIT A FEDERAL CONTRACT PROVISIONS Homeland Security Presidential Directive 12 If the performance of this Award requires the recipient's personnel to have routine access to Treasury- controlled facilities and/or Treasury-controlled information systems (for purpose of this term "routine access" is defined as more than 180 days), such personnel must undergo the personal identity verification credential process. In the case of foreign nationals, Treasury will conduct a check with U.S. Citizenship and Immigration Services' (USCIS) Verification Division, a component of the Department of Homeland Security(DHS), to ensure the individual is in a lawful immigration status and that he or she is eligible for employment within the United States.Any items or services delivered under this Award must comply with Treasury personal identity verification procedures that implement Homeland Security Presidential Directive 12,"Policy for a Common Identification Standard for Federal Employees and Contractors",FIPS PUB 201, as amended, and OMB Memorandum M-05-24, as amended. The County must ensure that its contractors(at all tiers)performing work under this Award comply with the requirements contained in this Section V.14.Treasury may delay final payment under this Award if the contractor fails to comply with the requirements listed in the section below. The County must insert the following term in all contracts when the contractor is required to have routine physical access to a Treasury-controlled facility or routine access to a Treasury-controlled information system: a. The contractor must comply with Treasury personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive 12 (HSPD-12), Office of Management and Budget (OMB) Guidance M-05-24, as amended, and Federal Information Processing Standards Publication, FIPS PUB 140-2, as amended, for all employees under this contract who require routine physical access to a federally controlled facility or routine access to a federally controlled information system. b.The contractor must account for all forms of government-provided identification issued to the contractor employees in connection with performance under this contract. The contractor must return such identification to the issuing agency at the earliest of any of the following,unless otherwise determined by Treasury: i. When no longer needed for contract performance; ii.Upon completion of the contractor employee's employment;or iii. Upon contract completion or termination. Foreign Travel The contractor may not use funds from this contract for travel outside of the United States unless Treasury provides prior written approval. Non-Discrimination Requirements -No person in the United States shall, on the ground of race, color, national origin,handicap,age,religion,or sex,be excluded from participation in,be denied the benefits of, or be subject to discrimination under any program or activity receiving federal financial assistance. The recipient is required to comply with all non-discrimination requirements summarized in this section,and to ensure that all contracts contain these nondiscrimination requirements. 1.Statutory Provisions a. Title VI of the Civil Rights Act of 1964(42 U.S.C. §§ 2000d et seq.)prohibits discrimination on the grounds of race,color, or national origin under programs or activities receiving federal financial assistance; b.Title IX of the Education Amendments of 1972(20 U.S.C.§§ 1681 et seq.)prohibits discrimination on the basis of sex under federally assisted education programs or activities; FCP-6 , EXHIBIT A FEDERAL CONTRACT PROVISIONS c. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794) prohibits discrimination on the basis of handicap under any program or activity receiving or benefitting from federal assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), prohibits discrimination on the basis of age in programs or activities receiving federal financial assistance; e.The Americans with Disabilities Act of 1990,as amended(42 U.S.C. §§ 12101 et seq.)("ADA"), including the ADA Amendments Act of 2008 (Public Law 110-325, ("ADAAA"), prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto,as well as public or private entities that provide public transportation; f.Any other applicable non-discrimination law(s). 2.Regulatory Provisions a. Treasury Title VI regulations, 31 C.F.R. Part 22, implement Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000d, et seq.) which prohibits discrimination on the grounds of race, color,or national origin under programs or activities receiving federal financial assistance; b. Treasury Title IX regulations, 31 Part 28, implement Title IX of the Education Amendments of 1972 (20 U.S.C. §§ 1681 et seq.)which prohibits discrimination on the basis of sex under federally assisted education programs or activities. 3.Other Provisions a. Parts II and III of EO 11246 (30 Fed. Reg. 12319, 1965), "Equal Employment Opportunity," as amended by EO 11375 (32 Fed. Reg. 14303, 1967) and 12086 (43 Fed. Reg. 46501, 1978),require federally assisted construction contracts to include the nondiscrimination provisions of§§ 202 and 203 of EO 11246 and Department of Labor regulations implementing EO 11246 (41 C.F.R. § 60- 1.4(b), 1991). b. EO 13166 (August 11, 2000), "Improving Access to Services for Persons With Limited English Proficiency," requires federal agencies to examine the services provided, identify any need for services to those with limited English proficiency (LEP), and develop and implement a system to provide those services so LEP persons can have meaningful access to them. 4.Title VII Exemption for Religious Organizations Generally,Title VII of the Civil Rights Act of 1964,42 U.S.C. §§2000e et seq.,provides that it shall be an unlawful employment practice for an employer to discharge any individual or otherwise to discriminate against an individual with respect to compensation,terms, conditions, or privileges of , employment because of such individual's race,color,religion,sex,or national origin.However,Title VII, 42 U.S.C. § 2000e-1(a), expressly exempts from the prohibition against discrimination on the basis of religion, a religious corporation, association, educational institution, or society with respect to the employment of individuals of a particular religion to perform work connected with the carrying on by such corporation,association,educational institution,or society of its activities. 5.Protections for Whistleblowers In accordance with 41 U.S.C. § 4712,neither the recipient nor any of its subrecipients, contractors (vendors), or subcontractors may discharge, demote, or otherwise discriminate against an employee as a reprisal for disclosing information to a person or entity listed below that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant,a gross waste of federal FCP-7 EXHIBIT A FEDERAL CONTRACT PROVISIONS funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract)or grant: a.A Member of Congress or a representative of a committee of Congress; b.An Inspector General; c. The Government Accountability Office; d.A Treasury employee responsible for contract or grant oversight or management; e. An authorized official of the Department of Justice or other law enforcement ag ency; f. A court or grand jury;and/or g. A management official or other employee of the recipient, subrecipient, vendor, contractor (vendor), or subcontractor who has the responsibility to investigate, discover, or address misconduct. STATE PROVISIONS Conflict of Interest- This Contract/Work Order is subject to chapter 112,F.S. The vendor shall disclose the name of any officer, director, employee, or other agent who is also an employee of the State. Grantee shall also disclose the name of any State employee who owns,directly or indirectly,more than a five percent (5%)interest in the Contractor's company or its affiliates. Interest of Members of, or Delegates to, Congress or Legislature — No member or delegate to the Congress of the United States, or the State of Florida legislature, shall be admitted to any share or part of the contract or any benefit arising therefrom. Discriminatory Vendors —Contractor shall disclose if they appear on the discriminatory vendor list. An entity or affiliate placed on the discriminatory vendor list pursuant to section 287.134, F.S. may not: 1) Submit a bid on an agreement to provide any goods or services to a public entity; 2) Submit a bid on an agreement with a public entity for the construction or repair of a public building or public work;3)Submit bids on leases of real property to a public entity; or 4) Be awarded or perform work as a consultant under an agreement with any public entity; or transact business with any public entity. Lobbying - No funds received pursuant to this Agreement may be expended for lobbying the State Legislature,the judicial branch,or a state agency. Inspector General Cooperation - Contractor and subcontractors are obligated to comply with Section 20.055(5), Florida Statutes which states, "It is the duty of every state officer, employee, agency, special district, board, commission, contractor, and subcontractor to cooperate with the inspector general in any investigation, audit, inspection, review, or hearing pursuant to this section. Beginning July 1, 2015, each contract, bid, proposal, and application or solicitation for a contract shall contain a statement that the corporation,partnership,or person understands and will comply with this subsection." Scrutinized Companies—Pursuant Section 215.473, F.S.the Local Sponsor subcontractor certifies that it is not listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,and/or Scrutinized Companies with Activities in Israel List(eff. 10.1.2016). Created Pursuant to Subsection 287.135(5),F.S.,the subcontractor agrees the County may immediately terminate this Agreement for cause subcontractor is found to have submitted a false certification or if the subcontractor is placed on the Scrutinized Companies list during the term of the Agreement. FCP-8 EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES GRANT CERTIFICATIONS AND ASSURANCES THE FOLLOWING DOCUMENTS NEED TO BE RETURNED WITH SOLICIATION DOCUMENTS BY DEADLINE TO BE CONSIDERED RESPONSIVE 1. Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Primary Covered Transactions 2. Certification regarding Lobbying 3. Conflict of Interest 4. Anticipated DBE,M/WBE or VETERAN Participation Statement 5. Opportunity List for Commodities and Contractual Services and Professional Consultant Services 6. Acknowledgement of Grant Terms and Conditions GCA- 1 0 EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COLLIER COUNTY Certification Regarding Debarment,Suspension,and Other Responsibility Matters Primary Covered Transactions (1) The prospective primary participant certifies to the best of its knowledge and belief,that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction;violation of Federal or State antitrust statutes or commission of embezzlement,theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions(Federal, State or local)terminated for cause or default. (2) Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. James N. Marino, P.E., D.CE Collier County Comprehensive Watershed Improvements Plan Name Project Name President 18-7245 Title Project Number Taylor Engineering,.Inc. 59-2850478 Firm Tax ID Number 18-156-1168 DUNS Number 10151 Deerwood Park Blvd.,Bldg. 300, Ste.300,Jacksonville,FL 32256 Street A 0 r,; • `IV _tate,Zip K nature lob GCA -2 t L-1 EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COLLIER COUNTY Certification Regarding Lobbying • The undersigned Taylor Engineering, Inc. (Vendor/Contractor) certifies,to the best of his or her knowledge and belief,that: (I)No State appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of an agency, a member of the Legislature, an officer or employee of the judicial branch,or an employee of a State agency in connection with the awarding of any State contract, the making of any State grant, the making of any State loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any State contract,grant,loan,or cooperative agreement. (2) No grantee, nor its persons or affiliates, may employ any person or organization with funds received pursuant to any State agreement for the purpose of lobbying the Legislature, the judicial branch, or a State agency. The purpose of lobbying includes,but is not limited to, salaries,travel expenses and per diem,the cost for advertising, including production costs; postage;entertainment; and telephone and telegraph;and association dues. The provisions of this paragraph supplement the provisions of section 11.062, Florida Statutes, which is incorporated by reference into this solicitation,purchase order or contract. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements)and that all subrecipients shall certify and disclose accordingly. The Vendor/Contractor; Taylor Engineering, Inc. , certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition,the Contractor understands and agrees that the provisions of 11.062,Florida Statutes., apply to this certification and disclosure, if any. James N. Marino, P.E., D.CE Name of Authorized Official • Presider ' Title / ,/If 7r •_ Signature of Vendor/Contractor's Authorized Official / 1 2/5/1 7 Date L GCA - 3 � . EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COLLIER COUNTY Conflict of Interest Certification 18-7245 Collier County Solicitation No. James N. Marino , hereby certify that to the best of my knowledge, neither I nor my spouse, dependent child, general partner, or any organization for which I am serving as an officer, director,trustee,general partner or employee,or any person or organization with whom I am negotiating or have an arrangement concerning prospective employment has a financial interest in this matter. I further certify to the best of my knowledge that this matter will not affect the financial interests of any member of my household. Also, to the best of my knowledge, no member of my household; no relative with whom I have a close relationship; no one with whom my spouse, parent or dependent child has or seeks employment; and no organization with which I am seeking a business relationship nor which I now serve actively or have served within the last year are parties or represent a party to the matter. I also acknowledge my responsibility to disclose the acquisition of any financial or personal interest as described above that would be affected by the matter, and to disclose any interest I, or anyone noted above, has in any, person or organization that does become involved in,or is affected ata-later date by,the conduct of this matter. James N. Marino, P..h., D.CE Name /Signature f,. President 12/5/17 Position Date Privacy Act Statement Title I of the Ethics in Government Act of 1978 (5 U.S.C. App.), Executive Order 12674 and 5 CFR Part 2634, Subpart I require the reporting of this information. The primary use of the information on this form is for review by officials of The Justice Department to determine compliance with applicable federal conflict of interest laws and regulations. Additional disclosures of the information on this report may be made: (I) to a federal, state or local law enforcement agency if the Justice Department becomes aware of a violation or potential violation of law or regulations; (2)to a court or party in a court or federal administrative proceeding if the government is a party or in order to comply with a judge-issued subpoena; (3) to a source when necessary to obtain information relevant to a conflict of interest investigation or decision; (4) to the National Archives and Records Administration or the General Services Administration in records management inspections; (5) to the Office of Management and Budget during legislative coordination on private relief legislation; and (6) in response to a request for discovery or for the appearance of a witness in a judicial or administrative proceeding, if the information is relevant to the subject matter. This confidential certification will not be disclosed to any requesting person unless authorized by law. See also the OGE/GOVT-2 executive branch-wide Privacy Act system of records. GCA -4 �� x. EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COWER COUNTY ANTICIPATED DISADVANTAGED, MINORITY,WOMEN OR VETERAN PARTICIPATION STATEMENT Status will be verified. UnYertfable status will requite the PRIME to either prolvde a re‘rised statement or provide source documentation that validates a status. A. PRIME VENDOR/CONTRACTOR INFORMATION PIUME NAME PRIME f E,D NUMBER CONTRACT DOLLAR AMOUNT Taylor Engineering, Inc. 59-2850478 TBD IS THE PRI ME A FLORIDACE MINED DISADVANTAGED, VETERAN Y IS 1HE ACTIVFTY Of THIS CONTRACT- .MINORITY OR WOMEN BUSINESS ENTERPRISE? DBE? I, CONSTRUCTION? N pal/MUM/BEI OR HAVE A SMALL DISADYANTS4ES Y .4 ? BUSINESS ACSERT1FICATIOr,FROM THE SMALL EuswEss MBE? CON sourAr tatl N N ADMINISTRATION1 A SERVICE DISABLED VETERAN.7' WCE? OTHER7' Ste SA? V11,1 IS TH,S SJBMISSON REVIS/ON? V N F YES,REV:SION NUMBER B. IF PRIME HAS SUBCONTRACTOR OR SUPPUER WHO IS A DISADVANTAGED MINORITY,WOMEN-OWNED,SMALL BUSINESS CONCERN OR SERVICE DISABLED VETERAN,PRIME IS TO COMPLETE THIS NEXT SECTION I DBE MANBE SUBCONTRACTOR OR SUPPLIER TYPE OF WORK OR ETHNICITY CODE SUB/SUPPLIER PERCENT OF CONTRACT VETERAN NAME SPECIALTY 4See Belowl DOU-AR AMOUNT DOLLARS DBE Marco Surveying and Surveying 0 TBD TBD Mapping,LLC MBE Robau and Associates,LLC Engineering HA TBD TBD TOTALS: C. SECTION TO BE COMPLETED BY PRIME VENDOR/CONTRACTOR NAME OF SUBMITTER DATE TITLE OF SUBMMER James N. Marino 12/5/17 President EMAIL ADDRESS OF PRIME tSUBMII ER) TELEPHONE NUMBER FAX NUMBER jmarino@taylorengineering.com 904-731-7040 9047731-9847 NOTE:This information is used to track and report anticipated DBE or MBE participation in fecierallw-runded contract. The anticipated DBE or MBE amount is voluntary and will not become part of the contractual terms, This form must be submitted at time of response to a solicitation. :f and when awarded a County contract the prime will be asked to update the information for the grant compliance files. ETHNICITY CODE Biacir American BA Hispanic American HA Native American NA Sti bunt,Asian American SAA Asian-Pacific Amencan APA Non•Mincr irf Women NMW Other:not of any other group listed D.SECTION TO BE COMPLETED BY COLLIER COUNTY DEPARTMENT NAME COWER CONTRACT C[If 51PFP or PO/PED) GRANT PROGRAM/CONTRACT ACCEPTED BY: DATE 1"1" EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES coLuER c cAirsr,,,GT.,.:-.i CCir`..'1=1:4T4c'S FOR)... 13ID OPPORTUNITY LIST FOR COMMODITIES AND CONTRACTUAL SERVICES AND PROFESSIONAL CONSULTANT SERVICES a is the poficy cf Cattier County that disadvantaged businesses and minority vendors-,os defined in the Code of Federal Regulations(CFR)or Florida Statutes(fStt,must have the opportunity to partote err contracts with federal andior state grant assistance_ Taylor Engineering,Inc. Prime Contractor/Prime Consultant: 10151 Deerwood Park Blvd.,Bldg 300,Ste 300,Jacksonville,FL 32256/904-7311-7040 Address and Phone Number Procurement Number/Advertisement Number: RPS No. 18-7245 The list below s intended to bee listiiv of firms that are,or attempting to,participate on the project numbered above. The list must include the firm bidding or quoting as prime,as well as subs and suppliers quoting for partkipation. Prime contractors and consukants must provide information for Numbers 1,2,3,and 4;arid,should provide an information they have for Numbers 5,6,7,and S. This form must be submitted with the bid p.xlIage. ... 1. Federal Tax ID Number 59-2850478 6. DBE B.Annual Cross Receipts — • 2. Firm Name. Taylor Engineering,Inc. X Non-DISE Less than Si mOlion • 3. Phone Numbe5. 904-731-7040 5etvoaen 51.5 million 4. Address 10151 Deerwood Park Blvd.. X Prime X Between$5-10million Bldg 300,Ste 300. 7 subcontractor _between$10-15million Jacksonville FL"17/S6 subcoasuftant More than 5.15 million — 5. Year Firm Established. 1983 1. Federal Taxi°Number: 59-27425096. DBE S. Annual CTOSS Receipts — 2. Firm Name: Degrove Surveyors. oc. Ei Non-DBE Less than Si million 3. Phone Number 904-722-0400 X Between 51-5 miliion 4. Address 2131 Corporate Square Blvd. —Between 55-10 million Jacksonville,FL 32216 7. Subcontractor Between 516-15million —. X Subconsultant More than 515 million 5.Year Firm Established: 197] 1. Federal Tax iDttumber 20-4894676 6.E] DBE 6. Annual Gross Receipts 2. Firm Name: Earth Tech Environmental Non-DBE Less than 51 million 3.Phone Number 239-304-0030 X Between 51-5 million a. address 1600 Jolea Ave. between$5-10 million Bonita Springs,FL 34135 7,77 subcontractor ---. between 510-13 million --. -3r Subconsultant More than 515million 5.Year Firm Established- 2006 1. Federal TO ID Number 26-704891 6.E Des 6. Annual Gross Receipts 2. Firrft Name. Marco Surveying and Mapping Non-DBE _X_Less than 51 million 5. Phone Number- 239-389-0026Between 51-5 million —. Address 3825 Beck Blvd.,Ste 725Between;5-16million ,..--- —. Naples, FL 34114 7. Subcontr aCtOr ,_...,Between 510-15 million X Suboxisultant More than 515 million — — 5. Year Firm Established-. 2008 ,,-----\ Qkj1 Continued on next page EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COLL.VER Cf.".0.3;11-Y C;;;.41:17 COYPU al CE Foni..., pi)OPPORTUNITY LIST FOR COMMODITIES AND CONTRACTUAL SERVICES AND PROFESSIONAL CONSULTANT SERVICES It is the policy of collier County that disartvontaged businesses and minority vendors,as defined in the code of Federal Regulations(CFR)or Plarkla Statutes(E5),must hove the opportunity to part:tip:de an con tracts with fecierof and/or state grant assistance. Taylor Engineering,Inc. • Prime contractor/Prime Consultant: 10151 Deerwood Park Blvd.,Bldg 300,Ste 300,Jacksonville, FL 32256/904-731-7040 Address and Phone Number: Procurement NumbedAdvertisement Number: RPS No. 18-7245 The list below is intended to be a lisbrig of firms that are,or attempting to,participate on the project numbered above. The list must • indude the 6 rm bidding or quoting as prime,as well as subs and suppliers quoting for participation. Prime contractors and consultants must provide information for Numbers 1,2,3,and 4;and should provide any information they have for Numbers 5,6,7,and B.This form must be submitted with the bid package. 1. Federal Tax ID Number: 61-1553905 6. X. DUE 8. Annual gross Receipts 2. Firm Name: Robau and Associates,LLC Non-DBE Less than$1 mi lion — 3. Phone Number: 239-206-8000 Between$1-5 million —. d.Addrem 2770 S. Horseshoe Dr.,Ste 7Between 5 5-.10 million —.4 Naples,FL 34104 7. Subcontractor Between$113-15 million — Subconsuitant More than 5 15 million 5. Year Firm Established: 2008 1. Federal Tax IC Number 6.Ei DBE S. Annual Gross Receipts 2. Firm Name: Non-DBE _Less than 5 1 million 3. Phone NumberBetween 5 1-5 million _. 4.AddressBetween 5 5-10 million — 7.E Subcontractor Between 510-15 million — Subconsultant More than$15 million —. 5.Year Firm Established: 1. Federal Tax ID Number: 6 _ DBE B. Annual Gross Receipts — 2. Firm Name: Non-DBE Less than$1 million _ — 3. Phone Number: Between$1-5 million 4. Address _ Between$5-10 million Subcontractor Between 5 10-15 million, — i--- Subconsultant More than$15 million _ — 5.Year Firm Established: 1. Federal Tax ID Number: 6. DBE B. Annual Gross Receipts — 2. Firm Name: Non-DBE Less than$1 million —_. —.. 3.Phone Number: Between$1-5 million — 4. AddressBetween 5 5-10 million 7.E Subcontractor Between$10-15 million — Subconsultant More than 51.5 million — 5. Tear Firm Established: (0D EXHIBIT B GRANT CERTIFICATIONS AND ASSURANCES COLLIER COUNTY Acknowledgement of Terms,Conditions and Grant Clauses Flow Down of Terms and Conditions from the Grant Agreement Subcontracts: If the vendor subcontracts any of the work required under this Agreement, a copy of the signed subcontract must be available to the Department for review and approval. The vendor agrees to include in the subcontract that (1) the subcontractor is bound by the terms of this Agreement, (ii) the subcontractor is bound by all applicable state and federal laws and regulations, and (iii) the subcontractor shall hold the Department and Recipient harmless against all claims of whatever nature arising out of the subcontractor's performance of work under this Agreement, to the extent allowed and required by law. The recipient shall document in the quarterly report the subcontractor's progress in performing its work under this agreement. For each subcontract,the Recipient shall provide a written statement to the Department as to whether the subcontractor is a minority vendor as defined in Section 288.703,Fla. Stat. Certification On behalf of my firm, I acknowledge, and agree to perform all of the specifications and grant requirements identified in this solicitation document(s). Vendor/Contractor Name Date ,S Z 9 Authorized Signature ���-- Address 11-6"I'"? 14/y rN 4i3 R..? 4.4 0.1V S(:4 r re 2-1 j`1Thi r,4 33 6/ Solicitation/Contract# GCA-7 AcG CERTIFICATE OF LIABILITY INSURANCE DATE(NM/DOM/TY) 06/21/2018 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). PRODUCER CONTACT NAME Marsh Sponsored Programs PHONE g00 338 1391 FAX 888-621-3173 E-MAILa division of Marsh USA Inc. o.FxU: (NC,No): E-MAIaeclientre PO Box 14404 ADDRESS:aeclientreguest@marsh.com q Des Moines IA 50306 INSURER(S)AFFORDINGCOVERAGE NAIC# INSURERA:Hartford Accident & Indemnity Co 22357 IMS INSURERB:Hartford Fire Insurance Company 19682 Taylor Engineering Inc. INSURERC:Hartford Underwriters Insurance Co 30104 P.O. Box 550510 INSURER D: FL 32255-0510 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS 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 LTR TYPE OF INSURANCE 'INSRL S,WD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MMIDD/YYYY) (MM/DD/Yl'YY) A GENERAL LIABILITY Y 84SBWNA6176 11/01/2017 11/01/2018 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL UABILITY Prof. Liab Excl DAMAGE TO RENTED PREMISES(Ea occurrence) $1,000,000 _ CLAIMS-MADE X OCCUR MED EXP(Any one person) S10,000 PERSONAL BADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,00 0 7 POLICY x jT LOC $ C AUTOMOBILE LIABILITY Y 84UEGLP0627 11/01/2017 11/01/2018 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS _AUTOS HIRED AUTOS NON-OWNED Y DAMAGE $ _ AUTOS (Perr accident) A x UMBRELLA LIAR X OCCUR 84SBWNA6176 11/01/2017 11/01/2018 EACH OCCURRENCE $4,000,000 EXCESSLIAB CLAIMS-MADE AGGREGATE $4,000,000 DED X RETENTIONS 10,000 $ B WORKERS COMPENSATION 84WBGBN0954 11/01/2017 11/01/2018CSTATU- 0TH- AND EMPLOYERS'LIABILITY YIN X TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE EL.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N I A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Attach ACORD 101,Additional Remarks Schedule,If more space Is required) Re: Professional Services Collier County Comprehensive Watershed Improvement Plan Contract # 18-7245 Collier County Board of County Commissioners is named as additional insured on the above referenced policies when required by written contract. 30 days notice of cancellation will be given to cert holder per policy endorsement. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Collier County Board of County Commissioners AUTHORIZED REPRESENTATIVE 3295 Tamiami Trail E. Naples, 'L 34112 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD Client#: 1051175 TAYLOENG2 ACORDYM CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 6/22/2018 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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: USI Insurance Services, LLC PHONE 813 321-7500 FAX 1715 N.Westshore Blvd.Suite 700 E.A Tampa, FL 33607 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# 813 321-7500 INSURER A:XL Specialty Insurance Company 37885 INSURED INSURER B: Taylor Engineering, Inc INSURER C: 10151 Deerwood Park Blvd INSURER D: Bldg 300,Suite 300 INSURER E: Jacksonville, FL 32256 INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS 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 POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE J OCCUR PREMISES(Ea RENTED ence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY _JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO 'BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ _ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED 1 RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional DPR9926239 06/01/2018 06/01/2019 $2,000,000 per Claim Liability $2,000,000 Annl Aggr. DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Professional Liability coverage is written on a claims-made basis. RE: Professional Services,Collier County Comprehensive Watershed Improvement Plan,Contract#18-7245 CERTIFICATE HOLDER CANCELLATION Collier County Board of County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 3295 Tamiami Trail E. NAPLES, FL 34112 AUTHORIZED REPRESENTATIVE 01—SL. "h. 06--4:14.�---- ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD #S23330382/M23194916 JXHEW