Backup Documents 06/28/2011 Item #13A10B 'NO
MEMORANDUM
Date: August 19, 2011
To: Diana De Leon, Contract Technician
Purchasing Department
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Contract #11 -5690: CEI and Related Services for SR 84 (Radio
to Collier); CR 951 North from Collier to Main GG Canal
Contractor: Atkins North America, Inc.
Attached, is an original of the contract referenced above (Item #lOB),
approved by the Board of County Commissioners on Tuesday, June 28, 2011.
The second original contract will be held on file with the Minutes and Record's
Department in the Board's Official Records.
If you have any questions, please contact me at 252 -7240.
Thank you.
Attachment
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Purchasing Department
3327 Tamiami Trail East
Naples, Florida 34112
Telephone: (239) 252 -8941
FAX: (239) 252 -6700
Email: RhondaCummingsacolliergov.net
www.colliergov.neUpurchasing
Memorandum
Subject: Contract # 11 -5690 "CEI and Related Services for SR84 (Radio to Collier); CR951 North from Collier
to Main GG Canal"
Date: August 3, 2011
From: Diana De Leon for Rhonda Cummings, FCCN, CPPB, Procurement Strategist
To: Ray Carter, Risk Manager
This Contract was approved by the BCC on June 28, 2011 Agenda Item 10.13
The County is in the process of executing this contract with Atkins North America, Inc. The insurance
requirements begin on page D -1
Please review the Insurance Certificate(s) for the referenced Contract.
• If the insurance is not in order please contact the vendor /insurance company to obtain a proper
certificate. Once you receive the proper certificate(s), please acknowledge your approval and send to the
County Attorney's office via the attached Request for Legal Services.
• If the insurance is in order please acknowledge your approval and send to the County Attorney's office via
the attached Request for Legal Services.
If you have any questions, please contact me at the above referenced information.
DATE RECEIVED
AUG 0 4 2011
C: Marlene Messam, Project Manager, TECM RISK MANAGEMENT
(Please route to County Attorney via attached Request for Legal Services)
G/ Acquisitions/ AgentFormsandLetters /RiskMgmtReviewofl nsurance4 /15/2010/16/09
Contract #11 -5690
CEI and Related Services for
"SR84 (Davis Blvd) Radio Road to Collier Blvd; SR84/SR951 Intersection Improvements;
Collier Blvd (SR/CR 951) North to Magnolia Pond Drive; and
CR 951 (Collier Blvd) North to the Main Golden Gate Canal"
Projects #60073 & 60092
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this �1�day of u1,1e-. aa(j by and
between the Board of County Commissioners for Collier County, Florida, a political subdivision
of the State of Florida (hereinafter referred to as the "COUNTY' or "OWNER ") and Atkins North
America, Inc. authorized to do business in the State of Florida, whose business address is
4030 West Boy Scout Boulevard, Suite 700, Tampa, Florida 33607 (hereinafter referred to as
the "CONSULTANT ").
WITNESS ET H:
WHEREAS, the OWNER desires to obtain the professional Construction, Engineering
and Inspection (CEI) and related services of the CONSULTANT concerning "SR84 (Davis
Blvd) Radio Road to Collier Blvd; SR84/SR951 Intersection Improvements; Collier Blvd
(SR/CR 951) North to Magnolia Pond Drive; and CR 951 (Collier Blvd) North to the Main
Golden Gate Canal (inclusive of Projects #60073 & 60092) (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;
and
WHEREAS, the CONSULTANT has submitted a proposal for provision of those services;
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WHEREAS, the CONSULTANT represents that it has expertise in the type of
professional services that will be required for the Project.
NOW, THEREFORE, in consideration of the mutual covenants and provisions contained
herein, the parties hereto agree as follows:
ARTICLE ONE
CONSULTANT'S RESPONSIBILITY
1.1. CONSULTANT shall provide to OWNER professional Construction, Engineering and
Inspection (CEI) and related services in all phases of the Project to which this Agreement
applies.
1.2. The Basic Services to be performed by CONSULTANT hereunder are set forth in the
Scope of Services described in detail in Schedule A. The total compensation to be paid
CONSULTANT by the OWNER for all Basic Services is set forth in Article Five and Schedule B,
"Basis of Compensation ", which is attached hereto and incorporated herein.
1.3. The CONSULTANT agrees to obtain and maintain throughout the period of this
Agreement all such licenses as are required to do business in the State of Florida and in Collier
County, Florida, including, but not limited to, all licenses required by the respective state boards
and other governmental agencies responsible for regulating and licensing the professional
services to be provided and performed by the CONSULTANT pursuant to this Agreement.
1.4. The CONSULTANT agrees that, when the services to be provided hereunder relate to a
professional service which, under Florida Statutes, requires a license, certificate of authorization
or other form of legal entitlement to practice such services, it shall employ and /or retain only
qualified personnel to provide such services to OWNER.
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1.5. CONSULTANT designates Steven Martin. 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 OWNER'S prior written approval, and if so removed
must be immediately replaced with a person acceptable to OWNER.
1.6. CONSULTANT agrees, within fourteen (14) calendar days of receipt of a written request
from Owner to promptly remove and replace the Project Coordinator, or any other personnel
employed or retained by the CONSULTANT, or any subconsultants or subcontractors or any
personnel of any such subconsultants or subcontractors engaged by the CONSULTANT to
provide and perform services or work pursuant to the requirements of this Agreement, said
request may be made with or without cause. Any personnel so removed must be immediately
replaced with a person acceptable to OWNER.
1.7. The CONSULTANT represents to the OWNER that it has expertise in the type of
professional services that will be performed pursuant to this Agreement and has extensive
experience with projects similar to the Project required hereunder. The CONSULTANT agrees
that all services to be provided by CONSULTANT pursuant to this Agreement shall be subject to
the OWNER'S review and approval and shall be in accordance with the generally accepted
standards of professional practice in the State of Florida, as well as in accordance with all
applicable laws, statutes, ordinances, codes, rules, regulations and requirements of any
governmental agencies, including the Florida Building Code where applicable, which regulate or
have jurisdiction over the Project or the services to be provided and performed by
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CONSULTANT hereunder. In the event of any conflicts in these requirements, the
CONSULTANT shall notify the OWNER of such conflict and utilize its best professional
judgment to advise OWNER regarding resolution of each such conflict. OWNER'S approval of
the design documents in no way relieves CONSULTANT of its obligation to deliver complete
and accurate documents necessary for successful construction of the Project.
1.8. CONSULTANT agrees not to divulge, furnish or make available to any third person, firm
or organization, without OWNER'S prior written consent, or unless incident to the proper
performance of the CONSULTANT'S obligations hereunder, or in the course of judicial or
legislative proceedings where such information has been properly subpoenaed, any non - public
information concerning the services to be rendered by CONSULTANT hereunder, and
CONSULTANT shall require all of its employees, agents, subconsultants and subcontractors to
comply with the provisions of this paragraph
written notice of any such subpoenas.
CONSULTANT shall provide OWNER prompt
1.9 As directed by OWNER, all plans and drawings referencing a specific geographic area
must be submitted in an AutoCad Digital Exchange File (DXF) format on a CD or DVD, drawn in
the Florida State Plane East (US Feet) Coordinate System (NAD 83/90). The drawings should
either reference specific established Survey Monumentation, such as Certified Section Corners
(Half or Quarter Sections are also acceptable), or when implemented, derived from the RTK
(Real -Time Kinematic) GPS Network as provided by OWNER. Information layers shall have
common naming conventions (i.e. right -of -way - ROW, centerlines - CL, edge -of- pavement -
EOP, etc), and adhere to industry standard CAD specifications.
ARTICLE TWO
ADDITIONAL SERVICES OF CONSULTANT
If authorized in writing by OWNER through an Amendment to this Agreement, CONSULTANT
shall furnish or obtain from others Additional Services of the types listed in Article Two herein.
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The agreed upon scope, compensation and schedule for Additional Services shall be set forth in
the Amendment authorizing those Additional Services. With respect to the individuals with
authority to authorize Additional Services under this Agreement, such authority will be as
established in OWNER'S Administrative Procedures in effect at the time such services are
authorized. These services will be paid for by OWNER as indicated in Article Five and
Schedule B. Except in an emergency endangering life or property, any Additional Services must
be approved in writing via an Amendment to this Agreement prior to starting such services.
OWNER will not be responsible for the costs of Additional Services commenced without such
express prior written approval. Failure to obtain such prior written approval for Additional
Services will be deemed: (i) a waiver of any claim by CONSULTANT for such Additional
Services and (ii) an admission by CONSULTANT that such Work is not additional but rather a
part of the Basic Services required of CONSULTANT hereunder. If OWNER determines that a
change in the Agreement is required because of the action taken by CONSULTANT in response
to an emergency, an Amendment shall be issued to document the consequences of the
changes or variations, provided that CONSULTANT has delivered written notice to OWNER of
the emergency within forty -eight (48) hours from when CONSULTANT knew or should have
known of its occurrence. Failure to provide the forty -eight (48) hour written notice noted above,
waives CONSULTANT'S right it otherwise may have had to seek an adjustment to its
compensation or time of performance under this Agreement. The following services, if not
otherwise specified in Schedule A as part of Basic Services, shall be Additional Services:
2.1. Preparation of applications and supporting documents (except those already to be
furnished under this Agreement) for private or governmental grants, loans, bond issues or
advances in connection with the Project.
2.2. Services resulting from significant changes in the general scope, extent or character of
the Project or its design including, but not limited to, changes in size, complexity, OWNER'S
schedule or character of construction; and revising studies, reports, design documents or
Contract Documents previously accepted by OWNER when such revisions are required by
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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.
2.3 Providing renderings or models for OWNER'S use.
2.4 Investigations and studies involving detailed consideration of operations, maintenance
and overhead expenses; the preparation of feasibility studies, cash flow and economic
evaluations, rate schedules and appraisals; and evaluating processes available for licensing and
assisting OWNER in obtaining such process licensing.
2.5. Furnishing services of independent professional associates and consultants for other
than the Basic Services to be provided by CONSULTANT hereunder.
2.6. Services during travel outside of Collier and Lee Counties required of CONSULTANT and
directed by OWNER, other than visits to the Project site or OWNER's office.
2.7 Preparation of operating, maintenance and staffing manuals, except as otherwise
provided for herein.
2.8. Preparing to serve or serving as a CONSULTANT or witness for OWNER in any litigation,
or other legal or administrative proceeding, involving the Project (except for assistance in
consultations which are included as part of the Basic Services to be provided herein).
2.9 Additional services rendered by CONSULTANT in connection with the Project, not
otherwise provided for in this Agreement or not customarily furnished in Collier County as part of
the Basic Services in accordance with generally accepted professional practice.
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ARTICLE THREE
OWNER'S RESPONSIBILITIES
3.1. The OWNER shall designate in writing a project manager to act as OWNER'S
representative with respect to the services to be rendered under this Agreement (hereinafter
referred to as the "Project Manager "). The Project Manager shall have authority to transmit
instructions, receive information, interpret and define OWNER'S policies and decisions with
respect to CONSULTANT'S services for the Project. However, the Project Manager is not
authorized to issue any verbal or written orders or instructions to the CONSULTANT that would
have the effect, or be interpreted to have the effect, of modifying or changing in any way
whatever:
(a) The scope of services to be provided and performed by the CONSULTANT
hereunder;
(b) The time the CONSULTANT is obligated to commence and complete all such
services; or
(c) The amount of compensation the OWNER is obligated or committed to pay the
CONSULTANT.
3.2. The Project Manager shall:
(a) Review and make appropriate recommendations on all requests submitted by
the CONSULTANT for payment for services and work provided and performed
in accordance with this Agreement;
(b) Provide all criteria and information requested by CONSULTANT as to OWNER'
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 OWNER'S
possession pertinent to the Project, including existing drawings, specifications,
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shop drawings, product literature, previous reports and any other data relative
to the Project;
(d) Arrange for access to and make all provisions for CONSULTANT to enter the
Project site to perform the services to be provided by CONSULTANT under this
Agreement; and
(e) Provide notice to CONSULTANT of any deficiencies or defects discovered by
the OWNER with respect to the services to be rendered by CONSULTANT
hereunder.
ARTICLE FOUR
TIME
4.1. Services to be rendered by CONSULTANT shall be commenced subsequent to the
execution of this Agreement upon written Notice to Proceed from OWNER for all or any
designated portion of the Project and shall be performed and completed in accordance with the
Project Milestone Schedule attached hereto and made a part hereof as Schedule C. Time is of
the essence with respect to the performance of this Agreement.
4.2. Should CONSULTANT be obstructed or delayed in the prosecution or completion of its
services as a result of unforeseeable causes beyond the control of CONSULTANT, and not due
to its own fault or neglect, including but not restricted to acts of nature or of public enemy, acts
of government or of the OWNER, fires, floods, epidemics, quarantine regulations, strikes or
lock -outs, then CONSULTANT shall notify OWNER in writing within five (5) working days after
commencement of such delay, stating the specific cause or causes thereof, or be deemed to
have waived any right which CONSULTANT may have had to request a time extension for that
specific delay.
4.3. No interruption, interference, inefficiency, suspension or delay in the commencement or
progress of CONSULTANT'S services from any cause whatsoever, including those for which
OWNER may be responsible in whole or in part, shall relieve CONSULTANT of its duty to
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perform or give rise to any right to damages or additional compensation from OWNER.
CONSULTANT'S sole remedy against OWNER will be the right to seek an extension of time to
its schedule provided, however, the granting of any such time extension shall not be a condition
precedent to the aforementioned "No Damage For Delay" provision. This paragraph shall
expressly apply to claims for early completion, as well as claims based on late completion.
Provided, however, if through no fault or neglect of CONSULTANT, the services to be provided
hereunder have been delayed for a total of 180 calendar days, CONSULTANT'S compensation
shall be equitably adjusted, with respect to those services that have not yet been performed, to
reflect the incremental increase in costs experienced by CONSULTANT, if any, as a result of
such delays.
4.4 Should the CONSULTANT fail to commence, provide, perform or complete any of the
services to be provided hereunder in a timely manner, in addition to any other rights or remedies
available to the OWNER hereunder, the OWNER at its sole discretion and option may withhold
any and all payments due and owing to the CONSULTANT until such time as the
CONSULTANT resumes performance of its obligations hereunder in such a manner so as to
reasonably establish to the OWNER's satisfaction that the CONSULTANT'S performance is or
will shortly be back on schedule.
4.5 In no event shall any approval by OWNER authorizing CONSULTANT to continue
performing Work under this Agreement or any payment issued by OWNER to CONSULTANT be
deemed a waiver of any right or claim OWNER may have against CONSULTANT for delay or
any other damages hereunder.
ARTICLE FIVE
COMPENSATION
5.1. Compensation and the manner of payment of such compensation by the OWNER for
services rendered hereunder by CONSULTANT shall be as prescribed in Schedule B, entitled
"Basis of Compensation ", which is attached hereto and made a part hereof.
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ARTICLE SIX
OWNERSHIP OF DOCUMENTS
6.1. Upon the completion or termination of this Agreement, as directed by OWNER,
CONSULTANT shall deliver to OWNER copies or originals of all records, documents, drawings,
notes, tracings, plans, Auto CADD files, specifications, maps, evaluations, reports and other
technical data, other than working papers, prepared or developed by or for CONSULTANT
under this Agreement ( "Project Documents "). OWNER shall specify whether the originals or
copies of such Project Documents are to be delivered by CONSULTANT. CONSULTANT shall
be solely responsible for all costs associated with delivering to OWNER the Project Documents.
CONSULTANT, at its own expense, may retain copies of the Project Documents for its files and
internal use.
6.2. Notwithstanding anything in this Agreement to the contrary and without requiring OWNER
to pay any additional compensation, CONSULTANT hereby grants to OWNER a nonexclusive,
irrevocable license in all of the Project Documents for OWNER'S use on this Project.
CONSULTANT warrants to OWNER that it has full right and authority to grant this license to
OWNER. Further, CONSULTANT consents to OWNER'S use of the Project Documents to
complete the Project following CONSULTANT'S termination for any reason or to perform
additions to or remodeling, replacement or renovations of the Project. CONSULTANT also
acknowledges OWNER may be making Project Documents available for review and information
to various third parties and hereby consents to such use by OWNER.
ARTICLE SEVEN
MAINTENANCE OF RECORDS
7.1. CONSULTANT will keep adequate records and supporting documentation which concern
or reflect its services hereunder. The records and documentation will be retained by
CONSULTANT for a minimum of five (5) years from (a) the date of termination of this
Agreement or (b) the date the Project is completed, whichever is later, or such later date as may
be required by law. OWNER, or any duly authorized agents or representatives of OWNER,
shall, free of charge, have the right to audit, inspect and copy all such records and
documentation as often as they deem necessary during the period of this Agreement and during
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the five (5) year period noted above, or such later date as may be required by law; provided,
however, such activity shall be conducted only during normal business hours.
ARTICLE EIGHT
INDEMNIFICATION
8.1. To the maximum extent permitted by Florida law, CONSULTANT shall indemnify and
hold harmless OWNER, its officers and employees from any and all liabilities, damages, losses
and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the
extent caused by the negligence, recklessness, or intentionally wrongful conduct of
CONSULTANT or anyone employed or utilized by the CONSULTANT in the performance of this
Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce
any other rights or remedies which otherwise may be available to an indemnified party or person
described in this paragraph 8.1.
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, Florida, as an additional insured as to the
operations of CONSULTANT under this Agreement and shall contain a
severability of interests provisions.
9.3.2. Companies issuing the insurance policy or policies shall have no recourse
against OWNER for payment of premiums or assessments for any
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deductibles which all are at the sole responsibility and risk of
CONSULTANT.
9.3.3. All insurance coverages of CONSULTANT shall be primary to any
insurance or self- insurance program carried by OWNER applicable to this
Project, and the "Other Insurance" provisions of any policies obtained by
CONSULTANT shall not apply to any insurance or self- insurance program
carried by OWNER applicable to this Project.
9.3.4. The Certificates of Insurance, which are to be provided in the form
attached as Attachment I to Schedule D, must identify the specific Project
name, as well as the site location and address (if any).
9.3.5. All insurance policies shall be fully performable in Collier County, Florida,
and shall be construed in accordance with the laws of the State of Florida.
9.3.6. All insurance policies to be provided by CONSULTANT pursuant to the
terms hereof must expressly state that the insurance company will accept
service of process in Collier County, Florida and that the exclusive venue
for any action concerning any matter under those policies shall be in the
appropriate state court situated in Collier County, Florida.
9.4. CONSULTANT, its subconsultants and OWNER shall waive all rights against each other
for damages covered by insurance to the extent insurance proceeds are paid and
received by OWNER, except such rights as they may have to the proceeds of such
insurance held by any of them.
9.5 All insurance companies from whom CONSULTANT obtains the insurance policies
required hereunder must meet the following minimum requirements:
9.5.1. The insurance company must be duly licensed and authorized by the
Department of Insurance of the State of Florida to transact the appropriate
insurance business in the State of Florida.
9.5.2. The insurance company must have a current A. M. Best financial
rating of "Class VI" or higher.
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 OWNER. The employment of, contract with,
or use of the services of any other person or firm by CONSULTANT, as independent consultant
or otherwise, shall be subject to the prior written approval of the OWNER. No provision of this
Agreement shall, however, be construed as constituting an agreement between the OWNER
and any such other person or firm. Nor shall anything in this Agreement be deemed to give any
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such party or any third party any claim or right of action against the OWNER beyond such as
may then otherwise exist without regard to this Agreement.
10.2 Attached as Schedule F is a listing of all key personnel CONSULTANT intends to assign
to the Project to perform the Services required hereunder. Such personnel shall be committed
to this Project in accordance with the percentages noted in Schedule F. CONSULTANT also
has identified each subconsultant and subcontractor it intends to utilize on the Project in
Schedule F. All personnel, subconsultants and subcontractors identified in Schedule F shall not
be removed or replaced without OWNER'S prior written consent.
10.3 CONSULTANT is liable for all the acts or omissions of its subconsultants or
subcontractors. By appropriate written agreement, the CONSULTANT shall require each
subconsultant or subcontractor, to the extent of the Services to be performed by the
subconsultant or subcontractor, to be bound to the CONSULTANT by terms this Agreement,
and to assume toward the CONSULTANT all the obligations and responsibilities which the
CONSULTANT, by this Agreement, assumes toward the OWNER. Each subconsultant or
subcontract agreement shall preserve and protect the rights of the OWNER under this
Agreement with respect to the Services to be performed by the subconsultant or subcontractor
so that the subconsulting or subcontracting thereof will not prejudice such rights. Where
appropriate, the CONSULTANT shall require each subconsultant or subcontractor to enter into
similar agreements with its sub - subconsultants or sub - subcontractors.
10.4 CONSULTANT acknowledges and agrees that OWNER is a third party beneficiary of
each contract entered into between CONSULTANT and each subconsultant or subcontractor,
however nothing in this Agreement shall be construed to create any contractual relationship
between OWNER and any subconsultant or subcontractor. Further, all such contracts shall
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provide that, at Owner's discretion, they are assignable to OWNER 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 OWNER arising out of
this Agreement or otherwise related to the Project, and except those previously made in writing
in accordance with the terms of this Agreement and identified by CONSULTANT as unsettled at
the time of the final payment. Neither the acceptance of CONSULTANT'S services nor payment
by OWNER shall be deemed to be a waiver of any of OWNER'S rights against CONSULTANT.
ARTICLE TWELVE
TERMINATION OR SUSPENSION
12.1. CONSULTANT shall be considered in material default of this Agreement and such default
will be considered cause for OWNER to terminate this Agreement, in whole or in part, as further
set forth in this section, for any of the following reasons: (a) CONSULTANT'S failure to begin
services under the Agreement within the times specified under the Notice(s) to Proceed, and /or
(b) CONSULTANT'S failure to properly and timely perform the services to be provided
hereunder or as directed by OWNER, and /or (c) the bankruptcy or insolvency or a general
assignment for the benefit of creditors by CONSULTANT and /or by any of CONSULTANT'S
principals, officers or directors, and /or (d) CONSULTANT'S failure to obey any laws, ordinances,
regulations or other codes of conduct, and /or (e) CONSULTANT'S failure to perform or abide by
the terms and conditions of this Agreement, and /or (f) for any other just cause. The OWNER
may so terminate this Agreement, in whole or in part, by giving the CONSULTANT seven (7)
calendar days written notice of the material default.
12.2. If, after notice of termination of this Agreement as provided for in paragraph 12.1 above, it
is determined for any reason that CONSULTANT was not in default, or that its default was
excusable, or that OWNER otherwise was not entitled to the remedy against CONSULTANT
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provided for in paragraph 12.1, then the notice of termination given pursuant to paragraph 12.1
shall be deemed to be the notice of termination provided for in paragraph 12.3, below, and
CONSULTANT's remedies against OWNER shall be the same as and be limited to those
afforded CONSULTANT under paragraph 12.3, below.
12.3. OWNER shall have the right to terminate this Agreement, in whole or in part, without
cause upon seven (7) calendar days written notice to CONSULTANT. In the event of such
termination for convenience, CONSULTANT'S recovery against OWNER shall be limited to that
portion of the fee earned through the date of termination, together with any retainage withheld
and any costs reasonably incurred by CONSULTANT that are directly attributable to the
termination, but CONSULTANT shall not be entitled to any other or further recovery against
OWNER, including, but not limited to, anticipated fees or profits on work not required to be
performed. CONSULTANT must mitigate all such costs to the greatest extent reasonably
possible.
12.4. Upon termination and as directed by Owner, the CONSULTANT shall deliver to the
OWNER all original papers, records, documents, drawings, models, and other material set forth
and described in this Agreement, including those described in Section 6, that are in
CONSULTANT'S possession or under its control.
12.5. The OWNER shall have the power to suspend all or any portions of the services to be
provided by CONSULTANT hereunder upon giving CONSULTANT two (2) calendar days prior
written notice of such suspension. If all or any portion of the services to be rendered hereunder
are so suspended, the CONSULTANT'S sole and exclusive remedy shall be to seek an
extension of time to its schedule in accordance with the procedures set forth in Article Four
herein.
12.6 In the event (i) OWNER fails to make any undisputed payment to CONSULTANT within
forty -five (45) days after such payment is due or such other time as required by Florida's Prompt
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Payment Act or (ii) OWNER otherwise persistently fails to fulfill some material obligation owed
by OWNER to CONSULTANT under this Agreement, and (ii) OWNER has failed to cure such
default within fourteen (14) days of receiving written notice of same from CONSULTANT, then
CONSULTANT may stop its performance under this Agreement until such default is cured, after
giving OWNER a second fourteen (14) days written notice of 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 OWNER of CONSULTANT'S intent to
terminate this Agreement. If OWNER does not cure its default within fourteen (14) days after
receipt of CONSULTANT'S written notice, CONSULTANT may, upon fourteen (14) additional
days' written notice to the OWNER, terminate the Agreement and recover from the Owner
payment for Services performed through the termination date, but in no event shall
CONSULTANT be entitled to payment for Services not performed or any other damages from
Owner.
ARTICLE THIRTEEN
TRUTH IN NEGOTIATION REPRESENTATIONS
13.1. CONSULTANT warrants that CONSULTANT has not employed or retained any company
or person, other than a bona fide employee working solely for CONSULTANT, to solicit or
secure this Agreement and that CONSULTANT has not paid or agreed to pay any person,
company, corporation, individual or firm, other than a bona fide employee working solely for
CONSULTANT, any fee, commission, percentage, gift or any other consideration contingent
upon or resulting from the award or making of this Agreement.
13.2. In accordance with provisions of Section 287.055, (5)(a), Florida Statutes, the
CONSULTANT agrees to execute the required Truth -In- Negotiation Certificate, attached hereto
and incorporated herein as Schedule E, certifying that wage rates and other factual unit costs
TPA# 1953637.9 PSA 16
�I
supporting the compensation for CONSULTANT'S services to be provided under this
Agreement are accurate, complete and current at the time of the Agreement. The
CONSULTANT agrees that the original Agreement price and any additions thereto shall be
adjusted to exclude any significant sums by which the OWNER determines the Agreement price
was increased due to inaccurate, incomplete, or non - current wage rates and other factual unit
costs. All such adjustments shall be made within one (1) year following the end of this
Agreement.
ARTICLE FOURTEEN
CONFLICT OF INTEREST
14.1. CONSULTANT represents that it presently has no interest and shall acquire no interest,
either direct or indirect, which would conflict in any manner with the performance of services
required hereunder. CONSULTANT further represents that no persons having any such interest
shall be employed to perform those services.
ARTICLE FIFTEEN
MODIFICATION
15.1. No modification or change in this Agreement shall be valid or binding upon either party
unless in writing and executed by the party or parties intended to be bound by it.
ARTICLE SIXTEEN
NOTICES AND ADDRESS OF RECORD
16.1. All notices required or made pursuant to this Agreement to be given by the
CONSULTANT to the OWNER shall be in writing and shall be delivered by hand, by fax, or by
United States Postal Service Department, first class mail service, postage prepaid, addressed to
the following OWNER'S address of record:
Board of County Commissioners
Collier County Florida
Purchasing Department, Building G
3327 Tamiami Trail East
Naples, FL 34112
TPA# 1953637.9 PSA 17
10B !
Attention: Steven Y. Carnell
Fax: 239 - 252 -6584
16.2. All notices required or made pursuant to this Agreement to be given by the OWNER to
the CONSULTANT shall be made in writing and shall be delivered by hand, by fax or by the
United States Postal Service Department, first class mail service, postage prepaid, addressed to
the following CONSULTANT'S address of record:
Atkins North America, Inc.
1514 Broadway, Suite 203, Fort Myers, Florida 33901
Telephone: 239 - 334 -7275
Fax: 239 - 334 -7277
Attn: Michael R. Ryan, PE, PMP
16.3. Either party may change its address of record by written notice to the other party given in
accordance with requirements of this Article.
ARTICLE SEVENTEEN
MISCELLANEOUS
17.1. CONSULTANT, in representing OWNER, shall promote the best interests of OWNER
and assume towards OWNER a duty of the highest trust, confidence, and fair dealing.
17.2. No modification, waiver, suspension or termination of the Agreement or of any terms
thereof shall impair the rights or liabilities of either party.
17.3. This Agreement is not assignable, or otherwise transferable in whole or in part, by
CONSULTANT without the prior written consent of OWNER.
17.4. Waivers by either party of a breach of any provision of this Agreement shall not be
deemed to be a waiver of any other breach and shall not be construed to be a modification of
the terms of this Agreement.
TPA# 1953637.9 PSA 18
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
Schedule E
TRUTH IN NEGOTIATION CERTIFICATE
Schedule F
KEY PERSONNEL, SUBCONSULTANTS AND
SUBCONTRACTORS
TPA# 1953637.9 PSA 19
10B �I
ARTICLE EIGHTEEN
APPLICABLE LAW
18.1. This Agreement shall be governed by the laws, rules, and regulations of the State of
Florida, and by such laws, rules and regulations of the United States as made applicable to
services funded by the United States government. Any suit or action brought by either party to
this Agreement against the other party relating to or arising out of this Agreement must be
brought in the appropriate federal or state courts in Collier County, Florida, which courts have
sole and exclusive jurisdiction on all such matters.
ARTICLE NINETEEN
SECURING AGREEMENT /PUBLIC ENTITY CRIMES
19.1 CONSULTANT warrants that CONSULTANT has not employed or retained any company
or person, other than a bona fide employee working solely for CONSULTANT, to solicit or
secure this Agreement and that CONSULTANT has not paid or agreed to pay any person,
company, corporation, individual or firm, other than a bona fide employee working solely for
CONSULTANT, any fee, commission, percentage, gift or any other consideration contingent
upon or resulting from the award or making of this Agreement. At the time this Agreement is
executed, CONSULTANT shall sign and deliver to OWNER the Truth -In- Negotiation Certificate
identified in Article 13 and attached hereto and made a part hereof as Schedule E.
CONSULTANT'S compensation shall be adjusted to exclude any sums by which OWNER
determines the compensation was increased due to inaccurate, incomplete, or noncurrent wage
rates and other factual unit costs.
19.2 By its execution of this Agreement, CONSULTANT acknowledges that it has been
informed by OWNER of and is in compliance with the terms of Section 287.133(2)(a) of the
Florida Statutes which read as follows:
"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
TPA#E 1953637.9 PSA 20
108
property to a public entity, may not be awarded or perform work as a
contractor, supplier, subcontractor, or consultant under a contract with
any public entity; and may not transact business with any public entity in
excess of the threshold amount provided in s. 287.017 for CATEGORY
TWO for a period of 36 months following the date of being placed on the
convicted vendor list."
ARTICLE TWENTY
DISPUTE RESOLUTION
20.1 Prior to the initiation of any action or proceeding permitted by this Agreement to resolve
disputes between the parties, the parties shall make a good faith effort to resolve any such
disputes by negotiation. The negotiation shall be attended by representatives of CONSULTANT
with full decision - making authority and by OWNER'S staff person who would make the
presentation of any settlement reached during negotiations to OWNER for approval. Failing
resolution, and prior to the commencement of depositions in any litigation between the parties
arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation
before an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation
shall be attended by representatives of CONSULTANT with full decision - making authority and
by OWNER'S staff person who would make the presentation of any settlement reached at
mediation to OWNER'S board for approval. Should either party fail to submit to mediation as
required hereunder, the other party may obtain a court order requiring mediation under section
44.102, Fla. Stat.
20.2 Consultant Presentations
At the discretion of the County, the Consultant may be required to provide a brief update on the
Project to the Collier County Board of County Commissioners, "Board ", up to two (2) times per
contract term. Presentations shall be made in a properly advertised Public Meeting on a
schedule to be determined by the County Manager or his designee. Prior to the scheduled
presentation date, the Consultant shall meet with appropriate County staff to discuss the
presentation requirements and format. Presentations may include, but not be limited to, the
following information: Original contract amount, project schedule, project completion date and
any changes to the aforementioned since Notice to Proceed was issued.
TPA# 1953637.9 PSA 21
IN WITNESS WHEREOF, the parties hereto have executed this Professional Services
Agreement for CEI and Related Services for "SR84 (Davis Blvd) Radio Road to Collier Blvd;
SR84 /SR951 Intersection Improvements; Collier Blvd (SR/CR 951) North to Magnolia
Pond Drive; and CR 951 (Collier Blvd) North to the Main Golden Gate Canal" (inclusive of
Projects #60073 & 60092) the day and year first written above.
ATTEST" BOARD OF COUNTY COMMISSIONERS FOR
''� �;' -' COLLIER COUNTY, FLORIDA,
Dw�g ii> 81 o4
} d
D By:
a, °4 Fred W. Coyle, Chairman
Approved as to form and
legal ' iency.
Assietmt County Attorney
De?OkA
Witness
Kevin Callahan / VP
Typed Name and Title
Witn s
Atkins North America, Inc.
By: aL -
Steven W. Martin / VP
Typed Name and Title
Jacqueline Bailey / Program Assistant III
Typed Name and Title
TPA# 1953637.9 PSA 22
A"
SCHEDULE A
SCOPE OF SERVICES
Consulting, Engineering and Inspection (CEI) and Related Services for:
"SR84 (Davis Blvd) Radio Road to Collier Blvd; SR84/SR951 Intersection
Improvements; Collier Blvd (SR/CR 951) North to Magnolia Pond Drive; and
CR 951 (Collier Blvd) North to the Main Golden Gate Canal"
Projects #60073 & 60092
1.0 PURPOSE .................................................. ............................... A2
2.0 SCOPE ..................................................... ............................... A2
3.0 DEFINITIONS ............................................. ............................... A2
4.0 ITEMS TO BE FURNISHED BY COLLIER COUNTY TO
CONSULTANT ........................................... ............................... A3
5.0 ITEMS FURNISHED BY THE CONSULTANT ... ............................... A4
6.0 LIAISON ................................................... ............................... A6
7.0 COOPERATION AND PERFORMANCE OF THE
CONSULTANT ............................................ ............................... A6
8.0
REQUIREMENTS ....................................... ...............................
A7
8.1
General ........................................... ...............................
A7
8.2
Survey Control .................................. ...............................
A7
8.3
On -site inspection ............................... ...............................
A8
8.4
Testing ............................................. ...............................
A8
8.5
Management Engineering Services ........ ...............................
A9
8.6
Contractor's CPM Schedule ................. ...............................
A14
8.7
Constructability Review ........................ ...............................
A15
9.0
PERSONNEL ............................................... ...............................
A16
9.1
General Requirements ......................... ...............................
A16
9.2
Personnel Qualifications ....................... ...............................
A16
9.3
Staffing ............................................. ...............................
A16
9.4
Licensing for Equipment Operation .......... ...............................
A17
10.0 SUBCONSULTANT SERVICES ................................. ............................... A17
11.0 OTHER SERVICES ........................................ ............................... A17
12.0 POST CONSTRUCTION CLAIMS REVIEW ......... ............................... A17
13.0 CONTRADICTIONS ........................................... ............................... A18
14.0 LENGTH OF SERVICE ......................................... ............................... A18
15.0 INVOICING INSTRUCTION ............................... ............................... A18
EXHIBIT "A -A" — MINIMUM TRAINING AND EXPERIENCE STANDARDS
FOR CONSULTANT PERSONNEL ............................ ............................... AA1
TPA# 1953637.9 PSA A -1
10 B I
SCOPE OF SERVICES
CONSTRUCTION ENGINEERING AND INSPECTION
1.0 PURPOSE:
This scope of work describes and defines the services, which are required for construction
engineering, inspection, materials sampling and testing, and contract administration for the
construction project listed below.
2.0 SCOPE:
The CONSTULTANT shall be responsible for construction engineering and administrative
functions as defined in this Scope of Services and referenced manuals and procedures, which are
normally handled by a Florida Department of Transportation (FDOT) Project Engineer. The
CONSULTANT shall utilize effective control procedures, which will assure that the construction
of the project listed below is performed in reasonable conformity with the plans, specifications,
and contract provisions for such projects.
The project for which the services are required is:
COUNTY Project Nos: 60073 and 60092
Description: SR 84 from Radio Road to CR 951 to Main Golden Gate Canal
County: Collier
The CONSULTANT shall provide technical and administrative personnel meeting the
requirements set forth in Section 9.0 of this Scope of Services in appropriate numbers at the proper
times to ensure that the responsibilities assigned under this Agreement are effectively carried out.
All construction, engineering, inspection and administration activities shall be performed in
accordance with the established standard procedures and practices of the Florida Department of
Transportation. Prior to furnishing any services, the CONSULTANT shall be familiar with those
FDOT standard procedures and practices and with the procedures and practices for construction,
engineering, inspection and contract administration used by Collier County Transportation
Engineering and Construction Management Department (T.E. & C.M.D.).
The Construction Project Manager will track the execution of the construction contract in
order to ensure that the CONSULTANT is given timely authorization to begin work. While no
personnel shall be assigned until written notification by the Construction Project Manager has been
issued, the CONSULTANT shall be ready to assign personnel within two weeks of notification.
For the duration of the project, the CONSULTANT shall coordinate closely with the Construction
Project Manager and Contractor to minimize rescheduling of CONSULTANT activities due to
construction delays or changes in scheduling of Contractor activities.
3.0 DEFINITIONS:
A. CONSULTANT Senior Project Engineer: The Engineer assigned by the
CONSULTANT to manage one or more Construction Projects. This person
TPA# 1953637.9 PSA A -2
10B
may supervise other CONSULTANT employees and act as the lead Engineer
for the CONSULTANT.
B. CONSULTANT Project Engineer: The Engineer assigned by the CONSULTANT to
manage this project.
C. Construction Project Manager: The Collier County T.E. & C.M.D. employee assigned to
manage the Construction Engineering and Inspection Contracts. The Construction Project
Manager will be in responsible charge and direct control of the projects.
D. CONSULTANT: The Consulting firm under contract to Collier County for administration
of Construction Engineering and Inspection services.
E. Contractor: The individual, firm, or company contracting with Collier County T.E. &
C.M.D. for performance of work or furnishing of materials.
F. Contract: The written Agreement between Collier County and the Contractor setting forth
the obligations of the parties thereto, including but not limited to the performance of the work,
furnishing of labor and materials, and the basis of payment.
G. CONSULTANT Contract: The written Agreement between Collier County and the
CONSULTANT setting forth the obligations of the parties thereto, including but not limited to the
performance of the work, furnishing of services, and the basis of payment.
H. Engineer of Record: The Engineer noted on the Construction plans as the responsible
person for the design and preparation of the plans.
I. Community Liaison: The Collier County employee assigned to manage Public Information
for the Collier County T.E. & C.M.D.
J. OWNER: The Board of County Commissioners for Collier County, Florida, a political
subdivision of the State of Florida.
K. COUNTY: Collier County, a political subdivision of the State of Florida.
4.0 ITEMS TO BE FURNISHED BY COLLIER COUNTY TO CONSULTANT:
A. The following items will be furnished by Collier County T.E. & C.M.D.
on an as needed basis. The CONSULTANT shall submit a request in
writing for needed items to the Construction Project Manager.
1. Contract documents for each project as follows:
5 sets Construction Plans — 11" x 17"
5 sets Special Provisions
1 copy Contract Form
2. All standard forms for use under the terms of this Agreement will be
provided in hard copy at the Pre - Services meeting and via electronic
TPA# 1953637.9 PSA A -3
10B "
mail. The CONSULTANT shall utilize only Collier County forms
on the project.
5.0 ITEMS FURNISHED BY THE CONSULTANT:
The COUNTY will require a satellite office for this project. The CONSULTANT shall be
reimbursed for allowed expenses associated with this satellite office. The office must have at a
minimum the following essential items to support the project:
Office space within a desired radius to the project for the duration of the project
Office telephone
Copier rental /lease
Consultant shall list this fixed monthly cost as a line item of the cost proposal titled Field
Office Expenses ", and shall also be listed as such on invoices submitted to the COUNTY for
payment.
A. The CONSULTANT shall also furnish such other storage and parking space, as approved
by the Construction Project Manager, to effectively carry out their responsibilities under this
Agreement. The CONSULTANT shall provide the appropriate number of vehicles to
accommodate their project personnel.
Equipment supplied by the CONSULTANT shall consist of items determined by the
Construction Project Manager to be essential in order to carry out the work under this Agreement.
The CONSULTANT will provide all survey equipment, testing equipment, photographic
equipment, tapes, rules, and any other items necessary.
B. All applicable FDOT documents shall be a condition of this Agreement. The documents
normally required by the CONSULTANT are listed below. The CONSULTANT shall review this
list and obtain those documents that are not in his possession as well as any other applicable
document that may be required that are not listed below. Most items can be purchased through the
following address. All others can be acquired through the District Office or on -line at
www. dot. state. A us.
Florida Department of Transportation
Maps and Publication Sales
605 Suwannee Street, M.S. 12
Tallahassee, Florida 32399 -0450
Telephone No. (904) 488 -9220
Documents normally required by the CONSULTANT shall include, but are not limited to, the
following list of documents. The version to be used shall be in compliance with the project plans
and specifications.
1. Materials Directives: Directives convey certain FDOT practices and procedures relating to
sampling and testing of materials entering into construction project.
2. Materials Sampling, Testing, and Reporting Guide: This schedule sets out the method of
acceptance for minimum sampling frequency, sample, size, responsibility for sampling,
TPA## 1953637.9 PSA A4
108
responsibility for testing, test name, appropriate report form number, and sample
identifications information for material to be incorporated into construction project.
3. Qualified Products List of Approved Material Sources and Subsequent Updates.
4. Each of the following estimate preparation aids provided by the FDOT:
Field Standards for Final Estimates Manual
Basis of Estimate Manual
Sample Computations Manual
Final Estimate Preparation Short Course
5. Field Sampling and Testing Manual (FDOT & ASTM)
6. FDOT Standard Specifications for Road and Bridge Construction and Supplements (for all
field personnel).
7. FDOT Roadway and Traffic Design Standards (for all field personnel).
8. FDOT Structures Standards.
9. Manual on Uniform Traffic Control Devices (MUTCD).
10. Utility Accommodation Guide (FDOT)
11. A list of FDOT Training Courses relating to Construction Engineering and Inspection.
C. Field Equipment
1. Includes those non - consumable, non - expendable items which are normally needed for a
CEI project, including but not limited to the following: vehicles, facsimile machines, calculators,
tape recorders / transcribers, typewriters, computers, word processors, printers, cameras,
camcorders, communication equipment, toolboxes, fire extinguishers, first aid kits, flashers, hard
hats, safety vests, life vests (if applicable), level /rod, tripod, roll -a- meters, rain gear, shovels
wheelbarrows, hammers, portable water coolers, gauges, engineering scales, tape measures,
drafting tools, slump cone, tamping rod, nuclear density machine, measuring wheel, thermometer,
flashlights, speedy moisture kits, and turbidity meters.
2. Use -cost equipment described herein and expendable materials under this Agreement will
remain the property of the CONSULTANT and shall be removed at completion of the work.
Vehicles and hard hats shall have the name and phone number of the consulting firm visibly
displayed.
The CONSULTANT shall retain responsibility for risk of loss or damage to said equipment
during performance of this Agreement.
CONSULTANT personnel using equipment furnished by them shall input all computer coding.
The CONSULTANT will also furnish computer services /software needed for project scheduling,
documentation, and control (Primavera/Suretrak, Claim Digger, etc.).
TPA# 1953637.9 PSA A -5
106 t
Ownership and possession of computer equipment and related software, which is provided by
the CONSULTANT, shall remain at all times with the CONSULTANT. The CONSULTANT
shall retain responsibility for risk of loss or damage to said equipment during performance of this
Agreement. Field office equipment should be maintained and operational at all times.
6.0 LIAISON:
The CONSULTANT shall be fully responsible for carrying out all functions assigned to it
by this Agreement on the construction projects. All activities and decisions of the CONSULTANT
relating to the projects shall be subject to review and approval by the Construction Project
Manager.
The CONSULTANT shall provide coordination of all activities, correspondence, reports
and other communications related to its responsibilities under this Agreement necessary for the
Construction Project Manager to carry out his responsibilities.
In performing their duties, the CONSULTANT shall utilize the standard forms provided at
the Pre - Services meeting. The CONSULTANT shall utilize an Action Request form for all
requests related to CONSULTANT Contract/administrative issues. The Action Request form shall
be submitted under separate cover to Construction Project Manager with all accompanying
required documentation (Resumes, Certifications, etc.) to each. The content and format of the
Action Request form shall be in accordance with the instructions provided by the Collier County
T.E. & C.M. D.
Construction engineering and inspection forces will be required of the CONSULTANT at
all times while the Contractor is working under the construction contract. If Contractor operations
are suspended, the CONSULTANT will reduce its staff appropriately.
In the event that the suspension of Contractor operations requires the removal of
CONSULTANT forces from the project, the CONSULTANT will be allowed ten (10) days
maximum to demobilize, relocate, or terminate such forces.
It shall be the CONSULTANT'S responsibility to ensure that sufficient funds to complete
services under this Agreement remain in the CONSULTANT Contract at all times. In the event of
construction project delays or changes beyond the control of the CONSULTANT, which affect the
terms of this Agreement, the CONSULTANT shall submit a Supplemental Amendment Request to
Collier County. These requests will be submitted for County approval and execution prior to
performing additional work and prior to funds expiration, consistent with and in accordance with
the Contract Status Report, or other approved report for tracking CONSULTANT Contract funds.
Supplemental Agreements preparation, submission, and subsequent follow -up activities are the
responsibility of the CONSULTANT in accordance with Section 8.5 (29) and (30), Management
Engineering Services.
7.0 COOPERATION AND PERFORMANCE OF THE CONSULTANT:
During the term of this Agreement, the Construction Project Manager will review various
phases of CONSULTANT operations, such as construction inspection, materials sampling and
testing, and administrative activities, to determine compliance with this Agreement and to confirm
that construction work and administrative activities are performed in reasonable conformity with
FDOT and Collier County T.E. & C.M. policies, plans, specifications, and Contract provisions.
TPA# 1953637.9 PSA A -6
10B ';
The CONSULTANT shall cooperate and assist the Construction Project Manager in conducting
the reviews. If deficiencies are indicated, the CONSULTANT shall implement remedial action
immediately in conformance with Collier County T.E. & C.M.D. recommendations. Collier
County T.E. & C.M.D. recommendations and CONSULTANT responses /actions are to be properly
documented by the Construction Project Manager. No additional compensation shall be allowed
for remedial action taken by the CONSULTANT to correct deficiencies. Remedial actions and
required response times may include, but are not necessarily limited to, the following:
A. Further subdivided assigned inspection responsibilities, reassign inspection personnel, or
assign additional inspection personnel, within one week of notification.
B. Replace personnel whose performance has been determined by the Construction. Project
Manager to be inadequate. Personnel whose performance has been determined to be
unsatisfactory shall be removed immediately.
C. Immediately increase the frequency of job control testing in phases of work that are the
CONSULTANT's responsibility.
D. Increase the scope and frequency of all training conducted by the CONSULTANT.
Additionally, FDOT personnel may make special reviews of any project. The CONSULTANT
shall fully cooperate with and assist in making such reviews.
8.0 REQUIREMENTS:
8.1 General:
It shall be the responsibility of the CONSULTANT to administer the Contract to assure that
the project is constructed in reasonable conformity with the plans, specifications, and Contract
provisions.
The CONSULTANT shall observe the Contractor during various operations to ensure the
materials and methods used by the Contractor conform to the specifications of the Construction
Contract, the FDOT Standard Specifications for Road and Bridge Construction, and designated
Notes on the plans.
No CONSULTANT under contract with Collier County to perform construction
engineering and inspection or material sampling and testing on a particular project shall
subcontract with the Contractor to perform Quality Control activities on the same construction
project.
The CONSULTANT shall advise the Construction Project Manager of any omissions,
substitutions, defects, and deficiencies noted in the work of the Contractor and the corrective
action taken. Work provided by the CONSULTANT shall not relieve the Contractor of
responsibility for the satisfactory performance of the Construction Contract.
8.2 Survey Control:
TPA# 1953637.9 PSA A -7
108 "u.7
The CONSULTANT shall verify the existence and accuracy of location for all reference
points and baseline control points indicated on the plans. The CONSULTANT shall reestablish
any missing or disturbed control points as required to maintain the accuracy for survey control.
The CONSULTANT shall establish the survey control baseline(s) along with sufficient
baseline control points and benchmarks at appropriate intervals along the project for use by the
CONSULTANT in performing verification surveys of construction layout. The CONSULTANT
shall:
1. Make and record measurements necessary to calculate and document quantities for pay
items;
2. Make and record preconstruction cross section surveys of the project site where
earthwork (i.e., embankment, excavation, subsoil excavation, etc.) is part of the construction
proj ect.
3. Perform incidental engineering surveys necessary to carry out the services covered by this
Agreement and to verify and confirm the accuracy of the Contractor's survey layout work.
8.3 On -site Inspection:
The CONSULTANT shall monitor the Contractor's on -site construction operations and
inspect materials entering into the work as required to assure that the projects are completed in
reasonable conformity with the plans, specifications, and other Construction Contract provisions.
The CONSULTANT will monitor all off -site activities and fabrication. The Consultant shall keep
detailed accurate records of the Contractor's daily operations and of significant events that affect
the work.
The standard procedures and practices for inspection of construction projects are set out in
the FDOT Construction Manual. In general, the CONSULTANT shall perform in accordance with
these standard procedures and practices and with other accepted practices as appropriate and
authorized by the Construction Project Manager.
CONSULTANT employees responsible for Work Zone traffic control plan design,
implementation, inspection, and/or for supervising the selection, placement, or maintenance of
traffic schemes and devices in work zones shall be certified according to FDOT guidelines for
Maintenance of Traffic Training (Topic No. 625- 010 - 010 -a).
8.4 Testing:
The CONSULTANT shall perform, in conjunction with an independent, licensed
laboratory, whose selection has been approved in writing by the Construction Project Manager,
hired by the CONSULTANT, sampling and testing of component materials and completed work
items so that the materials and workmanship incorporated in the project are in reasonable
conformity with the plans specifications and contract provisions. The minimum sampling
frequencies set out in the Florida Department of Transportation Materials Sampling, Testing and
Reporting Guide shall be met. In complying with the aforementioned guide, the CONSULTANT
shall perform all on -site sampling of materials and such testing of materials and completed work
items that are normally done in the vicinity of the project. Inspection and sampling of materials
TPA# 1953637.9 PSA A -8
r �P
and components required at locations remote from the vicinity of the project and testing of
materials normally done in a laboratory remote from the project site will also be included.
The CONSULTANT shall be specifically responsible for determining the acceptability of
all materials and completed work items on the basis of either test results or verification of a
certification, certified mill analysis, D.O.T. label, D.O.T. stamps, etc.
The Construction Project Manager will monitor the effectiveness of the CONSULTANT'S
testing procedures by obtaining and testing independent assurance samples. Independent assurance
sampling is necessary to verify compliance with the specification requirements. The
CONSULTANT shall notify the Construction Project Manager of schedules for sampling and
testing as the work progresses on the construction contract so that Progress and Final Record
sampling can be accomplished at the discretion of the County at the proper time.
The CONSULTANT shall also be responsible for the progress record sampling of reinforcing
steel. The CONSULTANT shall perform all necessary surveillance and inspection of the on -site
hot -mix asphalt operations. The CONSULTANT shall provide surveillance and acceptance
sampling and testing at any hot -mix asphalt plant providing mixes to a project under a Quality
Assurance Specification.
The CONSULTANT shall transport laboratory samples to the appropriate laboratory. The
CONSULTANT shall provide daily surveillance of the Contractor's Quality Control activities at
the project site in regard to concrete and perform acceptance sampling at the specified frequency.
Sampling, testing and laboratory methods shall be as required by the Florida Department of
Transportation's Standard Specifications or as modified by the contract provisions.
Documentation reports on sampling and testing shall be submitted to responsible parties during the
same week that the construction work is done or as otherwise directed by the Construction Project
Manager.
The CONSULTANT shall supply CTQP (Construction Training Qualification Program) qualified
technicians for concrete inspection.
The CONSULTANT shall supply CTQP qualified Asphalt Paving and Plant Technicians for
asphalt inspection.
The CONSULTANT shall supply CTQP qualified Earthwork Construction Inspection
Technicians for embankment, pipe backfill, subgrade, base and asphalt inspection.
8.5 Management Engineering Services:
The CONSULTANT shall perform all management- engineering services necessary to
properly coordinate the activities of all parties involved in completing the project. These include
maintaining complete, accurate records of all activities and events relating to the project; properly
documenting all significant project changes; interpreting plans, specifications, and Construction
Contract provisions in conjunction with the Engineer of Record; making recommendations to
Construction Project Manager to resolve Construction Contract disputes; and maintaining an
adequate level of surveillance of Contractor activities. The CONSULTANT shall also perform
other management engineering services normally assigned to a Project Engineer that are required
TPA# 1953637.9 PSA A -9
10B :7
to fulfill its responsibilities under this Agreement. All recording and documentation will comply
with standard FDOT and COLLIER COUNTY procedures, formats, and content. Services include,
but are not limited to, the following:
(1) Schedule and attend, within ten (10) days after the Notice to Proceed, a pre - service
conference for the project in accordance with FDOT Procedure 700 - 000 - 000 -a.
At the pre - service meeting the CONSULTANT shall submit Action Request packages for
Personnel Approval for immediate staff needs and a copy /computer file of the final negotiated
staffing. The CONSULTANT shall record a complete and concise record of the proceedings of the
meeting and distribute copies of these minutes to the participants and other interested parties
within seven (7) days of the meeting date.
(2) Prepare and submit to the Construction Project Manager for county approval, within thirty
(30) days after the pre - service meeting, a hard copy of the project specific CONSULTANT
Contract administration documents listed below. The CONSULTANT Contract administration
documents, which shall be routinely used by the CONSULTANT throughout the project, shall be
in the format and content provided by Collier County T.E. & C. M. D.
The CONSULTANT Contract administration documents consist of but are not limited to
the documents listed below:
a. Action Request Form
CONSULTANT Authorization to Execute Work Orders
Letter of Transmittal Form
Request For Supplemental Services
Scope of Services Supplement No.
Contract Status Report, or other approved fund tracking report
CEI CONSULTANT Firm Estimated Staffing (completed in accordance with the
original CONSULTANT Contract agreement)
CEI CONSULTANT Fee Proposal
CEI CONSULTANT Data
(3) Schedule and conduct a preconstruction conference for the project in accordance with
Article 8 -3.5 of the FDOT Standard Specifications for Road and Bridge Construction. Record
significant information revealed and decisions made at this conference and distribute copies of
these minutes to the appropriate parties. The meeting shall also be electronically recorded and the
CONSULTANT shall maintain all tapes of the meeting for the duration of the Contract.
(4) Maintain on a daily basis a complete and accurate record of all activities and events relating
to the project and a record of all work completed by the Contractor, including quantities of pay
items in conformity with Final Estimates preparation procedures and specifications.
(5) Maintain a Project Diary in conformity with FDOT format.
(6) Maintain a log of all materials entering the work with proper indication of the basis of
acceptance of each shipment of material.
TPA# 1953637.9 PSA A -10
10B , 0104
(7) Maintain records of all submittal dates and testing accomplished under Section 8.2 — 8.7 of
this Exhibit "A" and analyze such records required to ascertain acceptability of materials and
completed work items.
(8) Once each month, prepare a comprehensive tabulation of the quantity of each pay item
satisfactorily completed to date. Quantities shall be based on daily records or calculations.
Calculations shall be retained. The tabulation will be used for preparation of the Monthly Progress
Estimate.
(9) For interpretations of the plans, specifications, and Contract provisions, the
CONSULTANT shall consult with the Construction Project Manager when an interpretation
involves complex issues or may have an impact on the cost of performing the work. When
warranted, the Construction Project Manager may request an interpretation from the Engineer of
Record. The Construction Project Manager shall coordinate all requests for involvement of the
Engineer of Record.
(10) Analyze problems that arise on a project and proposals submitted by the Contractor and
prepare and submit a recommendation to the Construction Project Manager.
(11) Analyze changes to the plans, specifications, or Construction Contract provisions and extra
work which appear to be necessary to carry out the intent of the Contract when it is determined that
a change or extra work is necessary and such work is within the scope and intent of the original
Construction Contract. Recommend such changes to the Construction Project Manager for
approval.
(12) Manage the Contractor's CPM Schedule in accordance with the requirements outlined in
Section 8.6, Contractor's CPM Schedule.
(13) Analyze major problems that arise on the project and prepare a recommendation to the
Construction Project Manager.
(14) When it is determined that a modification to the original Contract for a project is required
due to a necessary change in the character of the work, negotiate prices with the Contractor and
prepare the required change order and related documentation in accordance with applicable Collier
County Procurement Administrative procedures. The CONSULTANT shall provide an analysis of
the cost and/or time adjustments associated with the change order. If a Work Order Directive must
be issued to the Contractor, it shall be issued in compliance with the current Collier County
Procurement Administrative procedures.
(15) In the event that the Contractor gives either written or verbal notice that he deems certain
work to be performed is beyond the scope of the Contract and that he intends to claim additional
compensation, the CONSULTANT shall maintain accurate cost account records of such work.
These records shall include manpower and equipment times and materials installed (temporary or
permanent) in the portion of the work in dispute.
(16) In the event that the Contractor for a project submits a claim for additional compensation,
the CONSULTANT shall analyze the submittal and prepare a recommendation to Collier County
Project Manager covering validity and reasonableness of charges and conduct negotiations leading
to recommendations for settlement of the claim. Maintain complete, accurate force account and
other records of work involved in claims.
TPA# 1953637.9 PSA A -11
(17) In the event that the Contractor for a project submits a request for extension of the
allowable Contract time, analyze the request and prepare a recommendation to Construction
Project Manager covering accuracy of statements and the actual effect of delaying factors on
completion of controlling work items.
(18) Prepare the Final Estimate and submit to the Construction Project Manage, with backup
computations accompanying Computations Booklet in accordance with FDOT Field Standards for
Final Estimates Manual. This task must be completed within Twenty (20) calendar days after
conditional or final acceptance of a project by Collier County T.E. & C.M.D.
(19) Monitor each construction project to the extent necessary to determine whether
construction activities violate the requirements of any permits. For each project that requires the
use of the NPDES General Permit, supply at least one inspector who has successfully completed
the "Florida Stormwater, Erosion, and Sedimentation Control Training and Certification Program
for Inspectors and Contractors." Notify the Contractor of any violations or potential violations and
require his immediate resolution of the problem. Violations must be reported to the construction
Project Manager immediately.
NPDES Erosion Control Inspection Requirements (if implemented by the Department of
Environmental Protection): Those facilities that have an NPDES Permit and which discharge
storm water from construction activities directly to waters of the United States which are listed on
the EPA approved 303(d) list for total suspended solids (TSS), or other indicators of solids
transportation such as turbidity, siltation, or sedimentation shall comply with the following:
a. The permittee shall monitor by grab sample by a Certified NPDES Inspector, during
regular working hours, once per month within the first 30 minutes of a qualifying event or within
the first 30 minutes of the beginning of the discharge of a previously collected qualifying event for
Settleable Solids (m/1), Total Suspended Solids (mg /1), Turbidity (NTUs), and flow (MGD).
b. Where the receiving water has flow upstream from the discharge, a background sample for
Settleable Solids, Total Suspended Solids, and Turbidity shall be taken in stream at mid depth and
immediately upstream from the influence of the discharge of storm water from the site.
C. The soil type and average slope of the drainage area for each outfall shall be reported with
the Discharge Monitoring Report submitted in accordance with section "e" (below).
d. A qualifying event for the purpose of this section is a rain event of 0.5 inches or greater in a
24 -hour period as determined by the project rain gauge.
e. Data collected in accordance with the above items shall be submitted to Environmental
Protection Agency, the Florida Department of Environmental Protection, Construction Project
Manager and a copy retained for the project file.
f. Collect, store, and transport the samples per NPDES Storm Water Sampling Guidance
Document (EPA 883 -B -92 -001).
g. Flow at the outfall should be estimated by Section 3.2.2 of the NPDES Storm Water
Sampling Guidance Document.
TPA# 1953637.9 PSA A -12
is
h. Within 48 hours of collection of samples, deliver the samples to a laboratory.
i. Shop drawing /sample submittals shall be coordinated and the status tracked as each
progress through review and approval. The CONSULTANT shall actively encourage all reviewers
to accomplish reviews promptly.
(20) Provide timely coordination between the Contractor and utility companies to assure that
conflicting utilities are removed, adjusted, or protected in place to minimize delays to construction.
Documentation will be maintained in accordance with FDOT procedures.
(21) The CONSULTANT Project Engineer will conduct a weekly meeting as required with the
respective Contractor, subcontractors, and/or utility companies to review plans, schedules,
problems, and other concerns. The Community Liaison shall attend these meetings. The
CONSULTANT shall record the results of the meeting in written minutes. The CONSULTANT
shall distribute the meeting minutes as directed by the Construction Project Manager. These
meetings shall also be recorded electronically and the CONSULTANT shall maintain the
recordings for the duration of the Contract.
(22) Conduct and document field reviews of the maintenance of traffic operation during and
after normal working hours and on weekends, nights, and holidays. Special concern shall be given
to pedestrian and bicycle access throughout the work.
(23) Perform survey work when required or requested by the Construction Project Manager.
(24) Produce reports; verify quantity calculations, and field measure for payment purposes as
needed to prevent delays in Contractor operations.
(25) With each monthly invoice submittal, the CONSULTANT Project Engineer will provide a
reviewed and approved Contract Status Report for the CONSULTANT Contract. This report will
supply the CONSULTANT Project Engineer's accounting of the additional Contract calendar days
allowed to date, an estimate of the additional Contract calendar days anticipated to be added to the
original Contract schedule time, an estimate of the Contract completion date, and an estimate of
the CONSULTANT funds expiration date per CONSULTANT Contract schedule for the prime
CONSULTANT and for each subconsultant.
(26) When the CONSULTANT identifies a condition that will require a modification to the
CONSULTANT Contract, the CONSULTANT will communicate the need to the Construction
Project Manager for an approval in concept. Once received, the CONSULTANT shall prepare and
submit the request and all accompanying documentation to the Construction Project Manager and
for approval and further processing. The CONSULTANT shall submit the modification request
prior to the depletion of the CONSULTANT Contract funds (consistent with and in accordance
with the Contract Status Report) and shall allow Collier County adequate time to process, approve,
and execute the modification. The content and format of the contract modification request and
accompanying documentation shall be in accordance with the instructions and format for the
Collier County T.E. & C.M.D.
(27) The CONSULTANT for the project shall be responsible for performing follow -up activities
to determine the status of each contract modification request submitted to the Construction Project
Manager.
TPA# 1953637.9 PSA A -13
10B
(28) The Construction Project Manager will normally perform a CONSULTANT CEI
PERFORMANCE EVALUATION at the completion of the project. The Construction Project
Manager will meet with the CONSULTANT, at the CONSULTANT'S request, to discuss the
performance evaluation.
(29) Provide general public information services as required. Prepare "Road Alerts" for
Community Liaison's release concerning lane closures, traffic switchovers, detours, etc. Inquiries
from public officials and the news media shall be directed to the office of the Community Liaison
for coordination. Prepare newsletters for distribution to adjacent property owners as may be
required. The Construction Project Manager must approve, in conjunction with the Community
Liaison, all brochures, responses to news media, etc., prior to release.
(30) Prepare and submit to the Construction Project Manager monthly, a Construction Status
Report.
(31) Video tapes the preconstruction conditions throughout the project limits. Provide a digital
photo log of project activities, with heavy emphasis on potential claim items /issues and on areas of
real /potential public controversy. The Consultant shall use a software system fully compatible
with Collier County Software to manage the digital picture album system.
8.6 Contractor's CPM Schedule:
Initial CPM Review and Validation
The CONSULTANT shall analyze the Contractor's CPM Schedules for completeness and flow of
activities, assuring that this schedule meets the Contract documents. This overview will validate
that the schedule is functional, the information provided is reasonable, and the Contractor's plan
for project completion within the Contract time is reasonable.
The CONSULTANT shall provide the Contractor a written review that identifies any
significant omissions, improbable durations, or errors in logic and provide the Construction Project
Manager with recommendations pertinent to planning and scheduling the project work and
completion of the project within the allowed Contract time.
Monthly Progress Review
The CONSULTANT shall track Contractor actual progress against the baseline schedule
and conduct a monthly schedule update meeting with the Contractor. The CONSULTANT shall
assure the Contractor complies with all requirements for periodic schedule updates and review the
updates within 15 days to determine their accuracy. The CONSULTANT shall review all schedule
changes. The CONSULTANT shall identify and document any future or existing problems and
require the Contractor to disclose in writing his plans for preventing or resolving these problems.
The CONSULTANT shall prepare and distribute minutes of the Monthly Progress Review
meeting -to- meeting attendees and other interested parties.
Contract Modifications
The CONSULTANT shall assure that Contract modifications are based in the latest
approved schedule and reflected in the next version of the Contractor schedule.
TPA# 1953637.9 PSA A -14
10 B
Planning
The CONSULTANT shall work with the Contractor to establish a two -week look ahead
schedule indicating expected Contractor work for discussion at the regular progress meetings. The
anticipated work activities will be reviewed with all affected utility companies. The
CONSULTANT shall use this schedule to establish whether or not the Contractor's near term plan
will resolve or mitigate any previously unanticipated conflict or issues.
As Built Plan
The CONSULTANT shall check and verify the accuracy of the Contractor's as -built
construction plans monthly by comparing it with the Contractor's daily logs.
8.7 Constructability Review:
The CONSULTANT may be requested to provide a Constructability Review for the 60%
and 90% design plans. This review shall be conducted by the CONSULTANT utilizing his
experience and knowledge to perform a complete review of the project including the following
items: design, environmental issues, permitting, maintenance of traffic, right of way, utility
coordination and construction methods and procedures. The review will include field visits,
notation of special environmental or job site conditions and a thorough review of the plans,
specifications, contract documents and bid items. The CONSULTANT will notify the Engineer of
Record and the Construction Project Manager of his findings and work with them to resolve the
issues.
The Constructability Review shall be the first task of work to be completed. The review
and reports shall be completed and transmitted to the Construction Project Manager within
fourteen (14) days of the date the County issues the appropriate plans for review.
During the Constructability Review, the CONSULTANT shall be sure to address the
following items:
Make sure the description of work is clear and concise.
Review the list of pay items to ensure that all items of work are appropriately covered.
Review the summary of quantities to be sure all given quantities is accurate.
Review and comment on whether or not the construction sequence phasing and
maintenance of traffic have been correctly addressed and handled.
Be sure contract allows an adequate amount of time to reasonably construct the contract.
Review the contract documents to ensure that the actual field conditions have been
investigated and clearly represented in the documents.
Review such items as Utilities Right of Way, Drainage, Maintenance of Traffic,
Construction Sequences and Phasing, Permit Conditions, Quantities and Equipment requirements,
Note any items that may cause problems with the project.
TPA# 1953637.9 PSA A -15
10B .;
Consider and comment on the field inspection standards, geotechnical investigation
requirements, environmental compliance requirements and maintenance of traffic concepts.
Determine the feasibility of construction equipment ingress, egress and placement at the
jobsite including right of way and/or construction easement requirements, soil conditions to
support heavy equipment.
The CONSULTANT used in the review shall be an individual who will be involved in the
actual construction of the overall projects. They shall be thoroughly knowledgeable of current
specifications, policies and procedures used by Collier County and FDOT for the design and
construction of highway facilities.
9.0 PERSONNEL:
9.1 General Requirements:
The CONSULTANT shall staff the project with the qualified personnel necessary to
efficiently and effectively carry out its responsibilities under this Agreement. Acceptable staffing
of personnel to be assigned to this project is outlined in Exhibit "A -A."
9.2 Personnel Qualifications:
The CONSULTANT shall utilize only competent personnel, qualified by experience and
education. The CONSULTANT shall submit in writing to the Construction Project Manager the
names of personnel proposed for assignment to the project, including a detailed resume for each
with respect to salary, education, and experience. Minimum qualifications for the CONSULTANT
personnel are set forth in Exhibit "A -A" to this Agreement. The CONSULTANT Action Request
form for personnel approval shall be submitted to the Construction Project Manager at least two
weeks prior to the date an individual is to report to work.
9.3 Staffing:
Once authorized, the CONSULTANT shall establish and maintain an appropriate staff
through the duration of construction and completion of the final estimate. Responsible personnel,
thoroughly familiar with all aspects of construction and final measurements of the various pay
items, shall be available to resolve disputed final pay quantities until the appropriate Contract has
been paid off.
Proposed staff, including qualifications, must be submitted using Action Request forms
provided by Collier County. These will be previewed and preapproved by the Construction Project
Manager. Previously approved staff, whose performance is unsatisfactory, shall be replaced by the
CONSULTANT within one week of Collier County notification. Personnel identified in the
CONSULTANT technical proposal are expected to be assigned as proposed and are committed to
performing services under this CONSULTANT Agreement. Personnel changes will require
written approval from Collier County.
As Contractor operations on a Contract diminish, the CONSULTANT shall appropriately
reduce the personnel it has assigned to that project. Construction engineering and inspection
forces are required of the CONSULTANT at all times while the Contractor is working on the
TPA# 1953637.9 PSA A -16
10B
Contract, but if Contractor operations stop, the CONSULTANT shall reduce its forces accordingly.
CONSULTANT personnel adjustments recommended by the Construction Project Manager will be
accomplished within one week of notification. The CONSULTANT will be allowed a maximum
of ten (10) days to demobilize, relocated, or terminate its forces in the event conditions occur that
require removing CONSULTANT forces from the project.
9.4 Licensing for Equipment Operation:
The CONSULTANT will be responsible for obtaining proper licenses for equipment and
for personnel operating such equipment. CONSULTANTS operating nuclear surface moisture -
density gauges on Collier County projects are required to comply with Section X of FDOT's
revised "Manual for Safety and Control of Equipment Containing Radioactive Materials" (a.k.a.
Nuclear Manual).
10.0 SUBCONSULTANT SERVICES:
The CONSULTANT may subcontract for engineering, inspection, materials testing, or
specialized professional services with prior written approval of the County. If required, the
CONSULTANT shall provide all geotechnical services for this project.
11.0 OTHER SERVICES:
Upon written authorization by the Construction Project Manager, the CONSULTANT will
perform additional services in connection with the project not otherwise identified in this
Agreement. The following items are not included as part of this Agreement, but may be required
by Collier County T.E. & C.M.D. to supplement the CONSULTANT services under this
Agreement.
Assist in the timely preparation of all claims and necessary rebuttals with the
organization of any and all supporting documentation as needed or required by Collier County
pursuant to the Collier County Alternative Dispute Resolution Procedures.
Provide qualified engineering witnesses and exhibits for any litigation or hearings in
connection with the Contract.
Assist the County Attorney or his designee as directed in the preparation for Binding
Arbitration and Pre -Suit Mediation.
Provide on- and off -site inspection services in addition to those provided for in this
Agreement.
12.0 POST CONSTRUCTION CLAIMS REVIEW:
In the event the Contractor for the project submits a claim for additional compensation
and/or time after the CONSULTANT has completed this Agreement, the CONSULTANT shall, at
the written request from Collier County, analyze the claim, prepare a recommendation to the
Construction Project Manager covering validity and reasonableness or charges, and/or assist in
negotiations leading to settlement of the claim. Compensation will be separately reimbursed by a
Supplement to this Agreement.
TPA# 1953637.9 PSA A -17
10B 4 of
13.0 CONTRADICTIONS:
In the event of a contradiction between provisions of this Scope of Services and the
CONSULTANT'S proposal, the provisions of the Scope of Services shall override other
considerations.
14.0 LENGTH OF SERVICE:
The CONSULTANT services for the Contract shall begin upon written notification to
proceed by the Construction Project Manager.
This notice to proceed will be issued anytime subsequent the award of a Contract at Collier
County's discretion. The length of services as herein established for Contract on the
CONSULTANT beginning work when notified and continuing to work until acceptance. For
estimating purposes the CONSULTANT will be allowed an accumulation of thirty- (30) working
days to perform preliminary administrative services prior to the issuance of the Contractor's notice
to proceed on the first project to begin and thirty- (30) calendar days subsequent final acceptance
of the Contract to be completed.
below:
The anticipated letting schedules and construction times for the projects are tabulated
Construction Estimate
CountyLetting Date
Project No. (Mo /Day /Yr)
60073 & 60092 4/2011
Consultant's Estimate
Start Date Duration Time
(Mo /Day /Yr) (Days)
9/30/2011 820
15.0 INVOICING INSTRUCTIONS:
Start Date Duration Time
(Mo /Day /Yr) (Days)
8/30/2011 880
Monthly invoices shall be submitted to Collier County in a format approved by Collier
County, no later than the 201h day of the month following the month being invoiced.
If the CONSULTANT cannot submit their monthly invoice on time, the CONSULTANT
shall notify Collier County, prior to the due date the reason for the delay and the planned submittal
date. Once submitted, the CONSULTANT shall notify the Construction Project Manager via E-
Mail of the total delay in calendar days and the reason(s) for the delay(s).
All invoices shall be submitted to Collier County in hard copy format.
TPA# 1953637.9 PSA A -18
�I
EXHIBIT "A -A"
MINIMUM TRAINING AND EXPERIENCE STANDARDS FOR CONSULTANT
PERSONNEL*
Before the project begins, all project staff shall have possessed all the knowledge, skills,
and abilities required in obtaining the necessary certifications for performing the duties of the
position they hold. The Senior Project Engineer and the Project Engineer shall ensure the FDOT's
current practices, policies, and procedures are met throughout the course of the project. Cross
training of the Consultant's project staff is highly recommended to ensure a knowledgeable and
versatile project inspection team, but shall not be at any additional cost to Collier County and
should occur as work load permits. Current FDOT certifications may be used until specified time
limits as posted in the Construction Training Qualifications Manual (CTQP) unless expiration
occurs sooner. Visit the FDOT Web page under training for current dates.
SENIOR PROJECT ENGINEER — A Civil Engineering degree plus registration by the
Florida State Board of Engineers Examiners as a Professional Engineer (or if registered in another
state, the ability to obtain registration in Florida within six months) and six (6) years of
engineering experience (two (2) years of which are in major road and bridge construction), or for
non - degreed personnel the aforementioned registration and ten (10) years of engineering
experience (two (2) years of which are in major road or bridge construction. Qualifications include
the ability to communicate effectively in English (verbally and in writing). Direct a highly
complex and specialized construction engineering administration and inspection program. Plan
and organize the work of subordinate and staff members. Develop and/or review policies,
methods, practices, and procedures; and review programs for conformance with FDOT standards.
Also must have the following:
Qualifications: None
Certifications: MOT Level II ATTSA or IMSA.
A Master's Degree in Engineering may be substituted for two (2) years experience.
PROJECT ENGINEER — A Civil Engineering degree plus two (2) years engineering
experience in construction of major road or bridge structures, or eight (8) years of responsible and
related engineering experience (two (2) years of which involved construction of major road and
bridge structures). Receives general instructions regarding assignments and is expected to exercise
initiative and independent judgment in the solution of work problems. Directs and assigns specific
tasks to inspectors and assists in all phases of the construction project. Will be required to attend
the Final Estimate Preparation Seminar. Should have knowledge of FDOT Field Standards. Will
be responsible for the progress and final estimates throughout the construction project duration.
Must have the following:
Qualifications:
Asphalt Roadway Level II (will require Roadway Level I written exam)
Certifications:
MOT Level II ATTSA or IMSA
A Master's Degree in Engineering may be substituted for one (1) year of experience.
OFFICE ENGINEER — High school diploma or equivalent and four (4) years of road and
bridge construction engineering inspection (CEI) experience having performed/assisted in the
TPA# 1953637.9 PSA AA -1
following project related duties: CQR progress and final estimates, Supplemental
Agreement/Amendment processing, etc; or a Civil Engineering degree and completion of the Final
Estimates Preparation Seminar. Should exercise independent judgment in planning work details
and making technical decisions related to the office aspects of the project and accept general
supervision and verbal instructions from Project Resident Engineer. Should be familiar with the
FDOT Procedures covering project- related duties as stated above and be proficient in the computer
programs necessary to perform these duties. Shall become trained in Multi -Line, Engineering
Menu, and complete the State's Final Estimate Self Study course and attend the Final Estimate
Preparation Seminar for Constant CEIs or the District - Specific Final Estimate Preparation
Seminar.
OFFICE MANAGER — High school graduate or equivalent plus three (3) years of
secretarial and/or clerical experience including two (2) years experience in construction office
management having performed the following office related duties: CQR, progress and final
estimates, EEO compliance, Supplemental Agreement/Amendment processing, etc. Experienced
in the use of standard word processing software. Should exercise independent initiative to help
relieve the supervisor of clerical detail. Assists the Project Engineer in office- related duties (i.e.,
CQR, progress and final estimates, EEO compliance, Supplemental Agreement/Amendment
processing, etc.). Works under the general supervision of the Senior Project Engineer and staff.
Note: This position will not be used if an Office Engineer is being utilized.
SENIOR INSPECTOR — High school graduate or equivalent plus four (4) years of
experience in construction inspection, two (2) years of which shall have been in bridge and/or
roadway construction inspection, plus the following:
Qualifications:
Concrete Field Inspector Level I
Concrete Transportation Construction Inspector (CTCI) Level II (major bridge only)
Asphalt Roadway Level I (If applicable)
Asphalt Roadway Level II (If applicable)
Earthwork Construction Inspection Level I
Earthwork Construction Inspection Level II
FDOT Pile Driving Inspection (If applicable)
FDOT Drilled Shaft Inspection (If applicable)
Certifications:
MOT Level II ATTSA or IMSA
Nuclear Radiation Safety
ACI Level I or a Civil Engineering degree and one (1) year of road and bridge CEI
experience.
Responsible for performing highly complex technical assignments in field surveying and
construction layout, making and checking engineering computations, inspecting construction work
and conducting field tests, and is responsible for coordinating and managing the lower level
inspectors. Work is performed under the general supervision of the Project Engineers.
INSPECTOR — High school graduate or equivalent plus two (2) years experience in
construction inspection, one (1) year of which shall have been in bridge and/or roadway inspection
plus the following:
Qualifications:
TPA# 1953637.9 PSA AA -2
10 B
Concrete Field Inspector Level I
Asphalt Roadway Level I (If applicable)
Earthwork Construction Inspection Level I
FDOT Pile Driving Inspection (If applicable)
FDOT Drilled Shaft Inspection (If applicable)
Certifications:
Nuclear Radiation Safety
ACI Level I or a Civil Engineering graduate.
Responsible for performing assignments in assisting Senior Inspector in the performance of
their duties. Receive general supervision from the Senior Inspector who reviews work while in
progress. Civil Engineering graduates must obtain certifications within the first year of working as
an inspector. Exceptions will be permitted on a case -by -case basis as long as certification is
appropriate for specific inspection duties.
ASPHALT PLANT INSPECTOR — High school graduate or equivalent plus one (1) year
experience in the surveillance and inspection of hot mix asphalt plant operations and the following:
Qualifications:
Asphalt Plant Level I
Asphalt Plant Level II
SECRETARY /CLERK TYPIST — High school graduate or equivalent with two (2) years
of secretarial and/or clerical experience. Ability to type at a rate of 35 correct words per minute.
Experienced in the use of standard work processing software. Should exercise independent
initiative to help relieve the supervisor of clerical detail. Works under general supervision of the
Project Engineer and their staff.
GEOTECHNICAL ENGINEER — A Professional Engineer (PE) duly registered under
Florida State Rule and Statute, plus four (4) years experience as a Geotechnical Engineer in
responsible charge of the geotechnical work on at least two (2) major bridges with drilled shaft or
pile foundations (whichever is appropriate). Shall have experience using the drilled shaft
inspection device and osterburg cells in conjunction with load tests on drilled shafts or experience
using the Pile Driving Analyzer (PDA), CAPWAP & WEEP programs for pile analysis.
GEOTECHNICAL TECHNICIAN — High School diploma plus three (3) years
experience working under a Geotechnical Engineer setting up instrumentation and monitoring the
geotechnical work. Able to perform detailed calculations and follow detailed technical
instructions.
* Exceptions to these minimum standards will be considered on an individual submittal basis.
The Construction Project Manager will make recommendations on all personnel action requests.
END OF SCHEDULE A
TPA# 1953637.9 PSA AA -3
108
SCHEDULE B
BASIS OF COMPENSATION
TIME AND MATERIAL
1. MONTHLY STATUS REPORTS
B.1.1 As a condition precedent to payment, CONSULTANT shall submit to OWNER as part of
its monthly invoice, a progress report reflecting the Project construction status, in terms of the
total work effort estimated to be required for the completion of the Basic Services and any then -
authorized Additional Services, as of the last day of the subject monthly billing cycle. Among
other things, the report shall show all Service items and the percentage complete of each item.
B1.1.1 All monthly status reports and invoices shall be mailed to the attention of:
Kevin Dugan, Project Manager
Transportation Engineering and Construction Management Department
2885 South Horseshoe Drive
Naples, Florida 34104
(239) 252 -5833, (239) 252 -5771 fax
kevindugan @colliergov.net
2. COMPENSATION TO CONSULTANT
B.2.1. For the Basic Services provided for in this Agreement, OWNER agrees to make monthly
payments to CONSULTANT based upon CONSULTANT'S Direct Labor Costs and
Reimbursable Expenses in accordance with the terms stated below. Provided, however, in no
event shall such compensation exceed the amounts set forth in the table below.
TASK
DESCRIPTION
NOT TO EXCEED
AMOUNT:
1.
Construction Engineering and
$ 2,860,687.50
Time and Materials
Inspection Services
Not to Exceed
2.
Testing Services
$ 20,000.00
Time and Materials
Not to Exceed
3.
Survey Services
$ 10,000.00
Time and Materials
Not to Exceed
5.
Field Office Expenses
$ 73,800.00
Time and Materials
TOTAL FEE (Total Items 1 -5)
$ 2,964,487.50
B.2.2. 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 B to this Schedule B.
B.2.3. With each monthly Application for Payment, CONSULTANT shall submit detailed time
records, and any other documentation reasonably required by OWNER, regarding
CONSULTANT'S Direct Labor Costs incurred at the time of billing, to be reviewed and approved
by OWNER.
B.2.4 For Additional Services provided pursuant to Article 2 of the Agreement, OWNER agrees
to pay CONSULTANT a negotiated total fee and Reimbursable Expenses based on the services
TPA# 1953637.9 PSA B -1
10 B+,
to be provided. The negotiated fee shall be based upon the rates specified in Attachment B to
this Schedule B and all Reimbursable Expenses shall comply with the provisions of Section
3.5.1 below. There shall be no overtime pay on Basic Services or Additional Services without
OWNER'S prior written approval.
B.2.5. The compensation provided for under Sections 2.1 of this Schedule B, shall be the total
and complete amount payable to CONSULTANT for the Basic Services to be performed under
the provisions of this Agreement, and shall include the cost of all materials, equipment, supplies
and out -of- pocket expenses incurred in the performance of all such services.
B.2.6 Notwithstanding anything in this Agreement to the contrary, CONSULTANT
acknowledges and agrees that in the event of a dispute concerning payments for Services
performed under this Agreement, CONSULTANT shall continue to perform the Services
required of it under this Agreement, as directed by OWNER, pending resolution of the dispute
provided that OWNER continues to pay to CONSULTANT all amounts that OWNER does not
dispute are due and payable.
3. SCHEDULE OF PAYMENTS:
B.3.1. CONSULTANT shall submit, with each of the monthly status reports provided for under
Section 1.1 of this Schedule B, an invoice for fees earned in the performance of Basic Services
and Additional Services during the subject billing month. Notwithstanding anything herein to the
contrary, the CONSULTANT shall submit no more than one invoice per month for all fees and
Reimbursable Expenses earned that month for both Basic Services and Additional Services.
Invoices shall be reasonably substantiated, identify the services rendered and must be
submitted in triplicate in a form and manner required by Owner. Additionally, the number of the
purchase order granting approval for such services shall appear on all invoices.
B.3.2. 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
the Project name and shall not be submitted more than one time monthly.
B.3.3 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 limits set forth in the table in Section 2.1 by the percentage Owner
has determined CONSULTANT has completed such task as of that particular monthly billing.
B.3.4 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.3.5 Unless specific rates have been established in Attachment B, attached to this Schedule
B, CONSULTANT agrees that, with respect to any subconsultant or subcontractor to be utilized
by CONSULTANT for Additional Services, CONSULTANT shall be limited to a maximum
markup of 5% on the fees and expenses associated with such subconsultants and
subcontractors.
TPA# 1953637.9 PSA B -2
l06 a
B.3.5.1 Reimbursable Expenses associated with Additional Services must comply with
section 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.3.5.1.1. Cost for reproducing documents that exceed the number of documents
described in this Agreement and postage and handling of Drawings and Specifications.
B.3.5.1.2. Travel expenses reasonably and necessarily incurred with respect to
Project related trips, to the extent such trips are approved by OWNER. Such expenses, if
approved by OWNER, may include coach airfare, standard accommodations and meals, all in
accordance with section 112.061, F.S. Further, such expenses, if approved by OWNER, may
include mileage for trips that are from /to destinations outside of Collier or Lee Counties. Such
trips within Collier and Lee Counties are expressly excluded.
B.3.5.1.3. Permit Fees required by the Project.
B.3.5.1.4 Expense of overtime work requiring higher than regular rates
approved in advance and in writing by OWNER.
B.3.5.1.5 Expense of models for the County's use.
B.3.4.1.6 Other items on request and approved in writing by the OWNER.
B.3.5.2 Should a conflict exist between the dollar amounts set forth in Section 112.061, F.S.,
and the Agreement, the terms of the Agreement shall prevail.
TPA# 1953637.9 PSA B -3
■
SCHEDULE B - ATTACHMENT A
SCHEDULE OF FEES FOR BASIC SERVICES
Consulting, Engineering and Inspection (CEI) and Related Services for:
"SR84 (Davis Blvd) Radio Road to Collier Blvd; SR84 /SR951 Intersection Improvements;
Collier Blvd (SR/CR 951) North to Magnolia Pond Drive; and CR 951 (Collier Blvd) North
to the Main Golden Gate Canal"
Projects #60073 & 60092
Task 1. Construction Engineering & Inspection Services: Time and Materials
Not to exceed $2,860,687.50
• Complete record keeping of activities and events
• Document significant changes to the project
• Contract, plan, and specification interpretation
• Dispute resolution (contractor and the public)
• Surveillance of contractors activities
• Verify Contractor's monthly pay requests
• Monitor Contractor's maintenance of traffic
Task 2. Testing Services: Not to exceed $20,000
• Provide field sampling and material testing per contractor quality control verification
requirements.
• Provide quality control services per contractor quality control verification requirements.
Task 3. Survey Services (As Needed) : Not to exceed $10,000
• Bench mark verification
• Cross - section verification
• Spot check contractor lay -out as needed
• Reference and reset certified corner records as needed
TPA #1953637.9 PSA BA -1
IOB �
. Field Office Expenses: Time and materials: Not to exceed $73,800
• Rent
• Phone /Fax/ Internet Connection
• Electric
• Cleaning service
• Copier (Rental and Maintenance)
Total for Items 1 through 4 $2,964,687.50
-Due to the nature of a large construction project, while the total dollar amount might remain the
same, there may be some fluctuation in the task categories calculations.
TPA #1953637.9 PSA BA -2
0 8
�a
SCHEDULE C
PROJECT SCHEDULE
Consulting, Engineering and Inspection (CEI) and Related Services for:
"SR84 (Davis Blvd) Radio Road to Collier Blvd; SR84/SR951 Intersection Improvements;
Collier Blvd (SR/CR 951) North to Magnolia Pond Drive; and CR 951 (Collier Blvd) North
to the Main Golden Gate Canal"
Projects #60073 & 60092
Task 1. Construction Engineering & Inspection Services: 880 days from Notice to Proceed
• Complete record keeping of activities and events
• Document significant changes to the project
• Contract, plan, and specification interpretation
• Dispute resolution (contractor and the public)
• Surveillance of contractors activities
• Verify Contractor's monthly pay requests
• Monitor Contractor's maintenance of traffic
Task 2. Testing Services: As Needed
• Provide field sampling and material testing per contractor quality control verification
requirements.
• Provide quality control services per contractor quality control verification requirements
Task 3. Survey Services: As Needed
• Bench mark verification
• Cross - section verification
• Spot check contractor lay -out as needed
• Reference and reset certified corner records as needed
TPA# 1953637.9 PSA C -1
10B
SCHEDULE D
INSURANCE COVERAGE
(1) The amounts and types of insurance coverage shall conform to the following
minimum requirements with the use of Insurance Services Office (ISO) forms and endorsements
or their equivalents. If CONSULTANT has any self- insured retentions or deductibles under any
of the below listed minimum required coverages, CONSULTANT must identify on the Certificate
of Insurance the nature and amount of such self- insured retentions or deductibles and provide
satisfactory evidence of financial responsibility for such obligations. All self- insured retentions or
deductibles will be CONSULTANT'S sole responsibility.
(2) The insurance required by this Agreement shall be written for not less than the limits
specified herein or required by law, whichever is greater.
(3) Coverages shall be maintained without interruption from the date of commencement
of the services until the date of completion and acceptance of the Project by the OWNER or as
specified in this Agreement, whichever is longer.
(4) Certificates of insurance (3 copies) acceptable to the OWNER shall be filed with the
OWNER within ten (10) calendar days after Notice of Award is received by CONSULTANT
evidencing the fact that CONSULTANT has acquired and put in place the insurance coverages
and limits required hereunder. In addition, certified, true and exact copies of all insurance
policies required shall be provided to OWNER, on a timely basis, if requested by OWNER. Such
certificates shall contain a provision that coverages afforded under the policies will not be
canceled or allowed to expire until at least thirty (30) days prior written notice has been given to
the OWNER. CONSULTANT shall also notify OWNER, in a like manner, within twenty -four (24)
hours after receipt, of any notices of expiration, cancellation, non - renewal or material change in
coverages or limits received by CONSULTANT from its insurer, and nothing contained herein
shall relieve CONSULTANT of this requirement to provide notice. In the event of a reduction in
TPA# 1953637.9 PSA D -1
the aggregate limit of any policy to be provided by CONSULTANT hereunder, CONSULTANT
shall immediately take steps to have the aggregate limit reinstated to the full extent permitted
under such policy.
(5) All insurance coverages of the CONSULTANT shall be primary to any insurance or
self insurance program carried by the OWNER applicable to this Project.
(6) The acceptance by OWNER of any Certificate of Insurance does not constitute
approval or agreement by the OWNER that the insurance requirements have been satisfied or
that the insurance policy shown on the Certificate of Insurance is in compliance with the
requirements of this Agreement.
(7) CONSULTANT shall require each of its subconsultants to procure and maintain, until
the completion of the subconsultant's services, insurance of the types and to the limits specified
in this Section except to the extent such insurance requirements for the subconsultant are
expressly waived in writing by the OWNER.
(8) Should at any time the CONSULTANT not maintain the insurance coverages required
herein, the OWNER may terminate the Agreement or at its sole discretion shall be authorized to
purchase such coverages and charge the CONSULTANT for such coverages purchased. If
CONSULTANT fails to reimburse OWNER for such costs within thirty (30) days after demand,
OWNER has the right to offset these costs from any amount due CONSULTANT under this
Agreement or any other agreement between OWNER and CONSULTANT. The OWNER shall
be under no obligation to purchase such insurance, nor shall it be responsible for the coverages
purchased or the insurance company or companies used. The decision of the OWNER to
purchase such insurance coverages shall in no way be construed to be a waiver of any of its
rights under the Agreement.
(9) If the initial, or any subsequently issued Certificate of Insurance expires prior to the
completion of the services required hereunder or termination of the Agreement, the
TPA# 1953637.9 PSA D -2
SOB 1
CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s)
of Insurance not later than thirty (30) calendar days prior to the date of their expiration. Failure
of the Contractor to provide the OWNER with such renewal certificate(s) shall be deemed a
material breach by CONSULTANT and OWNER may terminate the Agreement for cause.
WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY
Required by this Agreement? X Yes No
(1) Workers' Compensation and Employers' Liability Insurance shall be maintained by the
CONSULTANT during the term of this Agreement for all employees engaged in the work under
this Agreement in accordance with the laws of the State of Florida. The amounts of such
insurance shall not be less than:
a. Worker's Compensation - Florida Statutory Requirements
b. Employers' Liability (check one)
$100,000 Each Accident
$500,000 Disease Aggregate
$100,000 Disease Each Employee
X $1,000,000 Each Accident
$1,000,000 Disease Aggregate
$1,000,000 Disease Each Employee
(2) The insurance company shall waive all claims rights against the OWNER and the
policy shall be so endorsed.
(3) United States Longshoreman's and Harborworker's Act coverage shall be maintained
where applicable to the completion of the work.
TPA# 1953637.9 PSA D -3
13A
MEMORANDUM
Date: June 30, 2011
To: Rosemary Dillon, Administrative Assistant
Immokalee CRA
From: Teresa Polaski, Deputy Clerk
Minutes & Records Department
Re: Lease Agreement w/Barron Collier Partnership, LLLP
Attached, please find 1 (one) original documents of the agreement referenced above,
(Item #1-6B1) approved by the Board of County Commissioners on Tuesday, June 28,
2010. 13 ft
Cmaad dying Acien4a.
The Minutes and Record's Department has held an original document for
the Official Record of the Board of County Commissioners.
If you have any questions, please call me at 252-8411.
Thank you.
Attachment (2)
13A
AGENDA TRANSMITTAL SLIP ' Agenda Item
1. Steven Williams,then u ir9
Pnpveri 2. Paula Springs, Executive Aide to Commissioner Coletta,then
3. Collier County Clerk of Courts Recording, then
4. Back to Immokalee CRA, Attn: Penny Phillippi
Date Submitted: 12/15/09 Requested Agenda Date: 12/15/09
AP o) IATE f - - r > J ,
tT"Sid [d ���1�4.�G1�7��F�T+*���I#���� � �JI`�+; rcrlk�� „al��,r�, i »'RG :art „h.r ��^ ��° ✓�+ �� °�y �,�-;-`.ih�. ,'i ,
❑ (1) Invocation and Pledge of Allegiance ❑ (2) Agenda and Minutes ❑ (3) Service Awards
❑ (4) Proclamations ❑ (5) Presentations
❑ (7) Board of Zoning Appeals ❑ (6) Public Petitions
9 pP ❑ (8) Advertised Public Hearings ❑ (9) Board of County Commissioners
❑ (10)County Manager's Report ❑ (11) Public Comments on General Topics ❑ (12)County Attorney's Report
❑ (13)Other Constitutional Officers 0(14) Airport Authority ❑ (15)Staff and Commission General
Communications
® (16)Consent da A
gflry / /1/. ❑ (17) Summary Agenda
Requested by _ , _i Date: Reviewed by: i / Date:
- P 7477 .28_if �'ect• A ,Division Head: /„„, i - Date: .2g/// C• an.•- . Date:
Item Title: /
Recommendation for the Board of County Commissioners (BCC), acting as the Community
Redevelopment Agency (CRA), to approve the relocation of Immokalee CRA Office, approve
the master lease with Barron Collier Partnership, LLLP, and authorize the Chairman to sign
the master lease agreement. (3120 15th Street North, Unit 2, Immokalee).
List of Documents Attached:
1. Executive Summary(required) 2. Master Lease Agreement
3. Barron Collier Consent to Sub-Lease 4. Floor Plan
5.
13A
Lease#
LEASE AGREEMENT
THIS LEASE AGREEMENT entered into this 2i3 day of .c.....e_ , 2011,
between BARRON COLLIER PARTNERSHIP, LLLP, a Florida limi liability limited
partnership whose mailing address is 2600 Golden Gate Parkway, Naples, FL 34105,
hereinafter referred to as "LESSOR", and THE COLLIER COUNTY BOARD OF COUNTY
COMMISSIONERS, ACTING AS THE COMMUNITY REDEVELOPMENT AGENCY,
whose mailing address is currently 3299 TAMIAMI TRAIL, NAPLES, FL, hereinafter referred
as "LESSEE".
WITNES SETH
In consideration of the mutual covenants contained herein, and other valuable
consideration, the parties agree as follows:
ARTICLE 1. Demised Premises
LESSOR hereby leases to LESSEE and LESSEE hereby leases from LESSOR the real
property described as Unit 2, 1320 N. 15th Street, Immokalee, Florida 34142 as shown in Exhibit
"A" which is attached and made a part of this Lease, hereinafter referred to as the "Demised
Premises", for the sole purpose of operating the Immokalee Business Development Center. The
Demised Premises contains approximately 3,938 rentable square feet and the building (Building)
in which the Demised Premises are located contains approximately 6,757 rentable square feet.
LESSEE covenants and agrees not to use, occupy, suffer or permit said Demised
Premises or any part thereof to be used or occupied for any purpose contrary to law or the rules
or regulations of any public authority.
ARTICLE 2. Term of Lease
LESSEE shall have and hold the Demised Premises for a term of Two (2) year(s),
commencing on July 15, 2011 and ending July 14, 2013. LESSEE is granted the option,
provided it is not then in default of any of the terms of this Lease, to renew same for one
additional term of Two (2) year(s), under the terms and conditions as provided herein, by giving
written notice of LESSEE'S intention to do so to the LESSOR not less than one hundred eighty
(180) days prior to the expiration of the leasehold estate hereby created. Said notice shall
become effective upon actual receipt by LESSOR.
ARTICLE 3. Rent
LESSEE hereby covenants and agrees to pay as rent for the Demised Premises the sum of
Thirty Six Thousand Dollars and 00/100 Cents ($36,000.00) per annum in equal monthly
installments of Three Thousand Dollars and 00/100 Cents ($3,000.00) each, which is inclusive
of applicable sales tax.
13 ,A a
All rental payments shall be due and payable in advance on the first day of every calendar
month during the term hereof. If the terms of this Lease shall commence on a day other than the
first day of the month, LESSEE shall pay rental equal to one thirtieth (1/30th) of the monthly
rental multiplied by the number of rental days of such fractional month.
ARTICLE 4. Base Rent and Renewal Term Rent Adjustment
For the second year of the Initial term and in the event LESSEE elects to renew this
Lease, as provided for in ARTICLE 2, the rent set forth in ARTICLE 3 shall be increased for the
ensuing two year renewal term in the same proportion that the Consumer Price Index for Urban
Wage Earners and Clerical Workers-United States City Average, all Item-Series A (1982 -
84=100), United States Department of Labor had increased for the preceding year. However, in
no event, the annual minimum rent shall never decrease nor shall any yearly increase be greater
than 10%. In the event that the Consumer Price Index ceases to incorporate a significant number
of items, or if a substantial change is made in the method of establishing such Consumer Price
Index, then the Consumer Price Index shall be adjusted to the figure that would have resulted had
no change occurred in the manner of computing such Consumer Price Index. In the event that
such Consumer Price Index (or a successor or substitute index) is not available, a reliable
governmental or other nonpartisan publication, evaluating the information thereto for use in
determining the Consumer Price Index, shall be used in lieu of such Consumer Price Index.
ARTICLE 5. Other Expenses and Charges
LESSEE shall pay all janitorial services and utility charges pertaining to the Demised
Premises including, but not limited to, charges for gas, electricity, light, heat, air condition,
power, water, sewer and telephone or other communication service used, rendered or supplied
thereupon or in connection with the Demised Premises. However, LESSOR elects to supply
electric utility services in common with other LESSEEs. LESSEE agrees to pay to LESSOR
LESSEE's pro-rata share equal to fifty-eight percent (58 %) of the cost of the same AS
ADDITIONAL RENT within thirty(30) days of its receipt of the LESSOR'S bill or invoice.
ARTICLE 6. Modifications to Demised Premises
Prior to making any changes, alterations, additions or improvements to the Demised
Premises, LESSEE will provide to LESSOR all proposals and plans for alterations,
improvements, changes or additions to the Demised Premises for LESSOR'S prior written
approval, specifying in writing the nature and extent of the desired alteration, improvement,
change, or addition, along with the contemplated starting and completion time for such project.
LESSOR or its designee will then have sixty (60) days within which to approve or deny in
writing said request for changes, improvements, alterations or additions. LESSOR shall not
unreasonably withhold its consent to required or appropriate alterations, improvements, changes
or additions proposed by LESSEE. If after sixty (60) days there has been no written rejection
delivered by LESSOR to LESSEE regarding_said proposals or plans, then such silence shall be
deemed as an APPROVAL to such request of LESSEE.
LESSEE covenants and agrees in connection with any maintenance, repair work,
erection, construction, improvement, addition or alteration of any authorized modifications,
2
13A
additions or improvements to the Demised Premises, to observe and comply with all then and
future applicable laws, ordinances, rules, regulation, and requirements of the United States of
America, State of Florida, County of Collier, and any and all governmental agencies having
jurisdiction over the Demised Premises.
All alterations, improvements, and additions to said Demised Premises shall at once,
when made or installed, be deemed as attached to the freehold and to have become property of
LESSOR. Prior to the termination of this Lease or any renewal term thereof, or within thirty(30)
days thereafter, if LESSOR so directs, LESSEE shall promptly remove all such additions,
improvements, alterations, fixtures and installations which were placed in, on or upon the
Demised Premises by or on behalf of LESSEE, and which are designated in said notice, and
repair any damage occasioned to the Demised Premises by such removal and in default thereof,
LESSOR may complete said removals and repairs at LESSEE'S expense.
ARTICLE 7. Access to Demised Premises
LESSOR, its duly authorized agents, representatives and employees, shall have the right
after reasonable oral notice to LESSEE, to enter into and upon the Demised Premises or any part
thereof at all reasonable hours for the purpose of examining same and making repairs or janitorial
service therein, and for the purposes of inspection for compliance with provisions of this Lease
Agreement.
ARTICLE 8. Assignment and Subletting
LESSEE covenants and agrees not to assign this Lease or to sublet the whole or any part
of the Demised Premises, or to permit any other persons, including another County agency, to
occupy same without the prior expressed written consent of LESSOR. Any such assignment or
subletting, even with the consent of LESSOR, shall not relieve LESSEE from liability for
payment of rent or other sums herein provided or from the obligation to keep and be bound by
the terms, conditions and covenants of this Lease. The acceptance of rent from any other person
shall not be deemed to be a waiver of any of the provisions of this Lease or to be a consent to the
assignment of this Lease or subletting of the Demised Premises.
ARTICLE 9. Insurance
9.01. Insurance.
A. LESSOR's Building Insurance. LESSOR shall keep the Building insured
against damage and destruction by fire, earthquake, vandalism, and other perils in
the amount of the full replacement value of the Building, as the value may exist
from time to time. The insurance shall include an extended coverage endorsement
of the kind required by an institutional lender to repair and restore the Building.
B. Property Insurance. Each party shall keep its personal property and trade
fixtures in the Demised Premises and Building insured with "all risks" insurance
in an amount to cover one hundred (100) percent of the replacement cost of the
property and fixtures. LESSEE shall also keep any non-Building-standard
3
13A {
improvements made to the Demised Premises by the LESSEE insured to the same
degree as LESSEE's personal property.
C. Liability Insurance. Each party shall maintain in effect workers' compensation
insurance as may be required by law and contractual and comprehensive general
liability insurance, including public liability and property damage, with a
minimum single limit of general liability of one million dollars ($1,000,000.00)
per occurrence and two million dollars ($2,000,000.00) aggregate for personal
injuries or deaths of persons occurring in or about the Building and Demised
Premises.
D. Waiver of Subrogation. Each party waives claims arising in any manner in its
(Injured Party's) favor and against the other party for loss or damage to Injured
Party property located within or constituting a part or all of the Building. This
waiver applies to the extent the loss or damage is covered by: (i) the Injured
Party's insurance; or (ii) the insurance the Injured Party is required to carry under
Section 5, whichever is greater. The waiver also applies to each party's directors,
officers, employees, shareholders, and agents. The waiver does not apply to
claims caused by a party's willful misconduct.
E. Increase in Insurance. The amounts of coverage required by this Lease are
subject to review at the end of each three-year period following the
Commencement Date. At each review, if necessary to maintain the same level of
coverage that existed on the Commencement Date, the amounts of coverage shall
be increased to the lesser of (i) the amounts of coverage carried by prudent
LESSORs and LESSEEs of comparable Properties in the Immokalee area; or (ii)
twenty-five (25)percent higher than the previous insurance amounts.
F. Insurance Criteria. Insurance policies required by this Lease shall: (i) be issued
by insurance companies licensed to do business in the state of Florida with general
policyholder's ratings of at least A and a financial rating of at least XI in the most
current Best's Insurance Reports available on the date in paragraph 1.01. If the
Best's ratings are changed or discontinued, the parties shall agree to an equivalent
method of rating insurance companies; (ii) name the non-procuring party as an
additional insured as its interest may appear; other LESSORs or LESSEEs may
also be added as additional insureds in a blanket policy; (iii) provide that the
insurance not be canceled or materially changed in the scope or amount of
coverage unless thirty (30) days' advance notice is given to the non-procuring
party; (iv) be primary policies - not as contributing with, or in excess of, the
coverage that the other party may carry; (v) be permitted to be carried through a
"blanket policy" or "umbrella" coverage; and (vi) be maintained during the Initial
Term and any Option Terms.
G. Evidence of Insurance. By the Commencement Date and upon each renewal of
its insurance policies, each party shall give certificates of insurance to the other
party. The certificate shall specify amounts, types of coverage, the waiver of
subrogation, and the insurance criteria listed in paragraph 5.01(F). The policies
shall be renewed or replaced and maintained by the party responsible for that
4
13A
policy. If either party fails to give the required certificate within thirty (30) days
after notice of demand for it, the other party may obtain and pay for that insurance
and receive reimbursement from the party required to have the insurance.
9.02. Indemnification.
A. LESSEE's Indemnity. LESSEE indemnifies, defends, and holds LESSOR
harmless from claims for personal injury, death, or property damage for incidents
occurring in or about the Demised Premises or Building that are caused by the
negligence or willful misconduct of LESSEE, its agents, employees, or invitees.
When the claim is caused by the joint negligence or willful misconduct of
LESSEE and LESSOR or LESSEE and a third party unrelated to LESSEE, except
LESSEE's agents, employees, or invitees, LESSEE's duty to defend, indemnify,
and hold LESSOR harmless shall be in proportion to LESSEE's allocable share of
the joint negligence or willful misconduct.
B. LESSOR's Indemnity. LESSOR indemnifies, defends, and holds LESSEE
harmless from claims for personal injury, death, or property damage for incidents
occurring in or about the Demised Premises or Building that are caused by the
negligence or willful misconduct of LESSOR, its agents, employees, or invitees.
When the claim is caused by the joint negligence or willful misconduct of
LESSOR and LESSEE or LESSOR and a third party unrelated to LESSOR,
except LESSOR's agents, employees, or invitees, LESSOR's duty to defend,
indemnify, and hold LESSEE harmless shall be in proportion to LESSOR's
allocable share of the joint negligence or willful misconduct.
C. Release of Claims. Notwithstanding paragraphs 5.02(A) and (B), the parties
release each other from any claims either party (Injured Party) has against the
other. This release is limited to the extent the claim is covered by the Injured
Party's insurance or the insurance the Injured Party is required to carry under
Section 5, whichever is greater.
9.03 Environmental Liabilities. Unless the context otherwise specifies or requires,
the following terms shall have the meanings herein specified:
A. "Environmental Law" means any federal, state or local law, statute, ordinance,
rule, regulation, judgment or order concerning environmental quality, health,
environmental hygiene or safety and/or the protection of, or regulation of the
discharge of Hazardous Materials into the air, ground or water, including without
limitation, the Resource Conservation and Recovery Act of 1976, 42 U.S.C.
Section 6901 et. seq. ("RCRA"), the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, 42 U.S.C., Section 9601 et. seq.
"CERCLA", and the Hazardous Materials Transportation Act, U.S.C. Section
1801, et. seq. "HMTA", as all of the foregoing shall be amended from time to
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time, and all rules, regulations and guidelines promulgated or adopted pursuant
thereto.
B. "Hazardous Materials" means and includes (i) those substances included within
the definitions of "hazardous substances", "hazardous materials", "hazardous
waste", "toxic substances", "solid waste", "pollutants" or "contaminants" in
CERCLA, RCRA, and HMTA, (ii) asbestos, (iii) polychlorinated biphenyls, (iv)
any substance the presence of which on the Property is prohibited or regulated by
any Environmental Law, (v) any petroleum, including crude oil, petroleum
hydrocarbons, or and fraction thereof, and all other petroleum-based products, (vi)
underground storage tanks, (vii) any natural gas or natural gas product, (viii) urea
formaldehyde foam insulation, (ix) freon and other chlorofluorocarbons, and (x)
any other substance which by any Environmental Law requires special handling or
notification of any federal, state or local governmental entity in its collection,
storage, treatment or disposal.
C. "Hazardous Materials Contamination" means dumping, discharging, disposal,
release, seepage, emission, leakage, use, manufacture and/or generation of
Hazardous Materials into, from, under, above, around, at, in, or onto, or the
contamination of (i) the Demised Premises, (ii) the Common Areas, (iii) any
portion of the office building property, (iv) any groundwater, air or other elements
under, above, around, at, in or on the Demised Premises, or(v) any other property,
as a result of Hazardous Materials at any time (whether before or after the date of
this Lease) emanating from the Property.
9.03.1 LESSEE covenants that it shall not cause, nor suffer or permit any LESSEE party to
cause, any Hazardous Materials to be dumped, placed, stored, manufactured, generated,
held, used, located, leaked, discharged, released, seeped, emitted or disposed of into,
from, on under, above, around, in or at the Property, the Common Areas for the office
building Property or any part thereof, without the prior written consent of LESSOR;
provided, however, that LESSOR hereby consents to LESSEE's proper storage (in
incidental quantities) and proper use on the Property of those supplies which are
commonly and routinely used for general office purposes, such as copier toner, liquid
paper, glue, ink and common household cleaning materials, and in connection with
LESSEE's intended use of the Property, provided such storage and use comply with all
laws regulating any such supplies, including, without limitation, all Environmental
Laws. Upon the Termination Date, LESSEE shall remove from the Property and all
other portions of the office building Property, at its sole cost and expense, any and all
Hazardous Materials (including any equipment or systems containing Hazardous
Materials). LESSEE shall provide written notice to LESSOR immediately upon
LESSEE's acquiring knowledge of the improper or possible improper use, presence or
storage of any Hazardous Materials at, under, above, around, in or on the Property or the
office building Property or any Hazardous Materials Contamination, and shall include
with such notice all other information and materials relating thereto. Upon any breach of
the first sentence of this Section 9.03.1, LESSEE shall promptly comply with all
Environmental Laws requiring the removal, treatment and/or disposal of such Hazardous
Materials or Hazardous Materials Contamination and provide LESSOR with satisfactory
evidence of such compliance.
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9.03.2 LESSOR shall have the right, but not the obligation, without in any way limiting
LESSOR's other rights and remedies under this lease and without liability to LESSEE, to
enter upon the Demised Premises and/or to take such other actions as it deems necessary
or advisable to investigate, clean up, remove, resolve or minimize the impact of, or
otherwise deal with, any actual or suspected breach by LESSEE of its obligations under
this Section 9.03. All costs and expenses incurred by LESSOR in the exercise of its
rights under this Section 9.03 in the event of such an actual breach shall be payable by
LESSEE as Additional Rent within ten(10) days following written demand therefore.
9.03.3 LESSEE shall defend, indemnify and hold harmless LESSOR, all LESSOR Mortgagees,
all subsequent LESSEEs of the Property, and all future owners of LESSOR's interest in
the office building Property or any portion thereof, and each of their successors,
assignees, heirs, executors, administrators and personal representatives (together with the
members, partners, officers, directors, shareholders, agents and employees of each of the
foregoing) for, from and against any and all claims,judgments, damages, penalties, fines,
costs, liabilities and losses, including, without limitation, diminution in the value of the
Property or the office building Property, remediation expenses, damages for the loss or
restriction of use or rentable or useable space or of any amenity of the Property, the
Common Areas or any other portion of the Property, sums paid in settlement of claims,
attorney fees, consultant fees, expert fees and costs of investigation which arise during or
after the Term directly or indirectly from the LESSEE's breach of its obligations under
this Section 9.03.
9.03.4 The provisions of this Section 9.03 shall survive the expiration or early termination of
this Lease.
9.03.5 Limitation of LESSOR's Liability.
A. Transfer of Demised Premises. If the Building is sold or transferred, voluntarily
or involuntarily, LESSOR's Lease obligations and liabilities accruing after the
transfer shall be the sole responsibility of the new owner if: (i) the new owner
agrees in writing to assume LESSOR's obligations; and (ii) the LESSEE's funds
that the LESSOR is holding, such as the Security Deposit, are given to the new
owner on the same terms and conditions as set forth in this lease.
B. Liability for Money Judgment. If LESSOR, its employees, officers, or partners
are ordered to pay LESSEE a money judgment because of LESSOR's default,
then, LESSEE's remedy to satisfy the judgment shall be first to LESSOR's interest
in the Building including the rental income and proceeds from sale and thereafter
to other interests of the LESSOR.
ARTICLE 10. Maintenance
Repairs and Maintenance.
A. LESSEE's Care of Demised Premises. LESSEE shall:
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(i) keep the Demised Premises and fixtures in good order, condition and
repair (including any such maintenance, replacement and restoration as is
required for that purpose) the leased Demised Premises and every part
thereof and any and all appurtenances thereto wherever located, including,
but without limitation, the exterior and interior portion of all doors, door
checks, windows, plate glass, store front, all plumbing and sewage
facilities within the leased Demised Premises, including free flow up to
the main sewer line, fixtures, fire sprinkler heads and distribution system
installed by LESSEE or contractors employed by LESSEE, walls, floors
and ceilings, and any work performed by LESSEE; and
(ii) make repairs and replacements to the Demised Premises or Building
needed because of LESSEE's misuse or primary negligence, except to the
extent that the repairs or replacements are covered by LESSOR's insurance
or the insurance LESSOR is required to carry under Section 5, whichever
is greater.
(iii) LESSOR has provided interior lighting equipment for the Demised
Premises. LESSEE agrees to pay all costs of replacement of lamps, tubes,
ballasts, starters, transformers and electricity to operate said interior
lighting equipment through separate meter billings.
B. LESSOR's Repairs. LESSEELESSOR shall keep and maintain the foundation,
exterior walls and roof of the building (including building fixtures and
equipment), common areas in which the leased Demised Premises are located and
the structural portions of the leased Demised Premises which were installed by
LESSOR or contractors employed by LESSOR, exclusive of interior and exterior
doors, door frames, door checks, windows, and window frames, in good repair
except that LESSOR shall not be called upon to make any such repairs occasioned
by the act or neglect of LESSEE, its agents, employees, invitees, licensees or
contractors. LESSOR shall make the repairs and replacements to maintain the
Building in a condition comparable to other first class office buildings in the
Immokalee area.
C. Cost of Repair. Thirty (30) days after written notice to LESSEE, LESSOR may
make any repairs LESSEE is required to make but does not make, and charge
LESSEE for 110% of the expenses thereof incurred by LESSOR shall be
collectible by LESSOR as Additional Rent after rendition of a bill or statement
thereof LESSOR may make emergency repairs without notice under this
provision.
ARTICLE 11. Default by LESSEE
Failure of LESSEE to comply with any provision or covenant of this Lease shall
constitute a default and LESSOR may, at LESSOR'S option, terminate this Lease after thirty (30)
days written notice to LESSEE, unless the default be cured within that notice period (or such
additional time as is reasonably required to correct such default).
ARTICLE 12. Default by LESSOR
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LESSOR shall in no event be charged with default in the performance of any of its
obligations hereunder unless and until LESSOR shall have failed to perform such obligations
within ninety (90) days (or such additional time as is reasonably required to correct such default)
after written notice from LESSEE to LESSOR properly specifying wherein LESSOR has failed
to perform any such obligations.
ARTICLE 13. Notices
Any notice which LESSOR or LESSEE may be required to give to the other party shall be
in writing to the other party at the following addresses:
LESSEE: LESSOR:
Board of County Commissioners David K. Borden
c/o Real Property Mgmt. Dept. Barron Collier Partnership,LLLP
3301 Tamiami Trail East 2600 Golden Gate Parkway
Administration Building Naples, FL 34105
Naples, Florida 34112
cc: Office of the County Attorney cc: Brad Boaz(same address as above)
ARTICLE 14. Surrender of Demised Premises
LESSEE covenants and agrees to deliver up and surrender to LESSOR possession of the Demised
Premises upon expiration of this Lease, or its earlier termination, broom clean and in as good
condition and repair as the same shall be at the commencement of the term of this Lease or may have
been put by LESSOR or LESSEE during the continuance thereof, ordinary wear and tear and damage
by fire or the elements beyond LESSEE'S control excepted.
ARTICLE 15. General Provisions
LESSEE fully understands that the police and law enforcement security protection provided by law
enforcement agencies to the Demised Premises is limited to that provided to any other business or
agency situated in Collier County, and LESSOR acknowledges that any special security measures
deemed necessary for additional protection of the Demised Premises shall be the sole responsibility
and cost of LESSEE and shall involve no cost or expense to LESSEE.
LESSEE expressly agrees for itself, its successor and assigns, to refrain from any use of the
Demised Premises which would interfere with or adversely affect the operation or maintenance of
LESSOR'S standard operations.
ARTICLE 16. Radon Gas
In compliance with Section 404.056, Florida Statutes, all parties are hereby made aware of the
following:
Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in
sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of
radon that exceed federal and state guidelines have been found in buildings in Florida. Additional
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information regarding radon and radon testing may be obtained from your County Public Health
Department.
ARTICLE 17. Effective Date
This Lease Agreement shall become effective upon execution by both LESSOR and LESSEE.
ARTICLE 18. Governing Law
This Lease Agreement shall be governed and construed in accordance with the laws of the State of
Florida.
IN WITNESS WHEREOF, the parties hereto have hereunder set forth their hands and seals.
AS TO THE LESSEE (CRA)
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, CLERK COLLIER COUNTY, FLORIDA IN ITS
CAPACITY AS THE COLLIER COUNTY
COMMUNITY REDEVELOPMENT
• ve, AGENCY ,
Ativ
46, ,
�" Depute clerk
cAtteit'Woo,
AS TI "LESSOR: BARRON COLLIER PARTN'RSHIP, LLLP
'L = i -ee By: f' /%
Witness (signature) Bo 4-- ,18z4
4
Print Name a d' itle
(print name) / / �t f/
Witness (signature)
(print name)
Approved as to form and
legal sufficiency:
Steven T. Williams
Assistant County Attorney
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EXECUTIVE SUMMARY
Recommendation for the Board of County Commissioners (BCC), acting as the Community
Redevelopment Agency (CRA), to approve the relocation of Immokalee CRA Office, approve the
master lease with Barron Collier Partnership, LLLP, and authorize the Chairman to sign the
master lease agreement.(3120 15th Street North,Unit 2,Immokalee).
OBJECTIVE: To (1) obtain BCC approval for the relocation of the Immokalee CRA 3120 15th Street
North, Unit 2, Immokalee, (2) approve office lease with Barron Collier Partnership, LLLP (Landlord),
and(3)authorize the Chairman to sign the attached lease agreement.
CONSIDERATIONS: CRA staff currently shares office space at 310 Alachua Street in Commissioner
Coletta's satellite office (1,994 sq. ft.). The Code Enforcement (four employees), one Permitting staff, 3
CRA staff and 2 Immokalee Business Development Center(IBDC) staff are housed in this unit. There is
not adequate space for the ten employees in this office space.
After careful review of available office rental space in Immokalee, staff identified office space to meet the
CRA and IBDC space needs. This location offers an adequate amount of space, a more professional
setting and is located on north Main Street in a highly visible location.
The proposed facility at 3120 15th Street has 3,938 square feet of space at a lease rate of$9.14/ sq. ft. or
$3,000.00 per month. This rate includes water and sewer,trash removal; exterior maintenance (to include
landscape). Collier County Budget Guideline stipulates lease rates per square foot per year as $6 - $12
for Immokalee office/medical space. The lease would commence on July 1, 2011.
In an effort to foster economic development in the Immokalee Urban Designated Area, and to potentially
offset a portion of the cost of this lease, the CRA may sublease to businesses engaged in economic
development and/or to businesses enrolled in the IBDC programs.
FISCAL IMPACT: Sufficient funds exist in the FY2011 Budget. Fiscal impact associated with this
recommendation is in the amount of$3,000 per month with a portion of the cost to be paid by the Collier
County CRA-Immokalee Fund 186-138324 and the Immokalee Business Development Center Fund 186-
138321. The CRA may sublease to businesses engaged in economic development and/or to businesses
enrolled in the IBDC programs.
CONSISTENCY WITH GROWTH MANAGEMENT PLAN: This move will further the programs
and projects within the budgetary and policy guidance and directives of the Community Redevelopment
Agency and the Board of County Commissioners in furtherance of Policy 4.2 of the Future Land Use
Element of the Growth Management Plan which reads as follows:
"The Immokalee Area Master Plan addresses conservation, future land use, population, recreation,
transportation, housing, and the local economy. Major purposes of the Master Plan are coordination of
land uses and transportation planning, redevelopment or renewal of blighted areas, and the promotion of
economic development."
ADVISORY BOARD RECOMMENDATION: By unanimous vote, during the regular meeting of the
Immokalee Local Redevelopment Advisory Board on May 18, 2011, the Advisory Board voted to
approve a recommendation to the BCC, acting as the CRA, to relocate the Immokalee CRA to 3120 15th
Street North, Immokalee, FL.
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LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney and is legally
sufficient for Board approval,which requires majority support. -JAK
RECOMMENDATION: Recommendation for the Board of County Commissioners (BCC), acting as
the Community Redevelopment Agency(CRA), to (1) approve the relocation of Immokalee CRA Office,
(2) approve the master lease with Barron Collier Partnership, LLLP, (Landlord) and (3) authorize the
Chairman to sign the attached master lease agreement. (3120 15th Street North,Unit 2, Immokalee).
PREPARED BY:
Penny Phillippi, Executive Director, Immokalee CRA
ATTACHMENTS:
1. Master Lease Agreement
2. Barron Collier Consent to Sub-Lease
3. Floor Plan
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Sublease Agreement
This Sublease Agreement is made between Board of County Commissioner acting as the
Community Redevelopment Agency, individually or collectively as the "Sublandord," and
, as the "Subtenant,"together referred to as the "Parties."
The Parties agree that the Subtenant shall lease from the Sublandord a portion of the Sub
landlord's interest in the premises located at 3120 15th Street, Unit 1, Immokalee, Florida (the
"Premises") on the following terms:
1. Lease Term. The term of the Lease will be for a period of months,
beginning on and ending on .
2. Rent. Subtenant will pay a total monthly rent of $ . Rent will be payable on
the first day of each month directly to:
Mailing Address: Collier County Clerk of Courts
3301 E. Tamiami Trail
Naples, Fl 34112
Checks and money orders must be payable to: "Collier County Clerk of Courts". Please do not
send cash through the mail. If payments are mailed, a receipt will be mailed back only of a self-
addressed, stamped envelope is included when mailing in payments, otherwise the cancelled
check will be the receipt.
2. Security Deposit. Subtenant will pay $ to Sublandord as a security deposit.
Deductions permitted by California law may be made from the security deposit and the
remainder, if any, shall be returned to Subtenant within 21 days of the termination of
Subtenant's tenancy. The security deposit may not be used as last month's rent.
4. Termination Notice. Subtenant's tenancy will terminate on the date specified in Section
1 above, unless Sublandord and Subtenant sign another written agreement prior to the end of
tenancy providing for an additional period of tenancy. Subtenant is not responsible for finding a
replacement upon the termination of his/her tenancy.
5. Subtenant's Interest in the Premises. Subtenant is one of total tenants
occupying
the Premises (the "Tenants"). Subtenant may share all of the common spaces (e.g., the waiting
area, the receptionist area, the copy room, and bathrooms) in the Premises equally with the
other Tenants.
6. Utility and Telephone Charges. The Subtenant agrees to pay % of all utility
charges. The Subtenant will pay % of the fixed monthly telephone service charges and
Subtenant will pay 100% of those telephone charges for which s/he is directly and individually
responsible.
7. Noise Level. During the hours of 8:00 A.M to 5:00 P.M., the Tenants will maintain a
noise level that will permit all tenants to operate their respective businesses.
8. Smoking. Smoking is not allowed in the Premises.
13. A
9. Alcohol. Alcohol is not allowed in the Premises.
10. Parking Space. The Subtenant agrees that they are entitled to use of the parking space
as part of this Sublease Agreement. The parking space, if any, is located at the front of the
premises.
11. Master Lease. In addition to the provisions of this Sublease Agreement, the Subtenant
agrees to be bound by all the conditions of the lease between Sublandord and the landlord
Barron Collier Partnership, LLLP, a Florida Limited Liability Limited Partnership (the "Master
Lease"). The Master Lease is attached to this Sublease Agreement for reference. The
terms of the Master Lease are hereby incorporated into this Sublease Agreement. No
representation that is not included here or in the Master Lease shall be binding upon the
Parties.
12. Termination of Master Lease. If Sublandord terminates his/her tenancy in the Premises
under the Master Lease, Sublandord will provide thirty (30) days' notice to Subtenant.
Subtenant agrees that if the Master Lease is terminated for any reason, this Sublease
Agreement will terminate as of the same date.
13. Condition of the Premises. Subtenant acknowledges that s/he has examined the
Premises and that they are in good condition except as follows
. Upon
the termination of this Sublease Agreement for any cause, Subtenant will leave the Premises in
their original good condition, except for reasonable wear and tear. Subtenant is responsible for
the repair of any damage resulting from the act or neglect of Subtenant or those persons who
are invitees of the Subtenant.
14. Subleasing and Assignment. Subtenant may not lease, sublease, or assign the
Premises without the prior written consent of the Sublandord.
15. Complete and Binding Agreement. All preliminary negotiations between the Parties
are merged into, and superseded by, the terms of this Sublease. This Sublease will not be
enforceable until signed by both Subtenant and Sublandord. Any modification to this Agreement
must be in writing, signed by both Sublandord and Subtenant.
This Lease Agreement shall be governed and construed in accordance with the laws of the
State of Florida.
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IN WITNESS WHEREOF, the parties hereto have hereunder set forth their hands and seals.
AS TO THE SUB LANDLORD:
DATED: BOARD OF COUNTY COMMISSIONERS,
COLLIER COUNTY, FLORIDA
ATTEST:
DWIGHT E. BROCK, Clerk
BY: BY:
, Deputy Clerk FRED W. COYLE, Chairman
AS TO THE SUBTENANT:
DATED: SUBTENANT
BY:
WITNESS (signature)
print name
WITNESS (signature)
print name
Approved as to form and
legal sufficiency:
Steven T. Williams
Assistant County Attorney
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•
BARRON COLLIER COMPANIES
June 6,2011
Ms. Penny Phillippi
Immokalee Community Redevelopment Agency
310 Alachua Street
Immokalee,FL 34142
Re:Lease for 1320 N. 15th Street Unit 2,Immokalee,FL 34142
Dear Ms. Phillippi,
This letter serves as consent from Barron Collier Partnership, as Landlord of the above
mentioned property,that the Immokalee Community Redevelopment Agency will be able
to sublease individual offices within their Leased premises per Article 8 of the pending
Lease agreement. Landlord's prior written consent for any subletting will be required but
not unreasonably withheld.
Please feel free to contact me with any questions.
Sincerely,
aa �r •
Cee Cee M: inelli
Director of Leasing
2600 Golden Gate Parkway,Naples,Florida 34105 www.barroncollicr.roln 239.262.2600