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Backup Documents 02/23/2010 Item #16B6 MEMORANDUM 1686 Date: March 4, 2010 To: Rhonda Cummings, Purchasing Contract Specialist From: Teresa Polaski, Deputy Clerk Minutes & Records Department Re: Contract #10-5206: "Design Services for Collier Area Transit (CAT) Transfer Station" Contractor: Post, Buckley, Schuh & Jernigan, Inc. Enclosed is one original contract, referenced above (Agenda Item #16B6), approved by the Board of County Commissioners on Tuesday, February 23, 2010. L- The second contract will be kept in the Minutes and Records Department as part of the Board's permanent records. If you should have any questions, please contact me at 252-8411, Thank you, . Enclosure (I) ,'iJIIIt , ....F ........... ..1 f/fI!"" FILE NO.: /()-- Pl2t- (J/t;96 1686 .9.4- 'K9.. ,1JiE q A I:YE D: . '1'\[1'11" '~-"'R~IF' ~"Aj.)!\ i L\J i(} 1)\, \ ITEM NO.: From: ?"! '1 '( '1 R. - 2 H' I' , 28j J.- ,.\,::I,'~i, - HIJ j' vJ ,A1~f~ '1'4 ~V ~ ~/~ ~17 L- ~ i ( y'l, February 26, 2010 Yo.? t> ~ County Attorney's Office sPJ~ \J V Attention: Jeff Klatzkow '3cor\ ,We...,", ) ')..J Rhonda Cummings, FCCN, CPPB, Contract Specialist 3)v....t ~JI.-\ jlo Purchasing Department, Extension 8941 DO NOT WRITE ABOVE THIS LINE ROUTED TO: REQUEST FOR LEGAL SERVICES Date: To: Re: Contract: #10-5206 "Design Services for Collier Area Transit (CAT) Transfer Station" .. Contractor: Post Buckley Schuh & Jernigan, Inc. This is a standard contract with no changes. This item was not previously submitted, / 0/ BACKGROUND OF REQUEST: This Contract was approved by the BCC on February 23, 201 Agenda Item 16.B.6 Contract review and approval. , ;\ \ 0;\\\ \~~ \\ \'},-) '1\-] \\, . " ACTION REQUESTED: OTHER COMMENTS: Please forward to the BCC for signature after approval. If there are any questions concerning the document, please contact me. Thank you, C: Gary Putaansuu, Michelle Arnold, TECM/ATM RLS # ---L1Z-PlU- OILf'7 "" CHECKLIST FOR REVIEWING CONTRACTS Entity Name: 1/95"'7 AfJl'.J<.' f..1 S(l~If<l-.. T€R.Nl4,,\><J, r~, Insurance Insurance Certificate attached? Insured registered in Florida? Contract # &/or Project referenced on Certificate? Certificate Holder name correct (BCC)? Commercial General Liability General Aggregate Required $ I~' L,. Products/CompVOp Required $ Personal & Advert Required $ Each Occurrence Required $ Fire/Prop Damage Required $ Automobile Liability Bodily Inj & Prop Required $ t:OOI ODb Workers Compensation Each accident Required $. I IM'L.. Disease Aggregate Required $ Disease Each Empl Required $___ Umbrella Liability Each Occurrence Provided $ 2 ~ Mol L Aggregate Provided $ I' Does Umbrella sufficiently cover any underinsured portion? Professional Liability Each Occurrence Required $ I M.ll.- Per Aggregate Required $ Other Insurance Each Occur Type:__.___ Entity name correct on contract? Entity registered with FL Sec. of State? Required $ County required to be named as additional insured? County named as additional insured? Indemnification Does indemnification meet County standards? Is County indemnifying other party? Performance Bond Bond requirement referenced in contract? If attached, expiration date of bond Does dollar amount match contract? Agent registered in Florida? Signature Blocks Correct executor name in signature block? Correct title of executor? Executor authorized to sign for entity? Proper number of witnesses/notary? Authorization for executor to sign, if necessary: (t..f')(t.{l. Chairman's signature block? Clerk's attestation signature block? County Attorney's signature block? Attachments Are all required attachments included? ..L Yes _.k'....'yes ....v". Y es V Yes . VYes ~.lL_ Yes Provided $ .z ""L.. Provided $ I' Provided $ ~ { "'" (..1:0:._ Provided $ ___.~ Provided $ ___~_ Provided $ 2..~tL Provided $ Provided $ Provided $ I MIL. I' (' Exp Date Exp Date ---.0 es Provided $ I fv\.IL Provided $ { I -~._._,-- Provided $ _V".._Yes ~Yes v""Yes Yes V Yes ~Yes __.v Yes ~Yes RJSo::c ~ ~'t1Pc~1> -lLYes ..._I.<:":..Yes -.JL:.. Y es ----\L'..Yes 1686 No No No _No No No Exp. Date 'f /~{ (I? Exp. Date 'll Exp. Date t, Exp. Date ~___ Exp. Date t' Exp Date.. <f{.",/iI> Exp Date ~tI!.-.- Exp Date ~__ll Exp Date C I '\ 1-w(ltJ " No Exp. Date -'!J 31 r I V Exp. Date " Exp Date ___ No No No _VNo Yes No Yes Yes No No No No No No No No No No <...... .,__ Reviewer InitIals: ~ D"e..J..fo* 04.CO.l\-0 03 1222 1686 MEMORANDUM TO: Ray Carter Risk Management Department r, . ())/sfJ k-' ...::.).: ~ ,~Lt'V- ~ . .....; Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department FROM: DATE: February 26,2010 RE: Review of Insurance for Contract: #10-5206 "Design Services for Collier Area Transit (CAT) Transfer Station" Contractor: Post Buckley Schuh & Jernigan, Inc. This Contract was approved by the BCC on February 23,2010, Agenda Item 16.B.6 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC C: Gary Putaansuu, Michelle Arnold, TECM/ATM flAT!' RP]:lVEO ,{, 'i) ", .~ ,,\. ::"r\~iME.N1 1686 mausen 9 From: Sent: To: Cc: Subject: RaymondCarter Monday. March 01. 2010 2:18 PM CummingsRhonda DeLeonDiana; mausen_g; arnold_m; putaansuu_g Contract 10-5206 "Design Services for Collier Area Transit (CAT) Transfer Station" All, I have approved the certificate(s) of insurance provided by Post Buckley Schuh & Jernigan, Inc. for contract 10-5206. The contract will now be forwarded to the County Attorney's Office for their review. Thank you, Ray ~~ Manager Risk Finance Office 239-252-8839 Cell 239-821-9370 Under Florida Law, e-mail addresses are public records. If you do not want your e-mail address released in response to a public records request, do not send electronic mail to this entity_ Instead. contact this office by telephone or in writing Secretary's Certificate of Post, Buckley, Schuh & Jernigan, Inc. 1686 Exhibit "A" RESOLVED, that the below named officers are authorized to execute documents on behalf of Post, Buckley, Schuh & Jernigan, Inc.. d/b/a PBS&J: Max D, Crumit L. Dean Fox Randy L, Larson Wayne Overman Donald J. Vrana Cecilia R, Green Thomas F. Barry, Jr. Larry A, Boatman John R. Brandvik Benjamin P. Butterfield David J. Carter Richard M. Grubel Avinash Gupta Lawrence H, Hentz, Jr. Mark A, Isaak Robert S, Lawson Michael W. McFall Barry J. Schulz Co-President Co-President Co-President Executive Vice President Executive Vice President/Chief Financial Officer/Treasurer Executive Vice President Senior Vice President Senior Vice President Senior Vice President Senior Vice President/General Counsel/Secretary Senior Vice President Senior Vice President/Assistant Secretary Senior Vice President Senior Vice President Senior Vice President Senior Vice President Senior Vice President Senior Vice President FURTHER RESOLVED, that the following named officers are authorized to attest to the signatures of officers executing documents on behalf of Post, Buckley, Schuh & Jernigan, Inc" d/b/a PBS&J: Benjamin P. Butterfield Richard M, Grubel Rene De los Rios C. Ernest Edgar James Robert Steele Senior Vice President/General Counsel/Secretary Senior Vice President/Assistant Secretary Assistant Secretary Vice President/Assistant Secretary Vice President/Assistant Secretary 2 SECRETARY'S CERTIFICATE OF Post, Buckley, Schuh & Jernigan, Inc. 1686 I HEREBY CERTIFY that I am the duly elected Secretary of Post, Buckley, Schuh & Jernigan, Inc" a Florida corporation (the "Corporation"), and attached as Exhibit "A" hereto is a true and correct copy of the resolutions duly adopted at a meeting of the Board of Directors of the Corporation held on February 18, 2010 and I further certify that the said resolutions remain in full force and effect as of the date hereof and have not been amended or revised in any respect: IN WITNESS WHEREOF, I have hereunto set my hand this 19th day of February , 2010. Post, Buckley, Schuh & Jernigan, Inc. (Corporate Seal) < 753951 008873 000002 www,sunbiz,org - Department of State 6 Home Contact Us E-Filing Services Document Searches Forms Help prevjgus on Li$j Next'mList Return T9~ist :ey~_nts N~[T)e HistQ!)' IEntity Name Search Submit I Detail by Entity Name Florida Profit Corporation POST. BUCKLEY. SCHUH & JERNIGAN, INC. Filing Information Document Number 233840 FEI/EIN Number 590896138 Date Filed 02/29/1960 State FL Status ACTIVE Last Event MERGER Event Date Filed 12/29/2008 Event Effective Date 0110112009 Principal Address 4030 WEST BOY SCOUT BOULEVARD SU ITE 700 TAMPA FL 33607 US Changed 01/13/2010 Mailing Address 4030 WEST BOY SCOUT BOULEVARD SU ITE 700 TAMPA FL 33607 US Changed 01/13/2010 Registered Agent Name & Address BUTTERFIELD. BENJAMIN P 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA FL 33607 US Name Changed: 11/06/2008 Address Changed: 01113/2010 OfficerlDirector Detail Name & Address TilleVT VRANA. DONALD J 4030 WEST BOY SCOUT BOULEVARD, SUITE 700 TAMPA FL 33607 US Tille V http://www.sunbiz.org/scripts/cordet.exe?action=DETFlL&in~doc_number=233840&inq...1 /28/20 I 0 www,sunbiz,org - Department of State PAULSEN. ROBERT J 482 SOUTH KELLER ROAD ORLANDO FL 32810 Title V RICHMOND. RONALD D 4030 WEST BOY SCOUT BOULEVARD, SUITE 700 TAMPA FL 33607 Title V GUPTA. AVINASH 2001 NW 107 AVENUE MIAMI FL 33172-2507 US Title VS BUTTERFIELD. BENJAMIN P 4030 WEST BOY SCOUT BOULEVARD. SUITE 700 TAMPA FL 33607-1757 US Title VAS GRUBEL, RICHARD M 2001 NW 107 AVENUE MIAMI FL 33172-2507 US Annual Reports Report Year Filed Date 2008 12/01/2008 2009 02/03/2009 2010 01/13/2010 Document Images 01/13/2010" ANNUAL REPORT 02/03/2009 c- f\NNUAL REPORT ,-2L29/2008 =-Merger 12/Q1/2008 -- ANNUAL REF'Orrr 11/06/2008 " B'"lLi\gent Change 08/20/2008_= Amended and Restated ,A.rticles 02/13/200_8 =-lI_NNUAU,E;PORT 01/09/2008 =- ANNUAL REPORT 01/29/2007 =-ANNUAL REPORT 03/14/200Q -- AI'ili1LAL_ REPORT_ 02/20/2006" ANNUAL REPORT 10/11/2005 -- ANNUAL REPORT 02/14/2005 -c ANNUAL REPORT Q1/29/2004 -- ANNUALJ:sEf'ORI 01/15/2003 = ANNUAL REPORT 01/27/2002 =- ANNUAL REPORT 03/12/2001 -- ANNUAL REPORT Q1L20/2000 -- ANNUALREPQRT Page 2 of3 1686 View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF fornlat View image in PDF format http://www.sunbiz.org/scripts/cordet.exc?actioIFDE.[FlL&in~doc__number=233840&inq...1 /28/20 I 0 www,sunbiz.org - Department of State Page 3 of3 01/15/1999 -_-ANNUAL REPORT 01/14/1999 --_ Merger 09/29/1998 -- Merger 01/06/1998 -- ANNUAL REPORT 02/04/1997 -- ANt'oJUAL REPORT 01/25/1996 _--At'oJNU1\LREPORL 01/Q311gj)5_-,ANNUAL REPORT View image in PDF fonnat View image in PDF fonnat View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF fonnat 1686 rNote: This is not official record. See documents if question or conflictl Pr~yiou1i_on List Nextgo1,iJ;t RetYmI()Li~t E:~~JJ!~ Name History IEntity Name Search Submit I Home I Contact us I Document Searches I E-FiIiI1Q Services I Forms I Help I Copyright and Privacy Policies Copyright @ 2001 State of Florida, Department of State http://www.sunbiz.org/scripts/cordct.exe?action=DETFlL&inq_doc_number=233840&inq...1 /28/20 I 0 EPLS Search Results Page I of 1 EPLS 1686 Exduded Parties List: System Search Results Excluded By Partial Name: Post, or Buckley Exact Name: Post, Buckley, Schuh & Jerrigan as of 06-Jan-2010 4:50 PM EST Your search returned no results. https:/ /www.epls.gov/epls/search.do?tcxt=Post%2C+Buckley&cxact_name=Post%2C+Buc...l /6/20 I 0 1686 Contract #10-5206 Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station THIS AGREEMENT is made and entered into this )3r'~ay of fe y,( \..L"""'j 2010, 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 Post, Buckley, Schuh & Jernigan, Inc., authorized to do business in the State of Florida, whose business address is 4030 West Boy Scout Boulevard, Suite 700, Tampa, FL 33607 (hereinafter referred to as the "CONSULTANT"), WIT N E SSE T H: WHEREAS, the OWNER desires to obtain the professional Design Consulting services of the CONSULTANT concerning Design of Collier Area Transit (CAT) Transfer Station (hereinafter referred to as the "Project"), said services being more fully described in Schedule A, "Scope of Services", which is attached hereto and incorporated herein; WHEREAS, the CONSULTANT has submitted a proposal for provision of those services; and WHEREAS, the CONSULTANT represents that it has expertise in the type of professional services that will be required for the Project. NOW, THEREFORE, in consideration of the mutual covenants and provisions contained herein, the parties hereto agree as follows: A-I ARTICLE ONE CONSULTANT'S RESPONSIBILITY 1686 1.1, CONSULTANT shall provide to OWNER professional Design Consulting services in all phases of the Project to which this Agreement applies, 1.2, The Basic Services to be performed by CONSULTANT hereunder are set forth in the Scope of Services described in detail in Schedule A. The total compensation to be paid CONSULTANT by the OWNER for all Basic Services is set forth in Article Five and Schedule B, "Basis of Compensation", which is attached hereto and incorporated herein, 1.3 The CONSULTANT agrees to obtain and maintain throughout the period of this Agreement all such licenses as are required to do business in the State of Florida and in Collier County, Florida, including, but not limited to, all licenses required by the respective state boards and other governmental agencies responsible for regulating and licensing the professional services to be provided and performed by the CONSULTANT pursuant to this Agreement. 1.4. The CONSULTANT agrees that, when the services to be provided hereunder relate to a professional service which, under Florida Statutes, requires a license, certificate of authorization or other form of legal entitlement to practice such services, it shall employ and/or retain only qualified personnel to provide such services to OWNER. 1.5. CONSULTANT designates Nathan West, 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, 2 1686 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 CONSULTANT hereunder. In the event of any conflicts in these requirements, the CONSULTANT shall notify the 3 1686 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. 1.7.1 The County reserves the right to deduct portions of the (monthly) invoiced (task) amount for the following: Tasks not completed within the expressed time frame, including required deliverables, incomplete and/or deficient documents, failure to comply with local, state and/or federal requirements and/or codes and ordinances applicable to Consultant's performance of the work as related to the project. This list is not deemed to be all-inclusive, and the County reserves the right to make sole determination regarding deductions. After notification of deficiency, if the Consultant fails to correct the deficiency within the specified timeframe, these funds would be forfeited by the Consultant. The County may also deduct or charge the Consultant for services and/or items necessary to correct the deficiencies directly related to the Consultant's non-performance whether or not the County obtained substitute performance, 1.8, CONSULTANT agrees not to divulge, furnish or make available to any third person, firm or organization, without OWNER'S prior written consent, or unless incident to the proper performance of the CONSULTANT'S obligations hereunder, or in the course of judicial or legislative proceedings where such information has been properly subpoenaed, any non-public information concerning the services to be rendered by CONSULTANT hereunder, and CONSULTANT shall require all of its employees, agents, subconsultants and subcontractors to comply with the provisions of this paragraph, CONSULTANT shall provide OWNER prompt written notice of any such subpoenas, 4 1686 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 a Change Order to this Agreement, CONSULTANT shall furnish or obtain from others Additional Services of the types listed in Article Two herein, The agreed upon scope, compensation and schedule for Additional Services shall be set forth in the Amendment authorizing those Additional Services, With respect to the individuals with authority to authorize Additional Services under this Agreement, such authority will be as established in OWNER'S Purchasing Policy and 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. 5 1686 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 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 6 16F: .......~ 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. 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 7 1686 authority to transmit instructions, receive information, interpret and define OWNER'S policies and decisions with respect to CONSULTANT'S services for the Project. However, the Project Manager is not authorized to issue any verbal or written orders or instructions to the CONSULTANT that would have the effect, or be interpreted to have the effect, of modifying or changing in any way whatever: (a) The scope of services to be provided and performed by the CONSULTANT hereunder; (b) The time the CONSULTANT is obligated to commence and complete all such services; or (c) The amount of compensation the OWNER is obligated or committed to pay the CONSULTANT. 3.2, The Project Manager shall: (a) Review and make appropriate recommendations on all requests submitted by the CONSULTANT for payment for services and work provided and performed in accordance with this Agreement; (b) Provide all criteria and information requested by CONSULTANT as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; (c) Upon request from CONSULTANT, assist CONSULTANT by placing at CONSULTANT'S disposal all available information in the OWNER'S possession pertinent to the Project, including existing drawings, specifications, shop drawings, product literature, previous reports and any other data relative to the Project; (d) Arrange for access to and make all provisions for CONSULTANT to enter the Project site to perform the services to be provided by CONSULTANT under this Agreement; and 8 1686 (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 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 9 1686 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 S, entitled "Basis of Compensation", which is attached hereto and made a part hereof. 10 l686 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 11 1686 agents or representatives of OWNER, shall, free of charge, have the right to audit, inspect and copy all such records and documentation as often as they deem necessary during the period of this Agreement and during the five (5) year period noted above, or such later date as may be required by law; provided, however, such activity shall be conducted only during normal business hours. ARTICLE EIGHT INDEMNIFICATION 8.1, To the maximum extent permitted by Florida law, CONSULTANT shall indemnify and hold harmless OWNER, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of CONSULTANT or anyone employed or utilized by the CONSULTANT in the performance of this Agreement. This indemnification obligation . shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph 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: 12 1686 9,3,1, All insurance policies, other than the Business Automobile policy, Professional Liability policy, and the Workers Compensation policy, provided by CONSULTANT to meet the requirements of this Agreement shall name Collier County Government, Collier County, Florida, as an additional insured as to the operations of CONSULTANT under this Agreement and shall contain a severability of interests provisions, 9.3.2. Companies issuing the insurance policy or policies shall have no recourse against OWNER for payment of premiums or assessments for any deductibles which all are at the sole responsibility and risk of CONSULTANT. 9.3.3. All insurance coverages of CONSULTANT shall be primary to any insurance or self-insurance program carried by OWNER applicable to this Project, and the "Other Insurance" provisions of any policies obtained by CONSULTANT shall not apply to any insurance or self-insurance program carried by OWNER applicable to this Project. 9,3.4. The Certificates of Insurance must read: For any and all work performed on behalf of Collier County, 9,3,5. All insurance policies shall be fully performable in Collier County, Florida, and shall be construed in accordance with the laws of the State of Florida. 9.4. CONSULTANT, its subconsultants and OWNER shall waive all rights against each other for damages covered by insurance to the extent insurance proceeds are paid and received by OWNER, except such rights as they may have to the proceeds of such insurance held by any of them. 9.5 All insurance companies from whom CONSULTANT obtains the insurance policies required hereunder must meet the following minimum requirements: 9.5.1, The insurance company must be duly licensed and authorized by the Department of Insurance of the State of Florida to transact the appropriate insurance business in the State of Florida. 9.5.2. The insurance company must have a current A. M. Best financial rating of "Class VI" or higher. 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, 13 16B6 contract with, or use of the services of any other person or firm by CONSULTANT, as independent consultant or otherwise, shall be subject to the prior written approval of the OWNER. No provision of this Agreement shall, however, be construed as constituting an agreement between the OWNER and any such other person or firm. Nor shall anything in this Agreement be deemed to give any such party or any third party any claim or right of action against the OWNER beyond such as may then otherwise exist without regard to this Agreement. 10,2 Attached as Schedule F is a listing of all key personnel CONSULTANT intends to assign to the Project to perform the Services required hereunder. Such personnel shall be committed to this Project in accordance with the percentages noted in Schedule F, CONSULTANT also has identified each subconsultant and subcontractor it intends to utilize on the Project in Schedule F, All personnel, subconsultants and subcontractors identified in Schedule F shall not be removed or replaced without OWNER'S prior written consent. 10.3 CONSULTANT is liable for all the acts or omissions of its subconsultants or subcontractors, By appropriate written agreement, the CONSULTANT shall require each subconsultant or subcontractor, to the extent of the Services to be performed by the subconsultant or subcontractor, to be bound to the CONSULTANT by the terms of this Agreement, and to assume toward the CONSULTANT all the obligations and responsibilities which the CONSULTANT, by this Agreement, assumes toward the OWNER. Each subconsultant or subcontract agreement shall preserve and protect the rights of the OWNER under this Agreement with respect to the Services to be performed by the subconsultant or subcontractor so that the subconsulting or subcontracting thereof will not prejudice such rights. Where appropriate, the 14 1686 CONSULTANT shall require each subconsultant or subcontractor to enter into similar agreements with its sub-subconsultants or sub-subcontractors, 10.4 CONSULTANT acknowledges and agrees that OWNER is a third party beneficiary of each contract entered into between CONSULTANT and each subconsultant or subcontractor, however nothing in this Agreement shall be construed to create any contractual relationship between OWNER and any subconsultant or subcontractor. Further, all such contracts shall provide that, at Owner's discretion, they are assignable to OWNER upon any termination of this Agreement. ARTICLE ELEVEN WAIVER OF CLAIMS 11,1. 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 1WEL VE TERMINATION OR SUSPENSION 12,1. CONSULTANT shall be considered in material default of this Agreement and such default will be considered cause for OWNER to terminate this Agreement, in whole or in part, as further set forth in this section, for any of the following reasons: (a) CONSULTANT'S failure to begin services under the Agreement within the times specified under the Notice(s) to Proceed, or (b) CONSULTANT'S failure to properly and timely perform the services to be provided hereunder or as directed by OWNER, or (c) 15 '11 7:, R 1(,6 the bankruptcy or insolvency or a general assignment for the benefit of creditors by CONSULTANT or by any of CONSULTANT'S principals, officers or directors, or (d) CONSULTANT'S failure to obey any laws, ordinances, regulations or other codes of conduct, or (e) CONSULTANT'S failure to perform or abide by the terms and conditions of this Agreement, or (f) for any other just cause. The OWNER may so terminate this Agreement, in whole or in part, by giving the CONSULTANT seven (7) calendar days written notice of the material default. 12.2. If, after notice of termination of this Agreement as provided for in paragraph 12,1 above, it is determined for any reason that CONSULTANT was not in default, or that its default was excusable, or that OWNER otherwise was not entitled to the remedy against CONSULTANT provided for in paragraph 12.1, then the notice of termination given pursuant to paragraph 12.1 shall be deemed to be the notice of termination provided for in paragraph 12,3, below, and CONSULTANT's remedies against OWNER shall be the same as and be limited to those afforded CONSULTANT under paragraph 12.3, below, 12.3, OWNER shall have the right to terminate this Agreement, in whole or in part, without cause upon seven (7) calendar days written notice to CONSULTANT. In the event of such termination for convenience, CONSULTANT'S recovery against OWNER shall be limited to that portion of the fee earned through the date of termination, together with any retainage withheld and any costs reasonably incurred by CONSULTANT that are directly attributable to the termination, but CONSULTANT shall not be entitled to any other or further recovery against OWNER, including, but not limited to, anticipated fees or profits on work not required to be performed. CONSULTANT must mitigate all such costs to the greatest extent reasonably possible. 16 1686 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 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, 17 1686 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 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. 18 16B6 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 H 3301 Tamiami Trail East Naples, Fl. 34112 Attention: Stephen Y. Carnell, Purchasing/General Services Director Fax: 239-732-0844 16.2, All notices required or made pursuant to this Agreement to be given by the OWNER to the CONSULTANT shall be made in writing and shall be delivered by hand, by fax or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following CONSULTANT'S address of record: 19 Post, Buckley, Schuh & Jernigan, Inc, 482 South Keller Road, Orlando, FL 32810 Telephone: 407/806-4192 Attn: Gary T, Wingo, Authorized Personnel Fax: 407/647-0551 16B6 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. 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. 20 1686 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 Exhibits and Schedules attached hereto are by this reference incorporated herein: Exhibit A GRANTING REQUIREMENTS Exhibit B JOINT PROJECT AGREEMENT 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, SUBCONSUL TANTS AND SUBCONTRACTORS 21 1686 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 22 1686 not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s, 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list." ARTICLE TWENTY DISPUTE RESOLUTION 20,1 Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of CONSULTANT with full decision-making authority and by OWNER'S staff person who would make the presentation of any settlement reached during negotiations to OWNER for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida, The mediation shall be attended by representatives of CONSULTANT with full decision-making authority and by OWNER'S staff person who would make the presentation of any settlement reached at mediation to OWNER'S board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 20,2 Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate 23 168 federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. ARTICLE 21 IMMIGRATION LAW COMPLIANCE 21.1 By executing and entering into this agreement, the CONSULTANT is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U,S.C. 1324, et sea, and regulations relating thereto, as either may be amended. Failure by the CONSULTANT to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 24 1686 IN WITNESS WHEREOF, the parties hereto have executed this Professional Services Agreement for Design Services for Collier Area Transit (CAT) Transfer Station the day and year first written above, ATTEST: BOARD OF COUNTY COMMISSIONERS FOR COLLIER COUNTY, FLORIDA. D~i~.')3r&~~~erk . ~ ~"'.'.'J:.'~ Dat~~ ..:: \~ .afi 0 I D ::~~st ., 'to'Cha I,..... , 41tn'atuJ'!j. 'On, .. By: NWC Fred W. Coyle, Chairm ~~'PMf Witness an Inc. Randv L. Larson, Co-President Typed Name and Title Monica M, Vazquez, Administrative Coordinator Printed Name and Title Item # ((q~~ Agenda Job!) ',0 Date ~ Date 3 It\ \ 1<D R~V_~ Doputy Clerk 25 16B6 EXHIBIT A Granting Agency Requirements Certification ReQardinQ Debarment shall be executed by an officer of the firm, associates or corporation submitting the proposal, and shall be sworn to before a person who is authorized by law to administer oaths. Truth-ln-NeQotiations Certification shall be executed by an officer of the firm, associates or corporation submitting the proposal, and shall be sworn to before a person who is authorized by law to administer oaths. Certification for Disclosure of LobbvinQ Activities shall be submitted by the proposed Prime Consultant and Sub-consultants. If a Standard Form-LL has previously been submitted to a government agency and there has been no material change, a copy of the previous submission is sufficient. DBE Participation Statement shall be completed even if the Consultant does not intend to utilize a DBE firm. The County encourages DBE firms to compete for County professional services projects, and also encourages non-DBE consultants to use DBE firms as sub-consultants. However, use of DBE sub-consultants is not mandatory and no preference points will be given in the selection process for DBE participation. Consultants are required indicate their intention regarding DBE participation in the DBE Participation Statement contained in Exhibit I to this Request for Proposal and to submit that statement with their technical proposal. Bid Opportunity List Federal law requires states to maintain a database of all firms that are participating or attempting to participate in DOT-assisted contracts. To assist the County in this endeavor, consultants are requested to submit the Bidder's Opportunity List contained in Exhibit I to this Request for Proposal with their technical proposal. The list should include yourself as well as any prospective sub-consultant that you contacted or who has contacted you regarding this project. However, any firm previously shown on such a list need not be included. TERMS FOR FDOT FUNDED PROJECTS: The following terms apply to all contracts in which services involve the expenditure of state funds: A. It is understood and agreed that all rights of the Department relating to inspection, review, approval, patents, copyrights, and audit of the work, tracing, plans specifications, maps data, and coast records relating to this Agreement shall also be reserved and held by authorized representatives of the United States of America. A-I 1686 B. Compliance with Regulations: The Consultant shall comply with the regulations of the U.S. Department of Transportation relative to nondiscrimination in federally-assisted programs of the U.S. Department of Transportation (Title 49, Code of Federal Regulation "CFR", Part 21, hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of the contract. C. Nondiscrimination: The Consultant, with regard to the work performed by him after award and prior to completion of the contract work, will not discriminate on the grounds of race, color, religion, sex or national origin in the selection and retention of subcontractors, including procurements of material, and leases of equipment. The consultant will not participate either directly or indirectly in the discrimination prohibited by 49 CFR Section 21.5 of the program set forth in Appendix B of the Regulations. E. SOLICITATIONS FOR SUBCONTRACTS, INCLUDING PROCUREMENTS OF MATERIALS AND EQUIPMENT: In all solicitations made by competitive bidding or negotiation made by the Consultant for work to be performed under a subcontract, including procurements of materials and leases of equipment, each potential subcontractor, supplier or lessor shall be notified by a consultant of the consultant's obligations under this contract and the regulations relative to nondiscrimination on the grounds of race, color religion, sex or national origin. D. INFORMATION AND REPORTS: The Consultant will provide all information and reports required by the Regulations, or orders and instructions issued pursuant thereto, and will permit access to its books, records, accounts, other sources of information, and its facilities as may be detennined by the Department or U.S. Department of Transportation to be pertinent to ascertain compliance with such Regulations, orders and instructions, Where any information required of the Consultant is in the exclusive possession of another who fails or refuses to furnish this information, the Consultant shall certify to the Department, or the U.S. Department of Transportation, as appropriate, and shall set forth what efforts it has made to obtain the information. G. SANCTIONS OF NONCOMPLIANCE: In the event of the Consultant's noncompliance with the nondiscrimination provisions of this contract, the State of Florida Department of Transportation shall impose such contract sanctions as it or the U.S. Department of Transportation may determine to be appropriate, including but not limited to, 1. withholding of payments to the Consultant under the contract until the Consultant complies and/or 2. cancellation, termination or suspensions of the Contract, in whole or in part. H. INCORPORATION OR PROVISIONS: The Consultant will include the provisions of Paragraph A through H in every subcontract, including procurements of materials and leases of equipment unless exempt by the Regulations, order, or instructions issued pursuant thereto. The Consultant will take such action with respect to any subcontract or procurement as the State of Florida Department of Transportation or the U.S. Department of Transportation may direct as a means of enforcing such provisions, including sanctions for noncompliance; provided, however, that, in the event a Consultant becomes involved in, or is threatened with litigation with a subcontractor or supplier as a result of such direction, the Consultant may request the State to enter into such litigation to protect the interests of the State, and, in addition, the Consultant may request the United Stated to enter into such litigation to protect the interests of the United States. A-2 1686 I. INTEREST OF MEMBERS OF CONGRESS: No member of or delegate to the Congress of the United States shall be admitted to any share or part of this contract or to any benefit arising there from. J. INTEREST OF PUBLIC OFFICIALS: No member, officer, or employee of the public body or of a local public body during his tenure or for one year thereafter shall be any interest, direct or indirect, in this contract or the proceeds thereof. For purposes of this provision, public body shall include municipalities and other political subdivisions of States, and public corporations, boards, and commissions established under the laws of any State. K. PARTICIPATION BY MINORITY BUSINESS ENTERPRISES: The Consultant shall agree to abide by statements in Paragraph (1) and (2) which follow. These statements shall be included in all subsequent agreements between the Consultant and any Sub- consultant or contractor. 1. "Policy: It is the policy of the Department of Transportation that minority business enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds under this agreement. Consequently, the MBE requirements of 49 CFR Part 23 applies to this agreement. 2. "MBE OBLIGATION: The recipient or its contractor agrees to ensure that minority business enterprises, as defined in 49 CFR Part 23, have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal Funds provided under this agreement. In this regard, all recipients or contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 23, have the maximum opportunity to participate in the performance of contracts and subcontracts finance in whole or in part with Federal funds provided under this agreement. In this regard, all recipients or contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 23 to ensure that minority business enterprises have the maximum opportunity to compete for and perform contracts. Recipients and their contractors shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of DOT-assisted contracts." L. It is mutually understood and agreed that the willful falsification, distortion or misrepresentation with respect to any facts related to the project(s) described in this Agreement is a violation of the Federal law. Accordingly, Unites States Code, Title 18, Section 1020, is herby incorporated by reference and made a part of this Agreement. M. It is understood and agreed that if the Consultant at any time learns that the certification it provided the Department in compliance with 49 CFR, Section 23.51, was erroneous when submitted or has become erroneous by reason changed circumstances, the Consultant shall provide immediate written notice to the Department. It is further agreed that the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transaction" as set forth in 49 CFR, Section 29.510, shall be included by the Consultant in all lower tier covered transactions and in all aforementioned federal regulation. N, The Department herby certifies that neither the consultant nor the consultant's representative have been required by the Department, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this contract, to A-3 1686 1. employ or retain, or agree to employ or retain, any firm or person, or 2. pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; The Department further acknowledges that this agreement will be furnished to a federal agency, in connection with this contract involving participation of Federal-Aid funds, and is subject to applicable State and Federal Laws, both criminal and civil. O. The Consultant hereby certified that it has not: 1. employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for the above contractor) to solicit or secure this contract; 2. agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this contract; or 3. paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for the above contractor) any fee contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out the contract. The consultant further acknowledges that this agreement will be furnished to the State of Florida Department of Transportation and a federal agency in connection with this contract involving participation of Federal-Aid funds, and is subject to applicable State and Federal Laws, both criminal and civil. A-4 1686 EXHIBIT B JOINT PROJECT AGREEMENT B-1 1686 SCHEDULE A SCOPE OF SERVICES SECTION 1: BACKGROUND AND PROJECT DESCRIPTION in the CONSULTANT shall provide architectural and engineering services for the construction of a Sustainable Intermodal Transit Station in Collier County at the Government Complex located at 3301 East Tamiami Trail. The Intermodal Transfer Station can be defined as a centrally located facility which functions as a gathering point for public transportation services, including local bus, express bus, and the potential for alternative transportation modes for passengers. The Transfer Station would include sheltered boarding platforms and enclosed waiting areas for passengers, transportation offices, ticket purchasing areas, and passenger amenities such as restrooms, telephones, ATM's, and information kiosks. Private development such as office or retail development may also be included with the transportation center project. A primary goal for this project is to acquire the highest level of the Leadership in Energy and Environmental Design (LEED) certification possible within the given budgetary limitations. 1,1 SYSTEM BACKGROUND INFORMATION In January 2001, the Collier County Board of County Commissioners (BCC) approved the Public Transportation Operation Plan (PTOP) and Collier County received delivery of seven new buses for the start up of the CAT System. Today the system consists of nine (9) fixed routes with operating hours from 4:30 a.m. to 8:00 p.m. seven days a week excluding holidays. The weekday base level service requires approximately seven buses, and a total of sixteen (16) buses are operated in the peak. CAT provides more than 1.2 million unlinked passenger trips on its fixed route each year and is financed through a combination of fare revenues, Federal funds, State of Florida funds, and local property tax revenue. CAT Paratransit provides demand response transportation service for senior citizens and persons with disabilities. The paratransit fleet consists of twenty (20) buses and operates daily door-to-door Paratransit services to over 100,000 passenger trips per year. Paratransit service is funded through Florida's Transportation Disadvantaged Program and Medicaid Program. 1.2 PROJECT HISTORY The Collier County Government Complex contains of a number of government facilities including office for the County Manager's Agency, the Clerk of Courts, the Sheriff's Office and Jail, the Health Department, and the Tax Collector. On August 1,2007, Collier Area Transit (CAT) moved their passenger transfer facility to the Collier County Government Center campus next to the Museum, after being asked to relocate by Lorenzo Walker Institute of Technology. This current location by the Museum was always intended to be a temporary location until a permanent facility could be built. The temporary Transfer operations consist of portable restrooms, tents and benches providing limited amenities to passengers making connections to seven of the nine routes in the system. Although the area is functioning it was not designed for this activity and consequently the area is wearing rapidly creating maintenance issues. Additionally, during inclement weather passengers are forced to wait in less than comfortable surroundings. The site proposed for the permanent location of the Transfer Station is located at the southeast corner of the campus adjacent to US 41 (Tamiami Trail) and Espinal Boulevard across from Wal-mart, The proposed facility location is within the Collier County Government Center Community Facility Planned Unit Development ("CFPUD"), which was previously approved as a Development of Regional Impact (DRI). As part of the PUD ordinance, the CFPUD was determined to be consistent with the DRI. Permitted uses within the CFPUD include "administrative service facility"; "essential public service facilities"; "parking facilities"; and "any other uses that are comparable in nature with the foregoing uses TPA#1953637,9 PSA A-I and are consistent with the permitted uses of [the] CFPUD, as determined by the Board of zonirl. 6 B 6 Appeals". In addition, accessory uses within the CFPUD include "accessory uses and structures customarily associated with the principal permitted uses." Because the proposed facility is intended for use by the public for transportation services, the facility falls under both the permitted and accessory uses of the CFPUD. 1.3 PROJECT OBJECTIVES & DESCRIPTION COLLIER AREA TRANSIT (CAT) through the Alternative Transportation Modes (ATM) Department requires preparation of detailed architectural and engineering plans for the Sustainable Intermodal Transit Station Project. Key objectives of the project include: . A noteworthy design of the Transfer Station building and boarding platforms that visually acknowledges that the facility is "green", and incorporates the surrounding architecture while creating a vibrant and urban sense of place. . All aspects of this project will radiate efficiency, sustainability, and social and environmental responsibility, resulting in an environmentally sensitive and high performing building that achieves the highest level of the Leadership in Energy and Environmental Design (LEED) Certification possible given financial constraints. . The project will be the most prominent representation of Collier County's commitment to alternative transportation. The facility's design will boldly symbolize this sustainable commitment to public transportation. . The facility shall be designed so that it can be operated and maintained throughout its useful life in a manner that gives public transportation a positive and strong image in the community, . The development of the plan should deal with the interrelationship between the Transfer Station facility and the flow of pedestrian and bus traffic in the context of the Governrnent Complex and surrounding area. . The project should be primarily catered to the customer, the bus rider, and shall be highly responsive to their needs, comfort and safety. The Sustainable Intermodal Transit Station can be defined as a centrally located facility which functions as a transfer point for public transportation services, including local bus, express bus, bicycle and the future possibility of alternative transportation modes for passengers, The project will allow the convenient, safe and efficient transfer of passengers from one vehicle to another, and will seamlessly contribute to the pedestrian oriented complex. The Station shall include sheltered boarding platforms and enclosed waiting areas for passengers, transportation offices, ticket purchasing areas, and passenger amenities such as restrooms, telephones, ATM's, and information kiosks. Private development such as office or retail may also be included with the Station as a joint use development. 1.4 SUSTAINABILlTY While any type of environmentally sound innovative building technology may be proposed, COLLIER AREA TRANSIT (CAT) is particularly interested in technologies that address the following: . Ecological site design: on-site erosion control, water purification/pollution reduction, and stormwater management (bioswales, ecoroofs, stormwater filtration, pervious pavements. etc.). . Waste reduction: building reuse, job site recycling, and efficient use of materials. . On-site management of sewage and organic wastes, such as graywater systems and biological wastewater treatment. . Energy efficiency: efficient thermal envelopes, efficient space and water heating, lighting, controls and monitoring, and appliances. TPA#1953637.9 PSA A-2 1686 . Renewable energy: photovoltaics, geothermal pumps, wind turbines, microturbines, and fuel cells. . Water efficiency, both domestic and irrigation, including rainwater harvesting for irrigation and toilet flushing. . Materials and resources: durable building envelopes and long-lived materials or assemblies, recycled-content materials, FSC-certifred woods, safer less toxic materials, such as alternatives to CCA-treated wood, innovative application of natural materials (characterized by low embodied energy, local availability, good performance, biodegradable, safe, esthetic) such as straw, earth, and other composites. . Indoor environmental quality, pollution reduction, worker and occupant safety, air cleaning, humidity control and thermal comfort. . Operations and maintenance: resource-efficient building operations practices, monitoring of energy, water, waste, and indoor and outdoor air quality. 1.5 PROJECT START UP AND COMPLETION This project may be subject to strict time deadlines or detailed reporting requirements as defined by federal economic recovery or other funding regulations. CONSULTANT must assume responsibility for complying with these types of requirements. SECTION 2: STATEMENT OF WORK 2.1 GENERAL The goal of this Agreement is to secure the services of an Architect as the prime consultant along with an Engineer that can develop the overall the Leadership in Energy and Environmental Design (LEED) certified Transfer Station project while considering the overall functions within context of a transit orientated Government Complex. The design of the overall complex and particularly the Station itself needs to be functional and aesthetically noteworthy; noteworthy from the perspective that the Station building (and associated private development) will represent a strong statement to the community, not only about the development but COLLIER AREA TRANSIT (CAT) as well. This project will become a major catalyst for continued expansion of the COLLIER AREA TRANSIT (CAT) public transportation system. The funding for construction of the project has partially been secured through the State of Florida Intermodal Program Funds. It is COLLIER AREA TRANSIT (CAT)'s intention to complete the design and commence construction in as expeditious a manner as funding, and regulatory approvals will allow. Depending upon the type of additional funding acquired, the chosen firm will need to comply with any necessary federal reporting; including, if necessary, progress reports on attaining specific project milestones and the number of primary and secondary jobs created as a result of this work. The design shall comply with the FOOT Project Development and Environmental Manual; the Manual of Uniform Minimum Standards for Design, Construction and Maintenance for Streets and Highways, State of Florida, 1994 Edition (Green Book); and the Manual on Uniform Traffic Control Devices, 1988 Edition. The design and construction effort for this project will be completed in a two phase process utilizing the tasks listed below. Phase One: The CONSULTANT will perform preliminary site investigation activities necessary for the complete design effort and preparation of six (6) conceptual designs for the proposed site. The CONSULANT will begin the preliminary environmental research for the site permitting effort. The CONSULTANT will be responsible for the preparation of a Contamination Search Record Technical Memorandum, identifying any potential contamination issues in the project area. The CONSULTANT will also prepare a Cultural Resource Assessment Technical Memorandum, identifying any potential historical or cultural issues in the project area. TPA#I953637,9 PSA A-3 168 ~ Based on the information proved by the CONSULTANT, the County will approve one of the conceptual designs for design and construction. Phase Two: The CONSULTANT will proceed with the preparation of all necessary construction contract documents based on the scope listed in the task below: PRE-DESIGN ACTIVITIES P.2 SITE INVESTIGATION Task P.2,1 Site Investigation Kick-Off Meeting Task P.2.2 Field Survey Task P.2.3 Assessment of Site Contamination Task P.2.4 Geotechnical Investigations Task P.2.5 Site Investigation Report 2.2 TASK DESCRIPTIONS Part 1 - Proqramminq and Concept Desiqn Task 1.1: Program Study The first focus of this task is to identify the program and statement of need as to the size, as well as other programmatic needs including passenger amenities, administrative offices and retail space of a new transfer facility. During this study phase, bus distribution and patron allocation will be critical factors in determining the programmatic needs of the facility. Once those elements have been defined and approved by COLLIER AREA TRANSIT (CAT), conceptual drawings and preliminary layouts that will meet the program needs can be advanced. Task 1,2: Concept Drawings After development of the program for the facility a concept drawing specific to the proposed site will be advanced. Exhibits A 1 and A2 are provided as examples from prior concepts. At a minimum, three concept designs will be provided, and may be used to solicit public input regarding the project. The selected drawing approved by COLLIER AREA TRANSIT (CAT) will serve as the basis for the next phase of the project (0 percent - 30 percent) plans. . Deliverables: Provide five (5) copies of all draft and final reports and response documents. Also, provide one electronic copy of the document. RWA Task 1.0 Task 1.3: Review & Revision The Design Team shall assist COLLIER AREA TRANSIT (CAT) with the identification of, application for and obtainment of all necessary plan reviews, approvals and permits as required and as they apply to all phases of the project. At a minimum, monthly review sessions will take place in addition to a written report to allow COLLIER AREA TRANSIT (CAT) to check progress throughout the concept and design process. Following the submittal of deliverables under Task 1.2, COLLIER AREA TRANSIT (CAT) will provide the Design Team with a written summary of comments/suggested revisions. The Design Team will be required to revise the deliverables and drawings based on these revisions as well as provide documentation that each revision has been considered, It should be assumed that this "one-round of revisions" approach will be employed following the submittal of all documents and drawings throughout the entire design phase. TPA#1953637.9 PSA A-4 Part 2 Preliminary Architectural Design/Engineering Task 2.1: 30 Percent Design On the basis of decisions made in the previous tasks, the CONSULTANT shall prepare Preliminary Design Documents to 30 percent design. The Preliminary Design Documents shall fix and describe the size and design character of the project as to its architectural, structural, mechanical, plumbing, communication and electrical systems, equipment, schedules and other essentials as appropriate, and should represent approximately 30 percent complete design with the Leadership in Energy and Environmental Design (LEED) certification. The Preliminary Design Documents, Specifications, Schedules and associated documents shall include at least the following information: o Conceptual design criteria, to establish required levels of performance, configuration and quality for all programming and system elements. o Develop equipment lists that include preliminary cost estimates, o Specific functional requirements and spatial relationships for all program elements. o Support preliminary design decisions by analysis, evaluations and studies, consistent with acceptable engineering and design practices. o Specific design requirements needed for project approval by permitting authorities to include a Phase 1 Environmental Assessment. 1686 o Plan of Development (POD). o Quality assurance procedures to ensure coordination interface and consistency between the design/engineering disciplines. Implement environmental sustainability concepts as demonstrated through The Leadership in Energy and Environmental Design (LEED). o Design of offsite utility services, traffic and street improvements, and control devices. o All necessary permits, utility clearances, and other authorizations. Interagency coordination/Public involvement process. o Project cost estimate (30 percent). o Layout of project elements to a suitable level for initiating final design phase. Task 2.2: Interagency Coordination/Pubic Process This task is to provide and participate in assistance/services to COLLIER AREA TRANSIT (CAT) during the course of the design effort, which may involve coordination with various federal, state, county or local authorities. The CONSULTANT will be looked upon to provide services including but not limited to: o The submission of renderings and other presentation materials suitable to illustrate the proposed project. The CONSULTANT should be prepared to inform user groups and local citizens of the work to be performed using media, meetings, flyers, etc., or as COLLIER AREA TRANSIT (CAT) deems necessary. o Attendance and assistance at select COLLIER AREA TRANSIT (CAT) meetings and events, in accordance with environmental or community information programs. Record and prepare minutes of all meetings. o The identification of, application for and obtainment of all necessary plan reviews. approvals and permits as required and as they apply to all phases of the project. Deliverables: The Preliminary Design Drawings, Specifications, Schedules and associated documents shall be submitted in ten (10) copies, with eight (8) half-scale, one (1) half-scale reproducible, and one (1) full size set of plans, to COLLIER AREA TRANSIT (CAT) for review and comment. Submittals shall include the following: Cover sheet TPA#1953637.9 PSA A-5 . 1686 . Index of drawings Site drawings Utility distribution systems Plans, elevations, sections and other details pertinent to feature designs Utility plans/lighting plans Design analysis, separately bound and labeled and sufficiently complete to permit review of: ./ Structural analysis ./ Mechanical analysis with line diagrams ./ Electrical analysis with line diagrams ./ Special features/systems (e.g., seating, graphics, communications, corrosion prevention, storm sewer, sanitary sewer, etc.) ./ Building and site security (video/camera) . . Technical Specifications/equipment lists and evaluation. Statement of Estimated Construction Costs in sufficient detail (quantity take-offs) to permit evaluation. Due to the many differing requirements of COLLIER AREA TRANSIT (CAT) and external interested parties for review of specific elements of the project, it will be necessary to reproduce the design documents. This will require their enlargement, downsizing, modification, and display without certain elements or with emphasis on certain elements. Part 3 - Final Design (60 Percent-100 Percent), Bid Phase Services; Construction Phase Services; Commissioning and Project Close-outlWarranty Task 3, 1 - Client Review The CONSULTANT will: advance the approved Preliminary Design, including all recommendations through 60 percent, 90 percent and 100 percent complete design and engineering, and will prepare detailed construction bid documents, including plans, specifications and cost estimates, for all construction work necessary; prepare construction phasing schedule/work plan; and coordinate phasing plan with final funding plan. The consultant will also conduct any remaining engineering technical study tasks needed prior to commencing final design. Monthly review sessions will take place to allow the Collier Area Transit (CAT) to check progress of the design. These meetings will be in addition to reviews at the preliminary, 60 percent, 90 percent and 100 percent design levels. Time should be budgeted by the consultant and any necessary sub-consultants accordingly. Task 3.2- 60 Percent Design At 60 percent complete architectural engineering design; the CONSULTANT shall prepare the following for the 60 percent complete review: . Site plans at 1" = 30', which shows all elements of construction layouts, grades and elevations. . Construction staging and execution plans, as necessary, to execute the construction work as agreed to by COLLIER AREA TRANSIT (CAT) and regulatory review agencies. . Elevations and sections, as necessary, to show layout and configuration of all construction elements. . Typical sections as necessary, . Electrical plans showing diagrams, load protection, typical lighting fixtures, specialized electrical systems, and other electrical equipment. TPA#1953637.9 PSA A-6 .. L ~"'" ',,, . Composite plumbing plan combining all sector drawings into one floor plan showing all potable water distribution piping, all storm. sanitary and industrial drainage. . Structural plans, elevations, and sections as necessary. . Mechanical plans, elevations, sections as necessary, including any specialized systems. . Landscaping plans. . Signage plans. . Structural, mechanical, electrical and/or any other calculations or analysis used for the 60 percent design/engineering documents. . Construction costs estimate, with quantified items for each type of work. . Preliminary Construction Schedule. . Draft technical Specifications in CSI format, and special provisions including construction staging and execution practices from Task I. . Leadership in Energy and Environmental Design (LEED) Certification Checklist. Task 3.3: 90 Percent and 100 Percent Complete Architectura/ The CONSULTANT shall prepare Final Architectural Design/Engineering documents. Final Design Documents shall be submitted to COLLIER AREA TRANSIT (CAT) for approval. Final drawings and Specifications shall set forth in detail the requirements for the construction of the entire project, including necessary bidding information. The consultant shall also prepare the complete bid package. The final design shall include: . Title sheet with key and location plans in sufficient detail and clarity indicating the surrounding area. Vicinity map if required. . Site plans, including contours at one (1) foot intervals in elevation, property and easement lines, benchmarks, structures, buildings, pavement types and limits, drainage, utilities, and other features which define the existing site, the proposed construction, and final configuration, The plan and profile of underground utilities and invert elevations of storm drains, if any, shall be shown. . Plans, profiles, sections and typical sections necessary to define the site work. . Details of all site work. . Architectural, electrical, drainage, landscaping, signage and structural plans (as required). . Demolition plans (as required). . Technical Specifications using CSI format. . Preparation of special provisions, as required. . An estimate of quantities and final cost estimate, including unit prices where appropriate, along with documentation of analysis used to establish unit and lump sum prices. . Utility agreements, plans, and evidence of coordination with utility facilities affected by the project. . Bidders' proposal forms by discipline, including quantities where appropriate. . Construction staging plan and temporary signage plans as required for each stage of construction. A summary of all criteria used in the design, including loads (dead, live, wind, seismic, impact or other loads as appropriate), material grades, codes and assumptions, in a format which is appropriate for use by reviewing parties, including Federal Transit Administration (FTA) , state, and city/county agencies. TPA#1953637.9 PSA A-7 1686 At the 90 percent design stage, ALL PLANS AND SPECIFICATIONS MUST BE COMPLETE; no missing drawings/sections shall be allowed at this stage. The CONSULTANT shall submit drawings and other related data as set forth above for COLLIER AREA TRANSIT (CAT) review and approval. As part of this task, the CONSULTANT shall obtain any and all necessary plan reviews, approvals, and permits as required by federal, state, regional, and city/county authorities. At the 100 percent stage, CONSUL TANTS must abide by the following signature procedures: . 100 percent design/engineering drawings/specifications are defined as complete when all regulatory agencies' and COLLIER AREA TRANSIT (CAT)'s comments are incorporated. . The CONSULTANT shall sign and seal all drawings. . Any sub-CONSULTANT shall sign and seal his or her own drawings. . The CONSULTANT'S logo shall appear on each drawing prepared by a sub-consultant. . All drawings prepared for this contract shall be signed and sealed by a principal of the firm who possesses a valid Florida Professional Engineer or Florida Registered Architect License. . The Design Team shall submit all necessary documentation to apply for and receive the approved Leadership in Energy and Environmental Design (LEED) Certification. Design Calculations and Diagrams: Submit complete computations and design drawings covering all structural framing and supports such as primary framing members, bracing, foundations, slabs and architectural finishes. All engineering calculation sheets shall be numbered, dated, and indexed. The index sheets shall be sealed by a Professional Engineer, licensed in Florida, who is familiar with and responsible for the design. Construction Phasing Schedule: Coordinate Schedule with Final Funding Plan, Provide an estimate of the time required to complete construction in the format of a cost loaded schedule. Present the Schedule in bar graph form using days, weeks or months as appropriate for the limit of time. This Schedule is for project control purposes only and will not be used by any contractor. Determine from the project plan the delivery time required for long-lead time equipment, and material. Prepare material lists for all long-lead or COLLIER AREA TRANSIT (CAT) supplied materials, equipment, and apparatus, and submit to COLLIER AREA TRANSIT (CAT) for approval. Task 3.4: Bid Phase Services Prepare all bid package materials including Drawings & Specifications, Invitation for Bids, Instructions to Bidders, Bid Forms, the Form of Bid Bond, Performance and Payment Bonds, Material Bonds, the General Conditions, the Special Conditions. the General Scope of Work, Addenda (if any), regulatory requirements and compliance issues, and Davis-Bacon and Prevailing-Wage rates issues. Prepare Bid Notice. Hold a pre-bid conference. Prepare Bid Document Addenda including Contract Drawing revisions and engineering calculations, as necessary or as requested by COLLIER AREA TRANSIT (CAT) for COLLIER AREA TRANSIT (CAT) approval and issuance. Furnish originals for final printing, Answer questions asked of COLLIER AREA TRANSIT (CAT) staff by bidders during the bid period. Bid Opening: Review all contractor's bid documents for conformity with technical requirements and completeness of response of the Bid Package and reasonableness of bid quoted. Perform due diligence activities to determine the most responsible and responsive bid, In determining the responsibility of a bidder, the consultant will consider overall compliance with bid terms and conditions, integrity, compliance with public policy, record of past experience and performance, financial and technical resources (including construction and technical equipment), and bond capacity. Make written recommendation as to contract award to COLLIER AREA TRANSIT (CAT). Conform all contract drawings to Addenda as required after award of the construction contract. All contract drawings must be conformed within one month of the construction bid opening date. Task 3.5: Interagency Coordination TPA#1953637.9 PSA A-8 1686 Final Design: Provide assistance/services to COLLIER AREA TRANSIT (CAT) during the course of the design effort, which may involve coordination with various federal, state, county or local authorities, The consultant may be required to attend meetings and events, assisting COLLIER AREA TRANSIT (CAT) in accordance with environmental or community information programs. The CONSULTANT will be required to identify, apply for and obtain all necessary plan reviews, approvals and permits as required, as they apply to all phases of the project. The grant funds for this project shall be spent by December 31, 2012. It is the intent of the County to have design and construction oversight services completed by June 30, 2013. Time will be of the essence to meet this requirement. Strict attention to schedule, a CONSULTANT with staff familiar with local fire code and building code requirements will be needed in order to meet this obligation. General: The CONSULTANT shall exercise reasonable care in the preparation of contract documents to conform to all applicable code requirements in effect at the time of issuance of the contract documents. As previously mentioned, the approval of plans and specifications which have been submitted to COLLIER AREA TRANSIT (CAT) is not to be construed as authority to violate, cancel or set aside any provisions of applicable codes or this contract. Nothing contained in this Agreement is intended to relieve the CONSULTANT of responsibility for maintaining adequate supervision over design, in order to guard COLLIER AREA TRANSIT (CAT) against deficiencies in the design work. The CONSULTANT shall be liable to COLLIER AREA TRANSIT (CAT) for any costs incurred to correct, modify or redesign any drawings submitted by the CONSULTANT that are found to be defective or not in accordance with the provisions of this agreement as a result of any act, error or omission on the part of the consultant, agents, servants or employees. The CONSULTANT shall be given reasonable opportunity to correct any deficiencies at no additional cost to COLLIER AREA TRANSIT (CAT). Deliverables: Design Calculations - originals and one (1) copy; 90 percent Design Documents - three (3) copies and one electronic copy; 100 percent Design Documents - three (3) copies and one electronic copy; 100 percent Construction Bid Packages - TBD. Part 4 - Construction Phase Services w/Commissioning and Project Close-OutlAs-Builts Task 4.1: Construction Phase Construction Phase Services requirements for the project are defined by four subtasks: 4,1A - Response to Questions/Request for Information (RFI) 4.1 B - As Needed Construction Inspection/ Quality Assurance & Quality Control Construction Management (To be Negotiated as Needed) 4.1 C - Change Order Preparation/Evaluation/Estimates (To be Negotiated as needed) 4.1 D - Shop Drawing Review and Material Approvals. As part of the services performed under this task, the CONSULTANT or his or her representative will be required to attend one (1) preconstruction meeting, and at a minimum, one (1) project status meeting and one (1) field meeting per each week of construction activities. Subtask 4.1 A - Response to Questions/RFI 's: As necessary throughout the construction period and post-construction period, the CONSULTANT will provide the required technical expertise necessary to respond to any design document related question, request for clarification, etc. This service shall be available for issues brought forward by COLLIER AREA TRANSIT (CAT), the prime contractor, his or her subcontractors, or any related or impacted federal, state, county or municipal entity. Subtask 4,1 B - Construction Management/Inspections/Quality Assurance & Quality Control: TPA#1953637.9 PSA A-9 Th' k' I d II . 't' f d d t t" t' t d t 'l't t ."'11 6d B 6 IS tas InC u es a actlvlles 0 as nee e cons ruc Ion Inspec Ion 0 e ermine qua I y con ro an assurance functions, procedures, and responsibilities for construction, system installation and integration of system components, The CONSULTANT shall designate a quality representative with defined authority and responsibility; Establish and implement procedures to maintain & control nonconforming work; Investigate nonconforming work and action needed to prevent recurrence; and document and implement corrective actions The fol/owing are optional services, to be negotiated on an as needed basis with the County; Construction Management and material testing/tests that shall be performed to verify the basic strength of materials and/or fabrication and construction techniques. Testing plans should be done to organize inspection and testing to ensure adequate control over the work to verify acceptability, These plans should control the progress of work to provide evidence of acceptability and to discover nonconforming conditions at the earliest time. Subtask 4,1 C Change Order Preparation/Evaiuation/Estimates: The CONSULTANT will review, analyze, and provide recommendations on contractor requests for change and Change Orders through the preparation of detailed cost estimates. Cost estimates shall include material quantities and cost, labor quantities and all direct and indirect costs, and an analysis of the contractor's proposal for alternate methods and materials. In addition, the CONSULTANT will prepare all necessary change order documents (designs, specifications, cost estimates, schedule analysis, etc.) as required by COLLIER AREA TRANSIT (CAT) for effective change order evaluation, negotiation and construction. All Change Orders of $25,000 or greater will require prior approval by FOOT. Subtask 4.10 Shop Drawing Review and Material Approvals: The CONSULTANT shall review and approve all project design related shop drawings and material submittals as designer-of-record. These reviews and approvals shall be completed and returned no more than ten (10) working days after receipt from the construction manager/contractor. Task 4.2: Project Close Out Assistance requirements for this task are defined by three subtasks: 4.2A - Test Operational Systems/Corrective Actions 4.2B - Final Punch List 4,2C - Final Inspection/Project Acceptance Subtask 4,2A: Prior to accepting project, CONSULTANT is to activate and test all operational systems including but not limited to: electrical and communication, plumbing (if provided), active storm water systems, and mechanical (if provided). Establish and implement procedures to maintain and control nonconforming work, Investigate nonconforming work and action needed to prevent recurrence. Document and implement corrective actions. Subtask 4.2B: The CONSULTANT will participate in the inspection and development of the final punch list to be received by the contractor prior to final acceptance. The CONSULTANT will provide the necessary services to qualify or not quality the project as "substantially complete" and offer documented notification of the same. Subtask 4.2C: As the designer of record, the CONSULTANT will participate in the final project inspection following completion of punch list activities, and provide COLLIER AREA TRANSIT (CAT) with formal written notification of project acceptance. Task 4.3: As-Builts TPA#1953637.9 PSA A-1O Upon completion of construction, the CONSULTANT is required to modify the original contract drli~ B 6 to reflect "as-built" conditions. The construction management forces and/or the contractor will furnish the "as-built" information to be verified and incorporated, Three (3) reproducible sets and three (3) sets on disk or CD-ROM of "as-built" contract drawings will be required prior to any payment of the consultant under this task item. As a condition of the CONSULTANT'S final project acceptance of payment under this task item, the contractor will assemble all required equipment/systems operating and maintenance manuals as well as specific warranty certificates, and transmit the same to COLLIER AREA TRANSIT (CAT). 2.3 SUSTAINABLE INTERMODAL TRANSIT STATION REQUIREMENTS Transfer Area: The Transfer area will include bus platforms that will allow at least eight CAT buses to stage at one time (off of public streets), Platform areas should be lit and covered to shelter patrons from rain and sun. In addition, it is anticipated that a fully enclosed passenger waiting area will be designed into the facility in close proximity to the buses. This area should incorporate some type of heating & cooling systems for the comfort of waiting passengers. Other conveniences such as phones and newspaper racks would also be provided as well as information kiosks that give route and schedule information to customers. Transfer Buildinq: The Transfer building will house a number of administrative functions for COLLIER AREA TRANSIT (CAT) including office space, a public meeting room(s), space for customer service functions, as well as ticket and information counters. Space for a drivers' break room and lavatory facilities should also be included. The building will also include an indoor air conditioned/heated waiting area for passengers. Other passenger amenities such as restrooms, concession, and telephones should be provided. A limited amount of retail/restaurant space is also proposed as well as a security mini-station. TechnolollV: It is anticipated that numerous passenger amenities involving emerging technologies will be implemented in the Transfer Station, Real-Time Schedule information displays, passenger information kiosks, automatic fare vending machines, etc. must all be accommodated by the facility design. TPA#1953637.9 PSA A-II 1686 SCHEDULE B BASIS OF COMPENSATION DIRECT LABOR COSTS PLUS REIMBURSABLE EXPENSES 1, MONTHLY STATUS REPORTS B.1,1 As a condition precedent to payment, CONSULTANT shall submit to OWNER as part of its monthly invoice, a progress report reflecting the Project design and construction status, in terms of the total work effort estimated to be required for the completion of the Basic Services and any then-authorized Additional Services, as of the last day of the subject monthly billing cycle, Among other things, the report shall show all Service items and the percentage complete of each item. B 1.1.1 All monthly status reports and invoices shall be mailed to the attention of Gary Putaansuu, Principal Project Manager, 2885 South Horseshoe Drive, Naples, 34104, 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 PHASE NOT TO EXCEED AMOUNT: P Phase I - Pre-Design Activities $ 54,694,00 includinq Reimbursables 1, Phase I -Programming and Concept $ 45,084.00 Design includinq Reimbursables 2, Phase II - Preliminary Architectural $ 45,669,00 Design/Engineering including Reimbursables 3. Phase 11- Final Design (60 - 100 $106,973.00 Percent), Bid Phase Services, Construction Phase Services, Commissioning and Project Close- outllNarrantv includina Reimbursables 4, Construction Phase Services with $ 53,075,00 Commissioning and Project Close- OutlAs-Builts including Reimbursables TOTAL FEE:--.ITotalltems P-4) $ 305,495.00 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 I to this Schedule B, TPA#1953637.9 PSA B-1 1686 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 to be provided. The negotiated fee shall be based upon the rates specified in Attachment 1 to this Schedule B and all Reimbursable Expenses shall comply with the 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: 8.3.1, 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. TPA#1953637.9 PSA B-2 B,3,5 Unless specific rates have been established in Attachment 1, attached to this sC!dgeB 6 B, CONSULTANT agrees that, with respect to any subconsultant or subcontractor to be utilized by CONSULTANT for Additional Services, CONSULTANT shall be limited to a maximum markup of 5% on the fees and expenses associated with such subconsultants and subcontractors, B.3.5,1 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. 8.3.5,1.4 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 SERVICES "Design Services for Collier Area Transit (CAT) Transfer Station" 1686 Task P- Pre Desh::m Activities: Not to exceed: . Site Investigation Kick-Off Meeting . Field Survey . Assessment of Site Contamination . Geotechnicallnvestigations . Site Investigation Report Task 1 - ProQramminQ and Concept Desicm: Not to exceed: . Program Study . Concept Drawings . Review and Revision Task 2 - Preliminary Architectural Desicm/EnQineerinQ: Not to exceed: $45,669 . 30 Percent Design . Interagency Coordination/Public Process Task 3 - Final DesiQn (60 Percent -100 Percent). Bid Phase Services; Construction Phase Services: CommissioninQ and Proiect Close-outlWarrantv: Not to exceed: $106.973 . Client Review . 60 Percent Design . 90 Percent and 100 Percent Complete Architectural documents . Bid Phase Services . Interagency Coordination $54,694 $45,084 Task 4 - Construction Phase Services with CommissioninQ and Proiect Close-OutlAs- Bums: Not to exceed: $53.075 . Response to Questions/Request for Information (RFI) . As Needed Construction Inspection/Quality Assurance and Quality TPA#I953637.9 PSA BA-I 1686 Total for Items P,and Items 1 through 4 $305,495.00 -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 1686 SCHEDULE B -ATTACHMENT B Contract # 10-5206 "Design Services for Collier Area Transit (CAT) Transfer Station" Consultant's Emplovee Hourlv Rate Schedule Title Hourly Rate Principal Planner $ 210,OO/hr Principal Architect $195.00/hr Senior Project Manager $180.00/hr Quality Control $150,OO/hr Senior Planner $ 145.00/hr Project Architect $ 135.00/hr Designer II $100.00/hr Senior Inspector $ 85,OO/hr Planner $ 80,OO/hr Administrative $ 65,OO/hr END OF SCHEDULE B TPA#1953637,9 PSA BB-1 SCHEDULE C PROJECT MILESTONE SCHEDULE 1686 T k Start D t E dD t . .------ --.------ D 'f D f 1.1 1.2 1.3 49 days 119 da s 119 da s 03/08/10 03/01110 03/01/10 60 Percent Desi 90 Percent Desi n 100 Percent Desi n Bid Phase Services Intera enc Coordination 07/30/10 09/17/1 0 11/05/1 0 12/06/10 03/0 III 0 c-l 04/23/10 06/25/1 0 06/25/10 09/17/10 11105/1 0 12/03/10 02/18/11 02/28/11 SCHEDULE D INSURANCE COVERAGE 1686 (1) The amounts and types of insurance coverage shall conform to the following minimum requirements with the use of Insurance Services Office (ISO) forms and endorsements or their equivalents. If CONSULTANT has any self-insured retentions or deductibles under any of the below listed minimum required coverages, CONSULTANT must identify on the Certificate of Insurance the nature and amount of such self-insured retentions or deductibles and provide satisfactory evidence of financial responsibility for such obligations, All self-insured retentions or deductibles will be CONSULTANT'S sole responsibility. (2) The insurance required by this Agreement shall be written for not less than the limits specified herein or required by law, whichever is greater. (3) Coverages shall be maintained without interruption from the date of commencement of the services until the date of completion and acceptance of the Project by the OWNER or as specified in this Agreement, whichever is longer. (4) Certificates of insurance (3 copies) acceptable to the OWNER shall be filed with the OWNER within ten (10) calendar days after Notice of Award is received by CONSULTANT evidencing the fact that CONSULTANT has acquired and put in place the insurance coverages and limits required hereunder. In addition, certified, true and exact copies of all insurance polices required shall be provided to OWNER, on a timely basis, if requested by OWNER. Such certificates shall contain a provision that coverages afforded under the policies will not be canceled or allowed to expire until at least thirty (30) days prior written notice has been given to the OWNER. CONSULTANT shall also notify OWNER, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverages or limits received by CONSULTANT from its insurer, and nothing contained herein shall relieve CONSULTANT of this requirement to provide notice. In the event of a reduction in the aggregate limit of any policy to be provided by CONSULTANT hereunder, CONSULTANT D,! 16B6 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 CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s) D-2 1686 of Insurance not later than three (3) business days after the renewal of the policy(ies), Failure of the Contractor to provide the OWNER with such renewal certificate(s) shall be deemed a material breach by CONSULTANT and OWNER may terminate the Agreement for cause, WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY Required by this Agreement? ~ 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. _ Applicable x Not Applicable D-3 1686 (4) Maritime Coverage (Jones Act) shall be maintained where applicable to the completion of the work. _ Applicable x Not Applicable COMMERCIAL GENERAL LIABILITY Required by this Agreement? X Yes No (1) Commercial General Liability Insurance, written on an "occurrence" basis, shall be maintained by the CONSULTANT, Coverage will include, but not be limited to, Bodily Injury, Property Damage, Personal Injury, Contractual Liability for this Agreement, Independent Contractors, Broad Form Property Damage including Completed Operations and Products and Completed Operations Coverage, Products and Completed Operations coverage shall be maintained for a period of not less than five (5) years following the completion and acceptance by the OWNER of the work under this Agreement. Limits of Liability shall not be less than the following: _ General Aggregate Products/Completed Operations Aggregate Personal and Advertising Injury Each Occurrence Fire Damage _ General Aggregate Products/Completed Operations Aggregate Personal and Advertising Injury Each Occurrence Fire Damage X General Aggregate Products/Completed Operations Aggregate Personal and Advertising Injury Each Occurrence Fire Damage D-4 $300,000 $300,000 $300,000 $300,000 $ 50,000 $500,000 $500,000 $500,000 $500,000 $ 50,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 50,000 1686 (2) The General Aggregate Limit shall apply separately to this Project and the policy shall be endorsed using the following endorsement wording. "This endorsement modifies insurance provided under the following: Commercial General Liability Coverage Part, The General Aggregate Limit under LIMITS OF INSURANCE applies separately to each of your projects away from premises owned by or rented to you," Applicable deductibles or self-insured retentions shall be the sole responsibility of CONSULTANT. Deductibles or self-insured retentions carried by the CONSULTANT shall be subject to the approval of the Risk Management Director or his/her designee, (3) The OWNER, Collier County Government, shall be named as an Additional Insured and the policy shall be endorsed that such coverage shall be primary to any similar coverage carried by the OWNER, (4) Coverage shall be included for explosion, collapse or underground property damage claims, (5) Watercraft Liability coverage shall be carried by the CONSULTANT or the SUBCONSUL TANT in limits of not less than the Commercial General Liability limit shown in subparagraph (1) above if applicable to the completion of the Services under this Agreement. _ Applicable x Not Applicable (7) Aircraft Liability coverage shall be carried by the CONSULTANT or the SUBCONSUL TANT in limits of not less than $5,000,000 each occurrence if applicable to the completion of the Services under this Agreement. _ Applicable x Not Applicable AUTOMOBILE LIABILITY INSURANCE Required by this Agreement? X Yes No 0-5 16B6 (1) Automobile Liability Insurance shall be maintained by the CONSULTANT for the ownership, maintenance or use of any owned, non-owned or hired vehicle with limits of not less than: X Bodily Injury & Property Damage - $ 500,000 Bodily Injury & Property Damage - $1,000,000 UMBRELLA LIABILITY (1) Umbrella Liability may be maintained as part of the liability insurance of the CONSULTANT and, if so, such policy shall be excess of the Employers' Liability, Commercial General Liability, and Automobile Liability coverages required herein and shall include all coverages on a "following form" basis, (2) The policy shall contain wording to the effect that, in the event of the exhaustion of any underlying limit due to the payment of claims, the Umbrella policy will "drop down" to apply as primary insurance. PROFESSIONAL LIABILITY INSURANCE Required by this Agreement? X Yes No (1) Professional Liability Insurance shall be maintained by the CONSULTANT to insure its legal liability for claims arising out of the performance of professional services under this Agreement. CONSULTANT waives its right of recover against OWNER as to any claims under this insurance, Such insurance shall have limits of not less than: _ $ 500,000 each claim and in the aggregate ~ $1 ,000,000 each claim and in the aggregate _ $2,000,000 each claim and in the aggregate 0-6 1 Fd~ t., .~l '. "._ -;-,.1 " , _ $5,000,000 each claim and in the aggregate (2) Any deductible applicable to any claim shall be the sole responsibility of the CONSULTANT. Deductible amounts are subject to the approval of the OWNER. (3) The CONSULTANT shall continue this coverage for this Project for a period of not less than five (5) years following completion and acceptance of the Project by the OWNER, (4) The policy retroactive date will always be prior to the date services were first performed by CONSULTANT or OWNER, and the date will not be moved forward during the term of this Agreement and for five years thereafter. CONSULTANT shall promptly submit Certificates of Insurance providing for an unqualified written notice to OWNER of any cancellation of coverage or reduction in limits, other than the application of the aggregate limits provision. In addition, CONSULTANT shall also notify OWNER by certified mail, within twenty- four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverages or limits received by CONSULTANT from its insurer. In the event of more than a twenty percent (20%) reduction in the aggregate limit of any policy, CONSULTANT shall immediately take steps to have the aggregate limit reinstated to the full extent permitted under such policy, CONSULTANT shall promptly submit a certified, true copy of the policy and any endorsements issued or to be issued on the policy if requested by OWNER, VALUABLE PAPERS INSURANCE (1) In the sole discretion of the County, CONSULTANT may be required to purchase valuable papers and records coverage for plans, specifications, drawings, reports, maps, books, blueprints, and other printed documents in an amount sufficient to cover the cost of recreating or reconstructing valuable papers or records utilized during the term of this Agreement. 0-7 16B6 PROJECT PROFESSIONAL LIABILITY (1) If OWNER notifies CONSULTANT that a project professional liability policy will be purchased, then CONSULTANT agrees to use its best efforts in cooperation with OWNER and OWNER'S insurance representative, to pursue the maximum credit available from the professional liability carrier for a reduction in the premium of CONSULTANT'S professional liability policy. If no credit is available from CONSULTANT'S current professional policy underwriter, then CONSULTANT agrees to pursue the maximum credit available on the next renewal policy, if a renewal occurs during the term of the project policy (and on any subsequent professional liability policies that renew during the term of the project policy). CONSULTANT agrees that any such credit will fully accrue to OWNER. Should no credit accrue to OWNER, OWNER and CONSULTANT, agree to negotiate in good faith a credit on behalf of OWNER for the provision of project-specific professional liability insurance policy in consideration for a reduction in CONSULTANT'S self-insured retention and the risk of uninsured or underinsured consultants. (2) CONSULTANT agrees to provide the following information when requested by OWNER or OWNER'S Project Manager: a. The date the professional liability insurance renews. b. Current policy limits. c. Current deductibles/self-insured retention. d. Current underwriter. e. Amount (in both dollars and percent) the underwriter will give as a credit if the policy is replaced by an individual project policy. f. Cost of professional insurance as a percent of revenue. g. Affirmation that the design firm will complete a timely project errors and omissions application. (3) If OWNER elects to purchase a project professional liability policy, CONSULTANT to be insured will be notified and OWNER will provide professional liability insurance, naming CONSULTANT and its professional subconsultants as named insureds. END OF SCHEDULE D D-S 16g6 ACORD", CERTIFICATE OF LIABILITY INSURANCE I DATE (MMfODNVYY) 9/30/20 I 0 21l2l201O PRODUCER Locktan Companies, LLC-l Kansas City THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 444 W. 47th Street, Suite 900 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Kansas City MO 64112-1906 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. (8]6)960-9000 INSURERS AFFORDING COVERAGE NAIC# INSURED POST. BUCKLEY. SCHUH AND JERNIGAN. INC. INSURER A: LLOYDS OF LONDON A XV 1307320 DBA PBS&J INSURER B: 2001 NW 107 A VENUE INSURER C: MIAMI FL 33172-2507 INSURER 0: . INSURER E: THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTe A CONTRACT BElWEEN THE ISSUING COVERAGES PD INSURERfSl. AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER. THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ~.~D' POLICY NUMBER P~k+~~~:z68li~f Pgj'fJ {~~WD'>>gN LIMITS LTR NSR TYPE OF INSURANCE GENERAL LIABILITY EACH OCCURRENCE $ XXXXXXX f- NOT APPLICABLE ~~~~~~~OE~~~~r~nce\ XXXXXXX COMMERCIAL GENERAL LIABILITY $ ~p CLAIMS MADE 0 OCCUR MED EX? (Anyone person) $ XXXXXXX PERSONAL & ADV INJURY $ XXXXXXX f- GENERAL AGGREGATE $ XXXXXXX I- GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ XXXXXXX h n:RO n, POLICY JECT LOC ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $ XXXXXXX ANY AUTO NOT APPLICABLE (Eaaccident) f- f- ALL OWNED AUTOS BODILY INJURY (Per person} $ XXXXXXX f- SCHEDULED AUTOS I- HIRED AUTOS BODILY INJURY (Per accident) $ XXXXXXX I- NON-OWNED AUTOS I- PROPERTY DAMAGE $ XXXXXXX (Per accident} ~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ XXXXXXX ANY AUTO NOT APPLICABLE OTHER THAN EA ACC I XXXXXXX AUTO ONLY: AGG $ XXXXXXX ~CESS!UMBRELLA LIABILITY EACH OCCURRENCE $ XXXXXXX OCCUR D CLAIMS MADE NOT APPLICABLE AGGREGATE $ XXXXXXX $ XXXXXXX =J 0 UMBRELLA DEDUCTIBLE FORM S XXXXXXX RETENTION $ $ XXXXXXX WORKERS COMPENSATION AND NOT APPLICABLE I i6~{I~,Ws I IOJ~" EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT $ XXXXXXX OFFICER/MEMBER EXCLUDED? EL DISEASE - EA EMPLOYEE $ XXXXXXX If yes, describe under E,L. DISEASE - POLICY LIMIT $ XXXXXXX SPECIAL PROVISIONS below A OTHER LDUSA09008II 9/3012009 9/30/20 I 0 $1,000.000 EACH CLAIM & A CLAIMS-MADE FORM $],000,000 ANNUAL AGGREGATE. PROFESSIONAL/POLLUTION Ill! ]/1961 RETRODATE. LIABILITY DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS RE: CONTRACT #10-5206; PROFESSIONAL SERVICES FOR DESIGN SERVICES FOR COLLiER AREA TRANSIT (CAT) TRANSFER STATION. CERTIFICATE HOLDER 10796826 COLLIER COUNTY ADMINISTRATIVE SERVICES DIVISION - PURCHASING ATTN: RHONDA CUMMINGS, FCCN, epPB 3301 TAMIAMI TRAIL EAST NAPLES FL 34112 CANCELLATION SHOULD ANY OFTHE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR ACORD 25 (2001/08) 1686 ACORQ, CERTIFICATE OF LIABILITY INSURANCE I DATE (MMJODIYY) 02/12/10 PRODUCER 1-866-220-4625 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Holmes Murphy and Associates - Omaha ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 2637 South lS8th Plaza ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Suite 200 Omaha I NE 68130 INSURERS AFFORDING COVERAGE _u__.___ '" ,--_.~-- INSURED INSURER A: Zurich American Insurance_92!!,panY/ill~_~~~ poat, Buckley, Schuh 6< Jernigan, Inc. ----- _ u d/b/a PBS&J INSURERB:American Guarantee and Liability Ins. Co !~_?~_!?__ 2001 NW l07th Avenue INSURER C:Steadfast Insurance Company!#26387 -~---- Miami, FL 33172-2507 INSURER 0 ---,~------ ---'- .------------ , INSURER E: COVERAGES THE POLlCIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH _ P2!:,lCIES: AGGREGATE_L1~ITS.~~N MAY ~~VE BEEN REDUCED BY PAID CLAIMS. _ __ .'.- INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTiVe P~~!f.r EXPIRATION LIMITS A ~NERAL LIABILITY GLD 913945B~03 09/30/09 09/30/10 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (Anyone fir_e) $ 1,000,000 -~,- __J CLAIMS MADE 0 OCCUR MED EXP1ArlVofla persofl) $ 25,000 .. ---- 0- Contractual Liability PERSONAL &; AOV INJURY $ 1,000,000 --'------ -. -------~. GENERAL AGGREGATE $2,000,000 .---'...- ~]'L AGG~i7tILIMJT AP~S PER PRODUCTS - COMP/OP AGO $ 2,000,000 ---. POLICY X I ~~9; X LOC B _~_!:!TOMOBILE LIABILrTY BAP 9139457~03 09/30/09 09/30/10 COMBINED SINGLE LIMIT $ 2,000,000 X ANY AUTO (Eaaccidanl} -- .-.-..-----,-- ALL OWNED AUTOS BODILY INJURY (perpersoo) . tx SCHEDULEO AUTOS - ,~------ ,-- HIRED AUTOS BODILY INJURY , I~" NON-OWNED AUTOS (Perilccidcnl) . .- -- ------ I~- Contractual Liability PROPERTY DAMAGE ------~-,~- (Perilccidenl) . -G~FGE LIABILITY AUTO ONLY - EA ACC1OEJi!... ~---_. ANY AUTO OTHER THAN EAACC L_____~_ -"- AUTO ONLY: AGG , e ~~CESS LIABILITY AUC 50B762104 09/30/09 09/30/10 EACH OCCURRENCE $ 25,OOO,0~~__ .3J OCCUR Cl CLAIMS MADE ~~REGATE $25,000,?_O~ =1 ~EOUCTlBlE , ._.~ --._- , ----------.- RETENTION ,0 , A WORKERS COMPENSATION AND we 9139459~O3 09/30/09 09/30/10 x I WCSTATU_I IO,J,ti- EMPLOYERS' LIABILITY .- . -..-... E.L. EACH ACCIDENT ~--=~~~~-~-~.?- ---.. ~ ~,.~:...Q.ISE~SE. EA EMPLO~~ _!.}_'.~_~~.~, 0.00 " """. E_L. DISEASE. POLICY LIMIT $ 1,000,000 OTHER , , , DESCRIPTION OF OPERATIONS/LOCATlONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS RE: Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station Contract ItlO-5205. Board of County Commissioners for Collier County, Collier County Government, Collier Couo ty, Florida are Additional Insureds on the General Liability, including Completed Operations (OL ONLY) and the Automobile Liability on a Primary basis, if required by contract, with respect to the operations of the insured on the above listed project. Umbrella follows form to the Additional Insureds on the General Liability and Automobile Liability, if required by contract. Severability of Interest 'B included on the General Liability and Automobile Liability. See attached for additional wording. CERTIFICATE HOLDER I I ADOITIONAL INSURED; INSURER LETTER: CANCELLATION SHOULD ANYOF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collie!;" County DATE THEREOF. THE ISSUING INSURER WILL ~X~~MAIL ~ OAYS WRITTEN Administrative Services Division Purchasing NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, EJUIf~JUS:::':~~KX 3301 Tamiami Trail East ~li8llC~li}tl9'{lmJt~KilUiJUt:lf~~f):JUPl:W4~~~;-::ilfg~Ktij{6il(X ~K~~~IXXXXXXXxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx Naples, FL 34112 AUTHORIZEOREPRESENTATlVE ~~ USA I ACORD 25-8 (7/9?) edornne 14447283 @ ACORD CORPORATION 1966 '1 R 6: IMPORTANT If the certificate holder is an ADDITIONAL INSURED. the pOlicy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy. certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer{s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-5 (7197) .J 1686 SUPPLEMENT TO CERTIFICATE OF INSURANCE DATE 02/12/10 NAME OF INSURED: Poet, Buckley, Schuh & Jernigan, Inc. d/b/a PBS&J Waiver of Subrogation on the General Liability, Automobile Liability and Workers Compensation in favor of the Additional Insureds. Additional Insured on the General Liability &< Auto Liability on a Primary & Non-Contributory basis, including completed operations "Where Required by Contract" (GL ONLY). General Liabiltiy Aggregate limit applies per Project Blanket Additional Insured Lessor/LoBs Payee on the Auto Liability. Waiver of Subrogation on the General Liability Auto Liability, and Workers Compensation "Where Required by Contract". Umbrella follows form to the Additional Insureds on the General Liability, NOTICE OF CANCELLATION WORDING: SHOULD ANY OF THE DESCRIBED POLICIES ON THE CERTIFICATE BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL MAIL 30, 60 OR 90 DAYS WRITTEN NOTICE "WHERE REQUIRED BY CONTRACT" EXCEPT 10 DAYS NOTICE FOR NON-PAYMENT OF PREMIUM TO THE CERTIFICATE HOLDER NAMED ON THE ATTACHED CERTIFICATE. supp (10/00) 1686 Additional Insured - Automatic - Owners, Lessees Or Contractors - Broad Form @ ZURICH Named Insured: Post, Buckley, Schuh & Jel'Uigan, Inc. d/b/a/ PBS&J Policy No. Eff. Date of Pol. Exp. Date of Pol. Err. Date of End. Producer Add'1. Prem ReluOl Premo -- GLO 913945S-03 09/30/09 09/30/1 0 09/30/09 $ $ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part A. WHO 18 AN INSURED (Section II) is amended to include CIS an insured any person or organization whom YOLl are required to add as an additional insured on this policy under a written contract or written agreement. B. The insurance provided to additional insureds applies only to "bodily injury", "property damage" or "personal and advertisw ing injury" covered under Section I, Coverage A, BODILY INJURY AND PROPERTY DAMAGE LIABILITY and Coverage B, PERSONAL AND ADVERTISING INJURY LIABILITY, but only if: 1. The "bodily injury" or "property damage" results fi.om your negligence; and 2. The "bodily injury", "property damage" or "personal and advertising injury" results directly from: a. Yuur ongoing operations; or b. <\Your work" completed as included in the "prodllcts~completed operations hazard", performed for the additional insured, which is the subject of the written contract or written agreement. C. However, regardless of the provisions of paragraphs A. and B. above: I. We will not extend any insurance coverage to any additional insured person or organization: a. That is not provided to you in this policy; or b. That is any broader coverage than you are required to provide to the additional insured person 01' organization in the written contract 01' written agreement; and 2. We will not provide Limits of Insurance to any additional insured persall or organization that exceed the lower of: a. The Limits of Insurance provided to you in this policy; or b. The Limits ofInsurance you are required to provide in the written contract or written agreemcnt. D. The insurance provided to the additional insured person or organization does not apply to: "Bodily injury", \\propcrty damage" or "personal and advertising injury" that results solely from negligcnce of the addi- tional insured; or 2. "Bodily injury", "property damage" or "personal and advertiSing injury" arising out of the rendering or failure to render any professional architectural, engineering or surveying services including: <'I. The preparing, approving, or failing to prepare or <'Ipprove m<'lps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and Includes copyrighted male rial of Insurance ServIces Office. Inc. with its permission. U-GL-1175-A CW (9/03) Page 1 of2 b. Supervisory, inspection, architectural or engineering activities. E. The additional insured must see to it that: 1, We are notified as soon as practicable of an "occurrence" or offense that may result in a claim: 2. We receive written notice of a claim or "suit" as soon as practicable; and 3. A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured also has rights as an insured or additional insured. 16B6 F. The insurance provided by this endorsement is primary insurance and we will not seek contribution from any other in- surance available to any additional insured person or organization unless the other insurance is provided by a contractor other than you for the same operations and job location. Then we will share with that other insurance by the method de- scribed in paragraph 4.c. of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS. Any provisions in this Coverage Part not changed by the terms and conditions of this endorsement continue to apply as writ- ten. Name of Person or Organization: Board of County Commissioners for Collier County, Collier County Government, Collier County, Florida 3301 Tamiami Trail East Naples, FL 34112 RE: Professional Services for Design Services for Collier Area Transit (CA T) Transfer Statioll, Contract #10-5206. U-GL-1175-A ('W (9/03) Page 2of2 1686 Waiver Of Subrogation (Blanket) Endorsement ~ ZURICH Named Insured: Post, Buckley, Schuh & Jernigan, Inc. dlbla PBS&J Policy No Eff. Date of Pol. Exp. Dnte of Pol. EtT. Date of End. Producer Add'J. Prem Return Premo GLO 913945S-03 09/30/2009 09/30/2010 09/30/2009 I I .800-000 $ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Commercial General Liability Coverage Part The following is added to the Transfer Of' Rights Of Recovery Against Others To Us Condition: If you arc required by a written contract or agreement, which is executed before a loss, to waive your rights of recovery from oth- ers, we agree to waive our rights of recovery. This waiver of rights shalll10t be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. Name afPerson or Organization: Board of County Commissioners for Collier County, Collier County Government, Collier County, Florida 3301 Tamiami Trail East Naples, FL 34112 RE: Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station Contract #10-5206. U-GL-925-H cw (J :UOJ) rage I of 1 ~ 1686 ZURICH Waiver Of Transfer Of Rights Of Recovery Against Others To Us Policy No. BAP 9139457-03 Erf. Date of Pol.. 9/30/2009 Exp. Date of Pol. Err. Date of End. 9/30/2010 9/3012009 Agency No. 11 -800-000 dul. P.-em Return Premo This endorsement is issued by the company named in the Declarations. It changes the policy Oil the effective date listed above at the hour stated in the Declarations. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Named Insured: Address (including ZIP code): Post, Buckley, Schuh & Jel'Oigan, Inc. d!h!a! PBS&J 5300 W. Cypress Street Tampa, FL 33607-1764 This endorsement modifies insurance provided under the: Business Auto Coverage Form Truckers Coverage Form Garage Coverage Form Motor Carrier Coverage Form SCHEDULE Name of Person or Organization: Board of County Commissioners for Collier County, Collier County Government, Collier County, Florida 3301 Tamiami Trail East Naples, FL 34112 RE: Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station Contract #10-5206. We waive any right of recovery we may have against the designated person or organization shown in the schedule because of payments we make for injury or damage caused by an "accident" or "loss" resulting from the ownership, maintenance, or LIse of a covered "auto" for which a Waiver of Subrogation is required in conjunction with work performed by you for the designated person or organization. The waiver applies only to the designated person or organization shown in the schedule. U-CA-J20-B CW (4/94) Page I of I 16B6 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 00 03 13 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy.) Policy No. WC 9139459-03 09/30/2009 at 12:01 A.M standard time, forms a part 01 (DATE) of the ZURICH AMERICAN INSURANCE COMPANY This endorsement, effective on (NAME OF INSURANCE COMPANY) issued to Post, Buckley, Schuh & Jernigan, Inc. d/b/a PBS&J Premium (if any) $ We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.' This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION Board of County Commissioners for Collier County, Collier County Government, Collier County, Florida 3301 Tamiami Trail East Naples, FL 34112 RE: Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station Contract #10-5206. WC 124 (4-84) we 000313 Copyright 1983 National Council on Compensation Insurance. Page 1 of 1 1686 SCHEDULE E TRUTH IN NEGOTIATION CERTIFICATE In compliance with the Consultants' Competitive Negotiation Act, Section 287.055, Florida Statutes, Post, Buckley, Schuh & Jernigan, Inc. hereby certifies that wages, rates and other factual unit costs supporting the compensation for the services of the CONSULTANT to be provided under the Professional Services Agreement, concerning 10-5206 Design Services for the Collier Area Transit (CAT) Transfer Station are accurate, complete and current as for the time of contracting. Post, Buckley, Schuh & Jernigan, Inc. BY:~~ . \ Randy L. Larson TITLE: Co-President DATE: 2/18/10 1686 SCHEDULE F KEY PERSONNEL, SUBCONSUL TANTS AND SUBCONTRACTORS Principal Planner Sharon Phillips 8% Senior Planner Rebecca Spain Schwarz 40% Planner Staff Position 52% Principal Architect Jeffrey Jerrels 3% Senior Project Manager Gary Wingo 20% Quality Control Nathan West 12% Project Architect Cybelle Kantor 25% Designer II Staff Position 35% Senior Inspector Staff Position 10% Administrative Noemi Arroyo 5% Subconsultants RWA Consulting Urban Green Studio 10% 34% Siebein Associates, Inc. 25% Base Consultants 50% "-I 16B6 Patricia L. Morgan From: Sent: To: Cc: Subject: Attachments: DeLeonDiana [DianaDeLeon@colliergov.net] Wednesday, May 19, 2010 336 PM Arnold, Michelle; Putaansuu, Gary CummingsRhonda; Bonnie L. Baer; Patricia L. Morgan Amendment #1 to Contract 1 0-5206 Design Services for CAT Transit Station 10-5206 Design CAT Station-Amend #1 (PBS&J).pdf Please see attached amendment. Thanks, DD ;',:. (, m;I;! Jd~!r('$se!; pub:,\' ;'()'X'ib it ',(\U ,1\", c,.t ,,'1,1'11 'lOW C,Ii;)ii addres~; r!j18ii',.,~d In~;DUIi;;('~ d public leC(lfj:; I('ques, do 'lot ~;<md (11;': ;',',!i1\ '''le';ll th,,, nfh'f' Lv tcir,'I,"KdV' ,', ,rilino EXHIBIT A-I Contract Amendment # 10-5206 "Design Services for Collier Area Transit Station" 1686 This amendment, dated A p;', I -. 0 , 2010 to the referenced agreement shall be by and between the parties to the original Agreement, Post, Buckley, Schuh &Jernigan, Inc., (to be referred to as "Consultant") and Collier County, Florida, (to be referred to as "County"). Statement of Understanding RE: Contract #10-5206 "Design Services for Collier Area Transit Station" The following change to the above referenced Agreement has been mutually agreed to by the Consultant and the County. The additions to the existing language in the Agreement are shown herein by underlining: deletions from the Agreement are shown by DtFiI'.tRreugRs. Replace Schedule B. Direst LaBer Casta PhiS Rsiml:Hlrsahle .I!](f3BRses with new Schedule B. Lumo Sum and Schedule B - Attachment A Schedule of Fees for Services now identified as Exhibit A-l-I and Exhibit A-I-2. The Consultant agrees that this amends the original Agreement. All other terms and conditions of the Agreement shall remain in force. IN WITNESS WHEREOF, the Consultant and the County have each, respectively. by an authorized "'- m ."'"' """",,,0.' ilici, "..",.." =" 00.' :;Z"" ""'~ By: Title: Dated: h & Jernigan, Inc. OWNER: BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, RORIDA BY:~ ~I ~ Step en Y. rnell Director of Purchasing and General Services 1686 Exhibit A-1-1 SCHEDULE B BASIS OF COMPENSATION LUMP SUM 1. MONTHLY STATUS REPORTS B.1.1 As a condition precedent to payment, CONSULTANT shall submit to OWNER as part of its monthly invoice a progress report reflecting the Project design and construction status, in terms of the total work effort estimated to be required for the completion of the Basic Services and any then-authorized Additional Services, as of the last day of the subject monthly billing cycle. Among other things, the report shall show all Service items and the percentage complete of each item. B1.1.1 All monthly status reports and invoices shall be mailed to the attention of Garv Putaansuu, 2885 S. Horseshoe Drive. Naples FL 34104 2. COMPENSATION TO CONSULTANT B.2.1. For the Basic Services provided for in this Agreement, OWNER agrees to make the lump sum payments to CONSULTANT in accordance with the terms stated below. Payments will be made in accordance with the following Schedule; however, the payment of any particular line item noted below shall not be due until all services associated with any such line item have been completed to OWNER'S reasonable satisfaction. TASK LUMP SUM FEE FOR: FEE PAYMENT SCHEDULE P Pre-Design Activities $54,694 Monthly Upon Percent Complete of Task 1. Programming and Concept Design $45.084 Monthly Upon Percent Complete of Task 2. Preliminary Architectural $45,669 Monthly Upon Percent Complete of Design/Engineeril1!L Task 3. Final Design (60 Percent-100 $106.973 Monthly Upon Percent Complete of Percent ), Bid Phase Services; Task Construction Phase Services: Commissioning and Project Close- oullWarranty 4. Construction Phase Services with $53.075 Monthly Upon Percent Complete of Commissioning and Project Close- Task out/As-Builts TOTAL FEE (Total Tasks P-4) $305 495 TPA#J98337L1 1686 B.2.2. The fees noted in Section 2.1. shall constitute the lump sum amount of Three hundred five thousand four hundred ninety five Dollars ($305,495) to be paid to CONSULTANT for the performance of the Basic Services. 6.2.3. For Additional Services provided pursuant to Article 2 of the Agreement, if any, OWNER agrees to pay CONSULTANT a negotiated total fee and Reimbursable Expenses based on the services to be provided and as set forth in the Amendment authorizing such Additional Services. The negotiated fee shall be based upon the rates specified in Attachment 1 to this Schedule B and all Reimbursable Expenses shall comply with the provision of Section 3.4.1 below. There shall be no overtime pay on Additional Services without OWNER'S prior written approval. B.2.4. The compensation provided for under Sections 2.1 of this Schedule B, shall be the total and complete amount payable to CONSULTANT for the Basic Services to be performed under the proviSions of this Agreement, and shall include the cost of all materials, equipment, supplies and out-of-pocket expenses incurred in the performance of all such services. B.2.5 Notwithstanding anything in the Agreement to the contrary, CONSULTANT acknowledges and agrees that in the event of a dispute concerning payments for Services performed under this Agreement, CONSULTANT shall continue to perform the Services required of it under this Agreement, as directed by OWNER, pending resolution of the dispute provided that OWNER continues to pay to CONSULTANT all amounts that OWNER does not dispute are due and payable. 3. SCHEDULE OF PAYMENTS: B.3.1. CONSULTANT shall submit, with each of the monthly status reports provided for under Section 1.1 of this Schedule B, an invoice for fees earned in the performance of Basic Services and Additional Services during the subject billing month. Notwithstanding anything herein to the contrary, the CONSULTANT shall submit no more than one invoice per month for all fees 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 CONSULTANTS letterhead and must include the Purchase Order Number and Project name and shall not be submitted more than one time monthly. TPA#1983371.1 1686 8.3.3 Payments for Additional Services of CONSULTANT as defined in Article 2 hereinabove and for reimbursable expenses will be made monthly upon presentation of a detailed invoice with supporting documentation. 8.3.4 Unless specific rates have been established in Attachment 1, attached to this Schedule 8, 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. 8.3.4.1 Reimbursable Expenses associated with Additional Services must comply with section 112.061, Fla. Stat., or as set forth in the Agreement, be charged without mark-up by the CONSULTANT, and shall consist only of the following items: 8.3.4.1.1. Cost for reproducing documents that exceed the number of documents described in this Agreement and postage and handling of Drawings and Specifications. 8.3.4.1.2. Travel expenses reasonably and necessarily incurred with respect to Project related trips, to the extent such trips are approved by OWNER. Such expenses, if approved by OWNER, may include coach airfare, standard accommodations and meals, all in accordance with section 112.061, F.S. Further, such expenses, if approved by OWNER, may include mileage for trips that are from/to destinations outside of Collier or lee Counties. Such trips within Collier and Lee Counties are expressly excluded. 8.3.4.1.3. Permit Fees required by the Project. 8.3.4.1.4 Expense of overtime work requiring higher than regular rates approved in advance and in writing by OWNER. 8.3.4.1.5 Expense of models for the County's use. 8.3.4.1.6 Other items on request and approved in writing by the OWNER. 8.3.4.2 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#1983371.1 1696 Exhibit A-1-2 SCHEDULE B - ATTACHMENT A SCHEDULE OF FEES FOR SERVICES "Design Services for Collier Area Transit (CAT) Transfer Station" Task P- Pre Desian Activities: · Site Investigation Kick-Off Meeting · Field Survey · Assessment of Site Contamination . Geotechnicallnvestigations . Site Investigation Report Task 1 - Proarammina and Concept Desian: $45,084 · Program Study · Concept Drawings . Review and Revision Task 2 - Preliminary Architectural Desian/Enaineerina: $45,669 . 30 Percent Design · Interagency Coordination/Public Process Task 3 - Final Desian (60 Percent - 100 Percent), Bid Phase Services: Construction Phase Services: Commissionina and Proiect Close-outlWarranty: $106.973 . Client Review · 60 Percent Design · 90 Percent and 100 Percent Complete Architectural documents . Bid Phase Services . Interagency Coordination $54,694 Task 4 - Construction Phase Services with Commission/na and Proiect Close-Out/As- Bums: $53.075 . Response to Questions/Request for Information (RFI) TPA#J953637.9 PSA BA-lO 1686 · As Needed Construction Inspection/Quality Assurance and Quality Total for Items P through 4 $305,495.00 -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. TP A#1953637.9 PSA BA-l! Patricia L. Morgan 1686 (.';.4 "'~1I From: Sent: To: Cc: Subject: Attachments: DeLeon Diana [DianaDeLeon@colliergov.net] Wednesday, April 20, 2011 11: 1 0 AM Patricia L. Morgan Bonnie L. Baer; Tibbetts, Rhonda Name Change Amendment - Contracts 07-3947,08-5122,09-5262, and 10-5206 10-5206 Name Change Amendment. pdt; 07-3947 Name Change Amendment. pdt; 08-5122 Name Change Amendment. pdt; 09-5262 Name Change Amendment. pdt Pat, Attached is an amendment that needs to be attached to tour (4) contracts. It changes the name ot the consultant trom PBS&J to Atkins North America, Inc. Thanks, Diana De Leon Collier County Board of County Commissioners Purchasing Dept. 3327 Tamiami Trail East Naples, FL 34112-4901 (239)252-8375; Fax (239)252-6597 d ia nadeleon@colliergov.net Under Florida Law, e-mail addresses are public records. If you do not want your e-mail address released in response 10 a public records request do not send electronic mail to this enlity Instead, contact this office by telephone or lf1 writing. 1686 .,'- EXHIBIT A Contract Amendment This amendment, dated A~1-' \ :2tl. 201 I 10 the following contracts: 07.3947 "Professional C ;'1 Services for SR84 from Radio Road to CR951", 08-5122 "Watershed Model Update & Plan Development", 09-5262 "County Wide Engineering Services", and 10-5206 "Professional Services for Design Services for Collier Area Transit (CAT) Transfer Station" shall be by and between Ihe parties to the original agreement, Post, Buckley. Schuh & Jernigan (PBS&JJ now known as Atkins NOlth America, Inc. (to be referred to as "Consultant") and Collier County. Florida, (to be refelTecl 10 as "County"). Statement of Understanding The following change to the above referenced contracts has been mutually agreed to by the Consultant and the County: Each and every place where the names Post, Buckley, Schuh & Jernigan, file. or PBS&/ (Ire used is to be replaced with Atkins North America, Inc. All other terms and conditions of the agreement shall remain in force, IN WITNESS WHEREOF, the Consultant and the County have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date(s) indicated below. ATTES'T': CONSULTANT Secretary/Witness Assistant Secretary By; Rene de los Rios Dated: bpril 19,2011 By: Title: Dated: David J. Carter Senior Vice President j\wiLJ 9, 20 II ~,~.,;~.~. ~~~~ ,_ ,"o,-'Olt,.;.;./"" ..,;,?...y ~ '. ..,. I ~. ., ;;;: SEAL ~- ..... .X .c:~ 1961 iFJ . . . . . . ....~.,,\O...... ........ CORPORATE SEAL Approved as to form and Legal sufficiency: OWNER: BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA (7 /j ~if/~~l Aff'istafl't County Attorney D,f" .. ~ By f~'.dlddi- Stephen . c,!iZF Direct r of Purchasing and General Services