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Backup Documents 06/09/2009 Item #16G 3 16G3 ., MEMORANDUM DA TE: June 18,2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5184 "Master Developer for a Mixed Use Development on CRA-Owned Land" Contractor: Pizzuti Solutions LLC Enclosed, please find one (1) original, referenced above (Agenda Item #16G3) approved by the Board of County Commissioners on Tuesday, June 9, 2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-8411. Thank you, Enclosures ---~_.~~""< - ~"- ~Il"""" .."... " ~ , ~.>....._. ~/o$ act- ITEM NO. oar-YlLC.-O/'Jd47C'zP >.y-' ~~-rYAif~.~~VED16 G 3 ~ ./. '''I 1\\ :" .., ' ,'.IF" ~ '..1\' \, FILE NO.: \, Pf/( .. \Y ')r,:1~ ," \ (, PM 2: 55 ROUTED TO: r S LL' ' btn) 11 DO NOT WRITE ABOVE THIS LINE fJ~ ~ ., REQUEST FOR LEGAL SERVICES A ~ cy "J.JY ~ Date: June 10, 2009 To: Office of the County Attorney fl~?)r # Jeff Klatzkow From: Lyn M. Wood, C.P.M., Contract Specialist Purchasing Department, Extension 2667 Re: Contract: #09-5184 "Master Developer for a Mixed Use Development on CRA-Owned Land" Contractor: Pizzuti Solutions LLC BACKGROUND OF REQUEST: This Contract was approved by the BCC on June 9. 2009, AgendE~ Item 16.G.3 ,/~ This item has not been previously submitted. ----~.- ~// ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: Please forward to BCC for signature after approval. If there are any questions concerning the document, please contact me, Purchasing would appreciate notification when the documents exit your office. Thank you. C: David Jackson, CRA "..,,---... __"_'"',~_'.,_ri_,c '*".IIIll"<'...__"""."",,~_--_._~~"~"~- -"-'---."",.-.,.',,,,,,,.. ""-'-""--",<."~'--"" ~"----'---~_...,,,",~.,.,,_.",--'"' --, 16G3 MEMORANDUM TO: Ray Carter Risk Management Department - }~ FROM: Lyn M. Wood, C.P.M., Contract Specialist }.c/ It ~A Purchasing Department DATE: June 10,2009 RE: Review Insurance for Contract: #09-5184 "Master Developer for a Mixed Use Development on CRA-Owned Land" Contractor: Pizzuti Solutions LLC This Contract was approved by the BCC on June 9, 2009, Agenda Item 16.G.3 Please review the Insurance Certificates for the above referenced contract. If everything is acceptable, please forward to the County Attorney for further review and approval. Also, will you advise me when it has been forwarded. Thank you. If you have any questions, please contact me at extension 2667. dod/LMW C: David Jackson, CRA DATE RECEIVED JUN 1 i 2009 ~ 1 R1SK~ ,../, U j~Y~~ & {1t;{01 -~ --""" .>.-......- ...~~-"., ,,-....... I,Q _..- . ..,-~._-_.._~-,,-~_.~..,.., ,.. 16G3 mausen_\l From: RaymondCarter Sent: Tuesday, June 16, 2009 11 :38 AM To: LynWood; DeLeon Diana Cc: JacksonDavid; mausen_9 Subject: Contract 09-5184 "Master Developer for a Mixed Use Development on CRA-Owned Land" Lyn, I have approved the Certificate of Insurance provided by Pizzuti Solutions LLC for contract 09-5184. The contract will be sent to the County Attorney's Office today for their review. Thank You, Ray ~~ Manager Risk Finanace Office 239-252-8839 Cell 239-821-9370 1 _.. ~_....- ~._-,~~_.."- -,-,-~-^-~-_.._,.._--------~,. ---.-..--.- - www.sunbiz.org - Department of State Home Contact Us E-Filing Services Document Searches Forms Help Previous on Lis.t Ne~QrL!"L!H Return TQL..i~t IEntity Name Search No Events No Name History Submit I Detai I by Entity Name Foreign Limited Liability Company PIZZUTI SOLUTIONS LLC Filing Information Document Number M06000006958 FEI/EIN Number APPLIED Date Filed 12/14/2006 State OH Status ACTIVE Principal Address c/o TWO MIRANOVA PLACE SUITE 800 COLUMBUS OH 43215 Mailing Address c/o TWO MIRANOVA PLACE SUITE 800 COLUMBUS OH 43215 Registered Agent Name & Address THE PIZZUTI COMPANIES 300 S, ORANGE AVE, SUITE 1500 ORLANDO FL 32801 US Manager/Member Detail Name & Address Title MGR PIZZUTI MANAGEMENT LLC C/O TWO MIRANOVA PLACE SUITE 800 COLUMBUS OH 43215 Annual Reports Report Year Filed Date 2007 04/17/2007 2008 04/24/2008 Document Images 04/24/2008 :~ ANNUAL REPORT View image ill PDF format I 04/17/2007 -- ANNUAL REPmn YiewJm;:lge in PDFfotf1'1at I 12/14l2QQJL-::J:oreigl] LimLtaQ http://www.sunbiz.org/scripts/cordet.exe?action=D ETFI L&inCL doc _ number= M06000006... 4/21/2009 >,.,--._-----..,-----~ ..........- ..... <<--..-'-"-"-- _...~,' ."""-""",,,, 0'''" 'v r. --', ;""_".._.,.~..~_"'.n'-.-.,..<oo"."~~_,'...r.~.........",._,."_~.,_~,_"_,_,, 'www.sunbiz.org - Department of State Page 2 of2 1 G3 View image in PDF format I I Note: This is not official record, See documents if question or conflict. I Preyipl.I$pn List Next on List Rlilu rnI9J-JsJ IEntity Name Search No Events No Name History Submit I I Horne I Contact us I Docurnent Searches I E-Filing Services I Forms I Help I Copyright and Privacy Policies Copyright @ 2007 State of Florida. Departrnent of State, http://www.sunbiz.org/scripts/cordet.exe?action=DETFI L&inCL. doc _ number= M06000006... 4/21/2009 "___ffi _.".'''M'' ~.".-~~"",,-, - - ~ ___""It ~ . . . -"'<<~... RLS# DC} - fJ R (! - O/.;),d.! CHECKLIST FOR REVIEWING CONTRACTS Entity Name: fJ, z- z... i{ T I -..5 0 L U ,../ /)/lJ.5- LLC- 16G3 Entity name correct on contract? ~Yes - No Entity registered with FL Sec. of State? -L Yes - No Insurance Insurance Certificate attached? /Yes No Insured registered in Florida? ---1L- Yes No Contract # &/or Project referenced on Certificate? ~Yes - No Certificate Holder name correct (BCC)? ~Yes No Commercial General Liability Exp, Date IJ /1!rR General Aggregate Required $ , ~ \. L Provided $ .z- tv.. \. L. Products/Compl/Op Required $ Provided $ I \M,( '-- Exp. Date II Personal & Advert Required $ Provided $ il Exp, Date II Each Occurrence Required $ Provided $ (I Exp, Date I' FireIProp Damage Required $ Provided $ II Exp. Date I I Automobile Liability Exp Date 7 [, ([}f Bodily Inj & Prop Required $ 5Oc)()O() Provided $ I M [ 1- Workers Compensation Each accident Required $ IDO) PO v Provided $ l '^ I L Exp Date ~ /1 Disease Aggregate Required $ Provided $ t / Exp Date Disease Each Empl Required $ Provided $ ( / Exp Date Umbrella Liability Each Occurrence Provided $ Exp Date Aggregate Provided $ Exp Date Does Umbrella sufficiently cover any underinsured portion? - Yes _No Professional Liability Each Occurrence Required $ Provided $ Exp. Date Per Aggregate Required $ Provided $ Exp. Date Other Insurance Each Occur Type: Required $_- provided $ Exp Date _ County required to be named as additional insured? V Yes _No County named as additional insured? ./" Yes - No Indemnification Does indemnification meet County standards? -L.Yes _No Is County indemnifying other party? _Yes ~No Performance Bond Bond requirement referenced in contract? - Yes _No If attached, expiration date of bond Does dollar amount match contract? Yes No - Agent registered in Florida? - Yes - No Signature Blocks ifr.p Correct executor name in signature block? ~Yes - No ~l Correct title of executor? ~Yes _No y/ Executor authorized to sign for entity? ~Yes _No Proper number of witnesses/notary? (\'0 - ~. ~Yes - No ~ Authorization for executor to sign, if necessary: Chairman's signature block? ~Yes - No Clerk's attestation signature block? ~Yes _No County Attorney's signature block? ~Yes _No Attachments Are all required attachments included? ~Yes No ~L- ----------:- ' . RevIewer InItials: Date: kfc''7/tjq 04-COA-0 030/222 . "-_.-..._---- ..--.......- .- ,. 16G . SECRETARY'S CERnFlCATE The undersigned hereby certtfles as follows: 1. Pizzuti Solutions LLC ("SolutlonsM) Is an Ohio limited liability company and Is authorized to do business In the State of Flortda. 2, That he Is the dUly elected and serving Senior Vice President, Secretary and General Counsel of Solutions. 3. Attached hereto as Exhibit A Is a true, complete and correct copy of certain resolutions adopted by the sole member of Solutions. Said resolutions reflect Joel S. Pizzuti as the President and Chief Operating OffIcer of Solutions. All such resolutions do not In any manner contravene the ArtIcles of Organization or Operating Agreement of Solutions; and sold resolutions have not been rescinded or modified I in any manner and are on the date hereof stili In full force and effect. I IN WITNESS WHEREOF, the undersigned has executed this Secretary's Certificate as of June If-, 2009. Sco~ld,r I I I I I I i ~.__._~"-_....... '._n_ "II.ll." _.M____'''',.-,-..~'''''~"''." ,."......_,_,"'" .. 'V ..:"".,~,,,,-~.....,,..,,,".._~..","". -----.--~---_."'---- " 16 G " PIZZUTI SOLUTIONS LLC Member's RelOluttons April 1, 2008 The undersigned. being the sole member of Plzzutl Solutions LLC. an Ohio limited liability company (.Company"). hereby adopts the following resolutions effecttve as of the date first set forth above. RESOLVED, that the following persons be. and they hereby are. elected to the offices of the Company set forth opposite their respecttve names below: ~ me Ronald A. Pizzuti Chairman and Chief Executive OffIcer Joel S. Pizzuti President and Chief Operating OffIcer Michael P. Keegan Executive VICe President. Treasurer and AssIStant Secretary James S. Russell Executive Vice President Scott B. West Senior Vice President Secretory and General Counsel RESOLVED. that the following persons be. and they hereby are, authorlzed to sign checks. drafts or other orders of payment on behalf of the Company: Ronald A. Pizzuti Joel S. Pizzuti Michael P. Keegan Scott B. West These Resolutions constl1ute the complete record of all actions taken by the members of the Company as of the date first set forth above. P:\Legoi\resolullons\CERnFIE.RES\P1ZZlm SOlunoNS ue enIfIy v2,cJoc ~-~.---------- " .._-,',"-~ -_.>',.._-----_._"....._.-_-~ "-",,. "'.___".~.._o,'"._,,___.,__"._"~ -... .._"..._,_.,~-~.__.~.."".._.....~. Contract 09-5184 16G3 Master Developer for a Mixed Use Development on CRA Owned Land PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this q -ft1 day of ( J (..l n e- 2009, by and between the Collier CRA Community Redevelopment Agency, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "CRA" or "OWNER") and Pizzuti Solutions LLC, authorized to do business in the State of Florida, whose business address is 300 S. Orange Avenue, Suite 1500, Orlando, Florida 32801 (hereinafter referred to as the "CONSULTANT"). WIT N E SSE T H: WHEREAS, the OWNER desires to obtain the professional Master Developer Consulting services of the CONSULTANT concerning Mixed Use Development on CRA Owned Land (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 CONSUL TANT 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: PSA D-I -'-- 'u.._ ._~.._~.~_.,- . .-.-. -,. ARTICLE ONE 16G3 CONSULTANT'S RESPONSIBILITY 1.1. CONSULTANT shall provide to OWNER professional Master Developer Consultant 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 CRA, 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. CONSUL T ANT designates Thomas A Harmer, ICMA-CM, a qualified licensed professional to serve as the CONSUL T ANT'S project coordinator (hereinafter referred to as the "Project Coordinator"). The Project Coordinator is authorized and responsible to act on behalf of the CONSULTANT with respect to directing, coordinating and administering all aspects of the services to be provided and performed under this Agreement. Further, the Project Coordinator has full authority to bind and obligate the CONSULTANT on all matters arising out of or relating to this Agreement. The CONSUL T ANT agrees that the Project Coordinator shall devote whatever time is required to satisfactorily manage the services to be provided and performed by [,SA D-2 -- _._--^...~._- ""."',"_"."~,,--_-,,.,.<'._"~,," -"~_.,-----"-".~^ 1 ii'- ~ ~ ~ If"';'! , the CONSULTANT hereunder. The Project Coordinator shall not be removed:-b~'" tJ.~ CONSULTANT from the Project without OWNER'S prior written approval, and if so rem'i5v~(j "-. .j 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 CONSUL TANT shall notify the OWNER of such conflict and utilize its best professional judgment to advise OWNER regarding resolution of each such conflict OWNER'S approval of the design documents in no way relieves CONSULTANT of its obligation to deliver complete and accurate documents necessary for successful construction of the Project. 1.7.1 The CRA 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 I'S^ 0-3 "_"d..~,.......,~, ....._,- ~_~,._."",";'_'_~"'~'_"~'''~'.C'''';''___'''_~''~'_''_''_, federal requirements and/or codes and ordinances applicable to Consultant's performan~e ~f G .3 the work as related to the project. This list is not deemed to be all-inclusive, and the CRA 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 CRA 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 CRA 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. CONSUL T ANT shall provide OWNER prompt written notice of any such subpoenas. 1.9 As directed by OWNER, all plans and drawings referencing a specific geographic area must be submitted in an AutoCad Digital Exchange File (DXF) format on a CD or DVD, drawn in the Florida State Plane East (US Feet) Coordinate System (NAD 83/90). The drawings should either reference specific established Survey Monumentation, such as Certified Section Corners (Half or Quarter Sections are also acceptable), or when implemented, derived from the RTK(Real-Time Kinematic) GPS Network as provided by OWNER. Information layers shall have common naming conventions (i.e. right-of-way - ROW, centerlines - CL, edge-of- pavement - EOP, etc), and adhere to industry standard CAD specifications. I'SA D-4 ,-.--.- ~....._~-" --"<"".'--"'~----"~- ._."'~-~"_.."._--" ,'" .'" - ARTICLE TWO 16G3 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. If OWNER determines that a change in the Agreement is required because of the action taken by CONSUL TANT 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. I'SA D-5 '""'""--""~-" "_H_",''''~ _"~_j"",_.....,_.~"...._ -... ..."_.""",,,.,-~ <1,"' 1'"""..- .'. -,,~" ",~'"W__'O"_""~'___ 16G3 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 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). PSA D-6 ..~,."'- .'<^--' "''''_'''''''~''"_''.v"',,,,,,_, ",,",.. ~,'-~'"-""",,, ,,,~...,-"...".....,~,._....,,,,._.~,,,,-.._-~.,.,,, 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 CRA as part of the Basic Services in accordance with generally accepted professional practice. 16G3 ARTICLE THREE OWNER'S RESPONSIBILITIES 3.1. The OWNER shall designate in writing a project manager to act as OWNER'S representative with respect to the services to be rendered under this Agreement (hereinafter referred to as the "Project Manager"). The Project Manager shall have authority to transmit instructions, receive information, interpret and define OWNER'S policies and decisions with respect to CONSULTANT'S services for the Project. However, the Project Manager is not authorized to issue any verbal or written orders or instructions to the CONSULTANT that would have the effect, or be interpreted to have the effect, of modifying or changing in any way whatever: (a) The scope of services to be provided and performed by the CONSULTANT hereunder; (b) The time the CONSULTANT is obligated to commence and complete all such services; or (c) The amount of compensation the OWNER is obligated or committed to pay the CONSULTANT. 3.2. The Project Manager shall: (a) Review and make appropriate recommendations on all requests submitted by the CONSULTANT for payment for services and work provided and performed in accordance with this Agreement; (b) Provide all criteria and information requested by CONSULTANT as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; "SA 0-7 .............. '" ,,~._-- .Ili. .__ ,"_"'''.''",~,_,-' I ,....,,"-, ....<_.....-.--..._,----,----',~.-- 16G3 (c) Upon request from CONSUL TANT, assist CONSULTANT by placing at CONSULTANT'S disposal all available information In the OWNER'S possession pertinent to the Project, including existing drawings, specifications, shop drawings, product literature, previous reports and any other data relative to the Project; (d) Arrange for access to and make all provisions for CONSULTANT to enter the Project site to perform the services to be provided by CONSULTANT under this Agreement; and (e) Provide notice to CONSULTANT of any deficiencies or defects discovered by the OWNER with respect to the services to be rendered by CONSULTANT hereunder. ARTICLE FOUR TIME 4.1. Services to be rendered by CONSULTANT shall be commenced subsequent to the execution of this Agreement upon written Notice to Proceed from OWNER for all or any designated portion of the Project and shall be performed and completed in accordance with the Project Milestone Schedule attached hereto and made a part hereof as Schedule C, Time is of the essence with respect to the performance of this Agreement 4.2. Should CONSULTANT be obstructed or delayed in the prosecution or completion of its services as a result of unforeseeable causes beyond the control of CONSULTANT, and not due to its own fault or neglect, including but not restricted to acts of nature or of public enemy, acts of government or of the OWNER, fires, floods, epidemics, quarantine regulations, strikes or lock-outs, then CONSULTANT shall notify OWNER in writing within five (5) working days after commencement of such delay, stating the specific cause or causes thereof, or be deemed to have waived any right which CONSULTANT may have had to request a time extension for that specific delay. PSA D-8 ''''_N'' ---",,"--""~"_.'--- '._".'-~'"-'--''''' _._._._,.~--"~",._._----_.."---- 4.3. No interruption. interference, inefficiency. suspension or delay in the commenceJe60G 3 progress of CONSULTANT'S services from any cause whatsoever, including those for which OWNER may be responsible in whole or in part, shall relieve CONSULTANT of its duty to perform or give rise to any right to damages or additional compensation from OWNER. CONSULTANT'S sole remedy against OWNER will be the right to seek an extension of time to its schedule provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage For Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as claims based on late completion. Provided, however, if through no fault or neglect of CONSULTANT, the services to be provided hereunder have been delayed for a total of 180 calendar days, CONSUL T ANT'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 CONSUL T ANT 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. PSA D-9 -~'~='-' ,.,-~_.- ,~---~, ._~., '-"., , M.,,,,, '-~._--'.,"_,,-,.._-_._-_._....----,.__. ." ;'. pr'\ "''''r ARTICLE FIVE ~Lob5 COMPENSATION 5.1. Compensation and the manner of payment of such compensation by the OWNER for services rendered hereunder by CONSULTANT shall be as prescribed in Schedule B, entitled "Basis of Compensation", which is attached hereto and made a part hereof. ARTICLE SIX OWNERSHIP OF DOCUMENTS 6.1. Upon the completion or termination of this Agreement, as directed by OWNER, CONSUL TANT 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 PSA 0-10 <~-"."..- , ,.-,,,----.-., '^._.>c......_....."".... ...... ... ~_._.^M"O'''..W'' - -_._".._,--_._'".,,-~---_._._- 16G3 CONSULTANT for a minimum of five (5) years from (a) the date of termination of this Agreement or (b) the date the Project is completed, whichever is later, or such later date as may be required by law. OWNER, or any duly authorized agents or representatives of OWNER, shall, free of charge, have the right to audit, inspect and copy all such records and documentation as often as they deem necessary during the period of this Agreement and during the five (5) year period noted above, or such later date as may be required by law; provided, however, such activity shall be conducted only during normal business hours. ARTICLE EIGHT INDEMNIFICATION 8,1. To the maximum extent permitted by Florida law, CONSULTANT shall indemnify and hold harmless OWNER, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of CONSULTANT or anyone employed or utilized by the CONSULTANT in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph 8.1. ARTICLE NINE INSURANCE 9.1. CONSULTANT shall obtain and carry, at all times during its performance under the Contract Documents, insurance of the types and in the amounts set forth in SCHEDULE D to this Agreement. 9.2 All insurance shall be from responsible companies duly authorized to do business in the State of Florida. 9.3 All insurance policies required by this Agreement shall include the following provisions and conditions by endorsement to the policies: 9.3.1. All Insurance policies, other than the Business Automobile policy, Professional Liability policy, and the Workers Compensation policy, I'SA D-II .-'0"','__"--'-'"'''"'" ,"...___"'..,-.,"O..,_.._"',......,.,.,....'l..lil """"""";.",,,. .' ~ O'.~..,~.".".._,...._._...,~>~....~".,'....,__...,_.,,~_ 16G3 provided by CONSULTANT to meet the requirements of this Agreement shall name Collier County Government, Collier County CRA, 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 CONSUL TANT. 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 CONSUL T ANT 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 Government and Collier County CRA. 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. CONSUL TANT, 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 CONSUL TANT obtains the insurance policies required hereunder must meet the following minimum requirements: 9.5.1. The insurance company must be duly licensed and authorized by the Department of Insurance of the State of Florida to transact the appropriate insurance business in the State of Florida. 9.5.2. The insurance company must have a current A. M. Best financial rating of "Class VI" or higher. ARTICLE TEN SERVICES BY CONSULTANT'S OWN STAFF 10.1. The services to be performed hereunder shall be performed by CONSULTANT'S own staff, unless otherwise authorized in writing by the OWNER. The employment of, contract with, or use of the services of any other person or firm by CONSULTANT, as independent consultant or otherwise, shall be subject to the prior written approval of the OWNER. No provision of this Agreement shall, however, be construed as constituting an agreement between the OWNER I'SA D-12 ,-. ~..,,-"' ""'"......"''''' ."."__.......""...'~~"._.._.,_~_'..,,..,".~...., 'N'.,.__~_~_..~_,",__ and any such other person or firm. Nor shall anything in this Agreement be deemed to give!.p G 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 E 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 E. CONSUL TANT also has identified each subconsultant and subcontractor it intends to utilize on the Project in Schedule E. All personnel, subconsultants and subcontractors identified in Schedule E shall not be removed or replaced without OWNER'S prior written consent. 10.3 CONSU L T ANT 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 CONSUL TANT 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 rSA 0-13 ""-"''''~- _",'"oW''''''' _ ""'~"_._"------"'''''', _. .,_".._,.h__ '.. .",..,..~.~>.~-_._---,.._,_......_---_.- -~" .__.,~.,._~~._-_._._~---~...._--~ 16G3 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 CONSUL TANT. ARTICLE TWELVE TERMINATION OR SUSPENSION 12,1. CONSUL T ANT 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) CONSUL TANT'S failure to properly and timely perform the services to be provided hereunder or as directed by OWNER, or (c) the bankruptcy or insolvency or a general assignment for the benefit of creditors by CONSULTANT or by any of CONSULTANT'S principals, officers or directors, or (d) CONSULTANT'S failure to obey any laws, ordinances, regulations or other 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 PSA 0-14 '__'0__ ~"-'~~-...~---'-', ""~-",. "'---.,........-. ,_____....'.ff_"-..._______,....___ 16G3 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 CONSUL T ANT that are directly attributable to the termination, but CONSUL T ANT 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. CONSUL TANT must mitigate all such costs to the greatest extent reasonably possible. 12.4. Upon termination and as directed by Owner, the CONSULTANT shall deliver to the OWNER all original papers, records, documents, drawings, models, and other material set forth and described in this Agreement, including those described in Section 6, that are in CONSUL TANT'S possession or under its control, upon payment in full of all amounts owed to CONSU L T ANT. 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. "SA 0-15 -.._,. "'-"-"'..,", -, 12.6 In the event (i) OWNER fails to make any undisputed payment to CONSUL TANTt;A G 3 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 CONSUL TANT or its subconsultant or subcontractor or their agents or employees or any other persons performing portions of the Services under contract with the CONSULTANT, the CONSULTANT may terminate this Agreement by giving written notice to OWNER of CONSULTANT'S intent to terminate this Agreement. If OWNER does not cure its default within fourteen (14) days after receipt of CONSULTANT'S written notice, CONSULTANT may, upon fourteen (14) additional days' written notice to the OWNER, terminate the Agreement and recover from the Owner payment for Services performed through the termination date, but in no event shall CONSUL TANT be entitled to payment for Services not performed or any other damages from Owner. ARTICLE THIRTEEN CONFLICT OF INTEREST 13.1. OWNER acknowledges that Consultant is currently in discussions with the owners of the project known as Arboretum Village on Bay Shore Drive just north of the Botanical Gardens and agrees that any development on such property by CONSULTANT or an affiliate of CONSULTANT would not conflict with the performance of services by CONSUL TANT hereunder. l'SA D-16 --,,-, "- _n...___ _"__".~_."_o>.. - _. --""--,...".,,.~,- --,,--- ARTICLE FOURTEEN 16G3 MODIFICATION 14.1. 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 FIFTEEN NOTICES AND ADDRESS OF RECORD 15.1. 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, fax, overnight delivery, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following OWNER'S address of record: Collier County Community Redevelopment Agency Purchasing Department 3301 Tamiami Trail East Naples, FI. 34112 Attention: Stephen Y. Carnell, Purchasing/General Services Director Fax: 239-252-6584 15.2, 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, fax, overnight delivery or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following CONSULTANT'S address of record: Pizzuti Solutions LLC 300 South Orange Avenue, Suite 300 Orlando, Florida 32801 Attention: Joel S. Pizzuti, President and COO Telephone: 407-841-0000 Fax: 407-833-4670 with a copy to: I'S^ D-l? -'-~- . ".~~."......_.^~--.~.'",,,_,_,,,,-^."_,,, _...._",,'''~.,_.c.,''_ '_,." ".. ~_. ,o,.,__"_"~~"",,,_,_,__,,,_,'____",,_._~'._"... _._.' ,. .._,_.__.__._...__ Scott B. West Senior Vice President and General Counsel l' "' 3 6G' The Pizzuti Companies Two Mianova Place, Suite 800 Columbus, Ohio 43215 Telephone: 614-280-4141 Fax: 614-280-5141 15.3. Either party may change its address of record by written notice to the other party given in accordance with requirements of this Article. ARTICLE SIXTEEN MISCELLANEOUS 16.1. 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. 16.2. No modification, waiver, suspension or termination of the Agreement or of any terms thereof shall impair the rights or liabilities of either party, 16.3. This Agreement is not assignable, or otherwise transferable in whole or in part, by CONSULTANT without the prior written consent of OWNER. 16.4. 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. 16.5. 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. 16,6. 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 PSA D-18 ,~-..,. ,...._~,-^'''-,,_., _.'~--'--- ,"'"-----_..."""'-,"""""''" ~-_...~-_.._._"--~----~-----.__._---- 16G3 herein, and any such prior agreements or understanding shall have no force or effect whatever on this Agreement. 16.7 Unless otherwise expressly noted herein, all representations and covenants of the parties shall survive the expiration or termination of this Agreement. 16.8 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. 16.9 The terms and conditions of the following Schedules attached hereto are by this reference incorporated herein: Schedule A SCOPE OF SERVICES Schedule B BASIS OF COMPENSATION Schedule C PROJECT MILESTONE SCHEDULE Sched u Ie D INSURANCE COVERAGE Schedule E KEY PERSONNEL, SUBCONSUL TANTS AND SUBCONTRACTORS ARTICLE SEVENTEEN APPLICABLE LAW 17.1. 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 EIGHTEEN SECURING AGREEMENT/PUBLIC ENTITY CRIMES PSA 0-19 ,..",--_....".,<._-.", ,-" ,--- T ~I'.t.. . ,.- _~.'.'A ____,'-~..".-."''"_,_.-."__..__'_~~~____......"."',._,,.O<'.,_". 16G3 18.1 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. 18.2 By its execution of this Agreement, CONSULTANT acknowledges that it has been informed by OWNER of and is in compliance with the terms of Section 287.133(2)(a) of the Florida Statutes which read as follows: "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list." ARTICLE NINETEEN DISPUTE RESOLUTION 19.1 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 [,SA D-20 .,-_.~ ~'-~"_,'-_._.~-'.>,,,.,-_...~.. ~ "-,.._-.,,,._- _,_~,.~....w ,,............_'" -,; ,- .,~". ... .. .- '-'--"",,-,.." ,"~". ".'.~~- 16G3 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. 19.2 Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier CRA, Florida, which courts have sole and exclusive jurisdiction on all such matters. ARTICLE TWENTY IMMIGRATION LAW COMPLIANCE 20.1 By executing and entering into this agreement, the CONSULTANT is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seQ. and regulations relating thereto, as either may be amended. Failure by the CONSULTANT to comply with the laws referenced herein shall constitute a breach of this agreement and the CRA shall have the discretion to unilaterally terminate this agreement immediately. ~ ~ ~ ~ ~ ~ ~ ~ ~ . . . . . . . . . . . . . . . . . PSA 0-21 p-,_. - --,~--- -"~'^'-'>~'----""'''-' __.,'.., 'H H' ""'0"_'.""_"""_. "'M'~__' '. ._,...._..."....._.,,_,_..~~____,__. n~_"_. J6G3 IN WITNESS WHEREOF, the parties hereto have executed this Professional Services Agreement for Master Developer for a Mixed Use Development on eRA Owned Land the day and year first written above. ATTEST: COLLIER COUNTY COMMUNITY DWi~ht~,W~~k'F~k , REDEVELOPMENT AGENCY ~ ~)..C By: ~I/H " '~., ,- 7'~ (Jat~:,., ;, " .: .',' " -::~~~t.st,~ ~~/to':~ rr... . Jim oletta, Chairman ~ ':-,'lJ,..ttJrt.., of' '" '-. , I.'.: . 0:' " Approved as to form and legal sufficiency: S; '-oH- 02~A.,L- Ao&i~t_n~ County Attorney \;)e p'" "'" SuiJ- R -r~.eL Print Name ~/~~ ~ By. & Witness Sho~nA- l... /"'Joort!.- .:roe-\ s: P;2-1-.Ai I Pr(l~Jo...t~ C()() Typed Name and Title Item# llo~~ Agooda ~ Date Date b~9 Rec'd ~ PSA D-22 <-""-,.- " .1 -. ,,,,,,.,,,_,.<>,,.,,,,..,,,",,_~,,_--...~ -, -,..-...... --,~"" v; · G3 K }... ~ l} SCHEDULE A Scope of Services Phase 1- Planning/Professional Services Through a public solicitation process, the CRA sought a master developer to partner with to plan for and develop property acquired by the CRA for a cultural arts mixed use project. It is the intent of the CRA to prepare the property for development consistent with the goals of the CRA and the Cultural Arts District through a Phase 1 planning effort and to ultimately sell the property fee simple to a Master Developer (Phase 2 of the project). During Phase 1, Pizzuti will lead the development team through a planning and entitlement process on the CRA's property. During this phase ofthe project Pizzuti will serve as the CRA's prime consultant managing the development team through the necessary planning to create a market supportable development plan and the necessary entitlements to support the Plan. These services will include performing the necessary site due diligence and initial civil and engineering work to prepare the site for development. An updated mixed use market study will be performed and stakeholder input will be solicited and considered in the development of a conceptual master plan and financial feasibility model that will become the basis of the implementation plan and proceeding to Phase 2. The Development Team includes the following members along with their primary role on the Team: Pizzuti Solutions, LLC. Pizzuti will manage the entire Phase 1 process and serve as the point of contact for the CRA. Pizzuti will also provide pricing estimates and develop the financial model and project proforma and in partnership with the CRA prepare the implementation plan necessary to proceed to Phase 2. Pizzuti will also lead a mixed use market study for the overall Bayshore Gateway Triangle Community Redevelopment Agency Cultural Arts property. Bellomo-Herbert. Bellomo Herbert will lead the planning efforts and the development of the Concept Master Plan. Bellomo Herbert will also assist in developing the architectural guidelines for the proj ect. Project for Public Spaces(PPS). PPS will facilitate the initial stakeholder meetings and provide project goals for the development of the Concept Master Plan. PPS will consult on the Plan from the stakeholder meetings through completion of the design. Banks Engineering. Banks will perform the necessary site due diligence and perform the necessary civil services to prepare the site plan for the project. Banks will also manage the environmental consultant. Dexter Bender. Dexter Bender will serve as the environmental consultant and assist with site evaluations and the related entitlement process to insure the project is permitable. "',n _....."'~".,..~'"<,,-~ "'-^~. "_V"'~" -!"''''''~''''''''-- - -",~,..".~",._. ,. .. ..,.,,""-- _0-.._.""'-- 16G3 TG2. TG2 will be the lead cultural arts consultant and in collaboration with AMS will conduct a cultural and performing arts programming study including an estimated operating cost and suggested governing process. Phase 1 Scope of Work: Pizzuti shall provide and manage the following professional services which shall constitute the general scope of the Services under the terms and provisions of the Professional Services Agreement. In Phase 1 the scope of work is divided into three broad tasks. Task I. Existing Conditions Analysis. Task 2. Conceptual Master Plan and Initial Entitlements. Task 3. Draft Development Agreement and Financial Model Each of the steps are described below. Task 1. Existing Conditions Analysis. Tasks include: 1. Kickoff meeting with the CRA to confirm project goals, key benchmarks, and Phase 1 schedule 2. Review of existing site documentation 3. Review current land development codes and confirm public approval process 4. Review permitting requirements (local and State) 5. Initial interviews & meetings with other identified stakeholders 6. Initiate required site civil work including as appropriate including surveys, topo, initial geotechnical evaluations, wetland determinations, and bathymetric including follow up meetings with the appropriate permitting agencies. 7. Evaluate other parcels adjacent to the site for future acquisition 8. Public workshop to identify important goals and objectives of local residents & businesses, review site analysis, discuss potential plan elements and alternatives 9. TG2 and AMS to meet with local community arts leaders to collect information for the cultural and performing arts programming study. 10. Information gathering to begin preliminary market report. Deliverables: 1. Initial Schedule of Key Benchmarks, Responsibilities, and Project Status Report - 2 - ... '"-'~'""__..------_._"."...,----._. ----,.-"_.,.,,,,"'- . ., . ."_^~~.~__~~_n~~'_~_~,.~.~_~,.~__.___.._____.,. 2. Completion of the Initial Due Diligence Report (format included as an addendum to 16G Schedule A) 3. Report on results of first public workshop 4. Preliminary Market Report presented to CRA for discussion 5. Report on initial findings of discussions with local arts leaders Task 2. Conceptual Master Plan and Initial Entitlements. Tasks include: 1. Finalize Market Study for mixed use cultural arts development 2. Develop public space concept following first public workshop 3. Engineering preparation of master concept plan for rezoning. Additional engineering work in this phase includes traffic impact statement, protected species survey and any additional geotechnical and environmental assessments that may be required as a result of Phase 1. 4. Team members will present these preliminary concepts and drawings to Collier County for evaluation and alternatives discussion. 5. Schedule and conduct second public workshop presenting draft concept plan and design considerations 6. Development of preliminary master plan & preliminary design criteria package following input from CRA, first public workshop, and initial findings in Task 1. 7. Preliminary infrastructure design. 8. Update on cultural and performing arts study including programming, estimate of operating costs and recommended governance process. Deliverables: 1. Completion of the Market Analysis Section of Due Diligence Report (format included as an addendum to Exhibit A (Final Market Report) - final presentation to CRA 2. Completion of second public workshop and report of findings 3. Development of Concept Master Plan 4. Rezoning application processed for Property to accommodate mixed use project 5. Completion of Initial Site and Infrastructure Plan 6. Completion of cultural and performing arts financial operating pro-forma and recommendations regarding governance and management structures Task 3. Implementation Plan and Financial Model Tasks include: 1. Completion of project pricing and preliminary engineering cost estimates 2. Development of Financial Plan and proposed schedule of improvements 3. Review recommendations on cultural arts study 4. Completion of architectural concept renderings & preliminary design guidelines 5. Modification, refinement & evaluation of final concept plan - 3 - -'--..-...... "'--" -...~',_.~-, "' ".'<""'" o..,~..O"',_~",,~ --- !It. g -,'~._""'~,,~-- -,,,...,,.,....._~. 16G3 6. Presentation of final concept plan to CRAlCollier County 7. Develop Implementation Plan Oeliverables: 1. Completion of final Due Diligence Report 2. Completion of Project Pricing 3. Final report on Cultural Arts Programming Study 4. Completion of Financial Plan, Proforma, and Project Schedule 5. Presentation of Final Master Plan to CRAlCollier County 6. Completion of Implementation Plan Phase 2- Development (permitting, leasing, financing, construction, and property management) At the conclusion of the first phase the Conceptual Master Plan will have been approved and financial model will have finalized providing for the opportunity for the development to proceed to Phase 2. Phase 2 is the final design, permitting, construction, leasing, and management of the site and will be initiated upon the execution of the development agreement by both parties. - 4 - .." ,-<<<---".....----,._.~ .. ..~.---,..,' .____0......-. _,_w_,_,___,--,,--_ -,,~. -.--. --.--. Initial Due Diligence Checklist 16G3 Task 1. Existine: Conditions Analvsis Property Ownership Information Title Public Easements/Rights of Way Private Easements Adjacent Parcels Site Civil Evaluation Topography Trees Wetlands Environmentally sensitive Protected species Environmental Assessments Preliminary Geotechnical Report Infrastructure (Providers, Capacities, and Costs) Water Wastewater Stormwater (including regional/mitigation plan) Soil/subsurface Roads (transportation and traffic control) Electrical Other Utilities (Natural Gas/Cable TV/Telephone/Etc.) Government Process Zoning and Land U se- Existing and Proposed Development Approval Process Public Hearing Process Public Improvements and Infrastructure Impact Fees and Permit Costs (Local/State) Sign Permit requirements Mixed Use Market Study Information gathering Review existing data Collection of new data Report on initial findings - 5 - ~._... .',.,...""'_"','''m_.M_~_..~",_ . T- 1 --''''~ _...-,""".....'.'. 11I_",'. ..~l."'" ......... -_._~_..~,---..,_......-..-.~- .... -'~,"",,' ,.,-,,",- 16G3 Additional Due Diligence Task 2. Concept Master Plan Market Analysis - Final Report to CRA Demographics (existing) Market Study Total demand and supply Absorption Price point and pricing analysis Arts Study Cultural and performing arts study including report on current arts stakeholder interviews, current needs and possible partnerships and programming as well as estimated operating costs and suggested governance processes moving forward. Task 3. Draft Development A2reement Private and Public Capital Existing TIF funding structure Other public sources Potential Cultural Partner Funding Private Sources Project Financing Plan - 6 - "~._-",-"",-,-"",,-"'-'-'--'-"-- -'~'_'''-'''_'.___.-''O'''C'''''''''''''''''''~_j''lII''._''''_ ~,,-.' ''''.'''"-~' .. ..._"",...."_.,..,.~_,_ ,,".,< .'.'0 ..'_."_ ---~,-, SCHEDULE A-I 16G3 Tasks 1 and 2- Supplemental Scope of Services . })IZZ'( ~~Tlr 0 LU TI 0 N S" }',.,,' 'i 1"' ' ! S ,. . , I" ''', :t~~: .c, ' ,( .. .. "'; ,:....J"".I',lt .,1. Pizzuti/Bayshore Gateway Triangle Community Redevelopment Agency Bayshore Gateway Triangle Mixed Use Project May 13, 2009 Scooe of Services for a Mixed Use Market Study for the overall Bayshore Gateway Triamde Community Redevelooment ARencv Cultural Arts orooertv. Purpose The purpose of this scope of services is to detail the tasks and deliverables specific to the market report for the Collier County CRAjBayshore Gateway Triangle development on the 17+ acres owned by the CRA and how it will be incorporated and used in the final scope of work for the overall project:, Phase 1. This is to be completed in conjunction with Pizzuti's overall program management of the entire project. Scope of Services 1. Information gathering Pizzuti and our authorized representatives will meet with CRA officials, business leaders and community stakeholders to understand and gain insight into current market conditions within the community, the business climate, current or future plans that relate to the office and housing market, efforts of the community to attract and/or retain businesses and residents and obtain demographic information that speaks to the general make-up of the community. We will meet with leasing agents and real estate professionals to discuss the same and get an additional perspective. During these meetings we will collect pertinent information (reports, previous studies, etc.) to review. 2. Review existing data Pizzuti will review collected data to gain an understanding of the historical office, commercial and residential market of Collier County to gain preliminary information about the overall market and demographics of the area. This information will be used to compare to new information gathered and discussed during interviews/meetings for a comprehensive understanding ofthe area surrounding the site. 3. Collection of new data .-.'-. -~.--.',' ..~~"'~ 1il.""'&'II __"""-_='''_'^ _--....-lUI__'".,_,-........- "" ~"""~."""'=,,-,-,_.,~-.~,.". .qo_"."~.,.____,.._,.._<_ 16G3 Pizzuti will use a third party data source to obtain more information about the site and the surrounding Collier County region and its office, commercial and residential market as well as current and future demographic information about the residents. This information will be site specific and done by a professional market analysis firm focusing on the opportunities to support mixed use development within the target area of the project site. The firm has performed similar studies both within Florida and across the country. This information will identify the residential and commercial market potential within Collier County by looking at existing and planned development, interviews with stakeholders, conducting a demographic and economic analysis and comparing with other similar communities across the country. The data will be collected through a detailed field survey of retail and residential developments and an effective market area will be determined which will show where the major support of this project will come from. The area analysis will consider additional proposed or planned development and an analysis of its competitive impact on the area, and other collateral development including roads, shopping centers, buildings or other economic development tools that could impact the site area. The retail component will address recommendations for total supportable square feet of retail space by lease rates, distribution of store sizes and retailer types. The report will include identification of retail development possibilities by retail sector based on a retail sales/expenditure analysis; identification of support components for retail development; marketing strategies to enhance retail development potential at the site, if necessary; recommendations for rate structure; and anticipated absorption schedule. The office market component will address recommendations for office lease/sales rates, annual supportable square feet of retail and office space as rental and condominium, projected absorption and suite sizes. The report will include the amount of supportable space at the site; projected absorption by support component; tenant mix; projected rents; and recommendations for suite sizes and configurations. The multifamily residential market study will consider market potential for both rental and for- sale products. The rental component will address recommendations for unit mix; number and size; competitive unit and project amenities; projected absorption and support levels. The condominium component will address recommendations for condominium pricing structure; unit amenities; project amenities; and absorption rates and support levels. Social, demographic and economic characteristics, including population trends and projections; household trends and projections; distribution of households by age and income; household wealth; employment and unemployment trends; general information including schools, major employers and media and existing housing characteristics will also be addressed. 4. Report of initial findings Preliminary findings will be organized and discussed with CRA officials for feedback. Additional information that may have an impact on the community and the site specifically will be '<.. ,.~. ._W".~"....,_. .._,~~~_.,,_.,,',_......,-~-,...._......_..."~",""- '..,.'.,;~,"~.".,~,~,<--.~,,,-~._,,,,",--_.~~-_.~,~-~-~,~_._..'-" 16G3 considered in order to have a complete picture of the community and surrounding region and so that our recommendations from the data are most accurate. 5. Findings & Implications Pizzuti will take the information received from the first three steps of the study and develop a proposed mix of uses to be incorporated in the proposed development plan for the site. After reviewing the preliminary report with the CRA a final report will developed and provided to the CRA. Fee & Timeline Preliminary information will be gathered for the market report in Task 1 with a preliminary report presented to the CRA at the conclusion of this first task. Information will be further refined and a final report ofthe market study will be presented to the CRA at the end of Task 2. Deliverables: 1. Preliminary Report/Market Study (Task 1) 2. Final Report/Market Study (Task 2) . .>,.._,."~._"""",,, "",''''~,_..____~~_''',"""_"_,~,,,.~.'..~,.,,."._,_"__>.,_,.,_._~~__M.__..'",....~_._O____, Schedule A-2 16G3 Task 3 - Supplemental Scope of Services . PI(ZZlTrl~I SO L UTI 0 N S' Pizzuti/Bayshore Gateway Triangle Community Redevelopment Agency Bayshore Gateway Triangle Mixed Use Project May 13, 2009 ScoDe of Work for Financial Model and ImDlementation Plan A financial model and implementation plan will be developed and presented to the Bayshore Gateway Triangle CRA during Task 3 of Phase 1 of the professional services agreement between Pizzuti and the CRA. The Financial Model and Implementation Plan will be developed after the concept plan has been agreed to by the CRA and Collier County. Inputs that will be required and considered in developing the financial model include: . CRA Supported Concept Plan (uses will be market based and developed in conjunction with the TG2 cultural arts programming study and the mixed use marketing study) . Projected Uses (sizes and types and mix generated based on market study findings and specific end user interest) . Projected construction costs (provided with input from sub-consultant team and finalized by Pizzuti) 0 Site Development 0 Vertical construction : Potential Public Sources/Incentives . 0 Overall Project 0 Project Specific Elements . Private Sources of Funds 0 Equity 0 Acceptable Returns 0 Leasing thresholds _~ .,....,__m """~"",_",_"^'__'_.__~_",,,,,"",__..._." _",'""___v -.,-,,""... . -_....._-"""'._-,"'.""""""~.",,..""" ......~;- ..-.,....><"" 16G3 . Projected Revenues 0 Land (land acquisition/property take down schedule) 0 Improvements (market and project supported lease rates) 0 Tax Increment Financing (TIF) Revenue 0 Other . Estimated Operating Costs At least 3 different Banks and/or other appropriate financial partners will be briefed on the project and provided a copy of the proposed financial plan to determine interest in the project, verify any specific credit market requirements, and to explore specific financing sources that may be available. Their feedback and requirements will be considered in developing the final proforma and implementation plan. Based on the project inputs and forecasting from the model an overall implementation plan will be presented that is supported by the financial model that will provide for guidance on phasing of the development. ',' ,. ....,..__"'"'___.',.""',.",_~~O"',_".<~._ .,,~ v,,,__,.,_ ....<n'. -"- ~".- . ~,..,_..^---------~-"",.- . Schedule A-3 16G3 Tasks 1, 2 and 3 - Supplemental Scope of Services t g fomlinson!JI'll111D1 groull May 8,2009 Mr. Thomas A. Harmer Senior Director of Public Private Projects The Pizzuti Companies 300 S. Orange Avenue, Suite 1500 Orlando, Florida 32801-3376 Dear Tom: It is with pleasure that we propose the services of Tomlinson-Graham Group, Inc., in association with AMS Planning & Research Corp., to assist The Pizzuti Companies in identifying opportunities to include local nonprofit arts and cultural organizations and activities in the master plan being developed for the Bayshore Cultural District in Naples, FL. TG2 and AMS will research the needs of the members of the local art and cultural community, as identified by the CRA for the purpose of master planning the 17+ acre development, and, from that research, develop a plan for arts/cultural facilities as part of your development study for the district. To that end, our specific scope of work will include: . VISION SESSION 0 With the arts/cultural organizations (identified by the CRA as arts organization representative for the purpose of master planning the 17+ acre development) identify and agree upon a commonly held vision and mission for their combined activities with regard to facilities. . INDIVIDUAL ORGANIZATIONAL INTERVIEWS 0 Identify and clarify the facility needs of each of the organizations 0 Identify and interview other individuals in the community (commercial entities, institutions of higher education, service clubs, and other potential stakeholders as identified by the CRA) about their potential use of a facility. 0 Identify and clarify information from each of the organizations that is essential for the creation of a facility financial operating proforma, such as numbers of performances, expected attendance, etc. community + culture 445 Selborne Way, Serenbe Chattahoochee Hills, GA 30268 770.463,4870/404.733.5195/ fax 404.759.2522/ www,tomJinson-graham.com Page 1 of 3 ~_." .",,_,., ,.". "__".".".u...,''''.....~_,.".,_''''''''_,_.__,,',''"<-,."',. ....'.~.N. '''11' ___..~.. .l'Il1 ""'""m'" -~-"-"-'-'"'' ._~',~<~,~ 16G3 0 Collect anecdotal information potentially useful in future fund raising feasibility studies (community leadership potential, large gift potentials, barriers to success, ete.) . FACILITY PLANNING and PROGRAMMING CHARRETTE 0 With CRA identified art/cultural organizations, programmatically identify the facility or facilities that meet the organizational needs and fits the likely requirements of the developer, and develop a pro forma building program for same. (There may be more than one facility, they may be phased, and depending on other development opportunities within the overall cultural district, they may not all be in the 17+ acres currently in the master planning scope.) . FACILITY OPERATING FINANCIAL PROFORMA 0 Develop a pro forma cost of operations for the proposed facility(s). Given that the number and type of facilities is unknown at this time, the exact nature of the proforma is indefinite, although it will likely suggest a general range of operating costs and income, as opposed to specific line items. Cost and income potential will certainly be influenced by governance and management recommendations. . FACILITY /ORGANIZATIONAL GOVERNANCE 0 Provide general recommendations about how the proposed facility(s) would be managed and how the various organizations might govern themselves with respect to the proposed facility. Guidance regarding agreements between future tenant organizations (from among the arts and cultural organizations identified by the CRA for the purpose of this project) , the CRA, and the developer will be provided. . NEXT STEPS 0 Recommendations regarding suggested next steps will be included. Deliverables for this project will include: . Collective statement of vision and mission for the cultural district . Statement of the collective and individual institutional needs of future tenant organizations . Facility concept, pro forma building program, and financial operating pro forma . Recommendations regarding governance, management structures, and next steps. Examples of next steps could include a Fundraising Feasibility Study, organization of a fundraising structure and plan, architectural conceptualization for proposed facility(s), audience market analysis, etc. community + culture 445 Selborne Way, Serenbe Chattahoochee Hills, GA 30268 770.463.4870 / 404.733.5195 / fax 404,759.2522/ www.tomlinson-graham,com Page 2 of 3 "._'a_',__,.___,~..,..__ . _.__....."~,,-~^~, "..-."~",, . Hm""_~ __."',~,..,~__.".,.._.___~___......_,~~".__....._._.^...,,_...._ . H' ._____..H....._.n..'_'. .__~..__.._,__."..__,_. - 16G3 It is estimated that this scope of work will be accomplished within six (6) months of notice to proceed, although exact timeline will be influenced by availabilities of interviewees and progress of the master plan. The fee for this scope of work is $35,000.00. Consistent with Pizzuti's three broad tasks outlined in the Scope of Work for the CRA, TG2's proposed deliverables, and fee payment schedule is as follows: TASK 1 - Existing Conditions Analysis TG2 corresponding scope . Collective statement of vision and mission for the cultural district . Statement of the collective and individual institutional needs of future tenant organizations . Facility concept . Pro forma building program, TASK 2 - Conceptual Master Plan and Initial Entitlements TG2 corresponding scope . Financial operating pro forma . Recommendations regarding governance and management structures TASK 3 - Implementation Plan and Financial Model TG2 corresponding scope . Recommended next steps . Final report Reimbursable expenses, as per Attachment A, will be charged as incurred. Please indicate your agreement to this proposal by countersigning this letter and returning to us. We mutually agree that this agreement shall not be in force until such time as Pizzuti's agreement for master planning services is accepted. We look forward to working with you and your colleagues on this exciting project. Sincerely, Tom Tomlinson Principal Cc: John Graham Arthur Greenburg Agreed and Accepted: print name) Pizzuti Solutions, LLC community + culture 445 Selborne Way, Serenbe Chattahoochee Hills, GA 30268 770,463.4870/404.733.5195/ fax 404.759.2522./ www.tomlinson-graham,com Page 3 of 3 ,-,,',-"--_. ",",~..~., """''''''''~_~"'''''"'''''''''''''""-.."_~.,~"~_____.",'",,,,,c,,,.,,,,,,,<,...~., . "._.......,...."',.-", ~.~-..._-<._"-_."'"'~.,-..,' "._._-_.......~~_...~- SCHEDULE A-4 '16 G Tasks 1 and 2 - Supplemental Scope of Services ::PPS 700 Broadway New Yorl<, NY 10003 T (212) 620-5660 PROJECT for F (212) 62CJ..3821 PUBLIC SPACES 1,'/WW.pps.org Exhibit A Scope of Work 4-7-09 Bayshore Gateway Triangle Redevelopment Area Col1ier County, FL PHASE 1: GATHER INFORM A TION/ SCHEMA TIC DESIGN Task 1.1: Review Documents In preparation for our work sessions with the development team, the Collier County officials and key stakeholders, we propose to: . Review existing documentation, master plans, site plans and community input as they relate to your site. . Prepare PowerPoint presentation describing PPS principles for successful public spaces in this project and illustrating our initial ideas with'images of comparable models. Participants: PPS Product: Powerpoint presentation and Public Space Principles TRIP ONE: Three PPS staff. two days Task 1.2: Initial Kick-Off Meeting/Work Session with Development Team PPS will meet with the Client and the Development Team f()r the project, to discuss and finalize the scope of work and, clarify salient issues impacting the study area. PPS will present its principles for successful public spaces and brainstorm with the team the principles for the project. We will also introduce the Power of Ten concept to help identify existing and proposed destinations. Participants: PPS, Development Team Product: Public Space Principles and Power of Ten discussion Task 1.3: Site tour PPS will tour the study area with the Development Team and CRA representatives, if possible. During this tour, PPS will take photographs to record conditions for further study, scout workshop locations and identify key sites to be evaluated during the Placemaking Workshops. Participants: PPS, Development Team. CRA reps Product: Photo-documentation of site Task 1.4: Public space analysis/Observations PPS will prepare a map identifying all public spaces and major public destinations in the vicinity of the development site. These spaces will include parks, playgrounds and plazas, retail or commercial centers, as well as facilities like the Naples Botanical Garden, libraries, schools, community centers and cultural and governmental uses. This 1 ,..~.'. - .-.-,,~..;-~--~- ~"'-'-" _0. _ -'-', '-"~----.- .....-...,---.-. ".-..., - ~.,.,.. ....._- ,,---~,_:.,:_-.,..;.~, . .__.-..-..-- "'''''~'-'''""-' -"-"--'-"""'''_ 'i!! r _.~__"'_._,"",.. -,.,_.~...-; _IIl'-.II'''' ..."'".,""'____......... --"-_..","-,"~. .,..,"..,,,-,.-. 16G3-< will assist in understanding what public uses exist and how they relate to each other and will help us to prepare for meetings with CRA and County officials and the community. Participants: PPS Product: Public space analysis map Task 1.5: Interviews and Focus Groups with Key Stakeholders PPS will conduct two days of on-site interviews with key individuals and stakeholders to gather information that has a bearing on the project, seek their ideas about programming and destinations, and gauge their interest in becoming partners in the use and management of the site. Their information will help to inform the Program, and the Operations & Management Plan, for the project. Interviewees could include city and county officials, managers of other public spaces, key business people and other developers, institutional and civic leaders, and representatives of non-profit organizations (cultural organizations, community development corporations, youth organizations, etc.). Some interviews may be conducted as focus groups of people with common interests. After the initial round of interviews, the development team and the PPS team may determine that additional interviews, whether on-site or via phone, are necessary to gather more information. In this event, a separate agreement for additional services will be proposed. Participants: PPS Product: Minutes of meetings/Summary of ideas I Task 1.6: Work Session with Public (City and County) Officials PPS will meet with CRA and other public officials. This will accomplish the following: . Explain PPScommunity participation process and methodology . Discuss issues and opportunities reo the public spaces and access, and relationship to surrounding neighborhood . Discuss community needs and county's plans for existing streets and public spaces . Discuss parameters and process for a public Placemaking Workshop . Discuss community outreach techniques to maximize attendance at public workshops Participants: PPS, members of development team (developer, architects, landscape architects) and CRA or County representatives. These could include representatives of the County Commissioners' offices, the Park and Recreation, Planning and Transportation Departments, and elected officials. Participants: PPS, members of the Development Team Product: Minutes of the meeting and a memo that summarizes the results of the work session. Task 1.7 Community Workshop Planning: Following meeting with County officials, we willfully plan the parameters, process and agenda of a Placemaking Workshop. 2 .- -.- '".- -~_.. . - - ~-'-.- .;-." ;;;.",- .....-0. -.... - - --.- . eo' "" ~. ... .. ,,--' . ~ . -. .- ,. ..,.. -~ .-.... ."- . -- . ~". .-- '---. ,_....._,~--_.._.~ ~--,.-...".--....,"",'-~=.~_.-,....~~~.------......""""'-....~--=-="'-=....=..~=."~.~.~.~'- 16G3 Product: Memo that summarizes the parameters, process and agenda of the Placemaking Workshop. PHASE 2: COMMUNITY WORKSHOP/PUBUC SPACE CONCEPT DEVELOPMENT TRIP 7WQ: Three PPS staff. 1-1/2 days Task 2.1: Community Placemaking Workshop PPS will conduct a participatory visioning workshop to obtain the input of a broad representation of community members and stakeholders, including neighborhood groups and individuals, local residents. businesses, and potential partners. Although the workshop should be open to the public. key stakeholders should be encouraged to attend. Drawing from PPS's extensive archive slides and the photographic documentation of the existing site and context. a PowerPoint show will be presented that depicts relevant examples of public spaces elsewhere. PPS has found this to be an effective approach in showing participants the potential for positive change, getting people to think about what types of improvements might be accomplished and eliciting ideas and discussion. The slide presentation and discussion will be followed by small breakout groups that will evaluate, if possible. different areas of the site. using PPS's Place Performance Evaluation form. These groups will then discuss individual issues in depth and develop their vision for the public spaces and the development. and propose relationships to the larger region and long-term partnerships. The small groups then report back on their ideas to the full group. Participants: PPS, development team. stakeholders and community members Product: PPS will prepare a summary of the workshop findings that will be further illustrated in the Concept Plan in Task 2.2. Task 2.2: Develop Public Space Concept Using the recommendations from the workshop, PPS will prepare a brief report and diagrammatic concept plan that will illustrate the community's vision for the streets, public spaces and ground floor uses including: . Circulation pattern. streets, sidewalks, promenades and linkages to transit and other destinations; . A program of activities and uses in public spaces throughout the year; . Types of retail, restaurant, civic and cultural uses; . Types and locations of key amenities such as seating, lighting and public art, and focal points; . Relationship of development to lake; . Relationships of public spaces to the buildings. Participants: PPS Product: A draft report with opportunity images and a preliminary site plan that will be distributed to the team for comments. A powerpoint explaining the concept plan. Task 2.3 Prepare Final Report and Concept Plan PPS will finalize the report and concept sketches that will be distributed to the public. 3 __ ,.~_.....,...,~__._ "^ ......____~ ~~.,.;.;- _ h ~.,~c....~" ;~. .~_ ~ .,'.,..... h. _,'_~__.~._ ~_... . -~_. ---'- _.. -- ........--.. .--", . - ~... ~- ~.~~-~~~"~-~_..~.._~._,~_.. -. -' ,'._.~,~~.~~.,,~~~..,._"--'~....""_'"---- '_~._~-~'-~~~~--'~~'-'~-'~''''''.'''' ~ "....,.... .._--_._-~..~.~_..,..._--,-,- - ^ -......-. ~ 16G3. Product: Final report with detailed program and concept plan PHASE 3: ADVISORY PHASE TRIPS optional: One PPS staff member Task 4. 1: Meetings with DesignJDeveJopment Team to Develop Schematic Design! Site Plan PPS will attend meetings and conference calls with development team and the designers to develop and review initial designs for the development. PPS will also participate in the design process through meetings and conference calls with the design team and we will provide sketches, memos and cases study images to help develop the public space frameWork. This work will be billed at an hourly rate up to a, cap of $20,000. We estimate spending approximately 100 hours on this task: approximately 12"15 conference calls or on-site meetings for 1 or 2 staff members. Product: Notes from meetings, sketches and memos regarding public spaces. . . =,..~,,;,~",.,,-^...;..~<-"~,;.~.-..,,", ';"-"~~''''---'._----'''''-'~'''''''''''''"''"' ~...."-. SCHEDULE A-5 16G3 Tasks 1, 2 and 3 - Supplemental Scope of Services ~~ IIpocpecrcnovcU.. EVYLVeepcr, ID.avvepo & Aa.vfJ LUpme'VoPcr 12653 mx.p. 769,LOt'tSB Aa.lCS LuS'I', ~A.optfu 34269 (941) 625-1165 (tla.~ (941) 625-1149 I/J.,saas PmrA.1j/ To: noPT XHAPAOTTE ()Wl1XE May 1, 2009 :Mr. Tom Harmer The Pizzuti Companies 300 S. Orange Avenue, Suite 1500 Orlando, Florida 32801 Reference: COLLIER COUNTY CRA PROJECT COLLIER CO~TY, FLORIDA Dear Mr. Harmer: Thank you for allowing our firm to propose professional services for the development of the above referenced parcel. It is our understanding that you desire our service for surveying, due diligence, zoning and engineering associated with the above-mentioned project. This proposal will establish our recommended services and associated fees we believe are necessary to successfully complete this project. SCOPE OF SERVICES I. SURVEYING SERVICES. A. BOUNDARY SURVEY - This service includes the preparation of an update to the boundary survey for the overall property associated with the project. This service includes the currently owned small lot located at the southwest comer of the main tract. This service does not include the center large outparcel that is currently not owned by the CRA. (This task will be completed by Banks Engineering.) B. LIMITED TOPOGRAPmC SURVEY - This service includes the preparation of a limited topographic survey for the project area. This service will be used to supplement the existing aerial topographic survey. This service will be necessary to ground truth some of the existing aerial topographic data. In addition, this service will provide the physical location of on-site and off-site improvements and/or natural features. This service will cover the entire on-site property as identified in Task A above as well as, a portion of Bayshore Drive and Sugden Park to the east of the project. Additional Fort Myers Office Naples Ofllce Sarasota Office 10511 Six Mile Cypress 2515 Northbrooke Plaza Dr. 11441;"alIevast Road Pkwy., Suite 101 Suite 200 Suite # 115 Fort Myers, FL Naples, Florida Sarasota, Florida 33966 34119 34243 (239) 939-5490 (239) 597-2061 (941) 360-1618 Fax (239) 939-2523 Fa'\: (239) 597-3082 Fax (941) 360-6918 .-._---.----_._. -,.--".~.. . - "---' _. -.......- -- _ _ _.._~._o..;.___.. "-..,...,...." . __0. __n"._ '..,.,~.. " . ~'-'-'-"" p .._~, ~. ,._,~~,-- .-,'-'-- _.___,_'''''''''' '._"""''''<'.e,"_~ .""..,......".."_..,.,-,"'..,,,, 1-'- __><,"m'~_''''" -~---~ Mr. Tom Harmer May 1, 2009 '!6GJ Collier County CRA Project Page 2 of9 topographic surveying may be necessary to complete final engineering design in the future. (This task will be completed by Banks Engineering.) C. WETLAND JURISDmONAL SURVEY - This service includes the preparation of a wetland jurisdictional (JD) survey for the project area as identified in Task A The service only includes the surveying of the preliminary wetland JD line as flagged by the team environmental consultant. (This task will be completed by Banks Engineering.) D. BATHYMETRIC SURVEY - This service includes the preparation of a bathymetric survey of the existing lakes within the project area. In addition, the service includes the preparation of a bathymetric survey for the portion of the existing canals that abut the project area to the east. (Ihis task will be completed by Banks Engineering.) E. OUTPARCEL SURVEY (IF REQUIRED) - This service includes the preparation of an update to the boundary survey, a limited topographic survey, a wetland JD sUIVey and a bathymetric survey for the outparcel not currently owned by the CRA located in the western portion of the project area. the scope of the survey items listed in this task will be consistent with the scope identified in Task A, B, C & D listed above. (This task will be completed by Banks Engineering.) II. DUE DILIGENCE SERVICES A ENGINEERING RESEARCH - This service includes obtaining and reviewing existing information which is readily available and pertinent to the project. This information will include: 1. Location of nearest available utilities ( 2. Existing and/or future roadway plans for roadways abutting the property 3. Existing adjacent storm water permits 4. Current Land Use and Zoning designation 5. Collier County zoning and land development codes 6. Other pertinent information in regards to the project. (This task will be completed by Banks Engineering.) B. PR01EClED SPEClES SURVEY - This service includes the preparation of a protected species survey and report for the referenced parcel. The survey will be completed to determine if there are any potential protected species issues related to the site. In addition, this service will determine the preliminary wetland acreage on the property by completion of a FLUCCS map of the project area. (This task will be completed by W. Dexter Bender & Associates.) C. WETLAND JURISDICTIONAL FLAGGING- This service includes the flagging of the assumed wetland jurisdictional line. The flagged line will be determined by'utilizing the natural features in the project area. This service does not guarantee this line to be approved exactly as flagged. The line will have to be finalized in Phase II of the project once it is field verified by the South Florida Water Management District and the Army Corps of Engineers. (This task will be completed by W. Dexter Bender & Associates.) D. PHASE I ENVIRONMENTAL SITE ASSESSMENT (IF REQUIRED) - This service ( includes the completion of an update to the environmental site' assessment previously completed for the project area to determine if there are environmental risks associated with the site. (This task will be completed bv sub-consultant ifreauired.) - --:;,...~. ~':-.- ~.: ..:.~.:. :- ~~...;' . -.: -~;..::.~:' .::-:'~:~ ":~-~:':":":~:',;::':.:..:';~':::.: -;-'::.:.:.::~',:: .".--;:/ .:...:;'; .~:.:..~-";.:.. -'"",':::;-' . ,,' -;"" ..' . - .-~;:~;;'~ .:- - .~.' ,-. :-;.. .:- :.,-- ~ - -. . .' -. -- jO , . _0... .._.. _ _.' _ .. __ ~ _.' _ ." . .....- ......, .-. '''''._"-".''''''''"'_...,...,...~...-'.,,-~.,-.. ...,."'*.,...... WT._,"_-.".J,~....".,.-..,"""'=_ r ."'_....._,~,....".."~"__,",__~,_."',._""-_..^,,..,,..- ,.." _'..~~.,,,.,-.u __""""__...,,. .",,".,,--.-,., ~- Mr. Tom Harmer May 1, 2009 1'6G3 Collier County eRA Project Page 3 of9 E. PRELlMlNARY GEOTECHNICAL EXPLORATION (IF REQUIRED) - This service includes completing six (6) 25 foot deep borings to determine the site's existing underlying soils. (This task will be completed by sub-consultant ifrequired.) F. AGENCY PRE-APPLICATION MEETINGS - This service includes our attendance at pre-application meetings with both the South Florida Water Management District and the Army Corps of Engineers to determine any potential design constraints that may apply to , the proposed project. (This task will be completed by W. Dexter Bender & Associates and Banks Engineering.) G. ADDmONAL OUTP ARCEL DUE DILIGENCE (IF REQUIRED) - This service includes the preparation of the additional due diligence work that will be necessary to complete if the CRA acquires the outparce110cated in the western portion of the property. The task will include the additional time to complete Tasks B & C listed above. This services assumes that the outparce1 will be acquired prior to the notice to proceed otherwise additional fees may be necessary to complete this task (This task will be completed by W. Dexter Bender & Associates.) m. ZONING SERVICES A LEAD PLANNING FOR REZONING - This service includes the preparation of the rezoning application, coordination with the rezoning team members, coordination with the Collier. County staff. land use analysis and presentation at the rezoning public hearings. The lead planner will be responsible to head the rezoning effort for the project. B. ENGINEERING REZONING SUPPORT - This service includes our preparation of zoning related engineering materials necessary to complete the Planned Unit Development application process. This service also includes our attendance at all public hearings required for the rezoning process (limit of two hearings). (This task will be completed by Banks Engineering.) C. ENVIRONMENTAL REZONING SUPPORT - This service includes our preparation of zoning related environmental materials necessary to complete the Planned Unit Development application process. This service also includes our attendance at all public hearings required for the rezoning process (limit of two hearings). (This task will be completed by W. Dexter Bender & Associates.) D. TRAFFIC ENGINEERlNG REZONING SUPPORT (IF REQUIRED) - This service includes our preparation of zoning related traffic engineering materials necessary to complete the Planned Unit Development application process. This service also includes our attendance at aU public hearings required for the rezoning process (limit of two hearings). (This task will be completed by sub-consultant ifrequired.) E. PUBLIC WORKSHOPS - This service includes our preparation for and attendance at the public workshops for the proposed project within the eRA. This service is limited to four (4) workshops. (This task will be completed by W. Dexter Bender & Associates and Banks Engineering.) _'.' ...<:.......,: .:::.,..;:.,.,__ .c:."_'<'~'~"'._ ~ -,----, ..."-,~.-:._,--,,,~ ~.._-..~ _'",.._._~,.,.""".",~. ''"~''-'"_''''-''"'''''''1l.~'''''1'' . 10""''''' ,,_.c.,,_,'o....-.._ __'_~'-.'-'< ,,,....._"",,'---_.....,,.,.._-,.--",'~'.-.,,'---",......,",".....-~,..._..._-,....~." 16G3 Mr. Tom Harmer May I, 2009 Collier County CRA Project Page 4 of 9 F. MASTER CONCEPT PLAN PREPARATION - This service includes the preparation of the Master Concept Plan required for the Collier County Planned Unit Development process. This service assumes that we will receive a completed preliminary Concept Plan from the project landscape architect. (This task will be completed by Banks Engineering. ) G. TRAFFIC IMPACT STAlEMENT (IF REQUIRED) - This service will include the preparation of a traffic impact statement and mitigation plans as required for the rezoning process. (Tbis task will be completed by sub-consultant ifrequired.) IV. ENGINEERING SERVICES A. REGIONAL STORM W AlER EVALUATION (OPTIONAL) - This service includes our review of the regional storm water basin and how the proposed CRA may enhance the function of existing facilities. This service also includes coordination with the South Florida Water Management District and the previous consultant to detennine potential options. (This task will be completed by Banks Engineering.) B. PRELIMlNARY INFRASTRUCTIJRE DESIGN - This service includes the preparation of preliminary design concepts for the storm water, potable water and wastewater systems. The preliminary design concepts will be used to complete a more accurate construction cost estimate, (This task will be completed by Banks Engineering.) C CONSTRUCTION COST ESTIMATE - This service includes the preparation of a I preliminary construction cost estimate based on the client approved site plan and the preliminary infrastructure design, (This task will be completed by Banks Engineering.) D. TEAM COORDINATION MEETINGS - This service includes our preparation for and attendance at any team coordination meetings for the proposed project within the CRA. This service is limited to ten (10) meetings. (This task will be completed by W. Dexter Bender & Associates and Banks Engineering.) E. GOVERN1v.1ENTAL COORDlliATION MEETINGS - This service includes our preparation for and attendance at any governmental coordination meetings for the proposed project within the CRA. This service is limited to ten (10) meetings. (This task will be completed by W. Dexter Bender & Associates and Banks Engineering.) I, - ... ~.--' -. . ---> 0." c..>--_._ .~_'_d">,_.. .' . ... ~--_= '_' ..:....-.c._-.;..... ,.' r" ~ ''''~''.- ..~---.-. .....~~- - -. ~- ,:,.-..,"...,.. -... ----.. --. - . . ..,. m'. __.:.'~ ~,.,'__ "_ ~,. ___ .- "-... -.-.~._.,..~-:.,.-"----_._'.__.._--- _.--~~ "- --"'......_,"^_...~_._~._-"'" . -..,..-"". ,,---., ,-.,...-...........",.,.. ._-<n"" --'-""",..".'^'--" e....__ -_..- SCHEDULE A-6 16G3 Tasks 1, 2 and 3 - Supplemental Scope of Services Scope of Services Bavshore G3tewllV Mixed Use Develooment 04101/09 SCOPE OF SERVICES FOR PROFESSIONAL LANDSCAPE ARCHJTECTIJRAL SERVICES BETWEEN PIZZUTI SOLUTIONS, INC. AND THE FIRM OF BELLOMO-HERBERT AND COMPANY, INC. OF 801 NORTH ORANGE A VENUE, SUITE 730, ORLANDO, FL 32801 PROJECT: COLLIER COUNTY BAYSHORE 1RIANGLE CRA:MIXED USE DEVELOPMENT PLACEMAKING MASTER PLAN I. PURPOSE The purpose of this Scope of Services is to specify the required services of Bellomo-Herbert & Company, Inc. (hereinafter referred to as the CONSULTANT) to provide Landscape Architectural services to Pizzuti Solutions, Inc. (hereinafter referred to as the CLIENT) for the Collier County Bayshore Gateway Triangle CRA Mixed Use Development on CRA owned land. ll. GENERAL SCOPE OF THE WORK The CONSULTANT'S services shall consist of the completion of conceptual design plans and final Master Development Plan for an approximately 18 acre site located on Bayshore Drive in the Bayshore Gateway Triangle CRA District in Collier County, Florida. The LANDSCAPE ARCHITECT'S services shall include the following specific tasks: A. PHASE 1 - DATA COLLEcrION & STIE ANALYSIS 1. Data Collection: a, The CONSUL TANf will meet with the CLlENT and the Development Team at a kick-off meeting (projectfor Public Spaces Scope a/Work Task 1.2). b. The CONSULTANT shall visit the project site in order to become familiar with existing conditions of the site and the surrounding District and community. (pPS Scope of Work Task 1.3). c. The CONSULTANf shall attend and participate in on-site interviews with key stakeholders (pPS Scope of Work Task 1.5). This task shall be led by representatives of PPS. d. The CLIENT shall provide the CONSULTANT with a boundary, topographic, wetland delineation and tree survey of the site. In addition, any preliminary environmental reports shall also be made available. ~ 2. Site Analysis: a. The CONSULTANT shall complete a Site Analysis of the project property, depicting intC!1lal and external influences on the site. An additional analysis, regarding public destinations within the vicinity of the site, shall be completed by PPS. 3. Work Session with Public Officials: .., _._,y....,..P~eNo,l Bellomo-Herbert & Companv. loo,' . -~. ','-.- -~-~..... -', -.,.'- -~. .-.,", ~_.... '., . . - -~ ._'~ 4..... _. ..._~._-~,.__._'_.~ _. '-""~_._----"'-'-.~_. "r""""'_=_,,,,_.. -'rll.,...._.__~_~_w,.'._+__ _"'_~~,""'"..._"__'~..R>......".,,. . ~,~" ------....-.- '~16 G- SCODe of Services Bavsbore Gatewav Mixed Use Develooment 04/0 1/09 a. The CONSULTANT shall attend and participate in a meeting with representatives ofPPS, the Client, the Development Team, the CRA, and other invited public officials. This work session is to be led by PPS (pPS Scope of Work Task 1. 7). B. PHASE 2 - COMMUNllY WORKSHOP & PUBLIC SPACE CONCEPT 1. The CONSULTANT shall attend a Community Placemaking Workshop, led by PPS. 2. The CONSULTANT shall review a Public Space Concept Plan to be completed and distributed by Project for Public Spaces, and shall coordinate any questions or comments related to the diagram with PPS and the CLIENT. C. PHASE 3 - PRELIMINARY MASTER PLAN PHASE 1. Based upon the Concept Plan described above, The CONSULTANT shall prepare a Preliminary Master Plan for the site, indicating placement of program elements identified by PPS during their interview and workshop efforts (i.e. building types, public amenities, open space, parking and other project elements), and as identified and described within the Public Space Concept Plan. 2. In addition to the Preliminary Master Plan described in C.I above, the CONSULTANT shall produce a Design Criteria Package consisting of renderings, cross sections, and/or plan area enlargements to further describe the character of the proposed development. I The CONSULTANT shall work in concert with the project architect and with PPS, but shall be responsible for describing the design, character and scale of the project's pedestrian spaces, exterior gathering/socializing places, water features/play areas, waterfront treatment, entrances and roadways. It shall be the responsibility of the proj ect architec~ to develop the architectural character of the retail, residential, entertainment and performing arts venues for the proj ect. The plans completed by the CONSULTANT shall be transmitted to the CLlENT and PPS for review and comment. 3. The CONSULTANT shall provide preliminary Estimates of Probable Cost to the CLIENT, which shall include estimates on architectural facilities, site infrastructure, streetscapes, public spaces and any and all other possible construction costs.3, 4. The CONSULTANT shall review the Preliminary Master Plane s) and renderings described above with the CLIENT, the Bayshore Triangle CRA, and any other individuals or representatives of special interest groups identified by the CLIENT. This review shall occur at a single meeting in Collier County. Based upon comments received at the meeting described above, the CONSULTANT shall modify the plans and renderings as necessary. 5. The CONSULTANT shall complete a Draft Master Plan Report document that describes the p1acemaking process, site and district analyses, Public Space Concept Plan, Preliminary Master Plan and the renderings/sections, plan enlargements and architectural : drawings. PPS shall transmit drawings, diagrams, photographs, completed surveys, etc., Page No.2 Bellomo-Herbert & Company Inc. . ~ . ..,.. ..~- - '- '.. .. A ~ ~. "'~~__-"'__"'_"~'~',_'_~...~,",~"~_._",.'"."'.","~",.."""""..'""'......."=.___"'_..'_..~o_ '.,_._-, _., ,_'..'''''',_~~ .__"'V~_. -<--"-_..,~.-..~- - '---'_._-~_._~-_..",-,_.- 16 G3 Scove of Services Bavshore Grtewav :Mixed Use Develooment 04/01109 to the CONSULTANT for inclusion in the Draft Master Plan Report. The CLIENT shall also transmit any market studies, proforma information, or any other financial information deemed necessary for inclusion. Upon completion, the document will be transmitted to the CLIENT and PPS for comment. 6. The CONSULTANT shall attend a Master Plan public presentation to solicit input and receive comments on the Preliminary Master Plan. C. PHASE 4 - FlNAL MASTER PLAN PHASE 1. The CONSULTANT shall modify the previously described Preliminary Master Plan and renderings, sections, plan enlargements, etc" to address comments received at the public presentation, and shall transmit these changes to the CLIENT and PPS to solicit their comments. Modifications shall be made as necessary and as requested. These documents shall comprise the Final Master Plan. 2. The CONSULTANT shall review the Final Master Plan described above with the CLIENT, the Bayshore Triangle CRA, and any other individuals or representatives of special interest groups identified by the CLIENT. This review shall occur at a single meeting in Collier County. Based upon comments received at the meeting described above, the CONSULTANT shall modify the plans and renderings as necessary. 3, The CONSULTANT shall attend a Final Master Plan public presentation to solicit input and receive comments on the Final Master Plan. VTI. COMPENSATION AND DELIVERABLES 1. In exchange for the services described herein, the CONSULTANT shall receive a lump sum fee. 2. All plans, reports, drawings, etc. shall be prepared utilizing the following computer software; Microsoft Word, AutoCAD, InDesign, Adobe Photoshop, Adobe Illustrator and Sketch Up. Electronic files as well as hard copies of the completed documents shall be delivered to the CLIENT upon completion of the project. 3. Drawings, plans, reports, etc. shall be delivered to the CLIENT in the folIowing quantities: . Reports - 8 copies, full color, bound PaEe No.3 Bellomo-Herbert & ComDWV, Inc. ~ ..._._" .,........,.._. '__"._'0._"__""";"_'"_''' ""'""-""~""--. p- - ,~~,,=~,"',.^- -,-~,,_. 16G3 \ Scooe of Services Bavshore Gatewav Mixed Use Develooment 04101/09 1 copy. full color, un-bound, camera ready 1 complete digital copy of full report content . Large Plans - 1 original color copy, full size 1 copy of each drawing/plan which had been prepared in digital format 4. Invoices shall be submitted to the CLIENT from the CONSULTANT on a monthly basis and shall be based upon percentage of work completed for the prior month. 5. Reimbursable Expenses - Direct, out-of-pocket expenses such as express mail delivery, postage, printing, plotting, copying, long distance telephone services, automobile mileage, food and lodging are considered reimbursable costs which are not included in the fees quoted herein. These costs will be billed in addition to the stated fees. Automobile mileage will be billed at the current mileage rate as designated annually by the IRS. Any authorized additional services beyond the scope outlined, if requested by the Client, shall be compensated based on the hourly rates outlined in Exhibit 'B'. l I Pa!!e No,4 Bellomo-Herbert & Comoanv. Inc. ~ -,. . :... '.;.,::;:'..;.~ :~"::"~"..:-.. ~_...- - - :..';-~. - . --." .. --.-.. _. .. . - .'. ._- .. '. , . -'",- ~- ..._-,----,""'_..-----"',.,""""'..""'"'.,.... ,.,.~,- "''-,.,'''''''"'~_"..,_'''''',..'''_;c~_..~~___~_..<~,.. 16G3 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: David Jackson, Executive Director Bayshore/Gateway CRA 4069 Bayshore Drive Naples, Florida 34112 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. ITEM LUMP SUM FEE FOR: FEE PAYMENT SCHEDULE Overall Project Management $42,000.00 Payable $3,500.00 per month for twelve (12) months Task 1 Existing Conditions Analysis $165,100 Payable Upon Receipt of All Deliverables Task 2 Conceptual Master Plan and $186,690 Payable Upon Receipt of All Initial Entitlements Deliverables Task 3 Implementation Plan and $85,530 Payable Upon Receipt of All Financial Model Deliverables Reimbursables $47,932 Time and Materials TOTAL FEE (Total Items 1-5) $527,252 NOT TO EXCEED B.2.2. The fees noted in Section 2.1. shall constitute the lump sum amount of Five Hundred Twenty Seven Thousand Two Hundred Fifty Two Dollars ($527,252) to be paid to TPA#19833711 Il .,. ........... IU,j.k"_..".....,.........-...,____._,,,._"___"'_.__....,''''''''~~.~.,,.__"~".~~.~.~~..~..~_,.__~._.. 16G3 CONSULTANT for the performance of the Basic Services. Assuming OWNER and CONSUL TANT both determine from the Phase 1 work that it makes economical and commercial sense to move to Phase 2, fifty percent (50%) of the fees paid will be reimbursed to the Bayshore/Gateway CRA within ninety (90) days after the Phase 2 Development Agreement is fully executed. The schedule for reimbursement will be considered in the Financial Plan. B.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, CONSUL TANT 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. 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 Project name and shall not be submitted more than one time monthly. B.3.3 Payments for Additional Services of CONSULTANT as defined in Article 2 hereinabove may be paid monthly or upon deliverables at the discretion of the OWNER and payment for reimbursable expenses will be made monthly upon presentation of a detailed invoice with supporting documentation. TPA#198337L1 ..________.__0.__'________.___ .n 16G3 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# I 983371. 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III "0 - -, ro ao ::T Q. .-+ n :;ltl iii' () -0 lD.-+ 0 ..... -< nr VI 015' '"" ~ () ;:;: =- )> VI :;Xl _ :J 0"0 .-.., ro VI n :;Xl -. ~ :t> Q) ~ () ;:+ -0 :J ro :t> 0 ~ :J ~ :;Xl VI _ n:J llJ -.:t> -0 llJ ro I/) o '"" :J )> )> :J 0 :J ;::I. J2 ~ ~ VI llJ Vl < ~ :J ~ ~ :::::. - VI - 0.. X -< lD Q. c: I/) lD '. ~ s: ~ , g.2. I r+ lD I ::r ~ .... III , N , ". '. I ~ I W .g o (I) I "tl III n ::r lD ::J: llJ Q. m I ~ ~ c I ~ ....::r c: lD r- I Q. m I ~ n VI , I C"l I . I ~ , . co r- I I . I I.D , .... _ 0 , ' I ,I I ::: , , " , ~ ~-- .,,'~---,.......__.---=-~,-----~<~,. - ----_._~,-~-_.,-----_._--_._---_._----_._-- .. SCHEDULE D 16Gj INSURANCE COVERAGE (1 ) The amounts and types of insurance coverage shall conform to the following minImum requirements with the use of Insurance Services Office (ISO) forms and endorsements or their equivalents. If CONSUL TANT 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 CONSUL T ANT hereunder, CONSULTANT _'W__^.___."...,..~.__"_~ -,.. ...... ---,...._.....~..,-..."'.... _ _.....4>- "-~_.--,.~-,~;---,..----... -_.",~--~"< shall immediately take steps to have the aggregate limit reinstated to the full extent permi.9 G ~ 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 CONSUL TANT 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 req u ired hereunder or termination of the Agreement, the CONSULTANT shall furnish to the OWNER, in triplicate, renewal or replacement Certificate(s) of Insurance not later than three (3) business days after the renewal of the policy(ies). Failure ------"--,.- -~ . '....-..... ~---~-~-----_..~_._,-~ of the Contractor to provide the OWNER with such renewal certificate(s) shall be de!m~ ~ 3 material breach by CONSULTANT and OWNER may terminate the Agreement for cause. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY Required by this Agreement? _X_ Yes - No (1) Workers' Compensation and Employers' Liability Insurance shall be maintained by the CONSULTANT during the term of this Agreement for all employees engaged in the work under this Agreement in accordance with the laws of the State of Florida. The amounts of such insurance shall not be less than: a. Worker's Compensation - Florida Statutory Requirements b. Employers' Liability (check one) X $100,000 Each Accident -- $500,000 Disease Aggregate $100,000 Disease Each Employee $1,000,000 Each Accident $1,000,000 Disease Aggregate $1,000,000 Disease Each Employee (2) The insurance company shall waive all claims rights against the OWNER and the policy shall be so endorsed. (3) United States Longshoreman's and Harborworker's Act coverage shall be maintained where applicable to the completion of the work. _ Applicable _X_ Not Applicable _"__h~'~"'...~.."'~--'-"_ , . '"'.-"""'~""< ----"'----~----- 16G3 (4) Maritime Coverage (Jones Act) shall be maintained where applicable to the completion of the work. _ Applicable _X_ Not Applicable COMMERCIAL GENERAL LIABILITY Required by this Agreement? _X_ Yes - No (1 ) Commercial General Liability Insurance, written on an "occurrence" basis, shall be maintained by the CONSULTANT. Coverage will include, but not be limited to, Bodily Injury, Property Damage, Personal Injury, Contractual Liability for this Agreement, Independent Contractors, Broad Form Property Damage including Completed Operations and Products and Completed Operations Coverage. Products and Completed Operations coverage shall be maintained for a period of not less than five (5) years following the completion and acceptance by the OWNER of the work under this Agreement. Limits of Liability shall not be less than the following: _ General Aggregate $300,000 Products/Completed Operations Aggregate $300,000 Personal and Advertising Injury $300,000 Each Occurrence $300,000 Fire Damage $ 50,000 _ General Aggregate $500,000 Products/Completed Operations Aggregate $500,000 Personal and Advertising Injury $500,000 Each Occurrence $500,000 Fire Damage $ 50,000 _X_General Aggregate $1,000,000 Products/Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence $1,000,000 Fire Damage $ 50,000 '__~~"..~e~.,_ ....."'01 .-. .' .. ~ --,_."",."",-,,_""-""""", -"".-"'~=-- -~,_.- (2) The General Aggregate Limit shall apply separately to this Project and the poly ~a~ 3 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 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 ca rried 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 -----,., ,.,~_._- ",._-,~-,-",~---~,',-,,--'-^-"...,------~--_._--,_._-.----- 16G3 (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? Yes X 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 _ $5,000,000 each claim and in the aggregate -~._~",. "'---'--~"'" .- .~-_.,.. ".."_."^_."-_.~,-~-_.~.~,_.~---~._----_." . 16G3 (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. CONSUL TANT 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, CONSUL TANT may be required to purchase valuable papers and records coverage for plans, specifications, drawings, reports, maps, books, blueprints, and other printed documents in an amount sufficient to cover the cost of recreating or reconstructing valuable papers or records utilized during the term of this Agreement. PROJECT PROFESSIONAL LIABILITY (1 ) If OWNER notifies CONSULTANT that a project professional liability policy will be purchased, then CONSULTANT agrees to use its best efforts in cooperation with OWNER and OWNER'S insurance representative, to pursue the maximum credit available from the _._---,.,.."."~..._-..._.....~--'" ,._,"'....."", ~-"~,.."..,,. ...............".",,, . 16~-~ professional liability carrier for a reduction in the premium of CONSULTANT'S professiona . liability policy. If no credit is available from CONSUL TANT'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). CONSUL TANT 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 CONSUL TANT and its professional subconsultants as named insureds. END OF SCHEDULE D ....___.v_ ---",---- ,~_w"""_.~""""~""'_""'.. -q- .0(>>''''''''--''' ,......,,'"-~.,.',,_..."~"-"'"~.~."'..._."' .,"..., 16G= .- SCHEDULE E KEY PERSONNEL, SUBCONSUL TANTS AND SUBCONTRACTORS Pizzuti (28%) Firm Total Time Allocated to Project Percentaqe of Time Allocated to Proiect James S. Russell, CEcD, Executive Vice President 2% Thomas A. Harmer, ICMA-CM, Senior Director & key contact 5% Barbara Fohl, Manager of Research & Development Services 8% Stephanie Moreton, Manager of Business Development 1% Don Wheat, AlA, LEED AP(and third party design architect TBD) 11% Shannon David Hamons, CEcD, Director of Special Projects 1% Sub consultants: TG2 with AMS (7%) Firm Total Time Allocated to Project Tom Tomlinson & key contact 4% Arthur Greenburg 3% Bellomo Herbert & Company (22%) Firm Total Time Allocated to Project Frank Bellomo, President & key contact 10% Glenn Herbert, FASLA, Vice President 6% Melanie Harris, Landscape Technician 6% Proiect for Public Spaces (17%) Firm Total Time Allocated to Project Fred I. Kent, President 3% Meg Walker, Vice President & key contact 7% Elena Madison, Assistant Vice President 7% .,"'.~ "'_....',...~ '",..... ~ l6G3 Banks Enqineerinq (18%) Firm Total Time Allocated to Project Todd R. Rebol, P. E., & key contact 9% Dean S. Ziegler, Senior Land Planner 3% Dave Underhill, P.E., Project Manager 3% Clay Rebol, Project Engineer 1% Ken E. Trask, PLS, Survey Project Manager 1% Stacy Hewitt, AICP, Planner 1% W. Dexter Bender & Associates (8%) Firm Total Time Allocated to Project Paul K. Owen, Principal Ecologist & key contact 4% Tyler King, Principal Ecologist 2% Craig Smith, Senior Ecologist 1% Dan Underhill, Ecologist III 1% Total 100% ~"'~._'___."~__'~'__.~._.~_O_~_'__'_______"_"___"__,_,...._..__.___.__~_,.,_~_ .____ ~._.__._......._~_._.__..._,..... , ACORD". CERTIFICATE OF LIABILITY INSURANCE DATE (MMlDDIYYYY) 6 9 2009 PRODUCER Phone: 614-457-7000 Fax: 614-457-1507 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION HRH Columbus ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 2245 North Bank Drive HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Columbus OH 43220 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Cincinnat i Ins Co 0677 The Pizzuti Companies INSURER B: Two Miranova Place Suite 800 INSURER C: Columbus OH 43215 INSURER D: INSURER E: COVERAGES 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 r..o,.~} POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR A ~NERAL LIABILITY CPP3663513 7/1/2008 7/1/2009 EACH OCCURRENCE $1 000 000 cK- COMMERCIAL GENERAL LIABILITY ~~m~'Es Ea occurence) 51 000 000 r-- ::=J CLAIMS MADE EJ OCCUR MED EXP (Anyone person) $ 10 000 PERSONAL & ADV INJURY $ 1 000 000 GENERAL AGGREGATE $ 2 000 000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 1 000 000 I POLICY n~~RT n LOC A ~TOMOBILE LIABILITY CPP3663513 7/1/2008 7/1/2009 COMBINED SINGLE LIMIT $1,000,000 L ANY AUTO (Ea accident) - ALL OWNED AUTOS BODILY INJURY (Per person) $ SCHEDULED AUTOS - L HIRED AUTOS BODILY INJURY (Per accident) $ L NON-OWNED AUTOS - PROPERTY DAMAGE $ (Per accident) ~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ ::=J OCCUR D CLAIMS MADE AGGREGATE $ $ =1 DEDUCTIBLE $ RETENTION $ $ A WORKERS COMPENSATION AND WC2113066 7/1/2008 7/1/2009 X I T~~~IfJ#s Ix I OJ~- IN/IL/FL EMPLOYERS' LIABILITY EL EACH ACCIDENT $ Sl 000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? EL DISEASE - EA EMPLOYEE $ Sl 000 000 ~P~~~~~~OVrs4c;NS below EL DISEASE - POLICY LIMIT $ ~1 nnn nnn OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS E: Contract #09-5184 "Master Developer for a Mixed Use Development on CRA Owned Land" oIlier County Government and Collier County CRA are listed as additional insureds on the general liability, CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Collier County BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE Administrative Services Division, Purchasing CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO Dept SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON 3301 Tamiami Trail East THE INSURER, ITS AGENTS OR REPRESENTATIVES, Naples FL 34112 AUTHORIZEDREPRESENTATIK~ j.~ ACORD 25 (2001108) @ACORDCORPORATION 1988 -_..~~..."-~ -_._._~---_.~-,--_._._----~-----_._-- 1 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 (2001/08) ....._"000._.. . _"'_..""~~_."._...-.,....".,_..-._..,,._~_."~,-